Market Newsdesk

April 22, 2025 4:08 pm

Monarch Casino & Resort Reports Record First Quarter 2025 Financial Results

Declares Cash Dividend of $0.30 per Share Payable on June 15, 2025

RENO, Nev., April 22, 2025 (GLOBE NEWSWIRE) — Monarch Casino & Resort, Inc. (Nasdaq: MCRI) (“Monarch” or “the Company”) today reported operating results for the first quarter ended March 31, 2025, as summarized below:

($ in thousands, except per share data and percentages)

	Three Months Ended March 31,
		2025		2024	Increase
Net revenue	$	125,394	$	121,657	3.1%
Net income	$	19,864	$	18,275	8.7%
Adjusted EBITDA (1)		41,131		38,548	6.7%

Basic EPS	$	1.08	$	0.95	13.7%
Diluted EPS	$	1.05	$	0.93	12.9%

^{(1) Definitions, disclosures and reconciliations of non-GAAP financial information are included later in the release.}

CEO Comment

“Monarch delivered strong financial results in the first quarter. Net revenue increased 3.1% year-over-year to a first quarter record of $125.4 million, and Adjusted EBITDA increased 6.7% year-over-year to a record $41.1 million. Our first quarter operating margin improved 110 basis points over the prior year same period to a first quarter record of 32.8%. The first quarter financial performance underscores the effectiveness of our operating strategies and our ability to drive sustained growth. We continue to focus on implementing new technologies and processes across the properties to further elevate operating efficiencies and guest satisfaction.

“Monarch Black Hawk continues to benefit from the property’s position as the premier luxury casino resort in Colorado. We continue to increase market share, especially among the mid-to-upper-tier guests from the Denver and Boulder metro areas.

“In Reno, Atlantis is near the completion of approximately $100 million in capital investments in the redesign and upgrade of the property’s hotel rooms. The remaining 76 hotel rooms are anticipated to be completed before the upcoming Memorial Day weekend.”

Summary of 2025 First Quarter Operating Results

In the first quarter of 2025, the Company generated net revenue of $125.4 million compared to $121.7 million in the corresponding prior-year period. Casino revenue increased 5.0% compared to the prior year, while food and beverage (“F&B”) and hotel revenue decreased 0.5% and 0.4%, respectively, compared to the prior-year period. F&B and hotel revenues were affected by the calendar (one less day in first quarter of 2025 than the first quarter of 2024) and lower available rooms in the first quarter of 2025 compared to the same period in 2024.

Selling, general and administrative (“SG&A”) expense for the first quarter of 2025 was $27.2 million compared to $27.1 million in the corresponding prior-year period. As a percentage of net revenue, SG&A expense decreased to 21.7% from 22.3% in the corresponding prior-year period. Casino operating expense as a percentage of casino revenue decreased to 37.7% during the first quarter of 2025 from 38.0% in the corresponding prior-year period primarily due to better labor management and operational efficiency. During the first quarter of 2025, F&B operating expense as a percentage of F&B revenue decreased to 74.3% from 74.8% in the corresponding prior-year period due to increase in revenue per cover. Hotel operating expense as a percentage of hotel revenue increased to 37.7% in the first quarter of 2025 compared to 35.6% in the corresponding prior-year period primarily due to lower available rooms in the current period compared to the same period in the prior year.

Net income for the first quarter of 2025 increased 8.7% and diluted EPS increased 12.9% compared to the same period last year. The Company generated consolidated Adjusted EBITDA of $41.1 million in the first quarter of 2025, which represents a $2.6 million, or 6.7% increase, compared to the same prior-year period.

Credit Facility and Liquidity

As of March 31, 2025, the Company had cash and cash equivalents of $75.1 million and no borrowings against its credit facility.

Capital expenditures of $16 million in the first quarter of 2025 were funded from operating cash flow and included capital expenditures related to the ongoing redesign and upgrade of guest rooms at Atlantis, as well as ongoing maintenance capital expenditures at both properties.

On March 15, 2025, the Company paid a cash dividend of $0.30 per share to its stockholders of record as of March 1, 2025. The cash dividend was funded from operating cash flow.

Monarch believes its strong balance sheet and free cash flow favorably positions the Company to continue investing in its properties and paying cash dividends. The Company has been diligently evaluating potential M&A transactions, which it believes could drive additional long-term value for stockholders.

Quarterly Dividend Declaration

The Company today announced a cash dividend of $0.30 per share of its outstanding common stock. The dividend is payable on June 15, 2025 to stockholders of record as of June 1, 2025. This cash dividend is part of the previously announced annual cash dividend of $1.20 per share payable in quarterly payments and subject to quarterly review and evaluation by the Company’s Board of Directors.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “plan,” “believe,” “expect,” “seem,” “look,” “look forward,” “positioning,” “future,” “will,” “confident” and similar references to future periods. Example of forward-looking statements include, among others, statements we make regarding: (i) the continuing strength of our balance sheet and our expected free cash flow; (ii) our expectations regarding continuing our dividend payments in the future; (iii) our expectations regarding the cash flow we expect to generate to fund our cash dividends to stockholders; (iv) our expectations regarding the completion of room renovations at the Atlantis; and (v) our beliefs regarding the impact of our capital investment strategy and evaluation of potential strategic transactions on our long term success. Actual results and future events and conditions may differ materially from those described in any forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause actual results to differ materially from estimates or projections contained in the forward-looking statements include, without limitation:

adverse impacts of outbreaks of contagious diseases on our business, financial condition and operating results;
actions taken by government officials at the federal, state and/or local level with respect to the containment of disease outbreaks, including, without limitation, temporary or extended shutdowns, travel restrictions, social distancing and shelter-in-place orders;
our ability to manage guest safety concerns in connection with an outbreak of contagious diseases;
our ability to maintain compliance with the terms and conditions of our credit facilities and other material contracts in the event of any unexpected or unplanned events, such as temporary or extended shutdowns;
access to available and reasonable financing on a timely basis;
our ability to maintain strong working relationships with our regulators, employees, lenders, suppliers, insurance carriers, customers, and other stakeholders;
impacts of any uninsured losses;
changes in guest visitation or spending patterns due to economic conditions, health or other concerns;
construction factors, including delays, disruptions, availability of labor and materials, increased costs of labor and materials, contractor disagreements, zoning issues, environmental restrictions, soil and water conditions, weather and other hazards, site access matters, building permit issues and other regulatory approvals or issues;
ongoing disagreements over costs of and responsibility for delays and other construction related matters with our general contractor at Monarch Casino Resort Spa Black Hawk, PCL Construction Services, Inc., including, as previously reported, the litigation against us by such contractor;
the judgment entered in PCL’s favor and against Monarch in the above-mentioned litigation in the amount of $74,627,657 (the “Judgment”), in Case No. 2019cv33368 in the District Court for the State of Colorado, City and County of Denver (the “Court”), including the outcome of any post-judgement motions filed by PCL in the Court for further release;
the outcome of our anticipated appeal of the Judgment and request for a new trial;
our potential need to post other bonds or other forms of surety to support our legal remedies;
risks related to development and construction activities (including disputes with and defaults by contractors and subcontractors; construction, equipment or staffing problems and delays; shortages of materials or skilled labor; environmental, health and safety issues; weather and other hazards, site access matters, and unanticipated cost increases);
our ability to generate sufficient operating cash flow to help finance our expansion plans and any subsequent debt reduction;
changes in laws mandating increases in minimum wages and employee benefits;
changes in laws and regulations permitting expanded and other forms of gaming in our key markets;
the effects of local and national economic, credit and capital market conditions on the economy in general and on the gaming industry and our business in particular, including predictions for a potential recession;
the effects of labor shortages on our market position, growth and financial results;
the potential of increases in state and federal taxation;
potential of increased regulatory and other burdens;
guest acceptance of our expanded facilities once completed and the resulting impact on our market position, growth and financial results;
competition in our target market areas;
the impact of the recently enacted tariffs on our business, including the potential increase in our operating costs;
broad-based inflation, including wage inflation; and
the impact of the conflicts taking place in Ukraine and Israel.

Additional information concerning potential factors that could adversely affect all forward-looking statements, including the Company’s financial results, is included in our Securities and Exchange Commission filings, including our most recent annual report on Form 10-K and quarterly reports on Form 10-Q, which are available on our website at www.monarchcasino.com.

About Monarch Casino & Resort, Inc.

Monarch Casino & Resort, Inc., through its subsidiaries, owns and operates the Monarch Casino Resort Spa (“Monarch Black Hawk”) in Black Hawk, Colorado, approximately 40 miles west of Denver and the Atlantis Casino Resort Spa (“Atlantis”), a hotel/casino facility in Reno, Nevada. For additional information on Monarch, visit the Company’s website at www.monarchcasino.com.

Monarch Black Hawk features 516 guest rooms and suites, and approximately 60,000 square feet of casino space. The resort offers approximately 1,000 slot machines; 43 table games; a live poker room; keno; and a sports book. It also includes 10 bars and lounges, as well as four dining options: a twenty-four-hour full-service restaurant, a buffet-style restaurant, the Monarch Chophouse (a fine-dining steakhouse), and Bistro Mariposa (elevated Southwest cuisine), banquet and meeting room space, a retail store, a concierge lounge and an upscale spa and enclosed year-round pool facility located on the top floor of the tower. The resort is connected to a nine-story parking structure with approximately 1,350 parking spaces, and additional valet parking, with total property capacity of approximately 1,500 spaces.

Atlantis features 817 guest rooms and suites, and approximately 61,000 square feet of casino space. The casino features approximately 1,200 slot and video poker machines; approximately 33 table games, including blackjack, craps, roulette, and others; a race and sports book; a 24-hour live keno lounge; and a poker room. It also includes eight food outlets; two gourmet coffee and pastry bars; a 30,000 square foot health spa and salon with an enclosed year-round pool; retail outlet offering clothing and traditional gift shop merchandise; an 8,000 square-foot family entertainment center; and approximately 52,000 square feet of banquet, convention and meeting room space.

Contacts:

John Farahi
Chief Executive Officer
775/824-4401 or [email protected]

Joseph Jaffoni, Richard Land
JCIR
212/835-8500 or [email protected]

– financial tables follow –


MONARCH CASINO & RESORT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data, unaudited)

	Three Months Ended March 31,
		2025			2024
Revenues
Casino	$	72,895		$	69,436
Food and beverage		30,022			30,163
Hotel		16,708			16,774
Other		5,769			5,284
Net revenues		125,394			121,657

Operating expenses
Casino		27,517			26,352
Food and beverage		22,309			22,575
Hotel		6,296			5,978
Other		3,078			2,908
Selling, general and administrative		27,190			27,074
Depreciation and amortization		13,215			12,487
Other operating items, net		471			473
Total operating expenses		100,076			97,847
Income from operations		25,318			23,810
Interest income, net		316			7
Income before income taxes		25,634			23,817
Provision for income taxes		(5,770	)		(5,542	)
Net income	$	19,864		$	18,275

Earnings per share of common stock
Net income
Basic	$	1.08		$	0.95
Diluted	$	1.05		$	0.93

Weighted average number of common shares and potential common shares outstanding
Basic		18,451			19,284
Diluted		18,829			19,659

MONARCH CASINO & RESORT, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(In thousands, except per share data)

	March 31, 2025			December 31, 2024
ASSETS	(unaudited)
Current assets
Cash and cash equivalents	$	75,090		$	58,760
Receivables, net		12,024			10,257
Income taxes receivable		–			1,523
Inventories		8,264			9,296
Prepaid expenses and other		7,933			10,586
Total current assets		103,311			90,422
Property and equipment, net		581,696			575,287
Goodwill		25,111			25,111
Intangible assets, net		293			345
Other long-term assets		1,675			418
Total assets	$	712,086		$	691,583
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	38,803		$	41,243
Construction accounts payable		54,888			51,101
Income taxes payable		4,247			–
Accrued expenses		50,469			53,198
Short-term lease liability		890			921
Total current liabilities		149,297			146,463
Deferred income taxes		13,348			13,348
Long-term lease liability		12,925			13,143
Other long-term liabilities		881			881
Total liabilities		176,451			173,835
Stockholders’ equity
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued		–			–
Common stock, $.01 par value, 30,000,000 shares authorized;
19,394,397 shares issued and 18,466,406 outstanding at March 31, 2025;
19,364,531 shares issued and 18,436,540 outstanding at December 31, 2024		194			193
Additional paid-in capital		66,451			62,891
Treasury stock, 927,991 shares at March 31, 2025 and December 31, 2024		(63,686	)		(63,686	)
Retained earnings		532,676			518,350
Total stockholders’ equity		535,635			517,748
Total liabilities and stockholders’ equity	$	712,086		$	691,583

MONARCH CASINO & RESORT, INC. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME
(In thousands, unaudited)

The following table sets forth a reconciliation of Adjusted EBITDA, a non-GAAP financial measure, to net income, a GAAP financial measure:

	Three months ended March 31,
		2025			2024
Net income	$	19,864		$	18,275
Expenses:
Stock based compensation		2,127			1,778
Depreciation and amortization		13,215			12,487
Provision for income taxes		5,770			5,542
Interest income, net		(316	)		(7	)
Construction litigation expense (2)		447			510
Lobbying expense to oppose the expansion of iGaming (2)		28			–
Gain on disposition of assets (2)		(4	)		(37	)
Adjusted EBITDA (1)	$	41,131		$	38,548

^{(1) Adjusted EBITDA, a non-GAAP financial measure, consists of net income plus loss on disposal of assets, provision for income taxes, stock-based compensation expense, other one-time charges, construction litigation expenses, acquisition expenses, interest expense, depreciation and amortization less interest income, any benefit for income taxes and gain on disposal of assets. Adjusted EBITDA should not be construed as an alternative to operating income (as determined in accordance with US Generally Accepted Accounting Principles), as an indicator of the Company’s operating performance, as an alternative to cash flows from operating activities (as determined in accordance with US GAAP) or as a measure of liquidity. This measure enables comparison of the Company’s performance over multiple periods, as well as against the performance of other companies in our industry that report Adjusted EBITDA, although some companies do not calculate this measure in the same manner and, therefore, the measure as presented may not be comparable to similarly titled measures presented by other companies.}
^{(2) Amount included in the “Other operating items, net” in the Consolidated Statement of Income.}

April 22, 2025 4:08 pm

Orrstown Financial Services, Inc. Reports First Quarter 2025 Results

Net income of $18.1 million, or $0.93 per diluted share, for the three months ended March 31, 2025 compared to net income of $13.7 million, or $0.71 per diluted share, for the three months ended December 31, 2024; the first quarter of 2025 included $1.6 million in expenses related to the merger compared to $3.9 million in expenses related to the merger and $0.5 million for a legal settlement for the fourth quarter of 2024;
Excluding the impact of the non-recurring charges referenced above, net of taxes, net income and diluted earnings per share were $19.3 million⁽¹⁾ and $1.00⁽¹⁾, respectively, for the first quarter of 2025 compared to $16.7 million⁽¹⁾ and $0.87⁽¹⁾, respectively, for the fourth quarter of 2024;
Net interest margin, on a tax equivalent basis, was 4.00% in the first quarter of 2025 compared to 4.05% in the fourth quarter of 2024; the net accretion impact of purchase accounting marks was $6.9 million of net interest income, which represents 51 basis points of net interest margin for the first quarter of 2025 compared to $7.2 million of net interest income, which represents 52 basis points of net interest margin for the fourth quarter of 2024;
Return on average assets was 1.35% and return on average equity was 13.98% for the three months ended March 31, 2025, compared to 1.00% and 10.54% for the return on average assets and return on average equity, respectively, for the three months ended December 31, 2024;
Excluding the impact of non-recurring charges referenced above, net of taxes, adjusted return on average assets was 1.45%⁽¹⁾ and adjusted return on average equity was 14.97%⁽¹⁾ for the three months ended March 31, 2025 compared to 1.22% and 12.86%, respectively, for the three months ended December 31, 2024;
Commercial loans declined by $49.7 million, or 2%, from December 31, 2024 to March 31, 2025 due primarily to strategic actions to reduce risk in the portfolio in an uncertain economic environment, including reducing commercial real estate (“CRE”) loan concentrations;
Noninterest expense decreased by $4.7 million from $42.9 million for the three months ended December 31, 2024 to $38.2 million for the three months ended March 31, 2025; salaries and benefits expense declined by $2.0 million from the fourth quarter of 2024 to the first quarter of 2025; merger-related expenses decreased by $2.3 million;
Recovery of $0.6 million was recorded for the provision for credit losses for the three months ended March 31, 2025 compared to expense of $2.1 million for the three months ended December 31, 2024; the decrease in loans contributed to the negative provision for credit losses during the first quarter of 2025; during the fourth quarter of 2024, the provision was driven by charge-offs of $3.0 million;
Total risk-based capital ratio was 13.1% at March 31, 2025 compared to 12.4% at December 31, 2024; the Tier 1 leverage ratio increased to 8.6% at March 31, 2025 compared to 8.3% at December 31, 2024; all capital ratios applicable to the Company were above relevant regulatory minimum levels to be deemed “well capitalized” under current bank regulatory guidelines;
Tangible common equity increased to 7.9% at March 31, 2025 compared to 7.5% at December 31, 2024;
Tangible book value per common share⁽¹⁾ increased to $21.99 per share at March 31, 2025 compared to $21.19 per share at December 31, 2024;
The Board of Directors declared a cash dividend of $0.26 per common share, payable May 13, 2025, to shareholders of record as of May 6, 2025.

⁽¹⁾ Non-GAAP measure. See Appendix A for additional information.

HARRISBURG, Pa., April 22, 2025 (GLOBE NEWSWIRE) — Orrstown Financial Services, Inc. (NASDAQ: ORRF), the parent company of Orrstown Bank (the “Bank”), announced earnings for the three months ended March 31, 2025. Net income totaled $18.1 million for the three months ended March 31, 2025, compared to net income of $13.7 million for the three months ended December 31, 2024 and net income of $8.5 million for the three months ended March 31, 2024. Diluted earnings per share was $0.93 for the three months ended March 31, 2025, compared to diluted earnings per share of $0.71 for the three months ended December 31, 2024 and diluted earnings per share of $0.81 for the three months ended March 31, 2024. For the first quarter of 2025, excluding the impact of merger-related expenses, net of taxes, net income and diluted earnings per share were $19.3 million⁽¹⁾and $1.00⁽¹⁾, respectively. For the fourth quarter of 2024, excluding the impact of merger-related expenses and other non-recurring charges, net of taxes, net income and diluted earnings per share were $16.7 million⁽¹⁾and $0.87⁽¹⁾, respectively. For the first quarter of 2024, excluding the impact of the merger-related expenses, net of taxes, net income and diluted earnings per share were $9.2 million⁽¹⁾ and $0.88⁽¹⁾, respectively.

“While operating results continued to be impacted by merger-related expenses, core earnings were solid and net interest margin remained strong,” said Thomas R. Quinn, Jr., President and Chief Executive Officer. “We do not believe that merger-related expenses will be material going forward and expect operating results to normalize beginning later in the second quarter. A significant amount of our focus has been on completing a system conversion and creating a strong foundation for growth. The deliberate steps we have taken in the last few quarters to protect credit quality, build liquidity and enhance our capital ratios after the merger were intended to position the Company for growth, including the ability to accelerate commercial lending for strong credits and take advantage of strategic opportunities as they arise. We remain optimistic about the future, both in the short and long term.”

⁽¹⁾ Non-GAAP measure. See Appendix A for additional information.

DISCUSSION OF RESULTS

Balance Sheet

Loans

Loans held for investment decreased by $55.2 million and totaled $3.9 billion at both March 31, 2025 and December 31, 2024. The decrease from the fourth quarter of 2024 was primarily due to strategic actions to reduce risk in the portfolio, including reducing CRE loan concentrations.

Investment Securities

Investment securities, all of which are classified as available-for-sale, increased by $25.8 million to $855.5 million at March 31, 2025 from $829.7 million at December 31, 2024. During the first quarter of 2025, the Bank purchased $39.6 million of investment securities and net unrealized gains were $3.8 million. These increases were partially offset by paydowns of $18.4 million. The overall duration of the Company’s investment securities portfolio was 4.3 years at March 31, 2025 compared to 4.1 years at December 31, 2024. See Appendix B for a summary of the Bank’s investment securities at March 31, 2025, highlighting their concentrations, credit ratings and credit enhancement levels.

Deposits

During the first quarter of 2025, deposits increased by $10.6 million and totaled $4.6 billion at both March 31, 2025 and December 31, 2024. Interest-bearing demand deposits, non-interest bearing demand deposits and savings deposits increased by $52.5 million, $38.0 million and $4.1 million, respectively, from December 31, 2024 to March 31, 2025. These increases were partially offset by decreases in time deposits of $47.5 million and money market deposits of $36.5 million during the first quarter of 2025. The Bank has experienced some reductions in higher yielding promotional balances, but has been successful in retaining or replacing those deposits through demand deposit accounts. The Bank’s loan-to-deposit ratio decreased slightly to 84% at March 31, 2025 from 85% at December 31, 2024.

Borrowings

The Bank actively manages its liquidity position through its various sources of funding to meet the needs of its clients. FHLB advances and other borrowings were $100.3 million at March 31, 2025 compared to $115.4 million at December 31, 2024 due to the maturity of a $15 million FHLB advance during the first quarter of 2025. The Bank seeks to maintain sufficient liquidity to ensure client needs can be addressed in a timely basis. The Bank had available alternative funding sources, such as FHLB advances and other wholesale options, of approximately $1.8 billion at March 31, 2025.

Income Statement

Net Interest Income and Margin

Net interest income was $48.8 million for the three months ended March 31, 2025 compared to $50.6 million for the three months ended December 31, 2024. The net interest margin, on a tax equivalent basis, decreased to 4.00% in the first quarter of 2025 from 4.05% in the fourth quarter of 2024, which was impacted by the Federal Funds rate cuts in the fourth quarter of 2024. Overall, the yield on loans declined by 23 basis points and the cost of deposits declined by 15 basis points from the fourth quarter of 2024 to the first quarter of 2025.

The net interest margin was positively impacted by the net accretion impact of purchase accounting marks on loans, securities, deposits and borrowings of $6.9 million, which represented 51 basis points of net interest margin during the first quarter of 2025. During the fourth quarter of 2024, the net accretion impact of purchase accounting marks was $7.2 million, which represented 52 basis points of net interest margin. Funding costs continue to decline as market rates have been reduced.

Interest income on loans, on a tax equivalent basis, decreased by $4.7 million to $63.4 million for the three months ended March 31, 2025 compared to $68.1 million for the three months ended December 31, 2024. Average loans decreased by $51.6 million during the three months ended March 31, 2025 compared to the three months ended December 31, 2024. There were also two fewer days in the first quarter of 2025 compared to the fourth quarter of 2024. The accretion of purchase accounting marks on loans totaled $6.6 million during the first quarter of 2025 compared to $7.6 million during the fourth quarter of 2024. This decrease reduced net interest margin by six basis points during the first quarter of 2025.

Interest income on investment securities, on a tax equivalent basis, was $10.1 million for the first quarter of 2025 compared to $9.9 million in the fourth quarter of 2024. Average investment securities increased by $15.7 million during the three months ended March 31, 2025 compared to the three months ended December 31, 2024 primarily due to the aforementioned purchases.

Interest expense, on a tax equivalent basis, decreased by $2.6 million to $26.8 million for the three months ended March 31, 2025 compared to $29.4 million for the three months ended December 31, 2024. Average interest-bearing deposits decreased by $77.1 million during the three months ended March 31, 2025 compared to the three months ended December 31, 2024. The cost of interest-bearing deposits declined by 16 basis points from the fourth quarter of 2024 to the first quarter of 2025. In addition, interest expense includes $0.6 million and $0.9 million of amortization of purchase accounting marks for the three months ended March 31, 2025 and December 31, 2024, respectively.

Provision for Credit Losses

The allowance for credit losses (“ACL”) on loans decreased to $47.8 million at March 31, 2025 from $48.7 million at December 31, 2024. The ACL to total loans was 1.23% at March 31, 2025 compared to 1.24% at December 31, 2024. The Company recorded a recovery in the provision for credit losses on loans of $0.6 million for the three months ended March 31, 2025 compared to provision expense of $2.1 million for the three months ended December 31, 2024. Net charge-offs were $0.3 million for the three months ended March 31, 2025 compared to $3.0 million for the three months ended December 31, 2024. During the fourth quarter of 2024, the Bank sold $6.0 million of loans, most of which were C&I loans, which resulted in a charge-off totaling $0.6 million. There was a corresponding $0.6 million of purchase accounting accretion associated with these loans during the fourth quarter of 2024.

Classified loans decreased by $12.4 million to $76.2 million at March 31, 2025 from $88.6 million at December 31, 2024 primarily due to repayments. Non-accrual loans decreased by $1.4 million to $22.7 million at March 31, 2025 from $24.1 million at December 31, 2024. Nonaccrual loans to total loans decreased to 0.59% at March 31, 2025 compared to 0.61% at December 31, 2024. Management believes the ACL to be adequate based on current asset quality metrics and economic forecasts. Substantial efforts have been made in the last few quarters to reduce risk in the loan portfolio and properly position the Bank for future growth

Noninterest Income

Noninterest income increased by $0.4 million to $11.6 million in the three months ended December 31, 2024 from $11.2 million in the three months ended December 31, 2024.

Wealth management income increased by $0.5 million to $5.4 million for the three months ended March 31, 2025 compared to $4.9 million for the three months ended December 31, 2024. While current market conditions are expected to negatively impact wealth management fees in the near term, the team continues to focus on alternative revenue sources and seeks to continuously grow the business.

Income from service charges was $2.4 million for the three months ended March 31, 2025 compared to $2.1 million for the three months ended December 31, 2024. There were reduced service charges in the fourth quarter due to fee waivers provided to clients in the post-conversion period from November through the end of the year.

Income from mortgage banking activities decreased from $0.5 million in the three months ended December 31, 2024 to $0.3 million in the three months ended March 31, 2025. This decrease was primarily due to a reduction in the fair value of mortgage servicing rights, which was driven by interest rate movements in the first quarter of 2025.

Noninterest Expenses

Noninterest expenses decreased by $4.7 million to $38.2 million in the three months ended March 31, 2025 from $42.9 million in the three months ended December 31, 2024.

For the three months ended March 31, 2025, merger-related expenses totaled $1.6 million, a decrease of $2.3 million, compared to $3.9 million for the three months ended December 31, 2024. The merger costs incurred during the first quarter of 2025 included software conversion costs and professional fees associated with the conversion and the external audit. While the Company expects to incur some residual merger-related expenses in the second quarter of 2025, they are not expected to be significant.

Salaries and benefits expense decreased by $2.0 million to $20.4 million for the three months ended March 31, 2025 compared to $22.4 million for the three months ended December 31, 2024. The decrease during the first quarter of 2025 is reflective of the continued synergies being achieved as a result of the merger. The generated savings are being partially offset by investments in talent designed to prepare the Company for additional growth and further enhance operational efficiency. In addition, salaries and benefits expense is typically elevated during the first quarter of the year due to employee benefit costs, including social security and unemployment taxes.

Professional services expense increased by $0.2 million from the three months ended December 31, 2024 to the three months ended March 31, 2025. The Company continued to utilize an elevated level of third-party assistance to enhance daily functions and operational processes throughout the organization. It is anticipated that the reliance on these services will decline in the second quarter of 2025.

Taxes other than income increased by $1.3 million in the three months ended March 31, 2025 compared to the three months ended December 31, 2024. This increase reflects an increase in the estimated state shares tax expense and the impact of certain tax credits recognized during the fourth quarter of 2024.

Income Taxes

The Company’s effective tax rate was 20.7% for the first quarter of 2025 compared to 20.1% for the fourth quarter of 2024. The Company’s effective tax rate for the three months ended March 31, 2025 is less than the 21% federal statutory rate primarily due to tax-exempt income, including interest earned on tax-exempt loans and securities and income from life insurance policies and tax credits partially offset by the disallowed portion of interest expense against earnings in association with the Bank’s tax-exempt investments under the Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) and the impact of nondeductible merger-related costs. The Company regularly analyzes its projected taxable income and makes adjustments to the provision for income taxes accordingly.

Capital

Shareholders’ equity totaled $532.9 million at March 31, 2025 compared to $516.7 million at December 31, 2024. The increase is due to net income of $18.1 million and other comprehensive income of $4.7 million, primarily due to an increase in unrealized gains in the investment portfolio, partially offset by dividend payments of $5.0 million and share-based compensation activity of $1.6 million.

Tangible book value per share⁽¹⁾ increased to $21.99 per share at March 31, 2025 from $21.19 per share at December 31, 2024.

The Company’s tangible common equity ratio was 7.9% at March 31, 2025 compared to 7.5% at December 31, 2024. The Company’s total risk-based capital ratio was 13.1% at March 31, 2025 compared to 12.4% at December 31, 2024 driven by earnings and the effect of the decrease in loans on risk weighted assets. The Company’s Tier 1 leverage ratio increased to 8.6% at March 31, 2025 compared to 8.3% at December 31, 2024 driven by earnings during the first quarter of 2025.

At March 31, 2025, all four capital ratios applicable to the Company were above regulatory minimum levels to be deemed “well capitalized” under current bank regulatory guidelines. The Company continues to believe that capital is adequate to support the risks inherent in the balance sheet, as well as growth requirements.

⁽¹⁾ Non-GAAP measure. See Appendix A for additional information.

Investor Relations Contact:

Neelesh Kalani

Executive Vice President, Chief Financial Officer

Phone (717) 510-7097

FINANCIAL HIGHLIGHTS (Unaudited)


	Three Months Ended
	March 31,			March 31,
(In thousands)		2025			2024

Profitability for the period:
Net interest income	$	48,761		$	26,881
(Recovery of) Provision for credit losses		(554	)		298
Noninterest income		11,624			6,630
Noninterest expenses		38,176			22,469
Income before income tax expense		22,763			10,744
Income tax expense		4,712			2,213
Net income available to common shareholders	$	18,051		$	8,531

Financial ratios:
Return on average assets ⁽¹⁾		1.35	%		1.11	%
Return on average assets, adjusted ^{(1) (2) (3)}		1.45	%		1.19	%
Return on average equity ⁽¹⁾		13.98	%		12.79	%
Return on average equity, adjusted ^{(1) (2) (3)}		14.97	%		13.79	%
Net interest margin ⁽¹⁾		4.00	%		3.77	%
Efficiency ratio		63.2	%		67.0	%
Efficiency ratio, adjusted ^{(2) (3)}		60.5	%		65.0	%
Income per common share:
Basic	$	0.94		$	0.82
Basic, adjusted ^{(2) (3)}	$	1.01		$	0.89
Diluted	$	0.93		$	0.81
Diluted, adjusted ^{(2) (3)}	$	1.00		$	0.88

Average equity to average assets		9.65	%		8.66	%

⁽¹⁾ Annualized for the three months ended March 31, 2025 and 2024.
⁽²⁾ Ratio has been adjusted for the non-recurring charges for all periods presented.
⁽³⁾ Non-GAAP based financial measure. Please refer to Appendix A – Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations for a discussion of our use of non-GAAP based financial measures, including tables reconciling GAAP and non-GAAP financial measures appearing herein.

FINANCIAL HIGHLIGHTS (Unaudited)
(continued)
	March 31,			December 31,
(Dollars in thousands, except per share amounts)		2025			2024
At period-end:
Total assets	$	5,441,586		$	5,441,589
Loans, net of allowance for credit losses		3,828,181			3,882,525
Loans held-for-sale, at fair value		5,261			6,614
Securities available for sale, at fair value		855,456			829,711
Total deposits		4,633,716			4,623,096
FHLB advances and other borrowings and Securities sold under agreements to repurchase		123,480			141,227
Subordinated notes and trust preferred debt		68,850			68,680
Shareholders’ equity		532,936			516,682

Credit quality and capital ratios⁽¹⁾:
Allowance for credit losses to total loans		1.23	%		1.24	%
Total nonaccrual loans to total loans		0.59	%		0.61	%
Nonperforming assets to total assets		0.42	%		0.45	%
Allowance for credit losses to nonaccrual loans		210	%		202	%
Total risk-based capital:
Orrstown Financial Services, Inc.		13.1	%		12.4	%
Orrstown Bank		13.0	%		12.4	%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc.		10.8	%		10.2	%
Orrstown Bank		11.9	%		11.2	%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc.		10.6	%		10.0	%
Orrstown Bank		11.9	%		11.2	%
Tier 1 leverage capital:
Orrstown Financial Services, Inc.		8.6	%		8.3	%
Orrstown Bank		9.5	%		9.1	%

Book value per common share	$	27.32		$	26.65

⁽¹⁾ Capital ratios are estimated for the current period, subject to regulatory filings. The Company elected the three-year phase in option for the day-one impact of ASU 2016-13 for current expected credit losses (“CECL”) to regulatory capital. Beginning in 2023, the Company adjusted retained earnings, allowance for credit losses includable in tier 2 capital and the deferred tax assets from temporary differences in risk weighted assets by the permitted percentage of the day-one impact from adopting the CECL standard.

CONSOLIDATED BALANCE SHEETS (Unaudited)

(Dollars in thousands, except per share amounts)	March 31, 2025			December 31, 2024
Assets
Cash and due from banks	$	64,376		$	51,026
Interest-bearing deposits with banks		222,744			197,848
Cash and cash equivalents		287,120			248,874
Restricted investments in bank stocks		19,693			20,232
Securities available for sale (amortized cost of $886,782 and $864,920 at March 31, 2025 and December 31, 2024, respectively)		855,456			829,711
Loans held for sale, at fair value		5,261			6,614
Loans		3,875,985			3,931,214
Less: Allowance for credit losses		(47,804	)		(48,689	)
Net loans		3,828,181			3,882,525
Premises and equipment, net		51,729			50,217
Cash surrender value of life insurance		144,798			143,854
Goodwill		68,106			68,106
Other intangible assets, net		45,230			47,765
Accrued interest receivable		19,893			21,058
Deferred tax assets, net		36,206			42,647
Other assets		79,913			79,986
Total assets	$	5,441,586		$	5,441,589

Liabilities
Deposits:
Noninterest-bearing	$	932,152		$	894,176
Interest-bearing		3,701,564			3,728,920
Total deposits		4,633,716			4,623,096
Securities sold under agreements to repurchase and federal funds purchased		23,131			25,863
FHLB advances and other borrowings		100,349			115,364
Subordinated notes and trust preferred debt		68,850			68,680
Other liabilities		82,604			91,904
Total liabilities		4,908,650			4,924,907

Shareholders’ Equity
Preferred stock, $1.25 par value per share; 500,000 shares authorized; no shares issued or outstanding		—			—
Common stock, no par value—$0.05205 stated value per share; 50,000,000 shares authorized; 19,721,340 shares issued and 19,509,642 outstanding at March 31, 2025; 19,722,640 shares issued and 19,389,967 outstanding at December 31, 2024		1,026			1027
Additional paid—in capital		421,445			423,274
Retained earnings		139,547			126,540
Accumulated other comprehensive loss		(24,024	)		(26,316	)
Treasury stock— 211,698 and 332,673 shares, at cost at March 31, 2025 and December 31, 2024, respectively		(5,058	)		(7,843	)
Total shareholders’ equity		532,936			516,682
Total liabilities and shareholders’ equity	$	5,441,586		$	5,441,589

ORRSTOWN FINANCIAL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

	Three Months Ended
	March 31,			March 31,
(Dollars in thousands, except per share amounts)		2025			2024
Interest income
Loans	$	63,432		$	36,233
Investment securities – taxable		8,944			4,584
Investment securities – tax-exempt		875			877
Short-term investments		2,268			956
Total interest income		75,519			42,650
Interest expense
Deposits		24,260			13,516
Securities sold under agreements to repurchase and federal funds purchased		84			25
FHLB advances and other borrowings		1,118			1,474
Subordinated notes and trust preferred debt		1,296			754
Total interest expense		26,758			15,769
Net interest income		48,761			26,881
(Recovery of) Provision for credit losses		(554	)		298
Net interest income after (recovery of) provision for credit losses		49,315			26,583
Noninterest income
Service charges		2,395			1,200
Interchange income		1,427			911
Swap fee income		394			199
Wealth management income		5,415			3,102
Mortgage banking activities		302			458
Investment securities gains (losses)		13			(5	)
Other income		1,678			765
Total noninterest income		11,624			6,630
Noninterest expenses
Salaries and employee benefits		20,388			13,752
Occupancy, furniture and equipment		4,675			2,639
Data processing		924			1,265
Advertising and bank promotions		499			398
FDIC insurance		824			441
Professional services		1,826			631
Taxes other than income		942			494
Intangible asset amortization		2,535			225
Merger-related expenses		1,649			672
Restructuring expenses		91			—
Other operating expenses		3,823			1,952
Total noninterest expenses		38,176			22,469
Income before income tax expense		22,763			10,744
Income tax expense		4,712			2,213
Net income	$	18,051		$	8,531


	Three Months Ended
	March 31,		March 31,
	2025		2024
Share information:
Basic earnings per share	$	0.94	$	0.82
Diluted earnings per share	$	0.93	$	0.81
Dividends paid per share	$	0.26	$	0.20
Weighted average shares – basic		19,157		10,349
Weighted average shares – diluted		19,328		10,482

ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
	Three Months Ended
	3/31/2025							12/31/2024							9/30/2024							6/30/2024							3/31/2024
			Taxable-			Taxable-				Taxable-			Taxable-				Taxable-			Taxable-				Taxable-			Taxable-				Taxable-			Taxable-
	Average		Equivalent			Equivalent		Average		Equivalent			Equivalent		Average		Equivalent			Equivalent		Average		Equivalent			Equivalent		Average		Equivalent			Equivalent
(In thousands)	Balance		Interest			Rate		Balance		Interest			Rate		Balance		Interest			Rate		Balance		Interest			Rate		Balance		Interest			Rate
Assets
Federal funds sold & interest-bearing bank balances	$	203,347	$	2,268		4.52	%	$	199,236	$	2,492		4.96	%	$	184,465	$	2,452		5.29	%	$	142,868	$	1,864		5.25	%	$	74,523	$	956		5.16	%
Investment securities ⁽¹⁾⁽²⁾		865,126		10,052		4.65			849,389		9,887		4.66			849,700		10,123		4.77			538,451		6,114		4.54			519,851		5,694		4.39
Loans^{(1)(3)(4)(5)(6)}		3,909,694		63,641		6.59			3,961,269		68,073		6.82			3,989,259		70,849		7.07			2,324,942		35,690		6.17			2,308,103		36,382		6.34
Total interest-earning assets		4,978,167		75,961		6.17			5,009,894		80,452		6.38			5,023,424		83,424		6.61			3,006,261		43,668		5.84			2,902,477		43,032		5.96
Other assets		447,530							454,271							491,719							204,863							196,295
Total assets	$	5,425,697						$	5,464,165						$	5,515,143						$	3,211,124						$	3,098,772
Liabilities and Shareholders’ Equity
Interest-bearing demand deposits⁽⁷⁾	$	2,473,543		14,156		2.32		$	2,522,885		15,575		2.45		$	2,554,743		16,165		2.52		$	1,649,753		10,118		2.47		$	1,570,622		9,192		2.35
Savings deposits⁽⁷⁾		273,313		165		0.25			272,718		166		0.24			283,337		148		0.21			165,467		140		0.34			170,005		144		0.34
Time deposits		970,588		9,939		4.15			998,963		11,109		4.41			1,014,628		12,290		4.82			481,721		5,007		4.18			428,443		4,180		3.92
Total interest-bearing deposits		3,717,444		24,260		2.65			3,794,566		26,850		2.81			3,852,708		28,603		2.95			2,296,941		15,265		2.67			2,169,070		13,516		2.51
Securities sold under agreements to repurchase and federal funds purchased		26,163		84		1.30			21,572		67		1.23			23,075		96		1.66			13,412		27		0.81			12,010		25		0.85
FHLB advances and other borrowings		112,859		1,118		4.02			115,373		1,165		4.01			115,388		1,154		3.98			115,000		1,152		4.03			137,505		1,474		4.31
Subordinated notes and trust preferred debt		68,739		1,296		7.65			68,571		1,360		7.88			68,399		1,437		8.36			32,118		734		9.19			32,100		754		9.45
Total interest-bearing liabilities		3,925,205		26,758		2.76			4,000,082		29,442		2.92			4,059,570		31,290		3.07			2,457,471		17,178		2.81			2,350,685		15,769		2.70
Noninterest-bearing demand deposits		887,726							849,999							807,886							423,037							417,469
Other liabilities		89,077							97,685							110,017							57,828							62,329
Total liabilities		4,902,008							4,947,766							4,977,473							2,938,336							2,830,483
Shareholders’ equity		523,689							516,399							537,670							272,788							268,289
Total	$	5,425,697						$	5,464,165						$	5,515,143						$	3,211,124						$	3,098,772
Taxable-equivalent net interest income / net interest spread				49,203		3.41	%				51,010		3.46	%				52,134		3.55	%				26,490		3.02	%				27,263		3.26	%
Taxable-equivalent net interest margin						4.00	%						4.05	%						4.14	%						3.54	%						3.77	%
Taxable-equivalent adjustment				(442	)						(437	)						(437	)						(387	)						(382	)
Net interest income			$	48,761						$	50,573						$	51,697						$	26,103						$	26,881
Ratio of average interest-earning assets to average interest-bearing liabilities						127	%						125	%						124	%						122	%						123	%


NOTES:
⁽¹⁾ Yields and interest income on tax-exempt assets have been computed on a taxable-equivalent basis assuming a 21% tax rate.
⁽²⁾ Average balance of investment securities is computed at fair value.
⁽³⁾Average balances include nonaccrual loans.
⁽⁴⁾ Interest income on loans includes prepayment and late fees, where applicable.
⁽⁵⁾ Interest income on loans includes interest recovered of $1.6 million from the payoff of a commercial real estate loan on nonaccrual status in the three months ended March 31, 2024.
⁽⁶⁾ Interest income on loans includes accretion on purchase accounting marks of $6.6 million, $7.6 million, $7.3 million, $0.2 million, and $0.1 million for the three months ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, respectively.

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)

(In thousands)	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Profitability for the quarter:
Net interest income	$	48,761		$	50,573		$	51,697		$	26,103		$	26,881
(Recovery of) Provision for credit losses		(554	)		1,755			13,681			812			298
Noninterest income		11,624			11,247			12,386			7,172			6,630
Noninterest expenses		38,176			42,930			60,299			22,639			22,469
Income (loss) before income taxes		22,763			17,135			(9,897	)		9,824			10,744
Income tax expense (benefit)		4,712			3,451			(1,994	)		2,086			2,213
Net income (loss)	$	18,051		$	13,684		$	(7,903	)	$	7,738		$	8,531

Financial ratios:
Return on average assets⁽¹⁾		1.35	%		1.00	%	(0.57)%				0.97	%		1.11	%
Return on average assets, adjusted^(1)(2)(3)		1.45	%		1.22	%		1.55	%		1.09	%		1.19	%
Return on average equity⁽¹⁾		13.98	%		10.54	%	(5.85)%				11.41	%		12.79	%
Return on average equity, adjusted^(1)(2)(3)		14.97	%		12.86	%		15.85	%		12.88	%		13.79	%
Net interest margin⁽¹⁾		4.00	%		4.05	%		4.14	%		3.54	%		3.77	%
Efficiency ratio		63.2	%		69.4	%		94.1	%		68.0	%		67.0	%
Efficiency ratio, adjusted⁽²⁾⁽³⁾		60.5	%		62.3	%		60.2	%		64.6	%		65.0	%

Per share information:
Income (loss) per common share:
Basic	$	0.94		$	0.72		$	(0.41	)	$	0.74		$	0.82
Basic, adjusted⁽²⁾⁽³⁾		1.01			0.87			1.12			0.84			0.89
Diluted		0.93			0.71			(0.41	)		0.73			0.81
Diluted, adjusted⁽²⁾⁽³⁾		1.00			0.87			1.11			0.83			0.88
Book value		27.32			26.65			26.65			25.97			25.38
Book value, adjusted^{(2) (3)}		27.38			28.40			28.24			26.12			25.44
Tangible book value⁽³⁾		21.99			21.19			21.12			24.08			23.47
Tangible book value, adjusted^{(2) (3)}		22.06			22.94			22.72			24.23			23.53
Cash dividends paid		0.26			0.23			0.23			0.20			0.20

Average basic shares		19,157			19,118			19,088			10,393			10,349
Average diluted shares		19,328			19,300			19,226			10,553			10,482
⁽¹⁾Annualized.
⁽²⁾ Ratio has been adjusted for non-recurring expenses for all periods presented.
⁽³⁾ Non-GAAP based financial measure. Please refer to Appendix A – Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations for a discussion of our use of non-GAAP based financial measures, including tables reconciling GAAP and non-GAAP financial measures appearing herein.

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
(In thousands)	March 31, 2025		December 31, 2024			September 30, 2024		June 30, 2024			March 31, 2024
Noninterest income:
Service charges	$	2,395	$	2,050		$	2,360	$	1,283		$	1,200
Interchange income		1,427		1,608			1,779		961			911
Swap fee income		394		597			505		375			199
Wealth management income		5,415		4,902			5,037		3,312			3,102
Mortgage banking activities		302		517			491		369			458
Other income		1,678		1,578			1,943		884			765
Investment securities gains (losses)		13		(5	)		271		(12	)		(5	)
Total noninterest income	$	11,624	$	11,247		$	12,386	$	7,172		$	6,630

Noninterest expenses:
Salaries and employee benefits	$	20,388	$	22,444		$	27,190	$	13,195		$	13,752
Occupancy, furniture and equipment		4,675		4,893			4,333		2,705			2,639
Data processing		924		1,540			2,046		1,237			1,265
Advertising and bank promotions		499		878			537		774			398
FDIC insurance		824		955			862		419			441
Professional services		1,826		1,591			1,119		801			631
Taxes other than income		942		(312	)		503		49			494
Intangible asset amortization		2,535		2,838			2,464		215			225
Provision for legal settlement		—		478			—		—			—
Merger-related expenses		1,649		3,887			16,977		1,135			672
Restructuring expenses		91		39			257		—			—
Other operating expenses		3,823		3,699			4,011		2,109			1,952
Total noninterest expenses	$	38,176	$	42,930		$	60,299	$	22,639		$	22,469

HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
(In thousands)	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Balance Sheet at quarter end:
Cash and cash equivalents	$	287,120		$	248,874		$	236,780		$	132,509		$	182,722
Restricted investments in bank stocks		19,693			20,232			20,247			11,147			11,453
Securities available for sale		855,456			829,711			826,828			529,082			514,909
Loans held for sale, at fair value		5,261			6,614			3,561			1,562			535
Loans:
Commercial real estate:
Owner occupied		617,854			633,567			622,726			371,301			364,280
Non-owner occupied		1,157,383			1,160,238			1,164,501			710,477			707,871
Multi-family		257,724			274,135			276,296			151,542			147,773
Non-owner occupied residential		168,354			179,512			190,786			89,156			91,858
Agricultural		134,916			125,156			129,486			25,551			25,909
Commercial and industrial		455,494			451,384			471,983			349,425			339,615
Acquisition and development:
1-4 family residential construction		40,621			47,432			56,383			32,439			22,277
Commercial and land development		227,434			241,424			262,317			129,883			118,010
Municipal		30,780			30,044			27,960			10,594			10,925
Total commercial loans		3,090,560			3,142,892			3,202,438			1,870,368			1,828,518
Residential mortgage:
First lien		464,642			460,297			451,195			271,153			270,748
Home equity – term		9,224			5,988			6,508			4,633			4,966
Home equity – lines of credit		295,820			303,561			303,165			192,736			189,966
Installment and other loans		15,739			18,476			18,131			8,713			8,875
Total loans		3,875,985			3,931,214			3,981,437			2,347,603			2,303,073
Allowance for credit losses		(47,804	)		(48,689	)		(49,630	)		(29,864	)		(29,165	)
Net loans held for investment		3,828,181			3,882,525			3,931,807			2,317,739			2,273,908
Goodwill		68,106			68,106			70,655			18,724			18,724
Other intangible assets, net		45,230			47,765			46,144			1,974			2,189
Total assets		5,441,586			5,441,589			5,470,589			3,198,782			3,183,331
Total deposits		4,633,716			4,623,096			4,650,853			2,702,884			2,695,951
FHLB advances and other borrowings and Securities sold under agreements to repurchase		123,480			141,227			137,310			129,625			127,099
Subordinated notes and trust preferred debt		68,850			68,680			68,510			32,128			32,111
Total shareholders’ equity		532,936			516,682			516,206			278,376			271,682

HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Capital and credit quality measures⁽¹⁾:
Total risk-based capital:
Orrstown Financial Services, Inc.		13.1	%		12.4	%		12.4	%		13.3	%		13.4	%
Orrstown Bank		13.0	%		12.4	%		12.2	%		13.1	%		13.1	%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc.		10.8	%		10.2	%		10.0	%		11.1	%		11.2	%
Orrstown Bank		11.9	%		11.2	%		11.0	%		12.0	%		11.9	%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc.		10.6	%		10.0	%		9.8	%		11.1	%		11.2	%
Orrstown Bank		11.9	%		11.2	%		11.0	%		12.0	%		11.9	%
Tier 1 leverage capital:
Orrstown Financial Services, Inc.		8.6	%		8.3	%		8.0	%		8.9	%		9.0	%
Orrstown Bank		9.5	%		9.1	%		8.8	%		9.5	%		9.6	%

Average equity to average assets		9.65	%		9.45	%		9.75	%		8.50	%		8.66	%
Allowance for credit losses to total loans		1.23	%		1.24	%		1.25	%		1.27	%		1.27	%
Total nonaccrual loans to total loans		0.59	%		0.61	%		0.68	%		0.36	%		0.56	%
Nonperforming assets to total assets		0.42	%		0.45	%		0.49	%		0.26	%		0.40	%
Allowance for credit losses to nonaccrual loans		210	%		202	%		184	%		357	%		226	%

Other information:
Net charge-offs (recoveries)	$	331		$	3,002		$	269		$	113		$	(42	)
Classified loans		76,211			88,628			105,465			48,722			48,997
Nonperforming and other risk assets:
Nonaccrual loans		22,727			24,111			26,927			8,363			12,886
Other real estate owned		138			138			138			—			—
Total nonperforming assets		22,865			24,249			27,065			8,363			12,886
Financial difficulty modifications still accruing		5,127			4,897			9,497			—			—
Loans past due 90 days or more and still accruing		400			641			337			187			99
Total nonperforming and other risk assets	$	28,392		$	29,787		$	36,899		$	8,550		$	12,985

(1) Capital ratios are estimated for the current period, subject to regulatory filings. The Company elected the three-year phase in option for the day-one impact of ASU 2016-13 for current expected credit losses (“CECL”) to regulatory capital. Beginning in 2023, the Company adjusted retained earnings, allowance for credit losses includable in tier 2 capital and the deferred tax assets from temporary differences in risk weighted assets by the permitted percentage of the day-one impact from adopting the new CECL standard.

Appendix A- Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations

Management believes providing certain other “non-GAAP” financial information will assist investors in their understanding of the effect on recent financial results from non-recurring charges.

As a result of acquisitions, the Company has intangible assets consisting of goodwill, core deposit and other intangible assets, which totaled $113.3 million and $115.9 million at March 31, 2025 and December 31, 2024, respectively. In addition, during the three months ended March 31, 2025, December 31, 2024, September 30, 2024, June 30, 2024 and March 31, 2024, the Company incurred $1.6 million, $3.9 million, $17.0 million, $1.1 million and $0.7 million in in merger-related expenses, respectively. During the three months ended December 31, 2024 and September 30, 2024, the Company incurred other non-recurring charges totaling $0.5 million and $20.2 million, respectively.

Tangible book value per common share and the impact of the non-recurring expenses on net income and associated ratios, as used by the Company in this earnings release, are determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). While we believe this information is a useful supplement to GAAP based measures presented in this earnings release, readers are cautioned that this non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial measures determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of our results and financial condition as reported under GAAP, nor are such measures necessarily comparable to non-GAAP performance measures that may be presented by other companies. This supplemental presentation should not be construed as an inference that our future results will be unaffected by similar adjustments to be determined in accordance with GAAP.

The following tables present the computation of each non-GAAP based measure:

(In thousands)

Tangible Book Value per Common Share	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Shareholders’ equity (most directly comparable GAAP-based measure)	$	532,936		$	516,682		$	516,206		$	278,376		$	271,682
Less: Goodwill		68,106			68,106			70,655			18,724			18,724
Other intangible assets		45,230			47,765			46,144			1,974			2,189
Related tax effect		(9,498	)		(10,031	)		(9,690	)		(415	)		(460	)
Tangible common equity (non-GAAP)	$	429,098		$	410,842		$	409,097		$	258,093		$	251,229

Common shares outstanding		19,510			19,390			19,373			10,720			10,705

Book value per share (most directly comparable GAAP-based measure)	$	27.32		$	26.65		$	26.65		$	25.97		$	25.38
Intangible assets per share		5.33			5.46			5.53			1.89			1.91
Tangible book value per share (non-GAAP)	$	21.99		$	21.19		$	21.12		$	24.08		$	23.47

(In thousands)	Three Months Ended
Adjusted Ratios for Non-recurring Charges	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Net income (loss) (A) – most directly comparable GAAP-based measure	$	18,051		$	13,684		$	(7,903	)	$	7,738		$	8,531
Plus: Merger-related expenses (B)		1,649			3,887			16,977			1,135			672
Plus: Executive retirement expenses (B)		—			35			4,758			—			—
Plus: Provision for credit losses on non-PCD loans (B)		—			—			15,504			—			—
Plus: Provision for legal settlement (B)		—			478			—			—			—
Less: Related tax effect (C)		(368	)		(1,386	)		(7,915	)		(139	)		(1	)
Adjusted net income (D=A+B-C) – Non-GAAP	$	19,332		$	16,698		$	21,421		$	8,734		$	9,202

Average assets (E)	$	5,425,697		$	5,464,165		$	5,515,143		$	3,211,124		$	3,098,772
Return on average assets (= A / E) – most directly comparable GAAP-based measure ⁽¹⁾		1.35	%		1.00	%	(0.57) %				0.97	%		1.11	%
Return on average assets, adjusted (= D / E) – Non-GAAP ⁽¹⁾		1.45	%		1.22	%		1.55	%		1.09	%		1.19	%

Average equity (F)	$	523,689		$	516,399		$	537,670		$	272,788		$	268,289
Return on average equity (= A / F) – most directly comparable GAAP-based measure ⁽¹⁾		13.98	%		10.54	%	(5.85) %				11.41	%		12.79	%
Return on average equity, adjusted (= D / F) – Non-GAAP ⁽¹⁾		14.97	%		12.86	%		15.85	%		12.88	%		13.79	%

Weighted average shares – basic (G) – most directly comparable GAAP-based measure		19,157			19,118			19,088			10,393			10,349
Basic earnings (loss) per share (= A / G) – most directly comparable GAAP-based measure	$	0.94		$	0.72		$	(0.41	)	$	0.74		$	0.82
Basic earnings per share, adjusted (= D / G) – Non-GAAP	$	1.01		$	0.87		$	1.12		$	0.84		$	0.89

Weighted average shares – diluted (H) – most directly comparable GAAP-based measure		19,328			19,300			19,226			10,553			10,482
Diluted earnings (loss) per share (= A / H) – most directly comparable GAAP-based measure	$	0.93		$	0.71		$	(0.41	)	$	0.73		$	0.81
Diluted earnings per share, adjusted (= D / H) – Non-GAAP	$	1.00		$	0.87		$	1.11		$	0.83		$	0.88

(1) Annualized

	Three Months Ended
	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Noninterest expense (I) – most directly comparable GAAP-based measure	$	38,176		$	42,930		$	60,299		$	22,639		$	22,469
Less: Merger-related expenses (B)		(1,649	)		(3,887	)		(16,977	)		(1,135	)		(672	)
Less: Executive retirement expenses (B)		—			(35	)		(4,758	)		—			—
Less: Provision for legal settlement (B)		—			(478	)		—			—			—
Adjusted noninterest expense (J = I – B) – Non-GAAP	$	36,527		$	38,531		$	38,564		$	21,504		$	21,797

Net interest income (K)	$	48,761		$	50,573		$	51,697		$	26,103		$	26,881
Noninterest income (L)		11,624			11,247			12,386			7,172			6,630
Total operating income (M = K + L)	$	60,385		$	61,820		$	64,083		$	33,275		$	33,511

Efficiency ratio (= I / M) – most directly comparable GAAP-based measure		63.2	%		69.4	%		94.1	%		68.0	%		67.0	%
Efficiency ratio, adjusted (= J / M) – Non-GAAP		60.5	%		62.3	%		60.2	%		64.6	%		65.0	%

(1) Annualized

Appendix B- Investment Portfolio Concentrations

The following table summarizes the credit ratings and collateral associated with the Company’s investment security portfolio, excluding equity securities, at March 31, 2025:

(In thousands)

Sector	Portfolio Mix		Amortized Book		Fair Value		Credit Enhancement		AAA		AA		A		BBB		BB		NR		Collateral / Guarantee Type
Unsecured ABS	—	%	$	2,952	$	2,768	27	%	—	%	—	%	—	%	—	%	—	%	100	%	Unsecured Consumer Debt
Student Loan ABS	—			3,808		3,792	28		—		—		—		—		—		100		Seasoned Student Loans
Federal Family Education Loan ABS	9			78,231		77,955	11		1		47		33		7		12		—		Federal Family Education Loan ⁽¹⁾
PACE Loan ABS	—			1,943		1,710	7		100		—		—		—		—		—		PACE Loans ⁽²⁾
Non-Agency CMBS	2			13,966		14,022	30		—		—		—		—		—		100
Non-Agency RMBS	2			16,323		14,726	16		100		—		—		—		—		—		Reverse Mortgages ⁽³⁾
Municipal – General Obligation	11			99,248		89,952			17		76		7		—		—		—
Municipal – Revenue	14			120,676		107,154			—		82		12		—		—		6
SBA ReRemic ⁽⁵⁾	—			2,095		2,087			—		100		—		—		—		—		SBA Guarantee ⁽⁴⁾
Small Business Administration	1			5,511		5,629			—		100		—		—		—		—		SBA Guarantee ⁽⁴⁾
Agency MBS	19			164,144		162,334			—		100		—		—		—		—		Residential Mortgages ⁽⁴⁾
Agency CMO	40			355,699		352,729			—		100		—		—		—		—
U.S. Treasury securities	2			20,040		18,417			—		100		—		—		—		—		U.S. Government Guarantee ⁽⁴⁾
Corporate bonds	—			1,939		1,974			—		—		52		48		—		—
	100	%	$	886,575	$	855,249			4	%	87	%	5	%	1	%	—	%	3	%

⁽¹⁾ 97% guaranteed by U.S. government
⁽²⁾ PACE acronym represents Property Assessed Clean Energy loans
⁽³⁾ Non-agency reverse mortgages with current structural credit enhancements
⁽⁴⁾ Guaranteed by U.S. government or U.S. government agencies
⁽⁵⁾ SBA ReRemic acronym represents Re-Securitization of Real Estate Mortgage Investment Conduits

Note: Ratings in table are the lowest of the six rating agencies (Standard & Poor’s, Moody’s, Fitch, Morningstar, DBRS and Kroll Bond Rating Agency). Standard & Poor’s rates U.S. government obligations at AA+.

About the Company

With $5.4 billion in assets, Orrstown Financial Services, Inc. and its wholly-owned subsidiary, Orrstown Bank, provide a wide range of consumer and business financial services in Berks, Cumberland, Dauphin, Franklin, Lancaster, Perry and York Counties, Pennsylvania and Anne Arundel, Baltimore, Harford, Howard, and Washington Counties, Maryland, as well as Baltimore City, Maryland. The Company’s lending area also includes counties in Pennsylvania, Maryland, Delaware, Virginia and West Virginia within a 75-mile radius of the Company’s executive and administrative offices as well as the District of Columbia. Orrstown Bank is an Equal Housing Lender and its deposits are insured up to the legal maximum by the FDIC. Orrstown Financial Services, Inc.’s common stock is traded on Nasdaq (ORRF). For more information about Orrstown Financial Services, Inc. and Orrstown Bank, visit www.orrstown.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements reflect the current views of the Company’s management with respect to, among other things, future events and the Company’s financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates, predictions or projections about events or the Company’s industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond the Company’s control. Accordingly, the Company cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements and there can be no assurances that the Company will achieve the desired level of new business development and new loans, growth in the balance sheet and fee-based revenue lines of business, cost savings initiatives and continued reductions in risk assets or mitigation of losses in the future. Factors which could cause the actual results to differ from those expressed or implied by the forward-looking statements include, but are not limited to, the following: interest rate changes or volatility; general economic conditions (including inflation and concerns about liquidity) on a national basis or in the local markets in which the Company operates; ineffectiveness of the Company’s strategic growth plan due to changes in current or future market conditions; the effects of competition and how it may impact our community banking model, including industry consolidation and development of competing financial products and services; changes in consumer behavior due to changing political, business and economic conditions, or legislative or regulatory initiatives; changes in, and evolving interpretations of, existing and future laws and regulations; changes in credit quality; inability to raise capital, if necessary, under favorable conditions; volatility in the securities markets; the demand for our products and services; deteriorating economic conditions; geopolitical tensions; operational risks including, but not limited to, cybersecurity incidents, fraud, natural disasters and future pandemics; expenses associated with litigation and legal proceedings; the possibility that the anticipated benefits of the merger with Codorus Valley Bancorp are not realized when expected or at all; and other risks and uncertainties, including those detailed in our Annual Report on Form 10-K for the year ended December 31, 2024 under the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in subsequent filings made with the Securities and Exchange Commission.

The foregoing list of factors is not exhaustive. If one or more events related to these or other risks or uncertainties materializes, or if the Company’s underlying assumptions prove to be incorrect, actual results may differ materially from what the Company anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and the Company disclaims any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible for the Company to predict those events or how they may affect it. In addition, the Company cannot assess the impact of each factor on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that the Company or persons acting on the Company’s behalf may issue.

The review period for subsequent events extends up to and includes the filing date of a public company’s financial statements, when filed with the Securities and Exchange Commission. Accordingly, the consolidated financial information presented in this announcement is subject to change. Annualized, pro forma, projected and estimated numbers in this document are used for illustrative purposes only and are not forecasts and may not reflect actual results.

April 22, 2025 4:07 pm

GRAIL to Present New Data on Galleri® and its Methylation Platform at American Association for Cancer Research (AACR) Annual Meeting

PR Newswire

Real-World Data in 100,000 Patients Further Support the Galleri® Test’s Ability to Simultaneously Screen for Multiple Cancers, as Well as its Accuracy of Cancer Signal of Origin Prediction to Support More Efficient Diagnostic Evaluations

Data From GRAIL’s ctDNA-based Targeted Methylation Assay Highlight Potential to Identify Robust Signals of Promoter Methylation

MENLO PARK, Calif.
, April 22, 2025 /PRNewswire/ — GRAIL, Inc. (Nasdaq: GRAL), a healthcare company whose mission is to detect cancer early when it can be cured, will present new data highlighting the latest real-world evidence with the Galleri® multi-cancer early detection (MCED) test and additional data from GRAIL’s circulating tumor DNA (ctDNA)-based targeted methylation platform at the American Association for Cancer Research (AACR) Annual Meeting in Chicago, April 25-30, 2025.

“GRAIL has an extensive evidence program that is setting the standard for multi-cancer early detection development that includes a large real-world dataset demonstrating Galleri test performance and implementation,” said Josh Ofman, MD, MSHS, President of GRAIL. “The real-world findings being presented at AACR support those observed in our previous clinical studies, highlighting the test’s ability to screen for deadly cancers that do not have recommended screening tests. Additional data presented will underscore the potential of GRAIL’s ctDNA-based targeted methylation assay for quantifying abnormal promoter methylation, which is a known hallmark of cancer and has shown potential utility as a biomarker in precision oncology.”

Data Presentations

Title: Real-world data and clinical experience from over 100,000 multi-cancer early detection tests
Abstract Number: 7202
Session Title: Targeted Therapies and Combinations 4
Date/Time: April 30, 2025, 9 am-12 pm
Location: Poster section 35

The latest data from a real-world study of more than 100,000 participants with the Galleri test, consistent with previously reported large-scale clinical data, affirming the MCED test can reliably detect a cancer signal across a wide range of cancer types, including cancers without recommended screening, with a high Cancer Signal of Origin prediction accuracy to help guide diagnostic evaluations.

Title: Estimated Post-Test Probabilities of Cancers For Individuals Receiving Multi-Cancer Early Detection (MCED) Tests
Abstract Number: 7132
Session Title: Immune Monitoring / Clinical Correlates
Date/Time: April 30, 2025, 9 am-12 pm
Location: Poster section 31

This modeling analysis shows that individuals receiving a no cancer signal detected MCED test result have a reduced risk of cancer diagnosis for one year post-blood draw; this risk increases as screening interval goes beyond one year, highlighting the importance of annual screening with the MCED test.

Title: Promoter Methylation as a Cancer Biomarker: Insights From ctDNA-Based Targeted Methylation Data
Abstract Number: 1943
Session Title: Liquid Biopsy: Circulating Nucleic Acids 5 / Circulating Tumor Cells 2
Date/Time: April 28, 2025, 9 am-12 pm
Location: Poster section 28

Leveraging insights from the Circulating Cell-free Genome Atlas (CCGA) study, this early proof-of-concept study underscores the potential of GRAIL’s ctDNA-based targeted methylation assay for detecting clinically informative promoter methylation signals in a plasma sample.

Title: Assessment of Cancer Subtypes Across Multiple Cancer Types Using a Circulating Tumor DNA (ctDNA)-Based Targeted Methylation Assay
Abstract Number: 1947
Session Title: Liquid Biopsy: Circulating Nucleic Acids 5 / Circulating Tumor Cells 2
Date/Time: April 28, 2025, 9 am-12 pm
Location: Poster section 28

Based on this proof-of-concept study, GRAIL’s ctDNA-based targeted methylation assay enables subtyping across cancers using a single blood draw, without the need for invasive tissue biopsy.

About GRAIL
GRAIL is a healthcare company whose mission is to detect cancer early, when it can be cured. GRAIL is focused on alleviating the global burden of cancer by using the power of next-generation sequencing, population-scale clinical studies, and state-of-the-art machine learning, software, and automation to detect and identify multiple deadly cancer types in earlier stages. GRAIL’s targeted methylation-based platform can support the continuum of care for screening and precision oncology, including multi-cancer early detection in symptomatic patients, risk stratification, minimal residual disease detection, biomarker subtyping, treatment and recurrence monitoring. GRAIL is headquartered in Menlo Park, CA with locations in Washington, D.C., North Carolina, and the United Kingdom.

For more information, visit grail.com.

About the Galleri^® Test

The Galleri multi-cancer early detection test is a proactive tool to screen for cancer. With a simple blood draw, the Galleri test can identify DNA shed by cancer cells, which can act as a unique “fingerprint” of cancer, to help screen for some of the deadliest cancers that don’t have recommended screening today, such as pancreatic, esophageal, ovarian, liver, and others.* The Galleri test can be used to screen for cancer before a person becomes symptomatic, when cancer may be more easily treated and potentially curable. The Galleri test can indicate the origin of the cancer, giving healthcare providers a roadmap of where to explore further. The Galleri test requires a prescription from a licensed healthcare provider and should be used in addition to recommended cancer screenings such as mammography, colonoscopy, prostate-specific antigen (PSA) test, or cervical cancer screening. The Galleri test is recommended for adults with an elevated risk for cancer, such as those aged 50 or older.

For more information, visit galleri.com.

Sensitivity in study participants with –
Pancreas cancer: 83.7% overall (61.9% stage I, 60.0% stage II, 85.7% stage III, 95.9% stage IV). Esophagus cancer 85.0% overall (12.5% stage I, 64.7% stage II, 94.7% stage III, 100% stage IV). Ovary cancer: 83.1% overall (50.0% stage I, 80.0% stage II, 87.1% stage III, 94.7% stage IV). Liver/bile duct cancer: 93.5% overall (100% stage I, 70.0% stage II, 100% stage III, 100% stage IV).

Important Galleri Safety Information

The Galleri test is recommended for use in adults with an elevated risk for cancer, such as those age 50 or older. The test does not detect all cancers and should be used in addition to routine cancer screening tests recommended by a healthcare provider. The Galleri test is intended to detect cancer signals and predict where in the body the cancer signal is located. Use of the test is not recommended in individuals who are pregnant, 21 years old or younger, or undergoing active cancer treatment.

Results should be interpreted by a healthcare provider in the context of medical history, clinical signs, and symptoms. A test result of No Cancer Signal Detected does not rule out cancer. A test result of Cancer Signal Detected requires confirmatory diagnostic evaluation by medically established procedures (e.g., imaging) to confirm cancer.

If cancer is not confirmed with further testing, it could mean that cancer is not present or testing was insufficient to detect cancer, including due to the cancer being located in a different part of the body. False positive (a cancer signal detected when cancer is not present) and false negative (a cancer signal not detected when cancer is present) test results do occur. Rx only.

Laboratory/Test Information

The GRAIL clinical laboratory is certified under the Clinical Laboratory Improvement Amendments of 1988 (CLIA) and accredited by the College of American Pathologists. The Galleri test was developed — and its performance characteristics were determined — by GRAIL. The Galleri test has not been cleared or approved by the Food and Drug Administration. The GRAIL clinical laboratory is regulated under CLIA to perform high-complexity testing. The Galleri test is intended for clinical purposes.

Forward-Looking Statements

This press release contains forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “aim,” “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “should,” “would,” or “will,” the negative of these terms, and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties, and assumptions about us, may include expectations about or projections of Galleri performance, Galleri clinical impact, proof of concept results that could support future products or product improvements, technology, clinical and real world studies, regulatory compliance, potential market opportunity, anticipated growth strategies, and other topics.

These statements are only predictions based on our current expectations and projections about future events and trends. There are important factors that could cause our actual results, level of activity, performance, or achievements to differ materially and adversely from those expressed or implied by the forward-looking statements, including those factors and numerous associated risks discussed under the section entitled “Risk Factors” in our Annual Report on Form 10-K for the period ended December 31, 2024 (the “Form 10-K”). Moreover, we operate in a dynamic and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results, level of activity, performance, or achievements to differ materially and adversely from those contained in any forward-looking statements we may make.

Forward-looking statements relate to the future and, accordingly, are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict and many of which are outside of our control. Although we believe the expectations and projections expressed or implied by the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, or achievements. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Except to the extent required by law, we undertake no obligation to update any of these forward-looking statements after the date of this press release to conform our prior statements to actual results or revised expectations or to reflect new information or the occurrence of unanticipated events.

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SOURCE GRAIL, Inc.

April 22, 2025 4:07 pm

CarParts.com Sets First Quarter 2025 Conference Call for Tuesday, May 13, 2025

PR Newswire

TORRANCE, Calif.
, April 22, 2025 /PRNewswire/ — CarParts.com, Inc. (NASDAQ: PRTS) will hold a conference call on Tuesday, May 13, 2025 at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) to discuss its financial results for the first quarter ended March 29, 2025. The results will be reported in a press release prior to the call.

CarParts.com, Inc. CEO David Meniane and CFO Ryan Lockwood will host the conference call live via an audio webcast, followed by a question and answer period. To access the conference call as a participant, please pre-register using this link. Registrants will receive a confirmation email with dial-in details.

The live webcast of the event can be accessed at www.carparts.com/investor/news-events.

A replay of the webcast will be archived on the company’s website at www.carparts.com/investor.

About CarParts.com, Inc.
CarParts.com, Inc. is a technology-driven eCommerce company offering over 1 million high-quality automotive parts and accessories. Operating for over 25 years, CarParts.com has established itself as a premier destination for drivers seeking repair and maintenance solutions. Our commitment lies in placing the customer at the forefront of our operations, evident in our easy-to-use, mobile-friendly website and app. With a commitment to affordability and customer satisfaction, CarParts.com simplifies the automotive repair process, aiming to eliminate the uncertainty and stress often associated with vehicle maintenance. Backed by a robust company-operated fulfillment network, we ensure swift delivery of top-quality parts from leading brands to customers across the nation.

At CarParts.com, our global team is united by a shared vision: Empowering Drivers Along Their Journey.

CarParts.com is headquartered in Torrance, California.

Investor Relations:

Ryan Lockwood

[email protected]

Media Relations:
Tina Mirfarsi
[email protected]

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SOURCE CarParts.com, Inc.

April 22, 2025 4:07 pm

Arcturus Therapeutics to Report First Quarter Financial Results and Provide Corporate Update on May 12, 2025

Arcturus Therapeutics to Report First Quarter Financial Results and Provide Corporate Update on May 12, 2025

SAN DIEGO–(BUSINESS WIRE)–
Arcturus Therapeutics Holdings Inc. (the “Company”, “Arcturus”, Nasdaq: ARCT), a commercial messenger RNA medicines company focused on the development of infectious disease vaccines and opportunities within liver and respiratory rare diseases, today announced that it will release its financial results for the quarter ended March 31, 2025 after the market close on Monday, May 12 and will also host a conference call and webcast at 4:30 pm Eastern Time on May 12, 2025.

Arcturus Therapeutics First Quarter 2025 Earnings Conference Call

Monday, May 12, 2025 @ 4:30 p.m. ET
Domestic: 1-800-267-6316
International: 1-203-518-9783
Conference ID: ARCTURUS
Webcast: Link

About Arcturus

Founded in 2013 and based in San Diego, California, Arcturus Therapeutics Holdings Inc. (Nasdaq: ARCT) is a commercial mRNA medicines and vaccines company with enabling technologies: (i) LUNAR® lipid-mediated delivery, (ii) STARR® mRNA technology (sa-mRNA) and (iii) mRNA drug substance along with drug product manufacturing expertise. Arcturus developed KOSTAIVE®, the first self-amplifying messenger RNA (sa-mRNA) COVID vaccine in the world to be approved. Arcturus has an ongoing global collaboration for innovative mRNA vaccines with CSL Seqirus, and a joint venture in Japan, ARCALIS, focused on the manufacture of mRNA vaccines and therapeutics. Arcturus’ pipeline includes RNA therapeutic candidates to potentially treat ornithine transcarbamylase (OTC) deficiency and cystic fibrosis (CF), along with its partnered mRNA vaccine programs for SARS-CoV-2 (COVID-19) and influenza. Arcturus’ versatile RNA therapeutics platforms can be applied toward multiple types of nucleic acid medicines including messenger RNA, small interfering RNA, circular RNA, antisense RNA, self-amplifying RNA, DNA, and gene editing therapeutics. Arcturus’ technologies are covered by its extensive patent portfolio (over 500 patents and patent applications in the U.S., Europe, Japan, China, and other countries). For more information, visit www.ArcturusRx.com. In addition, please connect with us on Twitter and LinkedIn.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250422374409/en/

Arcturus Therapeutics

Public Relations & Investor Relations

Neda Safarzadeh

VP, Head of IR/PR/Marketing

(858) 900-2682

[email protected]

KEYWORDS: United States North America California New York

INDUSTRY KEYWORDS: Infectious Diseases Pharmaceutical Health

MEDIA:

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April 22, 2025 4:06 pm

Personalis to Announce First Quarter 2025 Financial Results

Personalis to Announce First Quarter 2025 Financial Results

FREMONT, Calif.–(BUSINESS WIRE)–
Personalis, Inc. (Nasdaq: PSNL), a leader in advanced genomics for cancer, announced today that it will release its first quarter 2025 financial results on Tuesday, May 6, 2025. In conjunction with the release, Personalis will host a conference call and webcast that day at 2:00 p.m. Pacific Time / 5:00 p.m. Eastern Time to discuss its financial results and recent highlights.

Interested parties may access the call by dialing 877-451-6152 for domestic callers or 201-389-0879 for international callers. The webinar of the call may be accessed by visiting the Events section of the company’s website at investors.personalis.com. A replay of the webinar will be available shortly after the conclusion of the call and will be archived on the company’s website.

About Personalis, Inc.

At Personalis, we are transforming the active management of cancer through breakthrough personalized testing. We aim to drive a new paradigm for cancer management, guiding care from biopsy through the life of the patient. Our highly sensitive assays combine tumor-and-normal profiling with proprietary algorithms to deliver advanced insights even as cancer evolves over time. Our products are designed to detect minimal residual disease (MRD) and recurrence at the earliest timepoints, enable selection of targeted therapies based on ultra-comprehensive genomic profiling, and enhance biomarker strategy for drug development. Personalis is based in Fremont, California. To learn more, visit www.personalis.com and connect with us on LinkedIn and X (Twitter).

View source version on businesswire.com: https://www.businesswire.com/news/home/20250422071965/en/

Investors:

Caroline Corner

[email protected]

415-202-5678

Media:

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Biotechnology Health Genetics Pharmaceutical Oncology

MEDIA:

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April 22, 2025 4:06 pm

Pacira BioSciences to Present 104-Week Efficacy Data Following a Single Local Administration of PCRX-201 for Patients with Mild to Severe Osteoarthritis of the Knee

— Poster to be presented at OARSI World Congress on Osteoarthritis —

BRISBANE, Calif., April 22, 2025 (GLOBE NEWSWIRE) — Pacira BioSciences, Inc. (Nasdaq: PCRX), the industry leader in its commitment to deliver innovative, non-opioid pain therapies to transform the lives of patients, today announced the upcoming presentation of new 104-week data in support of its locally administered gene therapy candidate, PCRX-201 (enekinragene inzadenovec). The data is being presented at the 2025 Osteoarthritis Research Society International (OARSI) World Congress in Incheon, South Korea, April 24-27.

Presentation Title: Improvements in Pain, Stiffness, and Function After a Single Intraarticular Injection of Gene Therapy PCRX-201 for Knee Arthritis Osteoarthritis: A Subgroup Analysis by Structural Severity

Presented By: Ali Mobasheri, Professor of Musculoskeletal Biology at the University of Oulu in Oulu, Finland; Chief Researcher and International Adviser in the State Research Institute Centre for Innovative Medicine in Vilnius, Lithuania

Date and Time: Friday, April 25 and Saturday, April 26 from 3:30-4:15 PM KST

About PCRX-201 (enekinragene inzadenovec)

PCRX-201 (enekinragene inzadenovec) features an innovative design based on the company’s proprietary high-capacity adenovirus vector platform. It is currently being studied in the fundamental, underlying chronic inflammatory processes that contribute to “wear and tear” over time in osteoarthritis of the knee, a condition that affects more than 14 million individuals in the U.S. today.

In November 2024, Pacira reported promising data from a large Phase 1 study in which PCRX-201 provided sustained improvements in knee pain, stiffness, and function through two years following local administration, with a well-tolerated safety profile. PCRX-201 has received Regenerative Medicine Advanced Therapy (RMAT) designation from the U.S. Food and Drug Administration and Advanced Therapy Medicinal Products (ATMP) designation from the European Medicines Agency. PCRX-201 is the first gene therapy to achieve these clinical results and earn these regulatory designations in osteoarthritis of the knee – a testament to its promise and potential.

Given the promising Phase 1 results, dosing is underway in a Phase 2 study of PCRX-201 (the ASCEND study) for the treatment of knee osteoarthritis. To learn more about PCRX-201 and the company’s clinical development program, please visit the investor events section of the company’s investor website.

About Pacira

Pacira delivers innovative, non-opioid pain therapies to transform the lives of patients. Pacira has three commercial-stage non-opioid treatments: EXPAREL^® (bupivacaine liposome injectable suspension), a long-acting local analgesic currently approved for infiltration, fascial plane block, and as an interscalene brachial plexus nerve block, an adductor canal nerve block, and a sciatic nerve block in the popliteal fossa for postsurgical pain management; ZILRETTA^® (triamcinolone acetonide extended-release injectable suspension), an extended-release, intra-articular injection indicated for the management of osteoarthritis knee pain; and iovera_®º, a novel, handheld device for delivering immediate, long-acting, drug-free pain control using precise, controlled doses of cold temperature to a targeted nerve. The Company is also advancing the development of PCRX-201 (enekinragene inzadenovec), a novel, locally administered gene therapy with the potential to treat large prevalent diseases like osteoarthritis. To learn more about Pacira, visit www.pacira.com.

Investor Contact:
Susan Mesco, (973) 451-4030
[email protected] 

Media Contact:
Sara Marino, (973) 370-5430
[email protected]

April 22, 2025 4:05 pm

Eos Energy Enterprises Announces Date for First Quarter 2025 Financial Results and Conference Call

EDISON, N.J., April 22, 2025 (GLOBE NEWSWIRE) — Eos Energy Enterprises, Inc. (NASDAQ: EOSE) (“Eos” or the “Company”), America’s leading innovator in designing, manufacturing, and providing zinc-based long duration energy storage systems sourced and manufactured in the United States, today announced it will release its first quarter 2025 financial results after the U.S. market closes on May 6, 2025. A conference call to discuss its results will take place the following morning on May 7 at 8:30 a.m. Eastern Time.

Eos partners with Say Technologies to allow retail and institutional shareholders to submit and vote on questions ahead of the earnings call. A selection of key questions applicable to the broad investor base will be addressed live during the call, offering shareholders an opportunity to engage with Eos management.

Beginning on April 24, 2025, at 8:00 a.m. ET, registered shareholders will be able to submit questions via the Say Technologies Q&A Platform, which will remain open until 5:00 p.m. ET on May 2, 2025. For any support inquiries shareholders may email [email protected].

Registration Information

The live webcast of the earnings call will be available on the “Investor Relations” page of the Company’s website at Eos Investors or may be accessed using this link (registration link). To avoid delays, we encourage participants to join the conference call fifteen minutes ahead of the scheduled start time.

The conference call replay will be available via webcast through Eos’ investor relations website for twelve months following the live presentation. The webcast replay will be available from approximately 11:30 a.m. ET on May 7, 2025, and can be accessed by visiting Eos Investors.

About Eos Energy Enterprises

Eos Energy Enterprises, Inc. is accelerating the shift to American energy independence with positively ingenious solutions that transform how the world stores power. Our breakthrough Znyth™ aqueous zinc battery was designed to overcome the limitations of conventional lithium-ion technology. It is safe, scalable, efficient, sustainable, manufactured in the U.S., and the core of our innovative systems that today provides utility, industrial, and commercial customers with a proven, reliable energy storage alternative for 3 to 12-hour applications. Eos was founded in 2008 and is headquartered in Edison, New Jersey. For more information about Eos (NASDAQ: EOSE), visit eose.com.

Contacts
Investors: [email protected]
Media: [email protected]

April 22, 2025 4:05 pm

First Community Bankshares, Inc. Announces First Quarter 2025 Results and Quarterly Cash Dividend

BLUEFIELD, Va., April 22, 2025 (GLOBE NEWSWIRE) — First Community Bankshares, Inc. (NASDAQ: FCBC) (www.firstcommunitybank.com) (the “Company”) today reported its unaudited results of operations and other financial information for the quarter ended March 31, 2025. The Company reported net income of $11.82 million, or $0.64 per diluted common share, for the quarter ended March 31, 2025.

The Company also declared a quarterly cash dividend to common shareholders of thirty-one cents, $0.31 per common share. The quarterly dividend is payable to common shareholders of record on May 9, 2025, and is expected to be paid on May 23, 2025. This year marks the 40th consecutive year of regular dividends to common shareholders and the prior year was the 15th consecutive year of regular dividend increases.

First Quarter 2025 Highlights

Income Statement

Net interest margin for the first quarter of 2025 was 4.34%. The yield on earning assets decreased 5 basis points from the same period of 2024 and is primarily attributable to a decrease in interest income of $867 thousand. Interest income for loans and securities available-for-sale decreased $2.74 million and $470 thousand, respectively. The decreases were primarily due to decreases in the average balance for loans and securities available-for-sale of $154.04 million and $89.74 million, respectively. Additionally, the yield on loans decreased 8 basis points. The decrease in interest income on loans and securities available-for-sale was somewhat offset by an increase in interest income on interest-bearing deposits with banks. Interest expense on interest-bearing liabilities increased $472 thousand and is primarily attributable to an increase in yield of 11 basis points.
Noninterest income increased approximately $970 thousand, or 10.48%, when compared to the same quarter of 2024. The increase is primarily attributable to an increase in service charges on deposits of $526 thousand, or 15.89%, and an increase in other operating income of $491 thousand, or 35.07%. Noninterest expense increased $1.56 million, or 6.66% when compared to the same period of 2024. The increase is primarily attributable to an increase in salaries and benefits of $754 thousand, or 5.99%.
Annualized return on average assets (“ROA”) was 1.49% for the first quarter of 2025 compared to 1.60% for the same period of 2024. Annualized return on average common equity (“ROE”) was 9.49% for the first quarter of 2025 compared to 10.18% for the same period of 2024.

Balance Sheet and Asset Quality

Consolidated assets totaled $3.23 billion at March 31, 2025.
Loans decreased $33.39 million, or 1.38%, from December 31, 2024. Securities available for sale decreased $40.19 million, or 23.66%, from December 31, 2024. Deposits decreased $6.77 million, or 0.25%, which was largely a function of declining higher-rate time deposits. Stockholder equity decreased $29.98 million, or 5.69% due to the payment of a special cash dividend in the first quarter of 2025. The net effect of these balance sheet changes resulted in an increase in cash and cash equivalents of $37.23 million, or 9.86%.
The Company did not repurchase any common shares during the first quarter of 2025.
Non-performing loans to total loans increased to 0.85% when compared with the same quarter of 2024. The Company experienced net charge-offs for the first quarter of 2025 of $1.39 million, or 0.24% of annualized average loans, compared to net charge-offs of $1.74 million, or 0.27%, of annualized average loans for the same period in 2024.
The allowance for credit losses to total loans was 1.42% at March 31, 2025, compared to 1.44% at December 31, 2024 and 1.41% at March 31, 2024.
Book value per share at March 31, 2025, was $ 27.09, a decrease of $1.64 from year-end 2024. The decrease is primarily attributable to the payment of the special cash dividend in the first quarter of 2025 of $2.07 per share totaling approximately $37.93 million.

Non-GAAP Financial Measures

In addition to financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures that provide useful information for financial and operational decision making, evaluating trends, and comparing financial results to other financial institutions. The non-GAAP financial measures presented in this news release include “tangible book value per common share,” “return on average tangible common equity,” “adjusted earnings,” “adjusted diluted earnings per share,” “adjusted return on average assets,” “adjusted return on average common equity,” “adjusted return on average tangible common equity,” and certain financial measures presented on a fully taxable equivalent (“FTE”) basis. FTE basis is calculated using the federal statutory income tax rate of 21%. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as a reconciliation to that comparable GAAP financial measure can be found in the attached tables to this press release. While the Company believes certain non-GAAP financial measures enhance the understanding of its business and performance, they are supplemental and not a substitute for, or more important than, financial measures prepared in accordance with GAAP and may not be comparable to those reported by other financial institutions.

About First Community Bankshares, Inc.

First Community Bankshares, Inc., a financial holding company headquartered in Bluefield, Virginia, provides banking products and services through its wholly owned subsidiary First Community Bank. First Community Bank operated 53 branch banking locations in Virginia, West Virginia, North Carolina, and Tennessee as of March 31, 2025. First Community Bank offers wealth management and investment advice and services through its Trust Division and through its wholly owned subsidiary, First Community Wealth Management, which collectively managed and administered $1.62 billion in combined assets as of March 31, 2025. The Company reported consolidated assets of $3.23 billion as of March 31, 2025. The Company’s common stock is listed on the NASDAQ Global Select Market under the trading symbol, “FCBC”. Additional investor information is available on the Company’s website at www.firstcommunitybank.com.

This news release may include forward-looking statements. These forward-looking statements are based on current expectations that involve risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results may differ materially. These risks include: changes in business or other market conditions; the timely development, production and acceptance of new products and services; the challenge of managing asset/liability levels; the management of credit risk and interest rate risk; the difficulty of keeping expense growth at modest levels while increasing revenues; changes in banking laws and regulations; the degree of competition by traditional and non-traditional competitors; the impact of natural disasters, extreme weather events, military conflict , terrorism or other geopolitical events; and other risks detailed from time to time in the Company’s Securities and Exchange Commission reports including, but not limited to, the Annual Report on Form 10-K for the most recent fiscal year end. Pursuant to the Private Securities Litigation Reform Act of 1995, the Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

	Three Months Ended
	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
(Amounts in thousands, except share and per share data)	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Interest income
Interest and fees on loans	$	30,669		$	31,637		$	32,120		$	32,696		$	33,418
Interest on securities		1,238			1,447			1,070			1,211			1,698
Interest on deposits in banks		3,262			3,348			3,702			2,882			913
Total interest income		35,169			36,432			36,892			36,789			36,029
Interest expense
Interest on deposits		4,871			5,099			5,298			4,877			4,365
Interest on borrowings		–			–			–			–			35
Total interest expense		4,871			5,099			5,298			4,877			4,400
Net interest income		30,298			31,333			31,594			31,912			31,629
Provision for credit losses		321			1,082			1,360			144			1,011
Net interest income after provision		29,977			30,251			30,234			31,768			30,618
Noninterest income		10,229			10,337			10,452			9,342			9,259
Noninterest expense		24,944			24,107			24,177			24,897			23,386
Income before income taxes		15,262			16,481			16,509			16,213			16,491
Income tax expense		3,444			3,441			3,476			3,527			3,646
Net income	$	11,818		$	13,040		$	13,033		$	12,686		$	12,845


Earnings per common share
Basic	$	0.64		$	0.71		$	0.71		$	0.69		$	0.70
Diluted	$	0.64		$	0.71		$	0.71		$	0.71		$	0.71
Cash dividends per common share
Regular		0.31			0.31			0.31			0.29			0.29
Special cash dividend		2.07			–			–			–			–
Weighted average shares outstanding
Basic		18,324,760			18,299,612			18,279,612			18,343,958			18,476,128
Diluted		18,451,321			18,418,441			18,371,907			18,409,876			18,545,910
Performance ratios
Return on average assets		1.49	%		1.60	%		1.60	%		1.58	%		1.60	%
Return on average common equity		9.49	%		9.89	%		10.04	%		10.02	%		10.18	%
Return on average tangible common equity(1)		13.79	%		14.12	%		14.46	%		14.54	%		14.82	%

_____________

(1	)	A non-GAAP financial measure defined as net income divided by average stockholders’ equity less average goodwill and other intangible assets.

CONDENSED CONSOLIDATED QUARTERLY NONINTEREST INCOME AND EXPENSE (Unaudited)

	Three Months Ended
	March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024
(Amounts in thousands)	March 31, 2025		December 31, 2024		September 30, 2024		June 30, 2024		March 31, 2024
Noninterest income
Wealth management	$	1,162	$	1,251	$	1,071	$	1,064	$	1,099
Service charges on deposits		3,836		3,613		3,661		3,428		3,310
Other service charges and fees		3,340		3,575		3,697		3,670		3,450
Other operating income		1,891		1,898		2,023		1,180		1,400
Total noninterest income	$	10,229	$	10,337	$	10,452	$	9,342	$	9,259
Noninterest expense
Salaries and employee benefits	$	13,335	$	13,501	$	13,129	$	12,491	$	12,581
Occupancy expense		1,576		1,329		1,270		1,309		1,378
Furniture and equipment expense		1,575		1,562		1,574		1,687		1,545
Service fees		2,484		2,305		2,461		2,427		2,449
Advertising and public relations		1,055		1,165		967		933		796
Professional fees		372		295		221		330		372
Amortization of intangibles		524		535		536		530		530
FDIC premiums and assessments		362		365		365		364		369
Litigation expense		–		–		–		1,800		–
Other operating expense		3,661		3,050		3,654		3,026		3,366
Total noninterest expense	$	24,944	$	24,107	$	24,177	$	24,897	$	23,386

RECONCILIATION OF GAAP NET INCOME TO NON-GAAP ADJUSTED EARNINGS (Unaudited)

	Three Months Ended
	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
(Amounts in thousands, except per share data)	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Adjusted Net Income for diluted earnings per share	$	11,818		$	13,040		$	13,033		$	12,686		$	12,845
Non-GAAP adjustments:
Loss (gain) on sale of securities		–			–			–			–			–
Merger expense		–			–			–			–			–
Day 2 provision for allowance for credit losses – Surrey		–			–			–			–			–
Litigation expense		–			–			–			1,800			–
Other items(1)		–			–			(825	)		–			–
Total adjustments		–			–			(825	)		1,800			–
Tax effect		–			–			(198	)		432			–
Adjusted earnings, non-GAAP	$	11,818		$	13,040		$	12,406		$	14,054		$	12,845

Adjusted diluted earnings per common share, non-GAAP	$	0.64		$	0.71		$	0.68		$	0.76		$	0.69
Performance ratios, non-GAAP
Adjusted return on average assets		1.49	%		1.60	%		1.53	%		1.75	%		1.60	%
Adjusted return on average common equity		9.49	%		9.89	%		9.56	%		11.10	%		10.18	%
Adjusted return on average tangible common equity (2)		13.79	%		14.12	%		13.77	%		16.11	%		14.82	%

_____________

(1	)	Includes other non-recurring income and expense items.
(2	)	A non-GAAP financial measure defined as adjusted earnings divided by average stockholders’ equity less average goodwill and other intangible assets.

AVERAGE BALANCE SHEETS AND NET INTEREST INCOME ANALYSIS (Unaudited)

	Three Months Ended March 31,
	2025							2024
	Average				Average Yield/			Average				Average Yield/
(Amounts in thousands)	Balance		Interest(1)		Rate(1)			Balance		Interest(1)		Rate(1)
Assets
Earning assets
Loans(2)(3)	$	2,395,068	$	30,757		5.21	%	$	2,549,107	$	33,500		5.29	%
Securities available for sale		149,266		1,261		3.43	%		239,010		1,731		2.91	%
Interest-bearing deposits		295,939		3,262		4.47	%		66,483		916		5.54	%
Total earning assets		2,840,273		35,280		5.04	%		2,854,600		36,147		5.09	%
Other assets		373,791							373,614
Total assets	$	3,214,064						$	3,228,214

Liabilities and stockholders’ equity
Interest-bearing deposits
Demand deposits	$	658,651	$	180		0.11	%	$	665,875	$	162		0.10	%
Savings deposits		891,148		3,311		1.51	%		866,084		3,412		1.58	%
Time deposits		238,254		1,380		2.35	%		249,974		790		1.27	%
Total interest-bearing deposits		1,788,053		4,871		1.10	%		1,781,933		4,364		0.98	%
Borrowings
Federal funds purchased		–		–		–			2,527		35		5.52	%
Retail repurchase agreements		1,071		–		0.06	%		1,127		–		0.05	%
Total borrowings		1,071		–		0.06	%		3,654		35		3.85	%
Total interest-bearing liabilities		1,789,124		4,871		1.10	%		1,785,587		4,399		0.99	%
Noninterest-bearing demand deposits		859,988							886,947
Other liabilities		60,167							48,298
Total liabilities		2,709,279							2,720,832
Stockholders’ equity		504,785							507,382
Total liabilities and stockholders’ equity	$	3,214,064						$	3,228,214
Net interest income, FTE(1)			$	30,409						$	31,748
Net interest rate spread						3.94	%						4.10	%
Net interest margin, FTE(1)						4.34	%						4.47	%

_____________

(1	)	Interest income and average yield/rate are presented on a FTE, non-GAAP, basis using the federal statutory income tax rate of 21%.
(2	)	Nonaccrual loans are included in the average balance; however, no related interest income is recorded during the period of nonaccrual.
(3	)	Interest on loans includes non-cash and accelerated purchase accounting accretion of $556 thousand and $781 thousand for the three months ended March 31, 2025 and 2024, respectively.

CONDENSED CONSOLIDATED QUARTERLY BALANCE SHEETS (Unaudited)

	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
(Amounts in thousands, except per share data)	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Assets
Cash and cash equivalents	$	414,682		$	377,454		$	315,338		$	329,877		$	248,905
Debt securities available for sale, at fair value		129,659			169,849			166,669			129,686			166,247
Loans held for investment, net of unearned income		2,382,699			2,416,089			2,444,113			2,473,268			2,519,833
Allowance for credit losses		(33,784	)		(34,825	)		(35,118	)		(34,885	)		(35,461	)
Loans held for investment, net		2,348,915			2,381,264			2,408,995			2,438,383			2,484,372
Premises and equipment, net		48,780			48,735			49,654			50,528			51,333
Other real estate owned		298			521			346			100			374
Interest receivable		9,306			9,207			9,883			9,984			10,719
Goodwill		143,946			143,946			143,946			143,946			143,946
Other intangible assets		12,490			13,014			13,550			14,085			14,615
Other assets		117,697			117,226			115,980			116,230			115,470
Total assets	$	3,225,773		$	3,261,216		$	3,224,361		$	3,232,819		$	3,235,981

Liabilities
Deposits
Noninterest-bearing	$	893,794		$	883,499		$	869,723		$	889,462		$	902,396
Interest-bearing		1,790,683			1,807,748			1,789,530			1,787,810			1,779,819
Total deposits		2,684,477			2,691,247			2,659,253			2,677,272			2,682,215
Securities sold under agreements to repurchase		908			906			954			894			1,006
Interest, taxes, and other liabilities		43,971			42,671			43,460			45,769			45,816
Total liabilities		2,729,356			2,734,824			2,703,667			2,723,935			2,729,037

Stockholders’ equity
Common stock		18,327			18,322			18,291			18,270			18,413
Additional paid-in capital		169,867			169,752			168,691			168,272			173,041
Retained earnings		317,728			349,489			342,121			334,756			327,389
Accumulated other comprehensive loss		(9,505	)		(11,171	)		(8,409	)		(12,414	)		(11,899	)
Total stockholders’ equity		496,417			526,392			520,694			508,884			506,944
Total liabilities and stockholders’ equity	$	3,225,773		$	3,261,216		$	3,224,361		$	3,232,819		$	3,235,981

Shares outstanding at period-end		18,326,657			18,321,795			18,290,938			18,270,273			18,413,088
Book value per common share	$	27.09		$	28.73		$	28.47		$	27.85		$	27.53
Tangible book value per common share(1)		18.55			20.16			19.86			19.20			18.92

_____________

(1	)	A non-GAAP financial measure defined as stockholders’ equity less goodwill and other intangible assets, divided by shares outstanding.

SELECTED CREDIT QUALITY INFORMATION (Unaudited)

	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
(Amounts in thousands)	March 31, 2025			December 31, 2024			September 30, 2024			June 30, 2024			March 31, 2024
Allowance for Credit Losses
Balance at beginning of period:
Allowance for credit losses – loans	$	34,825		$	35,118		$	34,885		$	35,461		$	36,189
Allowance for credit losses – loan commitments		341			441			441			746			746
Total allowance for credit losses beginning of period		35,166			35,559			35,326			36,207			36,935
Provision for credit losses:
Provision for credit losses – loans		350			1,182			1,360			449			1,011
(Recovery of) provision for credit losses – loan commitments		(29	)		(100	)		–			(305	)		–
Total provision for credit losses – loans and loan commitments		321			1,082			1,360			144			1,011
Charge-offs		(1,998	)		(2,005	)		(1,799	)		(1,599	)		(2,448	)
Recoveries		607			530			672			574			709
Net (charge-offs) recoveries		(1,391	)		(1,475	)		(1,127	)		(1,025	)		(1,739	)
Balance at end of period:
Allowance for credit losses – loans		33,784			34,825			35,118			34,885			35,461
Allowance for credit losses – loan commitments		312			341			441			441			746
Ending balance	$	34,096		$	35,166		$	35,559		$	35,326		$	36,207

Nonperforming Assets
Nonaccrual loans	$	19,974		$	19,869		$	19,754		$	19,815		$	19,617
Accruing loans past due 90 days or more		117			149			176			19			30
Modified loans past due 90 days or more		125			135			–			–			–
Total nonperforming loans		20,216			20,153			19,930			19,834			19,647
OREO		298			521			346			100			374
Total nonperforming assets	$	20,514		$	20,674		$	20,276		$	19,934		$	20,021


Additional Information
Total modified loans	$	2,124		$	2,260		$	2,320		$	2,290		$	2,177

Asset Quality Ratios
Nonperforming loans to total loans		0.85	%		0.83	%		0.82	%		0.80	%		0.78	%
Nonperforming assets to total assets		0.64	%		0.63	%		0.63	%		0.62	%		0.62	%
Allowance for credit losses to nonperforming loans		167.12	%		172.80	%		176.21	%		175.88	%		180.49	%
Allowance for credit losses to total loans		1.42	%		1.44	%		1.44	%		1.41	%		1.41	%
Annualized net charge-offs (recoveries) to average loans		0.24	%		0.24	%		0.18	%		0.16	%		0.27	%

FOR MORE INFORMATION, CONTACT:

David D. Brown

(276) 326-9000

April 22, 2025 4:04 pm

Federal Signal Corporation Declares Dividend of $0.14 per share and Announces Additional $150 Million Stock Repurchase Authorization

PR Newswire

DOWNERS GROVE, Ill.
, April 22, 2025 /PRNewswire/ — Federal Signal Corporation (NYSE: FSS) (the “Company”) today announced that its Board of Directors (“Board”) declared a quarterly cash dividend of fourteen cents($0.14) per share on its common stock. The dividend is payable on May 30, 2025 to stockholders of record at the close of business on May 16, 2025.

The Company also announced today that its Board has authorized an additional stock repurchase program of up to $150 million of the Company’s common stock. The repurchase program supplements the Board’s prior authorization from March 2020, which had approximately $27 million of availability remaining as of the end of the first quarter of 2025. The newly-authorized program is intended primarily to facilitate purchases of Company stock as a means to provide cash returns to stockholders, enhance stockholder returns, and manage the Company’s capital structure.

“Our objective with our stock repurchase programs, and with all of our initiatives, is to optimize value for our stockholders,” said Jennifer L. Sherman, President and Chief Executive Officer. “In taking this action, we are reaffirming our confidence in the prospects for our businesses. With the strength of our balance sheet, our robust free cash flow generation, and our low debt levels, we can fund opportunistic repurchases of our stock and offset dilution over time, without impacting our ability to invest in our growth initiatives, including our disciplined and focused acquisition efforts.”

Under its stock repurchase programs, the Company is authorized to repurchase, from time to time, shares of its outstanding common stock. Stock repurchases by the Company are subject to market conditions and other factors and may be commenced, suspended, or discontinued at any time.

About Federal Signal

Federal Signal Corporation (NYSE: FSS) builds and delivers equipment of unmatched quality that moves material, cleans infrastructure, and protects the communities where we work and live. Founded in 1901, Federal Signal is a leading global designer, manufacturer, and supplier of products and total solutions that serve municipal, governmental, industrial, and commercial customers. Headquartered in Downers Grove, Ill., with manufacturing facilities worldwide, the Company operates two groups: Environmental Solutions and Safety and Security Systems. For more information on Federal Signal, visit: https://www.federalsignal.com.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995

This release contains unaudited financial information and various forward-looking statements as of the date hereof and we undertake no obligation to update these forward-looking statements regardless of new developments or otherwise. Statements in this release that are not historical are forward-looking statements. Forward-looking statements should not be relied upon as a predictor of actual results. Such statements are subject to various risks and uncertainties that could cause actual results to vary materially from those stated. Such risks and uncertainties include but are not limited to: economic and political uncertainty, risks and adverse economic effects associated with geopolitical conflicts, legal and regulatory developments, foreign currency exchange rate changes, inflationary pressures, product and price competition, supply chain disruptions, availability and pricing of raw materials, interest rate changes, risks associated with acquisitions such as integration of operations and achieving anticipated revenue and cost benefits, work stoppages, increases in pension funding requirements, cybersecurity risks, increased legal expenses and litigation results and other risks and uncertainties described in filings with the Securities and Exchange Commission.

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SOURCE Federal Signal Corporation