10-K - MFBI - Equibles

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

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

For the fiscal year ended March 31, 2025

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

For the transition period from to

Commission File No. 000-56702

Monroe Federal Bancorp, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Maryland	99-3587922
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification Number)

24 East Main Street , Tipp City , Ohio	45371
(Address of Principal Executive Offices)	(Zip Code)

( 937 ) 667-8461

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $0.01 per share

Title of each class	Trading symbol(s)	Name of Each Exchange on Which Registered

Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.01 per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES ☐ NO ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act YES ☐ NO ☒

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 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 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, 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

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

The aggregate market value of the common shares of Monroe Federal Bancorp, Inc., held by non-affiliates was $0.0 as of September 30, 2024, the last business day of the registrant’s most recently completed second fiscal quarter. Directors and executive officers of the registrant are considered affiliates for purposes of this calculation but should not necessarily be deemed affiliates for any other purpose.

526,438 shares of the registrant’s common stock, par value $0.01 per share, were issued and outstanding as of June 30, 2025.

DOCUMENTS INCORPORATED BY REFERENCE

None

Table of Contents TABLE OF CONT ENTS

	****	Page
PART I

Item 1. Business		3

Item 1A. Risk Factors		28

Item 1B. Unresolved Staff Comments		28

Item 1C. Cybersecurity		28

Item 2. Properties		29

Item 3. Legal Proceedings		30

Item 4. Mine Safety Disclosures		30

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		31

Item 6. (Reserved)		31

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations		31

Item 7A. Quantitative and Qualitative Disclosures About Market Risk		44

Item 8. Financial Statements and Supplementary Data		45

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		82

Item 9A. Controls and Procedures		82

Item 9B. Other Information		83

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections		83

PART III

Item 10. Directors, Executive Officers and Corporate Governance		83

Item 11. Executive Compensation		86

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		90

Item 13. Certain Relationships and Related Transactions, and Director Independence		91

Item 14. Principal Accounting Fees and Services		91

PART IV

Item 15. Exhibits and Financial Statement Schedules		92

Item 16. Form 10-K Summary		93

Signatures		94

Table of Contents PART I

Item 1. Business

BUSINESS OF MONROE FEDERAL BANCORP

Forward Looking Statements

This annual report contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “believe,” “contemplate,” “continue,” “target” and words of similar meaning. 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;
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●	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.
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These forward-looking statements are based on our current beliefs and expectations 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. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this annual report.

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

●	general economic conditions, either nationally or in our market area, which are worse than expected;
●	changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for credit losses;
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●	our ability to access cost-effective funding;
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●	our ability to maintain adequate liquidity, primarily through deposits;
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●	fluctuations in real estate values and in the conditions of the residential real estate and commercial real estate markets;
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●	demand for loans and deposits in our market area;
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●	our ability to implement and change our business strategies;
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●	competition among depository and other financial institutions;
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●	inflation and changes in the interest rate environment that reduce our margins and yields, the fair value of our financial instruments, or our level of loan originations, or increase the level of defaults, losses and prepayments within our loan portfolio;
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Table of Contents

●	adverse changes in the securities markets;
●	changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees, capital requirements and insurance premiums;
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●	changes in the quality or composition of our loan or investment portfolios;
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●	technological changes that may be more difficult or expensive than expected;
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●	the inability of third-party providers to perform as expected;
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●	a failure or breach of our operational or information security systems or infrastructure, including cyberattacks;
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●	our ability to manage market risk, credit risk and operational risk;
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●	our ability to enter new markets successfully and capitalize on growth opportunities;
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●	changes in consumer spending, borrowing and savings habits;
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●	changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board;
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●	our ability to retain key employees; and
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●	changes in the financial condition, results of operations or future prospects of issuers of securities that we own.
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Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.

Monroe Federal Bancorp, Inc.

Monroe Federal Bancorp, Inc. (“Monroe Federal Bancorp,” the “Company” or “we”) was incorporated in May 2024 and became the holding company for Monroe Federal Savings and Loan Association (“Monroe Federal” or the “Bank”) upon the conversion of Monroe Federal from the mutual form of organization to the stock form of organization (the “Conversion”). The Conversion was completed on October 23, 2024, on which date the Company sold 526,438 shares of common stock at a price of $10.00 per share.

The Company is a registered savings and loan holding company subject to comprehensive regulation and examination by the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”). The Company conducts its operations primarily through its wholly owned subsidiary, Monroe Federal. At March 31, 2025, the Company, on a consolidated basis, had total assets of $144.3 million, loans of $107.8 million, deposits of $120.7 million, and stockholders’ equity of $12.1 million.

The Company’s principal office is located at 24 East Main Street, Tipp City, Ohio 45371, and the telephone number at that address is (937) 667-8461. Our website address is www.monroefederal.com. Information on our website is not and should not be considered a part of this annual report.

Table of Contents Monroe Federal Savings and Loan Association

Originally chartered in 1875, Monroe Federal is a federally-chartered mutual savings association with its main office in Tipp City, Ohio. In addition to the main office, we conduct our operations from three branch offices located in Tipp City, Dayton, and Vandalia, Ohio. Tipp City is located on Interstate 75 approximately 25 miles north of Dayton, Ohio. Vandalia is also located on Interstate 75 approximately 12 miles north of Dayton, Ohio. Our business consists primarily of accepting deposits from the general public and investing those deposits, together with funds generated from operations, primarily in one- to four-family residential mortgage loans and, to a lesser extent, commercial real estate loans, both secured by properties located in our primary market area. To a significantly lesser extent, we also originate multi-family mortgage loans, construction and land development loans, commercial and industrial loans, home equity loans and lines of credit, and consumer loans. Historically, we have not sold loans we have originated. Our primary revenue source is interest income earned on loans and investments. Noninterest income is not a significant revenue source.

Monroe Federal is subject to comprehensive regulation and examination by the Office of the Comptroller of the Currency (the “OCC”), its primary federal regulator, and the Federal Deposit Insurance Corporation (the “FDIC”), and is a member of the Federal Home Loan Bank system.

Market Area

We consider Miami and Montgomery Counties, and contiguous areas, to be our primary market area for loan originations and deposit gathering. Wright-Patterson Air Force Base, home of the 88^th^ Air Base Wing, located outside Dayton, is a major employer in our primary market area. In terms of population, based on published statistics, Miami County has a 2024 population of approximately 111,000 and Montgomery County has a 2024 population of 533,000.

Primary areas of employment in Miami County and Montgomery County include healthcare, manufacturing, professional services, and retail trade. Major employers in Miami County include Upper Valley Medical Center, Clopay Corporation (manufacturing) and F&P America (manufacturing). In addition to Wright-Patterson Air Force Base, part of which is located in Montgomery County, other major employers in Montgomery County include CareSource (healthcare), Dayton Children’s Hospital, and The Reynolds and Reynolds Company (business services).

Competition

We face strong competition within our primary market area both in making loans and attracting retail deposits. Our market area includes large money center and regional banks, community banks and savings institutions, and credit unions including Wright-Patt Credit Union which is affiliated with Wright-Patterson Air Force Base. We also face competition for loans from mortgage banking firms, consumer finance companies, credit unions, and fintech companies and, with respect to deposits, from money market funds, brokerage firms, mutual funds and insurance companies. At June 30, 2024 (the most recent date for which Federal Deposit Insurance Corporation, referred to as the “FDIC” throughout this prospectus, is publicly available), we were ranked 11^th^ among the 15 FDIC-insured financial institutions with offices in Miami County, with a deposit market share of 2.8%, and 13^th^ among the 20 FDIC-insured financial institutions with offices in Montgomery County, with a deposit market share of 0.68%. Our ability to compete in our primary market area does not depend on any existing relationship.

Lending Activities

General. Our loan portfolio consists primarily of one-to four-family residential mortgage loans and, to a lesser extent, commercial real estate loans. To a substantially lesser extent, we also originate multi-family loans, construction and land development loans, commercial and industrial loans, home equity loans and lines of credit, and consumer loans. Historically, we have not sold the loans we have originated, other than participation interests in loans we have originated. We are developing the infrastructure necessary to sell one- to four-family residential mortgage loans, particularly longer-term loans to help mitigate our interest rate risk exposure.

Table of Contents

Loan Portfolio Composition. The following table sets forth the composition of our loan portfolio by type of loan at the dates indicated. There were no loans held for sale at any date indicated.


	****	At March 31,
		2025					2024
		Amount		****	Percent	****	Amount		****	Percent	****
		(Dollars in thousands)
Real estate loans:
One- to four-family		$	69,902		64.6	%	$	69,160		63.4	%
Multi-family			1,599		1.5			1,910		1.8
Commercial			24,188		22.4			24,002		22.0
Construction and land development			2,510		2.3			3,088		2.8
Commercial and industrial loans			4,256		3.9			4,890		4.5
Home equity loans and lines of credit			4,405		4.1			4,191		3.9
Consumer loans			1,290		1.2			1,792		1.6
			108,150		100.00	%		109,033		100.00	%
Less:
Net deferred loan fees			301					308
Allowance for credit losses			853					856
Loans, net		$	106,996				$	107,869

Contractual Maturities. The following table sets forth the contractual maturities of our total loan portfolio at March 31, 2025. Demand loans, loans having no stated repayment schedule or maturity, and overdraft loans are reported as being due in one year or less. Because the tables present contractual maturities and do not reflect repricing or the effect of prepayments, actual maturities may differ.


	****	One- to		****			****			****	Construction		****	Commercial
		Four-Family			Multi-family			Commercial			and Land			and
		Residential			Residential			Real Estate			Development			Industrial
		(In thousands)
Amounts due in:
One year or less		$	89		$	—		$	219		$	1,362		$	1,041
After one year through two years			107			—			—			540			731
After two years through three years			70			45			415			—			500
After three years through five years			480			146			3,611			—			1,497
After five years through 10 years			3,062			297			1,634			—			487
After 10 years through 15 years			9,613			337			3,691			608			—
After 15 years			56,481			774			14,618			—			—
Total		$	69,902		$	1,599		$	24,188		$	2,510		$	4,256


	****	Home		****			****
		Equity
		Loans and
		Lines of
		Credit			Consumer			Total
		(In thousands)
Amounts due in
One year or less		$	353		$	21		$	3,085
After one year through two years			—			76			1,454
After two years through three years			39			155			1,224
After three years through five years			57			709			6,500
After five years through 10 years			265			329			6,075
After 10 years through 15 years			3,690			—			17,939
After 15 years			—			—			71,873
Total		$	4,405		$	1,290		$	108,150

Table of Contents The following table sets forth our fixed and adjustable-rate loans at March 31, 2025, that are contractually due after March 31, 2026.


	****	Due After March 31, 2025
		Fixed		****	Adjustable		****	Total
		(In thousands)
Real estate loans:
One- to four-family		$	61,888		$	7,925		$	69,813
Multi-family			—			1,599			1,599
Commercial			2,228			21,741			23,969
Construction and land development			133			1,015			1,148
Commercial and industrial loans			2,487			728			3,215
Home equity loans and lines of credit			—			4,052			4,052
Consumer loans			1,269			—			1,269
Total loans		$	68,005		$	37,060		$	105,065

One- to Four-Family Residential Mortgage Loans. At March 31, 2025, one-to four-family residential mortgage loans totaled $69.9 million, or 64.6% of total loans. Our one- to four-family residential real estate loans are primarily secured by owner-occupied properties located in our primary market area.

Our one- to four-family residential real estate loans are generally not underwritten to secondary market guidelines. One- to four-family residential real estate loans are generally for terms up to 30 years and have a negotiated fixed interest rate. We generally limit the loan-to-value ratios of our residential mortgage loans to 90% of the purchase price or appraised value, whichever is lower. We may go to 95% loan-to-value with PMI (private mortgage insurance).

We do not offer “interest only” residential mortgage loans, where the borrower pays interest for an initial period, after which the loan converts to a fully amortizing loan. We also do not offer loans that provide for negative amortization of principal, such as “Option ARM” loans, where the borrower can pay less than the interest owed on the loan, resulting in an increased principal balance during the life of the loan.

We offer “subprime loans” on one- to four-family residential real estate loans (i.e., generally loans to borrowers with credit scores less than 620). At March 31, 2025, subprime loans amounted to $857,000. All subprime loans are reported to Monroe Federal’s board of directors each quarter.

Multi-Family Real Estate Loans. At March 31, 2025, multi-family real estate loans totaled $1.6 million, or 1.5% of total loans. Our multi-family real estate loans are primarily secured by properties located in our primary market area. Multi-family real estate loans are generally adjustable rate loans based on the Five Year Constant Maturity Treasury Rate and with amortization terms up to 20 years. Generally, the interest rate is fixed for the initial term of five years and then adjusts every five years thereafter. We generally limit the loan-to-value ratios of our multi-family real estate to 80% of the purchase price or appraised value, whichever is lower. At March 31, 2025, our largest multi-family real estate loan had an outstanding balance of $496,000 and it was performing according to its original terms.

Commercial Real Estate Loans. At March 31, 2025, commercial real estate loans totaled $24.2 million, or 22.4% of total loans. Our commercial real estate loans are secured by both owner-occupied and non-owner-occupied properties located primarily in our market area, including warehouses, storage units, and store fronts. At March 31, 2025, commercial real estate loans secured by owner-occupied properties totaled $13.7 million and commercial real estate loans secured by non-owner-occupied properties totaled $10.3 million. At March 31, 2025, we had no other material concentrations within our commercial real estate loan portfolio. Commercial real estate loans are generally adjustable rate loans based on the Five Year Constant Maturity Treasury Rate and with amortization terms up to 20 years. Generally, the interest rate is fixed for the initial term of five years and then adjusts every five years thereafter. We generally limit the loan-to-value ratios of our commercial mortgage loans to 75% of the purchase price or appraised value, whichever is lower.

Table of Contents At March 31, 2025, our largest commercial real estate loan had an outstanding balance of $1.9 million and is secured by retail property located in Tipp City, Ohio. At March 31, 2025, this loan was performing according to its original terms.

We consider a number of factors in originating commercial real estate loans. We evaluate the qualifications and financial condition of the borrower, including credit history, profitability and expertise, as well as the value and condition of the property securing the loan. When evaluating the qualifications of the borrower, we consider the financial resources of the borrower, the borrower’s experience in owning or managing similar property and the borrower’s payment history with us and other financial institutions. In evaluating the property securing the loan, the factors we consider include the net operating income of the mortgaged property before debt service and depreciation, the ratio of the loan amount to the appraised value of the mortgaged property, and the debt service coverage ratio (the ratio of net operating income to debt service). Generally, we require that the debt service coverage ratio be at least 1.2x. The significant majority of our commercial real estate loans are appraised by outside independent appraisers approved by the board of directors. Personal guarantees are generally obtained from the principals of the borrowers.

Construction and Land Development Loans. At March 31, 2025, construction and land development loans totaled $2.5 million, or 2.3% of total loans. We make residential construction loans, primarily to individuals for the construction of their primary residences and occasionally to contractors and builders of single-family homes. Our residential construction loans are structured as construction/permanent loans where after an 11 month construction period the loan converts to a permanent one-to four-family residential mortgage loan. Our residential construction loans are underwritten to the same guidelines for permanent residential mortgage loans. At March 31, 2025, our largest non-speculative residential construction loan amounted to $400,000, of which $265,000 had been disbursed.

We occasionally make speculative residential construction loans, which are construction loans to a builder where there is not a contract in place for the purchase of the home at the time the construction loan is originated. We generally make speculative construction loans only to a small group of local builders with whom we have an established relationship and a satisfactory track record. At March 31, 2025, we had one speculative construction loan which amounted to $856,000 of which $716,000 had been disbursed. The collateral for this loan consists of both speculative and nonspeculative 1-4 family property.

We occasionally make commercial construction loans, which are structured as construction/permanent loans where after a one year construction period the loan converts to a permanent commercial mortgage loan. Our commercial construction loans are underwritten to the same guidelines for commercial mortgage loans. At March 31, 2025, there were $1.6 million of commercial construction loans outstanding, of which $0 had been disbursed.

Construction loans generally can be made with a maximum loan-to-value ratio of 80% of the estimated appraised market value upon completion of the project. Before making a commitment to fund a construction loan, we require an appraisal of the property by an independent licensed appraiser. We also generally require inspections of the property before disbursements of funds during the term of the construction loan.

We also make a limited amount of land development loans to complement our construction lending activities, as such loans are generally secured by lots that will be used for residential development. At March 31, 2025, our largest land development loan had a credit exposure of $750,000, of which $540,000 was outstanding as of that date. At March 31, 2025, this loan was performing according to its original terms.

Commercial and Industrial Loans. At March 31, 2025, commercial loans totaled $4.3 million, or 3.9% of total loans. Commercial and industrial loans include both term loans and lines of credit. Term loans generally have fixed or variable rates and have terms of up to six years. Lines of credit are generally variable rate demand loans with no maturity date. We review lines of credit annually. These loans are generally secured by business assets, such as equipment, inventory and accounts receivable. Depending on the collateral used to secure the loans, commercial and industrial loans are made in amounts of up to 100% of the value of the collateral securing the loan.

Table of Contents When making commercial and industrial loans, we consider the financial statements of the borrower, our lending history with the borrower, the debt service capabilities and global cash flows of the borrower and other guarantors, the projected cash flows of the business and the value of the collateral, accounts receivable, inventory and equipment.

At March 31, 2025, our largest commercial and industrial loan was a $1.0 million line of credit, with an outstanding balance of $124,000 as of that date. This loan is secured by a blanket lien on business assets. At March 31, 2025, this loan was performing according to its original terms.

We are part of a network of community banks nationwide that purchase commercial and industrial loans from Bankers Healthcare Group, LLC (BHG). As of March 31, 2025, the aggregate balance of BHG purchased loans totaled $1.6 million. BHG originates loans nationwide to licensed or unlicensed or otherwise skilled healthcare and other business professionals for business development, practice improvement, debt consolidation, working capital, equipment purchases, and, occasionally, business purchases. BHG typically originates loans at fixed interest rates and without a prepayment penalty provision. BHG underwrites and funds the loans, which are typically secured by a Uniform Commercial Code blanket lien on the borrowers’ business assets. When we purchase a loan from BHG, we purchase 100% of the loan and BHG establishes a reserve deposit account with us equal to 3% of the loan balance and we remit 97% of the loan balance to BHG. We also become an additional secured party to the loan. The borrower services the loan by authorizing us to withdraw funds electronically from the borrower’s deposit account established at the borrower’s financial institution. If a loan becomes delinquent, BHG handles all collection activity and bears all associated costs. During the delinquency period, we withdraw from the reserve deposit account to service the loan. When a delinquent payment is collected, the collected funds are used to replenish the reserve deposit account. If a loan becomes 90 days delinquent, BHG typically replaces the delinquent loan with a performing loan of equal or greater balance (although this is not a contractual obligation of BHG). As of March 31, 2025, no BHG purchased loans were delinquent. At March 31, 2025, our largest BHG purchased loan totaled $310,000 and it was performing according to its original terms.

Home Equity Loans and Lines of Credit. At March 31, 2025, home equity loans and lines of credit totaled $4.4 million, or 4.1% of total loans. Home equity loans are generally fixed-rate loans for terms of up to 180 months. The interest rate for home equity lines of credit are based on the prime rate, with a floor rate of 3% and a ceiling rate of 24%. The loan to value ratio for home equity loans and lines of credit is generally up to 90%, taking into account any superior mortgage on the collateral property.

Consumer Loans. At March 31, 2025, consumer loans totaled $1.3 million, or 1.2% of total loans. Our consumer loan portfolio generally consists of loans secured predominately by automobiles (new and used). Consumer loans have fixed interest rates and terms up to 72 months (for a new automobile). Our loan policy does not specify loan to value ratios for consumer loans.

Loan Underwriting Risks

Subprime One- to Four-Family Residential Mortgage Loans. Subprime loans are generally defined as loans made to borrowers with credit scores of less than 620. Subprime loans expose us to higher delinquency risk and default risk and a higher potential for losses than loans made to borrowers with more favorable credit scores and credit risk profile.

Commercial Real Estate Loans and Multi-family Real Estate Loans. Loans secured by commercial real estate or multi-family properties generally have larger balances and involve a greater degree of risk than one- to four-family residential real estate loans. The primary concern in commercial real estate lending and multi-family lending is the borrower’s creditworthiness and the feasibility and cash flow potential of the underlying business or multi-family property. Payments on loans secured by income producing properties often depend on successful operation and management of the properties. As a result, repayment of such loans may be subject, to a greater extent than residential real estate loans, to adverse conditions in the real estate market or the economy. To monitor cash flows on income properties, we require borrowers and loan guarantors to provide quarterly, semi-annual or annual financial statements, depending on the size of the loan, on commercial real estate loans. In reaching a decision on whether to make a

Table of Contents commercial real estate loan or multi-family loan, we consider and review a global cash flow analysis of the borrower and consider the net operating income of the property, the borrower’s expertise, credit history and profitability and the value of the underlying property. We have generally required that the properties securing these real estate loans have an aggregate debt service ratio, including the guarantor’s cash flows and the borrower’s other projects, of at least 1.2x. An environmental phase one report is obtained when the possibility exists that hazardous materials may have existed on the site, or the site may have been impacted by adjoining properties that handled hazardous materials.

If we foreclose on a commercial real estate loan or a multi-family loan, the marketing and liquidation period to convert the real estate asset to cash can be lengthy with substantial holding costs. In addition, vacancies, deferred maintenance, repairs and market stigma can result in prospective buyers expecting sale price concessions to offset their real or perceived economic losses for the time it takes them to return the property to profitability. Depending on the individual circumstances, initial charge-offs and subsequent losses on these loans can be unpredictable and substantial.

Commercial and Industrial Loans. Unlike residential real estate loans, which generally are made on the basis of the borrower’s ability to make repayment from his or her employment or other income, and which are secured by real property whose value tends to be more easily ascertainable, commercial and industrial loans are of higher risk and typically are made on the basis of the borrower’s ability to make repayment from the cash flows of the borrower’s business, and the collateral securing these loans may fluctuate in value. Our commercial and industrial loans are originated primarily based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. Collateral for commercial and industrial loans typically consists of equipment, accounts receivable, or inventory. Credit support provided by the borrower for most of these loans is based on the liquidation of the pledged collateral and enforcement of a personal guarantee, if any. Further, any collateral securing such loans may depreciate over time, may be difficult to appraise and may fluctuate in value. As a result, the availability of funds for the repayment of commercial and industrial loans may depend substantially on the success of the business itself.

Construction and Land Development Loans. Construction and land development lending involves additional risks when compared with permanent lending because funds are advanced upon the security of the project, which is of uncertain value before its completion. Because of the uncertainties inherent in estimating construction costs, as well as the market value of the completed project and the effects of governmental regulation of real property, it is relatively difficult to evaluate accurately the total funds required to complete a project and the related loan-to-value ratio. In addition, generally during the term of a construction loan, interest may be funded by the borrower or disbursed from an interest reserve set aside from the construction loan budget. These loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the ultimate project and the ability of the borrower to sell or lease the property or obtain permanent take-out financing, rather than the ability of the borrower or guarantor to repay principal and interest. If the appraised value of a completed project proves to be overstated, we may have inadequate security for the repayment of the loan upon completion of construction of the project and may incur a loss. Land development loans have substantially similar risks.

Consumer Loans. Consumer loans may entail greater risk than residential real estate loans, particularly in the case of consumer loans that are unsecured or secured by assets that depreciate rapidly such as automobiles. Repossessed collateral for a defaulted consumer loan may not provide an adequate source of repayment for the outstanding loan and a small remaining deficiency often does not warrant further substantial collection efforts against the borrower. Consumer loan collections depend on the borrower’s continuing financial stability, and therefore are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Loan Originations, Purchases and Sales

We originate loans through employee marketing and advertising efforts, our existing customer base, walk-in customers and referrals from customers.

As discussed under “– Lending Activities – Commercial and Industrial Loans,” we purchase loans from Bankers Healthcare Group, LLC. We occasionally purchase participation interests loans originated by other financial 10

Table of Contents institutions acting as the lead lender. At March 31, 2025, our largest purchased participation interest had an outstanding balance of $1.4 million and is secured by a hotel property located in Columbus, Ohio. At March 31, 2025, it was performing according to its original terms.

We generally do not sell the one- to four-family mortgage loans we originate, but retain them in our loan portfolio and do not sell the servicing rights. Historically, we have not sold loans we have originated. We are currently developing the infrastructure necessary to sell one- to four-family residential mortgage loans, particularly longer term loans to help mitigate our interest rate risk exposure. We expect to hire up to three additional employees for this purpose, which is expected to increase our noninterest expenses in future periods. Occasionally, we sell participation interests in commercial real estate loans and other commercial loans we originate as lead lender so that our retained interest is within our legal lending limit.

Loan Approval Procedures and Authority

Our lending is subject to written, non-discriminatory underwriting standards and origination procedures. Decisions on loan applications are made on the basis of detailed applications submitted by the prospective borrower and property valuations. Our policies require that for all real estate loans that we originate, property valuations must be performed by outside independent state-licensed appraisers approved by our board of directors. The loan applications are designed primarily to determine the borrower’s ability to repay the requested loan, and the more significant items on the application are verified through use of credit reports, financial statements and tax returns.

By law, the aggregate amount of loans that we are permitted to make to any one borrower or a group of related borrowers is generally limited to 15% of Monroe Federal’s unimpaired capital and surplus (25% if the amount in excess of 15% is secured by “readily marketable collateral” or 30% for certain residential development loans). At March 31, 2025, our largest credit relationship to one borrower had an outstanding credit exposure of $1.9 million, of which $1.1 million was outstanding, and is secured by residential real estate and business assets. At March 31, 2025, these loans were performing according to their original terms.

We have three tiers of lending authority: individual lending authority (President, Vice President – Commercial Lending, Vice President – Retail Banking, and Vice President – Business Development); the Officers Loan Committee (consisting of at least the President, Vice President – Commercial Lending, Vice President – Retail Banking, and Vice President – Business Development); the Board Loan Committee (consisting of at least four members of the Board of Directors and the members of the Officers Loan Committee); and the full Board of Directors. Depending on the loan type, individual lending authorities are up to $250,000 per loan ($500,000 aggregate credit exposure), Officers Loan Committee lending authority is up to $750,000 per loan ($750,000 aggregate credit exposure) and Board Loan Committee lending authority is up to $1.0 million ($1.0 million aggregate credit exposure). All loans that exceed the approval authority of the Board Loan Committee are submitted to the full Board of Directors for review and disposition.

Generally, we require property and extended coverage casualty insurance in amounts at least equal to the principal amount of the loan or the value of improvements on the property, depending on the type of loan. In addition, we require an escrow for flood insurance (where appropriate) and generally request an escrow for property taxes and insurance. We allow borrowers to pay their own taxes and property and casualty insurance as long as proof of payment is provided.

Delinquencies, Classified Assets and Nonperforming Assets

Delinquency Procedures. When a borrower becomes 30 days past due on a loan, we attempt to contact the borrower by telephone. Delinquency letters are mailed to borrowers at delinquency intervals of 11 days for consumer loans and 16 days for residential and commercial loans. Once the loan is considered in default, generally at 90 days past due, a letter is generally sent to the borrower explaining that the entire balance of the loan is due and payable, the loan is placed on non-accrual status, and additional efforts are made to contact the borrower. If the borrower does not respond, we generally initiate foreclosure proceedings when the loan is 120 days past due. If the loan is reinstated, foreclosure proceedings will be discontinued and the borrower will be permitted to continue to make payments. In certain instances,

Table of Contents we may modify the loan or grant a limited exemption from loan payments to allow the borrower to reorganize his or her financial affairs. All delinquent loans are reported to the board of directors each month.

When we acquire real estate as a result of foreclosure or by deed in lieu of foreclosure, the real estate is classified as other real estate owned until it is sold. The real estate is recorded at estimated fair value at the date of acquisition, less estimated costs to sell, and any write-down resulting from the acquisition is charged to the allowance for credit losses. Subsequent decreases in the value of the property are charged to operations. After acquisition, all costs in maintaining the property are expensed as incurred. Costs relating to the development and improvement of the property, however, are capitalized to the extent of estimated fair value, less estimated costs to sell. At March 31, 2025, we had no real estate acquired as a result of foreclosure or by deed in lieu of foreclosure.

Modifications Made to Borrowers Experiencing Financial Difficulty. We occasionally modify loans to extend the term or make other concessions to help a borrower stay current on his or her loan and to avoid foreclosure. We consider modifications only after analyzing the borrower’s current repayment capacity, evaluating the strength of any guarantors based on documented current financial information, and assessing the current value of any collateral pledged. We generally do not forgive principal or interest on loans, but may do so if it is in our best interest and increases the likelihood that we can collect the remaining principal balance. We may modify the terms of loans to lower interest rates (which may be at below market rates), to provide for fixed interest rates on loans where fixed rates are otherwise not available, to provide for longer amortization schedules, or to provide for interest-only terms. These modifications are made only when a workout plan has been agreed to by the borrower that we believe is reasonable and attainable and in our best interests. At March 31, 2025, we had $902,000 of modified loans.

Delinquent Loans. The following table sets forth our loan delinquencies (including non-accrual loans), by type and amount, at the dates indicated.


	****	At March 31,
		2025								2024
		30-59		****	60-89		****	90 Days		30-59		****	60-89		****	90 Days
		Days Past			Days Past			or More		Days Past			Days Past			or More
		Due			Due			Past Due		Due			Due			Past Due
		(In thousands)
Real estate loans:
One- to four-family		$	—		$	—		$	—	$	198		$	—		$	—
Multi-family			—			—			—		—			—			—
Commercial			—			—			—		—			—			—
Construction and land development			—			—			—		—			—			—
Commercial and industrial loans			—			—			—		—			—			—
Home equity loans and lines of credit			—			—			—		20			—			—
Consumer loans			—			—			—		13			—			—
Total		$	—		$	—		$	—	$	231		$	—		$	—

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Non-Performing Assets. The following table sets forth information regarding our non-performing assets at the dates indicated. As of March 31, 2025, there were no non-accruing loans made to borrowers experiencing financial difficulty included in non-accrual loans. As of March 31, 2024, there were no troubled debt restructurings included in non-accrual loans.


	****	At March 31,
		2025		****	2024		****
		(Dollars in thousands)
Non-accrual loans:
Real estate loans:
One- to four-family		$	420		$	—
Multi-family			—			—
Commercial			—			—
Construction and land development			—			—
Commercial and industrial loans			13			—
Home equity loans and lines of credit			114			—
Consumer loans			82			—
Total non-accrual loans		$	629		$	—
Accruing loans past due 90 days or more			—			—
Foreclosed assets			—			—
Other nonperforming assets			—			—
Total non-performing assets		$	629		$	—
Total non-performing loans to total loans			0.58%	%		—	%
Total non-accruing loans to total loans			0.58%	%		—	%
Total non-performing assets to total assets			0.44%	%		—	%

Classified Assets. Federal regulations provide that loans and other assets of lesser quality should be classified as “substandard,” “doubtful” or “loss.” An asset is considered “substandard” if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. “Substandard” assets include those characterized by the “distinct possibility” that the insured institution will sustain “some loss” if the deficiencies are not corrected. Assets classified as “doubtful” have all of the weaknesses inherent in those classified “substandard,” with the added characteristic that the weaknesses present make “collection or liquidation in full,” on the basis of currently existing facts, conditions, and values, “highly questionable and improbable.” Assets classified as “loss” are those considered “uncollectible” and of such little value that their continuance as assets without the establishment of a specific allowance for credit losses is not warranted. Assets that do not currently expose the insured institution to sufficient risk to warrant classification in one of the aforementioned categories but possess weaknesses are designated as “special mention.”

When an insured institution classifies problem assets as either substandard or doubtful, it may establish general allowances in an amount deemed prudent by management to cover losses that were both probable and reasonable to estimate. General allowances represent allowances which have been established to cover accrued losses associated with lending activities that were both probable and reasonable to estimate, but which, unlike specific allowances, have not been allocated to particular problem assets. When an insured institution classifies problem assets as “loss,” it is required either to establish a specific allowance for losses equal to 100% of that portion of the asset so classified or to charge-off such amount. An institution’s determination as to the classification of its assets and the amount of its valuation allowances is subject to review by the regulatory authorities, which may require the establishment of additional general or specific allowances.

In connection with the filing of our periodic regulatory reports and according to our classification of assets policy, we regularly review the problem loans in our portfolio to determine whether any loans require classification according to applicable regulations. If a problem loan deteriorates in asset quality, the classification is changed to “substandard,” “doubtful” or “loss” depending on the circumstances and the evaluation. Generally, loans 90 days or more past due are placed on nonaccrual status and classified “substandard.” 13

Table of Contents Our classified and special mention assets at the dates indicated were as follows:


	****	At March 31,
		2025		****	2024
		(In thousands)
Substandard assets		$	128		$	67
Doubtful assets			—			—
Loss assets			—			—
Total classified assets		$	128		$	67

Special mention assets		$	1,439		$	857
Foreclosed real estate and other repossessed assets		$	—		$	—

Other Loans of Concern. At March 31, 2025, except for loans included in the above table, there were no other loans of concern for which we had information about possible credit problems of borrowers that caused us to have serious doubts about the ability of the borrowers to comply with present loan repayment terms and that may result in disclosure of such loans in the future.

Allowance for Credit Losses

The allowance for credit losses on loans and unfunded commitments represents management’s estimate of lifetime credit losses on loans and unfunded commitments as of the reporting date. Management uses relevant available information, from both internal and external sources, related to historical experience, current conditions and reasonable and supportable forecasts. Expected credit losses are measured on a pool basis when similar risk characteristics exist by applying a loss rate based on historical data to each loan pool over the estimated remaining life of the loan pool. The loss rate is adjusted for qualitative risk factors that are likely to cause estimated credit losses to differ from historical experience, including adjustments for lending management experience and risk tolerance, loan review and audit results, asset quality and portfolio trends, loan portfolio growth, industry concentrations, trends in underlying collateral, external factors and other economic conditions. Loans that do not share risk characteristics are measured on an individual basis. When a borrower is experiencing financial difficulty and repayment is expected to be provided through the operation or sale of the collateral, the expected credit loss is based on the fair value of collateral at the reporting date, adjusted for costs to sell. The allowance is increased by a provision for credit losses, which is charged to expense and reduced by full and partial charge-offs, net of recoveries. Changes in the allowance relating to individually evaluated loans are charged or credited to the provision for credit losses.

The determination of the allowance for credit losses is complex and requires extensive judgement by management regarding matters that are inherently uncertain. Factors influencing the allowance for credit losses include, but are not limited to, loan volume, loan asset quality, delinquency and nonperforming loan trends, historical credit losses, economic and forecasted data. Changes in factors used in evaluating the overall loan portfolio may result in significant changes in the allowance for credit losses and it is reasonably possible that management’s estimate of probable credit losses inherent in the loan portfolio and the related allowance may change materially in the near-term.

Effective April 1, 2023, the CECL accounting standard became effective for Monroe Federal. CECL requires financial institutions to determine periodic estimates of lifetime expected credit losses on loans and recognize the expected credit losses as allowances for credit losses. CECL required us to change the current method of providing allowances for loan losses that are incurred or probable, which will increase the types of data we will need to collect and review to determine the appropriate level of the allowance for credit losses. Using loan data as of April 1, 2023, the adoption of CECL required us to increase the allowance for credit losses on loans and unfunded commitments by $361,000, or 56.2%, from $642,000 as of March 31, 2023 to $1.0 million as of April 1, 2023.

As an integral part of their examination process, the OCC will periodically review our allowance for credit losses, and as a result of such reviews, we may determine to adjust our allowance for credit losses. However, the OCC is not directly involved in the process for establishing the allowance for credit losses as the process is our responsibility and any increase or decrease in the allowance is the responsibility of our management. 14

Table of Contents The following table sets forth activity in our allowance for credit losses on loans for the periods indicated.


	****	At or For the Years Ended March 31,
		2025		****	2024		****
		(Dollars in thousands)
Allowance for credit losses on loans at beginning of period		$	856		$	642
Effect of adoption of CECL			—			263
Provision for (recovery of) for credit losses on loans			(5)			(101)
Charge-offs:
Real estate loans:
One- to four-family			—			—
Multi-family			—			—
Commercial			—			—
Construction and land development			—			—
Commercial and industrial loans			—			—
Home equity loans and lines of credit			—			—
Consumer loans			—			(5)
Total charge-offs			—			(5)

Recoveries:
Real estate loans:
One- to four-family			—			—
Multi-family			—			—
Commercial			1			52
Construction and land development			—			—
Commercial and industrial loans			—			4
Home equity loans and lines of credit			—			—
Consumer loans			1			1
Total recoveries			2			57

Net (charge-offs) recoveries			2			52

Allowance for credit losses on loans at end of period		$	853		$	856

Allowance for credit losses on loans as a percentage of non-performing loans at end of period			73.74	%		—	%
Allowance for credit losses on loans as a percentage of total loans outstanding at end of period			0.79	%		0.79	%
Net (charge-offs) recoveries as a percentage of average loans outstanding during period			0.00	%		0.05	%

Table of Contents

Allocation of Allowance for Credit Losses on Loans. The following tables set forth the allowance for credit losses on loans allocated by loan category and the percent of the allowance in each category to the total allocated allowance at the dates indicated. The allowance for credit losses on loans allocated to each category is not necessarily indicative of future losses in any particular category and does not restrict the use of the allowance to absorb losses in other categories.


	****	At March 31,
		2025							2024
				****	Percent of	****		****			****	Percent of	****		****
					Allowance		Percent of					Allowance		Percent of	****
					in Each		Loans in					in Each		Loans in	****
		Allowance			Category		Each		Allowance			Category		Each	****
		for Credit			to Total		Category		for Credit			to Total		Category	****
		Losses on			Allocated		to Total		Losses on			Allocated		to Total	****
		Loans			Allowance		Loans		Loans			Allowance		Loans	****
		(Dollars in thousands)
Real estate loans:
Residential		$	378		44.3	%	64.6	%	$	394		46.0	%	63.4	%
Multi-family			7		0.9		1.5			—		—		1.8
Commercial			337		39.5		22.4			334		39.0		22.0
Construction and land development			38		4.5		2.3			47		5.5		2.8
Commercial and industrial loans			39		4.6		3.9			42		4.9		4.5
Home equity loans and lines of credit			24		2.8		4.1			—		—		3.9
Consumer loans			30		3.4		1.2			39		4.6		1.6
Total allocated allowance		$	853		100.0	%	100.0	%	$	856		100.0	%	100.0	%
Unallocated allowance			—							—
Total allowance for credit losses on loans		$	853						$	856

Although we believe that we use the best information available to establish the allowance for credit losses on loans, future adjustments to it may be necessary and results of operations could be adversely affected if circumstances differ substantially from the assumptions used in making the determinations. Because future events affecting borrowers and collateral cannot be predicted with certainty, the existing allowance for credit losses on loans may not be adequate and management may determine that increases in the allowance are necessary if the quality of any portion of our loan portfolio deteriorates as a result. Furthermore, as an integral part of its examination process, the OCC will periodically review our allowance for credit losses on loans. The OCC may have judgments different than those of management, and we may determine to increase our allowance for credit losses on loans as a result of these regulatory reviews. Any material increase in the allowance for credit losses on loans may adversely affect our financial condition and results of operations.

Investment Activities

General. The goal of our investment policy is to maximize portfolio yield over the long term in a manner that is consistent with minimizing risk, meeting liquidity needs, meeting pledging requirements, and managing asset/liability management and interest rate risk strategies. Subject to loan demand and our interest rate risk analysis, we will increase the balance of our investment securities portfolio when we have excess liquidity.

Our investment policy is adopted by our board of directors and is reviewed annually by the board of directors. We use an independent investment advisory firm, registered with the Securities and Exchange Commission, to execute investment transactions in accordance with our investment policy, perform pre-purchase analysis, and provide portfolio analysis on a quarterly basis. All investment transactions executed by the independent investment advisory firm must be pre-approved by our President and Chief Executive Officer or by our Chief Financial Officer. On a quarterly basis, Monroe Federal’s board of directors reviews activity in the investment portfolio and investment strategies.

Our current investment policy permits, with certain limitations, investments in U.S. Treasury and federal agency securities; securities issued by the U.S. government and its agencies or government sponsored enterprises 16

Table of Contents including mortgage-backed securities; state and municipal securities; interest-bearing time deposits in other financial institutions; among other investments.

At March 31, 2025, our investment portfolio consisted primarily of U.S. government agency securities, mortgage-backed securities issued by U.S. government-sponsored enterprises, and state and municipal securities. At March 31, 2025, we also owned $692,000 of Federal Home Loan Bank of Cincinnati stock. As a member of Federal Home Loan Bank of Cincinnati, we are required to purchase stock in the Federal Home Loan Bank of Cincinnati, which is carried at cost and classified as a restricted investment.

For additional information regarding our investment securities portfolio, see note 2 to the notes to consolidated financial statements.

Sources of Funds

General. Deposits have traditionally been our primary source of funds for use in lending and investment activities. We may also use borrowings to supplement cash flow needs, lengthen the maturities of liabilities for interest rate risk purposes and to manage the cost of funds. In addition, we receive funds from scheduled loan payments, investment maturities, loan prepayments, retained earnings and income on earning assets. While scheduled loan payments and income on earning assets are relatively stable sources of funds, deposit inflows and outflows can vary widely and are influenced by prevailing interest rates, market conditions and levels of competition.

Deposits. Our deposits are generated primarily from our primary market area. We offer a selection of deposit accounts, including savings accounts, money market accounts, checking accounts, certificates of deposit and individual retirement accounts. Deposit account terms vary, with the principal differences being the minimum balance required, the amount of time the funds must remain on deposit and the interest rate.

Interest rates paid, maturity terms, service fees and withdrawal penalties are established on a periodic basis. Deposit rates and terms are based primarily on current operating strategies and market rates, liquidity requirements, rates paid by competitors and growth goals. We rely upon personalized customer service, long-standing relationships with customers, and our favorable reputation in the community to attract and retain local deposits. We also seek to obtain deposits from our commercial loan customers.

The flow of deposits is influenced significantly by general economic conditions, changes in money market and other prevailing interest rates and competition. The variety of deposit accounts offered allows us to be competitive in obtaining funds and responding to changes in consumer demand. Based on experience, we believe that our deposits are relatively stable. However, the ability to attract and maintain deposits and the rates paid on these deposits, has been and will continue to be significantly affected by market conditions. See “Risk Factors – Risks Related to Operational Matters – Our funding sources may prove insufficient to meet our liquidity needs and support our future growth.”

The following table sets forth the distribution of total deposits, by account type, at the dates indicated.


	****	At March 31,
		2025							2024
				****		****	Average				****		****	Average	****
		Amount			Percent		Rate		Amount			Percent		Rate	****
		(Dollars in thousands)
Non-interest bearing demand accounts		$	7,540		6.2	%	—	%	$	8,941		6.3	%	—	%
Interest bearing demand accounts			30,487		25.3		0.02			39,518		27.8		0.02
Savings accounts			21,027		17.4		0.35			19,498		13.7		0.71
Money market accounts			27,837		23.1		1.68			31,729		22.3		0.82
Certificates of deposit			33,773		28.0		3.87			42,406		29.9		3.82
Total		$	120,664		100.0	%			$	142,092		100.0	%

At March 31, 2025 and March 31, 2024, the aggregate amount of all uninsured deposits (deposits in excess of the Federal Deposit Insurance limit of $250,000) was $43.3 million and $57.0 million, respectively. 17

Table of Contents At March 31, 2025 and March 31, 2024, the aggregate amount of all uninsured certificates of deposit (certificates of deposit in excess of the Federal Deposit Insurance limit of $250,000) was $6.7 million and $10.3 million, respectively.

At March 31, 2025 and March 31, 2024, we had no deposits that were uninsured for any reason other than being in excess of the FDIC limit.

The following table sets forth, by time remaining until maturity, our uninsured certificates of deposit at the date indicated.


	****	At March 31, 2025
		(In thousands)
Maturity Period:
Three months or less		$	2,475
Over three months through 6 months			1,570
Over 6 months through 12 months			906
Over 12 months			1,794
Total		$	6,745

Borrowings. We may obtain advances from the Federal Home Loan Bank of Cincinnati upon the security of our capital stock in it and our one- to four-family residential real estate portfolio. We may utilize these advances for asset/liability management purposes and for additional funding for our operations. These advances may be made under several different credit programs, each of which has its own interest rate and range of maturities. At March 31, 2025, we had the ability to borrow up to $45.4 million from the Federal Home Loan Bank of Cincinnati under a collateral pledge facility. At March 31, 2025, we had $10.0 million of outstanding advances under this facility. In addition, at March 31, 2025, we had the capacity to borrow up to $6.7 million from the Federal Reserve Bank of Cleveland and up to $5.0 million from a correspondent bank, with no outstanding balance under either facility.

Human Capital Resources

As of March 31, 2025, we had 23 full-time employees and 4 part-time employees. Our employees are not represented by any collective bargaining group. Management believes that we have good working relations with our employees.

The success of our business depends highly on our employees, who provide value to our customers and communities through their dedication to our business. We encourage and support the growth and development of our employees and, wherever possible, seek to fill open positions by promotion and transfer from within the organization. Continual learning and career development are advanced through internally developed training programs. We believe our ability to attract and retain employees is a key to our success and strive to offer competitive salaries and employee benefits to all employees and monitor salaries in our market areas.

Subsidiary Activities

Monroe Federal is the sole and wholly-owned subsidiary of Monroe Federal Bancorp. Monroe Federal has no subsidiaries.

Regulation and Supervision

General

As a federal savings association, Monroe Federal is subject to examination and regulation by the OCC, and is also subject to examination by the FDIC. This regulation and supervision establishes a comprehensive framework of 18

Table of Contents activities in which an institution may engage and is intended primarily for the protection of the FDIC’s deposit insurance fund and depositors, and not for the protection of security holders. Monroe Federal also is a member of and owns stock in the Federal Home Loan Bank of Cincinnati, which is one of the 11 regional banks in the Federal Home Loan Bank System.

Under this system of regulation, the regulatory authorities have extensive discretion in connection with their supervisory, enforcement, rulemaking and examination activities and policies, including rules or policies that: establish minimum capital levels; restrict the timing and amount of dividend payments; govern the classification of assets; determine the adequacy of loan loss reserves for regulatory purposes; and establish the timing and amounts of assessments and fees. Moreover, as part of their examination authority, the banking regulators assign numerical ratings to banks and savings institutions relating to capital, asset quality, management, liquidity, earnings and other factors. The receipt of a less than satisfactory rating in one or more categories may result in enforcement action by the banking regulators against a financial institution. A less than satisfactory rating may also prevent a financial institution, such as Monroe Federal or its holding company, from obtaining necessary regulatory approvals to access the capital markets, pay dividends, acquire other financial institutions or establish new branches.

In addition, we must comply with significant anti-money laundering and anti-terrorism laws and regulations, Community Reinvestment Act laws and regulations, and fair lending laws and regulations. Government agencies have the authority to impose monetary penalties and other sanctions on institutions that fail to comply with these laws and regulations, which could significantly affect our business activities, including our ability to acquire other financial institutions or expand our branch network.

Monroe Federal Bancorp is a savings and loan holding company and is required to comply with the rules and regulations of the Federal Reserve Board. It is required to file certain reports with the Federal Reserve Board and is subject to examination by the enforcement authority of the Federal Reserve Board. It is also subject to the rules and regulations of the Securities and Exchange Commission under the federal securities laws.

Any change in applicable laws or regulations, whether by the OCC, the FDIC, the Federal Reserve Board, the Securities and Exchange Commission or Congress, could have a material adverse impact on the operations and financial performance of Monroe Federal Bancorp and Monroe Federal.

Set forth below is a brief description of material regulatory requirements that are applicable to Monroe Federal and Monroe Federal Bancorp. The description is limited to certain material aspects of the statutes and regulations addressed, and is not intended to be a complete description of such statutes and regulations and their effects on Monroe Federal and Monroe Federal Bancorp.

Federal Banking Regulation

Business Activities. A federal association derives its lending and investment powers from the Home Owners’ Loan Act, as amended, and applicable federal regulations. Under these laws and regulations, Monroe Federal may invest in mortgage loans secured by residential and commercial real estate, commercial business and consumer loans, certain types of debt securities and certain other assets, subject to applicable limits. Monroe Federal may also establish subsidiaries that may engage in certain activities not otherwise permissible for Monroe Federal to engage in directly, including real estate investment and securities and insurance brokerage.

Capital Requirements**.** Federal regulations require federally insured depository institutions to meet several minimum capital standards: a common equity Tier 1 capital to risk-weighted assets ratio of 4.5%, a Tier 1 capital to risk-weighted assets ratio of 6.0%, a total capital to risk-weighted assets of 8.0%, and a 4.0% Tier 1 capital to adjusted average total assets leverage ratio.

Common equity Tier 1 capital is generally defined as common stockholders’ equity and retained earnings. Tier 1 capital is generally defined as common equity Tier 1 and additional Tier 1 capital. Additional Tier 1 capital includes certain noncumulative perpetual preferred stock and related surplus and minority interests in equity accounts of consolidated subsidiaries. Total capital includes Tier 1 capital (common equity Tier 1 capital plus additional Tier 1 19

Table of Contents capital) and Tier 2 capital. Tier 2 capital is comprised of capital instruments and related surplus, meeting specified requirements, and may include cumulative preferred stock and long-term perpetual preferred stock, mandatory convertible securities, intermediate preferred stock and subordinated debt. Also included in Tier 2 capital is the allowance for credit losses limited to a maximum of 1.25% of risk-weighted assets and, for institutions that have exercised an opt-out election regarding the treatment of Accumulated Other Comprehensive Income (Loss) (“AOCI”), up to 45% of net unrealized gains on available-for-sale equity securities with readily determinable fair market values. Institutions that have not exercised the AOCI opt-out have AOCI incorporated into common equity Tier 1 capital (including unrealized gains and losses on available-for-sale-securities). Monroe Federal exercised **** its AOCI opt-out election. Calculation of all types of regulatory capital is subject to deductions and adjustments specified in the regulations.

In determining the amount of risk-weighted assets for purposes of calculating risk-based capital ratios, all assets, including certain off-balance sheet assets (e.g., recourse obligations, direct credit substitutes, residual interests) are multiplied by a risk weight factor assigned by the regulations based on the risks believed inherent in the type of asset. Higher levels of capital are required for asset categories believed to present greater risk. For example, a risk weight of 0% is assigned to cash and U.S. government securities, a risk weight of 50% is generally assigned to prudently underwritten first lien one- to four-family residential real estate loans, a risk weight of 100% is assigned to commercial and consumer loans, a risk weight of 150% is assigned to certain past due loans and a risk weight of between 0% to 600% is assigned to permissible equity interests, depending on certain specified factors.

In addition to establishing the minimum regulatory capital requirements, the regulations limit capital distributions and certain discretionary bonus payments to management if the institution does not hold a “capital conservation buffer” consisting of 2.5% of common equity Tier 1 capital to risk-weighted assets above the amount necessary to meet its minimum risk-based capital requirements. The capital conservation buffer requirement was phased in beginning January 1, 2016 at 0.625% of risk-weighted assets and increasing each year until fully implemented at 2.5% of risk-weighted assets on January 1, 2019.

The federal banking agencies have developed a “Community Bank Leverage Ratio (CBLR)” (the ratio of Tier 1 capital to average total consolidated assets) for financial institutions with assets of less than $10 billion that meet certain qualifying criteria. A “qualifying community bank” that exceeds this ratio will be deemed compliant with all other capital requirements, including the capital requirements to be considered “well capitalized” under Prompt Corrective Action statutes. The federal banking agencies may consider a financial institution’s risk profile when evaluating whether it qualifies as a community bank for purposes of the capital ratio requirement. The federal banking agencies must set the minimum CBLR at not less than 8% and not more than 10%, and as of January 1, 2022, it is set at 9%. At March 31, 2025, Monroe Federal was subject to the CBLR framework and had a CBLR of 10.0%.

Loans-to-One Borrower. Generally, a federal savings association may not make a loan or extend credit to a single or related group of borrowers in excess of 15% of unimpaired capital and surplus. An additional amount may be loaned, equal to 10% of unimpaired capital and surplus, if the loan is secured by readily marketable collateral, which generally does not include real estate. At March 31, 2025, Monroe Federal complied with the loans-to-one borrower limitations.

Qualified Thrift Lender Test. As a federal savings association, Monroe Federal must satisfy the qualified thrift lender, or “QTL,” test. Under the QTL test, it must maintain at least 65% of its “portfolio assets” in “qualified thrift investments” (primarily residential mortgages and related investments, including mortgage-backed securities) in at least nine months of the most recent 12-month period. “Portfolio assets” generally means total assets of a savings association, less the sum of specified liquid assets up to 20% of total assets, goodwill and other intangible assets, and the value of property used in the conduct of the savings association’s business.

Monroe Federal also may satisfy the QTL test by qualifying as a “domestic building and loan association” as defined in the Internal Revenue Code of 1986, as amended. This test generally requires a savings association to have at least 75% of its deposits held by the public and earn at least 25% of its income from loans and U.S. government obligations. Alternatively, a savings association can satisfy this test by maintaining at least 60% of its assets in cash, real estate loans and U.S. Government or state obligations. 20

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A savings association that fails the qualified thrift lender test must operate under specified restrictions set forth in the Home Owners’ Loan Act. The Dodd-Frank Act made noncompliance with the QTL test subject to agency enforcement action for a violation of law. At March 31, 2025, Monroe Federal complied with the qualified thrift lender test, with a percentage of qualified thrift investments to total assets of approximately 83.51%.

Capital Distributions. Federal regulations govern capital distributions by a federal savings association, which include cash dividends, stock repurchases and other transactions charged to its capital account. A federal savings association must file an application with the OCC for approval of a capital distribution if:

●	the total capital distributions for the applicable calendar year exceed the sum of the savings association’s net income for that year to date plus its retained net income for the preceding two years;

●	the savings association would not be at least adequately capitalized following the distribution;

●	the distribution would violate any applicable statute, regulation, agreement or regulatory condition; or

●	the savings association is not eligible for expedited treatment of its filings, generally due to an unsatisfactory CAMELS rating or being subject to a cease and desist order or formal written agreement that requires action to improve the institution’s financial condition.

Even if an application is not otherwise required, every savings association that is a subsidiary of a savings and loan holding company, such as Monroe Federal, must still file a notice with the Federal Reserve Board at least 30 days before the board of directors declares a dividend or approves a capital distribution.

A notice or application related to a capital distribution may be disapproved if:

●	the savings association would be undercapitalized following the distribution;

●	the proposed capital distribution raises safety and soundness concerns; or

●	the capital distribution would violate a prohibition contained in any statute, regulation or agreement.

In addition, an insured depository institution may not make any capital distribution if, after making such distribution, the institution would fail to meet any applicable regulatory capital requirement. A federal savings association also may not make a capital distribution that would reduce its regulatory capital below the amount required for the liquidation account established in connection with its conversion to stock form.

Community Reinvestment Act and Fair Lending Laws. All federal savings associations have a responsibility under the Community Reinvestment Act and related regulations to help meet the credit needs of their communities, including low- and moderate-income borrowers. In connection with its examination of a federal savings association, the OCC is required to assess the federal savings association’s record of compliance with the Community Reinvestment Act. A savings association’s failure to comply with the provisions of the Community Reinvestment Act could, at a minimum, result in denial of certain corporate applications such as branches or mergers, or in restrictions on its activities. In addition, the Equal Credit Opportunity Act and the Fair Housing Act prohibit lenders from discriminating in their lending practices on the basis of characteristics specified in those statutes. The failure to comply with the Equal Credit Opportunity Act and the Fair Housing Act could result in enforcement actions by the OCC, as well as other federal regulatory agencies and the Department of Justice.

The Community Reinvestment Act requires all institutions insured by the FDIC to publicly disclose their rating. Monroe Federal received a “satisfactory” Community Reinvestment Act rating in its most recent federal examination.

Transactions with Related Parties. A federal savings association’s authority to engage in transactions with its affiliates is limited by Sections 23A and 23B of the Federal Reserve Act and federal regulations. An affiliate is 21

Table of Contents generally a company that controls, or is under common control with, an insured depository institution such as Monroe Federal. Monroe Federal Bancorp will be an affiliate of Monroe Federal because it will control Monroe Federal. In general, transactions between an insured depository institution and its affiliates are subject to certain quantitative limits and collateral requirements. In addition, federal regulations prohibit a savings association from lending to any of its affiliates that are engaged in activities that are not permissible for bank holding companies and from purchasing the securities of any affiliate, other than a subsidiary. Finally, transactions with affiliates must be consistent with safe and sound banking practices, not involve the purchase of low-quality assets and be on terms that are as favorable to the institution as comparable transactions with non-affiliates.

Monroe Federal’s authority to extend credit to its directors, executive officers and 10% stockholders, as well as to entities controlled by such persons, is currently governed by the requirements of Sections 22(g) and 22(h) of the Federal Reserve Act and Regulation O of the Federal Reserve Board. Among other things, these provisions generally require that extensions of credit to insiders:

●	be made on terms that are substantially the same as, and follow credit underwriting procedures that are not less stringent than, those prevailing for comparable transactions with unaffiliated persons and that do not involve more than the normal risk of repayment or present other unfavorable features; and

●	not exceed certain limitations on the amount of credit extended to such persons, individually and in the aggregate, which limits are based, in part, on the amount of Monroe Federal’s capital.

In addition, extensions of credit in excess of certain limits must be approved by Monroe Federal’s board of directors. Extensions of credit to executive officers are subject to additional limits based on the type of extension involved.

Enforcement. The OCC has primary enforcement responsibility over federal savings associations and has authority to bring enforcement action against all “institution-affiliated parties,” including directors, officers, stockholders, attorneys, appraisers and accountants who knowingly or recklessly participate in wrongful action likely to have an adverse effect on a federal savings association. Formal enforcement action by the OCC may range from the issuance of a capital directive or cease and desist order to removal of officers and/or directors of the institution and the appointment of a receiver or conservator. Civil penalties cover a wide range of violations and actions, and range up to $25,000 per day, unless a finding of reckless disregard is made, in which case penalties may be as high as $1 million per day. The FDIC also has the authority to terminate deposit insurance or recommend to the OCC that enforcement action be taken with respect to a particular savings association. If such action is not taken, the FDIC has authority to take the action under specified circumstances.

Standards for Safety and Soundness. Federal law requires each federal banking agency to prescribe certain standards for all insured depository institutions. These standards relate to, among other things, internal controls, information systems and audit systems, loan documentation, credit underwriting, interest rate risk exposure, asset growth, compensation and other operational and managerial standards as the agency deems appropriate. Interagency guidelines set forth the safety and soundness standards that the federal banking agencies use to identify and address problems at insured depository institutions before capital becomes impaired. If the appropriate federal banking agency determines that an institution fails to meet any standard prescribed by the guidelines, the agency may require the institution to submit to the agency an acceptable plan to achieve compliance with the standard. If an institution fails to meet these standards, the appropriate federal banking agency may require the institution to implement an acceptable compliance plan. Failure to implement such a plan can result in further enforcement action, including the issuance of a cease and desist order or the imposition of civil money penalties.

Interstate Banking and Branching. Federal law permits well capitalized and well managed holding companies to acquire banks in any state, subject to Federal Reserve Board approval, certain concentration limits and other specified conditions. Interstate mergers of banks are also authorized, subject to regulatory approval and other specified conditions. In addition, among other things, amendments made by the Dodd-Frank Act permit banks to establish de novo branches on an interstate basis provided that branching is authorized by the law of the host state for the banks chartered by that state. 22

Table of Contents Prompt Corrective Action. Federal law requires, among other things, that federal bank regulators take “prompt corrective action” with respect to institutions that do not meet minimum capital requirements. For this purpose, the law establishes five capital categories: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized. Under the regulations, as amended effective January 1, 2015 to incorporate the previously mentioned amendments to the regulatory capital requirements, an institution is deemed to be “well capitalized” if it has a total risk-based capital ratio of 10.0% or greater, a Tier 1 risk-based capital ratio of 8.0% or greater, a leverage ratio of 5.0% or greater and a common equity Tier 1 ratio of 6.5% or greater. An institution is “adequately capitalized” if it has a total risk-based capital ratio of 8.0% or greater, a Tier 1 risk-based capital ratio of 6.0% or greater, a leverage ratio of 4.0% or greater and a common equity Tier 1 ratio of 4.5% or greater. An institution is “undercapitalized” if it has a total risk-based capital ratio of less than 8.0%, a Tier 1 risk-based capital ratio of less than 6.0%, a leverage ratio of less than 4.0% or a common equity Tier 1 ratio of less than 4.5%. An institution is deemed to be “significantly undercapitalized” if it has a total risk-based capital ratio of less than 6.0%, a Tier 1 risk-based capital ratio of less than 4.0%, a leverage ratio of less than 3.0% or a common equity Tier 1 ratio of less than 3.0%. An institution is considered to be “critically undercapitalized” if it has a ratio of tangible equity (as defined in the regulations) to total assets that is equal to or less than 2.0%.

Federal law and regulations also specify circumstances under which a federal banking agency may reclassify a well-capitalized institution as adequately capitalized and may require an institution classified as less than well-capitalized to comply with supervisory actions as if it were in the next lower category.

The OCC may order savings associations that have insufficient capital to take corrective actions. For example, a savings association that is categorized as “undercapitalized” is subject to growth limitations and is required to submit a capital restoration plan, and a holding company that controls such a savings association is required to guarantee that the savings association complies with the restoration plan. A “significantly undercapitalized” savings association may be subject to additional restrictions. Savings associations deemed by the OCC to be “critically undercapitalized” would be subject to the appointment of a receiver or conservator.

At March 31, 2025, Monroe Federal met the criteria for being considered “well capitalized.” For further information, see note 9 to the notes to consolidated financial statements.

Insurance of Deposit Accounts. Monroe Federal is a member of the Deposit Insurance Fund, which is administered by the FDIC. Its deposit accounts are insured by the FDIC, generally up to a maximum of $250,000 per depositor.

The FDIC imposes deposit insurance assessments against all insured depository institutions. An institution’s assessment rate depends upon the perceived risk of the institution to the Deposit Insurance Fund, with institutions deemed less risky paying lower rates. Currently, assessments for institutions of less than $10 billion of total assets are based on financial measures and supervisory ratings derived from statistical models estimating the probability of failure within three years. That system was effective July 1, 2016 and replaced a system under which each institution was assigned to a risk category. Assessment rates (inclusive of possible adjustments) currently range from 1.5 to 30 basis points of each institution’s total assets less tangible capital. The current scale, also effective July 1, 2016, is a reduction from the previous range of 2.5 to 45 basis points. The FDIC may increase or decrease the range of assessments uniformly, except that no adjustment can deviate more than two basis points from the base assessment rate without notice and comment rulemaking. The existing system represents a change, required by the Dodd-Frank Act, from the FDIC’s prior practice of basing the assessment on an institution’s aggregate deposits.

The FDIC has the authority to increase insurance assessments. A significant increase in insurance premiums would have an adverse effect on the operating expenses and results of operations of Monroe Federal. We cannot predict what deposit insurance assessment rates will be in the future.

Insurance of deposits may be terminated by the FDIC upon a finding that an institution has engaged in unsafe or unsound practices, is in an unsafe or unsound condition to continue operations or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC. We do not know of any practice, condition or violation that might lead to termination of deposit insurance for Monroe Federal. 23

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Privacy Regulations. Federal regulations generally require that Monroe Federal disclose its privacy policy, including identifying with whom it shares a customer’s “non-public personal information,” to customers at the time of establishing the customer relationship and annually thereafter. In addition, Monroe Federal is required to provide its customers with the ability to “opt-out” of having their personal information shared with unaffiliated third parties and not to disclose account numbers or access codes to non-affiliated third parties for marketing purposes. Monroe Federal has a privacy protection policy in place and believes that such policy is in compliance with the regulations.

USA Patriot Act. Monroe Federal is subject to the USA PATRIOT Act, which gives federal agencies additional powers to address terrorist threats through enhanced domestic security measures, expanded surveillance powers, increased information sharing, and broadened anti-money laundering requirements. The USA PATRIOT Act contains provisions intended to encourage information sharing among bank regulatory agencies and law enforcement bodies and imposes affirmative obligations on financial institutions, such as enhanced recordkeeping and customer identification requirements.

Prohibitions Against Tying Arrangements**.** Federal savings associations are prohibited, subject to some exceptions, from extending credit to or offering any other service, or fixing or varying the consideration for such extension of credit or service, on the condition that the customer obtain some additional service from the institution or its affiliates or not obtain services of a competitor of the institution.

Other Regulations

Interest and other charges collected or contracted for by Monroe Federal are subject to state usury laws and federal laws concerning interest rates. Loan operations are also subject to state and federal laws applicable to credit transactions, such as the:

●	Home Mortgage Disclosure Act of 1975, requiring financial institutions to provide information to enable the public and public officials to determine whether a financial institution is fulfilling its obligation to help meet the housing needs of the community it serves;
●	Equal Credit Opportunity Act, prohibiting discrimination on the basis of race, creed or other prohibited factors in extending credit;
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●	Fair Credit Reporting Act of 1978, governing the use and provision of information to credit reporting agencies; and
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●	Rules and regulations of the various federal and state agencies charged with the responsibility of implementing such federal and state laws.
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The deposit operations of Monroe Federal also are subject to, among others, the:

●	Right to Financial Privacy Act, which imposes a duty to maintain confidentiality of consumer financial records and prescribes procedures for complying with administrative subpoenas of financial records;
●	Check Clearing for the 21st Century Act (also known as “Check 21”), which gives “substitute checks,” such as digital check images and copies made from that image, the same legal standing as the original paper check; and
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●	Electronic Funds Transfer Act and Regulation E promulgated thereunder, which govern automatic deposits to and withdrawals from deposit accounts and customers’ rights and liabilities arising from the use of automated teller machines and other electronic banking services.
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Table of Contents Federal Home Loan Bank System

Monroe Federal is a member of the Federal Home Loan Bank of Cincinnati, which is one of 11 regional Federal Home Loan Banks in the Federal Home Loan Bank System. The Federal Home Loan Bank of Cincinnati provides a central credit facility primarily for its member institutions. Members of the Federal Home Loan Bank of Cincinnati are required to acquire and hold shares of capital stock in the Federal Home Loan Bank of Cincinnati. Monroe Federal complied with this requirement at March 31, 2025. Based on redemption provisions of the Federal Home Loan Bank of Cincinnati, the stock has no quoted market value and is carried at cost. Monroe Federal reviews for impairment, based on the ultimate recoverability, the cost basis of the Federal Home Loan Bank of Cincinnati stock. At March 31, 2025, no impairment was recognized.

Holding Company Regulation

Monroe Federal Bancorp is a unitary savings and loan holding company subject to regulation and supervision by the Federal Reserve Board. The Federal Reserve Board has enforcement authority over Monroe Federal Bancorp and its non-savings institution subsidiaries. Among other things, this authority permits the Federal Reserve Board to restrict or prohibit activities that are determined to be a risk to Monroe Federal.

As a savings and loan holding company, Monroe Federal Bancorp’s activities are limited to those activities permissible by law for financial holding companies (if Monroe Federal Bancorp makes an election to be treated as a financial holding company and meets the other requirements to be a financial holding company) or multiple savings and loan holding companies. Monroe Federal Bancorp does not intend to make an election to be treated as a financial holding company. A financial holding company may engage in activities that are financial in nature, incidental to financial activities or complementary to a financial activity. Such activities include lending and other activities permitted for bank holding companies under Section 4(c)(8) of the Bank Holding Company Act, insurance and underwriting equity securities. Multiple savings and loan holding companies are authorized to engage in activities specified by federal regulation, including activities permitted for bank holding companies under Section 4(c)(8) of the Bank Holding Company Act.

Federal law prohibits a savings and loan holding company, directly or indirectly, or through one or more subsidiaries, from acquiring more than 5% of another savings institution or savings and loan holding company without prior written approval of the Federal Reserve Board, and from acquiring or retaining control of any depository institution not insured by the FDIC. In evaluating applications by holding companies to acquire savings institutions, the Federal Reserve Board must consider such things as the financial and managerial resources and future prospects of the company and institution involved, the effect of the acquisition on and the risk to the federal deposit insurance fund, the convenience and needs of the community and competitive factors. A savings and loan holding company may not acquire a savings institution in another state and hold the target institution as a separate subsidiary unless it is a supervisory acquisition under Section 13(k) of the Federal Deposit Insurance Act or the law of the state in which the target is located authorizes such acquisitions by out-of-state companies.

Savings and loan holding companies historically have not been subject to consolidated regulatory capital requirements. The Dodd-Frank Act requires the Federal Reserve Board to establish minimum consolidated capital requirements for all depository institution holding companies that are as stringent as those required for the insured depository subsidiaries. However, legislation was enacted in May 2018 that required the Federal Reserve Board to amend its “Small Bank Holding Company” exemption from consolidated holding company capital requirements to generally extend its applicability to bank and savings and loan holding companies of up to $3.0 billion in assets. Regulations implementing this amendment were effective in August 2018. Consequently, savings and loan holding companies of under $3.0 billion in consolidated assets remain exempt from consolidated regulatory capital requirements, unless the Federal Reserve determines otherwise in particular cases.

The Dodd-Frank Act extended the “source of strength” doctrine to savings and loan holding companies. The Federal Reserve Board has promulgated regulations implementing the “source of strength” policy that require holding companies to act as a source of strength to their subsidiary depository institutions by providing capital, liquidity and other support in times of financial stress. 25

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The Federal Reserve Board has issued a policy statement regarding the payment of dividends and the repurchase of shares of common stock by bank holding companies and savings and loan holding companies. In general, the policy provides that dividends should be paid only out of current earnings and only if the prospective rate of earnings retention by the holding company appears consistent with the organization’s capital needs, asset quality and overall financial condition. Regulatory guidance provides for prior regulatory consultation with respect to capital distributions in certain circumstances such as where the company’s net income for the past four quarters, net of dividends previously paid over that period, is insufficient to fully fund the dividend or the company’s overall rate of earnings retention is inconsistent with the company’s capital needs and overall financial condition. The ability of a holding company to pay dividends may be restricted if a subsidiary bank becomes undercapitalized. The policy statement also states that a holding company should inform the Federal Reserve Board supervisory staff before redeeming or repurchasing common stock or perpetual preferred stock if the holding company is experiencing financial weaknesses or if the repurchase or redemption would result in a net reduction, at the end of a quarter, in the amount of such equity instruments outstanding compared with the beginning of the quarter in which the redemption or repurchase occurred. These regulatory policies may affect the ability of Monroe Federal Bancorp to pay dividends, repurchase shares of common stock or otherwise engage in capital distributions.

For Monroe Federal Bancorp to be regulated by the Federal Reserve Board as savings and loan holding company rather than as a bank holding company, Monroe Federal must qualify as a “qualified thrift lender” under federal regulations or satisfy the “domestic building and loan association” test under the Internal Revenue Code. Under the qualified thrift lender test, a savings institution is required to maintain at least 65% of its “portfolio assets” (total assets less: (i) specified liquid assets up to 20% of total assets; (ii) intangible assets, including goodwill; and (iii) the value of property used to conduct business) in certain “qualified thrift investments” (primarily residential mortgages and related investments, including certain mortgage-backed and related securities) in at least nine out of each 12 month period. At March 31, 2025, Monroe Federal maintained approximately 83.51% of its portfolio assets in qualified thrift investments and complied with the qualified thrift lender requirement.

Federal Securities Laws

Monroe Federal Bancorp common stock is registered with the Securities and Exchange Commission. Monroe Federal Bancorp is subject to the information, proxy solicitation, insider trading restrictions and other requirements under the Securities Exchange Act of 1934, as amended.

Sarbanes-Oxley Act of 2002

The Sarbanes-Oxley Act of 2002 is intended to improve corporate responsibility, to provide for enhanced penalties for accounting and auditing improprieties at publicly traded companies and to protect investors by improving the accuracy and reliability of corporate disclosures required under the federal securities laws. We have policies, procedures and systems designed to comply with these regulations, and we review and document such policies, procedures and systems to ensure continued compliance with these regulations.

Change in Control Regulations

Under the Change in Bank Control Act, a federal statute, no person may acquire control of a savings and loan holding company such as Monroe Federal Bancorp unless the Federal Reserve Board has been given 60 days prior written notice and has not issued a notice disapproving the proposed acquisition, taking into consideration certain factors, including the financial and managerial resources of the acquirer and the competitive effects of the acquisition. Control, as defined under federal law, means ownership, control of or holding irrevocable proxies representing more than 25% of any class of voting stock, control in any manner of the election of a majority of the institution’s directors, or a determination by the regulator that the acquiror has the power, directly or indirectly, to exercise a controlling influence over the management or policies of the institution. Acquisition of more than 10% of any class of a savings and loan holding company’s voting stock constitutes a rebuttable presumption of control under the regulations under certain circumstances including where, as is the case with Monroe Federal Bancorp, the issuer has registered securities under Section 12 of the Securities Exchange Act of 1934. 26

Table of Contents In addition, federal regulations provide that no company may acquire control of a savings and loan holding company without the prior approval of the Federal Reserve Board. Any company that acquires such control becomes a “savings and loan holding company” subject to registration, examination and regulation by the Federal Reserve Board

Emerging Growth Company Status

Monroe Federal Bancorp is an emerging growth company. For as long as it continues to be an emerging growth company, it may choose to take advantage of exemptions from various reporting requirements applicable to public companies. These exemptions include, but are not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. As an emerging growth company, Monroe Federal Bancorp also is not subject to Section 404(b) of the Sarbanes-Oxley Act of 2002, which would require our independent auditors to audit our internal control over financial reporting. In addition, as an emerging growth company, we have elected to take advantage of the extended transition periods for adopting new or revised financial accounting standards until the date they are required to be adopted by private companies (however, if any new or revised financial accounting standards would not apply to private companies, we would not be able to delay their adoption). Accordingly, our consolidated financial statements may not be comparable to those of public companies that adopt new or revised financial accounting standards as of an earlier date.

Monroe Federal Bancorp will cease to be an emerging growth company upon the earliest of: (i) the end of the fiscal year following the fifth anniversary of the completion of the Conversion (i.e., on March 31, 2030); (ii) the first fiscal year after our annual gross revenues are $1.07 billion (adjusted for inflation) or more; (iii) the date on which we have, during the previous three-year period, issued more than $1.0 billion in non-convertible debt securities; or (iv) the end of any fiscal year in which the market value of our common stock held by non-affiliates exceeded $700 million at the end of the second quarter of that fiscal year.

T axation

Federal Taxation

General. Monroe Federal Bancorp and Monroe Federal are subject to federal income taxation in the same general manner as other corporations, with some exceptions discussed below. The following discussion of federal taxation is intended only to summarize material federal income tax matters and is not a comprehensive description of the tax rules applicable to Monroe Federal Bancorp and Monroe Federal.

Method of Accounting. For federal income tax purposes, Monroe Federal currently reports its income and expenses on the cash basis of accounting and uses a tax year ending March 31 for filing its federal income tax returns. The Small Business Protection Act of 1996 eliminated the use of the reserve method of accounting for bad debt reserves by savings institutions, effective for taxable years beginning after 1995.

Alternative Minimum Tax. The alternative minimum tax (“AMT”) for corporations has been repealed for tax years beginning after December 31, 2017. Any unused minimum tax credit of a corporation may be used to offset regular tax liability for any tax year. In addition, a portion of unused minimum tax credit was refundable in 2018 through 2021. The refundable portion is 50% (100% in 2021) of the excess of the minimum tax credit for the year over any credit allowable against regular tax for that year. At March 31, 2025, Monroe Federal had no minimum tax credit carryforward.

Net Operating Loss Carryovers. Generally, a corporation may carry forward net operating losses generated in tax years beginning after December 31, 2017 indefinitely and can offset up to 80% of taxable income. At March 31, 2025, Monroe Federal had $1.2 million of net operating loss carryforwards.

Capital Loss Carryovers. Generally, a corporation may carry back capital losses to the preceding three taxable years and forward to the succeeding five taxable years. Any capital loss carryback or carryover is treated as a short-term capital loss for the year to which it is carried. As such, it is grouped with any other capital losses for the year to which it 27

Table of Contents is carried and is used to offset any capital gains. Any undeducted loss remaining after the five-year carryover period is not deductible. At March 31, 2025, Monroe Federal had no capital loss carryovers.

Corporate Dividends. Monroe Federal Bancorp may generally exclude from our income 100% of dividends received from Monroe Federal as a member of the same affiliated group of corporations.

Audit of Tax Returns. Monroe Federal’s federal income tax returns have not been audited in the most recent five-year period.

State Taxation

Ohio**.** Monroe Federal is subject to Ohio taxation in the same general manner as other financial institutions. Monroe Federal files a consolidated Ohio Financial Institutions Tax (“FIT”) return. The FIT is based upon the net worth of the consolidated group. For Ohio FIT purposes, savings institutions are currently taxed at a rate equal to 0.8% of taxable net worth, capped at 14% of the institution’s total assets.

Maryland. As a Maryland business corporation, Monroe Federal Bancorp is required to file an annual report with and pay personal property taxes to the State of Maryland.

Item 1A. Risk Factors

Not applicable, as Monroe Federal Bancorp is a “smaller reporting company.

Item 1B. Unresolved Staff Comments

None

Item 1C. Cybersecurity

We face significant operational risks because of our reliance on technology. Our information technology systems may be subject to failure, interruption or security breaches.

Information technology systems are critical to our business. Our business requires us to collect, process, transmit and store significant amounts of confidential information regarding our customers, employees and our own business, operations, plans and business strategies. We use various technology systems to manage our customer relationships, general ledger, securities investments, deposits, and loans. Our computer systems, data management and internal processes, as well as those of third parties, are integral to our performance. Our operational risks include the risk of malfeasance by employees or persons outside our company, errors relating to transaction processing and technology, systems failures or interruptions, breaches of our internal control systems and compliance requirements, and business continuation and disaster recovery. There have been increasing efforts by third parties to breach data security at financial institutions. Such attacks include computer viruses, malicious or destructive code, phishing attacks, denial of service or information or other security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of confidential, proprietary and other information, damages to systems, or other material disruptions to network access or business operations. Although we take protective measures and believe that we have not experienced any of the data breaches described above, the security of our computer systems, software, and networks may be vulnerable to breaches, unauthorized access, misuse, computer viruses, or other malicious code and cyber-attacks that could have an impact on information security. Because the techniques used to cause security breaches change frequently, we may be unable to proactively address these techniques or to implement adequate preventative measures.

If there is a breakdown in our internal control systems, improper operation of systems or improper employee actions, or a breach of our security systems, including if confidential or proprietary information were to be mishandled, misused or 28

Table of Contents lost, we could suffer financial loss, loss of customers and damage to our reputation, and face regulatory action or civil litigation. Any of these events could have a material adverse effect on our financial condition and results of operations. Insurance coverage may not be available for such losses, or where available, such losses may exceed insurance limits.

In addition, we outsource a majority of our data processing requirements to third-party providers. Accordingly, our operations are exposed to risk that these vendors will not perform according to our contractual agreements with them, or we also could be adversely affected if such an agreement is not renewed by the third-party vendor or is renewed on terms less favorable to us. If our third-party providers encounter difficulties, or if we have difficulty communicating with those service providers, our ability to adequately process and account for transactions could be affected, and our business operations could be adversely affected, which could have a material adverse effect on our financial condition and results of operations. Threats to information security also exist in the processing of customer information through various other vendors and their personnel. To our knowledge, the services and programs provided to us by third parties have not experienced any material security breaches. However, the existence of cyber-attacks or security breaches at third parties with access to our data, such as vendors, may not be disclosed to us in a timely manner.

Our Board of Directors relies to a large degree on management and outside consultants in overseeing cybersecurity risk management.

Monroe Federal has a standing Officers Committee, consisting of the President and Chief Executive Officer and other executive officers including the Chief Information and Security Officer. The committee oversees cybersecurity risk management, in addition to other areas of Monroe Federal’s operations. The committee meets monthly, or more frequently if needed, and reports to Monroe Federal’s board of directors quarterly. Monroe Federal also engages outside consultants to support its cybersecurity efforts. Aside from the President and Chief Executive Officer, who is also a director of Monroe Federal, the other directors of Monroe Federal do not have significant experience in cybersecurity risk management in other business entities comparable to Monroe Federal.

Item 2. Properties

At March 31, 2025, the net book value of our properties (including land, buildings and improvements, and furniture and fixtures) was $5.1 million. The following table sets forth information regarding our offices at March 31, 2025.


	****		****	Year	****	Approximate
Location		Leased/Owned		Opened/Acquired		Square Footage
Main Office:
24 East Main Street
Tipp City, OH 45371
Miami County		Owned		1963		4,000
Branch Offices:
985 West Main Street
Tipp City, OH 45371
Miami County		Owned		2023		6,600
8512 North Dixie Drive
Dayton, OH 45414
Montgomery County		Leased		2007		1,500
264 East National Road
Vandalia, OH 45377
Montgomery County		Owned		1958		2,700

We also own property at 25 East Dow Street in Tipp City, located directly behind our main office. We use the parking lot on the property for employee parking. The property also includes a house which we rent to a residential tenant. 29

Table of Contents

Item 3. Legal Proceedings

In addition to routine legal proceedings occurring in the ordinary course of business, at March 31, 2025 we were involved in legal proceedings seeking reimbursement for approximately $120,000 in real estate taxes paid on behalf of a former borrower. We are confident of a favorable outcome in the recovery of these tax reimbursements.

Item 4. Mine Safety Disclosures

Not applicable.

Table of Contents PART II

Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters And Issuer Purchases Of Equity Securities

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Monroe Federal Bancorp’s common stock is quoted on the OTCQB Market under the symbol “MFBI.” As of March 31, 2025, we had 162 stockholders of record (excluding persons or entities holding stock in street name through various brokerage firms), and 526,438 shares of common stock outstanding. Prices quoted on the OTCQB market reflect inter-dealer prices, without retail mark-up, mark-down, or commissions and not necessarily represent actual transactions.

To date, Monroe Federal Bancorp has not paid any cash dividends to our stockholders. The payment and amount of any dividend payments is subject to statutory and regulatory limitations, and depends upon a number of factors, including the following: regulatory capital requirements; our financial condition and results of operations; tax considerations; and general economic conditions.

There were no sales of unregistered equity securities during the quarter ended March 31, 2025.

The Company did not repurchases any shares of its common stock during the quarter ended March 31, 2025.

Item 6. (Reserved )

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This discussion and analysis reflects our financial statements and other relevant statistical data, and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived from the financial statements, which appear elsewhere in this annual report. You should read the information in this section in conjunction with the other business and financial information provided in this annual report.

Overview

Our business consists primarily of accepting deposits from the general public and investing those deposits, together with funds generated from operations, in residential real estate loans and, to a lesser extent, commercial real estate loans. To a significantly lesser extent, we also originate multi-family mortgage loans, construction and land development loans, commercial and industrial loans, home equity loans and lines of credit, and consumer loans. We also invest in securities, which have historically consisted primarily of U.S. government and agency securities, mortgage-backed securities and obligations issued by U.S. government sponsored enterprises, and state and municipal securities. We offer a variety of deposit accounts including checking accounts, savings accounts and certificate of deposit accounts.

Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our results of operations also are affected by our provisions for loan losses, non-interest income and non-interest expense. Non-interest income currently consists primarily of service charges on deposit accounts, other service charges and fees, and income from bank owned life insurance. Non-interest expense currently consists primarily of expenses related to salaries and employee benefits, occupancy and equipment, data processing, contract services, director fees, FDIC deposit insurance premiums, and other expenses. 31

Table of Contents We invest in bank owned life insurance to provide us with a funding source to offset some costs of our benefit plan obligations. Bank owned life insurance provides us with non-interest income that is nontaxable. Federal regulations generally limit our investment in bank owned life insurance to 25% of our Tier 1 capital plus our allowance for credit losses. At March 31, 2025, our investment in bank owned life insurance was $3.6 million, which was within this investment limit.

Our results of operations also may be affected significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities

Business Strategy

Our principal objective is to build long-term value for our stockholders by operating a profitable community-oriented financial institution dedicated to meeting the banking needs of our customers by emphasizing personalized and efficient customer service. Highlights of our current business strategy include:

●

Continue to focus on originating one- to four-family residential mortgage loans. We are primarily a one- to four-family residential mortgage loan lender for borrowers in our primary market area. At March 31, 2025, $69.9 million, or 64.6% of our total loan portfolio, consisted of residential mortgage loans. We expect that residential mortgage lending will remain our primary lending activity. Historically, we have not sold loans we have originated. We are currently developing the infrastructure necessary to sell one- to four-family residential mortgage loans, particularly longer term one- to four-family residential mortgage loans, to help mitigate our interest rate risk exposure.

●

Grow and diversify our loan portfolio prudently by increasing originations of commercial real estate loans and commercial and industrial loans**.** Although we intend to continue our historical focus on the origination of residential mortgage loans, we intend to prudently increase our originations of commercial real estate loans and commercial and industrial loans to diversify our loan portfolio and increase yield. At March 31, 2025, commercial real estate loans amounted to $24.2 million, or 22.4% of total loans, and commercial and industrial loans amounted to $4.3 million, or 3.9% of total loans.

●	Maintain our strong asset quality through conservative loan underwriting. We intend to maintain strong asset quality through what we believe are our conservative underwriting standards and credit monitoring processes. At March 31, 2025, nonperforming assets totaled $629,000 or 0.44% of total assets. At March 31, 2024, we had no nonperforming assets.
●	Continue efforts to grow low-cost “core” deposits. We consider our core deposits to include all deposits other than certificates of deposit. We will continue our efforts to increase our core deposits to provide a stable source of funds to support loan growth at costs consistent with improving our interest rate spread and net interest margin. Core deposits totaled $86.9 million, or 72% of total deposits, at March 31, 2025.
---	---
●	Remain a community-oriented institution and rely on high quality service to maintain and build a loyal local customer base. We were originally chartered in 1875. Through the goodwill we have developed over years of providing timely, efficient banking services, we believe that we have been able to attract a loyal base of local retail customers on which we hope to continue to build our banking business.
---	---
●	Grow organically and through opportunistic branching. We intend to grow our balance sheet organically on a managed basis, and the capital we are raising in the conversion and stock offering will enable us to increase our lending and investment capacity. In addition to organic growth, we may also consider expansion opportunities in our market area or in contiguous markets that we believe would enhance both our franchise value and stockholder returns. These opportunities may include establishing loan production offices, establishing new, or de novo, branch offices and/or acquiring branch offices. The capital we are raising in the stock offering would help us fund any such
---	---

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opportunities that may arise. We have no current plans or intentions regarding any such expansion activities.

Critical Accounting Policies and Use of Critical Accounting Estimates

The discussion and analysis of the financial condition and results of operations are based on our financial statements, which are prepared in conformity with generally accepted accounting principles used in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions affecting the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and the reported amounts of income and expenses. We consider the accounting policies discussed below to be critical accounting policies. The estimates and assumptions that we use are based on historical experience and various other factors and are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions, resulting in a change that could have a material impact on the carrying value of our assets and liabilities and our results of operations.

The JOBS Act contains provisions that, among other things, reduce certain reporting requirements for qualifying public companies. As an “emerging growth company” we may delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We intend to take advantage of the benefits of this extended transition period. Accordingly, our financial statements may not be comparable to companies that comply with such new or revised accounting standards.

The following represent our critical accounting policies:

Allowance for Credit Losses. The allowance for credit losses is the estimated amount considered necessary to cover inherent, but unconfirmed, credit losses in the loan portfolio at the balance sheet date. The allowance is established through the provision for credit losses which is charged against income. In determining the allowance for credit losses, management makes significant estimates and has identified this policy as one of our most critical accounting policies.

Management performs a quarterly evaluation of the allowance for credit losses on loans and unfunded commitments. Consideration is given to a variety of factors in establishing this estimate including, but not limited to, current economic conditions, delinquency statistics, geographic and industry concentrations, the adequacy of the underlying collateral, the financial strength of the borrower, results of internal loan reviews and other relevant factors. This evaluation is inherently subjective as it requires material estimates that may be susceptible to significant change.

The allowance for credit losses is evaluated following the accounting guidance in Accounting Standards Update (ASU) No. 2016-13 Financial Instruments – Credit Losses (Topic 326) for the fiscal year ended March 31, 2025. ASC 326 replaced the incurred loss impairment methodology with a new CECL methodology that reflects expected credit losses over the lives of the credit instruments and requires consideration of a broader range of information to estimate credit losses. ASC 326 requires an estimate of all expected credit losses for loans based on historical experience, current conditions, and reasonable and supportable forecasts.

Actual loan losses may be significantly more than the allowances we have established which could result in a material negative effect on our financial results.

Deferred Tax Assets. We use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion of the deferred tax asset will not be realized. We exercise significant judgment in evaluating the amount and timing of recognition of the resulting tax liabilities and assets. These judgments require us to make projections of future taxable income. The judgments and estimates we make in determining our deferred tax assets, which are inherently subjective, are reviewed on a continual basis as regulatory and business factors change. Determining the proper valuation allowance for deferred taxes is critical in properly valuing the deferred tax 33

Table of Contents asset and the related recognition of income tax expense or benefit. Any reduction in estimated future taxable income may require us to record a valuation allowance against our deferred tax assets.

Fair Value Measurements**.** The fair value of a financial instrument is defined as the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. We estimate the fair value of a financial instrument and any related asset impairment using a variety of valuation methods. Where financial instruments are actively traded and have quoted market prices, quoted market prices are used for fair value. When the financial instruments are not actively traded, other observable market inputs, such as quoted prices of securities with similar characteristics, may be used, if available, to determine fair value. When observable market prices do not exist, we estimate fair value. These estimates are subjective in nature and imprecision in estimating these factors can impact the amount of gain or loss recorded. For further information see note 13 to the notes to financial statements.

Selected Consolidated Financial Data


		At March 31,
	****	2025		****	2024
	(In thousands)
Selected Consolidated Financial Condition Data:
Total assets		$	144,329		$	155,337
Cash and cash equivalents			2,078			10,618
Available-for-sale securities			23,143			25,181
Loans, net			106,996			107,869
Premises and equipment, net			5,125			5,340
Restricted stock			837			515
Bank-owned life insurance			3,605			3,491
Total deposits			120,664			142,092
Borrowings			9,972			3,000
Total stockholder's equity			12,069			8,565


	For the Years Ended March 31,
	2025		****	2024
	(In thousands)
Selected Consolidated Operating Data:
Total interest income	$	5,901		$	5,692
Total interest expense		2,229			1,975
Net interest income		3,672			3,717
Provision for (recovery of) credit losses		15			(143)
Net interest income after provision for
(recovery of) credit losses		3,657			3,861
Total noninterest income		354			344
Total noninterest expense		4,471			4,194
(Loss) income before income taxes		(460)			11
(Benefit) provision for income taxes		(133)			(49)
Net (loss) income	$	(327)		$	60

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	At or For the Years Ended March 31,
	2025		2024

Performance Ratios:

Return on average assets	(0.22)	%	0.04	%
Return on average equity	(3.33)		0.73
Interest rate spread ^(1)^	2.42		2.39
Net interest margin ^(2)^	2.60		2.54
Noninterest expense as a percentage of average assets	3.03		2.76
Efficiency ratio ^(3)^	111.05		103.28
Average interest-earning assets as a percentage of average interest-bearing liabilities	111.36		111.00

Capital Ratios:
Average equity as a percentage of average assets	6.66	%	5.38	%
Total capital as a percentage of risk-weighted assets	—		14.99
Tier 1 capital as a percentage of risk-weighted assets	—		14.23
Common equity Tier 1 capital as a percentage of risk-weighted assets	—		14.23
Tier 1 capital as a percentage of average assets	10.00		8.67

Asset Quality Ratios:
Allowance for credit losses on loans as a percentage of total loans	0.79	%	0.79	%
Allowance for credit losses on loans as a percentage of non-performing loans	135.45		—
Allowance for credit losses on loans as a percentage of non-accrual loans	135.45		—
Non-accrual loans as a percentage of total loans	0.58		—
Net recoveries (charge-offs) as a percentage of average outstanding loans	0.00		0.05
Non-performing loans as a percentage of total loans	0.58		—
Non-performing loans as a percentage of total assets	0.44		—
Total non-performing assets as a percentage of total assets	0.44		—

Other Data:
Number of offices	4		4
Number of full-time employees	23		23
Number of part-time employees	4		7

_______________

(1)	Represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(2)	Represents net interest income as a percentage of average interest-earning assets.
---	---
(3)	Represents noninterest expenses divided by the sum of net interest income and noninterest income.
---	---

Comparison of Financial Condition at March 31, 2025 and March 31, 2024

Total Assets. Total assets were $144.3 million at March 31, 2025, a decrease of $11.0 million, or 7.1%, from $155.3 at March 31, 2024. The decrease was primarily comprised of a decrease in cash and cash equivalents of $8.5 million and a decrease in available for sale investment securities of $2.0 million.

Cash and Cash Equivalents. Cash and cash equivalents decreased $8.5 million, or 80.4%, to $2.1 million at March 31, 2025 from $10.6 million at March 31, 2024. The decrease was due primarily to a decrease in interest-bearing deposits held in other financial institutions of $7.1 million, or 94.6%, from $7.5 million at March 31, 2024 to $406,000 at March 31, 2025.

Investment Securities. Investment securities available for sale decreased $2.1 million, or 8.1%, to $23.1 million at March 31, 2025, from $25.2 million at March 31, 2024. The decrease was primarily attributable to calls, maturities and repayments of securities totaling $2.3 million during the fiscal year ended March 31, 2025. The unrealized loss on securities decreased $393,000, or 7.1%, to $5.1 million at March 31, 2025 from $5.5 million at March 31, 2024.

Table of Contents Net Loans. Net loans decreased $873,000 or 0.8%, to $107.0 million at March 31, 2025 from $107.9 million at March 31, 2024. During the fiscal year ended March 31, 2025, loan originations totaled $18.6 million, comprised primarily of $7.6 million of loans secured by one- to four-family residential real estate, $4.3 million of construction and land loans, $3.4 million home equity loans, $1.9 of commercial real estate loans, $500,000 of multi-family loans, and $560,000 of commercial and industrial loans. Consumer loan originations totaled $331,000, the majority of which were auto loans.

During the fiscal year ended March 31, 2025, residential real estate loans increased $742,000, or 1.1%, to $69.9 million at March 31, 2025 and home equity lines of credit increased $214,000, or 5.1%, to $4.4 million at March 31, 2025. These increases were partially offset by a decrease in construction and land loans of $578,000, or 18.7%, to $2.5 million at March 31, 2025, a decrease in commercial and industrial loans of $634,000, or 13.0%, to $4.3 million at March 31, 2025 and a decrease in consumer loans of $503,000, or 28.1%, to $1.3 million at March 31, 2025.

The decrease in the Company’s loan portfolio has been due to an intentional slowdown of marketing efforts for new loans and strong competition for one- to four-family residential mortgage loans and commercial loans in our market area.

The Company’s strategy includes growing the loan portfolio, focusing on home equity lines and credit and commercial real estate loans.

Deposits. Deposits decreased by $21.4 million, or 15.1%, to $120.7 million at March 31, 2025 from $142.1 million at March 31, 2024. Core deposits decreased $12.8 million, or 12.8%, to $86.9 million at March 31, 2025 from $99.7 million at March 31, 2024. Certificates of deposit decreased $8.6 million, or 20.4%, to $33.8 million at March 31, 2025 from $42.4 million at March 31, 2024. The decrease in core deposits was due primarily to a $10.0 million decrease in the account held by a significant commercial customer whose account balance fluctuates routinely in the normal course of its business. The decrease in certificates of deposit was due primarily to outflows of higher rate accounts as management elected not to compete on interest rates during the period.

During the fiscal year ended March 31, 2025, management continued its strategy of pursuing growth in demand accounts and other lower cost core deposits, in part by enhancing products and services offered and increased marketing. Management intends to continue its efforts to increase core deposits, with an emphasis on growth in consumer and business demand deposits.

Advances from the Federal Home Loan Bank. Advances from the Federal Home Loan Bank totaled $10.0 million at March 31, 2025, an increase of $7.0 million, or 232.4%, from the $3.0 million balance at March 31, 2024. The increase in advances was used to offset the decrease in deposits during the year.

Stockholders’ Equity. Stockholders’ equity increased $3.5 million, or 40.9%, to $12.1 million at March 31, 2025, from $8.6 million at March 31, 2024. The increase was due primarily to an influx of capital of $3.5 million from the common stock issuance that net $5.3 million during the period. Expenses deducted from the gross stock proceeds totaled $1.4 million and the 36,851 ESOP shares purchased totaled $369,000. The Bank also purchased 21,000 shares of stock, totaling $210,000, which are being held in trust for the directors’ deferred compensation plan.

Average Balances and Yields. The following table sets forth average balance sheets, average yields and rates, and other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects are immaterial. Average balances are calculated using daily average balances. Non-accrual loans are included in average balances only. The average balance of available-for-sale securities does not include unrealized losses during the periods. Average yields include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense. Net deferred loan fees/costs are immaterial.

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	****	****
		****		For the Year Ended March 31,
		****		2025							2024						****
		****	****	Average							Average						****
		****		Outstanding					Average		Outstanding					Average	****
		****		Balance			Interest		Yield/Rate		Balance			Interest		Yield/Rate
Interest-earning assets:
Interest-bearing deposits and other				$	2,860		$	171	5.98	%	$	3,028		$	167	5.52	%
Available-for-sale securities					29,470			492	1.67			32,304			533	1.65
Loans					108,821			5,238	4.81			111,092			4,992	4.49
Total interest-earning assets					141,151			5,901	4.18			146,424			5,692	3.89
Noninterest earning assets					7,261							6,503
Allowance for credit losses					(879)							(931)
Total assets				$	147,533						$	151,996

Interest-bearing liabilities:
Interest-bearing demand accounts				$	34,797			7	0.02	%	$	33,622			7	0.02	%
Savings accounts					19,509			35	0.18			21,825			17	0.08
Money market accounts					29,213			429	1.47			29,941			225	0.75
Certificates of deposit					35,749			1,386	3.88			38,622			1,334	3.45
Total interest-bearing deposits					119,268			1,857	1.56			124,010			1,583	1.28
Federal Home Loan Bank advances					7,423			368	4.96			7,784			385	4.95
Federal Funds purchased					66			4	6.06			120			7	5.83
Total interest-bearing liabilities					126,757			2,229	1.76			131,914			1,975	1.50
Noninterest-bearing demand deposits					8,248							9,485
Other noninterest-bearing liabilities					2,700							2,413
Total liabilities					137,705							143,812
Total stockholders' equity					9,828							8,184
Total liabilities and stockholders' equity					147,533							151,996
Net interest income							$	3,672						$	3,717
Net interest rate spread ^(1)^									2.42	%						2.39	%
Net interest-earning assets ^(2)^				$	14,394						$	14,630
Net interest margin ^(3)^									2.60	%						2.54	%
Average interest-earning assets to interest-bearing liabilities					111.36	%						111.00	%

(1)Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(2)Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3)Net interest margin represents net interest income divided by average total interest-earning assets.

Table of Contents Rate/Volume Analysis. The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The total column represents the sum of the prior columns. Changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume.


	****	Years Ended March 31, 2025 vs.
		2024
		Increase (Decrease)				Total
		Due to:				Increase
		Volume		Rate		(Decrease)
		(In thousands)
Interest-earning assets:
Loans, net		$	(104)	$	350	$	246
Available-for-sale securities			(47)		6		(41)
Other interest-earning assets			(8)		12		4
Total interest-earning assets			(159)		368		209

Interest-bearing liabilities:
Interest-bearing demand accounts			—		—		—
Savings accounts			(2)		20		18
Money market accounts			(6)		210		204
Certificates of deposit			(101)		153		52
Total deposits			(109)		383		274
Federal funds purchased			(18)		1		(17)
Federal Home Loan Bank advances			(3)		—		(3)
Total interest-bearing liabilities			(130)		384		254

Change in net interest income		$	(29)	$	(16)	$	(45)

Comparison of Operating Results for the Fiscal Years Ended March 31, 2025 and 2024

General. Net loss for the fiscal year ended March 31, 2025, was $327,000, a decrease in earnings of $386,000 or 646.5%, compared to net income of $60,000 for the fiscal year ended March 31, 2024. The decrease in net income was primarily due to a $277,000, or 6.6%, increase in noninterest expenses and a $159,000, or 110.7% increase in the provision for credit losses, which were partially offset by a $84,000, or 172.5%, increase in the income tax benefit provision.

Interest Income Interest income increased $209,000, or 3.7%, to $5.9 million for the fiscal year ended March 31, 2025 compared to $5.7 million for the fiscal year ended March 31, 2024. This increase was attributable to a $246,000, or 4.9%, increase in interest on loans receivable, which was partially offset by a $41,000, or 7.7%, decrease in interest on investment securities.

The average yield on loans increased by 32 basis points to 4.81% for the fiscal year ended March 31, 2025 from 4.49% for the fiscal year ended March 31, 2024, while the average balance of loans decreased by $2.3 million, or 2.0%, during the fiscal year ended March 31, 2025 compared to the average balance for the fiscal year ended March 31, 2024. The increase in average yield on loans reflects the increase in the overall interest rate environment period-to-period. The increases in interest rates have provided higher yields on newly originated loans, as well as the Company’s adjustable-rate loans, which have adjusted upward and should continue to rise provided the higher interest rate environment persists.

The average balance of investment securities decreased $2.8 million, or 8.7%, to $29.5 million for the fiscal year ended March 31, 2025 from $32.3 million for the fiscal year ended March 31, 2024, while the average yield on 38

Table of Contents investment securities increased by two basis points to 1.67% for the fiscal year ended March 31, 2025 from 1.65% for the fiscal year ended March 31, 2024.

Interest income on other interest-bearing deposits, comprised primarily of overnight deposits and stock in the Federal Home Loan Bank, increased $4,000 or 2.4%, for the fiscal year ended March 31, 2025, due to an increase in the average yield of 46 basis points, to 5.98% for the fiscal year ended March 31, 2025 from 5.52% for the fiscal year ended March 31, 2024. The increase in average yield was due to the increase in interest rates in the overall economy period-to-period.

Interest Expense Total interest expense increased $254,000, or 12.7%, to $2.2 million for the fiscal year ended March 31, 2025 from $2.0 million for the fiscal year ended March 31, 2024. Interest expense on deposits increased $274,000, or 17.3%, due primarily to an increase of 28 basis points in the average cost of deposits to 1.56% for the fiscal year ended March 31, 2025 from 1.28% for the fiscal year ended March 31, 2024, which was partially offset by a decrease of $4.7 million, or 3.8%, in the average balance of interest-bearing deposits to $119.3 million for the fiscal year ended March 31, 2025 from $124.0 million for the fiscal year ended March 31, 2024.

Interest expense on borrowings decreased $20,000 or 5.1%, to $372,000 for the fiscal year ended March 31, 2025, compared to $392,000 for the fiscal year ended March 31, 2024. The decrease was due to a $415,000, or 5.3%, decrease in the average balance outstanding, to $7.5 million for the fiscal year ended March 31, 2025 from $7.9 million for the fiscal year ended March 31, 2024, which was partially offset by a one basis point increase in the weighted-average rate, to 4.97% for the fiscal year ended March 31, 2025 compared to 4.96% for the fiscal year ended March 31, 2024.

Net Interest Income**.** Net interest income decreased $45,000, or 1.2%, to $3.7 million for the fiscal year ended March 31, 2025 compared to the fiscal year ended March 31, 2024. An increase in the interest rate spread to 2.42% for the fiscal year ended March 31, 2025 from 2.39% for the fiscal year ended March 31, 2024, was partially offset by the average net interest earning assets decrease of $236,000 period-to-period. The net interest margin increased to 2.62% for the fiscal year ended March 31, 2025 from 2.54% for the fiscal year ended March 31, 2024. The interest rate spread and net interest margin were impacted by a series of market interest rate increases during 2024, and to a lesser extent, a recent 100 basis point reduction in the federal funds rate by the Federal Reserve Board.

Provision for Credit Losses. The Company recorded an increase in the provision for credit losses of $159,000, or 110.7%, for the fiscal year ended March 31, 2025 to a provision for credit losses of $15,000 compared to a recovery for credit losses of $144,000 recorded for the fiscal year ended March 31, 2024. The allowance for credit losses on loans was $853,000 at March 31, 2025, a decrease of $3,000, or 0.4%, compared to $856,000 at March 31, 2024. The allowance for credit losses on off-balance sheet commitments was $76,000 at March 31, 2025, an increase of $20,000, or 35.7%, over the $56,000 total at March 31, 2024. The allowance for credit losses on loans represented 0.79% of total loans at March 31, 2025, and 0.79% at March 31, 2024.

The determination of the adequacy of the allowance for credit losses included consideration of the balances of nonperforming loans, delinquent loans and net charge-offs in both periods. The Company had no nonperforming loans at both March 31, 2025 and March 31, 2024. Classified loans totaled $128,000 at March 31, 2025, compared to $67,000 at March 31, 2024. There were no total loans past due greater than 30 days at March 31, 2025, compared to $231,000 past due greater than 30 days at March 31, 2024.

The allowance for credit losses reflects the estimate management believes to be appropriate to cover incurred probable losses which were inherent in the loan portfolio at March 31, 2025 and 2024. While management believes the estimates and assumptions used in the determination of the adequacy of the allowance are reasonable, such estimates and assumptions could be proven incorrect in the future, and the actual amount of future provisions may exceed the amount of past provisions, and the increase in future provisions that may be required may adversely impact the Company’s financial condition and results of operations. In addition, bank regulatory agencies periodically review the allowance for credit losses and may require an increase in the provision for credit losses or the recognition of loan charge-offs, based on judgments different than those of management.

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Non-Interest Income. Noninterest income increased $10,000 or 2.8%, to $354,000 for the fiscal year ended March 31, 2025 from $344,000 for the fiscal year ended March 31, 2024. A $13,000, or 12.9%, increase in the cash surrender value of bank-owned life insurance (BOLI) was partially offset by a $4,000, or 10.7%, decrease in other income. The annualized net yield on BOLI was 3.45% as of 3/31/25, compared to 3.24% as of 3/31/24.

Noninterest Expense. Noninterest expense increased $277,000, or 6.6%, to $4.5 million for the fiscal year ended March 31, 2025, compared to $4.2 million for the fiscal year ended March 31, 2024. The increase was due primarily to a $210,000 or 114.0%, increase in professional services, and a $58,000, or 2.8%, increase in salaries and employee benefits. This was partially offset by a $10,000 or 2.3%, decrease in other expenses, and a $9,000, or 9.8%, decrease in advertising.

The increase in professional services expense was due primarily to an increase in audit fees as the Company’s financial statements were reaudited in connection with the mutual-to-stock conversion transaction. The increase in salaries and employee benefits was due primarily to an increase in staffing related to the new branch office, compensation related to the new ESOP, and normal merit increases year-to-year.

Noninterest expense can be expected to increase because of costs associated with operating as a public company and increased compensation costs related to the implementation of a stock-based benefit plan.

Provision (Benefit) for Income Taxes. The Company’s income tax benefit provision increased by $84,000, or 172.5%, to a total of $133,000 for the fiscal year ended March 31, 2025, compared to a benefit provision of $49,000 during the fiscal year ended March 31, 2024. The increase in the income tax benefit provision was due primarily to a $471,000 increase in pretax loss. The tax benefit provision and effective tax rates reflect the Company’s nontaxable interest income in each period.

Management of Market Risk

General. Our most significant form of market risk is interest rate risk because, as a financial institution, the majority of our assets and liabilities are sensitive to changes in interest rates. Therefore, a principal part of our operations is to manage interest rate risk and limit the exposure of our financial condition and results of operations to changes in market interest rates. The board of directors establishes policies and guidelines for managing interest rate risk. All directors participate in discussions during the regular board meetings evaluating the interest rate risk inherent in our assets and liabilities, and the level of risk that is appropriate. These discussions take into consideration our business strategy, operating environment, capital, liquidity and performance objectives consistent with the policy and guidelines approved by them.

The board of directors delegates the responsibility for interest rate risk management to the asset/liability management committee consisting of the Company’s executive officers. The asset/liability management committee provides quarterly reports to the board of directors. If an exception to the interest rate risk policy tolerance limits arise, the asset/liability management committee documents and communicates it to the board of directors at its next scheduled meeting along with a recommended course of action to address the exception consistent with established policy and guidelines.

Our asset/liability management strategy attempts to manage the impact of changes in interest rates on net interest income, our primary source of earnings. Among the techniques we are using to manage interest rate risk are:

●	maintaining capital levels that exceed the thresholds for well-capitalized status under federal regulations;
●	maintaining a high level of liquidity;
---	---
●	growing our core deposit accounts;
---	---

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●	managing our investment securities portfolio so as to reduce the average maturity and effective life of the portfolio; and
●	continuing to diversify our loan portfolio by adding more commercial real estate loans and commercial and industrial loans, which typically have shorter maturities and/or balloon payments.
---	---
●	By following these strategies, we believe that we are better positioned to react to increases and decreases in market interest rates.
---	---

We maintain a significant deposit account with a commercial customer. The asset/liability management committee monitors the status of the account at its monthly meeting and the account is segregated as a separate line item on the deposit reports reviewed by the committee. Furthermore, there is regular verbal communication between senior management and the depositor regarding any expected changes in the depositor’s business that could result in material inflows and outflow from the account in the short-term so that we may proactively manage any risks due to expected fluctuations in the account balance.

We maintain uninsured deposits that exceed the Federal Deposit Insurance Corporation insurance limit. Senior management reviews uninsured deposit balances monthly to manage any risks due to fluctuations in the balances of uninsured deposits. We do not maintain any internal policy limits on concentrations in uninsured deposits in total or by type of depositor. We may accept brokered deposits up to an internal policy limit of 00% of total assets from brokers approved by the board of directors. Before a broker is approved by the board of directors, we conduct financial analysis and due diligence on the broker. We had no brokered deposits at March 31, 2025.

Historically, we have not sold loans we have originated. We plan to develop the infrastructure necessary to sell one- to four-family residential mortgage loans, particularly longer term one- to four-family residential mortgage loans, to further help mitigate our interest rate risk exposure.

We have not engaged in hedging activities, such as engaging in futures or options. We do not anticipate entering into similar transactions in the future.

Economic Value of Equity. We compute amounts by which the net present value of our assets and liabilities (economic value of equity or “EVE”) would change in the event of a range of assumed changes in market interest rates. This model uses a discounted cash flow analysis and an option-based pricing approach to measure the interest rate sensitivity of net portfolio value. The model estimates the economic value of each type of asset, liability and off-balance sheet contract under the assumptions that the United States Treasury yield curve increases instantaneously by 100, 200 and 300 basis point increments or decreases instantaneously by 100, 200 and 200 basis point increments, with changes in interest rates representing immediate and permanent, parallel shifts in the yield curve. 41

Table of Contents The following table sets forth, as of March 31, 2025, the calculation of the estimated changes in our EVE that would result from the designated immediate changes in the United States Treasury yield curve. The estimated changes presented in the table exceeded the policy limits established by our board of directors.


At March 31, 2025
								EVE as a Percentage of
								Present
								Value of Assets^(3)^
				Estimated Increase
				(Decrease) in						Increase
				EVE						(Decrease)
Change in Interest		Estimated								(basis
Rates (basis points) ^(1)^		EVE^(2)^		Amount		Percent		EVE Ratio ^(4)^		points)
				(Dollars in thousands)
300		$	11,541	$	(7,059)	(37.95)	%	9.36	%	(404)
200		$	13,968	$	(4,632)	(24.90)	%	10.89	%	(251)
100		$	16,725	$	(1,875)	(10.08)	%	12.53	%	(87)
Level		$	18,600		—	—	%	13.40	%	—
(100)		$	20,123	$	1,523	8.19	%	13.97	%	57
(200)		$	20,832	$	2,232	12.00	%	14.00	%	61
(300)		$	20,509	$	1,910	10.27	%	13.44	%	4
(1)	Assumes an immediate uniform change in interest rates at all maturities. One basis point equals 0.01%.
---	---
(2)	EVE is the discounted present value of expected cash flows from assets, liabilities and off-balance sheet contracts.
---	---
(3)	Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.
---	---
(4)	EVE Ratio represents EVE divided by the present value of assets.
---	---

The table above indicates that at March 31, 2025, we would have experienced a 10.08% decrease in EVE in the event of an instantaneous parallel 100 basis point increase in market interest rates and a 8.19% increase in EVE in the event of an instantaneous 100 basis point decrease in market interest rates.

Change in Net Interest Income. The table sets forth, as of March 31, 2025, the calculation of the estimated changes in our net interest income that would result from the designated immediate changes in the United States Treasury yield curve. All estimated changes presented in the table are within the policy limits established by the Company’s board of directors.


At March 31, 2025
Change in Interest Rates		Net Interest Income Year 1			****
(basis points) ^(1)^		Forecast		Year 1 Change from Level	****
	****	(Dollars in thousands)
300		$	3,365	(7.76)	%
200		$	3,490	(4.34)	%
100		$	3,628	(0.55)	%
Level		$	3,648	—
(100)		$	3,683	0.96	%
(200)		$	3,685	1.02	%
(300)		$	3,637	(0.31)	%
(1)	Assumes an immediate uniform change in interest rates at all maturities. One basis point equals 0.01%.
---	---

The table above indicates that as of March 31, 2025, we would have experienced a 0.55% decrease in net interest income in the event of an instantaneous parallel 100 basis point increase in market interest rates and a 0.96% increase in net interest income in the event of an instantaneous 100 basis point decrease in market interest rate.

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurement. Modeling changes in EVE and NII require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. For instance, the EVE and NII tables presented above 42

Table of Contents assume that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. However, the shape of the yield curve changes constantly and the value and pricing of our assets and liabilities, including our deposits, may not closely correlate with changes in market interest rates. Accordingly, although the EVE and NII tables may provide an indication of our interest rate risk exposure at a particular point in time and in the context of a particular yield curve, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on EVE and NII and will differ from actual results.

EVE and net interest NII calculations also may not reflect the fair values of financial instruments. For example, decreases in market interest rates can increase the fair values of our loans, deposits and borrowings.

Liquidity and Capital Resources

Liquidity describes our ability to meet the financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures.

Our primary sources of funds are deposits, principal and interest payments on loans and securities, and proceeds from maturities of securities. We also have the ability to borrow from the Federal Home Loan Bank of Cincinnati, the Federal Reserve Bank of Cleveland and a correspondent bank. At March 31, 2025, we had the ability to borrow up to $45.4 million from the Federal Home Loan Bank of Cincinnati under a collateral pledge facility. At March 31, 2025, we had $10.0 million of outstanding advances under this facility. At March 31, 2025, we had no outstanding borrowings from the Federal Reserve Bank of Cleveland but had the capacity to borrow up to $6.7 million. At March 31, 2025, we had no outstanding borrowings from the correspondent bank but had the capacity to borrow up to $5.0 million.

While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition. Our most liquid assets are cash and short-term investments. The levels of these assets depend on our operating, financing, lending, and investing activities during any given period.

Our cash flows are comprised of three primary classifications: cash flows from operating activities, cash flows from investing activities, and cash flows from financing activities. For the fiscal year ended March 31, 2025, cash flows from operating, investing, and financing activities resulted in a net decrease in cash and cash equivalents of $8.5 million. Net cash provided by investing activities amounted to $2.8 million, net cash used in financing activities amounted to $11.2 million, and net cash provided by operating activities amounted to $204,000.

We believe we maintain a strong liquidity position, and are committed to maintaining it. We monitor our liquidity position on a daily basis. We anticipate that we will have sufficient funds to meet our current funding commitments. Based on our deposit retention experience and current pricing strategy, we anticipate that a significant portion of maturing time deposits will be retained.

Monroe Federal Bancorp is a separate legal entity from Monroe Federal Savings and Loan Association Bank and must provide for its own liquidity to fund its operating expenses and other financial obligations. Its primary source of income is dividends received from the Bank. The amount of dividends that the Bank may declare and pay to Monroe Federal Bancorp is governed by applicable regulations. At March 31, 2025, Monroe Federal Bancorp (on an unconsolidated basis) had liquid assets of $1.5 million.

At March 31, 2025, the Bank was categorized as well-capitalized under regulatory capital guidelines. Management is not aware of any conditions or events since the most recent notification that would change our category. For further information, see note 6 to the notes to consolidated financial statements.

Off-Balance Sheet Arrangements. At March 31, 2025, we had $16.3 million of outstanding commitments, consisting of $1.6 million in commitments to originate loans and $14.7 million of undisbursed funds on previously 43

Table of Contents originated loans. At March 31, 2025, certificates of deposit that are scheduled to mature on or before March 31, 2026, totaled $25.2 million. Management expects that a substantial portion of the maturing certificates of deposit will be renewed. However, if a substantial portion of these deposits is not retained, we may utilize Federal Home Loan Bank of Cincinnati advances or raise interest rates on deposits to attract new accounts, which may result in higher levels of interest expense.

Impact of Inflation and Changing Prices

**** The financial statements and related data presented in this prospectus have been prepared according to GAAP which requires the measurement of financial position and operating results in terms of historical dollars without considering changes in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increasing operating costs. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates, generally, have a more significant impact on a financial institution’s performance than does inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

The information regarding this item is contained in Item 7 under the heading “Management of Market Risk.”

Table of Contents Item 8. Financial Statements And Supplementary Data

INDEX TO FINANCIAL STATEMENTS


		Page
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 344)		46
Consolidated Balance Sheets		47
Consolidated Statements of Operations		48
Consolidated Statements of Comprehensive Income (Loss)		49
Consolidated Statements of Changes in Stockholders’ Equity		50
Consolidated Statements of Cash Flows		51
Notes to Consolidated Financial Statements		52

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	4890 Owen Ayres Ct.<br><br>Suite 200<br><br>Eau Claire, WI 54701	715 832 3407<br><br>wipfli.com<br><br>

REPORT OF INDEPE NDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

Monroe Federal Bancorp, Inc. and Subsidiary

Tipp City, Ohio

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Monroe Federal Bancorp, Inc. and Subsidiary (the “Company”) as of March 31, 2025 and 2024, and the related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity and cash flows for each of the years then ended and the related notes to the consolidated financial statements (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2025 and 2024, and the results of its operations and its cash flows for each of the years then ended in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the Company’s auditor since 2024.

Wipfli LLP

Eau Claire, Wisconsin

July 3, 2025

Table of Contents MONROE FEDERAL BANCORP, INC.

Consolidated Balance Sheets

March 31, 2025 and 2024


		March 31,
	****	2025		2024
Assets
Cash and due from banks		$	1,671,620	$	2,981,089
Interest-bearing deposits in other financial institutions			406,147		7,529,609
Federal funds sold			—		107,000
Cash and cash equivalents			2,077,767		10,617,698

Available-for-sale securities			23,143,192		25,181,361
Loans receivable			107,849,120		108,724,627
Allowance for credit losses			(853,032)		(855,455)
Net loans			106,996,088		107,869,172

Premises and equipment			5,125,014		5,339,998
Restricted stock			836,600		515,000
Bank owned life insurance			3,605,191		3,491,015
Accrued interest receivable			469,009		483,027
Net deferred federal income taxes			1,359,641		1,328,523
Other assets			716,169		511,468
Total assets		$	144,328,671	$	155,337,262

Liabilities and Stockholders' Equity
Liabilities
Deposits
Demand		$	38,026,826	$	48,459,382
Savings and money market			48,864,461		51,227,399
Time			33,772,903		42,405,531
Total deposits			120,664,190		142,092,312
Advances from the Federal Home Loan Bank			9,972,000		3,000,000
Advances by borrowers for taxes and insurance			327,842		329,730
Directors plan liability			608,217		762,416
Accrued interest payable and other liabilities			687,889		588,099
Total liabilities			132,260,138		146,772,557

Stockholders' Equity
Preferred stock - $.01 par value, 1,000,000 shares authorized			—		—
Common stock - $.01 par value, 14,000,000 shares authorized, 526,438 shares issued at March 31, 2025			5,264		—
Additional paid in capital			3,859,854		—
Unallocated common stock of ESOP			(345,478)		—
Retained earnings			12,591,062		12,917,702
Treasury stock - 21,000 shares			(210,000)		—
Deferred compensation plan - Rabbi Trust - 21,000 shares			210,000		—
Accumulated other comprehensive loss			(4,042,169)		(4,352,997)
Total stockholders' equity			12,068,533		8,564,705
Total liabilities and stockholders' equity		$	144,328,671	$	155,337,262

See Notes to Consolidated Financial Statements

Table of Contents MONROE FEDERAL BANCORP, INC.

Consolidated Statements o f Operations

Years Ended March 31, 2025 and 2024


	****	Year Ended
		March 31,
		2025		2024
Interest income
Loans		$	5,238,085	$	4,992,669
Investment securities			491,905		532,841
Interest-bearing deposits and other			171,425		166,842

Total interest income			5,901,415		5,692,352

Interest expense
Deposits			1,857,674		1,582,994
Borrowings			371,113		391,988

Total interest expense			2,228,787		1,974,982

Net interest income			3,672,628		3,717,370

Provision for (recovery of) credit losses			15,288		(143,224)

Net interest income after provision for (recovery of) credit losses			3,657,340		3,860,594

Noninterest income
Service fees on deposits			173,108		178,094
Late charges and fees on loans			13,701		9,041
Loan servicing fees			16,201		14,748
Increase in cash surrender value of bank owned life insurance			114,176		101,157
Other income			36,850		41,245

Total noninterest income			354,036		344,285

Noninterest expense
Salaries and employee benefits			2,133,611		2,075,798
Directors fees			121,800		119,698
Occupancy and equipment			562,267		557,802
Data processing fees			541,578		531,255
Franchise taxes			75,832		58,626
FDIC insurance premiums			84,080		109,773
Professional services			393,534		183,893
Advertising			84,754		93,910
Other			473,575		463,173

Total noninterest expense			4,471,031		4,193,928

(Loss) income before income taxes			(459,655)		10,951

Benefit for income taxes			(133,015)		(48,818)

Net (loss) income		$	(326,640)	$	59,769

Loss per share - basic and diluted		$	(0.67)	$	N/A

See Notes to Consolidated Financial Statements

Table of Contents MONROE FEDERAL BANCORP, INC.

Consolidated Statements of Comprehensive Income (Loss)

Years Ended March 31, 2025 and 2024


	****	Year Ended
		March 31,
		2025		2024
Net (loss) income		$	(326,640)	$	59,769

Other comprehensive income:
Net unrealized gains on available-for-sale securities			393,454		5,908

Tax (expense)			(82,626)		(1,239)

Other comprehensive income			310,828		4,669

Comprehensive (loss) income		$	(15,812)	$	64,438

See Notes to Consolidated Financial Statements

Table of Contents MONROE FEDERAL BANCORP, INC.

Consolidated Statements of Changes in Stockholders’ Equity

Years Ended March 31, 2025 and 2024


														Accumulated			****						****
****								Unallocated						Other			****			Deferred			****
****		Common			Additional			Common Stock			Retained			Comprehensive			Treasury				Compensation Plan
****	****	Stock		****	Paid-in-Capital		****	of ESOP		****	Earnings		****	Income (Loss)		****	Stock		****	Rabbi Trust		****	Total
Balance at April 1, 2023		$	—		$	—		$	—		$	13,143,241		$	(4,357,666)		$	—		$	—		$	8,785,575

Effect of change in accounting principle - ASC 326, net of tax			—			—			—			(285,308)			—			—			—			(285,308)

Net income			—			—			—			59,769			—			—			—			59,769
								—
Other comprehensive income			—			—			—			—			4,669			—			—			4,669

Balance at March 31, 2024		$	—		$	—		$	—		$	12,917,702		$	(4,352,997)		$	—		$	—		$	8,564,705

Net loss			—			—			—			(326,640)			—			—			—			(326,640)

Proceeds from issuance of shares of common stock, net of stock offering costs			5,264			3,852,820			—			—			—			—			—			3,858,084

Purchase of ESOP shares			—			—			(368,510)			—			—			—			—			(368,510)

Release of ESOP shares			—			7,034			23,032			—			—			—			—			30,066

Shares purchased by trust (deferred compensation plans)			—			—			—			—			—			(210,000)			—			(210,000)

Treasury stock held (deferred compensation plans)			—			—			—			—			—			—			210,000			210,000

Other comprehensive income			—			—			—			—			310,828			—			—			310,828

Balance at March 31, 2025		$	5,264		$	3,859,854		$	(345,478)		$	12,591,062		$	(4,042,169)		$	(210,000)		$	210,000		$	12,068,533

See Notes to Consolidated Financial Statements

Table of Contents MONROE FEDERAL BANCORP, INC.

Consolidated Statements of Cash Flows

Years Ended March 31, 2025 and 2024


		Year Ended
		March 31,
	****	2025		2024
Operating Activities
Net (loss) income		$	(326,640)	$	59,769
Items not requiring (providing) cash:
Depreciation and amortization			262,384		253,221
Amortization of premiums and discounts			151,871		178,358
Accretion of deferred loan fees			(53,422)		(87,777)
Provision (Benefit) for deferred income taxes			(113,744)		(35,595)
Provision for (recovery of) credit losses			15,288		(143,224)
Increase in cash surrender value of bank owned life insurance			(114,176)		(101,157)
Release of ESOP shares			30,066		—
Changes in:
Accrued interest receivable			14,018		(32,502)
Other assets			(204,701)		(74,666)
Accrued interest payable and other liabilities			135,237		(392,019)

Net cash provided by (used in) operating activities			(203,819)		(375,592)

Investing Activities
Proceeds from calls, maturities and paydowns of available-for-sale securities			2,279,752		2,725,489
Net change in loans			931,572		709,102
Purchase of premises and equipment			(47,400)		(116,737)
Purchase of restricted stock			(639,200)		294,100
Proceeds from redemption of restricted stock			317,600		0

Net cash provided by (used in) investing activities			2,842,324		3,611,954

Financing Activities
Net (decrease) increase in deposit accounts			(21,428,122)		14,795,886
Net decrease in federal funds purchased			—		(865,000)
Proceeds from Federal Home Loan Bank advances			56,831,000		19,150,000
Repayment of Federal Home Loan Bank advances			(49,859,000)		(28,650,000)
(Decrease) increase in advances from borrowers for taxes and insurance			(1,888)		22,662
Gross proceeds from stock offering			5,269,644		—
Stock offering costs			(1,411,560)		0
Purchase of ESOP shares			(368,510)		0
Purchase of treasury stock (deferred compensation plans)			(210,000)		0
Net cash (used in) provided by financing activities			(11,178,436)		4,453,548

(Decrease) Increase in Cash and Cash Equivalents			(8,539,931)		7,689,910

Cash and Cash Equivalents, Beginning of Period			10,617,698		2,927,788

Cash and Cash Equivalents, End of Period		$	2,077,767	$	10,617,698

Supplemental Disclosure of Cash Flow Information
Cash paid (refunded) during the period for:
Interest on deposits and borrowings		$	2,218,406	$	1,999,435
Income taxes paid (refunded)			(24,880)		(12,980)

Supplemental Disclosure of Noncash Investing Activities
Transfers from loans to assets acquired through foreclosure		$	—	$	12,481
Financed sales of assets acquired through foreclosure			—	$	12,481

See Notes to Consolidated Financial Statements

Table of Contents

Note 1:Nature of Operations and Summary of Significant Accounting Policies

Nature of Operations and Basis of Presentation

Monroe Federal Bancorp, Inc. (“Monroe Federal Bancorp” or the “Company”) is a Maryland corporation incorporated on May 21, 2024 to serve as the savings and loan holding company for Monroe Federal Savings and Loan Association (the “Bank”) in connection with the Bank’s conversion from the mutual form of organization to the stock form of organization (the “Conversion”). The Conversion was completed on October 23, 2024. In connection with the Conversion, Monroe Federal Bancorp acquired 100% ownership of the Bank and the Company sold 526,438 shares of its common stock at $10.00 per share, for gross offering proceeds of $5,264,380. The cost of the conversion and issuance of common stock was approximately $1.4 million, which was deducted from the gross offering proceeds. The Company’s employee stock ownership plan purchased 36,851 shares of the common stock sold by the Company, which was equal to 7% of the shares of common stock issued by the Company. The ESOP purchased the shares using a loan from the Company. The Company contributed $2.0 million of the net proceeds from the offering to the Bank, loaned $368,510 of the net proceeds to the ESOP and retained approximately $1.9 million of the net proceeds.

Monroe Federal Savings and Loan Association, a wholly owned subsidiary, is engaged primarily in the business of providing a variety of deposit and lending services to individual customers in western Ohio. Its primary deposit products are checking, savings, and term certificate accounts, and its primary lending products are residential and commercial mortgages, commercial, home equity lines of credit and installment loans. Its operations are conducted through its four office locations in Tipp City, Vandalia and Dayton, Ohio. The Company faces competition from other financial institutions and is subject to the regulation of certain federal agencies and undergoes periodic examinations by those regulatory authorities.

Principles of Consolidation

The consolidated financial statements as of March 31, 2025, include the accounts of the Company and the Bank. All intercompany transactions and balances have been eliminated in consolidation. The financial statements as of March 31, 2024 represent the Bank only, as the conversion to stock form, including the formation of Monroe Federal Bancorp, was completed on October 23, 2024. References herein to the “Company” for periods prior to the completion of the stock conversion should be deemed to refer to the “Bank.”

Jumpstart Our Business Startups Act

The Jumpstart Our Business Act (the JOBS Act), which was signed into law on April 5, 2012, has made numerous changes to the federal securities laws to facilitate access to the capital markets. Under the JOBS Act, a company with total annual gross revenues of less than $1.0 billion during the most recently completed fiscal year qualifies as an “emerging growth company”. The Company qualifies as an “emerging growth company” and believes that it will continue to qualify as an “emerging growth company” until the end of its fiscal year following the fifth anniversary of the completion of the stock offering.

As an “emerging growth company”, the Company has elected to use the extended transition period to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. Accordingly, the Company’s consolidated financial statements may not be comparable to the financial statements of companies that comply with such new or revised accounting standards.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 52

Table of Contents Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for credit losses, valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, valuation of deferred tax assets and fair values of financial instruments.

Cash Equivalents

The Company considers all liquid investments with original maturities of three months or less to be

cash equivalents. At March 31, 2025, the Company had one cash account that exceeded FDIC insurance limits by $458,803. At March 31, 2024, the Company had one cash account that exceeded FDIC insurance limits by $1.7 million.

In March 2020, the Federal Reserve's board of directors approved reducing the required reserve requirement ratios to zero percent, effectively eliminating the requirement to maintain reserve balances in cash or on deposit with the Federal Reserve Bank. This reduction in the required reserves does not have a defined timeframe and may be revised by the Federal Reserve Board in the future.

Investment Securities

Investment securities are classified upon acquisition into one of three categories: held-to-maturity, available-for-sale or trading. Debt securities that management has the positive intent and ability to hold to maturity are classified as “held to maturity” and recorded at amortized cost. Trading securities are recorded at fair value with changes in fair value included in other income. Securities not classified as held to maturity or trading are classified as “available for sale” and recorded at fair value, with unrealized gains and losses excluded from earnings and reported in other comprehensive income (loss).

Purchase premiums and discounts are recognized in interest income using the interest method over the terms of the securities, identified as the call date as to premiums and maturity date as to discounts. Gains and losses on the sale of securities are recorded on the trade date and are determined using the specific identification method.

Loans

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at their outstanding principal balances, adjusted for unearned income, charge-offs, the allowance for credit losses and any unamortized deferred fees or costs on originated loans and unamortized premiums or discounts on purchased loans.

For loans amortized at cost, interest income is accrued based on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, as well as premiums and discounts, are deferred and amortized as a level yield adjustment over the respective term of the loan. For all loan portfolio segments except residential and consumer loans, the Company promptly charges-off loans, or portions thereof, when available information confirms that specific loans are uncollectible based on information that includes, but is not limited to, (1) the deteriorating financial condition of the borrower, (2) declining collateral values, and/or (3) legal action, including bankruptcy, that impairs the borrower’s ability to adequately meet its obligations. For collateral dependent loans, a partial charge-off is recorded when a loss has been confirmed by an updated appraisal or other appropriate valuation of the collateral.

The Company records a charge-off of loans, or portions thereof, when the Company reasonably determines the amount of the loss. The Company adheres to delinquency thresholds established by applicable regulatory guidance to determine the charge-off timeframe for these loans. Loans at these delinquency thresholds for which the Company can clearly document that the loan is both well-secured and in the process of collection, such that collection will occur regardless of delinquency status, need not be charged off.

Loans are placed on nonaccrual status when past due 90 days, or earlier when management considers collection of principal and interest is unlikely. For all classes, all interest accrued but not collected for loans that are placed on 53

Table of Contents nonaccrual status or charged off is reversed against interest income. The interest on these loans is accounted for on a cash basis or cost recovery method, until qualifying for return to accrual.

Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Nonaccrual loans are returned to accrual status when, in the opinion of management, the financial position of the borrower indicates there is no longer any reasonable doubt as to the timely collection of interest or principal. The Company requires a period of satisfactory performance of not less than six consecutive months before returning a nonaccrual loan to accrual status.

When cash payments are received on collateral dependent loans, the Company records the payment as interest income unless collection of the remaining recorded principal amount is doubtful, at which time payments are used to reduce the principal balance of the loan. Loans modified due to financial difficulties of the borrower recognize interest income on an accrual basis at the renegotiated rate if the loan is in compliance with the modified terms, no principal reduction has been granted and the loan has demonstrated the ability to perform in accordance with the renegotiated terms for a period of at least six months.

Allowance for Credit Losses

The allowance for credit losses (ACL) is a valuation allowance for expected credit losses. The allowance for credit losses is established through a provision for credit losses charged to income. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.

The company uses a “current expected credit loss” (CECL) methodology that reflects expected credit losses over the lives of the credit instruments and requires consideration of a broader range of information to estimate credit losses. ASC 326 “CECL” requires an estimate of all expected credit losses for financial assets measured at amortized cost, including loans and held-to-maturity debt securities, based on historical experience, current conditions, and reasonable and supportable forecasts.

Available-for-sale securities

For available for sale securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. Accrued interest receivable on securities totaled $127,570 and $135,020 at March 31, 2025 and 2024, respectively. The Company made the policy election to exclude accrued interest receivable on securities from the estimate of credit losses.

For securities available for sale that do not meet the above criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost and adverse conditions related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income (loss), net of tax. The Company elected to use zero loss estimates for securities issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major agencies and have a long history of no credit losses.

Loans

The ACL is a valuation allowance that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Management’s determination of the adequacy of the ACL is based on the assessment of the expected credit losses on loans over the expected life of the loan. The ACL is increased by provision expense and decreased by charge-offs, net of recoveries of amounts previously charged off and expected to be charged 54

Table of Contents off. Accrued interest receivable on loans totaled $341,439 and $348,007 at March 31, 2025 and 2024, respectively. The Company made the policy election to exclude accrued interest receivable on loans from the estimate of credit losses.

Management estimates the ACL balance using relevant available information from both internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience of the Company is paired with economic forecasts to provide the basis for the quantitatively modeled estimates of expected credit losses. The Company adjusts its quantitative model, as necessary, to reflect conditions not already considered by the quantitative model. These adjustments are commonly known as the qualitative factors.

The ACL is measured on a collective (pool) basis when similar risk characteristics exist. The Company uses publicly available data, based on regulatory filings of larger banks, to derive initial proxy expected lifetime loss rates. Reasonable and supportable forecasts are incorporated into the development of these proxy loss rates, which generally revert back to historical and qualitative loss considerations after 12-24 months. The loss rates are adjusted, if necessary, based on management’s assessment of certain criteria, including economic and business conditions, that may affect the Company’s loan portfolio, to arrive at factors that best represent the estimated credit risk in the loan portfolio.

Loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not also included in the collective evaluation. When management determines that foreclosure is probable, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate.

Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals and modifications unless either of the following applies: management has a reasonable expectation at the reporting date that a loan modification will be executed with an individual borrower or the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Company.

A loan for which the terms have been modified, resulting in a concession and for which the borrower is experiencing financial difficulties, is considered within the determination of the ACL using the same method as all other loans held for investment, except when the value of a concession cannot be measured using a method other than the discounted cash flow method. When the value of a concession is measured using the discounted cash flow method, the ACL is determined by discounting the expected future cash flows at the original interest rate of the loan.

Unfunded Commitments

The Company estimates expected credit losses over the contractual 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 ACL on unfunded commitments is adjusted through the 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 consistent with the related ACL methodology. The ACL on unfunded commitments totaled $76,445 and $56,091 at March 31, 2025 and 2024, respectively, and is included in other liabilities on the balance sheet.

Premises and Equipment

Depreciable assets are stated at cost less accumulated depreciation. Depreciation is charged to expense using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of depreciable assets are as follows: building and improvements are 3-39 years; furniture and fixtures are 3-20 years; information technology-related equipment is 3-7 years.

Restricted Stock

Restricted stock includes stock investments in the Federal Home Loan Bank (“FHLB”), United Bankers Bank (“UBB”) and Connecticut On-Line Computer Center, Inc. (“COCC”). FHLB stock is a required investment for institutions that are members of the FHLB system and the transfer of the stock is substantially restricted. The required investment in the 55

Table of Contents common stock is based on a predetermined formula. FHLB stock is carried at cost. The UBB stock is a required investment for banks doing business with UBB and is carried at cost. COCC is the Company’s external data processing provider. The COCC stock is a required investment for clients of COCC and is carried at cost. The Company’s restricted stock investments are evaluated for impairment on an annual basis. The Company’s investments in restricted stock were not impaired at March 31, 2025 and 2024.

Bank Owned Life Insurance

The Company has purchased life insurance on certain management personnel. Bank owned life insurance is recorded at the amount that can be realized under the insurance contract at the balance sheet date, which is the cash surrender value adjusted for other charges or other amounts due that are probable at settlement.

Leases

The Company determines if a contract is a lease or contains a lease at its inception. A liability to make lease payments ("the lease liability") and a right-of-use asset representing the right to use the underlying asset for the lease term, initially measured at the present value of the lease payments, are recorded in the consolidated balance sheets. The lease right-of-use asset is included with other assets and the lease liability is included in accrued interest payable and other liabilities. The discount rate is the Company's incremental borrowing rate for periods similar to the respective lease terms. The Company's management is not reasonably certain that it will exercise the renewal options contained within the contract for its leased office and this additional term has not been included in the calculation of the right-of-use asset and the lease liability

A lease is classified as a finance lease if it meets any of five designated criteria. If the lease does not meet any of the five criteria, the lease is classified as an operating lease. All leases entered into by the Company through March 31, 2025 are classified as operating leases. Lease expense is recognized on a straight-line basis over the lease term for operating leases. The Company has adopted an accounting policy election to not recognize lease assets and lease liabilities for leases with a term of twelve months or less. Lease expense for such leases is generally recognized on a straight-line basis over the lease term.

Foreclosed Assets Held for Sale

Assets acquired through, or in lieu of, loan foreclosure are held for sale and are initially recorded at fair value, less estimated cost to sell, at the date of foreclosure, establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less estimated costs to sell. Revenue and expenses from operations and changes in the valuation allowance are included in net income or expense from foreclosed assets.

At March 31, 2025 and 2024, the Company had no foreclosed residential real estate properties.

At March 31, 2025 and 2024, the Company had no loans for which formal foreclosure proceedings are in process.

Income Taxes

The Company accounts for income taxes in accordance with income tax accounting guidance (Accounting Standards Codification (“ASC”) 740, Income Taxes). The income tax accounting guidance results in two components of income tax expense: current and deferred. Current income tax expense reflects taxes to be paid or refunded for the current period by applying the provisions of the enacted tax law to the taxable income or excess of deductions over revenues. The Company determines deferred income taxes using the liability (or balance sheet) method. Under this method, the net deferred tax asset or liability is based on the tax effects of the differences between the book and tax basis of assets and liabilities, and enacted changes in tax rates and laws are recognized in the period in which they occur.

Table of Contents Deferred income tax expense results from changes in deferred tax assets and liabilities between periods. Deferred tax assets are reduced by a valuation allowance if, based on the weight of evidence available, it is more likely than not that some portion or all of a deferred tax asset will not be realized.

Tax positions are recognized if it is more likely than not, based on the technical merits, that the tax position will be realized or sustained upon examination. The term more likely than not means a likelihood of more than 50 percent; the terms examined and upon examination also include resolution of the related appeals or litigation processes, if any. A tax position that meets the more likely- than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that has a greater than 50 percent likelihood of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. The determination of whether or not a tax position has met the more-likely-than-not recognition threshold considers the facts, circumstances and information available at the reporting date and is subject to management’s judgment.

If necessary, the Company recognizes interest and penalties on income taxes as a component of income tax expense.

With a few exceptions, the Company is no longer subject to examination by tax authorities for fiscal years before 2022. As of March 31, 2025 and 2024, the Company had no material uncertain income tax positions.

Advertising

Advertising costs are expensed as incurred

Comprehensive Income (Loss)

Comprehensive income (loss) consists of net income and other comprehensive income (loss), net of applicable income taxes. Other comprehensive income (loss) includes unrealized appreciation (depreciation) on available-for-sale securities.

Accumulated other comprehensive income (loss) consists solely of the cumulative unrealized gains and losses on available-for-sale securities, net of tax.

Revenue Recognition

The Company accounts for certain revenues in accordance with Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (ASC 606) and all subsequent ASUs that modified ASC 606. ASC 606 provides that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Interest income, net securities gains (losses) and income from bank owned life insurance are not included within the scope of ASC 606. For the revenue streams in the scope of ASC 606, service charges on deposits and electronic banking fees, there are no significant judgments related to the amount and timing of revenue recognition. All of the Company’s in-scope revenue from contracts with customers is recognized within other noninterest income.

Deposit Services. The Company generates revenues through fees charged to depositors related to deposit account maintenance fees, overdrafts, ATM fees, wire transfers and additional miscellaneous services provided at the request of the depositor.

For deposit-related services, revenue is recognized when performance obligations are satisfied, which is, generally, at a point in time.

Recently Adopted Accounting Guidance

The Company adopted the FASB’s ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326). effective April 1, 2023. ASC 326 replaced the incurred loss impairment methodology with a new “current expected credit loss” 57

Table of Contents (CECL) methodology that reflects expected credit losses over the lives of the credit instruments, including loans, held-to-maturity securities and other receivables at the time the financial asset is originated or acquired.

ASC 326 also applies to off-balance sheet credit exposures, such as loan commitments, standby letters of credit, financial guarantees, and other similar instruments. ASC 326 requires an estimate of all expected credit losses based on historical experience, current conditions, and reasonable and supportable forecasts and is adjusted each period for changes in expected lifetime credit losses.

The CECL model represents a significant change from existing practice. The Company adopted ASU 2016-13 effective April 1, 2023, which resulted in a $262,494 increase to the allowance for credit losses on loans and a $98,654 increase to the allowance for credit losses on unfunded commitments and a corresponding reduction, net of tax, to retained earnings of $285,308.

The following table illustrates the impact of adopting ASC 326:


		April 1, 2023
					Adoption
	****	Pre-Adoption		****	Impact		****	As Reported
Assets
Real estate loans:
Residential		$	360,908		$	11,949		$	372,857
Multi-family			13,350			(13,350)			—
Commercial			166,345			137,324			303,669
Construction and land			43,631			94,031			137,662
Home equity line of credit (HELOC)			16,034			(16,034)			—
Commercial and industrial			34,110			23,741			57,851
Consumer			7,958			24,833			32,791
Total ACL on loans			642,336			262,494			904,830
Liabilities
ACL for off-balance sheet exposure			—			98,654			98,654
		$	642,336		$	361,148		$	1,003,484

Under CECL methodology, the Company originally evaluated multi-family real estate loans and home equity line of credit loans within, and under similar risk characteristics as, the residential loan category, upon adoption of the CECL methodology. As of March 31, 2025, the Company evaluates multi-family real estate loans and home equity line of credit loans separately from residential loans.

Results for the year ended March 31, 2025 and March 31, 2024 are presented under the provisions of ASU No. 2016-13.

Table of Contents

Note 2:Investment Securities

The amortized cost and fair values, together with gross unrealized gains and losses on securities are as follows:


					Gross			Gross			****
		Amortized			Unrealized			Unrealized			Fair
	****	Cost		****	Gains		****	Losses		****	Value
Available-for-sale Securities:
March 31, 2025
U.S. Government agencies		$	3,250,812		$	—		$	(496,900)		$	2,753,912
Mortgage-backed Government Sponsored Enterprises (GSEs)			11,383,323			—			(1,871,587)			9,511,736
State and political subdivisions			12,878,759			—			(2,679,230)			10,199,529
Time deposits			746,968			—			(68,953)			678,015
		$	28,259,862		$	—		$	(5,116,670)		$	23,143,192


	****			****	Gross		****	Gross		****	****
		Amortized			Unrealized			Unrealized			Fair
		Cost			Gains			Losses			Value
Available-for-sale Securities:
March 31, 2024
U.S. Government agencies		$	3,250,909		$	—		$	(590,612)		$	2,660,297
Mortgage-backed Government Sponsored Enterprises (GSEs)			12,949,053			—			(2,231,211)			10,717,842
State and political subdivisions			13,244,761			—			(2,587,679)			10,657,082
Time deposits			1,246,762			—			(100,622)			1,146,140

		$	30,691,485		$	—		$	(5,510,124)		$	25,181,361

The amortized cost and fair value of available-for-sale securities at March 31, 2025, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties:


		Amortized			Fair
	****	Cost		****	Value
March 31, 2025
Within one year		$	—		$	—
One to five years			1,296,835			1,174,209
Five to ten years			5,354,256			4,570,031
After ten years			10,225,448			7,887,216
			16,876,539			13,631,456
Mortgage-backed GSEs			11,383,323			9,511,736

Totals		$	28,259,862		$	23,143,192

The carrying value of securities pledged as collateral, to secure public deposits and for other purposes, was approximately $6,697,000 and $1,051,000 at March 31, 2025 and 2024, respectively.

Certain investments in debt securities are reported in the financial statements at an amount less than their historical cost. Based on evaluation of available evidence, including recent changes in market interest rates and information obtained from regulatory filings, management believes the declines in fair value for these securities are not credit related.

Should the fair value decline of any of these securities be attributed to credit-related reasons, the cost basis of the investment will be reduced and the resulting loss recognized in net income in the period identified. 59

Table of Contents The following table shows the number of securities and aggregate fair value depreciation at March 31, 2025.


	****	March 31, 2025
		Number of	****	Aggregate	****	****
Description of Securities		securities		Depreciation	****
Available for sale
U.S. Government agencies		9		(15.3)	%
Mortgage-backed Government Sponsored Enterprises (GSEs)		40		(16.4)	%
State and political subdivisions		34		(20.8)	%
Time deposits		3		(9.2)	%

Total portfolio		86		(18.1)	%

The following tables show the Company’s investments’ gross unrealized losses and fair value of the Company’s investments with unrealized losses, aggregated by investment class and length of time that individual securities have been in a continuous unrealized loss position at March 31, 2025 and 2024.


		March 31, 2025
		Less than 12 Months						12 Months or More						Total
	****	Fair		****	Unrealized		****	Fair		****	Unrealized		****	Fair		****	Unrealized
Description of Securities		Value			Losses			Value			Losses			Value			Losses
Available for sale
U.S. Government agencies		$	—		$	—		$	2,753,912		$	(496,900)		$	2,753,912		$	(496,900)
Mortgage-backed Government Sponsored Enterprises (GSEs)			—			—			9,511,736			(1,871,587)			9,511,736			(1,871,587)
State and political subdivisions			—			—			10,199,529			(2,679,230)			10,199,529			(2,679,230)
Time deposits			—			—			678,015			(68,953)			678,015			(68,953)

Total portfolio		$	—		$	—		$	23,143,192		$	(5,116,670)		$	23,143,192		$	(5,116,670)


		March 31, 2024
		Less than 12 Months						12 Months or More						Total
	****	Fair		****	Unrealized		****	Fair		****	Unrealized		****	Fair		****	Unrealized
Description of Securities		Value			Losses			Value			Losses			Value			Losses
Available for sale
U.S. Government agencies		$	—		$	—		$	2,660,297		$	(590,612)		$	2,660,297		$	(590,612)
Mortgage-backed Government Sponsored Enterprises (GSEs)			—			—			10,717,842			(2,231,211)			10,717,842			(2,231,211)
State and political subdivisions			—			—			10,657,082			(2,587,679)			10,657,082			(2,587,679)
Time deposits			—			—			1,146,140			(100,622)			1,146,140			(100,622)

Total portfolio		$	—		$	—		$	25,181,361		$	(5,510,124)		$	25,181,361		$	(5,510,124)

U.S. Government Agencies and State and Political Subdivisions

Unrealized losses on these securities have not been recognized because the issuers’ bonds are of high credit quality, values have only been impacted by changes in interest rates since the securities were purchased, and the Company has the intent and ability to hold the securities for the foreseeable future. The fair value is expected to recover as the bonds approach the maturity date. Because the decline in market value was attributable to changes in interest rates, and not credit quality, and because the Company typically does not intend to sell the investments and it is not more likely than not the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity, the Company determined that no credit loss provisions were required. 60

Table of Contents Mortgage-backed GSEs

The unrealized losses on the Company’s investment in residential mortgage-backed government sponsored enterprises were caused primarily by changes in interest rates. The Company expects to recover the amortized cost basis over the term of the securities. Because the decline in market value is attributable to changes in interest rates, and not credit quality, and because the Company typically does not intend to sell the investments and it is not more likely than not the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity, the Company determined that no credit loss provisions were required.

Time Deposits

The unrealized losses on the Company’s investment in time deposits were caused primarily by changes in interest rates. The Company expects to recover the amortized cost basis over the term of the deposits. Because the decline in market value is attributable to changes in interest rates, and not credit quality, and because the Company typically does not intend to sell the deposits and it is not more likely than not the Company will be required to sell the deposits before recovery of their amortized cost basis, which may be maturity, the Company determined that no credit loss provisions were required.

Note 3:Loans and Allowance for Credit Losses

Categories of loans were as follows:


		March 31,
	****	2025		****	2024
Real estate loans:
Residential		$	69,901,872		$	69,160,096
Multi-family			1,598,921			1,909,791
Commercial			24,188,224			24,001,533
Construction and land			2,510,104			3,087,855
Home equity line of credit (HELOC)			4,405,008			4,191,076
Commercial and industrial			4,255,640			4,889,602
Consumer			1,289,863			1,792,888

Total loans			108,149,632			109,032,841

Less:
Net deferred loan fees			300,512			308,214
Allowance for credit losses			853,032			855,455

Net loans		$	106,996,088		$	107,869,172

Loan participations where the Company serves as lead lender and services the participation interests for other participating lenders are not included in the accompanying balance sheets. The unpaid principal balances of these loans were approximately $5,961,000 and $6,506,000 at March 31, 2025 and 2024, respectively.

Risk characteristics of each loan portfolio segment are described as follows:

Residential Real Estate

These loans include first liens and junior liens on 1-4 family residential real estate and are generally owner-owner occupied. The Company generally establishes a maximum loan-to-value and requires private mortgage insurance if that ratio is exceeded. The main risks for these loans are changes in the value of the collateral and stability of the local economic environment and its impact on the borrowers’ employment. Management specifically considers unemployment and changes in real estate values in the Company’s market area. 61

Table of Contents Multi-family Real Estate

These loans include loans on residential real estate secured by property with five or more units. The main risks are changes in the value of the collateral, ability of borrowers to collect rents, vacancy and changes in the tenants’ employment status. Management specifically considers unemployment and changes in real estate values in the Company’s market area.

Commercial Real Estate

These loans are secured by both owner-occupied and non-owner-occupied commercial real estate with diverse characteristics and geographic location almost entirely in the Company’s market area. The main risks are changes in the value of the collateral and ability of borrowers to successfully conduct their business operations. Management generally avoids financing single purpose projects unless other underwriting factors are present to mitigate risks. Management specifically considers unemployment and changes in real estate values in the Company’s market area.

Construction and Land Real Estate

These loans include construction loans for 1-4 family residential and commercial properties (both owner and non-owner occupied) and first liens on land. The main risks for construction loans include uncertainties in estimating costs of construction and in estimating the market value of the completed project. The main risks for land loans are changes in the value of the collateral and stability of the local economic environment. Management specifically considers unemployment and changes in real estate values in the Company’s market area.

HELOC

These loans are generally secured by subordinate interests in owner-occupied 1-4 family residences. The main risks for these loans are changes in the value of the collateral and stability of the local economic environment and its impact on the borrowers’ employment. Management specifically considers unemployment and changes in real estate values in the Company’s market area.

Commercial and Industrial

The commercial and industrial portfolio includes loans to commercial customers for use in financing working capital needs, equipment purchases and expansions. The loans in this category are repaid primarily from the cash flow of a borrower’s principal business operation. Credit risk in these loans is driven by creditworthiness of the borrower and the economic conditions that impact the cash flow stability from business operations.

Consumer Loans

These loans include vehicle loans, share loans and unsecured loans. The main risks for these loans are the depreciation of the collateral values (vehicles) and the financial condition of the borrowers. Major employment changes are specifically considered by management.

Table of Contents The following tables present the activity in the allowance for credit losses based on portfolio segment for the fiscal year ended March 31, 2025 and 2024:


		Year Ended March 31, 2025
					Provision
					for
		Balance			(recovery of)									Balance
	****	March 31, 2024		****	credit losses		****	Charge-offs		****	Recoveries		****	March 31, 2025
Loans:
Real estate loans:
Residential		$	394,445		$	(16,765)		$	—		$	—		$	377,680
Multi-family			—			7,254			—			—			7,254
Commercial			333,596			3,742			—			—			337,338
Construction and land			46,672			(8,189)			—			—			38,483
Home equity line of credit (HELOC)			—			23,949			—			—			23,949
Commercial and industrial			41,764			(4,100)			—			1,643			39,307
Consumer			38,978			(10,957)			—			1,000			29,021

Total loans			855,455			(5,066)			—			2,643			853,032

Off-balance sheet commitments			56,091			20,354			—			—			76,445

Total allowance for credit losses		$	911,546		$	15,288		$	—		$	2,643		$	929,477


		Year Ended March 31, 2024
								Provision
								for
					Effect of			(recovery
		Balance		****	adoption of			of)									Balance
	****	March 31, 2023			ASC 326		****	credit losses		****	Charge-offs		****	Recoveries		****	March 31, 2024
Real estate loans:
Residential		$	360,908		$	11,949		$	21,588		$	—		$	—		$	394,445
Multi-family			13,350			(13,350)			—			—			—			—
Commercial			166,345			137,324			(22,429)			—			52,356			333,596
Construction and land			43,631			94,031			(90,990)			—			—			46,672
Home equity line of credit (HELOC)			16,034			(16,034)			—			—			—			—
Commercial and industrial			34,110			23,741			(19,887)			—			3,800			41,764
Consumer			7,958			24,833			11,057			(5,551)			681			38,978

Total loans			642,336			262,494			(100,661)			(5,551)			56,837			855,455

Off-balance sheet commitments			—			98,654			(42,563)			—			—			56,091

Total allowance for credit losses		$	642,336		$	361,148		$	(143,224)		$	(5,551)		$	56,837		$	911,546

No accrued interest was written off during the years-ended March 31, 2025 and 2024.

The Company has adopted a standard loan grading system for all loans, as follows:

Pass. Loans of sufficient quality, which generally are protected by the current net worth and paying capacity of the obligor or by the value of the asset or underlying collateral.

Special Mention. Loans have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date. 63

Table of Contents Substandard. Loans which are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Usually, this classification includes all 90 days or more, non-accrual, and past due loans.

Doubtful. Loans which have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

Loss Loans considered uncollectible and of such little value that continuance as an asset without the establishment of a specific reserve is not warranted.

Information regarding the credit quality indicators most closely monitored for other than residential real estate loans and consumer loans, by class as of March 31, 2025 and 2024, follows:


		Term Loans Amortized Cost Basis by Origination Year
		For the Year Ended March 31, 2025
	****	2025		****	2024		****	2023		****	2022		****	2021		****	Prior		****	Total
Multi-family
Risk rating:
Pass		$	496,289		$	—		$	—		$	—		$	245,382		$	857,250		$	1,598,921
Special Mention			—			—			—			—			—			—			—
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	496,289		$	—		$	—		$	—		$	245,382		$	857,250		$	1,598,921

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Commercial real estate
Risk rating:
Pass		$	1,828,141		$	4,459,310		$	2,713,003		$	6,474,191		$	1,208,474		$	7,175,915		$	23,859,034
Special Mention			—			—			—			—			—			329,190			329,190
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	1,828,141		$	4,459,310		$	2,713,003		$	6,474,191		$	1,208,474		$	7,505,105		$	24,188,224

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Construction and land
Risk rating:
Pass		$	2,216,911			230,925		$	62,268		$	—		$	—		$	—		$	2,510,104
Special Mention			—			—			—			—			—			—			—
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	2,216,911		$	230,925		$	62,268		$	—		$	—		$	—		$	2,510,104

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Commercial and industrial
Risk rating:
Pass		$	737,986		$	554,813		$	232,337		$	22,721		$	192,147		$	2,139,297		$	3,879,301
Special Mention			48,573			—			263,397			—			—			64,369			376,339
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	786,559		$	554,813		$	495,734		$	22,721		$	192,147		$	2,203,666		$	4,255,640

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Table of Contents The Company monitors the credit risk profile by payment activity for residential, home equity and consumer loan classes. Loans past due 90 days or more and loans on nonaccrual status are considered nonperforming. Nonperforming loans are reviewed monthly. The following table presents the amortized cost in residential, home equity and consumer loans based on payment activity:


		Term Loans Amortized Cost Basis by Origination Year
		For the Year Ended March 31, 2025
	****	2025		****	2024		****	2023		****	2022		****	2021		****	Prior		****	Total
Residential real estate
Payment performance
Performing		$	5,843,462		$	5,880,218		$	13,932,210		$	22,841,159		$	9,558,563		$	11,426,475		$	69,482,087
Nonperforming			—			—			289,886			—			129,899			—			419,785
Total		$	5,843,462		$	5,880,218		$	14,222,096		$	22,841,159		$	9,688,462		$	11,426,475		$	69,901,872

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Home Equity
Payment performance
Performing		$	817,049		$	763,590		$	1,738,174		$	222,077		$	236,949		$	513,280		$	4,291,119
Nonperforming			—			91,783			—			—			22,106			—			113,889
Total		$	817,049		$	855,373		$	1,738,174		$	222,077		$	259,055		$	513,280		$	4,405,008

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Consumer
Payment performance
Performing		$	268,821		$	394,604		$	376,961		$	115,317		$	1,338		$	50,897		$	1,207,938
Nonperforming			—			81,925			—			—			—			—			81,925
Total		$	268,821		$	476,529		$	376,961		$	115,317		$	1,338		$	50,897		$	1,289,863

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Table of Contents


		Term Loans Amortized Cost Basis by Origination Year
		For the Year-Ended March 31, 2024
	****	2024		****	2023		****	2022		****	2021		****	2020		****	Prior		****	Total
Multi-family
Risk rating:
Pass		$	—		$	—		$	226,337		$	263,765		$	352,634		$	1,067,055		$	1,909,791
Special Mention			—			—			—			—			—			—			—
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	—		$	—		$	226,337		$	263,765		$	352,634		$	1,067,055		$	1,909,791

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Commercial real estate
Risk rating:
Pass		$	2,684,218		$	3,796,346		$	6,733,297		$	1,411,061		$	2,017,296		$	6,951,510		$	23,593,728
Special Mention			—			—			—			—			—			407,805			407,805
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	2,684,218		$	3,796,346		$	6,733,297		$	1,411,061		$	2,017,296		$	7,359,315		$	24,001,533

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Construction and land
Risk rating:
Pass		$	2,521,518		$	503,750		$	—		$	—		$	62,587		$	—		$	3,087,855
Special Mention			—			—			—			—			—			—			—
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	2,521,518		$	503,750		$	—		$	—		$	62,587		$	—		$	3,087,855

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Commercial and industrial
Risk rating:
Pass		$	1,116,530		$	321,234		$	41,517		$	310,621		$	2,314,123		$	336,191		$	4,440,216
Special Mention			—			250,000			—			37,114			—			162,272			449,386
Substandard			—			—			—			—			—			—			—
Doubtful			—			—			—			—			—			—			—
Total		$	1,116,530		$	571,234		$	41,517		$	347,735		$	2,314,123		$	498,463		$	4,889,602

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Table of Contents


		Term Loans Amortized Cost Basis by Origination Year
		For the Year Ended March 31, 2024
	****	2024		****	2023		****	2022		****	2021		****	2020		****	Prior		****	Total
Residential real estate
Payment performance
Performing		$	5,066,684			16,011,420		$	24,329,104		$	10,659,716		$	2,980,257		$	10,112,915		$	69,160,096
Nonperforming			—			—			—			—			—			—			—
Total		$	5,066,684		$	16,011,420		$	24,329,104		$	10,659,716		$	2,980,257		$	10,112,915		$	69,160,096

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Home Equity
Payment performance
Performing		$	998,457		$	1,870,198		$	202,789		$	198,098		$	94,262		$	827,272		$	4,191,076
Nonperforming			—			—			—			—			—			—			—
Total		$	998,457		$	1,870,198		$	202,789		$	198,098		$	94,262		$	827,272		$	4,191,076

Current period gross charge-offs		$	—		$	—		$	—		$	—		$	—		$	—		$	—

Consumer
Payment performance
Performing		$	818,884		$	655,684		$	197,152		$	16,455		$	52,012		$	52,701		$	1,792,888
Nonperforming			—			—			—			—			—			—			—
Total		$	818,884		$	655,684		$	197,152		$	16,455		$	52,012		$	52,701		$	1,792,888

Current period gross charge-offs		$	—		$	—		$	5,551		$	—		$	—		$	—		$	5,551

The Company evaluates the loan risk grading system definitions on an ongoing basis. No significant changes were made during the fiscal year ended March 31, 2025 and 2024.

Table of Contents The following tables present the Company’s loan portfolio aging analysis of the recorded investment in loans as of March 31, 2025 and 2024:


	March 31, 2025
					90 Days								Total Loans >
	30-59 Days		60-89 Days		or Greater		Total				Total Loans		90 Days &
	Past Due		Past Due		Past Due		Past Due		Current		Receivable		Accruing
Real estate loans:
Residential	$	—	$	—	$	—	$	—	$	69,901,872	$	69,901,872	$	—
Multi-family		—		—		—		—		1,598,921		1,598,921		—
Commercial		—		—		—		—		24,188,224		24,188,224		—
Construction and land		—		—		—		—		2,510,104		2,510,104		—
Home equity line of credit (HELOC)		—		—		—		—		4,405,008		4,405,008		—
Commercial and industrial		—		—		—		—		4,255,640		4,255,640		—
Consumer		—		—		—		—		1,289,863		1,289,863		—

Total	$	—	$	—	$	—	$	—	$	108,149,632	$	108,149,632	$	—


	March 31, 2024
					90 Days								Total Loans >
	30-59 Days		60-89 Days		or Greater		Total				Total Loans		90 Days &
	Past Due		Past Due		Past Due		Past Due		Current		Receivable		Accruing
Real estate loans:
Residential	$	198,028	$	—	$	—	$	198,028	$	68,962,068	$	69,160,096	$	—
Multi-family		—		—		—		—		1,909,791		1,909,791		—
Commercial		—		—		—		—		24,001,533		24,001,533		—
Construction and land		—		—		—		—		3,087,855		3,087,855		—
Home equity line of credit (HELOC)		19,975		—		—		19,975		4,171,101		4,191,076		—
Commercial and industrial		—		—		—		—		4,889,602		4,889,602		—
Consumer		13,208		—		—		13,208		1,779,680		1,792,888		—

Total	$	231,211	$	—	$	—	$	231,211	$	108,801,630	$	109,032,841	$	—

Table of Contents The following table presents the amortized cost basis and collateral type of collateral dependent loans by class as of March 31, 2025 and 2024:


		Real			Business
March 31, 2025	****	estate		****	assets		****	Total
Real estate loans:
Residential		$	—		$	—		$	—
Multi-family			—			—			—
Commercial			329,190			—			329,190
Construction and land			—			—			—
Home equity line of credit (HELOC)			—			—			—
Commercial and industrial			—			362,943			362,943
Consumer			—			—			—

		$	329,190		$	362,943		$	692,133

		Real			Business
March 31, 2024	****	estate		****	assets		****	Total
Real estate loans:
Residential		$	—		$	—		$	—
Multi-family			—			—			—
Commercial			407,805			—			407,805
Construction and land			—			—			—
Home equity line of credit (HELOC)			—			—			—
Commercial and industrial			—			449,386			449,386
Consumer			—			—			—

		$	407,805		$	449,386		$	857,191

Nonaccrual loans were as follows at March 31, 2025:


		Nonaccrual Loans			Nonaccrual Loans
		Without an			With an		Total
	****	Allowance		****	Allowance	****	Nonaccrual Loans
Real estate loans
Residential		$	419,785		—		$	419,785
Home equity line of credit (HELOC)			113,889		—			113,889
Commercial and industrial			13,397		—			13,397
Consumer			81,925		—			81,925
Total nonaccrual loans		$	628,996		—		$	628,996

The Company had no nonaccrual loans at March 31, 2024.

There was one commercial and industrial loan in the amount of $49,000, or 1.2%, of total commercial and industrial loans, modified for a borrower experiencing financial difficulties during the fiscal year ended March 31, 2025. This modification increased the loan balance from $30,000 to $52,000 and extended the loan term by 3 years. The loan is performing at March 31, 2025. No loans were modified during the fiscal year ended March 31, 2024.

Table of Contents

Note 4: Premises and Equipment

Major classifications of premises and equipment, stated at cost, at March 31, 2025 and March 31, 2024 are as follows:


		March 31,
	****	2025		****	2024
Land		$	937,075		$	937,075
Buildings and improvements			5,137,652			5,137,652
Furniture and equipment			2,244,327			2,196,925

			8,319,054			8,271,652
Less accumulated depreciation			(3,194,040)			(2,931,653)

Net premises and equipment		$	5,125,014		$	5,339,998

Depreciation expense was $262,384 and $253,221 for the years ended March 31, 2025 and 2024, respectively.

Note 5: Leases

During the year ended March 31, 2025, the Company leased facilities for a branch office. The agreement requires monthly rentals totaling approximately $35,000 in fiscal year 2026. The lease has an original lease period of five years and an extension option for one year lease terms thereafter. The Company is responsible for all taxes, assessments, license fees, maintenance, repairs, insurance, and telephone expenses.

The Company accounts for leases in accordance with ASC 842 Leases and carries on the consolidated balance sheets a right-of-use asset (“ROU”) included in other assets and lease liabilities included in other liabilities. The Company did not include optional lease term extensions in the ROU assets and lease liabilities, as it is not reasonably certain that the term extensions will be exercised. To calculate the present value of lease payments not yet paid, the Company used the FHLB of Cincinnati five year fixed rate advance rate for the term of the lease that was in place as of the adoption date or lease inception date, whichever was later.

At March 31, 2025, the Company’s consolidated balance sheet included a $138,728 right-of-use asset and lease liability. At March 31, 2025, the lease liability is amortizing over a weighted-average remaining term of 4 years. The weighted-average discount rate used to calculate the present value of future minimum lease payments was 4.65% at March 31, 2025.

Total lease expense incurred under terms of this lease amounted to $28,524 for the year ended March 31, 2025.

The minimum basic undiscounted rental commitment under the previously described lease arrangement in years after March 31, 2025 is presented below.


Year Ending March 31,
2026	$	34,096
2027		35,119
2028		36,173
2029		37,258
2030		9,383
Thereafter		—

Total minimum lease payments		152,029
Less amount representing interest		(13,301)

Present value of net minimum lease payments	$	138,728

Table of Contents

Note 6:Time Deposits

Time deposits in denominations of $250,000 or more were approximately $6,745,000 and $10,304,000 at March 31, 2025 and 2024, respectively.

At March 31, 2025, the scheduled maturities of time deposits were as follows:


		March 31,
	****	2025
Within one year		$	25,190,418
One year to two years			6,611,042
Two years to three years			249,190
Three years to four years			534,660
Four years to five years			940,031
Thereafter			247,562

		$	33,772,903

At March 31, 2025 and 2024, the Company had one significant customer deposit account with a total deposit balance of approximately $11,139,000 and $21,092,000, respectively.

Note 7:Borrowings

Federal Home Loan Bank (FHLB) advances consisted of the following as of March 31, 2025 and March 31, 2024:


		March 31, 2025					March 31, 2024
		Interest					Interest
	****	Rate	****	Amount		****	Rate	****	Amount
Scheduled to mature year ending March 31,
2025							1.64	%	$	1,000,000
2025							5.75			1,000,000
2026		4.90	%	$	1,000,000		5.90			1,000,000
2026		4.51			8,972,000
				$	9,972,000				$	3,000,000

The Company has made a collateral pledge to the FHLB consisting of all shares of FHLB stock owned by the Company and a blanket pledge of approximately $68,884,000 and $67,719,000 of its qualifying mortgage assets as of March 31, 2025 and 2024, respectively. Based on this collateral, the Company was eligible to borrow up to a total of approximately $35,379,000 and $44,887,000 as of March 31, 2025 and 2024, respectively.

Maturities of FHLB advances were as follows at March 31, 2025:


	****	March 31,
		2025
Within one year		$	9,972,000

The Company had an available line of credit with the Federal Reserve Bank totaling $6,706,000 and $9,000,000 at March 31, 2025 and 2024, respectively. The line of credit was collateralized by a pledge of certain commercial loans totaling $13,290,000 and $19,203,000 as of March 31, 2025 and 2024, respectively. The Company had no outstanding borrowings on this line at March 31, 2025 and 2024. 71

Table of Contents The Company also has an available line of credit with United Bankers Bank totaling $4,976,000 and $4,365,000 at March 31, 2025 and 2024, respectively. The Company had no outstanding borrowings on this line at March 31, 2025 and 2024.

Note 8: Income Taxes

The provision for income taxes (benefit) for the years ended March 31, 2025 and 2024, includes these components:


	****	For the Year Ended
		March 31,
		2025		****	2024
Taxes currently payable		$	(19,271)		$	(13,223)
Deferred income taxes			(113,744)			(35,595)

Income tax expense (benefit)		$	(133,015)		$	(48,818)

A reconciliation of the federal income tax expense (benefit) expense at the statutory rate to the Company’s actual income tax expense (benefit) is shown below:


	****	For the Year Ended March 31,
		2025				2024
Computed at statutory rate (21%)		$	(96,528)	21.00	%	$	2,300	21.00	%
Increase (decrease) resulting from:
Bank owned life insurance			(23,977)	(7.34)	%		(21,243)	(35.54)	%
Nontaxable interest income on municipal securities			(12,611)	(3.86)	%		(16,324)	(27.31)	%
Other			101	0.03	%		(13,551)	(22.67)	%

Actual income tax expense (benefit)		$	(133,015)	40.72	%	$	(48,818)	(64.52)	%

The composition of the Company’s net deferred tax asset at March 31, 2025 and 2024, is as follows:


	****	March 31,
		2025		2024
Deferred tax assets
Allowance for credit losses		$	174,065	$	170,855
Deferred loan origination fees			63,107		64,725
Deferred compensation			127,726		160,107
Net operating loss carryforward			254,490		126,862
Charitable contribution carryforward			3,814		2,874
Unrealized losses on available-for-sale securities			1,074,501		1,157,127

Deferred tax assets			1,697,703		1,682,550

Deferred tax liabilities
Depreciation			(225,871)		(217,227)
Federal Home Loan Bank stock dividends			—		(49,906)
Accrual to cash adjustments			(112,191)		(86,894)

Deferred tax liabilities			(338,062)		(354,027)

Net deferred tax asset		$	1,359,641	$	1,328,523

Table of Contents Retained earnings at March 31, 2025 and 2024, includes approximately $1.0 million for which no deferred federal income tax liability has been recognized. This amount represents an allocation of income to bad debt deductions for tax purposes only. Reduction of amounts allocated for purposes other than tax bad debt losses would create income for tax purposes only, which would be subject to the then-current corporate income tax rate. The deferred income tax liability on the preceding amount that would have been recorded if it was expected to reverse into taxable income in the foreseeable future was approximately $210,000 at both March 31, 2025 and 2024.

At March 31, 2025 and 2024, the Company had available unused federal net operating loss carryforwards totaling approximately $1.2 million and $604,000 that may be applied against future federal taxable income. The net operating loss carryforwards do not expire, but their use is limited to 80% of taxable income in any one carryforward year.

Note 9:Regulatory Matters

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities and certain off-balance-sheet items as calculated under U.S. GAAP reporting requirements and regulatory capital standards. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Furthermore, the Bank’s regulators could require adjustments to regulatory capital not reflected in these financial statements.

Quantitative measures established by regulatory reporting standards to ensure capital adequacy require the Bank to maintain minimum amounts and ratios (set forth in the table below) of total and Tier I capital (as defined) to risk-weighted assets (as defined), common equity Tier I capital (as defined) to total risk-weighted assets (as defined) and of Tier I capital (as defined) to average assets (as defined).

Federal regulators finalized and adopted a regulatory capital rule in 2019 establishing a new community bank leverage ratio (CBLR), which became effective on January 1, 2020. The intent of the CBLR is to provide a simple alternative measure of capital adequacy for electing qualifying depository institutions and depository institution holding companies, as directed under the Economic Growth, Regulatory Relief, and Consumer Protection Act.

If a qualifying depository institution, or depository institution holding company, elects to use such measure, such institution or holding company will be considered well capitalized if its ratio of Tier 1 capital to average total consolidated assets (i.e., leverage ratio) exceeds 9.0%, subject to a limited two quarter grace period, during which the leverage ratio cannot go 100 basis points below the then applicable threshold, and will not be required to calculate and report risk-based capital ratios.

The Bank elected to begin using the CBLR during the year ended March 31, 2025. The Bank’s CBLR was 10.0% as of March 31, 2025

Management believes, as of March 31, 2025 and 2024, that the Bank met all capital adequacy requirements to which it is subject. The Bank’s regulatory capital ratios as of March 31, 2024 are presented in the table below.

Table of Contents The Bank’s actual and required capital amounts and ratios as of March 31, 2024 were as follows:


	****
	****										To Be Well Capitalized
											Under
							For Capital Adequacy				Prompt Corrective Action
		Actual					Purposes				Provisions
		Amount		****	Ratio	****	Amount		Ratio		Amount		Ratio	****
		(Dollars in thousands)
As of March 31, 2024
Total Capital
(to Risk-Weighted Assets)		$	13,829		15.0	%	$	7,380	8.0	%	$	9,226	10.0	%

Tier 1 Capital
(to Risk-Weighted Assets)		$	13,132		14.2	%	$	5,535	6.0	%	$	7,380	8.0	%

Common Equity Tier I Capital
(to Risk-Weighted Assets)		$	13,132		14.2	%	$	4,151	4.5	%	$	5,997	6.5	%

Tier I Capital
(to Average Total Assets)		$	13,132		8.7	%	$	6,056	4.0	%	$	7,570	5.0	%

As of March 31, 2025, the most recent notification from the regulators categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the Bank’s category.

Note 10: Related Party Transactions

The Company had loans outstanding to certain of its executive officers, directors, and their related interests. Activity in these loans for the years ended March 31, 2025 and 2024 is presented in the following table.


	****	For the Year Ended
		March 31,
		2025		2024
Balance at beginning of year		$	1,792,267	$	2,462,484

New borrowings			16,919		36,788

Repayments			(161,413)		(707,005)

Change in related party			(50,699)		—

Balance at end of year		$	1,597,074	$	1,792,267

In management’s opinion, such loans and other extensions of credit and deposits were made in the ordinary course of business and were made on substantially the same terms (including interest rates and collateral) as those prevailing at the time for comparable transactions with other persons. Further, in management’s opinions, these loans did not involve more than normal risk of collectability or present other unfavorable features.

Deposits from related parties of the Company at March 31, 2025 and 2024 totaled approximately $251,000 and $280,000, respectively.

Table of Contents Note 11: Benefit Plans

Profit Sharing Plan

The Company has a contributory profit-sharing plan covering substantially all employees. Employees may contribute up to 25% of their compensation. Employer contributions to the plan are made annually at the discretion of the Board of Directors. The Company’s expense for this plan totaled $105,213 and $99,184 for the years ended March 31, 2025 and 2024, respectively.

Directors Retirement Plan

The Company maintains an unfunded nonqualified director’s retirement plan. The plan provides for payment of benefits to each director upon termination of service with the Company. Participants vest 50%, 75%, and 100% after six, nine, and twelve years of service, respectively. Expense is recognized based upon the present value of benefits due each participant on the full-eligibility date using a 4.00% discount factor. The liability recognized for the plan totaled $348,257 and $331,992 at March 31, 2025 and 2024, respectively. The Company made payments under this plan totaling $26,400 for both the years ended March 31, 2025 and 2024. Estimated future payments are as follow:


For the years ended March 31,
2026	$	28,650
2027		35,400
2028		40,650
2029		36,000
2030		36,000

	$	176,700

The Company also maintains a deferred compensation plan for directors. The related accrued liability as of March 31, 2025 and 2024 was $259,960 and $430,424, respectively. The expense recognized for both the director’s retirement plan and the deferred compensation plan totaled $59,601 and $32,007 for the years ended March 31, 2025 and 2024, respectively.

The Company purchased life insurance policies to use as an informal funding vehicle for the expected future payments under the director’s retirement plan. The cash surrender value of these policies is reflected on the Company’s balance sheet.

Note 12: Employee Stock Ownership Plan (ESOP)

In connection with the Conversion, the Company established an Employee Stock Ownership Plan (“ESOP”) for the exclusive benefit of eligible employees. It is expected that the Bank will make annual contributions to the ESOP in amounts as defined by the ESOP loan documents. The contributions will be used to repay the ESOP loan. Certain ESOP shares are pledged as collateral for the ESOP loan. As the ESOP loan is repaid, shares are released from collateral and allocated to eligible participants, based on the proportion of loan repayments paid in the year. Shares allocated to eligible participants will become 100% vested upon completion of three years of service with the Bank, including years of service prior to the formation of the ESOP.

In connection with the Company’s Conversion, the ESOP borrowed $368,510 from the Company for the purpose of purchasing shares of the Company’s common stock. A total of 36,851 shares were purchased with the loan proceeds. Company common stock purchased by the ESOP is shown as a reduction of stockholders’ equity. The ESOP loan is expected to be repaid over a period of 20 years.

The annual contribution to the ESOP was made during the year ended March 31, 2025, as loan payments are made annually on December 31^^of each year. Compensation expense is recognized over the service period based on the average fair value of the shares and totaled $30,066 for the year ended March 31, 2025. There was no ESOP compensation expense for the year ended March 31, 2024.

Table of Contents At March 31, 2025, there were 1,843 shares allocated to participants, 461 shares committed to be released and 34,548 unallocated shares. The fair value of unallocated ESOP shares totaled $537,000 at March 31, 2025.

Note 13: Disclosures about Fair Value of Assets and Liabilities

Fair value is the exchange price that would be received to sell 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 at the measurement date. Fair value measurements must maximize the use of observable inputs and minimize the use of unobservable inputs. There is a hierarchy of three levels of inputs that may be used to measure fair value:

Level 1	Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.
Level 2	Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
---	---
Level 3	Significant unobservable inputs that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.
---	---

Recurring Measurements

The following table presents the fair value measurements of assets recognized in the accompanying balance sheets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at March 31, 2025 and 2024:


	****			Fair Value Measurements Using
				Quoted Prices in				Significant
				Active Markets for		Significant Other		Unobservable
		Fair		Identical Assets		Observable Inputs		Inputs
		Value		(Level 1)		(Level 2)		(Level 3)
March 31, 2025
U.S. Government agencies		$	2,753,912	$	—	$	2,753,912	$	—
Mortgage-backed Government Sponsored Enterprises (GSEs)			9,511,736		—		9,511,736		—
State and political subdivisions			10,199,529		—		10,199,529		—
Time deposits			678,015		—		678,015		—

March 31, 2024
U.S. Government agencies		$	2,660,297	$	—	$	2,660,297	$	—
Mortgage-backed Government Sponsored Enterprises (GSEs)			10,717,842		—		10,717,842		—
State and political subdivisions			10,657,082		—		10,657,082		—
Time deposits			1,146,140		—		1,146,140		—

Following is a description of the valuation methodologies used for assets measured at fair value on a recurring basis and recognized in the accompanying balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy. There are no liabilities measured at fair value on a recurring basis. There have been no significant changes in the valuation techniques during the fiscal year ended March 31, 2025 and 2024.

Available-for-sale Securities

Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated by using quoted prices of securities 76

Table of Contents with similar characteristics or independent asset pricing services and pricing models, the inputs of which are market-based or independently sourced market parameters, including, but not limited to, yield curves, interest rates, volatilities, prepayments, defaults, cumulative loss projections and cash flows. Such securities are classified in Level 2 of the valuation hierarchy. In certain cases where Level 1 or Level 2 are not available, securities are classified within Level 3 of the hierarchy. The Company had no Level 3 securities.

Nonrecurring Measurements

The following table presents the fair value measurements of assets recognized in the accompanying balance sheet measured at fair value on a nonrecurring basis and the level within the fair value hierarchy in which the fair value measurements fall at March 31, 2025.


		****			Fair Value Measurements Using
	****	Fair Value		****	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
March 31, 2025
Collateral dependent loans		$	44,144		$	—	$	—	$	44,144


	****	Fair Value		****	Valuation Technique	****	Unobservable Inputs	Range (Weighted-average)
March 31, 2025
Collateral dependent loans		$	44,144		Estimated sales price		Adjustments for discounts to reflect current market conditions	20% - 50% (46%)

The collateral dependent loan had a carrying value of $48,573. An allowance balance of $4,429 was recorded to write down the loan to fair value.

The Company had no assets recognized in the accompanying balance sheets measured at fair value on a nonrecurring basis at March 31, 2024.

The Company used the following methods and assumptions to estimate fair value of financial instruments not carried at fair value on the balance sheet:

●	Cash and cash equivalents – Fair value approximates the carrying value.
●	Loans, net – Fair value of variable rate loans that reprice frequently is based on carrying values. Fair value of other loans is estimated by discounting future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings. Fair value of individual analyzed and other non-performing loans is estimated using discounted expected cash flows or fair value of the underlying collateral, if applicable.
---	---
●	Restricted Stock – Fair value is the redeemable (carrying) value based on the redemption provisions of the Federal Home Loan Bank.
---	---
●	Accrued interest receivable and payable – Fair value approximates carrying value.
---	---
●	Bank-owned life insurance – Fair value is based on reported values of the assets.
---	---
●	Deposits- Fair value of deposits with no stated maturity, such as demand deposits, savings, and money market accounts, by definition, is the amount payable on demand on the reporting date. Fair value of fixed rate time deposits is estimated using discounted cash flows applying interest rates currently being offered on similar time deposits.
---	---
●	FHLB Advances – Fair value is based on the present value of cash flows given the current yield curve.
---	---

Table of Contents The estimated fair values of the Company’s financial instruments not carried at fair value on the balance sheets as of March 31, 2025 and 2024 are as follows:


	****	Carrying			Fair			Fair Value Measurements Using
		Value		****	Value		****	Level 1		Level 2		Level 3
March 31, 2025
Financial assets:
Cash and cash equivalents		$	2,077,767		$	2,077,767			2,077,767	$	—	$	—
Loans, net			106,996,088			100,574,741			—		—		100,574,741
Restricted stock			836,600			836,600			—		836,600		—
Bank owned life insurance			3,605,191			3,605,191			3,605,191		—		—
Accrued interest receivable			469,009			469,009			469,009		—		—

Financial liabilities:
Deposits			120,664,190			108,815,000			75,356,185		—		33,458,815
FHLB advances			9,972,000			9,987,000			—		—		9,987,000
Accrued interest payable			35,627			35,627			35,627		—		—


	****	Carrying			Fair			Fair Value Measurements Using
		Value		****	Value		****	Level 1		Level 2		Level 3
March 31, 2024
Financial assets:
Cash and cash equivalents		$	10,617,698		$	10,617,698		$	10,617,698	$	—	$	—
Loans, net			107,869,172			99,786,000			—		—		99,786,000
Restricted stock			515,000			515,000			—		515,000		—
Bank owned life insurance			3,491,015			3,491,015			3,491,015		—		—
Accrued interest receivable			483,027			483,027			483,027		—		—

Financial liabilities:
Deposits			142,092,312			141,311,781			99,686,781		—		41,625,000
FHLB advances			3,000,000			2,993,000			—		—		2,993,000
Accrued interest payable			25,245			25,245			25,245		—		—

Limitations: Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Fair value estimates may not be realizable in an immediate settlement of the instrument. In some instances, there are no quoted market prices for the Company’s various financial instruments, in which case fair values may be based on estimates using present value or other valuation techniques, or based on judgments regarding future expected loss experience, current economic conditions, risk characteristic of the financial instruments, or other factors.

Those techniques are significantly affected by the assumptions used, including the discount rate and estimate of future cash flows. Subsequent changes in assumptions could significantly affect the estimates.

Note 14: Commitments and Credit Risks

Commitments to originate loans are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since a portion of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Each customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate.

Table of Contents Lines of credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Lines of credit generally have fixed expiration dates. Since a portion of the line may expire without being drawn upon, the total unused lines do not necessarily represent future cash requirements. Each customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, plant and equipment, commercial real estate and residential real estate.

Management uses the same credit policies in granting lines of credit as it does for on-balance sheet instruments.

Commitments outstanding at March 31, 2025 and 2024 were as follows:


	****	March 31,
		2025		2025
Commitments to originate loans		$	1,571,000	$	574,000
Undisbursed balance of loans closed			14,688,000		13,523,000

Total		$	16,259,000	$	14,097,000

Note 15: Accumulated Other Comprehensive Loss

The components of other accumulated comprehensive loss, included in stockholders’ equity, are as follows at March 31, 2025 and 2024:


		****
	****		Unrealized Gains	****	****			Unrealized Gains
			and Losses on	****				and Losses on
			Available-for-Sale	****				Available-for-Sale
			Securities	****		Tax		Securities
		(Gross)		****	Effect		(Net)
Accumulated other comprehensive loss at April 1, 2023		$	(5,516,033)		$	(1,158,367)	$	(4,357,666)

Other comprehensive loss			5,909			1,240		4,669

Accumulated other comprehensive loss at March 31, 2024		$	(5,510,124)		$	(1,157,127)	$	(4,352,997)

Accumulated other comprehensive loss at March 31, 2024		$	(5,510,124)		$	(1,157,127)	$	(4,352,997)

Other comprehensive income			393,454			82,626		310,828

Accumulated other comprehensive loss at March 31, 2025		$	(5,116,670)		$	(1,074,501)	$	(4,042,169)

Note 16: Earnings (Loss) Per Share

Basic earnings per share is calculated by dividing net income by the weighted-average number of common shares outstanding during the period. Unallocated common shares held by the ESOP are shown as a reduction in stockholders’ equity and are excluded from weighted-average common shares outstanding for both basic and diluted earnings per share calculations until they are committed to be released.

Table of Contents The Company had no dilutive or potentially dilutive securities during the fiscal year ended March 31, 2025.


	****	For the year ended
		March 31,
		2025		****	2024

Net Loss		$	(326,640)		$	N/A

Weighted-average shares issued			526,438			N/A
Less weighted-average unearned ESOP shares		$	35,275		$	N/A
Weighted-average shares outstanding			491,163			N/A

Loss per share - basic and diluted		$	(0.67)		$	N/A

Note 17: Condensed Parent Company Only Financial Information

Parent Only Condensed Balance Sheet


	****	March 31,
		2025
		(Unaudited)
Assets
Cash in bank subsidiary		$	1,496,070
Investment in subsidiary, at underlying equity			10,276,899
Loan receivable - ESOP			338,804
Other assets			61,446
Total assets			12,173,219

Liabilities and Stockholders' Equity
Liabilities
Other liabilities			104,686
Total liabilities		$	104,686

Stockholders' Equity
Common stock - $.01 par value, 14,000,000 shares authorized, 526,438 shares issued at March 31, 2025			5,264
Additional paid in capital			3,859,854
Unallocated common stock of ESOP			(345,478)
Retained earnings			12,591,062
Treasury stock - 21,000 shares			(210,000)
Deferred compensation plan - Rabbi Trust - 21,000 shares			210,000
Accumulated other comprehensive loss			(4,042,169)
Total stockholders' equity			12,068,533
Total liabilities and stockholders' equity		$	12,173,219

Table of Contents Parent Only Condensed Statement of Operations


		****
	****	Year Ended
		March 31,
		2025
Interest income
Income on ESOP loan		$	12,349
Total interest income			12,349

Noninterest expense
Other noninterest expense			104,685
Total noninterest expense			104,685

Loss before income taxes and equity in net loss of Bank			(92,336)

Benefit for income taxes			(19,391)

Net loss before equity in net loss of Bank			(72,945)

Equity in net loss of Bank			(253,695)

Net loss		$	(326,640)

Table of Contents Parent Only Statement of Cash Flows


	Year Ended
	March 31,
	2025
Operating Activities
Net loss	$	(326,640)
Items not requiring (providing) cash:
Undistributed loss of bank		253,695
Net change in other assets		(61,446)
Net change in other liabilities		104,685
Net cash used in operating activities		(29,706)

Investing Activities
Capital contribution in the Bank		(1,993,504)
Payment received on ESOP note		29,706
Net cash used in investing activities		(1,963,798)

Financing Activities
Gross proceeds from stock offering		5,264,380
Stock offering costs, net		(1,406,296)
Purchase of ESOP shares		(368,510)
Net cash provided by financing activities		3,489,574

Increase in Cash and Cash Equivalents		1,525,776

Cash and Cash Equivalents, Beginning of Period		0

Cash and Cash Equivalents, End of Period	$	1,496,070

Supplemental Disclosure of Cash Flow Information

Treasury shares purchased by deferred compensation plan	$	210,000

Item 9: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None

Item 9A. Controls and Procedures

Disclosure Controls and Procedures. An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of March 31, 2025. Based on that evaluation, the Company’s management, including the Chief Executive Officer and Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting. During the fiscal year ended March 31, 2025, there have been no changes in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Table of Contents This Annual Report does not include a report of management’s assessment regarding internal control over financial reporting due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.

Item 9B. Other Information

During the twelve months ended March 31, 2025, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions of SEC Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement“ (as such term is defined in Item 408 of SEC Regulation S-K).

Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections

Not applicable.

PART III

Item 10. Directors, Executive Officers And Corporate Governance

Monroe Federal Bancorp’s board of directors is comprised of seven members. Directors serve three-year staggered terms so that approximately one-third of the directors are elected at each annual meeting. The following sets forth certain information regarding the members of our board of directors, and executive officers who are not directors, including the terms of office of board members. Except as indicated herein, there are no arrangements or understandings between any director and any other person pursuant to which the director was selected. Age information is as of March 31, 2025, and term as a director includes service with Monroe Federal Savings and Loan Association.

The business experience for the past five years of each of our directors is set forth below. With respect to directors, the biographies contain information regarding the person’s business experience and the experiences, qualifications, attributes or skills that caused the board of directors to determine that the person should serve as a director.

Directors with Terms Ending in 2025

Julie M. Broerman-Daniels is an owner and the President and Chief Executive Officer of Ed Broerman Heating and Cooling, Inc. d/b/a Ed’s Heating Cooling Plumbing Electric. She hold a Bachelor of Science in Marketing from the University of Dayton. She provides Monroe Federal’s board of directors with invaluable management experience and marketing experience. Age 63. Director since 2012.

Lewis R. Renollet has served as President and Chief Executive Officer of Monroe Federal since 2014. His over 39 years of community banking experience and knowledge of Monroe Federal’s business and market area provides Monroe Federal’s board of directors with valuable insight to the business of Monroe Federal. Age 62. Director since 2000.

Sarah G. Worley is a shareholder and director and the President of the law firm of Dungan & LeFevre Co., LPA. She is recognized by the Ohio State Bar Association as a Certified Specialist in Estate Planning, Trust and Probate Law. She provides Monroe Federal’s board of directors with invaluable management experience and community networking connections. Age 44. Director since 2021.

Directors with Terms Ending in 2026

Andrew L. Davidson, OD, now retired, is the former owner of Tipp Eye Center, Inc. He currently serves as Chairman of the Board of Monroe Federal. He provides Monroe Federal’s board of directors with invaluable institutional knowledge of Monroe Federal, extensive business expertise and community networking connections. Age 71. Director since 1995.

Table of Contents William G. Hibner, Jr., now retired, served as Director of Construction Services for the Greater Dayton Construction Group d/b/a Oberer Thompson Company. He was employed in the construction management and property development business for over 40 years. He holds a Bachelor of Science in management from the University of Dayton, a Master of Architecture from Miami University and a Masters of Business Administration (Finance) from Miami University. He provides Monroe Federal’s board of directors with invaluable business insight and community networking connections. Age 73. Director since 2005.

Directors with Terms Ending in 2027

Anthony H. Heinl is the President of Repacorp, Inc., a label manufacturing company. He provides Monroe Federal’s board of directors with invaluable business expertise and community networking connections. Age 59. Director since 2012.

Jonathan J. Steinke, CPA is a shareholder and partner in Brixey & Meyer, Inc., a consulting, finance and accounting firm. His practice focuses on business strategic planning, tax, mergers and acquisitions, and entity structuring. He provides Monroe Federal’s board of directors with extensive financial and audit experience. Age 41. Director since 2021.

Executive Officers Who are not Directors

Lisa M. Bird has served as Vice President – Accounting and Chief Financial Officer of Monroe Federal since 2015. She began her career with Monroe Federal in 1987, holding several job responsibilities throughout the organization. Ms. Bird is a graduate of Thomas Edison State College. Age 55.

James C. Conley has served as Vice President – Retail Banking since 2018. Before joining Monroe Federal, he was a Branch Manager for PNC Bank in the greater Dayton, Ohio, area from 2006 until 2018. Mr. Conley is a graduate of Ball State University. Age 54.

Christina R. Hassink has served as Vice President – Business Development Officer since 2022. She previously served as a Business Development Officer since 2019. She began her career with Monroe Federal in 2012, holding several job responsibilities throughout the organization. Ms. Hassink is a graduate of Franklin University. Age 40.

Douglas E. Thompson has served as Vice President – Commercial Lending since 2019. He also serves as the Security Officer. Before joining Monroe Federal, he was Vice President – Commercial Banking for Mutual Federal in Troy, Ohio, from 2015 to 2019. Mr. Thompson is a graduate of The Ohio State University and holds an MBA from Franklin University. Age 53.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the Company’s directors, certain officers and persons who own more than 10% of its common stock, to file with the Securities and Exchange Commission initial reports of ownership of the Company’s equity securities and to all subsequent reports when there are changes in such ownership. Based on a review of reports submitted to the Company, the Company believes that during the year ended March 31, 2025, all Section 16(a) filing requirements applicable to the Company’s officers, directors, and more than 10% owners were complied with on a timely basis.

Table of Contents Meetings and Committees of the Board of Directors of Monroe Federal Bancorp and Monroe Federal

We conduct business through meetings of our board of directors and its committees. The board of directors of Monroe Federal Bancorp has established standing committees, including a Compensation Committee, an Audit Committee and a Nominating/Corporate Governance Committee. Each of these committees operates under a written charter, which governs its composition, responsibilities and operations.

The table below sets forth the directors of each of the listed standing committees. Each member of each committee meets the Nasdaq and the Securities and Exchange Commission independence requirements for such committee. The board of directors has determined that Jonathan J. Steinke, CPA, a certified public accountant (inactive), qualifies as an “audit committee financial expert” as such term is defined by the rules and regulations of the Securities and Exchange Commission.


Audit Committee	Compensation Committee	Nominating/Corporate Governance Committee
Julie M. Broerman-Daniels	Julie M. Broerman-Daniels	Julie M. Broerman-Daniels
Andrew L. Davidson	Andrew L. Davidson	William G. Hibner, Jr.
Jonathan J. Steinke, CPA	Anthony H. Heinl	Sarah G. Worley
Sarah G. Worley	William G. Hibner, Jr.
	Jonathan J. Steinke, CPA
	Sarah G. Worley

Corporate Governance Policies and Procedures

Monroe Federal Bancorp has adopted several policies to govern the activities of both Monroe Federal Bancorp and Monroe Federal including corporate governance polices and a code of business conduct and ethics. The corporate governance policies involve such matters as the following:

●	the composition, responsibilities and operation of our board of directors;
●	the establishment and operation of board committees, including audit, nominating/corporate governance and compensation committees; the charters for which are available on our website at www.monroefederal.com under “Corporate Governance”.
---	---
●	convening executive sessions of independent directors; and
---	---
●	our board of directors’ interaction with management and third parties.
---	---

The code of business conduct and ethics, which applies to all employees and directors, addresses conflicts of interest, the treatment of confidential information, general employee conduct and compliance with applicable laws, rules and regulations. In addition, the code of business conduct and ethics will be designed to deter wrongdoing and to promote honest and ethical conduct, the avoidance of conflicts of interest, full and accurate disclosure and compliance with all applicable laws, rules and regulations. A copy of the Code of Ethics is available on the Company’s website at www.monroefederal.com under “Corporate Governance”.

Insider Trading Policy and Procedures

The Company has adopted a Policy Regarding Insider Trading governing the purchase, sale and/or other dispositions of the Company’s securities by its directors, officers and employees and by the Company itself. A copy of the Policy Regarding Insider Trading is filed as an exhibit to this annual report.

Table of Contents Item 11. Executive Compensation

The following information is furnished for our principal executive officer and the two most highly compensated executive officers (other than the principal executive officer) whose total compensation exceeded $100,000 for the fiscal year ended March 31, 2025. These individuals are sometimes referred to in this prospectus as the “named executive officers.”


						All Other
Name and Principal Position	****	Year	****	Salary ()	Bonus ()	Compensation () (1)	Total ($)
Lewis R. Renollet <br>President and Chief Executive Officer		2025		199,135	35,000	38,126	272,261
		2024		189,310	40,000	37,146	266,456
Lisa M. Bird <br>Vice President – Accounting and Chief Financial Officer		2025		147,470	—	9,217	156,687
		2024		140,351	—	8,266	148,617
Douglas E. Thompson<br>Vice President – Commercial Lending		2025		154,763	—	12,381	167,144
		2024		148,706	—	11,726	160,432

All values are in US Dollars.

(1)The compensation disclosed in the “All Other Compensation” column consists of the following:


				Profit Sharing
				Plan - & Employer Matching	Total All Other
Name	****	Year ($)	Director Fees()	Contributions()	Compensation ($)
Lewis R. Renollet		2025	18,000	20,126	38,126
		2024	18,000	19,146	37,146
Lisa M. Bird		2025	—	9,217	9,217
		2024	—	8,266	8,266
Douglas E. Thompson		2025	—	12,381	12,381
		2024	—	11,726	11,726

All values are in US Dollars.

Employment Agreements. Monroe Federal has entered into an employment agreement with Mr. Renollet. The employment agreement became effective on October 23, 2024 and continued until December 31, 2024. On January 1, 2025, the term was continued thereafter for three years. On January 1, 2026, and on each January 1 thereafter, the term of the agreement will extend for an additional year, so that the term again becomes three years. However, at least thirty (30) days before a January 1^st^ renewal date of the term of the agreement, the disinterested members of the board of directors must conduct a comprehensive performance evaluation of Mr. Renollet and affirmatively approve an extension of the agreement for an additional year or determine not to extend the term of the agreement. If the board of directors determines not to extend the term, it must notify the executive before the applicable January 1^st^ renewal date and the term of the agreement will expire at the end of the then current term. If a change in control occurs during the term of the employment agreement, the term will automatically renew for three years from the date of the change in control.

The employment agreement provides Mr. Renollet with an annual base salary of $199,500**.** The board of directors will review the executive’s base salary at least annually and the base salary may be increased, but not decreased, except for a decrease that is generally applicable to all employees. In addition to receiving base salary, Mr. Renollet will participate in any bonus programs and benefit plans made available to senior management employees. Monroe Federal will also reimburse Mr. Renollet for all reasonable business expenses incurred in performing his duties.

If Mr. Renollet’s employment involuntary terminates for reasons other than cause, disability or death, or in the event of the executive’s resignation for “good reason,” (as defined in the agreement) in either event other than in connection with a change in control, the executive will receive a severance payment, paid in a lump sum, equal to: (i) the 86

Table of Contents base salary and bonuses (based on the highest bonus paid during the prior three years) the executive would have received during the remaining term of the respective employment agreement, (ii) the present value of the contributions that would have been made on the executive’s behalf under Monroe Federal’s defined contribution plans as if executive had continued working for the remaining term of the agreement, and (iii) continued nontaxable medical and dental coverage substantially comparable, as reasonably available, to the coverage maintained by Monroe Federal for the executive, at no cost to the executive, for the remaining unexpired term of the agreement.

If Mr. Renollet’s employment involuntary terminates for reasons other than cause, disability or death, or in the event of the executive’s resignation for “good reason,” in either event within eighteen (18) months following a change in control, the executive will receive a severance payment, paid in a lump sum, equal to: (i) three times the sum of (a) the highest annual base salary paid to the executive at any time under the agreement, and (b) the highest bonus paid to the executive with respect to the three completed fiscal years before the change in control, (ii) the present value of the contributions that would have been made on the executive’s behalf under Monroe Federal’s defined contribution plans as if executive had continued working for thirty-six (36) months, and (iii) continued nontaxable medical and dental coverage substantially comparable, as reasonably available, to the coverage maintained by Monroe Federal for the executive, at no cost to the executive, for thirty-six (36) months. The severance benefits may be reduced if the severance benefits under the employment agreement or otherwise result in “excess parachute payments” under Section 280G of the Internal Revenue Code.

If Mr. Renollet becomes disabled during the term of the employment agreement, the executive will be entitled to receive benefits under all short-term or long-term disability plans maintained by Monroe Federal for its executives. To the extent such benefits are less than executive’s base salary, Monroe Federal shall pay the executive an amount equal to the difference between such disability plan benefits and the amount of executive’s base salary for the longer of one (1) year following the termination of the executive’s employment due to disability or the remaining term of the employment agreement, payable in accordance with the regular payroll practices of Monroe Federal. In addition, the executive will be entitled to continued non-taxable medical and dental coverage that is substantially comparable, as reasonably available, to the coverage maintained by Monroe Federal for the executive before the termination of the executive’s employment until the earlier of (i) the date the executive returns to the full-time employment of Monroe Federal; (ii) executive’s full-time employment by another employer; (iii) expiration of the remaining term of the agreement; or (iv) the executive’s death.

If the executive dies while employed by Monroe Federal, the executive’s beneficiaries will receive the executive’s base salary, payable in accordance with the regular payroll practices of Monroe Federal, for a period of one year from the date of executive’s death, and Monroe Federal shall continue to provide non-taxable medical and dental insurance benefits normally provided to the executive’s family (in accordance with its customary co-pay percentages) for twelve (12) months after the executive’s death.

Upon termination of employment (other than a termination in connection with a change in control), Mr. Renollet will be required to adhere to a one-year non-solicitation restriction and a six month non-competition restriction.

Change in Control Agreements. **** Monroe Federal Bancorp and Monroe Federal entered into substantially identical change in control agreements with each of Lisa M. Bird, Douglas E. Thompson and three other officers. Each change in control agreement had an initial term that commence on October 23, 2024 and continued until December 31, 2024. On January 1, 2025, the terms were continued thereafter for one year. On January 1, 2026, and on each January 1 thereafter, the term of the agreement will extend for an additional year, so that the term again becomes one year. At least thirty (30) days before the January 1^st^ anniversary date of the agreement, the disinterested members of the board of directors must conduct a comprehensive performance evaluation of the covered officer and affirmatively approve any extension of the agreement for an additional year or determine not to extend the term of the agreement. If the board of directors determines not to extend the term, it must notify the covered officer before the applicable anniversary date and the term of the agreement will expire at the end of the then current term. If a change in control occurs during the term of the change in control agreements, the term of the agreements will automatically renew for one year from the effective date of the change in control.

If the covered officer’s employment involuntary terminates for reasons other than cause, or in the event of the covered officer resignation for “good reason” (as defined in the agreement), during the term of the agreement, the 87

Table of Contents covered officer will receive a severance payment, paid in a single lump sum, equal to one times the sum of (i) base salary in effect as of the date of termination or immediately before the change in control, whichever is higher, and (ii) and highest annual cash bonus earned in any of the three calendar years preceding the year in which the termination occurs. In addition, the covered officer will be entitled to continued non-taxable medical and dental coverage for twelve months, at no cost to the officer. The severance benefits under the agreement may be reduced if the severance benefits under the change in control agreement or otherwise result in “excess parachute payments” under Section 280G of the Internal Revenue Code.

Deferred Compensation Plan. Monroe Federal maintains the Monroe Federal Savings and Loan Association Nonqualified Deferred Compensation Plan, pursuant to which officers and directors may elect to defer a portion of their compensation each year. Monroe Federal Bancorp credits the deferred amounts with interest and the interest rate is determined annually by the Board of Directors of Monroe Federal. Participants may elect to receive their deferred compensation and earnings at the later of the normal retirement date or a separation from service with Monroe Federal and benefits will be paid in a lump sum. In connection with the conversion and stock offering, Monroe Federal’s board of directors has amended the plan to permit the amounts credited on behalf of a participant to be invested in the common stock of Monroe Federal Bancorp. In addition, and in connection with the conversion and stock offering, Monroe Federal’s board of directors adopted a rabbi trust to hold shares of common stock of Monroe Federal Bancorp that may be purchased with the amounts credited under the deferred compensation plan. Shares of common stock of Monroe Federal Bancorp purchased with amounts credited under the deferred compensation plan will be distributed in the form of common stock of Monroe Federal Bancorp. None of the named executive officers participate in the deferred compensation plan.

Profit Sharing Plan. Monroe Federal Bancorp maintains the Monroe Federal Savings & Loan Association Employees’ Savings & Profit Sharing Plan and Trust, a tax-qualified defined contribution plan for eligible employees (the “401(k) Plan”). The named executive officers are eligible to participate in the 401(k) Plan on the same terms as other eligible employees. Eligible employees become participants in the 401(k) Plan and may make salary deferrals under the plan after having attained age eighteen(18) and completed three consecutive months of service. Employees become eligible for employer contributions, including matching contributions and profit sharing contributions, after they attain age eighteen (18) and complete one year of service.

Under the 401(k) Plan, a participant may elect to defer, on a pre-tax basis, the maximum amount of compensation permitted by the Internal Revenue Code. For 2024, the salary deferral contribution limit is $23,000, provided, however, that a participant over age 50 may contribute an additional $7,500 to the 401(k) Plan for a total of $30,500. A participant is always 100% vested in his or her salary deferral contributions and employer contributions. Generally, unless the participant elects otherwise, the participant’s account balance will be distributed following the participant’s termination of employment. However, participants may take in-service withdrawals from the 401(k) Plan in certain circumstances, including for loans and hardships.

Employee Stock Ownership Plan**.** Monroe Federal has adopted an employee stock ownership plan for eligible employees. The named executive officers are eligible to participate in the employee stock ownership plan on the same terms as other eligible employees of Monroe Federal.

The trustee holds the shares purchased by the employee stock ownership plan in an unallocated suspense account, and shares will be released from the suspense account on a pro-rata basis as the trustee repays the loan. The trustee will allocate the shares released among participants’ accounts based on each participant’s proportional share of compensation relative to all participants. A participant will become 100% vested upon completion of three years of service (and zero percent vested before three years of service). Participants who were employed by Monroe Federal immediately before the completion of the conversion and stock offering will receive credit for vesting purposes for years of service before adoption of the employee stock ownership plan.

Table of Contents Directors’ Compensation

The following table sets forth for the fiscal year ended March 31, 2025, certain information as to the total renumeration paid to our non-employee directors. Mr. Renollet received director fees of $00,000 for the year ended March 31, 2025, which is included in the above Summary Compensation Table.


		Fees Earned	All Other
		or Paid	Compensation
Name	****	in Cash ()	()	Total ($)
Andrew L. Davidson		26,200	—	26,200
William G. Hibner, Jr.		18,800	—	18,800
Anthony H. Heinl		18,600	—	18,600
Julie M. Broerman-Daniels		20,200	—	20,200
Jonathan J. Steinke		19,400	—	19,400
Sarah G. Worley		18,800	—	18,800

All values are in US Dollars.

(1)Mr. Hibner and Ms. Broerman-Daniels deferred cash fees of $2,400 and $20,200, respectively, to the Monroe Federal Savings and Loan Association Nonqualified Deferred Compensation Plan and the earnings on the account balances in the plan were based on an interest rate below the applicable market interest rate.

Director Fees. For the year ended March 31, 2025, the non-employee directors of Monroe Federal Bancorp received a monthly retainer of $1,500 ($2,000 for the Chairman of the Board) and $200 for attendance at each committee meeting of the board of directors. Each individual who serves as a director of Monroe Federal Bancorp also serves as a director of Monroe Federal. Initially, the non-employee directors of Monroe Federal Bancorp will receive director fees only in their capacity as a director of Monroe Federal.

Deferred Compensation Plan. Monroe Federal maintains the Monroe Federal Savings and Loan Association Nonqualified Deferred Compensation Plan, pursuant to which officers and directors may elect to defer a portion of their compensation each year.

Director Retirement Plan. Monroe Federal maintains the Monroe Federal Savings and Loan Association Amended and Restated Director Retirement Plan. Eligible participants will receive monthly payments for a ten-year period equal to one half (1/2) of the regular monthly director’s fee. Eligible directors include the members of the Board of Directors of Monroe Federal. Benefits vest based on the participant’s years of service as a director of Monroe Federal as follows: (1) 50% vested after six years of service; (2) 75% vested after nine years of service; and (3) 100% vested after 12 years of service. A director will begin receiving vested benefit payments on first day of the month immediately following a participant’s (1) attainment of age 62 or (2) separation from service with Monroe Federal (whichever is later), unless the separation is for cause, as described in the Director Retirement Plan. If a director becomes disabled, the director will begin receiving vested benefit payments on the first day of the month following his or her disability. Payments will continue until a director has received 120 monthly payments. In the event of a director’s death, Monroe Federal will make a lump sum cash payment for the remaining vested benefit to the director’s beneficiary. Upon a change in control, all benefits will be 100% vested and paid out in a lump sum cash payment.

Policies and Practices Related to the Grant of Certain Equity Awards

While the Company does not have formal policy or obligation that requires it to grant or award equity-based compensation on specific date, the Compensation Committee and the Board have a historical practice of not granting stock options to executive officers during closed quarterly trading windows as determined under the Company’s insider trading policy. Consequently, the Company has not granted, and does not expect to grant, any stock options to any named executive officers within four business days preceding the filing with the SEC of any report on Forms 10-K, 10-Q or 8-K that discloses material non-public information. The Compensation Committee and the Board do not take material non-public information into account when determining the timing of equity awards and do not time the disclosure of material non-public information in order to impact the value of executive compensation.

Table of Contents The Company did not grant any stock options to its executive officers, including the named executive officers, during the year ended March 31, 2025.

Item 12. Security Ownership Of Certain Beneficial Owners And Management And Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Securities Ownership of Certain Beneficial Owners and Management

Persons and groups who beneficially own in excess of five percent of the Company’s common stock are required to file certain reports with the Securities and Exchange Commission (the “SEC”) regarding such ownership. The following table sets forth, as of June 30, 2025, the shares of common stock beneficially owned by the Company’s named executive officers and directors individually, by executive officers and directors as a group, and by each person or group known by us to beneficially own in excess of five percent of the Company’s outstanding common stock.


Name and Address of Beneficial Owner	****	Number of Shares Owned	****	Percent of Shares of Common Stock ** Outstanding** ^(1)^


Greater Than Five Percent Stockholders:
Monroe Federal Savings and Loan Association Employee Stock Ownership Plan		36,851	^(2)^	7.00
24 East Main Street
Tipp City, OH 45371

Directors : ^(3)^
Julie M. Broerman-Daniels		25,000	^(4)^	4.75
Andrew L. Davidson		20,000	^(5)^	3.80
Anthony H. Heinl		15,000		2.85
William G. Hibner, Jr.		7,500	^(6)^	1.42
Lewis R. Renollet, President and Chief Executive Officer		25,000	^(7)^	4.75
Jonathan J. Steinke		15,000		2.85
Sarah G. Worley		15,000	^(8)^	2.85

Executive Officers Who are not Directors : ^(3)^
Lisa M. Bird, Vice President – Accounting and Chief Financial Officer		15,250	^(9)^	2.90
James C. Conley, Vice President – Retail Banking		1,500	^(10)^	*
Christina R. Hassink – Vice President – Business Development		5,000	^(11)^	*
Douglas E. Thompson, Vice President – Commercial Lending		3,900	^(12)^	*
All directors and executive officers as a group (11 persons)				19.55	%
*	Less than 1%.
---	---
(1)	Based on 526,438 shares outstanding at June 30, 2025.
---	---
(2)	Based on a Schedule 13G filed with the SEC on February 13, 2025.
---	---
(3)	The business address of each director and each executive officer is 24 East Main Street, Tipp City, Ohio 45371.
---	---
(4)	Includes 15,000 shares held in the Deferred Compensation Plan and 10,000 shares held by Ms. Broerman-Daniel’s spouse.
---	---
(5)	Includes 5,000 shares held by Mr. Davidson’s spouse.
---	---
(6)	Includes 6,000 shares held in the Deferred Compensation Plan.
---	---
(7)	Includes 20,000 shares held in an IRA, 5,000 shares held by Mr. Renollet’s spouse and no shares held in the ESOP.
---	---
(8)	Includes 6,707 shares held in a trust for which Ms. Worley is trustee, 5,787 shares held in an IRA and 2,506 shares held in a Roth IRA.
---	---
(9)	Includes 15,000 shares held in an IRA, 250 shares held by Ms. Bird’s child and no shares held in the ESOP.
---	---
(10)	Includes 1,000 shares held in an IRA and no shares held in the ESOP.
---	---
(11)	Includes 5,000 shares held in an IRA and no shares held in the ESOP.
---	---
(12)	Includes 3,900 shares held in an IRA and no shares held in the ESOP.
---	---

Table of Contents Securities Authorized for Issuance Under Equity Compensation Plans

As of March 31, 2025, the Company did not have any compensation plans (other than Monroe Federal’s employee stock ownership plan) under which its equity securities are authorized for issuance.

Item 13. Certain Relationships And Related Transactions, And Director Independence

Transactions With Certain Related Persons

Loans and Extensions of Credit. Federal law generally prohibits publicly traded companies from making loans and extensions of credit to their executive officers and directors, but it contains a specific exemption from such prohibition for loans made by federally insured financial institutions, such as Monroe Federal, to their executive officers and directors in compliance with federal banking regulations. Federal regulations permit executive officers and directors to receive the same terms that are widely available to other employees as long as the director or executive officer is not given preferential treatment compared to the other participating employees. Consistent with federal regulations, Monroe Federal offers all employees a 1% discount on the interest rate for consumer loans. All loans made to our executive officers and directors that were outstanding at March 31, 2025, were made in the ordinary course of business and on substantially the same terms, including interest rates (except for the employee discount on consumer loans) and collateral, as those prevailing at the time for comparable loans with persons not related to Monroe Federal and did not involve more than the normal risk of collectability or present other unfavorable features. All such other loans were performing according to their original repayment terms at March 31, 2025, and were made in compliance with federal banking regulations.

Director Independence

Monroe Federal Bancorp has adopted the standards for “independence” for purposes of board and committee service as set forth in the listing standards of the Nasdaq Stock Market. The Company’s board of directors has determined that each director of the Company is considered “independent” as defined in the listing standards of the Nasdaq Stock Market, except for Lewis R. Renollet. He is not considered independent because he is employed as an executive officer of Monroe Federal Bancorp and Monroe Federal.

To our knowledge, there were no other transactions between us and any director or entity controlled by any director, which would interfere with the directors’ exercise of independent judgment in carrying out his responsibilities as a director.

Item 14. Principal Account Fees and Services

The fees billed by Wipfli LLP for the years ended March 31, 2025 and 2024 are as follows:


		2025		2024
Audit fees ^(1)^		$	32,000	$	129,226
Audit-related fees ^(2)^			185,000		—
Tax fees ^(3)^			—		—
All other fees			51,040		—
(1)	Consists of fees for professional services rendered for the audit of the consolidated financial statements included in the Annual Report on Form 10-K, for the review of consolidated financial statements included in the Quarterly Reports on Form 10-Q and for services normally provided by the independent registered public accountant in connection with statutory and regulatory filings or engagements
---	---
(2)	Consists of fees for services associated with Securities and Exchange Commission registration statements or other documents filed in connection with securities offerings, including comfort letters, consents, and assistance with review of documents filed with the Securities and Exchange Commission
---	---
(3)	Consists of fees for tax compliance services, including preparation of federal and state income tax returns, and tax payment and planning advice.
---	---

Table of Contents Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services of Independent Auditor

The Audit Committee is responsible for appointing, setting compensation and overseeing the work of the independent registered public accounting firm. In accordance with its charter, the Audit Committee approves, in advance, all audit and permissible non-audit services to be performed by the independent registered public accounting firm. This approval process ensures that the independent registered public accounting firm does not provide any non-audit service to us prohibited by law or regulation. During the year ended March 31, 2025, all audit-related fees, tax fees, and all other fees set forth in the table above were approved by the Audit Committee.

PART IV

Item 15. Exhibits And Financial Statement Schedules

3.1	Articles of Incorporation of Monroe Federal Bancorp, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-280165), as filed on June 13, 2024)
3.2	Bylaws of Monroe Federal Bancorp, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-280165), as filed on June 13, 2024)
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4.1	Form of Common Stock Certificate of Monroe Federal Bancorp, Inc. (incorporated by reference to Exhibit 4 the Company’s Registration Statement on Form S-1, as (Commission File No. 333-280165), as filed on June 13, 2024)
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4.2	Description of Registrant’s Securities (incorporated by reference to the Company’s Registration Statement on Form 8-A (Commission File No. 001-56702), as filed on October 23, 2024)
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10.1	Employment Agreement between Monroe Federal Savings and Loan Association and Lewis R. Renollet †
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10.2	Form of Change in Control Agreement between Monroe Federal Savings and Loan Association and certain executive officers (incorporated by reference to Exhibit 10.2 the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-280165), as filed on June 13, 2024) †
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10.3	Monroe Federal Savings and Loan Association Amended and Restated Deferred Compensation Plan (incorporated by reference to Exhibit 10.3 the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-280165), as filed on June 13, 2024) †
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10.4	Monroe Federal Savings and Loan Association Amended and Restated Director Retirement Plan (incorporated by reference to Exhibit 10.4 the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-280165), as filed on June 13, 2024) †
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19	Policy Regarding Insider Trading
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21	Subsidiaries of Registrant
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31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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101	The following materials from the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2025, formatted in XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Changes in Stockholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements.
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104	The cover page from this Quarterly Report on Form 10-X formatted in Inline XBRL
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†	Denotes a management contract or compensation plan or arrangement.

Table of Contents Item 16. Form 10-K Summary

Not applicable.

Table of Contents 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.


		MONROE FEDERAL BANCORP, INC.

		/s/ Lewis R. Renollet
Date: July 3, 2025		Lewis R. Renollet
		President and Chief Executive Officer (Duly Authorized Representative and Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signatures	Title	Date


/s/ Lewis R. Renollet	President, Chief Executive	July 3, 2025
Lewis R. Renollet	Officer and a Director (Principal Executive Officer)


/s/ Lisa M. Bird	Chief Financial Officer and	July 3, 2025
Lisa M. Bird	Treasurer (Principal Financial and Accounting Officer)

/s/ Julie M. Broerman-Daniels	Director	July 3, 2025
Julie M. Broerman-Daniels

/s/ Andrew L. Davidson	Director (Chairman of the Board)	July 3, 2025
Andrew L. Davidson

/s/ Anthony H. Heinl	Director	July 3, 2025
Anthony H. Heinl


/s/ William G. Hibner, Jr.	Director	July 3, 2025
William G. Hibner, Jr.

/s/ Jonathan J. Steinke	Director	July 3, 2025
Jonathan J. Steinke


/s/ Sarah G. Worley	Director	July 3, 2025
Sarah G. Worley

Employment Agreement - Form Of for CEO (00420536).DOCX

Exhibit 10.1

EMPLOYMENT AGREEMENT

This Employment Agreement (this “Agreement”) is made effective as of October 23, 2024 (the “Effective Date”), by and between Monroe Federal Savings and Loan Association, a federal savings association (the “Association”) and Lewis Renollet (the “Executive”). The Association and Executive are sometimes collectively referred to herein as the “parties.” Any reference to the “Company” shall mean Monroe Federal Bancorp, Inc., the holding company of the Association. The Company is a signatory to this Agreement for the purpose of guaranteeing the Association’s performance hereunder.

WITNESSETH

WHEREAS, Executive is currently employed as President and Chief Executive Officer of the Association;

WHEREAS, the Association has adopted a Plan of Conversion pursuant to which the Association will convert to a federal stock savings association and become a wholly owned subsidiary of the Company;

WHEREAS, the Association desires to assure itself of the continued availability of the Executive’s services as provided in this Agreement; and

WHEREAS, the Executive is willing to serve the Association on the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the mutual covenants herein contained, and upon the terms and conditions hereinafter provided, the parties hereby agree as follows:

1.POSITION AND RESPONSIBILITIES.

During the term of this Agreement Executive agrees to serve as President and Chief Executive Officer of the Association, and will perform all duties and will have all powers that are generally incident to the office of the President and Chief Executive Officer. Without limiting the generality of the foregoing, Executive will be responsible for the overall management of the Association, and will be responsible for establishing the business objectives, policies and strategic plans of the Association in conjunction with the Board of Directors of the Association (the “Board”). Executive also will be responsible for providing leadership and direction to all departments or divisions of the Association, and will be the primary contact between the Board and other officers and employees of the Association. As President and Chief Executive Officer, Executive will report directly to the Board. Executive also agrees to serve, if elected, as an officer and director of any affiliate of the Association.

2.TERM AND DUTIES.

(a)Three Year Contract; Annual Renewal. The term of this Agreement shall commence as of the Effective Date and continue until December 31, 2024. Commencing on

January 1, 2025, the term shall continue thereafter for a period of three (3) years (the “Term”) and on January 1, 2026 and each January 1 thereafter (each, a “Renewal Date”), the Term of this Agreement shall renew for an additional year such that the remaining term of this Agreement is always three (3) years; provided, however, that in order for this Agreement to renew, the disinterested members of the Board of Directors of the Association (the “Board”) must take the following actions within the time frames set forth below prior to each Renewal Date: (i) at least thirty (30) days prior to the Renewal Date, conduct or review a comprehensive performance evaluation of Executive for purposes of determining whether to extend this Agreement; and (ii) affirmatively approve the renewal or non-renewal of this Agreement, which decision shall be included in the minutes of the Board’s meeting. If the decision of such disinterested members of the Board is not to renew this Agreement, then the Board shall provide Executive with a written notice of non-renewal (“Non-Renewal Notice”) prior to any Renewal Date, such that this Agreement shall terminate at the end of twenty-four (24) months following such Renewal Date. Notwithstanding the foregoing, in the event that the Company or the Association has entered into an agreement to effect a transaction which would be considered a Change in Control as defined below, then the term of this Agreement shall be extended and shall terminate thirty-six (36) months following the date on which the Change in Control occurs.

(b)Termination of Agreement. Notwithstanding anything contained in this Agreement to the contrary, either Executive or the Association may terminate Executive’s employment with the Association at any time during the term of this Agreement, subject to the terms and conditions of this Agreement.

(c)Continued Employment Following Expiration of Term. Nothing in this Agreement shall mandate or prohibit a continuation of Executive’s employment following the expiration of the term of this Agreement, upon such terms and conditions as the Association and Executive may mutually agree.

(d)Duties; Membership on Other Boards. During the term of this Agreement, except for periods of absence occasioned by illness, reasonable vacation periods, and reasonable leaves of absence approved by the Board, Executive shall devote substantially all of his business time, attention, skill, and efforts to the faithful performance of his duties hereunder, including activities and services related to the organization, operation and management of the Association; provided, however, that, Executive may serve, or continue to serve, on the boards of directors of, and hold any other offices or positions in, business companies or business or civic organizations, which, in the Board’s judgment, will not present any conflict of interest with the Association, or materially affect the performance of Executive’s duties pursuant to this Agreement. Executive shall provide the Board of Directors annually for its approval a list of organizations for which the Executive acts as a director or officer.

3.COMPENSATION, BENEFITS AND REIMBURSEMENT.

(a)Base Salary. In consideration of Executive’s performance of the duties set forth in Section 2, the Association shall provide Executive the compensation specified in this Agreement. The Association shall pay Executive a salary of $199,500 per year (“Base Salary”). The Base Salary shall be payable biweekly, or with such other frequency as officers of the Association are generally paid. During the term of this Agreement, the Base Salary shall be reviewed at least 2

annually by the Board or by a committee designated by the Board, and the Association may increase, but not decrease (except for a decrease that is generally applicable to all employees) Executive’s Base Salary. Any increase in Base Salary shall become “Base Salary” for purposes of this Agreement.

(b)Bonus and Incentive Compensation. Executive shall be entitled to equitable participation in incentive compensation and bonuses in any plan or arrangement of the Association or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.

(c)Employee Benefits. The Association shall provide Executive with employee benefit plans, arrangements and perquisites substantially equivalent to those in which Executive was participating or from which he was deriving benefit immediately prior to the commencement of the term of this Agreement, and the Association shall not, without Executive’s prior written consent, make any changes in such plans, arrangements or perquisites that would adversely affect Executive’s rights or benefits thereunder, except as to any changes that are applicable to all participating employees. Without limiting the generality of the foregoing provisions of this Section 3(c), Executive will be entitled to participate in and receive benefits under any employee benefit plans including, but not limited to, retirement plans, supplemental retirement plans, pension plans, profit-sharing plans, health-and-accident insurance plans, medical coverage or any other employee benefit plan or arrangement made available by the Association and/or the Company in the future to its senior executives, including any stock benefit plans, subject to and on a basis consistent with the terms, conditions and overall administration of such plans and arrangements.

(d)Paid Time Off. Executive shall be entitled to paid vacation time each year during the term of this Agreement (measured on a fiscal or calendar year basis, in accordance with the Association’s usual practices), as well as sick leave, holidays and other paid absences in accordance with the Association’s policies and procedures for senior executives. Any unused paid time off during an annual period shall be treated in accordance with the Association’s personnel policies as in effect from time to time.

(e)Expense Reimbursements. The Association shall also pay or reimburse Executive for all reasonable travel, entertainment and other reasonable expenses incurred by Executive during the course of performing his obligations under this Agreement, including, without limitation, fees for memberships in such clubs and organizations as Executive and the Board shall mutually agree are necessary and appropriate in connection with the performance of his duties under this Agreement, upon presentation to the Association of an itemized account of such expenses in such form as the Association may reasonably require, provided that such payment or reimbursement shall be made as soon as practicable but in no event later than March 15 of the year following the year in which such right to such payment or reimbursement occurred.

4.PAYMENTS TO EXECUTIVE UPON AN EVENT OF TERMINATION.

(a)Upon the occurrence of an Event of Termination (as herein defined) during the term of this Agreement, the provisions of this Section 4 shall apply; provided, however, that in the event such Event of Termination occurs within eighteen (18) months following a Change in Control (as 3

defined in Section 5 hereof), Section 5 shall apply instead. As used in this Agreement, an “Event of Termination’’ shall mean and include any one or more of the following:

(i)the involuntary termination of Executive’s employment hereunder by the Association for any reason other than termination governed by Section 5 (in connection with or following a Change in Control), Section 6 (due to Disability or death), Section 7 (due to Retirement), or Section 8 (for Cause), provided that such termination constitutes a “Separation from Service” within the meaning of Section 409A of the Internal Revenue Code (“Code”); or

(ii)Executive’s resignation from the Association’s employ upon any of the following, unless consented to by Executive:

(A)failure to appoint Executive to the position set forth in Section 1, or a material change in Executive’s function, duties, or responsibilities, which change would cause Executive’s position to become one of lesser responsibility, importance, or scope from the position and responsibilities described in Section 1, to which Executive has not agreed in writing (and any such material change shall be deemed a continuing breach of this Agreement by the Association);

(B)a relocation of Executive’s principal place of employment to a location that is more than 25miles from the location of the Association’s principal executive offices as of the date of this Agreement;

(C)a material reduction in the benefits and perquisites, including Base Salary, to Executive from those being provided as of the Effective Date (except for any reduction that is part of a reduction in pay or benefits that is generally applicable to officers or employees of the Association);

(D)a liquidation or dissolution of the Association; or

(E)a material breach of this Agreement by the Association.

Upon the occurrence of any event described in clause (ii) above, Executive shall have the right to elect to terminate his employment under this Agreement by resignation for “Good Reason” upon not less than thirty (30) days prior written notice given within a reasonable period of time (not to exceed ninety (90) days) after the event giving rise to the right to elect, which termination by Executive shall be an Event of Termination. The Association shall have thirty (30) days to cure the condition giving rise to the Event of Termination, provided that the Association may elect to waive said thirty (30) day period.

(b)Upon the occurrence of an Event of Termination, the Association shall pay Executive, or, in the event of his subsequent death, his beneficiary or beneficiaries, or his estate, as the case may be, as severance pay or liquidated damages, or both, the Base Salary and bonuses that Executive would be entitled to for the remaining unexpired term of the Agreement. For purposes of determining the bonus(es) payable hereunder, the bonus(es) will be deemed to be (i) equal to the highest bonus paid at any time during the prior three years, and (ii) otherwise paid at 4

such time as such bonus would have been paid absent an Event of Termination. Such payments shall not be reduced in the event Executive obtains other employment following the Event of Termination. Notwithstanding the foregoing, Executive shall not be entitled to any payments or benefits under this Section 4 unless and until (i) Executive executes a release of his claims against the Association, the Company and any affiliate, and their officers, directors, successors and assigns, releasing said persons from any and all claims, rights, demands, causes of action, suits, arbitrations or grievances relating to the employment relationship, including claims under the Age Discrimination in Employment Act, but not including claims for benefits under tax-qualified plans or other benefit plans in which Executive is vested, claims for benefits required by applicable law or claims with respect to obligations set forth in this Agreement that survive the termination of this Agreement (the “Release”), and (ii) the payments and benefits under this Section 4 shall begin on the 30^th^ day following the date of the Executive’s Separation from Service, provided that before that date, the Executive has signed (and not revoked) the Release and the Release is irrevocable under the time period set forth under applicable law, provided further, that if the 30-day period spans two (2) calendar years, then, to the extent necessary to comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Code”), the payments and benefits will be paid, or commence, in the second calendar year.

(c)Upon the occurrence of an Event of Termination, the Association shall pay Executive, or in the event of his subsequent death, his beneficiary or beneficiaries, or his estate, as the case may be, a lump sum cash payment reasonably estimated to be equal to the present value of the contributions that would have been made on the Executive’s behalf under the Association’s defined contribution plans (e.g., 401(k) Plan, ESOP, and any other defined contribution plan maintained by the Association), as if Executive had continued working for the Association for the remaining unexpired term of the Agreement following such Event of Termination, earning the salary that would have been achieved during such period. Such payments shall be paid in a lump sum within thirty (30) days of the Executive’s Separation from Service and shall not be reduced in the event Executive obtains other employment following the Event of Termination.

(d)Upon the occurrence of an Event of Termination, the Association shall provide, at the Association’s expense, for the remaining unexpired term of the Agreement, nontaxable medical and dental coverage substantially comparable, as reasonably available, to the coverage maintained by the Association for Executive prior to the Event of Termination, except to the extent such coverage may be changed in its application to all Association employees. Notwithstanding the foregoing, if applicable law (including, but not limited to, laws prohibiting discriminating in favor of highly compensated employees), or, if participation by the Executive is not permitted under the terms of the applicable health plans, or if providing such benefits would subject the Association to penalties, then the Association shall pay the Executive a cash lump sum payment reasonably estimated to be equal to the value of such non-taxable medical and dental benefits, with such payment to be made by lump sum within) business days of the Date of Termination, or if later, the date on which the Association determines that such insurance coverage (or the remainder of such insurance coverage) cannot be provided for the foregoing reasons.

(e)For purposes of this Agreement, a “Separation from Service” shall have occurred if the Association and Executive reasonably anticipate that either no further services will be performed by the Executive after the date of the Event of Termination (whether as an employee or as an independent contractor) or the level of further services performed will not exceed 49% of the 5

average level of bona fide services in the 12 months immediately preceding the Event of Termination. For all purposes hereunder, the definition of Separation from Service shall be interpreted consistent with Treasury Regulation Section 1.409A-1(h)(ii). If Executive is a Specified Employee, as defined in Code Section 409A and any payment to be made under sub-paragraph (b) or (c) of this Section 4 shall be determined to be subject to Code Section 409A, then if required by Code Section 409A, such payment or a portion of such payment (to the minimum extent possible) shall be delayed and shall be paid on the first day of the seventh month following Executive’s Separation from Service.

5.CHANGE IN CONTROL.

(a)Any payments made to Executive pursuant to this Section 5 are in lieu of any payments that may otherwise be owed to Executive pursuant to this Agreement under Section 4, such that Executive shall either receive payments pursuant to Section 4 or pursuant to Section 5, but not pursuant to both Sections.

(b)For purposes of this Agreement, the term “Change in Control” shall mean:

(1)	Merger: The Company or the Association merges into or consolidates with another entity, or merges another Association or corporation into the Association or the Company, and as a result, less than a majority of the combined voting power of the resulting corporation immediately after the merger or consolidation is held by persons who were stockholders of the Company or the Association immediately before the merger or consolidation;
(2)	Acquisition of Significant Share Ownership: A person or persons acting in concert has or have become the beneficial owner of 25% or more of a class of the Company’s or the Association’s voting securities; provided, however, this clause (2) shall not apply to beneficial ownership of the Company’s or the Association’s voting shares held in a fiduciary capacity by an entity of which the Company directly or indirectly beneficially owns 50% or more of its outstanding voting securities;
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(3)	Change in Board Composition: During any period of two consecutive years, individuals who constitute the Company’s or the Association’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Association’s Board of Directors; provided, however, that for purposes of this clause (c), each director who is first elected by the board (or first nominated by the board for election by the stockholders or corporators) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period shall be deemed to have also been a director at the beginning of such period; or
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(4)	Sale of Assets: The Company or the Association sells to a third party all or substantially all of its assets.
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(5)Notwithstanding anything herein to the contrary, a Change in Control shall not be deemed to have occurred in connection with a conversion of the Association from a mutual to a stock association and/or the Association’s reorganization as a subsidiary of the Company.

(c)Upon the occurrence of a Change in Control followed within eighteen (18) months by an Event of Termination (as defined in Section 4 hereof), Executive, shall receive as severance pay or liquidated damages, or both, a lump sum cash payment equal to three times the sum of (i) Executive’s highest annual rate of Base Salary paid to Executive at any time under this Agreement, plus (ii) the highest bonus paid to Executive with respect to the three completed fiscal years prior to the Change in Control. Such payment shall be paid in a lump sum within ten (10) days of the Executive’s Separation from Service (within the meaning of Section 409A of the Code) and shall not be reduced in the event Executive obtains other employment following the Event of Termination.

(d)Upon the occurrence of a Change in Control followed within eighteen (18) months by an Event of Termination (as defined in Section 4 hereof), the Association shall pay Executive, or in the event of his subsequent death, his beneficiary or beneficiaries, or his estate, as the case may be, a lump sum cash payment reasonably estimated to be equal to the present value of the contributions that would have been made on Executive’s behalf under the Association’s defined contribution plans (e.g., 401(k) Plan, ESOP, and any other defined contribution plan maintained by the Association), as if Executive had continued working for the Association for thirty-six (36) months after the effective date of such termination of employment, earning the salary that would have been achieved during such period. Such payments shall be paid in a lump sum within ten (10) days of the Executive’s Separation from Service and shall not be reduced in the event Executive obtains other employment following the Event of Termination. If Executive is a Specified Employee, as defined in Code Section 409A and any payment to be made under this sub-paragraph (c) or (d) of this Section 5 shall be determined to be subject to Code Section 409A, then if required by Code Section 409A, such payment or a portion of such payment (to the minimum extent possible) shall be delayed and shall be paid on the first day of the seventh month following Executive’s Separation from Service.

(e) Upon the occurrence of a Change in Control followed within eighteen (18) months by an Event of Termination (as defined in Section 4 hereof), the Association (or its successor) shall provide at the Association’s (or its successor’s) expense, nontaxable medical and dental coverage substantially comparable, as reasonably available, to the coverage maintained by the Association for Executive prior to his termination, except to the extent such coverage may be changed in its application to all Association employees and then the coverage provided to Executive shall be commensurate with such changed coverage. Such coverage shall cease thirty-six (36) months following the termination of Executive’s employment. Notwithstanding the foregoing, if applicable law (including, but not limited to, laws prohibiting discriminating in favor of highly compensated employees), or, if participation by the Executive is not permitted under the terms of the applicable health plans, or if providing such benefits would subject the Association to penalties, then the Association shall pay the Executive a cash lump sum payment reasonably estimated to be equal to the value of such non-taxable medical and dental benefits, with such payment to be made by lump sum within ) business days of the Date of Termination, or if later, 7

the date on which the Association determines that such insurance coverage (or the remainder of such insurance coverage) cannot be provided for the foregoing reasons.

(f)Notwithstanding the preceding paragraphs of this Section 5, in the event that the aggregate payments or benefits to be made or afforded to Executive in the event of a Change in Control would be deemed to include an “excess parachute payment” under Section 280G of the Internal Revenue Code or any successor thereto, then such payments or benefits shall be reduced to an amount, the value of which is one dollar ($1.00) less than an amount equal to three (3) times Executive’s “base amount,” as determined in accordance with Section 280G of the Code. In the event a reduction is necessary, then the cash severance payable by the Association pursuant to Section 5 shall be reduced by the minimum amount necessary to result in no portion of the payments and benefits payable by the Association under Section 5 being non-deductible to the Association pursuant to Section 280G of the Code and subject to excise tax imposed under Section 4999 of the Code.

6.TERMINATION FOR DISABILITY OR DEATH.

(a)Termination of Executive’s employment based on “Disability” shall be construed to comply with Section 409A of the Internal Revenue Code and shall be deemed to have occurred if: (i) Executive is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death, or last for a continuous period of not less than 12 months; (ii) by reason of any medically determinable physical or mental impairment that can be expected to result in death, or last for a continuous period of not less than 12 months, Executive is receiving income replacement benefits for a period of not less than three months under an accident and health plan covering employees of the Association or the Company; or (iii) Executive is determined to be totally disabled by the Social Security Administration. The provisions of Sections 6(b) and (c) shall apply upon the termination of the Executive’s employment based on Disability. Upon the determination that Executive has suffered a Disability, disability payments hereunder shall commence within thirty (30) days.

(b)Executive shall be entitled to receive benefits under all short-term or long-term disability plans maintained by the Association for its executives. To the extent such benefits are less than Executive’s Base Salary, the Association shall pay Executive an amount equal to the difference between such disability plan benefits and the amount of Executive’s Base Salary for the longer of one (1) year following the termination of his employment due to Disability or the remaining term of this Agreement, which shall be payable in accordance with the regular payroll practices of the Association.

(c)The Association shall cause to be continued non-taxable medical and dental coverage substantially comparable, as reasonably available, to the coverage maintained by the Association for Executive prior to the termination of his employment based on Disability, except to the extent such coverage may be changed in its application to all Association employees or not available on an individual basis to an employee terminated based on Disability. This coverage shall cease upon the earlier of (i) the date Executive returns to the full-time employment of the Association; (ii) Executive’s full-time employment by another employer; (iii) expiration of the remaining term of this Agreement; or (iv) Executive’s death. 8

(d)In the event of Executive’s death during the term of this Agreement, his estate, legal representatives or named beneficiaries (as directed by Executive in writing) shall be paid Executive’s Base Salary at the rate in effect at the time of Executive’s death in accordance with the regular payroll practices of the Association for a period of one (1) year from the date of Executive’s death, and the Association shall continue to provide non-taxable medical, and dental insurance benefits normally provided for Executive’s family (in accordance with its customary co-pay percentages) for twelve (12) months after Executive’s death. Such payments are in addition to any other life insurance benefits that Executive’s beneficiaries may be entitled to receive under any employee benefit plan maintained by the Association for the benefit of Executive, including, but not limited to, the Association’s tax-qualified retirement plans.

7.TERMINATION UPON RETIREMENT.

Termination of Executive’s employment based on “Retirement” shall mean termination of Executive’s employment at any time after Executive reaches age 65 or in accordance with any retirement policy established by the Board with Executive’s consent as it applies to him. Upon termination of Executive based on Retirement, no amounts or benefits shall be due Executive under this Agreement, and Executive shall be entitled to all benefits under any retirement plan of the Association and other plans to which Executive is a party.

8.TERMINATION FOR CAUSE.

(a)The Association may terminate Executive’s employment at any time, but any termination other than termination for “Cause,” as defined herein, shall not prejudice Executive’s right to compensation or other benefits under this Agreement. Executive shall have no right to receive compensation or other benefits for any period after termination for “Cause.” The term “Cause” as used herein, shall exist when there has been a good faith determination by the Board that there shall have occurred one or more of the following events with respect to the Executive:

(1)	personal dishonesty in performing Executive’s duties on behalf of the Association;

(2)	incompetence in performing Executive’s duties on behalf of the Association;

(3)	willful misconduct that in the judgment of the Board will likely cause economic damage to the Association or injury to the business reputation of the Association;

(4)	breach of fiduciary duty involving personal profit;

(5)	material breach of the Association’s Code of Ethics;

(6)	intentional failure to perform stated duties under this Agreement after written notice thereof from the Board;

(7)	willful violation of any law, rule or regulation (other than traffic violations or similar offenses) that reflect adversely on the reputation of the Association, any felony conviction, any violation of law involving moral turpitude, or any violation of a final cease-and-desist order; or

(8)	material breach by Executive of any provision of this Agreement.

Notwithstanding the foregoing, Cause shall not be deemed to exist unless there shall have been delivered to the Executive a copy of a resolution duly adopted by the affirmative vote of not less than a majority of the entire membership of the Board at a meeting of the Board called and held for the purpose (after reasonable notice to the Executive and an opportunity for the Executive to be heard before the Board), finding that in the good faith opinion of the Board the Executive was guilty of conduct described above and specifying the particulars thereof. Prior to holding a meeting at which the Board is to make a final determination whether Cause exists, if the Board determines in good faith at a meeting of the Board, by not less than a majority of its entire membership, that there is probable cause for it to find that the Executive was guilty of conduct constituting Cause as described above, the Board may suspend the Executive from his duties hereunder for a reasonable period of time not to exceed fourteen (14) days pending a further meeting at which the Executive shall be given the opportunity to be heard before the Board. Upon a finding of Cause, the Board shall deliver to the Executive a Notice of Termination, as more fully described in Section 10 below.

(b)For purposes of this Section 8, no act or failure to act, on the part of Executive, shall be considered “willful” unless it is done, or omitted to be done, by Executive in bad faith or without reasonable belief that Executive’s action or omission was in the best interests of the Association. Any act, or failure to act, based upon the direction of the Board or based upon the advice of counsel for the Association shall be conclusively presumed to be done, or omitted to be done, by Executive in good faith and in the best interests of the Association.

9.RESIGNATION FROM BOARDS OF DIRECTORS

In the event of Executive’s termination of employment due to an Event of Termination, Executive’s service as a director of the Association, the Company, and any affiliate of the Association or the Company shall immediately terminate. This Section 9 shall constitute a resignation notice for such purposes.

10.NOTICE.

(a)Any purported termination by the Association for Cause shall be communicated by Notice of Termination to Executive. If, within thirty (30) days after any Notice of Termination for Cause is given, Executive notifies the Association that a dispute exists concerning the termination, the parties shall promptly proceed to arbitration, as provided in Section 20. Notwithstanding the pendency of any such dispute, the Association shall discontinue paying Executive’s compensation until the dispute is finally resolved in accordance with this Agreement. If it is determined that Executive is entitled to compensation and benefits under Section 4 or 5, the payment of such compensation and benefits by the Association shall commence immediately following the date of resolution by arbitration, with interest due Executive on the cash amount that would have been 10

paid pending arbitration (at the prime rate as published in The Wall Street Journal from time to time).

(b)Any other purported termination by the Association or by Executive shall be communicated by a “Notice of Termination” (as defined in Section 10(c)) to the other party. If, within thirty (30) days after any Notice of Termination is given, the party receiving such Notice of Termination notifies the other party that a dispute exists concerning the termination, the parties shall promptly proceed to arbitration as provided in Section 20. Notwithstanding the pendency of any such dispute, the Association shall continue to pay Executive his Base Salary, and other compensation and benefits in effect when the notice giving rise to the dispute was given (except as to termination of Executive for Cause); provided, however, that such payments and benefits shall not continue beyond the date that is 36 months from the date the Notice of Termination is given. In the event the voluntary termination by Executive of his employment is disputed by the Association, and if it is determined in arbitration that Executive is not entitled to termination benefits pursuant to this Agreement, he shall return all cash payments made to him pending resolution by arbitration, with interest thereon at the prime rate as published in The Wall Street Journal from time to time, if it is determined in arbitration that Executive’s voluntary termination of employment was not taken in good faith and not in the reasonable belief that grounds existed for his voluntary termination. If it is determined that Executive is entitled to receive severance benefits under this Agreement, then any continuation of Base Salary and other compensation and benefits made to Executive under this Section 10 shall offset the amount of any severance benefits that are due to Executive under this Agreement.

(c)For purposes of this Agreement, a “Notice of Termination” shall mean a written notice that shall indicate the specific termination provision in this Agreement relied upon and shall set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of Executive’s employment under the provision so indicated.

11.POST-TERMINATION OBLIGATIONS.

(a)One Year Non-Solicitation. Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the Association, he shall not, without the written consent of the Association, either directly or indirectly:

(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 25 miles of the locations in which the Association or the Company has business operations or has filed an application for regulatory approval to establish an office, or

(ii)contact (with a view toward selling any product or service competitive with any product or service sold or proposed to be sold by the Company, the Association, or any subsidiary of such entities) any person, firm, association or corporation (A) to which the Company, 11

the Association, or any subsidiary of such entities sold any product or service within thirty-six months of the Executive’s termination of employment, (B) which Executive solicited, contacted or otherwise dealt with on behalf of the Company, the Association, or any subsidiary of such entities within one year of the Executive’s termination of employment, or (C) which Executive was otherwise aware was a client of the Company, the Association, or any subsidiary of such entities at the time of termination of employment. Executive will not directly or indirectly make any such contact, either for his own benefit or for the benefit of any other person, firm, association, or corporation.

(b)Six Month Non-Competition. Executive hereby covenants and agrees that, for a period of six months following his termination of employment with the Association, he shall not, without the written consent of the Association, either directly or indirectly become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings association, savings and loan association, savings and loan holding company, credit union, Association or Association holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association or its affiliates or has headquarters or offices within 25 miles of Tipp City, Ohio. Notwithstanding the foregoing, this non-competition restriction shall not apply if Executive’s employment is terminated following a Change in Control or if the Association terminates the Executive for a reason other than Cause (as defined in this Agreement).

(c) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary in the ordinary course of performing the Executive’s duties to the Association.

(d)Executive shall, upon reasonable notice, furnish such information and assistance to the Association as may reasonably be required by the Association, in connection with any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, 12

that Executive shall not be required to provide information or assistance with respect to any litigation between the Executive and the Association or any of its subsidiaries or affiliates.

(e)All payments and benefits to Executive under this Agreement shall be subject to Executive’s compliance with this Section 11. The parties hereto, recognizing that irreparable injury will result to the Association, its business and property in the event of Executive’s breach of this Section 11, agree that, in the event of any such breach by Executive, the Association will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Association, and that the enforcement of a remedy by way of injunction will not prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Association or the Company from pursuing any other remedies available to them for such breach or threatened breach, including the recovery of damages from Executive.

12.SOURCE OF PAYMENTS.

All payments provided in this Agreement shall be timely paid in cash or check from the general funds of the Association. The Company may accede to this Agreement but only for the purposed of guaranteeing payment and provision of all amounts and benefits due hereunder to Executive.

13.EFFECT ON PRIOR AGREEMENTS AND EXISTING BENEFITS PLANS.

This Agreement contains the entire understanding between the parties hereto and supersedes any prior employment agreement between the Association or any predecessor of the Association and Executive, except that this Agreement shall not affect or operate to reduce any benefit or compensation inuring to Executive of a kind elsewhere provided. No provision of this Agreement shall be interpreted to mean that Executive is subject to receiving fewer benefits than those available to him without reference to this Agreement.

14.NO ATTACHMENT; BINDING ON SUCCESSORS.

(a)Except as required by law, no right to receive payments under this Agreement shall be subject to anticipation, commutation, alienation, sale, assignment, encumbrance, charge, pledge, or hypothecation, or to execution, attachment, levy, or similar process or assignment by operation of law, and any attempt, voluntary or involuntary, to effect any such action shall be null, void, and of no effect.

(b)This Agreement shall be binding upon, and inure to the benefit of, Executive and the Association and their respective successors and assigns.

15.MODIFICATION AND WAIVER.

(a)This Agreement may not be modified or amended except by an instrument in writing signed by the parties hereto. 13

(b)No term or condition of this Agreement shall be deemed to have been waived, nor shall there be any estoppel against the enforcement of any provision of this Agreement, except by written instrument of the party charged with such waiver or estoppel. No such written waiver shall be deemed a continuing waiver unless specifically stated therein, and each such waiver shall operate only as to the specific term or condition waived and shall not constitute a waiver of such term or condition for the future as to any act other than that specifically waived.

16.REQUIRED PROVISIONS.

(a)The Association may terminate Executive’s employment at any time, but any termination by the Board other than termination for Cause shall not prejudice Executive’s right to compensation or other benefits under this Agreement. Executive shall have no right to receive compensation or other benefits for any period after termination for Cause.

(b)If Executive is suspended from office and/or temporarily prohibited from participating in the conduct of the Association’s affairs by a notice served under Section 8(e)(3) [12 USC §1818(e)(3)] or 8(g)(1) [12 USC §1818(g)(1)] of the Federal Deposit Insurance Act, the Association’s obligations under this contract shall be suspended as of the date of service, unless stayed by appropriate proceedings. If the charges in the notice are dismissed, the Association may in its discretion (i) pay Executive all or part of the compensation withheld while its contract obligations were suspended and (ii) reinstate (in whole or in part) any of its obligations which were suspended.

(c)If Executive is removed and/or permanently prohibited from participating in the conduct of the Association’s affairs by an order issued under Section 8(e)(4) [12 USC §1818(e)(4)] or 8(g)(1) [12 USC §1818(g)(1)] of the Federal Deposit Insurance Act, all obligations of the Association under this Agreement shall terminate as of the effective date of the order, but vested rights of the contracting parties shall not be affected.

(d)If the Association is in default as defined in Section 3(x)(1) [12 USC §1813(x)(1)] of the Federal Deposit Insurance Act, all obligations of the Association under this Agreement shall terminate as of the date of default, but this paragraph shall not affect any vested rights of the contracting parties.

(e)All obligations under this Agreement shall be terminated, except to the extent determined that continuation of the contract is necessary for the continued operation of the Association, (i) by either the Office of the Comptroller of the Currency or the Board of Governors of the Federal Reserve System (collectively, the “Regulator”) or his or her designee, at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Association under the authority contained in Section 13(c) [12 USC §1823(c)] of the Federal Deposit Insurance Act; or (ii) by the Regulator or his or her designee at the time the Regulator or his or her designee approves a supervisory merger to resolve problems related to operation of the Association or when the Association is determined by the Regulator to be in an unsafe or unsound condition. Any rights of the parties that have already vested, however, shall not be affected by such action.

(f)Notwithstanding anything herein contained to the contrary, any payments to Executive by the Association or the Company, whether pursuant to this Agreement or otherwise, 14

are subject to and conditioned upon their compliance with Section 18(k) of the Federal Deposit Insurance Act, 12 U.S.C. Section 1828(k), and the regulations promulgated thereunder in 12 C.F.R. Part 359.

17.SEVERABILITY.

If, for any reason, any provision of this Agreement, or any part of any provision, is held invalid, such invalidity shall not affect any other provision of this Agreement or any part of such provision not held so invalid, and each such other provision and part thereof shall to the full extent consistent with law continue in full force and effect.

18.HEADINGS FOR REFERENCE ONLY.

The headings of sections and paragraphs herein are included solely for convenience of reference and shall not control the meaning or interpretation of any of the provisions of this Agreement.

19.GOVERNING LAW.

This Agreement shall be governed by the laws of the State of Ohio except to the extent superseded by federal law.

20.ARBITRATION.

Any dispute or controversy arising under or in connection with this Agreement shall be settled exclusively by binding arbitration, as an alternative to civil litigation and without any trial by jury to resolve such claims, conducted by a panel of three arbitrators sitting in a location selected by Executive within fifty (50) miles from the main office of the Association, in accordance with the rules of the American Arbitration Association’s National Rules for the Resolution of Employment Disputes (“National Rules”) then in effect. One arbitrator shall be selected by Executive, one arbitrator shall be selected by the Association and the third arbitrator shall be selected by the arbitrators selected by the parties. If the arbitrators are unable to agree within fifteen (15) days upon a third arbitrator, the arbitrator shall be appointed for them from a panel of arbitrators selected in accordance with the National Rules. Judgment may be entered on the arbitrator’s award in any court having jurisdiction.

21.INDEMNIFICATION.

(a)Executive shall be provided with coverage under a standard directors’ and officers’ liability insurance policy, and shall be indemnified for the term of this Agreement and for a period of six years thereafter to the fullest extent permitted under applicable law against all expenses and liabilities reasonably incurred by him in connection with or arising out of any action, suit or proceeding in which he may be involved by reason of his having been a director or officer of the Association or any affiliate (whether or not he continues to be a director or officer at the time of incurring such expenses or liabilities), such expenses and liabilities to include, but not be limited to, judgments, court costs and attorneys’ fees and the cost of reasonable settlements (such settlements must be approved by the Board), provided, however, Executive shall not be indemnified or reimbursed for legal expenses or liabilities incurred in connection with an action, 15

suit or proceeding arising from any illegal or fraudulent act committed by Executive. Any such indemnification shall be made consistent with Section 18(k) of the Federal Deposit Insurance Act, 12 U.S.C. §1828(k), and the regulations issued thereunder in 12 C.F.R. Part 359.

(b)Any indemnification by the Association shall be subject to compliance with any applicable regulations of the Federal Deposit Insurance Corporation.

22.Notice.

For the purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given when delivered or mailed by certified or registered mail, return receipt requested, postage prepaid, addressed to the respective addresses set forth below:

To the Association:	Chairman of the Board<br><br>Monroe Federal Savings and Loan Association<br><br>24 East Main Street<br><br>Tipp City, Ohio 45371<br><br>
To Executive:<br><br>	At the address last appearing on<br><br>the personnel records of the Association

IN WITNESS WHEREOF, the Association and the Company have caused this Agreement to be executed by their duly authorized representatives, and Executive has signed this Agreement, on the date first above written.

	MONROE FEDERAL SAVINGS AND LOAN ASSOCIATION



	By: /s/ Andrew L. Davidson<br><br>Chairman of the Board
<br><br><br><br>
	MONROE FEDERAL BANCORP, INC.


	By: /s/ Andrew L. Davidson<br><br>Chairman of the Board



	EXECUTIVE


	/s/ Lewis R. Renollet

Exhibit 19

MONROE FEDERAL BANCORP, INC.

POLICY REGARDING INSIDER TRADING

Monroe Federal Bancorp, Inc. (the “Company”) is a public company whose common stock is quoted on the OTCQB Market and is registered under the Securities Exchange Act of 1934, as amended. As a public company, the Company files periodic reports and proxy statements with the Securities and Exchange Commission (the “SEC”). Investment by directors, officers and employees in the Company stock is generally desirable and encouraged. However, such investments should be made with caution and with recognition of the legal prohibitions against the use of confidential information by “insiders” for their own profit.

As a director, officer or employee of a public company, you have the responsibility not to participate in the market for the Company stock while in possession of material inside information about the Company. There are harsh civil and criminal penalties if you wrongly obtain or use such material, inside information when you are deciding whether to buy or sell securities, or if you give that information to another person who uses it in buying or selling securities. If you buy or sell securities while in possession of material, inside information, you will not only have to pay back any profit you made (or loss you avoided), but you could be found guilty of criminal charges, and face substantial fines or even time in prison. Additionally, the Company could be held liable for your violations of insider trading laws.

To avoid these harsh consequences, the Company has developed the following guidelines to briefly explain the insider trading laws and set forth procedures and limitations on trading by directors, officers and employees. However, these guidelines do not address all possible situations that you may face. In addition, you need to review and understand the Company’s Policy on Fair Disclosure to Investors that describes your obligations regarding the selective disclosure of confidential information to ensure compliance with SEC Regulation FD, which requires “fair disclosure” of material, non-public information.

Insider Trading Concepts

What is “Inside” Information?

Inside information includes any non-public information of which you become aware because of your “special relationship” with the Company as a director, officer or employee and which has not been disclosed to the public (i.e., is non-public). The information may be about the Company, Monroe Federal Savings and Loan Association (the “Association”) or any other subsidiaries or affiliates. It may also include information you learn about another company (for example, companies that are current or prospective customers or suppliers to the Company or the Association or those with which the Company or the Association may be in negotiations regarding a potential transaction).

What is Material Information?

Information is material if a reasonable investor would think that it is important in deciding whether to buy, sell or hold stock, or if it could affect the market price of the stock. Either good or bad information may be material. If you are unsure whether the information is material, assume it is material.

Examples of material information typically include, but are not limited to:

•	Financial or accounting problems;
•	Estimates of future earnings or losses;
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•	Significant non-recurring gains or losses;
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•	Events that could result in restating financial information;
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•	A proposed acquisition, sale or merger;
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•	Changes in directors or in key management personnel;
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•	Beginning or settling a major lawsuit;
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•	Changes in dividend policies;
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•	Declaring a stock split;
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•	A stock repurchase program; or
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•	A stock or bond offering.
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What is Non-Public Information?

Non-public information is information that has not yet been made public by the Company. Information only becomes public when the Company makes an official announcement (in a publicly accessible conference call, in a press release or in SEC filings, for example) and the investing public has had an opportunity to assimilate it.

Trading Guidelines

A.	Rules Applicable to All Directors, Officers and Employees.

No director, officer or employee may trade any security, whether issued by the Company or by any other company, while in possession of “material inside information” about the issuer. Further, no director, officer or employee may disclose “material inside information” to any other person (including immediate family members, friends or stockbrokers) so that such other person may trade in the stock. It is usually safe to buy or sell stock after the information is officially announced, as long as you do not know of other material information that has not yet been announced. Even after the information is announced, you should generally wait one full trading day before buying or selling securities to allow the market to absorb the information.

This means the following with respect to any Association or Company employee benefit plans:

●	401(k) Plan . If the Association’s 401(k) plan permits participants to invest in Company common stock, an officer or employee having material inside
information regarding the Company may not (i) initiate a transfer of funds into or out of the Company stock held within the 401(k) plan, or (ii) increase an existing election to invest funds in the Company’s stock. However, ongoing purchases of the Company’s stock through the plan pursuant to a prior election are not prohibited.
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●	Other Company Stock Purchase Plans . A director, officer or employee having material inside information regarding the Company may not sign up for, or increase participation in, any employee stock purchase plan or dividend reinvestment plan. However, ongoing purchases through those plans pursuant to a prior election are not prohibited.

●	Stock Options . A director, officer or employee may exercise a stock option at any time, but any stock acquired upon such exercise may not be sold (whether by means of a cashless exercise or otherwise) if the employee has material inside information regarding the Company. At any time, however, an employee may deliver Company stock already owned to pay the option exercise price and taxes.

This means the following with respect to hedging and other derivative transactions with respect to the Company’s securities:

●

Hedging and Other Derivative Transactions . Pursuant to the Company’s Anti-Hedging Policy, no director, officer or employee of the Company or any of its subsidiaries (including Monroe Federal Savings and Loan Association), or any of his or her designees or related persons, may at any time purchase financial instruments (including prepaid variable forward contracts, equity swaps, collars, and exchange funds), or otherwise engage in transactions, that hedge or offset, or are designed to hedge or offset, any decrease in the market value of the Company’s stock or other equity securities.

B.	Additional Guidelines Applicable to All Officers with the Title of Senior Vice President or Higher, All Directors, and All Persons in the Accounting Department (the “Restricted Group”).

1.	Blackout Periods

Quarterly Blackout Periods. No person in the Restricted Group may trade in Company securities during a blackout period that begins on the 20^th^ calendar day of the last month of each calendar quarter ( i.e. , on March 20, June 20, September 20 and December 20) and ends at the end of the first full trading day after the public release of the Company’s earnings for such quarter. The blackout period applies to (i) open market purchases or sales, (ii) a sale of securities following exercise of a stock option (including a sale by way of a cashless exercise), (iii) signing up for, or increasing participation in, any employee stock purchase plan or dividend reinvestment plan, and (iv) initiating a transfer of funds into or out of the Company stock fund of a 401(k) plan or

increasing an existing election to invest funds in any Company stock fund. However, ongoing purchases through the 401(k) plan or other Company-sponsored or Association-sponsored plan pursuant to a prior election are permitted at any time (i.e., they are not subject to the blackout period).

Temporary Blackout Periods. The Company may also institute temporary blackout periods in the event of a material corporate development. Notice of temporary blackout periods will be distributed by means of a written or electronic communication specifying the duration of the blackout period and the persons subject to it.

Written Plan Exception. The limitations of the blackout periods shall not apply to trading in Company securities pursuant to a “written plan for trading securities” provided that such plan was entered into before the start of the applicable blackout period, meets the requirements of SEC Rule 10b5-1 and is approved in advance by the Company’s Board of Directors. See also Sections C.4 and C.5 below.

2.	Selling Short . No person in the Restricted Group may at any time sell short Company stock or otherwise sell any equity securities of the Company that they do not own. Generally, a short sale means any transaction whereby one may benefit from a decline in the Company’s stock price.

Options . No person in the Restricted Group may at any time buy or sell options on Company securities (so called “puts” and “calls”) except according to a program approved by the Company’s Board of Directors or a trade cleared by the President and Chief Executive Officer. This restriction does not apply to the exercise of employee or director stock options, which is treated under Section A above.

**4.**Margin Accounts and Pledges . Securities held in a margin account may be sold by the broker without the customer’s consent if the customer fails to meet a margin call. Similarly, securities held in an account which may be borrowed against or are otherwise pledged (or hypothecated) as collateral for a loan may be sold in foreclosure if the borrower defaults on the loan. A margin sale or foreclosure sale may occur at a time when the pledgor is aware of material non-public information or otherwise is not permitted to trade in Company securities and, as a result, the pledgor may be subject to liability under insider trading laws.

Therefore, you may not purchase Company securities on margin, or borrow against any account in which Company securities are held, or pledge Company securities as collateral for a loan.

An exception to this prohibition may be granted where a person wishes to pledge Company securities as collateral for a loan from a third party (not including margin debt from a securities broker) and clearly demonstrates the financial

capacity to repay the loan without resort to the sale of pledged securities. Any person who wishes to pledge Company securities as collateral for a loan from a third party must submit a request for approval to the Company’s Board of Directors at least two weeks before the execution of the documents evidencing the proposed pledge.

C.	Additional Rules

Pre-Clearance and Reporting . Any trade of the Company’s securities by a director or executive officer, or a family member sharing the same household or a corporation or trust they control, must be pre-cleared with the Filing Coordinator identified in the Company’s Section 16 Compliance Program and must be reported promptly to the Filing Coordinator once made. If, upon requesting clearance, you are advised that Company stock may not be traded, you may not engage in any trade of any type under any circumstances, nor may you inform anyone of the restriction. You may re-apply for pre-clearance at a later date when trading restrictions may no longer be applicable. It is critical that you obtain pre-clearance of any trading to prevent both inadvertent short-swing profit or insider trading violations and to avoid even the appearance of an improper transaction (which could result, for example, when an officer engages in a trade while unaware of a pending major corporate development).

2.	Options and Other Stock Plans . The sale of stock acquired upon an exercise of stock options and the transfer of funds into and out of the Company’s stock plans are subject to special rules. The Filing Coordinator should be contacted before any such transaction is conducted.

Pension Fund Blackouts . The federal securities laws also require the Company to prohibit all purchases, sales or transfers of the Company’s securities by directors and executive officers during a pension fund blackout period. A pension fund blackout period exists whenever 50% or more of the plan participants are unable to conduct transactions in their accounts for more than three consecutive days. These blackout periods typically occur when there is a change in the retirement plan’s trustee, record keeper or investment manager. Directors and executive officers will be contacted when these or other restricted trading periods are instituted.

Pre-Clearance for Rule 10b5-1 Plans . Directors and executive officers may not implement a trading plan under SEC Rule 10b5-1 at any time without prior clearance. Directors and executive officers may only enter into a trading plan when they are not in possession of material inside information. In addition, directors and executive officers may not enter into a trading plan during a quarterly blackout period, a temporary blackout period or a pension fund blackout period. Once a trading plan is pre-cleared, trades made pursuant to the plan will not require additional pre-clearance, but only if the plan specifies the dates, prices and amounts of the contemplated trades or establishes a formula for determining

dates, prices and amounts. Transactions made under a trading plan must be promptly reported to the Filing Coordinator who will prepare the necessary Form 4.

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5.	Cooling-off Periods for Rule 10b5-1 Plans . Transactions under a Rule 10b5-1 trading plan may only begin after a “cooling-off” period:

●	For directors and executive officers, the cooling-off period is the later of (i) 90 days after the adoption of the trading plan or (ii) two business days following the disclosure of the Company’s financial results for the fiscal quarter in which the trading plan was adopted, whether disclosed in a Form 10-Q or Form 10-K, as applicable.

●	For persons who are not directors or executive officers, the cooling-off period is 30 days after adoption of the trading plan.

**D.**Additional Rules Applicable to Mergers/Acquisitions.

Whenever the Company is actively considering a particular company for merger, acquisition or for another significant business relationship (such as a joint venture) or whenever the Company is engaged in active discussion regarding the sale of control of the Company, all of the Company’s personnel involved in, or aware of, due diligence or other planning for or attention to the acquisition or business relationship should not trade in any of the Company’s securities and any securities of the other company without first contacting the Filing Coordinator, who may consult with outside counsel.

Note **:**This policy applies to personal securities transactions by the directors, officers and employees identified above, and also applies to:

(a)	Transactions for accounts in which the director, officer or employee has an interest or an ability to influence transactions; and

(b)	Transactions by the director’s, officer’s or employee’s spouse or any other member of their household unless (i) the household member’s investment decisions are made independently of the director, officer or employee and (ii) the household member has not received inside information about the issuer of the security.

E.	Stock Repurchases by the Company.

Although this policy does not restrict the Company from repurchasing its common stock, the Board of Directors has delegated to the Chief Executive Officer, or his designee(s), the authority and discretion to authorize the Company to purchase Company common stock pursuant to a Board-approved and currently effective stock repurchase program, including during a restricted trading period under this policy, provided that the President and Chief Executive Officer determines that the Company is not in possession of non-public material information that prohibits such purchases.

Confidentiality

Serious problems could develop for the Company by unauthorized disclosure of inside information about the Company, whether or not for the purpose of facilitating improper trading of the Company’s stock.

A.Confidentiality of Non-Public Information.

Directors, officers and employees should not discuss internal matters or developments with anyone outside of the Company (including family members, securities analysts, individual investors, members of the investment community and news media), except as required in the performance of regular corporate duties. In addition, directors, officers and employees of the Company with knowledge of material, non-public information should only disclose such information to other Company personnel on a “need-to-know” basis so that the group of individuals with knowledge of material, non-public information is kept as small as possible.

All inquiries about the Company made by the financial press, investment analysts or others in the financial community, or by shareholders must be handled in accordance with the Company’s Policy on Fair Disclosure to Investors. If you have any doubt as to your responsibilities under this policy, you should seek clarification from the Disclosure Policy Compliance Officer before acting.

B.Prohibition Against Internet Disclosure

It is inappropriate for any unauthorized person to disclose Company information or to discuss the Company on the Internet, including in any forum or chat room where companies and their prospects are discussed. The posts in these forums are, in some cases, made by investors who are poorly informed, who have malicious intent or who intend to benefit their own stock positions. To avoid the disclosure of material, inside information, no director, officer or employee may discuss the Company or Company-related information in an Internet forum or chat room, regardless of the situation.

If you have any questions regarding this Policy, contact the Company’s Disclosure Policy Compliance Officer.

Exhibit 21

Subsidiaries of the Registrant

The subsidiaries of Monroe Federal Bancorp, Inc. are:


Name	State/Jurisdiction of Incorporation

Monroe Federal Savings and Loan Association	United States

Exhibit 31.1

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Lewis R. Renollet, certify that:

1.	I have reviewed this Annual Report on Form 10-K of Monroe Federal Bancorp, 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;
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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;
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4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
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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;
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b)	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
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c)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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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:
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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
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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.
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_____
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Date: July 3, 2025	/s/ Lewis R. Renollet
	Lewis R. Renollet
	President and Chief Executive Officer

Exhibit 31.2

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Lisa M. Bird, certify that:

1.	I have reviewed this Annual Report on Form 10-K of Monroe Federal Bancorp, 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;
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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;
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4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
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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;
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b)	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
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c)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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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:
---	---
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.
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___
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Date: July 3, 2025	/s/ Lisa M. Bird
	Lisa M. Bird
	Chief Financial Officer and Treasurer

Exhibit 32.1

Certification of Chief Executive Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

I, Lewis R. Renollet, President and Chief Executive Officer of Monroe Federal Bancorp, Inc. (the “Company”), hereby certify in my capacity as an executive officer of the Company that I have reviewed the Annual Report on Form 10-K for the year ended March 31, 2025 (the “Report”) and that, to the best of my knowledge:

1.	the Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: July 3, 2025	/s/ Lewis R. Renollet
	Lewis R. Renollet
	President and Chief Executive Officer

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.

Exhibit 32.2

Certification of Chief Financial Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

I, Lisa M. Bird, Chief Financial Officer and Treasurer of Monroe Federal Bancorp, Inc. (the “Company”), hereby certify in my capacity as an executive officer of the Company that I have reviewed the Annual Report on Form 10-K for the year ended March 31, 2025 (the “Report”) and that, to the best of my knowledge:

1.	the Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Date: July 3, 2025	/s/ Lisa M. Bird
	Lisa M. Bird
	Chief Financial Officer and Treasurer