8-K
Steele Bancorp Inc (STLE)
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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
April 20, 2026
Date of Report (Date of earliest event reported)
Steele Bancorp, Inc.
(Exact name of registrant as specified in its charter)
| Pennsylvania | 333-284191 | 23-2362874 |
|---|---|---|
| (State or other jurisdiction of<br><br> <br>incorporation) | (Commission<br><br> <br>File Number) | (I.R.S. Employer<br><br> <br>Identification No.) |
250 East Chestnut Street
Mifflinburg, PA 17844
(Address of principal executive offices)
570-966-1041
(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:
☐ 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 Exchange Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which<br><br> <br>registered |
|---|---|---|
| None | None | None |
Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2) ☐
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 April 20, 2026, Steele Bancorp, Inc. issued a press release titled “Steele Bancorp, Inc., Reports First Quarter 2026 Earnings” attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference announcing the consolidated earnings for the quarter ended March 31, 2026.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Not applicable
**(**d) Exhibits.
| ExhibitNumber | Description |
|---|---|
| 99.1 | Press Release issued by Steele Bancorp, Inc. on April 20, 2026 titled “Steele Bancorp, Inc., Reports First Quarter 2026 Earnings” |
| 104 | Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL) |
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.
| Date: April 20, 2026 | Steele Bancorp, Inc. | |
|---|---|---|
| By: | /s/ Thomas C. Graver Jr. | |
| Name: Thomas C. Graver Jr. | ||
| Title: Senior Executive Vice President & Chief<br><br> <br>Financial Officer |
Exhibit 99.1
Press Release – For Immediate Release
Monday, April 20, 2026
Steele Bancorp, Inc., Reports First Quarter 2026 Earnings
Mifflinburg, PA – Steele Bancorp, Inc. (“Company”) (OTCID Pink: “STLE”), parent company of Central Penn Bank and Trust (“Bank”), has released its unaudited results of operations and financial condition for the first quarter of 2026.
Unaudited Financial Information
Net income, as reported under U.S. Generally Accepted Accounting Principles (“GAAP”), for the quarter ended March 31, 2026, was $4.88 million compared to $1.81 million for the same period in 2025, a 170.1% increase. Basic and diluted earnings per share for the quarters ended March 31, 2026 and 2025 were $1.43 and $0.97, respectively. Return on average assets and return on average equity were 1.56% and 16.31% for the period ended March 31, 2026 compared to 1.20% and 12.66% for the same period of 2025.
Net interest income for the three months ended March 31, 2026 was $12.21 million compared to $4.74 million for the same period in 2025, a 157.5% increase. The significant increase in net interest income was primarily driven by higher interest income resulting from growth in loan and securities balances, partially offset by increased interest expense due to an increase in deposits resulting from the merger with Northumberland Bancorp ("Northumberland"). Yield on earning assets increased 66 basis points, to 5.90% for the quarter ended March 31, 2026 compared to 5.24% for the quarter ended March 31, 2025, and the cost of funds decreased 14 basis points, to 2.21%, as compared to the same time period in 2025. The net interest margin increased from 3.38% for the quarter ended March 31, 2025 to 4.21% for the quarter ended March 31, 2026.
The Bank recorded a recovery of credit losses for loans of $134 thousand for the three months ended March 31, 2026, compared to a provision of $70 thousand for the three months ended March 31, 2025. The Bank did not record a recovery of or provision for credit losses for off balance sheet credit exposures for the quarter ended March 31, 2026. The Bank recorded a recovery of credit losses for off balance sheet credit exposures of $63 thousand for the quarter ended March 31, 2025.
Noninterest income increased by $982 thousand, or 167.9%, to $1.57 million for the three months ended March 31, 2026, from the $585 thousand recognized during the same period of 2025. The increase in noninterest income for the quarter ended March 31, 2026 is primarily due to the addition of trust fee income resulting from the merger with Northumberland and increases in ATM fees and debit card income due to increased utilization and volume.
Noninterest expenses increased $4.90 million or 158.2%, from $3.10 million for the three months ended March 31, 2025, to $7.99 million for the three months ended March 31, 2026. The increase in noninterest expense is primarily the result of an increase of $2.63 million in salaries and employee benefits and amortization of core deposit intangible of $666 thousand for which there was no comparable expense in 2025.
An income tax provision of $1.04 million was recorded for the three months ended March 31, 2026, compared to $419 thousand for the three months ended March 31, 2025, a 148.4% increase. The increase in the income tax provision is directly the result of an increase in income before income tax to $5.92 million as of March 31, 2026, compared to $2.23 million as of March 31, 2025, a 166.0% increase resulting from the merger with Northumberland. The effective tax rate was 17.6% as of March 31, 2026, compared to 18.8% as of March 31, 2025.
Financial Condition
Total assets increased to $1.27 billion as of March 31, 2026 from $1.26 billion as of December 31, 2025, an increase of $7.31 million, or 0.6%. Cash and cash equivalents increased $8.36 million from December 31, 2025 to March 31, 2026. Net loans decreased by $1.12 million, securities available for sale decreased $121 thousand and core deposit intangible decreased $666 thousand from December 31, 2025 to March 31, 2026. Total deposits increased $4.43 million from December 31, 2025 to March 31, 2026 and Federal Home Loan Bank advances decreased $1.00 million from December 31, 2025 to March 31, 2026.
When compared to December 31, 2025, stockholders’ equity, excluding accumulated other comprehensive loss, increased $4.88 million to $124.42 million as of March 31, 2026. Steele Bancorp, Inc. remains well capitalized, with a total equity-to-assets ratio of 9.63% and 9.39% as of March 31, 2026 and December 31, 2025, respectively.
The Bank maintained a strong liquidity position as of March 31, 2026, with additional borrowing capacity with the Federal Home Loan Bank of Pittsburgh of $453.89 million and $4.60 million in additional borrowing capacity from the Federal Reserve’s Discount Window.
About Steele Bancorp, Inc.
Steele Bancorp, Inc. is a bank holding company headquartered in Mifflinburg, Pennsylvania. The Company has one subsidiary bank, Central Penn Bank & Trust, serving individuals, families, nonprofits, and business clients through 13 banking offices located in Centre, Northumberland, Snyder, and Union counties. The Bank has 173 employees as of March 31, 2026.
Cautionary Note Regarding Forward Looking Statements
This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of current or historical fact and involve substantial risks and uncertainties. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "intends," "plans," "projects," "may," "will," "should," and other similar expressions can be used to identify forward-looking statements. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. Among the risks and uncertainties that could cause actual results to differ from those described in the forward-looking statements include, but are not limited to the following: costs or difficulties related to integration following the merger with Northumberland; the risk that the anticipated benefits, cost savings and other savings from the merger may not be fully realized or may take longer than expected to realize; changes in general economic trends, including inflation and changes in interest rates; our ability to manage credit risk; our ability to maintain an adequate level of allowance for credit loss on loans; increased competition; changes in consumer demand for financial services; our ability to control costs and expenses; fluctuations in the values of securities held in our securities portfolio, including as a result of changes in interest rates; our ability to successfully manage liquidity risk; adverse developments in borrower industries and, in particular, declines in real estate values; the concentration of large deposits from certain customers who have balances above current FDIC insurance limits; changes in and compliance with federal and state laws that regulate our business and capital levels; our ability to raise capital as needed; the impact to the economy resulting from the conflict with Iran; and any other risks described in the “Risk Factors” sections of reports filed by the Company with the Securities and Exchange Commission. We do not undertake, and specifically disclaim, any obligation to publicly revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law. Accordingly, you should not place undue reliance on forward-looking statements.
| Steele Bancorp, Inc. and Subsidiary<br><br> <br>Consolidated Balance Sheets<br><br> <br>($ in thousands, except share and per share data) | |||||
|---|---|---|---|---|---|
| **** | **** | **** | |||
| --- | --- | --- | --- | --- | --- |
| December 31, | |||||
| 2025 * | |||||
| Assets | |||||
| Cash and due from banks | 7,260 | $ | 7,633 | ||
| Interest-bearing demand deposits | 49,840 | 35,204 | |||
| Federal funds sold | 272 | 6,173 | |||
| Total cash and cash equivalents | 57,372 | 49,010 | |||
| Interest-bearing time deposits | 5,185 | 5,923 | |||
| Debt securities available-for-sale, at fair value | 220,686 | 220,807 | |||
| Marketable equity securities, at fair value | 607 | 613 | |||
| Restricted investments in bank stock, at cost | 2,646 | 2,717 | |||
| Loans held for sale | 692 | - | |||
| Loans | 916,899 | 918,171 | |||
| Allowance for credit losses | (9,755 | ) | (9,904 | ) | |
| Loans, net | 907,144 | 908,267 | |||
| Premises and equipment, net | 17,943 | 17,928 | |||
| Accrued interest receivable | 4,156 | 4,039 | |||
| Other real estate owned | 147 | - | |||
| Core deposit intangible, net | 12,885 | 13,551 | |||
| Bank owned life insurance | 28,389 | 28,233 | |||
| Net deferred tax asset | 4,358 | 4,136 | |||
| Other assets | 6,555 | 6,233 | |||
| Total Assets | 1,268,765 | $ | 1,261,457 | ||
| Liabilities and Stockholders' Equity | **** | **** | **** | **** | **** |
| Liabilities | **** | **** | **** | **** | **** |
| Deposits: | |||||
| Noninterest-bearing deposits | 224,642 | $ | 221,306 | ||
| Interest-bearing deposits | 890,559 | 889,468 | |||
| Total deposits | 1,115,201 | 1,110,774 | |||
| Repurchase agreements | 1,966 | 1,589 | |||
| Federal Home Loan Bank advances | 4,500 | 5,500 | |||
| Subordinated debt, net | 9,978 | 9,892 | |||
| Accrued interest payable | 1,707 | 1,969 | |||
| Other liabilities | 13,267 | 13,334 | |||
| Total Liabilities | 1,146,619 | 1,143,058 | |||
| Commitments and Contingencies | |||||
| Redeemable Common Stock Held By Employee Stock Ownership Plan | 5,639 | 4,600 | |||
| Stockholders' Equity | **** | **** | **** | **** | **** |
| Common stock, par value 1.00 per share; authorized 5,000,000 shares; issued 3,706,725 shares; outstanding 3,405,061 shares as of March 31, 2026 and December 31, 2025. | 3,707 | 3,707 | |||
| Capital surplus | 40,595 | 40,595 | |||
| Retained earnings | 87,850 | 82,972 | |||
| Accumulated other comprehensive loss | (2,275 | ) | (1,144 | ) | |
| Treasury stock, at cost: 2026: 301,664 shares; 2025: 301,664 shares | (7,731 | ) | (7,731 | ) | |
| Total Stockholders' Equity | 122,146 | 118,399 | |||
| Less maximum cash obligation to ESOP shares | 5,639 | 4,600 | |||
| Total Stockholders’ Equity Less Maximum Cash Obligations Related to ESOP Shares | 116,507 | 113,799 | |||
| Total Liabilities and Stockholders' Equity | 1,268,765 | $ | 1,261,457 |
All values are in US Dollars.
* Derived from consolidated audited financial statements
| Steele Bancorp, Inc. and Subsidiary<br><br> <br>Consolidated Statements of Income<br><br> <br>(Unaudited)<br><br> <br>($ in thousands, except per share data) | ||||||
|---|---|---|---|---|---|---|
| Three Months<br><br> <br>Ended March 31, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| 2026 | 2025 | |||||
| Interest and Dividend Income | **** | **** | **** | **** | **** | **** |
| Interest and fees on loans | $ | 14,704 | $ | 6,407 | ||
| Interest-bearing deposits in banks | **** | 332 | 116 | |||
| Federal funds sold | **** | 64 | 6 | |||
| Securities: | ||||||
| Taxable | **** | 1,357 | 531 | |||
| Tax-exempt | **** | 594 | 295 | |||
| Dividends | **** | 124 | 48 | |||
| Total Interest and Dividend Income | **** | 17,175 | 7,403 | |||
| Interest Expense | **** | **** | **** | **** | **** | **** |
| Deposits | **** | 4,805 | 2,218 | |||
| Federal Home Loan Bank advances | **** | 48 | 442 | |||
| Subordinated debt | **** | 112 | - | |||
| Other borrowings | **** | - | 1 | |||
| Total Interest Expense | **** | 4,965 | 2,661 | |||
| Net Interest Income | **** | 12,210 | 4,742 | |||
| (Recovery of) provision for credit losses – loans | **** | (134 | ) | 70 | ||
| (Recovery of) credit losses – off balance sheet credit exposures | **** | - | (63 | ) | ||
| Total (Recovery of) provision for credit losses | **** | (134 | ) | 7 | ||
| Net Interest Income after (recovery of) provision for credit losses | **** | 12,344 | 4,735 | |||
| Noninterest Income | **** | **** | **** | **** | **** | **** |
| Service charges on deposit accounts | **** | 274 | 131 | |||
| ATM fees and debit card income | **** | 443 | 183 | |||
| Mortgage banking revenue | **** | 172 | 42 | |||
| Trust fee income | **** | 351 | - | |||
| Investment fee income | **** | 83 | 48 | |||
| Gain on sale of premises | **** | - | 52 | |||
| Net marketable equity security (losses) gains | **** | (5 | ) | 7 | ||
| Earnings on bank owned life insurance | **** | 156 | 63 | |||
| Other | **** | 93 | 59 | |||
| Total Noninterest Income | **** | 1,567 | 585 | |||
| Noninterest Expense | **** | **** | **** | **** | **** | **** |
| Salaries and employee benefits | **** | 4,425 | 1,795 | |||
| Net occupancy and equipment expense | **** | 620 | 302 | |||
| Amortization of core deposit intangible | **** | 666 | - | |||
| Data processing fees | **** | 442 | 177 | |||
| Pennsylvania shares tax | **** | 231 | 114 | |||
| Professional fees | **** | 158 | 46 | |||
| Advertising expense | **** | 57 | 31 | |||
| FDIC deposit insurance | **** | 180 | 67 | |||
| Merger-related expenses | **** | - | 163 | |||
| Other | **** | 1,213 | 400 | |||
| Total Noninterest Expense | **** | 7,992 | 3,095 | |||
| Income Before Income Taxes | **** | 5,919 | 2,225 | |||
| Income Taxes | **** | 1,041 | 419 | |||
| Net Income | $ | 4,878 | $ | 1,806 | ||
| Earnings Per Share - Basic and Diluted | $ | 1.43 | $ | 0.97 |
| Steele Bancorp, Inc.<br><br> <br>Key Ratios and Other Data<br><br> <br>(Unaudited) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| At or for the Three Months Ended (Unaudited) | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| ($ in thousands, except per share data) | March 31, 2026 | December 31, 2025 | September 30, 2025 | June 30, 2025 | March 31, 2025 | ||||||||||
| Operating Highlights: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Net income | $ | 4,878 | $ | 5,585 | $ | 13,677 | $ | 1,820 | $ | 1,806 | |||||
| Net interest income | **** | 12,210 | 12,254 | 9,864 | 4,988 | 4,742 | |||||||||
| (Recovery of) provision for credit losses | **** | (134 | ) | 801 | 4,228 | 156 | 7 | ||||||||
| Bargain purchase gain | **** | - | 477 | 17,827 | - | - | |||||||||
| Noninterest income | **** | 1,567 | 2,476 | 19,068 | 527 | 585 | |||||||||
| Noninterest expense | **** | 7,992 | 8,516 | 10,922 | 3,132 | 3,095 | |||||||||
| Balance Sheet Highlights: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Total assets | $ | 1,268,765 | $ | 1,261,457 | $ | 1,253,576 | $ | 629,239 | $ | 607,899 | |||||
| Loans, net | **** | 907,144 | 908,267 | 891,098 | 462,977 | 444,997 | |||||||||
| Core deposit intangible, net | **** | 12,885 | 13,551 | 14,218 | - | - | |||||||||
| Total deposits | |||||||||||||||
| Noninterest bearing | **** | 224,642 | 221,306 | 214,926 | 81,741 | 77,570 | |||||||||
| Savings | **** | 164,834 | 164,133 | 164,047 | 73,995 | 70,981 | |||||||||
| NOW | **** | 260,341 | 268,818 | 265,547 | 190,879 | 187,746 | |||||||||
| Money Market | **** | 113,566 | 107,050 | 108,157 | 34,163 | 33,794 | |||||||||
| Time Deposits | **** | 351,818 | 349,467 | 353,253 | 133,830 | 136,349 | |||||||||
| Total interest-bearing deposits | **** | 890,559 | 889,468 | 891,004 | 432,867 | 428,870 | |||||||||
| Core deposits (1) | **** | 763,383 | 761,307 | 752,677 | 380,778 | 370,091 | |||||||||
| Financial Ratios: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Fully tax-equivalent net interest margin (Non-GAAP) | **** | 4.21 | % | 4.32 | % | 3.97 | % | 3.48 | % | 3.38 | % | ||||
| Annualized return on average assets | **** | 1.56 | % | 1.77 | % | 5.19 | % | 1.20 | % | 1.20 | % | ||||
| Annualized return on average equity | **** | 16.31 | % | 18.60 | % | 56.35 | % | 12.36 | % | 12.66 | % | ||||
| Capital Ratios - Central Penn Bank & Trust: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Leverage ratio (2) | 8.98 | % | 8.56 | % | 9.93 | % | 9.79 | % | 9.79 | % | |||||
| Per Share Data: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Earnings per share | $ | 1.43 | $ | 1.64 | $ | 4.77 | $ | 0.98 | $ | 0.97 | |||||
| Dividend declared per share | **** | - | 0.75 | - | 0.74 | - | |||||||||
| Book Value | **** | 35.87 | 34.77 | 33.74 | 31.78 | 31.40 | |||||||||
| Common stock price: | |||||||||||||||
| Last trade | **** | 35.00 | 28.55 | 25.83 | 26.10 | 24.00 | |||||||||
| Weighted average common shares | **** | 3,405,061 | 3,405,061 | 2,867,124 | 1,858,536 | 1,858,536 | |||||||||
| Allowance for Loan Credit Losses: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Beginning balance | $ | 9,904 | $ | 9,512 | $ | 4,636 | $ | 4,451 | $ | 4,379 | |||||
| Merger adjustment | **** | - | - | 725 | - | - | |||||||||
| (Recovery of) provision for credit losses | **** | (134 | ) | 361 | 4,228 | 192 | 70 | ||||||||
| Charge-Offs | **** | (19 | ) | - | (81 | ) | (16 | ) | - | ||||||
| Recoveries | **** | 4 | 31 | 4 | 9 | 2 | |||||||||
| Ending balance | $ | 9,755 | $ | 9,904 | $ | 9,512 | $ | 4,636 | $ | 4,451 | |||||
| (1) | Core deposits are defined as total deposits less time deposits | ||||||||||||||
| --- | --- | ||||||||||||||
| (2) | Leverage ratio for the most recent period is estimated | ||||||||||||||
| --- | --- |
| Steele Bancorp, Inc.<br><br> <br>Asset Quality Data<br><br> <br>(Unaudited) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| At or for the Three Months Ended | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| ($ in thousands) | March 31, 2026 | December 31, 2025 | September 30, 2025 | June 30, 2025 | March 31, 2025 | ||||||||||
| Nonperforming Assets: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Nonaccrual loans | $ | 7,307 | $ | 6,304 | $ | 1,591 | $ | 179 | $ | 366 | |||||
| Other real estate owned | **** | 147 | - | **** | - | 78 | 77 | ||||||||
| Total nonperforming assets | $ | 7,454 | $ | 6,304 | $ | 1,591 | $ | 257 | $ | 443 | |||||
| Loans 90 days or more past due and accruing | **** | - | - | **** | - | - | - | ||||||||
| Asset Quality Ratios: | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Nonperforming assets to loans plus other real estate | **** | 0.81 | % | 0.69 | % | 0.18 | % | 0.05 | % | 0.10 | |||||
| Allowance for credit losses on loans to total loans | **** | 1.06 | % | 1.08 | % | 1.06 | % | 0.99 | % | 0.99 | |||||
| Allowance for credit losses on loans to nonperforming loans | **** | 130.87 | % | 157.12 | % | 597.86 | % | 2,589.94 | % | 1,004.74 | % |