8-K

OLD SECOND BANCORP INC (OSBC)

8-K 2025-07-23 For: 2025-07-23
View Original
Added on April 04, 2026

I

United States

Securities And Exchange Commission Washington, D.C. 20549

FORM 8-K

Current Report

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

Date of Report (Date of earliest event reported): July 23, 2025

Graphic(Exact name of registrant as specified in its charter)

Delaware 000-10537 36-3143493
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

37 South River Street Aurora , Illinois **** 60507 (Address of principal executive offices) (Zip code)

(630) 892-0202(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

**** Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

​<br><br>​
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock OSBC The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

Emerging growth company  

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

Item 2.02 Results of Operations and Financial Condition

On July 23, 2025, Old Second Bancorp, Inc. (the “Company’s”) issued a press release announcing its financial results for the second quarter ended June 30, 2025, along with certain other financial information. Copies of the Company’s press release and loan portfolio disclosures are attached as Exhibits 99.1 and 99.2, respectively.

Item 9.01 Financial Statements and Exhibits

Exhibit No. Description
99.1 Press Release of Old Second Bancorp, Inc. dated July 23, 2025
99.2 Loan Portfolio Disclosures for Old Second Bancorp, Inc. dated June 30, 2025
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

2

Signature

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

OLD SECOND BANCORP, INC.
Dated: July 23, 2025 By: /s/ Bradley S. Adams
Bradley S. Adams
Executive Vice President,
Chief Operating Officer and
Chief Financial Officer

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Old Second Bancorp, Inc

Graphic

(NASDAQ:OSBC) Exhibit 99.1
Contact: Bradley S. Adams For Immediate Release
Chief Financial Officer July 23, 2025
(630) 906-5484

Old Second Bancorp, Inc. Reports Second Quarter 2025 Net Income of $21.8 Million,

or $0.48 per Diluted Share

AURORA, IL, July 23, 2025 – Old Second Bancorp, Inc. (the “Company,” “Old Second,” “we,” “us,” and “our”) (NASDAQ: OSBC), the parent company of Old Second National Bank (the “Bank”), today announced financial results for the second quarter of 2025. Our net income was $21.8 million, or $0.48 per diluted share, for the second quarter of 2025, compared to net income of $19.8 million, or $0.43 per diluted share, for the first quarter of 2025, and net income of $21.9 million, or $0.48 per diluted share, for the second quarter of 2024. Adjusted net income, a non-GAAP financial measure that excludes certain nonrecurring items, as applicable, was $22.8 million, or $0.50 per diluted share, for the second quarter of 2025, compared to $20.6 million, or $0.45 per diluted share, for the first quarter of 2025, and $21.2 million, or $0.46 per diluted share, for the second quarter of 2024. The pre-tax adjusting items impacting the second quarter of 2025 included the exclusion of $531,000 of mortgage servicing rights (“MSRs”) mark to market losses, and $810,000 of transaction-related expenses primarily from our merger with Bancorp Financial, Inc. (“Bancorp Financial”) that closed on July 1, 2025. The adjusting items impacting the first quarter of 2025 included the exclusion of $570,000 of MSRs mark to market losses and $454,000 of transaction-related expenses due to the Bancorp Financial merger and the First Merchants (“FRME”) branch purchase, which occurred in December 2024. The adjusting item impacting the second quarter of 2024 included the exclusion of $238,000 of MSRs mark to market losses and an $893,000 death benefit related to BOLI. See the discussion entitled “Non-GAAP Presentations” below and the tables beginning on page 17 that provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.

Net income increased $2.0 million in the second quarter of 2025 compared to the first quarter of 2025. The increase was primarily due to a $1.7 million increase in interest and dividend income, a $697,000 increase in noninterest income, and a $1.1 million decrease in noninterest expense in the second quarter of 2025, compared to the prior linked quarter. The increases to the current quarter’s net income were partially offset by a $343,000 increase in interest expense and a $1.0 million increase in provision for income taxes. Net income decreased $69,000 in the second quarter of 2025 compared to the second quarter of 2024, primarily due to an increase of $5.5 million in noninterest expense and a $229,000 decrease in noninterest income, partially offset by a $4.5 million increase in net interest and dividend income and  a $1.3 million decrease in provision for credit losses.

Operating Results

Second quarter 2025 net income was $21.8 million, reflecting a $2.0 million increase from the first quarter of 2025, but a decrease of $69,000 from the second quarter of 2024. Adjusted net income, as defined above, was $22.8 million for the second quarter of 2025, an increase of $2.2 million from adjusted net income for the first quarter of 2025, and an increase of $1.6 million from adjusted net income for the second quarter of 2024.
Net interest and dividend income was $64.2 million for the second quarter of 2025, reflecting an increase of $1.3 million, or 2.1%, from the first quarter of 2025, and an increase of $4.5 million, or 7.6%, from the second quarter of 2024.
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We recorded a net provision for credit losses of $2.5 million in the second quarter of 2025 compared to a net provision for credit losses of $2.4 million in the first quarter of 2025 and net provision for credit losses of $3.8 million in the second quarter of 2024.
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Noninterest income was $10.9 million for the second quarter of 2025, an increase of $697,000, or 6.8%, compared to $10.2 million for the first quarter of 2025, and a decrease of $229,000, or 2.1%, compared to $11.1 million for the second quarter of 2024.
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​ 1

Noninterest expense was $43.4 million for the second quarter of 2025, a decrease of $1.1 million, or 2.4%, compared to $44.5 million for the first quarter of 2025, and an increase of $5.5 million, or 14.6%, compared to $37.9 million for the second quarter of 2024.
We had a provision for income tax of $7.4 million for the second quarter of 2025, compared to a provision for income tax of $6.4 million for the first quarter of 2025 and a provision for income tax of $7.3 million for the second quarter of 2024. The effective tax rate for each of the periods presented was 25.3%, 24.3%, and 25.0%, respectively.
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On July 15, 2025, our Board of Directors declared a cash dividend of $0.06 per share of common stock, payable on August 4, 2025, to stockholders of record as of July 25, 2025.
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Financial Highlights

Quarters Ended
(Dollars in thousands) June 30, March 31, June 30,
2025 2025 2024
Balance sheet summary
Total assets $ 5,701,294 $ 5,727,686 $ 5,662,700
Total securities available-for-sale 1,177,688 1,146,721 1,173,661
Total loans 3,998,667 3,940,232 3,976,595
Total deposits 4,798,439 4,852,791 4,521,728
Total liabilities 4,982,645 5,033,195 5,043,365
Total equity 718,649 694,491 619,335
Total tangible assets $ 5,588,090 $ 5,613,460 $ 5,566,159
Total tangible equity 605,445 580,265 522,794
Income statement summary
Net interest income $ 64,234 $ 62,904 $ 59,690
Provision for credit losses 2,500 2,400 3,750
Noninterest income 10,898 10,201 11,127
Noninterest expense 43,419 44,505 37,877
Net income 21,822 19,830 21,891
Effective tax rate 25.30 % 24.31 % 25.01 %
Profitability ratios
Return on average assets (ROAA) 1.53 % 1.42 % 1.57 %
Return on average equity (ROAE) 12.39 11.76 14.55
Net interest margin (tax-equivalent) 4.85 4.88 4.63
Efficiency ratio 55.99 56.46 53.29
Return on average tangible common equity (ROATCE) ^1^ 15.29 14.70 17.66
Tangible common equity to tangible assets (TCE/TA) 10.83 10.34 9.39
Per share data
Diluted earnings per share $ 0.48 $ 0.43 $ 0.48
Tangible book value per share 13.44 12.88 11.66
Company capital ratios^2^
Common equity tier 1 capital ratio 13.77 % 13.47 % 12.41 %
Tier 1 risk-based capital ratio 14.31 14.01 12.94
Total risk-based capital ratio 16.55 16.24 15.12
Tier 1 leverage ratio 11.83 11.58 10.96
Bank capital ratios ^2, 3^
Common equity tier 1 capital ratio 14.02 % 13.64 % 13.50 %
Tier 1 risk-based capital ratio 14.02 13.64 13.50
Total risk-based capital ratio 14.99 14.58 14.42
Tier 1 leverage ratio 11.59 11.27 11.43

^1^^^See the discussion entitled “Non-GAAP Presentations” below and the table on page 18 that provides a reconciliation of this non-GAAP financial measure to the most comparable GAAP equivalent.

^2^^^Both the Company and the Bank ratios are inclusive of a capital conservation buffer of 2.50%, and both are subject to the minimum capital adequacy guidelines of 7.00%, 8.50%, 10.50%, and 4.00% for the Common equity tier 1, Tier 1 risk-based, Total risk-based and Tier 1 leverage ratios, respectively.

^3^The prompt corrective action provisions are applicable only at the Bank level, and are 6.50%, 8.00%, 10.00%, and 5.00% for the Common equity tier 1, Tier 1 risk-based, Total risk-based and Tier 1 leverage ratios, respectively. 2

Chairman, President and Chief Executive Officer Jim Eccher said “Old Second reported another quarter of strong results in the second quarter of 2025, led by exceptional margin performance and disciplined operating efficiency. Second quarter return on average assets and return on average tangible common equity were 1.53% and 15.29%, respectively, the tax equivalent net interest margin was strong at 4.85% and the efficiency ratio was a very healthy 55.99%.  Tangible book value per share continues to compound at a double-digit rate and the balance sheet remains strong and liquid with a common equity tier 1 ratio of 13.77%, a loan to deposit ratio of 83% and cash and marketable securities in excess of 23% of total assets.  We are extremely proud of our financial performance so far this year, and believe we are both well positioned to capitalize upon future growth opportunities and weather any economic challenges that may present themselves.”

“On July 1, 2025, subsequent to the end of the quarter, we acquired Bancorp Financial, Inc., a $1.4 billion bank holding company headquartered in Oak Brook, Illinois and its subsidiary bank, Evergreen Bank Group. We believe the transaction will add meaningful consumer lending capabilities and enhance the flexibility and profitability of Old Second’s balance sheet.  The additional scale created by the merger and the new product and service offerings offer a tremendous opportunity to deliver great outcomes for our stockholders, customers, employees and communities. We are extremely excited to welcome Evergreen Bank customers and employees to the Old Second team.”

Asset Quality & Earning Assets

Nonperforming loans, comprised of nonaccrual loans plus loans past due 90 days or more and still accruing, totaled $32.2 million at June 30, 2025, $34.8 million at March 31, 2025, and $46.9 million at June 30, 2024. Nonperforming loans, as a percent of total loans, was 0.8% at June 30, 2025, 0.9% at March 31, 2025, and 1.2% at June 30, 2024. The $2.5 million decrease in the second quarter of 2025 for nonperforming loans is driven by nonaccrual loans outflows of $6.6 million primarily due to one relationship that was transferred to OREO, partially offset by inflows of $5.1 million, primarily driven by one commercial real estate – owner occupied relationship. Nonaccrual loan outflows consist of $799,000 of loans paid off, a $5.0 million loan transferred to OREO, $665,000 of partial principal reductions from payments and partial charge-offs on loans, $70,000 of loans fully charged off, and $59,000 of loans upgraded. The net $1.5 million decrease to nonaccrual loans in the second quarter of 2025, compared to the prior linked quarter, was also accompanied by a $1.1 million decrease to loans past due 90 days or more and still accruing.
Total loans were $4.00 billion at June 30, 2025, reflecting an increase of $58.4 million compared to March 31, 2025, and an increase of $22.1 million compared to June 30, 2024. The increase from the prior quarter end as well as year over year was largely driven by the growth in leases, commercial real estate-investor and construction portfolios. Average loans (including loans held-for-sale) for the second quarter of 2025 totaled $3.96 billion, reflecting an increase of $1.6 million from the first quarter of 2025, and an increase of $2.1 million from the second quarter of 2024.
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Available-for-sale securities totaled $1.18 billion at June 30, 2025, compared to $1.15 billion at March 31, 2025 and $1.17 billion at June 30, 2024. The unrealized mark to market loss on securities totaled $54.7 million as of June 30, 2025, compared to $59.7 million as of March 31, 2025, and $82.6 million as of June 30, 2024, due to market interest rate fluctuations as well as changes year over year in the composition of the securities portfolio. During the quarter ended June 30, 2025, we had security purchases of $79.6 million, and security maturities, calls and paydowns of $53.2 million, compared to security purchases of $82.9 million and security maturities, calls and paydowns of $106.3 million during the quarter ended March 31, 2025. During the quarter ended June 30, 2024, we had security purchases of $142.2 million and $139.0 million of maturities, calls, and paydowns. We may continue to buy and sell strategically identified securities as opportunities arise.
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Net Interest Income

Analysis of Average Balances,
Tax Equivalent Income / Expense and Rates
(Dollars in thousands - unaudited)
Quarters Ended
June 30, 2025 March 31, 2025 June 30, 2024
Average Income / Rate Average Income / Rate Average Income / Rate
Balance Expense % Balance Expense % Balance Expense %
Assets
Interest earning deposits with financial institutions $ 166,366 $ 1,784 4.30 $ 97,645 $ 988 4.10 $ 50,740 $ 625 4.95
Securities:
Taxable 1,040,472 9,959 3.84 1,026,233 9,227 3.65 1,016,187 8,552 3.38
Non-taxable (TE)^1^ 149,651 1,556 4.17 155,024 1,595 4.17 163,243 1,636 4.03
Total securities (TE)^1^ 1,190,123 11,515 3.88 1,181,257 10,822 3.72 1,179,430 10,188 3.47
FHLBC and FRBC Stock 19,200 273 5.70 19,441 473 9.87 27,574 584 8.52
Loans and loans held-for-sale^1, 2^ 3,960,650 62,002 6.28 3,959,073 61,626 6.31 3,958,504 62,180 6.32
Total interest earning assets 5,336,339 75,574 5.68 5,257,416 73,909 5.70 5,216,248 73,577 5.67
Cash and due from banks 47,875 - - 52,550 - - 54,286 - -
Allowance for credit losses on loans (41,544) - - (43,543) - - (43,468) - -
Other noninterest earning assets 394,036 - - 407,894 - - 388,392 - -
Total assets $ 5,736,706 $ 5,674,317 $ 5,615,458
Liabilities and Stockholders' Equity
NOW accounts $ 653,334 $ 681 0.42 $ 628,336 $ 629 0.41 $ 570,523 $ 639 0.45
Money market accounts 832,777 3,920 1.89 801,178 3,393 1.72 691,214 2,915 1.70
Savings accounts 938,836 1,005 0.43 940,894 891 0.38 934,161 763 0.33
Time deposits 695,946 4,508 2.60 725,314 4,829 2.70 610,705 4,961 3.27
Interest bearing deposits 3,120,893 10,114 1.30 3,095,722 9,742 1.28 2,806,603 9,278 1.33
Securities sold under repurchase agreements 35,419 56 0.63 34,529 68 0.80 37,430 83 0.89
Other short-term borrowings - - - 1,444 17 4.77 242,912 3,338 5.53
Junior subordinated debentures 25,773 288 4.48 25,773 288 4.53 25,773 288 4.49
Subordinated debentures 59,500 546 3.68 59,478 546 3.72 59,414 546 3.70
Total interest bearing liabilities 3,241,585 11,004 1.36 3,216,946 10,661 1.34 3,172,132 13,533 1.72
Noninterest bearing deposits 1,729,287 - - 1,703,382 - - 1,769,543 - -
Other liabilities 59,580 - - 70,411 - - 68,530 - -
Stockholders' equity 706,254 - - 683,578 - - 605,253 - -
Total liabilities and stockholders' equity $ 5,736,706 $ 5,674,317 $ 5,615,458
Net interest income (GAAP) $ 64,234 $ 62,904 $ 59,690
Net interest margin (GAAP) 4.83 4.85 4.60
Net interest income (TE)^1^ $ 64,570 $ 63,248 $ 60,044
Net interest margin (TE)^1^ 4.85 4.88 4.63
Interest bearing liabilities to earning assets 60.75 % 61.19 % 60.81 %

^1^ Tax equivalent (TE) basis is calculated using a marginal tax rate of 21% in 2025 and 2024. See the discussion entitled “Non-GAAP Presentations” below and the tables beginning on page 17 that provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.

^2^ Interest income from loans is shown on a TE basis, which is a non-GAAP financial measure as discussed in the table on page 17, and includes loan fee income of $366,000 for the second quarter of 2025, loan fee income of $545,000 for the first quarter of 2025, and loan fee expense of $936,000 for the second quarter of 2024. Nonaccrual loans are included in the above stated average balances.

The decreased yield of two basis points on interest earning assets compared to the linked period was primarily driven by a lower yield on FHLBC and FRBC Stock due to less capital stock dividends received during the second quarter of 2025 and repricing within the loan portfolio. Changes in the market interest rate environment impact earning assets at varying intervals depending on the repricing timeline of loans, as well as the securities maturity, paydown and purchase activities.

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The year over year increase of one basis point on interest earning assets was primarily driven by planned turnover in our securities portfolio with many older and lower yielding securities maturing and being replaced with higher yielding investments while maintaining the shorter duration portfolio composition. Average balances of securities available for sale increased $10.7 million in the second quarter of 2025 compared to the prior year like quarter, with a corresponding increase to the tax equivalent yield on the securities available for sale portfolio of 41 basis points year over year primarily due to variable security rate resets. Average balances of loans and loans held for sale increased $2.1 million in the second quarter of 2025 compared to the prior year like quarter, while the tax equivalent yield on loans and loans held for sale decreased four basis points.

Average balances of interest bearing deposit accounts have increased steadily since the first quarter of 2025 through the second quarter of 2025, from $3.10 billion to $3.12 billion, as NOW and money market account average balances increased, while savings and time deposit accounts decreased. We have continued to control the cost of funds over the periods reflected by monitoring market activity as well as allowing previous exception-priced deposits to runoff naturally, which resulted in only a two basis point increase in the cost of interest bearing deposits, from 128 basis points for the quarter ended March 31, 2025, to 130 basis points for the quarter ended June 30, 2025. A 17 basis point increase in money market accounts for the quarter ended June 30, 2025 drove a significant portion of the increase from the prior linked quarter, with a 10 basis point decrease in the cost of time deposits partially offsetting the overall change in the cost of deposits. The cost of interest bearing deposits decreased three basis points for the quarter ended June 30, 2025 from 133 basis points for the quarter ended June 30, 2024. A 67 basis point decrease in the cost of time deposit accounts drove a significant portion of the overall decrease from the prior year like quarter.

Borrowing costs decreased slightly in the second quarter of 2025, compared to the first quarter of 2025, primarily due to the $1.4 million decrease in average other short-term borrowings stemming from a decrease in average daily FHLB advances over the prior linked quarter as the remainder of this borrowing was already paid down in the first quarter of 2025. The decrease of $242.9 million year over year of average FHLB advances was based on daily liquidity needs and was the primary driver of the $3.3 million decrease to interest expense on other short-term borrowings. Subordinated and junior subordinated debt interest expense were essentially flat over each of the periods presented.

Our net interest margin, for both GAAP and TE presentations, showed nominal declines over the prior linked quarter periods, but steady growth over the prior year like quarter presented above. Our net interest margin (GAAP) decreased two basis points to 4.83% for the second quarter of 2025, compared to 4.85% for the first quarter of 2025, but increased 23 basis points compared to 4.60% for the second quarter of 2024. Our net interest margin (TE) decreased three basis points to 4.85% for the second quarter of 2025, compared to 4.88% for the first quarter of 2025, but increased 22 basis points compared to 4.63% for the second quarter of 2024. The decrease in net interest margin for the second quarter of 2025, compared to the prior linked quarter, was driven by market interest rates and one more day in the period with larger interest earning asset balances. The net interest margin increased in the second quarter of 2025, compared to the prior year like quarter, primarily due to higher security yields as well as the decrease in average other short-term borrowings and the corresponding reduction in interest expense. See the discussion entitled “Non-GAAP Presentations” and the tables beginning on page 17 that provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.

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Noninterest Income

June 30, 2025
Noninterest Income Three Months Ended Percent Change From
(Dollars in thousands) June 30, March 31, June 30, March 31, June 30,
2025 **** 2025 **** 2024 **** 2025 **** 2024
Wealth management $ 3,103 $ 3,089 $ 2,779 0.5 11.7
Service charges on deposits 2,788 2,719 2,508 2.5 11.2
Residential mortgage banking revenue
Secondary mortgage fees 84 73 65 15.1 29.2
MSRs mark to market loss (531) (570) (238) 6.8 (123.1)
Mortgage servicing income 472 480 513 (1.7) (8.0)
Net gain on sales of mortgage loans 550 464 468 18.5 17.5
Total residential mortgage banking revenue 575 447 808 28.6 (28.8)
Change in cash surrender value of BOLI 690 498 820 38.6 (15.9)
Death benefit realized on BOLI - - 893 - (100.0)
Card related income 2,716 2,412 2,577 12.6 5.4
Other income 1,026 1,036 742 (1.0) 38.3
Total noninterest income $ 10,898 $ 10,201 $ 11,127 6.8 (2.1)

Noninterest income increased $697,000, or 6.8%, in the second quarter of 2025, compared to the first quarter of 2025, and decreased $229,000, or 2.1%, compared to the second quarter of 2024. The increase from the first quarter of 2025 was primarily driven by a $304,000 increase in card related income and a $192,000 increase in the cash surrender value of BOLI due to changes in market interest rates.

The decrease in noninterest income of $229,000 in the second quarter of 2025, compared to the second quarter of 2024, is primarily due to no death benefits realized on BOLI in 2025, compared to an $893,000 death benefit recorded in the second quarter of 2024. Also contributing to the reduction in noninterest income during the quarter was a $233,000 decrease in residential mortgage banking revenue mainly due to a $293,000 decrease in MSRs mark to market valuations. Partially offsetting the decrease in noninterest income from the prior year like quarter was a $324,000 increase in wealth management income primarily due to growth in advisory fees and estate fees, a $280,000 increase in service charges on deposits, and a $284,000 increase in other income due to growth in commercial swap fee income, as well as a real estate tax refund related to a prior year tax assessment received in the second quarter of 2025 from an OREO property.

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Noninterest Expense

June 30, 2025
Noninterest Expense Three Months Ended Percent Change From
(Dollars in thousands) June 30, March 31, June 30, March 31, June 30,
2025 **** 2025 **** 2024 **** 2025 **** 2024
Salaries $ 19,119 $ 18,804 $ 17,997 1.7 6.2
Officers' incentive 2,921 2,799 1,482 4.4 97.1
Benefits and other 4,910 5,390 3,945 (8.9) 24.5
Total salaries and employee benefits 26,950 26,993 23,424 (0.2) 15.1
Occupancy, furniture and equipment expense 4,477 4,548 3,899 (1.6) 14.8
Computer and data processing 2,692 2,348 2,184 14.7 23.3
FDIC insurance 642 628 616 2.2 4.2
Net teller & bill paying 670 658 578 1.8 15.9
General bank insurance 328 330 312 (0.6) 5.1
Amortization of core deposit intangible asset 1,022 1,037 574 (1.4) 78.0
Advertising expense 320 167 472 91.6 (32.2)
Card related expense 1,489 1,380 1,323 7.9 12.5
Legal fees 388 472 238 (17.8) 63.0
Consulting & management fees 527 426 797 23.7 (33.9)
Other real estate owned expense, net 35 1,873 (87) (98.1) N/M
Other expense 3,879 3,645 3,547 6.4 9.4
Total noninterest expense $ 43,419 $ 44,505 $ 37,877 (2.4) 14.6
Efficiency ratio (GAAP)^1^ 55.99 % 56.46 % 53.29 %
Adjusted efficiency ratio (non-GAAP)^2^ 54.54 % 55.48 % 52.68 %

N/M - Not meaningful.

^1^The efficiency ratio shown in the table above is a GAAP financial measure calculated as noninterest expense, excluding amortization of core deposits and OREO expenses, divided by the sum of net interest income and total noninterest income less net gains or losses on securities, death benefit realized on BOLI, as applicable, and mark to market gains or losses on MSRs.

^2^ The adjusted efficiency ratio shown in the table above is a non-GAAP financial measure calculated as noninterest expense, excluding amortization of core deposits, OREO expenses, and acquisition expenses, net of gain or loss on branch sales, divided by the sum of net interest income on a fully TE basis, total noninterest income less net gains or losses on securities, death benefit realized on BOLI, as applicable, mark to market gains or losses on MSRs, and includes a tax equivalent adjustment on the change in cash surrender value of BOLI. See the discussion entitled “Non-GAAP Presentations” below and the table on page 18 that provides a reconciliation of this non-GAAP financial measure to the most comparable GAAP equivalent.

Noninterest expense for the second quarter of 2025 decreased $1.1 million, or 2.4%, compared to the first quarter of 2025, and increased $5.5 million, or 14.6%, compared to the second quarter of 2024. The decrease in the second quarter of 2025, compared to the first quarter of 2025, was attributable to a $1.8 million decrease in other real estate owned (“OREO”) expense, net, as the second quarter of 2025 reflects a $76,000 gain on the sale of OREO compared to a $236,000 net loss on the sale of OREO properties in the first quarter of 2025, as well as a $297,000 decrease in OREO valuation expenses and a $1.2 million decrease in other OREO expenses due to lower operating costs driven by the sale of a large OREO property in the first quarter of 2025. Partially offsetting the decrease in noninterest expense over the prior linked quarter was a $344,000 increase in computer and data processing due to Bancorp Financial acquisition-related costs, a $153,000 increase in advertising expenses mainly due to advertising and art production costs for a brand awareness campaign,  and a $234,000 increase in other expenses due to filing and printing fees for the annual proxy and for SEC filings related to the Bancorp Financial merger.

The year over year increase in noninterest expense is primarily attributable to a $3.5 million increase in salaries and employee benefits, primarily due to increases in annual base salary rates, officers’ incentives, and restricted stock expense in the second quarter of 2025. Also contributing to the increase was a $578,000 increase in occupancy, furniture and equipment, a $508,000 increase in computer and data processing expenses, a $448,000 increase in core deposit intangible, a $150,000 increase in legal fees, and a $332,000 increase in other expense primarily due to the effect of the FRME branches purchased in December 2024 as well as acquisition-related costs associated with our merger with Bancorp Financial. Partially offsetting the year over year increase was a $152,000 decrease in advertising expense and a $270,000 decrease in consulting & management fees, as the prior year included consulting costs for a compliance item. 7

Earning Assets

June 30, 2025
Loans As of Percent Change From
(Dollars in thousands) June 30, March 31, June 30, March 31, June 30,
2025 2025 2024 2025 **** 2024
Commercial $ 718,927 $ 732,874 $ 809,443 (1.9) (11.2)
Leases 524,513 505,455 452,957 3.8 15.8
Commercial real estate – investor 1,118,782 1,105,440 1,014,345 1.2 10.3
Commercial real estate – owner occupied 652,449 669,964 745,938 (2.6) (12.5)
Construction 251,692 205,839 185,634 22.3 35.6
Residential real estate – investor 50,976 50,103 50,371 1.7 1.2
Residential real estate – owner occupied 220,672 210,239 218,974 5.0 0.8
Multifamily 333,787 341,253 388,743 (2.2) (14.1)
HELOC 111,265 104,575 99,037 6.4 12.3
Other^1^ 15,604 14,490 11,153 7.7 39.9
Total loans $ 3,998,667 $ 3,940,232 $ 3,976,595 1.5 0.6

^1^Other class includes consumer loans and overdrafts.

Total loans increased by $58.4 million at June 30, 2025, compared to March 31, 2025, and increased $22.1 million for the year over year period. The increase in total loans in the second quarter of 2025 compared to the prior linked quarter was due to increased originations, net of paydowns, over the second quarter, primarily in leases for $19.1 million, commercial real estate – investor for $13.3 million, and construction loans for $45.9 million. The increases are partially offset by decreases in commercial for $13.9 million, commercial real estate – owner occupied for $17.5 million, and multifamily for $7.5 million. The year over year growth in loans is primarily due to originations, net of paydowns, in leases for $71.6 million, commercial real estate – investor of $104.4 million, and construction for $66.1 million, partially offset by decreases, net of originations, in commercial for $90.5 million, commercial real estate – owner occupied for $93.5 million, and multifamily for $55.0 million. Increases were noted in the leases segment in the second quarter of 2025 compared to the prior linked quarter and compared to the prior year like period primarily due to growth within the equipment finance product over the past year. Construction equipment continues to be the largest part of our lease portfolio, followed by vocational equipment (mounted equipment on a truck) such as: dump trucks, ready mix trucks, and bucket trucks. The largest increase in the last year is in our special vehicle vertical which includes tow trucks, school buses, motor coaches, and livery equipment.

June 30, 2025
Securities As of Percent Change From
(Dollars in thousands) June 30, March 31, June 30, March 31, June 30,
**** 2025 **** 2025 **** 2024 2025 **** 2024
Securities available-for-sale, at fair value
U.S. Treasury $ 190,446 $ 160,191 $ 191,274 18.9 (0.4)
U.S. government agencies 38,141 38,047 37,298 0.2 2.3
U.S. government agency mortgage-backed 96,083 98,929 96,872 (2.9) (0.8)
States and political subdivisions 208,814 209,117 220,265 (0.1) (5.2)
Collateralized mortgage obligations 395,014 390,891 386,055 1.1 2.3
Asset-backed securities 48,119 49,701 64,877 (3.2) (25.8)
Collateralized loan obligations 201,071 199,845 177,020 0.6 13.6
Total securities available-for-sale $ 1,177,688 $ 1,146,721 $ 1,173,661 2.7 0.3

Our securities available-for-sale portfolio totaled $1.18 billion as of June 30, 2025, reflecting an increase of $31.0 million from March 31, 2025, and an increase of $4.0 million since June 30, 2024. The portfolio’s increase in the second quarter of 2025, compared to the prior quarter-end, was due to $79.6 million in purchases and a $5.0 million reduction in unrealized losses, partially offset by $53.2 million in maturities, calls, and paydowns. Net unrealized losses at June 30, 2025 were $54.7 million, compared to $59.7 million at March 31, 2025 and $82.6 million at June 30, 2024. The year over year decrease in net unrealized losses is due to changes in the market interest rate environment as well as the impact of matured securities being replaced with higher yielding short duration investments. The portfolio continues to consist of high quality fixed-rate and floating-rate securities, with more than 99% of publicly issued securities rated AA or better. 8

Asset Quality

June 30, 2025
Nonperforming assets As of Percent Change From
(Dollars in thousands) June 30, March 31, June 30, March 31, June 30,
2025 **** 2025 **** 2024 **** 2025 2024
Nonaccrual loans $ 31,902 $ 33,394 $ 41,957 (4.5) (24.0)
Loans past due 90 days or more and still accruing interest 345 1,397 4,909 (75.3) (93.0)
Total nonperforming loans 32,247 34,791 46,866 (7.3) (31.2)
Other real estate owned 6,486 2,878 6,920 125.4 (6.3)
Repossessed Assets ^(1)^ 234 484 - (51.7) N/M
Total nonperforming assets $ 38,967 $ 38,153 $ 53,786 2.1 (27.6)
30-89 days past due loans and still accruing interest $ 14,652 $ 21,951 $ 16,728
Nonaccrual loans to total loans 0.8 % 0.8 % 1.1 %
Nonperforming loans to total loans 0.8 % 0.9 % 1.2 %
Nonperforming assets to total loans plus OREO and repossessed assets 1.0 % 1.0 % 1.4 %
Purchased credit-deteriorated loans to total loans 0.2 % 0.3 % 0.8 %
Allowance for credit losses $ 42,990 $ 41,551 $ 42,269
Allowance for credit losses to total loans 1.1 % 1.1 % 1.1 %
Allowance for credit losses to nonaccrual loans 134.8 % 124.4 % 100.7 %

N/M - Not meaningful.

^1^Repossessed assets are reported in other assets.

Nonperforming loans consist of nonaccrual loans and loans 90 days or more past due and still accruing interest. Purchased credit-deteriorated (“PCD”) loans acquired in our acquisitions of West Suburban and ABC Bank totaled $9.2 million, net of purchase accounting adjustments, at June 30, 2025. No PCD loans were acquired with our FRME branch acquisition. PCD loans that meet the definition of nonperforming loans are included in our nonperforming disclosures.

The following table shows classified loans by segment, which include nonaccrual loans, PCD loans if the risk rating so indicates, and all other loans considered substandard, for the following periods.

June 30, 2025
Classified loans As of Percent Change From
(Dollars in thousands) June 30, March 31, June 30, March 31, June 30,
**** 2025 **** 2025 **** 2024 2025 **** 2024
Commercial $ 23,354 $ 20,807 $ 19,142 12.2 22.0
Leases 1,346 848 284 58.7 373.9
Commercial real estate – investor 14,752 14,299 36,939 3.2 (60.1)
Commercial real estate – owner occupied 51,335 26,818 48,387 91.4 6.1
Construction 1,624 18,201 5,740 (91.1) (71.7)
Residential real estate – investor 1,201 1,283 1,343 (6.4) (10.6)
Residential real estate – owner occupied 1,707 1,759 2,734 (3.0) (37.6)
Multifamily 1,099 332 6,810 231.0 (83.9)
HELOC 1,180 686 1,025 72.0 15.1
Other^1^ 22 10 1 120.0 N/M
Total classified loans $ 97,620 $ 85,043 $ 122,405 14.8 (20.2)

N/M - Not meaningful.

^1^Other class includes consumer loans and overdrafts.

​ 9

Classified loans as of June 30, 2025 increased by $12.6 million from March 31, 2025, and decreased by $24.8 million from June 30, 2024. The net increase from the first quarter of 2025 was primarily driven by inflows of $35.4 million, mostly driven by one large commercial real estate – owner occupied downgrade. The increase of classified loans in the second quarter of 2025 were offset by $22.8 million of outflows, which consist of $10.1 million of paid off loans, $6.2 million of loans upgraded, $5.0 million transferred into OREO, $1.5 million of principal reductions from payments and partial charge-offs, and $70,000 of full loan charge-offs. Remediation work continues on these credits, with the goal of cash flow improvements with increased tenancy.

Allowance for Credit Losses on Loans and Unfunded Commitments

At June 30, 2025, our allowance for credit losses (“ACL”) on loans totaled $43.0 million, and our ACL on unfunded commitments, included in other liabilities, totaled $2.3 million. In the second quarter of 2025, we recorded provision expense of $2.5 million based on historical loss rate updates, our assessment of nonperforming loan metrics and trends, as well as estimated future credit losses. The second quarter of 2025 provision expense consisted of a $2.2 million provision for credit losses on loans, and a $277,000 provision for credit losses on unfunded commitments. The increase in ACL on unfunded commitments was primarily due to an adjustment to historical benchmark assumptions, such as funding rates and the period used to forecast those rates, within the ACL calculation. We recorded net charge-offs of $785,000 in the second quarter of 2025, primarily within the commercial portfolio. The first quarter of 2025 provision expense of $2.4 million consisted of a $2.3 million provision for credit losses on loans, and $115,000 provision for credit losses on unfunded commitments. We recorded net charge-offs of $4.4 million in the first quarter of 2025. In the second quarter of 2024, we recorded a provision expense of $3.8 million, which consisted of a $3.9 million provision for credit losses on loans and a $199,000 reversal of provision for credit losses on unfunded commitments. We recorded net charge-offs of $5.8 million in the second quarter of 2024. Our ACL on loans to total loans was 1.1% as of June 30, 2025, March 31, 2025, and June 30, 2024.

The ACL on unfunded commitments totaled $2.3 million as of June 30, 2025, $2.0 million as of March 31, 2025, and $2.5 million as of June 30, 2024.

Net Charge-off Summary

Loan charge–offs, net of recoveries Quarters Ended
(Dollars in thousands) June 30, % of March 31, % of June 30, % of
2025 Total ^2^ 2025 Total ^2^ 2024 Total ^2^
Commercial $ 1,093 139.2 $ 3,414 78.4 $ (19) (0.3)
Leases (3) (0.4) 93 2.1 81 1.4
Commercial real estate – Investor (14) (1.8) (14) (0.3) 4,560 78.7
Commercial real estate – Owner occupied (1) (0.1) 39 0.9 1,162 20.1
Construction (337) (42.9) 821 18.9 - -
Residential real estate – Investor (2) (0.3) (2) - (3) (0.1)
Residential real estate – Owner occupied (8) (1.0) (30) (0.7) (9) (0.2)
HELOC (10) (1.3) (12) (0.3) (15) (0.3)
Other^1^ 67 8.6 44 1.0 37 0.7
Net charge–offs / (recoveries) $ 785 100.0 $ 4,353 100.0 $ 5,794 100.0

^1^Other class includes consumer loans and overdrafts.

^2^^^Represents the percentage of net charge-offs attributable to each category of loans.

Gross charge-offs for the second quarter of 2025 were $1.2 million, compared to $4.5 million for the first quarter of 2025 and $6.0 million for the second quarter of 2024. Gross recoveries were $447,000 for the second quarter of 2025, compared to $176,000 for the first quarter of 2025, and $217,000 for the second quarter of 2024. Continued recoveries are indicative of the ongoing aggressive efforts by management to effectively manage and resolve prior charge-offs, however, recoveries cannot be forecasted or expected at the same pace in the future.

​ 10

Deposits

Total deposits were $4.80 billion at June 30, 2025, a decrease of $54.4 million, or 1.1%, compared to $4.85 billion at March 31, 2025, primarily due to decreases in savings accounts of $23.2 million, NOW accounts of $11.8 million, demand deposits of $9.6 million and time deposits of $10.4 million. The bulk of the linked quarter decline occurred in June.

Total quarterly average deposits for the year over year period increased $274.0 million, or 6.0%, driven by an increase in average time deposits of $85.2 million,  NOW and money markets combined of $224.4 million, and savings accounts of $4.7 million, partially offset by decreases in our average demand deposits of $40.3 million. The overall increase in quarterly average deposits for the year over year period was due to the acquisition of FRME branches in December 2024.  During the second quarter of 2025, newly assumed FRME time deposits experienced run-off, but at a slower rate than the prior quarter.  Additionally, our legacy portfolio also experienced run-off from rate sensitive deposits and seasonality from tax payments.

Borrowings

As of June 30, 2025, and March 31, 2025, we had no other short-term borrowings, compared to $330.0 million as of June 30, 2024, all of which were short-term FHLB advances. The large decrease in short-term FHLB advances is due to an influx of cash resulting from the acquisition of the five FRME branches on December 6, 2024, which allowed us to utilize the purchased deposits for lower cost funding.

Non-GAAP Presentations

Management has disclosed in this earnings release certain non-GAAP financial measures to evaluate and measure our performance, including the presentation of adjusted net income, net interest income and net interest margin on a fully taxable equivalent basis, and our efficiency ratio calculations on a taxable equivalent basis. The net interest margin fully taxable equivalent is calculated by dividing net interest income on a tax equivalent basis by average earning assets for the period. Consistent with industry practice, management has disclosed the efficiency ratio including and excluding certain items, which is discussed in the noninterest expense presentation on page 7.

We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe these measures provide investors with information regarding balance sheet profitability, and we believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing, and comparing past, present and future periods.

These non-GAAP financial measures should not be considered as a substitute for GAAP financial measures, and we strongly encourage investors to review the GAAP financial measures included in this earnings release and not to place undue reliance upon any single financial measure. In addition, because non-GAAP financial measures are not standardized, it may not be possible to compare the non-GAAP financial measures presented in this earnings release with other companies’ non-GAAP financial measures having the same or similar names. The tables beginning on page 17 provide a reconciliation of each non-GAAP financial measure to the most comparable GAAP equivalent.

​ 11

Cautionary Note Regarding Forward-Looking Statements

**** This earnings release and statements by our management may contain forward-looking statements within the Private Securities Litigation Reform Act of 1995. Forward looking statements can be identified by words such as “should,” “anticipate,” “expect,” “estimate,” “intend,” “believe,” “may,” “likely,” “will,” “forecast,” “project,” “looking forward,” “optimistic,” “hopeful,” “potential,” “progress,” “prospect,” “remain,” “deliver,” “continue,” “trend,” “momentum,” “remainder,” “beyond,” “build,” “and “near” or other statements that indicate future periods, such as “positioning” or “integration”. Examples of forward-looking statements include, but are not limited to, statements regarding the economic outlook, balance sheet growth, building capital, and statements regarding the anticipated strategic and financial benefits of the merger with Bancorp Financial, including integration progress and competitive positioning. Such forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. 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, (1) the strength of the United States economy in general and the strength of the local economies in which we conduct our operations may be different than expected; (2) the rate of delinquencies and amounts of charge-offs, the level of allowance for credit loss, the rates of loan growth, or adverse changes in asset quality in our loan portfolio, which may result in increased credit risk-related losses and expenses; (3) changes in legislation, regulation, policies, or administrative practices, whether by judicial, governmental, or legislative action; (4) risks related to pending or future acquisitions, if any, including execution and integration risks; (5) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) could have a negative impact on us; (6) changes in interest rates, which has and may continue to affect our deposit and funding costs, net income, prepayment penalty income, mortgage banking income, and other future cash flows, or the market value of our assets, including our investment securities; (7) elevated inflation which causes adverse risk to the overall economy, and could indirectly pose challenges to our clients and to our business; and (8) the adverse effects of events beyond our control that may have a destabilizing effect on financial markets and the economy, such as trade disputes, epidemics and pandemics, war or terrorist activities, essential utility outages, deterioration in the global economy, instability in the credit markets, disruptions in our customers’ supply chains or disruption in transportation, and disruptions caused from widespread cybersecurity incidents. Additional risks and uncertainties are contained in the “Risk Factors” and forward-looking statements disclosure in our most recent Annual Report on Form 10-K, and Quarterly Reports on Form 10-Q. The inclusion of this forward-looking information should not be construed as a representation by us or any person that future events, plans, or expectations contemplated by us will be achieved. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Conference Call

We will host a call on Thursday, July 24, 2025, at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) to discuss our second quarter 2025 financial results. Investors may listen to our call via telephone by dialing 888-506-0062, using Entry Code: 566890. Investors should call into the dial-in number set forth above at least 10 minutes prior to the scheduled start of the call.

A replay of the call will be available until 10:00 a.m. Eastern Time (9:00 a.m. Central Time) on July 31, 2025, by dialing 877-481-4010, using Conference ID: 52648. 12

Old Second Bancorp, Inc. and Subsidiaries

Consolidated Balance Sheets

(In thousands)

(unaudited)
June 30, December 31,
**** 2025 2024
Assets
Cash and due from banks $ 63,484 $ 52,175
Interest earning deposits with financial institutions 78,283 47,154
Cash and cash equivalents 141,767 99,329
Securities available-for-sale, at fair value 1,177,688 1,161,701
Federal Home Loan Bank Chicago (“FHLBC”) and Federal Reserve Bank Chicago (“FRBC”) stock 19,087 19,441
Loans held-for-sale 3,235 1,556
Loans 3,998,667 3,981,336
Less: allowance for credit losses on loans 42,990 43,619
Net loans 3,955,677 3,937,717
Premises and equipment, net 85,702 87,311
Other real estate owned 6,486 21,617
Mortgage servicing rights, at fair value 9,680 10,374
Goodwill 93,232 93,260
Core deposit intangible 19,972 22,031
Bank-owned life insurance (“BOLI”) 114,399 112,751
Deferred tax assets, net 20,395 26,619
Other assets 53,974 55,670
Total assets $ 5,701,294 $ 5,649,377
Liabilities
Deposits:
Noninterest bearing demand $ 1,704,083 $ 1,704,920
Interest bearing:
Savings, NOW, and money market 2,400,235 2,315,134
Time 694,121 748,677
Total deposits 4,798,439 4,768,731
Securities sold under repurchase agreements 47,252 36,657
Other short-term borrowings - 20,000
Junior subordinated debentures 25,774 25,773
Subordinated debentures 59,510 59,467
Other liabilities 51,670 67,715
Total liabilities 4,982,645 4,978,343
Stockholders’ Equity
Common stock 45,094 44,908
Additional paid-in capital 206,207 205,284
Retained earnings 505,419 469,165
Accumulated other comprehensive loss, net (37,426) (47,748)
Treasury stock (645) (575)
Total stockholders’ equity 718,649 671,034
Total liabilities and stockholders’ equity $ 5,701,294 $ 5,649,377

​ 13

Old Second Bancorp, Inc. and Subsidiaries

Consolidated Statements of Income

(In thousands, except share data)

(unaudited) (unaudited)
Three Months Ended June 30, Six Months Ended June 30,
**** 2025 **** 2024 **** 2025 **** 2024
Interest and dividend income
Loans, including fees $ 61,954 $ 62,151 $ 123,549 $ 124,824
Loans held-for-sale 39 19 61 33
Securities:
Taxable 9,959 8,552 19,186 16,644
Tax exempt 1,229 1,292 2,489 2,598
Dividends from FHLBC and FRBC stock 273 584 746 1,219
Interest bearing deposits with financial institutions 1,784 625 2,772 1,235
Total interest and dividend income 75,238 73,223 148,803 146,553
Interest expense
Savings, NOW, and money market deposits 5,606 4,317 10,519 8,354
Time deposits 4,508 4,961 9,337 9,002
Securities sold under repurchase agreements 56 83 124 169
Other short-term borrowings - 3,338 17 7,895
Junior subordinated debentures 288 288 576 568
Subordinated debentures 546 546 1,092 1,092
Total interest expense 11,004 13,533 21,665 27,080
Net interest and dividend income 64,234 59,690 127,138 119,473
Provision for credit losses 2,500 3,750 4,900 7,250
Net interest and dividend income after provision for credit losses 61,734 55,940 122,238 112,223
Noninterest income
Wealth management 3,103 2,779 6,192 5,340
Service charges on deposits 2,788 2,508 5,507 4,923
Secondary mortgage fees 84 65 157 115
Mortgage servicing rights mark to market loss (531) (238) (1,101) (144)
Mortgage servicing income 472 513 952 1,001
Net gain on sales of mortgage loans 550 468 1,014 782
Securities gains, net - - - 1
Change in cash surrender value of BOLI 690 820 1,188 1,992
Death benefit realized on BOLI - 893 - 893
Card related income 2,716 2,577 5,128 4,953
Other income 1,026 742 2,062 1,772
Total noninterest income 10,898 11,127 21,099 21,628
Noninterest expense
Salaries and employee benefits 26,950 23,424 53,943 47,736
Occupancy, furniture and equipment 4,477 3,899 9,025 7,826
Computer and data processing 2,692 2,184 5,040 4,439
FDIC insurance 642 616 1,270 1,283
Net teller & bill paying 670 578 1,328 1,099
General bank insurance 328 312 658 621
Amortization of core deposit intangible 1,022 574 2,059 1,154
Advertising expense 320 472 487 664
Card related expense 1,489 1,323 2,869 2,600
Legal fees 388 238 860 464
Consulting & management fees 527 797 953 1,133
Other real estate expense, net 35 (87) 1,908 (41)
Other expense 3,879 3,547 7,524 7,140
Total noninterest expense 43,419 37,877 87,924 76,118
Income before income taxes 29,213 29,190 55,413 57,733
Provision for income taxes 7,391 7,299 13,761 14,530
Net income $ 21,822 $ 21,891 $ 41,652 $ 43,203
Basic earnings per share $ 0.49 $ 0.48 $ 0.93 $ 0.96
Diluted earnings per share 0.48 0.48 0.91 0.95
Dividends declared per share 0.06 0.05 0.12 0.10

Ending common shares outstanding 45,056,183 44,849,591 45,056,183 44,849,591
Weighted-average basic shares outstanding 45,053,650 44,846,848 45,010,925 44,802,704
Weighted-average diluted shares outstanding 45,839,465 45,682,239 45,780,612 45,603,062

​ 14

Old Second Bancorp, Inc. and Subsidiaries

Quarterly Consolidated Average Balance

(In thousands, unaudited)

2025 2024
Assets **** 2nd Qtr **** 1st Qtr **** 4th Qtr 3rd Qtr **** 2nd Qtr 1st Qtr
Cash and due from banks $ 47,875 $ 52,550 $ 54,340 $ 54,279 $ 54,286 $ 54,533
Interest earning deposits with financial institutions 166,366 97,645 49,757 48,227 50,740 48,088
Cash and cash equivalents 214,241 150,195 104,097 102,506 105,026 102,621
Securities available-for-sale, at fair value 1,190,123 1,181,257 1,180,024 1,173,948 1,179,430 1,182,888
FHLBC and FRBC stock 19,200 19,441 27,493 30,268 27,574 31,800
Loans held-for-sale 2,375 1,343 2,027 1,557 1,050 746
Loans 3,958,275 3,957,730 4,001,014 3,965,160 3,957,454 4,018,631
Less: allowance for credit losses on loans 41,544 43,543 45,040 42,683 43,468 44,295
Net loans 3,916,731 3,914,187 3,955,974 3,922,477 3,913,986 3,974,336
Premises and equipment, net 87,081 87,709 84,364 82,977 82,332 80,493
Other real estate owned 2,099 13,388 20,136 7,471 4,657 5,123
Mortgage servicing rights, at fair value 9,856 10,211 10,060 10,137 10,754 10,455
Goodwill 93,232 93,253 88,320 86,477 86,477 86,477
Core deposit intangible 20,462 21,490 12,799 9,768 10,340 10,913
Bank-owned life insurance ("BOLI") 113,326 112,848 112,243 110,901 110,440 109,867
Deferred tax assets, net 23,549 25,489 23,549 25,666 32,969 31,323
Other assets 44,431 43,506 43,572 50,989 50,423 49,681
Total other assets 394,036 407,894 395,043 384,386 388,392 384,332
Total assets $ 5,736,706 $ 5,674,317 $ 5,664,658 $ 5,615,142 $ 5,615,458 $ 5,676,723
Liabilities
Deposits:
Noninterest bearing demand $ 1,729,287 $ 1,703,382 $ 1,712,106 $ 1,691,450 $ 1,769,543 $ 1,819,476
Interest bearing:
Savings, NOW, and money market 2,424,947 2,370,408 2,195,608 2,142,307 2,195,898 2,202,485
Time 695,946 725,314 692,001 651,663 610,705 558,463
Total deposits 4,850,180 4,799,104 4,599,715 4,485,420 4,576,146 4,580,424
Securities sold under repurchase agreements 35,419 34,529 39,982 45,420 37,430 30,061
Other short-term borrowings - 1,444 204,783 305,489 242,912 332,198
Junior subordinated debentures 25,773 25,773 25,773 25,773 25,773 25,773
Subordinated debentures 59,500 59,478 59,457 59,436 59,414 59,393
Other liabilities 59,580 70,411 67,067 54,453 68,530 60,024
Total liabilities 5,030,452 4,990,739 4,996,777 4,975,991 5,010,205 5,087,873
Stockholders' equity
Common stock 45,094 45,028 44,908 44,908 44,908 44,787
Additional paid-in capital 205,706 205,433 205,356 204,558 203,654 202,688
Retained earnings 497,224 479,011 462,631 443,435 424,262 405,201
Accumulated other comprehensive loss (41,080) (44,853) (44,251) (52,907) (66,682) (63,365)
Treasury stock (690) (1,041) (763) (843) (889) (461)
Total stockholders' equity 706,254 683,578 667,881 639,151 605,253 588,850
Total liabilities and stockholders' equity $ 5,736,706 $ 5,674,317 $ 5,664,658 $ 5,615,142 $ 5,615,458 $ 5,676,723
Total Earning Assets $ 5,336,339 $ 5,257,416 $ 5,260,315 $ 5,219,160 $ 5,216,248 $ 5,282,153
Total Interest Bearing Liabilities 3,241,585 3,216,946 3,217,604 3,230,088 3,172,132 3,208,373

​ 15

Old Second Bancorp, Inc. and Subsidiaries

Quarterly Consolidated Statements of Income

(In thousands, except per share data, unaudited)

2025 2024
2nd Qtr **** 1st Qtr **** 4th Qtr 3rd Qtr **** 2nd Qtr 1st Qtr
Interest and Dividend Income
Loans, including fees $ 61,954 $ 61,595 $ 63,967 $ 64,528 $ 62,151 $ 62,673
Loans held-for-sale 39 22 34 27 19 14
Securities:
Taxable 9,959 9,227 8,899 9,113 8,552 8,092
Tax exempt 1,229 1,260 1,275 1,291 1,292 1,306
Dividends from FHLB and FRBC stock 273 473 562 497 584 635
Interest bearing deposits with financial institutions 1,784 988 542 616 625 610
Total interest and dividend income 75,238 73,565 75,279 76,072 73,223 73,330
Interest Expense
Savings, NOW, and money market deposits 5,606 4,913 4,652 4,860 4,317 4,037
Time deposits 4,508 4,829 5,606 5,539 4,961 4,041
Securities sold under repurchase agreements 56 68 75 93 83 86
Other short-term borrowings - 17 2,527 4,185 3,338 4,557
Junior subordinated debentures 288 288 289 270 288 280
Subordinated debentures 546 546 546 547 546 546
Total interest expense 11,004 10,661 13,695 15,494 13,533 13,547
Net interest and dividend income 64,234 62,904 61,584 60,578 59,690 59,783
Provision for credit losses 2,500 2,400 3,500 2,000 3,750 3,500
Net interest and dividend income after provision for credit losses 61,734 60,504 58,084 58,578 55,940 56,283
Noninterest Income
Wealth management 3,103 3,089 3,299 2,787 2,779 2,561
Service charges on deposits 2,788 2,719 2,657 2,646 2,508 2,415
Secondary mortgage fees 84 73 88 84 65 50
Mortgage servicing rights mark to market (loss) gain (531) (570) 385 (964) (238) 94
Mortgage servicing income 472 480 475 466 513 488
Net gain on sales of mortgage loans 550 464 516 507 468 314
Securities (losses) gains, net - - - (1) - 1
Change in cash surrender value of BOLI 690 498 767 860 820 1,172
Death benefit realized on BOLI - - - 12 893 -
Card related income 2,716 2,412 2,572 2,589 2,577 2,376
Other income 1,026 1,036 851 1,595 742 1,030
Total noninterest income 10,898 10,201 11,610 10,581 11,127 10,501
Noninterest Expense
Salaries and employee benefits 26,950 26,993 25,613 24,676 23,424 24,312
Occupancy, furniture and equipment 4,477 4,548 4,457 3,876 3,899 3,927
Computer and data processing 2,692 2,348 2,659 2,375 2,184 2,255
FDIC insurance 642 628 628 632 616 667
Net teller & bill paying 670 658 575 570 578 521
General bank insurance 328 330 327 320 312 309
Amortization of core deposit intangible 1,022 1,037 716 570 574 580
Advertising expense 320 167 280 299 472 192
Card related expense 1,489 1,380 1,497 1,458 1,323 1,277
Legal fees 388 472 660 202 238 226
Consulting & management fees 527 426 883 480 797 336
Other real estate expense, net 35 1,873 2,019 242 (87) 46
Other expense 3,879 3,645 4,008 3,608 3,547 3,593
Total noninterest expense 43,419 44,505 44,322 39,308 37,877 38,241
Income before income taxes 29,213 26,200 25,372 29,851 29,190 28,543
Provision for income taxes 7,391 6,370 6,262 6,900 7,299 7,231
Net income $ 21,822 $ 19,830 $ 19,110 $ 22,951 $ 21,891 $ 21,312
Basic earnings per share (GAAP) $ 0.49 $ 0.44 $ 0.42 $ 0.52 $ 0.48 $ 0.48
Diluted earnings per share (GAAP) 0.48 0.43 0.42 0.50 0.48 0.47
Dividends paid per share 0.06 0.06 0.06 0.05 0.05 0.05

​ 16

Reconciliation of Non-GAAP Financial Measures

The tables below provide a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure for the periods indicated. Dollar amounts below in thousands:

Quarters Ended
June 30, March 31, June 30,
2025 **** 2025 2024
Net Income
Income before income taxes (GAAP) $ 29,213 $ 26,200 $ 29,190
Pre-tax income adjustments:
Death benefit related to BOLI - - (893)
MSR losses 531 570 238
Merger related costs, net of losses/(gains) on branch sales 810 454 -
Adjusted net income before taxes 30,554 27,224 28,535
Taxes on adjusted net income 7,730 6,619 7,359
Adjusted net income (non-GAAP) $ 22,824 $ 20,605 $ 21,176
Basic earnings per share (GAAP) $ 0.49 $ 0.44 $ 0.48
Diluted earnings per share (GAAP) 0.48 0.43 0.48
Adjusted basic earnings per share (non-GAAP) 0.50 0.46 0.46
Adjusted diluted earnings per share (non-GAAP) 0.50 0.45 0.46

Quarters Ended
June 30, March 31, June 30,
2025 **** 2025 2024
Net Interest Margin
Interest income (GAAP) $ 75,238 $ 73,565 $ 73,223
Taxable-equivalent adjustment:
Loans 9 9 10
Securities 327 335 344
Interest income (TE) 75,574 73,909 73,577
Interest expense (GAAP) 11,004 10,661 13,533
Net interest income (TE) $ 64,570 $ 63,248 $ 60,044
Net interest income (GAAP) $ 64,234 $ 62,904 $ 59,690
Average interest earning assets $ 5,336,339 $ 5,257,416 $ 5,216,248
Net interest margin (TE) 4.85 % 4.88 % 4.63 %
Net interest margin (GAAP) 4.83 % 4.85 % 4.60 %

​ 17

GAAP Non-GAAP
Three Months Ended Three Months Ended
June 30, March 31, June 30, June 30, March 31, June 30,
2025 2025 2024 2025 2025 2024
Efficiency Ratio / Adjusted Efficiency Ratio
Noninterest expense $ 43,419 $ 44,505 $ 37,877 $ 43,419 $ 44,505 $ 37,877
Less amortization of core deposit 1,022 1,037 574 1,022 1,037 574
Less other real estate expense, net 35 1,873 (87) 35 1,873 (87)
Less merger related costs, net of losses on branch sales N/A N/A N/A 810 454 -
Noninterest expense less adjustments $ 42,362 $ 41,595 $ 37,390 $ 41,552 $ 41,141 $ 37,390
Net interest income $ 64,234 $ 62,904 $ 59,690 $ 64,234 $ 62,904 $ 59,690
Taxable-equivalent adjustment:
Loans N/A N/A N/A 9 9 10
Securities N/A N/A N/A 327 335 344
Net interest income including adjustments 64,234 62,904 59,690 64,570 63,248 60,044
Noninterest income 10,898 10,201 11,127 10,898 10,201 11,127
Less death benefit related to BOLI - - 893 - - 893
Less MSRs mark to market losses (531) (570) (238) (531) (570) (238)
Taxable-equivalent adjustment:
Change in cash surrender value of BOLI N/A N/A N/A 184 132 456
Noninterest income including adjustments 11,429 10,771 10,472 11,613 10,903 10,928
Net interest income including adjustments plus noninterest income including adjustments $ 75,663 $ 73,675 $ 70,162 $ 76,183 $ 74,151 $ 70,972
Efficiency ratio / Adjusted efficiency ratio 55.99 % 56.46 % 53.29 % 54.54 % 55.48 % 52.68 %

N/A - Not applicable.

Quarters Ended
June 30, March 31, June 30,
2025 2025 2024
Return on Average Tangible Common Equity Ratio
Net income (GAAP) $ 21,822 $ 19,830 $ 21,891
Income before income taxes (GAAP) $ 29,213 $ 26,200 $ 29,190
Pre-tax income adjustments:
Amortization of core deposit intangibles 1,022 1,037 574
Net income, excluding intangibles amortization, before taxes 30,235 27,237 29,764
Taxes on net income, excluding intangible amortization, before taxes 7,650 6,622 7,443
Net income, excluding intangibles amortization (non-GAAP) $ 22,585 $ 20,615 $ 22,321
Total Average Common Equity $ 706,254 683,578 $ 605,253
Less Average goodwill and intangible assets 113,694 114,743 96,817
Average tangible common equity (non-GAAP) $ 592,560 $ 568,835 $ 508,436
Return on average common equity (GAAP) 12.39 % 11.76 % 14.55 %
Return on average tangible common equity (non-GAAP) 15.29 % 14.70 % 17.66 %

​ 18

1<br>Loan Portfolio Disclosures<br>AS OF JUNE 30, 2025<br>Exhibit 99.2
2<br>Portfolio Segment Outstanding Classified Allowance<br>Commercial (incl. Leases) $1,243 $25 0.76%<br>Commercial Real Estate Investor $1,119 $15 1.51%<br>Commercial Real Estate Owner Occ. $652 $51 1.19%<br>Construction $252 $2 1.14%<br>Residential Real Estate $272 $3 0.92%<br>Multifamily $334 $1 0.51%<br>HELOC $111 $1 1.59%<br>Other $16 - 0.33%<br>Total $3,999 $98 1.08%<br>Construction<br>7%<br>Commercial RE<br>Investor<br>28%<br>Commercial RE<br>Owner Occ.<br>16%<br>Commercial<br>(inc. Leases)<br>31%<br>Multifamily<br>8%<br>Residential Real<br>Estate<br>7%<br>HELOC<br>3%<br>Loan Portfolio Composition (in millions)<br>Q2 2025 Loan Portfolio Disclosures<br>Total Loans and Allowance for Credit Losses Trend (in millions)<br>$4,043 $3,969 $3,977 $3,991 $3,981 $3,940 $3,999<br>$44 $44 $42 $44 $44 $42 $43<br> $25<br> $30<br> $35<br> $40<br> $45<br> $3,500<br> $3,600<br> $3,700<br> $3,800<br> $3,900<br> $4,000<br> $4,100<br>12/31/2023 3/31/2024 6/30/2024 9/30/2024 12/31/2024 3/31/2025 6/30/2025<br>Total Loans ACL
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3<br>Criticized Loans (in millions)<br>0.00%<br>1.00%<br>2.00%<br>3.00%<br>4.00%<br>5.00%<br>6.00%<br>7.00%<br>8.00%<br> $-<br> $50<br> $100<br> $150<br> $200<br> $250<br> $300<br> $350<br>9/30/21 12/31/21 3/31/22 6/30/22 9/30/22 12/31/22 3/31/23 6/30/23 9/30/23 12/31/23 3/31/24 6/30/24 9/30/24 12/31/24 3/31/25 6/30/25<br>Office CRE Healthcare Other Criticized Loans/ Total Loans<br>Q2 2025 Loan Portfolio Disclosures<br>$3,603 $6,920 $8,202<br>$2,256 $1,802 $4,988<br>$1,519<br>$19,361<br>$1,076<br>$1,498<br> $-<br> $5,000<br> $10,000<br> $15,000<br> $20,000<br> $25,000<br>3/31/24 6/30/24 9/30/24 12/31/24 3/31/25 6/30/25<br>OREO OREO Under Contract<br>OREO (in thousands)
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4<br>Loan Portfolio Composition by Origination (in millions)<br>Maturity of Fixed-Rate CRE loans by quarter (in millions)<br>Purchased Portfolio Segment Outstanding SNC Classified<br>Multifamily $72 - -<br>Construction $68 - $7<br>Manufacturing C&I $66 - -<br>Industrial CRE $37 $28 -<br>Office CRE $29 - $2<br>Mixed Use CRE $12 - -<br>Arts, Entertainment C&I $10 $10 -<br>Other (under $10 million) $20 - -<br>Total Purchased $314 $38 $9<br>Organic<br>92% Purchased<br>8%<br>$30 $25 $36 $39 $42<br>$66 $21 $46 $35<br>$7<br>$23<br>$36<br>$13<br>$10 $4<br>$6<br>$26<br>$9<br> $-<br> $25<br> $50<br> $75<br> $100<br> $125<br> $150<br>Q3 2025 Q4 2025 Q1 2026 Q2 2026 Q3 2026 Q4 2026<br>Non-Owner CRE Owner CRE Multifamily<br>Q2 2025 Loan Portfolio Disclosures
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5<br>Property Type Outstanding LTV Classified Allowance<br>Retail $312 55% - 1.07%<br>Industrial $271 53% - 1.07%<br>Office (1) $202 61% $2 3.24%<br>Senior Living $68 54% $13 1.74%<br>Hotel $67 52% - 1.30%<br>Parking Garage $65 50% - 0.94%<br>Mixed-Use $48 61% - 1.00%<br>Gas Station/ Convenience $46 51% - 0.96%<br>Other (under $20 million) $40 50% - 1.08%<br>Total $1,119 55% $15 1.51%<br>Commercial Real Estate Investor Portfolio Composition (in millions)<br>Retail<br>28%<br>Office<br>18% Industrial<br>24%<br>Parking Garage<br>6%<br>Hotel<br>6%<br>Senior Living<br>6% Other (under<br>$50 million)<br>12%<br>Illinois<br>55%<br>Wisconsin<br>5%<br>Texas<br>7%<br>North Carolina<br>4%<br>Pennsylvania<br>3%<br>Oklahoma<br>3%<br>Other (under $30<br>million)<br>23%<br>State Outstanding LTV Classified<br>Illinois $612 56% $2<br>Texas $76 50% -<br>Wisconsin $60 62% -<br>North Carolina $40 50% -<br>Pennsylvania $35 50% -<br>Oklahoma $35 62% -<br>Florida $27 40% -<br>Other (under $25 million) $234 53% $13<br>Total $1,119 55% $15<br>Q2 2025 Loan Portfolio Disclosures<br>(1) Due to the insignificant classified loan balance in the office portfolio we have<br>excluded the detail slide from the presentation.
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6<br>Industry Outstanding Classified Allowance<br>Health Care, Social Services $248 $38 2.35%<br>Other Services $71 $5 0.49%<br>Retail Trade $60 - 0.24%<br>Manufacturing $56 $4 0.97%<br>Real Estate, Leasing $49 - 0.29%<br>Wholesale Trade $29 - 0.21%<br>Arts, Entertainment $25 - 0.71%<br>Accommodation, Food Service $21 $1 1.74%<br>Other (under $20 million) $93 $3 0.48%<br>Total $652 $51 1.19%<br>Manufacturing<br>9%<br>Retail Trade<br>9%<br>Real Estate,<br>Leasing<br>7%<br>Healthcare<br>38%<br>Other Services<br>11%<br>Other (under $30<br>million)<br>26%<br>Commercial Real Estate Owner-Occupied Portfolio Composition (in millions)<br>Health Care, Social Outstanding Classified Allowance<br>Assisted Living $134 $38 3.70%<br>Skilled Nursing $49 - 1.23%<br>Memory Care $43 - 0.92%<br>Child Care $6 - 0.21%<br>Independent Living $5 - 0.21%<br>Other (under $5 million) $11 - 0.26%<br>Total $248 $38 2.35%<br>Skilled<br>Nursing<br>20%<br>Assisted<br>Living<br>54%<br>Memory Care<br>17%<br>Independent<br>2%<br>Child Care<br>2% Other (under $5 million)<br>5%<br>Q2 2025 Loan Portfolio Disclosures
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7<br>Commercial & Industrial Outstanding Classified<br>Manufacturing $427 $16<br>Construction $154 $1<br>Professional $122 -<br>Transportation $113 $1<br>Administrative, Waste Service $80 $2<br>Wholesale Trade $56 $5<br>Health Care, Social Services $62 -<br>Real Estate, Leasing $48 -<br>Finance, Insurance $55 -<br>Agriculture, Forestry $25 -<br>Retail Trade $20 -<br>Other (under $20 million) $81 -<br>Total $1,243 $25<br>Commercial (including Leases) Portfolio Composition (in millions)<br>Construction<br>12%<br>Manufacturing<br>34%<br>Wholesale Trade<br>5%<br>Transportation<br>9%<br>Finance, Insurance<br>4%<br>Professional<br>10%<br>Administration,<br>Waste Service<br>6%<br>Health Care, Social<br>Services<br>5% Other (under $50<br>million)<br>15%<br>Commercial Revolving Line Utilization (outstanding in millions)<br>$683 $675 $641 $654 $677 $653 $587 $574<br>54% 53% 53%<br>55% 56% 55%<br>52% 53%<br>30%<br>35%<br>40%<br>45%<br>50%<br>55%<br>60%<br> $400<br> $450<br> $500<br> $550<br> $600<br> $650<br> $700<br>9/30/23 12/31/23 3/31/24 6/30/24 9/30/24 12/31/24 3/31/25 6/30/25<br>Q2 2025 Loan Portfolio Disclosures
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8<br>Net Charge-offs (Recoveries) (in thousands)<br>Portfolio 9/30/2024 (Q) 12/31/2024 (Q) 3/31/2025 (Q) 6/30/2025 (Q) 6/30/2025 (TTM) NCO(R) %<br>Commercial (incl. Leases) $36 $8,583 $3,507 $1,090 $13,216 1.06%<br>Commercial Real Estate Investor ($149) ($173) ($14) ($14) ($350) (0.03%)<br>Commercial Real Estate Owner Occupied ($44) ($3,739) $39 ($1) ($3,745) (0.57%)<br>Health Care - ($3,531) - - ($3,531) (1.81%)<br>Construction - - $821 ($338) $483 0.19%<br>Residential Real Estate ($29) $232 ($32) ($9) $162 0.32%<br>Multifamily - - - - - 0.00%<br>HELOC ($14) ($45) ($12) ($11) ($82) (0.02%)<br>Other $45 $37 $44 $68 $194 0.17%<br>Total ($155) $4,895 $4,353 $785 $9,878 0.25%<br>6/30/2024 9/30/2024 12/31/2024 3/31/2025 6/30/2025<br>Beginning ACL Balance $44,113 $42,269 $44,422 $43,619 $41,551<br>Provision $3,950 $1,998 $4,092 $2,285 $2,224<br>Net Charge-off (Recovery) $5,794 ($155) $4,895 $4,353 $785<br>Ending ACL Balance $42,269 $44,422 $43,619 $41,551 $42,990<br>Allowance for Credit Losses (1) (in thousands)<br>Q2 2025 Loan Portfolio Disclosures<br>(1) The Allowance for Credit Losses presented excludes the Allowance for Unfunded Commitments, which totaled $2.3 million as of June 30, 2025 and is reported within other<br>liabilities on the Statements of Condition.
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