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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2025
OR
☐       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.      001-13227
CAMDEN NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
 
Maine01-0413282
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
  
2 ELM STREETCAMDENME04843
(Address of principal executive offices)(Zip Code)
 
Registrant's telephone number, including area code:  (207) 236-8821

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, without par valueCACThe NASDAQ Stock Market LLC
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
 
Yes x          No ¨
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
 
Yes x          No ¨
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
 
Large accelerated filer☐Accelerated filer☒
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

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


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

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date:
Outstanding at July 30, 2025: Common stock (no par value) 16,920,277 shares.


CAMDEN NATIONAL CORPORATION

 FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2025
TABLE OF CONTENTS OF INFORMATION REQUIRED IN REPORT

  PAGE
PART I.  FINANCIAL INFORMATION 
ITEM 1.FINANCIAL STATEMENTS 
 
Consolidated Statements of Condition (unaudited) - June 30, 2025 and December 31, 2024
 
Consolidated Statements of Income (unaudited) - Three and Six Months Ended June 30, 2025 and 2024
 
Consolidated Statements of Comprehensive Income (unaudited) - Three and Six Months Ended June 30, 2025 and 2024
 
Consolidated Statements of Changes in Shareholders’ Equity (unaudited) - Three and Six Months Ended June 30, 2025 and 2024
 
Consolidated Statements of Cash Flows (unaudited) - Six Months Ended June 30, 2025 and 2024
 Notes to the Unaudited Consolidated Financial Statements
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
ITEM 4.CONTROLS AND PROCEDURES
PART II. OTHER INFORMATION 
ITEM 1.LEGAL PROCEEDINGS
ITEM 1A.RISK FACTORS
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
ITEM 3.DEFAULTS UPON SENIOR SECURITIES
ITEM 4.MINE SAFETY DISCLOSURES
ITEM 5.OTHER INFORMATION
ITEM 6.EXHIBITS
SIGNATURES
2

PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF CONDITION
(unaudited)
(In thousands, except number of shares)June 30,
2025		December 31,
2024
ASSETS  
Cash and due from banks$98,248 $62,379 
Interest-bearing deposits in other banks (including restricted cash)15,567 152,584 
Total cash, cash equivalents and restricted cash113,815 214,963 
Investments:  
Trading securities5,326 5,243 
Available-for-sale securities, at fair value (amortized cost of $917,064 and $673,003, respectively)
860,217 593,749 
Held-to-maturity securities, at amortized cost (fair value of $471,195 and $470,824, respectively)
509,298 517,778 
Other investments26,879 22,514 
Total investments1,401,720 1,139,284 
Loans held for sale, at fair value (book value of $22,361 and $10,923, respectively)
22,567 11,049 
Loans4,931,369 4,115,259 
Less: allowance for credit losses on loans(53,022)(35,728)
Net loans4,878,347 4,079,531 
Goodwill151,505 94,697 
Core deposit intangible assets45,526 415 
Bank-owned life insurance 110,342 104,308 
Premises and equipment, net53,413 37,052 
Deferred tax assets57,340 40,037 
Other assets85,469 83,802 
Total assets$6,920,044 $5,805,138 
LIABILITIES AND SHAREHOLDERS’ EQUITY  
Liabilities  
Deposits:  
Non-interest checking$1,118,080 $925,571 
Interest checking1,663,335 1,483,589 
Savings and money market1,823,275 1,511,589 
Certificates of deposit698,185 532,424 
Brokered deposits211,837 179,994 
Total deposits5,514,712 4,633,167 
Short-term borrowings599,367 500,621 
Junior subordinated debentures61,365 44,331 
Accrued interest and other liabilities92,452 95,788 
Total liabilities6,267,896 5,273,907 
Commitments and Contingencies (Note 9)
Shareholders’ Equity 
Common stock, no par value: authorized 40,000,000 shares, issued and outstanding 16,919,689 and 14,579,339 on June 30, 2025 and December 31, 2024, respectively
214,365 116,425 
Retained earnings515,662 509,452 
Accumulated other comprehensive loss(77,879)(94,646)
Total shareholders’ equity652,148 531,231 
Total liabilities and shareholders’ equity$6,920,044 $5,805,138 





The accompanying notes are an integral part of these consolidated financial statements.
3

CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
Three Months Ended
June 30,		Six Months Ended
June 30,
(In thousands, except number of shares and per share data)2025202420252024
Interest Income  
Interest and fees on loans$67,477 $53,422 $134,026 $105,131 
Taxable interest on investments
10,257 6,807 20,029 13,834 
Nontaxable interest on investments455 461 923 926 
Dividend income493 521 1,013 833 
Other interest income641 951 1,727 1,621 
Total interest income79,323 62,162 157,718 122,345 
Interest Expense    
Interest on deposits24,594 24,169 49,215 47,347 
Interest on borrowings4,620 5,285 8,638 10,483 
Interest on junior subordinated debentures900 524 1,798 1,058 
Total interest expense30,114 29,978 59,651 58,888 
Net interest income49,209 32,184 98,067 63,457 
Provision (credit) for credit losses6,920 650 16,349 (1,452)
Net interest income after provision (credit) for credit losses42,289 31,534 81,718 64,909 
Non-Interest Income    
Debit card income3,646 3,069 6,879 5,935 
Service charges on deposit accounts2,405 2,113 4,723 4,140 
Income from fiduciary services1,981 1,870 3,819 3,619 
Brokerage and insurance commissions1,794 1,441 3,491 2,680 
Bank-owned life insurance1,003 694 1,663 1,377 
Mortgage banking income, net1,060 516 1,568 1,324 
Other income1,178 942 2,120 1,892 
Total non-interest income13,067 10,645 24,263 20,967 
Non-Interest Expense    
Salaries and employee benefits19,392 15,601 39,635 31,555 
Furniture, equipment and data processing4,294 3,497 9,025 7,126 
Merger and acquisition costs
1,405 — 8,930 — 
Net occupancy costs2,693 1,981 5,726 4,051 
Debit card expense1,725 1,311 3,415 2,575 
Amortization of core deposit intangible assets1,473 139 2,946 278 
Consulting and professional fees1,310 1,149 2,808 2,009 
Regulatory assessments1,127 813 2,113 1,670 
Other real estate owned and collection costs, net
91 47 181 57 
Other expenses4,086 2,772 7,268 5,351 
Total non-interest expense37,596 27,310 82,047 54,672 
Income before income tax expense
17,760 14,869 23,934 31,204 
Income Tax Expense
3,679 2,876 2,527 5,939 
Net Income$14,081 $11,993 $21,407 $25,265 
Per Share Data    
Basic earnings per share$0.84 $0.82 $1.27 $1.73 
Diluted earnings per share$0.83 $0.81 $1.26 $1.72 
Cash dividends declared per share$0.42 $0.42 $0.84 $0.84 
Weighted average number of common shares outstanding16,905,159 14,591,189 16,874,974 14,581,758 
Diluted weighted average number of common shares outstanding16,972,395 14,647,047 16,941,899 14,639,734 

The accompanying notes are an integral part of these consolidated financial statements.  
4

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
Three Months Ended
June 30,		Six Months Ended
June 30,
(In thousands)2025202420252024
Net Income$14,081 $11,993 $21,407 $25,265 
Other comprehensive income:
 
Net change in fair value of debt securities, net of tax5,289 1,049 19,691 (2,899)
Net change in fair value of cash flow hedging derivatives, net of tax (908)

740 

(2,913)

3,231 
Net change in other comprehensive income for supplemental executive retirement plan and other postretirement benefit plan, net of tax(5)(5)(11)(11)
Other comprehensive income
4,376 1,784 16,767 321 
Comprehensive Income$18,457 $13,777 $38,174 $25,586 
 










































The accompanying notes are an integral part of these consolidated financial statements.
5

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(unaudited)
Three Months Ended
 Common StockRetained
Earnings		Accumulated
Other Comprehensive
Income (Loss)		Total Shareholders’
Equity
(In thousands, except number of shares and per share data)
Shares
Outstanding		Amount
Balance at March 31, 2024
14,593,830 $116,449 $488,143 $(103,015)$501,577 
Net income— — 11,993 — 11,993 
Other comprehensive income, net of tax
— — — 1,784 1,784 
Stock-based compensation expense— 920 — — 920 
Issuance of vested share awards, net of repurchase for tax withholdings25,432 (180)— — (180)
Common stock repurchased(50,000)(1,646)— — (1,646)
Cash dividends declared ($0.42 per share)
— — (6,162)— (6,162)
Balance at June 30, 202414,569,262 $115,543 $493,974 $(101,231)$508,286 
Balance at March 31, 2025
16,885,571 $213,589 $508,720 $(82,255)$640,054 
Net income— — 14,081 — 14,081 
Other comprehensive income, net of tax— — — 4,376 4,376 
Stock-based compensation expense— 1,136 — — 1,136 
Issuance of vested share awards, net of repurchase for tax withholdings34,118 (360)— — (360)
Cash dividends declared ($0.42 per share)
— — (7,139)— (7,139)
Balance at June 30, 202516,919,689 $214,365 $515,662 $(77,879)$652,148 

Six Months Ended
 Common StockRetained
Earnings		Accumulated
Other Comprehensive
Income (Loss)		Total Shareholders’
Equity
(In thousands, except number of shares and per share data)
Shares
Outstanding		Amount
Balance at December 31, 2023
14,565,952 $115,602 $481,014 $(101,552)$495,064 
Net income— — 25,265 — 25,265 
Other comprehensive income, net of tax
— — — 321 321 
Stock-based compensation expense— 1,702 — — 1,702 
Issuance of vested share awards, net of repurchase for tax withholdings53,310 (115)— — (115)
Common stock repurchased(50,000)(1,646)— — (1,646)
Cash dividends declared ($0.84 per share)
— — (12,305)— (12,305)
Balance at June 30, 202414,569,262 $115,543 $493,974 $(101,231)$508,286 
Balance at December 31, 2024
14,579,339 $116,425 $509,452 $(94,646)$531,231 
Net income— — 21,407 — 21,407 
Other comprehensive income, net of tax— — — 16,767 16,767 
Stock-based compensation expense— 1,963 — — 1,963 
Issuance of vested share awards, net of repurchase for tax withholdings56,568 (513)— — (513)
Common stock issued for acquisition of Northway Financial, Inc. (Note 3)
2,283,782 96,490 — — 96,490 
Cash dividends declared ($0.84 per share)(1)
— — (15,197)— (15,197)
Balance at June 30, 202516,919,689 $214,365 $515,662 $(77,879)$652,148 







The accompanying notes are an integral part of these consolidated financial statements.
6

CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Six Months Ended
June 30,
(In thousands)20252024
Operating Activities  
Net Income$21,407 $25,265 
Adjustments to reconcile net income to net cash provided by operating activities:  
Originations of mortgage loans held for sale(101,690)(98,966)
Proceeds from the sale of mortgage loans91,258 95,804 
Gain on sale of mortgage loans, net of origination costs(1,005)(848)
Provision (credit) for credit losses
16,349 (1,452)
Depreciation and amortization expense2,828 1,634 
Investment securities (accretion) and amortization, net
884 885 
Stock-based compensation expense1,963 1,702 
Amortization of core deposit intangible assets2,946 278 
Purchase accounting accretion, net(9,981)(40)
Net (decrease) increase in derivative collateral received from counterparties
(6,870)11,350 
Deferred income tax (benefit) expense
(1,359)339 
Decrease (increase) in other assets
1,501 (4,451)
(Decrease) increase in other liabilities
(11,165)748 
Net cash provided by operating activities7,066 32,248 
Investing Activities 
Cash received in Northway acquisition
48,261 — 
Proceeds from maturities of available-for-sale debt securities
48,995 38,873 
Proceeds from sales of available-for-sale debt securities
56,432 — 
Purchase of available-for-sale debt securities(120,851)— 
Proceeds from maturities and recoveries of held-to-maturity securities
16,298 15,064 
Purchase of held-to-maturity securities(5,000)— 
Net increase in loans
(30,659)(46,577)
Purchase of Federal Home Loan Bank and Federal Reserve Bank stock
(18,265)(9,324)
Proceeds from sale of Federal Home Loan Bank stock16,485 7,613 
Purchase of premises and equipment(3,247)(1,833)
Recoveries of previously charged-off loans299 271 
Net cash provided by investing activities
8,748 4,087 
Financing Activities
Net decrease in deposits
(90,241)(83,340)
Net proceeds from borrowings less than 90 days
33,247 31,999 
Proceeds from the Bank Term Funding Program
— 90,000 
Repayment of Bank Term Funding Program
— (55,000)
Repayments of Federal Home Loan Bank long-term advances(45,000)— 
Common stock repurchases— (1,646)
Issuance of restricted stock, net of repurchase for tax withholdings
(513)(115)
Cash dividends paid on common stock(14,212)(12,278)
Finance lease payments(243)(199)
Net cash used in financing activities
(116,962)(30,579)
Net (decrease) increase in cash, cash equivalents and restricted cash
(101,148)5,756 
Cash, cash equivalents, and restricted cash at beginning of period214,963 99,804 
Cash, cash equivalents and restricted cash at end of period$113,815 $105,560 
Supplemental information 
Interest paid$59,203 $58,711 
Income taxes paid983 5,260 
Cash dividends declared, not paid7,125 6,158 
Change in fair value hedges presented within residential real estate loans and other assets
2,965 5,501 
Assets acquired in Northway acquisition, excluding cash received
1,162,736 — 
Liabilities assumed in Northway acquisition
1,116,771 — 
Common stock issued for Northway acquisition
96,490 — 
The accompanying notes are an integral part of these consolidated financial statements.
7

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – BASIS OF PRESENTATION
 
The accompanying unaudited consolidated interim financial statements were prepared in accordance with instructions for Form 10-Q and, therefore, do not include all disclosures required by accounting principles generally accepted in the United States of America for complete presentation of financial statements. In the opinion of management, the consolidated financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the consolidated statements of condition of Camden National Corporation (the "Company") as of June 30, 2025 and December 31, 2024, the consolidated statements of income for the three and six months ended June 30, 2025 and 2024, the consolidated statements of comprehensive income (loss) for the three and six months ended June 30, 2025 and 2024, the consolidated statements of changes in shareholders' equity for the three and six months ended June 30, 2025 and 2024, and the consolidated statements of cash flows for the six months ended June 30, 2025 and 2024. The consolidated financial statements include the accounts of the Company and Camden National Bank (the "Bank"), a wholly-owned subsidiary of the Company (which includes the consolidated accounts of Healthcare Professional Funding Corporation ("HPFC") and Property A, Inc.). All intercompany accounts and transactions have been eliminated in consolidation. Assets held by the Bank in a fiduciary capacity, through Camden National Wealth Management, a division of the Bank, are not assets of the Company and, therefore, are not included in the consolidated statements of condition. The Company also owns 100% of the common stock of Camden Capital Trust A (“CCTA”), Union Bankshares Capital Trust I (“UBCT”), Northway Capital Trust III (“NCT III”) and Northway Capital Trust IV (“NCT IV”). These entities are unconsolidated subsidiaries of the Company. Certain reclassifications may have been made to prior period amounts to conform to the current period presentation. Any such reclassifications did not impact net income or shareholders' equity as previously reported. Net income reported for the three and six months ended June 30, 2025, is not necessarily indicative of the results that may be expected for the full year. The information in this report should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024.

8

The acronyms, abbreviations and definitions identified below are used throughout this Form 10-Q, including Part I. "Financial Information" and Part II. "Management's Discussion and Analysis of Financial Condition and Results of Operations." The following is provided to aid the reader and provide a reference page when reviewing these sections of the Form 10-Q.
AcronymDescriptionAcronymDescription
AFS:Available-For-SaleGAAP:Generally Accepted Accounting Principles in the United States
ALCO:Asset/Liability CommitteeGDP:Gross Domestic Product
ACL:Allowance for Credit LossesHTM:Held-To-Maturity
AOCI:Accumulated Other Comprehensive Income (Loss)Management ALCO:Management Asset/Liability Committee
ASC:Accounting Standards CodificationMBS:Mortgage-Backed Security
ASU:Accounting Standards UpdateN/A:Not Applicable
Bank:Camden National Bank, a wholly-owned subsidiary of Camden National CorporationNCT III:Northway Capital Trust III, an unconsolidated entity formed by Northway Financial, Inc., acquired by the Company on January 2, 2025
BOLI:Bank-owned life insuranceNCT IV:Northway Capital Trust IV, an unconsolidated entity formed by Northway Financial, Inc., acquired by the Company on January 2, 2025
Board ALCO:Board of Directors' Asset/Liability CommitteeNorthway:Northway Financial, Inc., the bank holding company of Northway Bank, acquired by the Company on January 2, 2025
CCTA:Camden Capital Trust A, an unconsolidated entity formed by the CompanyN.M.:Not Meaningful
BTFP:Bank Term Funding Program, introduced by the Federal Reserve Bank in March 2023OCC:Office of the Comptroller of the Currency
CD:Certificate of DepositsOCI:Other Comprehensive Income (Loss)
Company:Camden National CorporationOREO:Other Real Estate Owned
CMO:Collateralized Mortgage ObligationPCD:Purchase Credit Deteriorated
EPS:Earnings Per ShareSERP:Supplemental Executive Retirement Plans
FASB:Financial Accounting Standards BoardSOFR:Secured Overnight Financing Rate
FDIC:Federal Deposit Insurance CorporationTDR:Troubled-Debt Restructured Loan
FHLBB:Federal Home Loan Bank of BostonUBCT:Union Bankshares Capital Trust I, an unconsolidated entity formed by Union Bankshares Company that was subsequently acquired by the Company
FRB:Federal Reserve System Board of GovernorsU.S.:United States of America

9

NOTE 2 – RECENT ACCOUNTING PRONOUNCEMENTS AND TAX LEGISLATION

The following provides a brief description of recently issued accounting pronouncements that have yet to be adopted by the Company:

ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). The FASB issued ASU 2023-09 to address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. ASU 2023-09 is to be applied on a prospective basis and is effective for annual periods beginning after December 15, 2024 with early adoption permitted. ASU 2023-09 will impact income tax disclosures, and the Company does not expect a material impact to the Company’s consolidated financial statements.

ASU No. 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40) (“ASU 2024-03”). The FASB issued ASU 2024-03 to improve disclosures about a public business entity’s expenses and to address requests from investors for more detailed information about certain types of expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 with early adoption permitted. The Company does not expect a material impact to the disclosures in its consolidated financial statements.

NOTE 3 – BUSINESS COMBINATIONS

On January 2, 2025, the Company completed its acquisition of Northway Financial, Inc. (“Northway”) in an all-stock transaction in which Northway merged with and into the Company, with the Company surviving (the “Merger”). The Company acquired 100% of Northway’s outstanding common stock. Additionally, Northway Bank, a wholly owned subsidiary of Northway, merged with and into Camden National Bank, with Camden National Bank continuing as the surviving bank. The Merger qualified as a tax-free reorganization for federal income tax purposes.

At the effective time of the Merger, each share of Northway’s common stock was converted into the right to receive 0.83 shares of the Company’s common stock, with cash paid in lieu of any fractional shares. Each share of the Company’s common stock issued and outstanding immediately prior to the effective time of the Merger remained outstanding and was unchanged by the Merger. The total consideration payable by the Company was $96.5 million, based on the Company’s January 2, 2025 (acquisition date) closing price of $42.25, as reported by Nasdaq. In total, the Company issued 2.3 million shares of its common stock, representing 14% of the outstanding shares of the Company’s common stock at the time of issuance.

The Merger expanded the Company’s presence in New Hampshire by adding 17 branches, and increased the Company’s size and scale. This expansion provides the opportunity to build a greater recognition and awareness of the Company’s brand with its increased presence in New Hampshire. The expanded presence of the Company is expected to drive profitability and shareholder value through opportunities for growth, broader product offerings, higher lending limits and anticipated efficiencies. As of June 30, 2025, the combined Company had 72 branches and $6.9 billion in assets.

The Company accounted for the Northway acquisition as a business combination under the acquisition method of accounting. The acquisition method requires the acquirer to recognize the assets acquired and the liabilities assumed at their fair values as of the acquisition date (with limited exceptions). Additionally, the acquisition method does not provide for acquisition expenses to be capitalized as part of the transaction. The Company incurred $1.4 million and $8.9 million of certain non-recurring, Merger-related costs during the three and six months ended June 30, 2025, respectively. These non-recurring expenses are presented as merger and acquisition costs within non-interest expense on the consolidated statements of income.

The Company generated $56.8 million of provisional goodwill in connection with the Northway acquisition that has been allocated to the Company's banking reporting unit (Camden National Bank). The goodwill generated represents the synergies expected from combining operations of the two organizations, including, but not limited to, systems conversion, consolidation of certain locations, and reduced headcount across operation teams. The goodwill generated from the transaction is not deductible for tax purposes. The Company’s calculation of goodwill is subject to change for up to one year after the closing date of the transaction as additional information relative to estimates becomes available. As the Company finalizes its analysis of acquired assets and liabilities, there may be adjustments to the recorded carrying values.

10

The following table summarizes the consideration paid for Northway and the estimated fair value of the assets acquired and liabilities assumed as of the date of the Northway acquisition:
(In thousands except shares)
As Acquired
Purchase Accounting Adjustments
As Recorded at Acquisition
Consideration Paid:
   
Company common stock (2,283,782 shares at $42.25 per share)
$96,490 
Recognized Identified Assets Acquired and Liabilities Assumed, at Fair Value:
   
Assets
Loans and loans held for sale(1)
$864,031 $(91,439)$772,592 
Investments229,222 732 229,954 
Cash and due from banks
48,261 — 48,261 
Deferred tax assets
14,006 6,909 20,915 
Premises and equipment
9,303 7,547 16,850 
Core deposit intangible assets
— 48,058 48,058 
Bank-owned life insurance
4,372 — 4,372 
Other assets
14,394 1,059 15,453 
Total Assets
1,183,589 (27,134)1,156,455 
Liabilities
Deposits
971,899 (226)971,673 
Short-term borrowings65,499 — 65,499 
Long-term borrowings
45,000 184 45,184 
Junior subordinated debentures20,620 (3,736)16,884 
Other liabilities17,940 (407)17,533 
Total Liabilities
1,120,958 (4,185)1,116,773 
Total identified assets acquired and liabilities assumed, at fair value
$62,631 $(22,949)39,682 
Goodwill
$56,808 
(1)    The purchase accounting adjustment on loans and loans held for sale is net of the acquired allowance for credit losses (“ACL”) on loans of $10.2 million and acquired net deferred origination costs of $2.0 million, as these balances were eliminated in purchase accounting. Additionally, the Company established an ACL on acquired loans designated as purchase credit deteriorated (“PCD”) of $3.1 million and this has been included in the loan and loans held for sale fair value adjustment. The purchase accounting adjustment on loans and loans held for sale before the adjustments for ACL on acquired loans and net deferred origination costs was a discount on the acquired loan balance of $96.7 million.

Purchase accounting adjustments to assets acquired and liabilities assumed generally are amortized using an effective yield, straight-line basis, or other reasonable method consistent with the expected benefit over periods consistent with the estimated useful life or contractual term of the related assets and liabilities.
11

Fair values of the major categories of assets acquired and liabilities assumed were determined as follows:

Loans and loans held for sale — The acquired loans were recorded at fair value. The fair value of the acquired loans was determined using market participant assumptions in estimating the amount and timing of both principal and interest cash flows expected to be collected, as adjusted for an estimate of future credit losses and prepayments, and then applying a market-based discount rate to those cash flows. Management retained a third-party valuation specialist to assist with the determination of the fair value of loans acquired and the results were reviewed by management. The overall discount on the acquired loans was primarily the result of market interest rates as of the acquisition date being higher than the stated interest rates of the acquired loans. For the three and six months ended June 30, 2025, the Company recorded $4.3 million and $8.6 million, respectively, of net loan accretion attributable to the fair value discount for interest rate marks on all the acquired loans and the credit marks for all non-PCD loans since the acquisition date.

The acquired loan portfolio was segmented into two segments: (1) PCD loans and (2) non-PCD loans.

PCD Loans. The Company is required to record PCD assets, defined as a more-than-insignificant deterioration in credit quality since origination or issuance, at the purchase price plus the credit losses expected at the time of acquisition. The Company determined criteria to designate loans that had seen a more-than-insignificant deterioration in credit quality, such as loans in default, extensive delinquency issues, and risk rating downgrades to determine the PCD segment. Any non-credit discount resulting from the acquired pool of PCD financial assets is allocated to each individual asset. At the acquisition date, the initial ACL determined on a collective or individual basis is allocated to individual assets to appropriately allocate any non-credit discount. For PCD loans, an ACL is recognized at acquisition date by allocating the fair value of the determined credit marks to the ACL.

The following table provides details related to the fair value of acquired PCD loans:
(In thousands)
As of
January 2, 2025
Unpaid principal balance of acquired PCD loans
$103,048 
Interest and liquidity discount
(9,407)
ACL on PCD loans
(3,071)
Fair value of acquired PCD loans
$90,570 

Non-PCD Loans. Acquired loans that are not designated as PCD loans are designated as non-PCD loans. For loans designated as non-PCD, in determining the fair value of the acquired loans, the credit risk component is accounted for within the reported loan balance as of the acquisition date. For non-PCD loans, the associated interest and credit marks are recognized within net interest income over the life of the acquired loan using the effective-yield method, as appropriate.

The following table provides details related to the fair value of acquired non-PCD loans:
(In thousands)
As of
January 2, 2025
Unpaid principal balance of acquired non-PCD loans
$769,036 
Interest and liquidity discount
(80,771)
Credit risk discount
(6,243)
Fair value of acquired non-PCD loans
$682,022 

As of the acquisition date, the acquired non-PCD loans are accounted for within the Company’s ACL model and an ACL on loans is established within a corresponding charge to provision for credit losses on the statements of income. The non-PCD loans were pooled based on similar characteristics to the Company’s segmentation. On acquisition date, the Company established an ACL on loans and recognized a $6.3 million provision for credit losses associated with the acquisition of non-PCD loans.

Investments — The Company acquired bond investments as part of the Northway acquisition. The fair value of the acquired bond investments at the acquisition date was estimated using quoted broker pricing for identical securities and an independent third-party pricing service.

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Cash and due from banks — The fair values of cash and due from banks approximate the respective carrying amounts as the instruments are payable on demand or have short-term maturities.

Deferred tax assets — The Company acquired deferred tax assets and assumed deferred tax liabilities as part of the Northway acquisition. Deferred tax assets and liabilities are presented on a net basis on the consolidated statements of condition and are not recorded at fair value in accordance with GAAP. The Merger qualified as a stock transaction for tax purposes, and, accordingly, the tax basis of the assets acquired and liabilities assumed was not adjusted, creating temporary timing differences for the various fair value adjustments.

Premises and equipment — The fair value of acquired bank premises was determined utilizing independent third-party appraisals and other methods.

Core deposit intangible assets — Core deposit intangible assets were determined using the discounted cash flow method, plus the tax amortization benefit. The fair value of core deposit intangible assets was derived by comparing the interest rate and servicing costs that the Company pays on the core deposit liability versus the current market rate for alternative sources of financing. The intangible asset represents the stable and relatively low cost source of funds that the deposits and accompanying relationships provide the Company when compared to alternative funding sources. Refer to Note 6 for further discussion of the Company’s core deposit intangible assets and amortization.

Deposits —The fair value of acquired checking, savings, and money market accounts was assumed to approximate the carrying value as these accounts have no stated maturity and are payable on demand. The fair value of CDs was determined based on the present value of the contractual cash flows over the remaining period to maturity using a market interest rate.

Borrowings — The fair value of trust preferred securities was determined based on the present value of the contractual cash flows over the remaining period to maturity using a market interest rate. The fair value on the FHLBB advances was based on the actual selling price at or near the acquisition date. The fair value of acquired retail repurchase agreements was assumed to approximate its carrying value.

The following table presents selected unaudited pro forma financial information reflecting the acquisition of Northway and assuming it was completed as of January 1, 2024. The unaudited pro forma financial information is presented for illustrative purposes only and is not necessarily indicative of the combined financial results of the Company and Northway had the transaction actually been completed at the beginning of the periods presented, nor does it indicate future results for any other interim or full-year period. Information for the three and six months ended June 30, 2025 reflects the actual results of the Company excluding merger costs, provision for credit losses on non-PCD loans, and the benefit from a deferred tax rate change. Information for the three and six months ended June 30, 2024, includes Northway’s calculated results for the three and six months ended June 30, 2024 and reflect adjustments related to the amortization or accretion of purchase accounting fair value adjustments, merger and acquisition costs, provision for credit losses on non-PCD loans, and the benefit from a deferred tax rate change. The unaudited pro forma information below does not reflect management’s estimate of any revenue-enhancing opportunities or anticipated cost-savings.
Pro Forma (Unaudited)
Three Months Ended
June 30,
Pro Forma (Unaudited)
Six Months Ended
June 30,
(In thousands)2025202420252024
Total revenues(1)
$62,276 $56,929 $122,330 $112,638 
Net income
15,185 14,859 30,627 23,995 
(1) Revenue is defined as the sum of net interest income plus non-interest income.

NOTE 4 – INVESTMENTS

Trading Securities

Trading securities are reported on the Company's consolidated statements of condition at fair value. As of June 30, 2025 and December 31, 2024, the fair value of the Company's trading securities was $5.3 million and $5.2 million, respectively. These securities are held in a rabbi trust account and invested in mutual funds. The trading securities will be used for future payments associated with the Company's deferred compensation plan for eligible employees and directors.

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AFS Debt Securities

AFS debt securities are reported on the Company's consolidated statements of condition at fair value. The following table summarizes the amortized cost, estimated fair value, and unrealized gains (losses) of AFS debt securities, as of the dates indicated:
(In thousands)Amortized
Cost		Unrealized
Gains		Unrealized
Losses		Fair
Value
June 30, 2025    
Obligations of states and political subdivisions$5,421 $— $(92)$5,329 
MBS issued or guaranteed by U.S. government-sponsored enterprises
687,078 3,886 (52,947)638,017 
CMO issued or guaranteed by U.S. government-sponsored enterprises
206,863 1,019 (7,663)200,219 
Subordinated corporate bonds
17,702 — (1,050)16,652 
Total AFS debt securities$917,064 $4,905 $(61,752)$860,217 
December 31, 2024    
Obligations of states and political subdivisions$5,423 $— $(134)$5,289 
MBS issued or guaranteed by U.S. government-sponsored enterprises493,766 353 (69,163)424,956 
CMO issued or guaranteed by U.S. government-sponsored enterprises156,131 502 (9,154)147,479 
Subordinated corporate bonds
17,683 — (1,658)16,025 
Total AFS debt securities$673,003 $855 $(80,109)$593,749 

As of June 30, 2025 and December 31, 2024, there was no allowance carried on AFS debt securities.

In 2022, the Company transferred securities with a fair value of $520.3 million from AFS to HTM. The unrealized losses on the AFS debt securities at the time of transfer were $72.1 million, pre-tax, and were reported within AOCI. These unrealized losses are being amortized over the remaining life of the securities from AOCI into the HTM securities on the consolidated statements of condition. As of June 30, 2025, the net unrealized losses on the transferred securities reported within AOCI were $39.4 million, net of a deferred tax asset of $11.4 million, and as of December 31, 2024 were $41.8 million, net of a deferred tax asset of $11.4 million.

The net unrealized losses on AFS debt securities reported within AOCI (excluding the aforementioned securities transferred from AFS to HTM) as of June 30, 2025 and December 31, 2024, were $45.0 million, net of a deferred tax asset of $13.0 million, and $62.2 million, net of a deferred tax asset of $17.0 million, respectively.

The following table details the Company's sales of AFS debt securities for the periods indicated below:

Three Months Ended
June 30,
Six Months Ended
June 30,
(In thousands)2025202420252024
Proceeds from sales(1)
$— $— $56,432 $— 
Gross realized gains
— — — — 
Gross realized losses— — — — 
(1)     The Company sold certain AFS debt securities acquired in the acquisition of Northway shortly after the acquisition date at fair value, and, therefore, no gain or loss was recognized on the sale.

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The following table presents the Company's AFS debt securities with gross unrealized losses, for which an ACL has not been recorded, segregated by the length of time the securities have been in a continuous loss position, as of the dates indicated:
 Less Than 12 Months12 Months or MoreTotal
(In thousands, except number of holdings)
Number of
Holdings		Fair
Value		Unrealized
Losses		Fair
Value		Unrealized
Losses		Fair
Value		Unrealized
Losses
June 30, 2025     
Obligations of states and political subdivisions9 $721 $— $3,632 $(92)$4,353 $(92)
MBS issued or guaranteed by U.S. government-sponsored enterprises141 26,918 (115)346,349 (52,832)373,267 (52,947)
CMO issued or guaranteed by U.S. government-sponsored enterprises55 56,183 (327)52,888 (7,336)109,071 (7,663)
Subordinated corporate bonds
10 490 (10)16,162 (1,040)16,652 (1,050)
Total AFS debt securities215 $84,312 $(452)$419,031 $(61,300)$503,343 $(61,752)
December 31, 2024      
Obligations of states and political subdivisions11 $1,377 $(7)$3,597 $(127)$4,974 $(134)
MBS issued or guaranteed by U.S. government-sponsored enterprises136 36,732 (260)352,823 (68,903)389,555 (69,163)
CMO issued or guaranteed by U.S. government-sponsored enterprises47 36,146 (227)55,540 (8,927)91,686 (9,154)
Subordinated corporate bonds
10 494 (6)15,531 (1,652)16,025 (1,658)
Total AFS debt securities204 $74,749 $(500)$427,491 $(79,609)$502,240 $(80,109)

For the three and six months ended June 30, 2025 and 2024, the unrealized losses on the Company's AFS debt securities have not been recognized into income because management does not intend to sell, and it is not more-likely-than-not it will be required to sell, any of the AFS debt securities before recovery of its amortized cost basis. Furthermore, the unrealized losses were due to changes in interest rates and other market conditions and were not reflective of credit events. Agency-backed and government-sponsored enterprise securities have a long history of no credit losses, including during times of severe stress. The principal and interest payments on agency guaranteed debt is backed by the U.S. government. Government-sponsored enterprises similarly guarantee principal and interest payments and securities backed by government-sponsored enterprises carry an implicit guarantee from the U.S. Department of the Treasury. Additionally, government-sponsored enterprise securities are exceptionally liquid, readily marketable, and provide a substantial amount of price transparency and price parity, indicating a perception of zero credit losses. Municipal debt holdings are comprised of high credit quality (rated A- or higher) state and municipal obligations. High credit quality state and municipal obligations have a history of zero to near-zero credit loss. Subordinated corporate bonds are primarily comprised of investment grade senior notes and senior subordinated notes of other financial institutions.
As of June 30, 2025 and December 31, 2024, total accrued interest receivable on AFS debt securities, which has been excluded from reported amortized cost basis on AFS debt securities, was $2.4 million and $1.7 million, respectively, and was reported within other assets on the consolidated statements of condition. An allowance was not carried on the accrued interest receivable at either date.

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The amortized cost and estimated fair values of the Company's AFS debt securities by contractual maturity as of June 30, 2025, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Mortgage-related securities are shown in total, as their maturities are highly variable.
(In thousands)Amortized
Cost		Fair
Value
Due in one year or less$115 $116 
Due after one year through five years13,293 12,864 
Due after five years through ten years9,715 9,001 
Due after ten years— — 
Subtotal23,123 21,981 
Mortgage-related securities893,941 838,236 
Total$917,064 $860,217 

HTM Debt Securities

HTM debt securities are reported on the Company's consolidated statements of condition at amortized cost. The following table summarizes the amortized cost, estimated fair value and unrealized gains (losses) of HTM debt securities as of the dates indicated:
(In thousands)
Amortized
Cost(1)
Unrealized
Gains		Unrealized
Losses		Fair
Value
June 30, 2025
Obligations of U.S. government-sponsored enterprises$7,797 $— $(391)$7,406 
Obligations of states and political subdivisions55,659 40 (3,140)52,559 
MBS issued or guaranteed by U.S. government-sponsored enterprises285,329 — (22,377)262,952 
CMO issued or guaranteed by U.S. government-sponsored enterprises136,076 185 (12,944)123,317 
Subordinated corporate bonds
24,437 794 (270)24,961 
Total HTM debt securities $509,298 $1,019 $(39,122)$471,195 
December 31, 2024
Obligations of U.S. government-sponsored enterprises$7,729 $— $(647)$7,082 
Obligations of states and political subdivisions56,047 96 (1,872)54,271 
MBS issued or guaranteed by U.S. government-sponsored enterprises292,170 — (28,980)263,190 
CMO issued or guaranteed by U.S. government-sponsored enterprises142,467 150 (15,747)126,870 
Subordinated corporate bonds
19,365 476 (430)19,411 
Total HTM debt securities$517,778 $722 $(47,676)$470,824 
(1)Amortized cost presented above includes unamortized unrealized losses from the aforementioned transfer from AFS to HTM securities that occurred in 2022. As of June 30, 2025 and December 31, 2024, the unamortized unrealized losses on the 2022 transfer included within amortized cost were as follows: (1) $788,000 and $856,000 in obligations of U.S. government-sponsored enterprises, (2) $4.9 million and $5.1 million in obligations of state and political subdivisions, (3) $29.0 million and $30.8 million in MBS, (4) $15.4 million and $16.4 million in CMO, and (5) $39,000 and $54,000 in subordinated corporate bonds, respectively.

In the first quarter of 2023, the Company wrote-off its $1.8 million Signature Bank corporate bond in response to Signature Bank's failure. The write-off was recorded as a provision on HTM debt securities in the consolidated statements of income. During the first quarter of 2024, the Company sold the Signature Bank corporate bond and recovered $910,000, which was recorded as a credit for credit losses on HTM debt securities in the consolidated statements of income.
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The following table presents the activity in the ACL on HTM debt securities for the periods indicated:
Three Months Ended
June 30,
Six Months Ended
June 30,
(In thousands)2025202420252024
Beginning balance
$— $— $— $— 
Charge-offs
— — — — 
Recoveries
— — — 910 
Credit for credit losses
— — — (910)
Ending balance
$— $— $— $— $— 

The Company evaluated its HTM debt securities with an amortized cost as of June 30, 2025 and December 31, 2024, and determined that the expected credit loss on its HTM portfolio was immaterial, and therefore it did not carry an ACL on the HTM portfolio at either date.

The HTM debt securities portfolio is comprised of the same types of securities as the AFS debt securities portfolio. Refer to the discussion above for considerations of credit risk.

As of June 30, 2025 and December 31, 2024, none of the Company's HTM debt securities were past due or on non-accrual status; therefore, the Company did not recognize any interest income on non-accrual HTM debt securities during the three and six months ended June 30, 2025 and 2024. As of June 30, 2025 and December 31, 2024, total accrued interest receivable on HTM debt securities was $1.7 million and $1.6 million, respectively, and no allowance was provided for. Accrued interest on HTM debt securities is reported within other assets on the consolidated statements of condition and excluded from reported amortized cost.

The amortized cost and estimated fair values of HTM debt securities by contractual maturity as of June 30, 2025 are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Mortgage-related securities are shown in total, as their maturities are highly variable.
(In thousands)Amortized
Cost		Fair
Value
Due in one year or less$356 $355 
Due after one year through five years8,623 8,564 
Due after five years through ten years37,786 37,622 
Due after ten years41,128 38,385 
Subtotal87,893 84,926 
Mortgage-related securities421,405 386,269 
Total$509,298 $471,195 

AFS and HTM Debt Securities Pledged

As of June 30, 2025 and December 31, 2024, AFS and HTM debt securities with an amortized cost of $872.5 million and $519.9 million and estimated fair values of $811.6 million and $449.0 million, respectively, were pledged to secure FHLBB advances, FRB advances, public deposits, and securities sold under agreements to repurchase and for other purposes required or permitted by law.

Other Investments

The Company's FHLBB, FRB and other correspondent bank common stock are each reported at cost within other investments on the consolidated statements of condition. The Company evaluates these investments for impairment based on the ultimate recoverability of the par value. The Company did not record any impairment on its other investments for the three and six months ended June 30, 2025 and 2024.
17

The following table summarizes the Company's other investments as presented on the consolidated statements of condition, as of the dates indicated:
(In thousands)June 30,
2025		December 31,
2024
FHLBB$18,117 $17,140 
FRB8,692 5,374 
Other
70 — 
Total other investments$26,879 $22,514 

NOTE 5 – LOANS AND ALLOWANCE FOR CREDIT LOSSES ON LOANS
 
Loans

The composition of the Company’s loan portfolio, excluding residential loans held for sale, was as follows for the dates indicated:
(In thousands)June 30,
2025		December 31,
2024
Commercial Loans:
Commercial real estate - non-owner-occupied$1,704,593 $1,387,252 
Commercial real estate - owner-occupied385,384 324,712 
Commercial506,883 382,785 
Total commercial loans2,596,860 2,094,749 
Retail Loans:
Residential real estate2,018,332 1,752,249 
Home equity297,963 253,251 
Consumer18,214 15,010 
Total retail loans2,334,509 2,020,510 
Total loans$4,931,369 $4,115,259 

The loan balances for each portfolio segment presented above are net of their respective unamortized fair value mark discount on acquired loans and net of unamortized loan origination costs for the dates indicated:
(In thousands)June 30,
2025		December 31,
2024
Net unamortized loan origination costs$6,709 $6,685 
Net unamortized fair value mark discount on acquired loans(88,166)(79)
Total$(81,457)$6,606 

The Company's lending activities are primarily conducted in Maine and New Hampshire. The Company originates single- and multi-family residential loans, commercial real estate loans, business loans, municipal loans and a variety of consumer loans. In addition, the Company makes loans for the construction of residential homes, multi-family properties and commercial real estate properties. The ability and willingness of borrowers to honor their repayment commitments is generally dependent on the level of overall economic activity within the geographic area and the general economy.

Refer to Note 3 for further details on loans acquired through the acquisition of Northway on January 2, 2025.

Related Party Loans. In the normal course of business, the Bank makes loans to certain officers, directors and their associated companies, under terms that are consistent with the Company's lending policies and regulatory requirements and that do not involve more than the normal risk of collectability or present other unfavorable features. As of June 30, 2025 and December 31, 2024, outstanding loans to certain officers, directors and their associated companies were less than 5% of the Company's shareholders' equity.

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Loan Sales

For the three months ended June 30, 2025 and 2024, the Company sold $48.4 million and $53.5 million, respectively, of residential mortgage loans on the secondary market, which resulted in gains on the sale of loans (net of costs) of $508,000 and $378,000, respectively. For the six months ended June 30, 2025 and 2024, the Company sold $90.3 million and $95.0 million, respectively, of residential mortgage loans on the secondary market, which resulted in gains on the sale of the loans (net of costs) of $1.0 million and $848,000, respectively.

As of June 30, 2025 and December 31, 2024, the Company had certain residential mortgage loans with a principal balance of $22.4 million and $10.9 million, respectively, designated as held for sale. The Company has elected the fair value option of accounting for its loans held for sale, and as of June 30, 2025 and December 31, 2024, it had recorded unrealized gains of $206,000 and $126,000, respectively. For the three months ended June 30, 2025 and 2024, the Company recorded the change in unrealized losses on loans held for sale within mortgage banking income, net, on the Company's consolidated statements of income of $182,000 and $76,000, respectively. For the six months ended June 30, 2025 and 2024, the Company recorded the change in unrealized losses on residential mortgage loans held for sale recorded within mortgage banking income, net, on the Company’s consolidated statements of income of $80,000 and $9,000, respectively.

The Company has forward delivery commitments with a secondary market investor on each of its loans held for sale as of June 30, 2025 and December 31, 2024. Refer to Note 10 for further discussion of the Company's forward delivery commitments.

ACL on Loans

The Company manages its loan portfolio proactively to effectively identify problem credits and assess trends early, implement effective work-out strategies, and take charge-offs as promptly as practical. In addition, the Company continuously reassesses its underwriting standards in response to credit risk posed by changes in economic conditions. The Company monitors and manages credit risk through the following governance structure:
•The Credit Risk Policy Committee, which is an internal management committee comprised of various executives and senior managers across business lines, including Accounting and Finance, Credit Underwriting, Collections and Special Assets, Risk, and Commercial and Retail Banking, along with the Credit Risk and Special Assets teams, oversees the Company's systems and procedures to monitor the credit quality of its loan portfolio, conduct a loan review program, and maintain the integrity of the loan rating system.
•The adequacy of the ACL is overseen by the Management Provision Committee, which is an internal management committee. As of January 1, 2025, the Management Provision Committee is comprised of the Company’s chief executive officer, chief financial officer, chief credit officer and certain members of senior management within Accounting, Credit Risk, and Collections and Special Assets. The Management Provision Committee supports the oversight efforts of the Audit Committee of the Board of Directors.
•The Directors' Credit Committee of the Board of Directors reviews large credit exposures, monitors external loan review reports, reviews the lending authority for individual loan officers when required, and has approval authority and responsibility for all matters regarding the loan policy and other credit-related policies, including reviewing and monitoring asset quality trends, and concentration levels.
•The Audit Committee of the Board of Directors has approval authority and oversight responsibility for the ACL adequacy and methodology.

Segmentation. For purposes of determining the ACL on loans, the Company disaggregates its loans into portfolio segments. Each portfolio segment possesses unique risk characteristics that are considered when determining the appropriate level of allowance. As of June 30, 2025 and December 31, 2024, the Company's loan portfolio segments, as determined based on the unique risk characteristics of each, include the following:

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Commercial Real Estate - Non-Owner-Occupied. Non-owner occupied commercial real estate loans are, in substance, all commercial real estate loans that are not categorized by the Company as owner-occupied commercial real estate loans. Non owner-occupied commercial estate loans are investment properties in which the primary source for repayment of the loan by the borrower is derived from rental income associated with the property or the proceeds of the sale, refinancing, or permanent refinancing of the property. Non-owner-occupied commercial real estate loans consist of mortgage loans to finance investments in real property that may include, but are not limited to, multi-family residential, commercial/retail office space, industrial/warehouse space, hotels, assisted living facilities and other specific use properties. Also included within the non-owner-occupied commercial real estate loan segment are construction projects until they are completed. Commercial real estate loans are typically written with amortizing payment structures. Collateral values are determined based upon appraisals and evaluations in accordance with established policy guidelines. Maximum loan-to-value ratios at origination are governed by established policy and regulatory guidelines.

Commercial Real Estate - Owner-Occupied. Generally, owner-occupied commercial real estate loans are properties that are owned and operated by the borrower, and the primary source for repayment is the cash flow from the ongoing operations and activities conducted by the borrower's business. Owner-occupied commercial real estate loans consist of mortgage loans to finance investments in real property that may include, but are not limited to, commercial/retail office space, restaurants, educational and medical practice facilities and other specific use properties. Commercial real estate loans are typically written with amortizing payment structures. Collateral values are determined based upon appraisals and evaluations in accordance with established policy guidelines. Maximum loan-to-value ratios at origination are governed by established policy and regulatory guidelines.

Commercial. Commercial loans consist of revolving and term loan obligations extended to business and corporate enterprises for the purpose of financing working capital and/or capital investment. Collateral generally consists of pledges of business assets including, but not limited to, accounts receivable, inventory, plant and equipment, and/or real estate, if applicable. Commercial loans are primarily paid by the operating cash flow of the borrower. Commercial loans may be secured or unsecured.

Residential Real Estate. Residential real estate loans held in the Company's loan portfolio are made to borrowers who demonstrate the ability to make scheduled payments with full consideration to underwriting factors. Borrower qualifications include favorable credit history combined with supportive income requirements and combined loan-to-value ratios within established policy guidelines. Collateral consists of mortgage liens on one- to four-family residences, including for investment purposes.

Home Equity. Home equity loans and lines of credit are made to qualified individuals and are secured by senior or junior mortgage liens on owner-occupied one- to four-family homes, condominiums, or vacation homes. The home equity loan has a fixed rate and is billed as equal payments comprised of principal and interest. The home equity line of credit has a variable rate and is billed as interest-only payments during the draw period. At the end of the draw period, the home equity line of credit is billed as a percentage of the principal balance plus all accrued interest. Borrower qualifications include favorable credit history combined with supportive income requirements and combined loan-to-value ratios within established policy guidelines.

Consumer. Consumer loan products including personal lines of credit and amortizing loans made to qualified individuals for various purposes such as education, auto loans, debt consolidation, personal expenses or overdraft protection. Borrower qualifications include favorable credit history combined with supportive income and collateral requirements within established policy guidelines, as applicable. Consumer loans may be secured or unsecured.

20

The following table presents the activity in the ACL on loans for the periods indicated:
Commercial Real Estate
(In thousands)Non-Owner-OccupiedOwner- OccupiedCommercialResidential Real EstateHome EquityConsumerTotal
As of or for the Three Months Ended
  June 30, 2025
Beginning balance, March 31, 2025$18,952 $4,192 $6,135 $13,872 $3,416 $156 $46,723 
Charge-offs— — (350)— — (75)(425)
Recoveries1 — 120 5 — 2 128 
Provision (credit) for loan losses
445 122 6,170 (368)149 78 6,596 
Ending balance, June 30, 2025$19,398 $4,314 $12,075 $13,509 $3,565 $161 $53,022 
As of or for the Six Months Ended
  June 30, 2025
Beginning balance, December 31, 2024
$14,897 $2,481 $5,856 $9,979 $2,397 $118 $35,728 
Charge-offs— (191)(1,245)(4)(3)(102)(1,545)
Recoveries2 51 230 11 — 5 299 
Acquired PCD loans (Note 3)
1,659 340 575 305 165 27 3,071 
Provision for loans losses:
Provision for acquired non-PCD loans (Note 3)
2,335 840 816 1,979 268 55 6,293 
General provision for loan losses
505 793 5,843 1,239 738 58 9,176 
Total provision for loan losses2,840 1,633 6,659 3,218 1,006 113 15,469 
Ending balance, June 30, 2025$19,398 $4,314 $12,075 $13,509 $3,565 $161 $53,022 
As of or for the Three Months Ended
  June 30, 2024
Beginning balance, March 31, 2024
$15,294 $2,230 $4,460 $10,565 $2,360 $704 $35,613 
Charge-offs— — (454)— — (19)(473)
Recoveries1 — 70 7 1 5 84 
(Credit) provision for loan losses
(27)(64)1,331 (1,001)(50)(1)188 
Ending balance, June 30, 2024$15,268 $2,166 $5,407 $9,571 $2,311 $689 $35,412 
As of or for the Six Months Ended
  June 30, 2024
Beginning balance, December 31, 2023$16,581 $2,290 $4,869 $10,254 $2,217 $724 $36,935 
Charge-offs— — (763)— — (55)(818)
Recoveries8 — 162 13 81 7 271 
(Credit) provision for loan losses(1,321)(124)1,139 (696)13 13 (976)
Ending balance, June 30, 2024$15,268 $2,166 $5,407 $9,571 $2,311 $689 $35,412 
As of or for the Year Ended
   December 31, 2024
Beginning balance, December 31, 2023$16,581 $2,290 $4,869 $10,254 $2,217 $724 $36,935 
Charge-offs— — (1,784)— (1)(98)(1,883)
Recoveries10 — 455 26 98 34 623 
(Credit) provision for loan losses(1,694)191 2,316 (301)83 (542)53 
Ending balance, December 31, 2024$14,897 $2,481 $5,856 $9,979 $2,397 $118 $35,728 

The ACL on loans increased $6.3 million during the three months ended June 30, 2025, which was driven by one syndicated commercial loan totaling $12.0 million as of June 30, 2025, as the borrower filed for bankruptcy during this period. Due to the risks associated with this borrower’s ability to repay, the Company individually evaluated the loan and provided for a specific reserve on this loan during the three months ended June 30, 2025. As of June 30, 2025, the ACL on this commercial loan was $6.0 million and resulted in an increase in provision for credit losses of $5.9 million for the three months ended June 30, 2025.

As of June 30, 2025 and December 31, 2024, total accrued interest receivable on loans, which has been excluded from reported amortized cost basis on loans, was $16.0 million and $12.7 million, respectively, and reported within other assets on the consolidated statements of condition. An allowance was not carried on the accrued interest receivable at either date.
21


Credit Concentrations

The Company focuses on maintaining a well-balanced and diversified loan portfolio and imposes internal credit concentration limits that includes consideration of regulatory requirements, which are reviewed quarterly by the Credit Risk Policy Committee. Despite such efforts, it is recognized that credit concentrations may occasionally emerge as a result of economic conditions, changes in local demand, natural loan growth and runoff. To identify credit concentrations effectively, all commercial and commercial real estate loans are assigned Standard Industrial Classification codes, North American Industry Classification System codes, and state and county codes. Shifts in portfolio concentrations are monitored. As of June 30, 2025, the Company's total exposure to the lessors of nonresidential buildings' industry (operators of commercial and industrial buildings, retail establishments, theaters, banks and insurance buildings) and the lessors of residential buildings' industry (lessors of buildings used as residences, such as single-family homes, apartments and town houses) were both 13% of total loans, and 31% and 30%, respectively, of commercial real estate loans. There were no other industry exposures exceeding 10% of the Company's total loan portfolio as of June 30, 2025.

Credit Quality Indicators

To further identify loans with similar risk profiles, the Company categorizes each portfolio segment into classes by credit risk characteristic and applies a credit quality indicator to each portfolio segment. The indicators for commercial real estate - non-owner-occupied and owner-occupied, commercial and residential real estate portfolio segments are represented by Grades 1 through 10 as outlined below. In general, risk ratings are adjusted periodically throughout the year as updated analysis and review warrants. This process may include, but is not limited to, annual credit and loan reviews, periodic reviews of loan performance metrics, such as delinquency rates, and quarterly reviews of adversely risk rated loans. The Company uses the following definitions when assessing grades for the purpose of evaluating the risk and adequacy of the ACL on loans:

•Grade 1 through 6 — Grades 1 through 6 represent groups of loans that are not subject to adverse criticism as defined in regulatory guidance. Loans in these groups exhibit characteristics that represent low to moderate risks, which is measured using a variety of credit risk criteria, such as cash flow coverage, debt service coverage, balance sheet leverage, liquidity, management experience, industry position, prevailing economic conditions, support from secondary sources of repayment and other credit factors that may be relevant to a specific loan. In general, these loans are supported by properly margined collateral and guarantees of principal parties.
•Grade 7 — Loans with potential weakness (Special Mention). Loans in this category are currently protected based on collateral and repayment capacity and do not constitute undesirable credit risk, but have potential weakness that may result in deterioration of the repayment process at some future date. This classification is used if a negative trend is evident in the obligor’s financial situation. Special mention loans do not sufficiently expose the Company to warrant adverse classification.
•Grade 8 — Loans with definite weakness (Substandard). Loans classified as substandard are inadequately protected by the current sound worth and paying capacity of the obligor or by collateral pledged. Borrowers experience difficulty in meeting debt repayment requirements. Deterioration is sufficient to cause the Company to look to the sale of collateral.
•Grade 9 — Loans with potential loss (Doubtful). Loans classified as doubtful have all the weaknesses inherent in the substandard grade with the added characteristic that the weaknesses make collection or liquidation of the loan in full highly questionable and improbable. The possibility of some loss is extremely high, but because of specific pending factors that may work to the advantage and strengthening of the asset, its classification as an estimated loss is deferred until its more exact status may be determined.
•Grade 10 — Loans with definite loss (Loss). Loans classified as loss are considered uncollectible. The loss classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off the asset because recovery and collection time may be protracted.

The Company periodically reassesses asset quality indicators to reflect appropriately the risk composition of the Company’s loan portfolio. Home equity and consumer loans are not individually risk rated, but rather analyzed as groups taking into account delinquency rates and other economic conditions which may affect the ability of borrowers to meet debt service requirements, including interest rates and energy costs. Performing loans include loans that are current and loans that are past due less than 90 days. Loans that are past due over 90 days and non-accrual loans, are considered non-performing.

Based on the most recent analysis performed, the risk category of loans by portfolio segment by vintage was as follows as of and for the dates indicated:
22

(In thousands)
2025
2024202320222021PriorRevolving Loans
Amortized Cost Basis		Revolving Loans
Converted to Term		Total
As of and for the period ended June 30, 2025
Commercial real estate - non-owner-occupied      
Risk rating
Pass (Grades 1-6)$54,187 $117,848 $114,279 $371,400 $320,110 $642,098 $— $— $1,619,922 
Special mention (Grade 7)— — — 22,055 3,906 3,414 — — 29,375 
Substandard (Grade 8)— — 193 26,890 — 28,213 — — 55,296 
Doubtful (Grade 9)— — — — — — — — — 
Total commercial real estate - non-owner-occupied$54,187 $117,848 $114,472 $420,345 $324,016 $673,725 $— $— $1,704,593 
Gross charge-offs for the six months ended
$— $— $— $— $— $— $— $— $— 
Commercial real estate - owner-occupied      
Risk rating
Pass (Grades 1-6)$14,693 $54,348 $36,586 $52,108 $84,687 $122,708 $— $— $365,130 
Special mention (Grade 7)— — — 811 10 374 — — 1,195 
Substandard (Grade 8)— 199 1,039 3,491 1,854 12,476 — — 19,059 
Doubtful (Grade 9)— — — — — — — — — 
Total commercial real estate - owner occupied$14,693 $54,547 $37,625 $56,410 $86,551 $135,558 $— $— $385,384 
Gross charge-offs for the six months ended
$— $— $— $185 $— $6 $— $— $191 
Commercial
      
Risk rating
Pass (Grades 1-6)$61,895 $81,449 $27,157 $48,714 $23,527 $67,044 $141,414 $35,027 $486,227 
Special mention (Grade 7)— 511 — — — — 415 199 1,125 
Substandard (Grade 8)— 114 540 1,901 300 963 2,012 1,734 7,564 
Doubtful (Grade 9)— 2,500 — — — — 7,909 1,558 11,967 
Total commercial$61,895 $84,574 $27,697 $50,615 $23,827 $68,007 $151,750 $38,518 $506,883 
Gross charge-offs for the six months ended
$— $34 $498 $76 $— $568 $59 $10 $1,245 
Residential Real Estate      
Risk rating
Pass (Grades 1-6)$76,945 $141,889 $149,499 $570,060 $565,688 $507,474 $426 $1,691 $2,013,672 
Special mention (Grade 7)— — — — — — — — — 
Substandard (Grade 8)— — — 1,188 1,176 2,296 — — 4,660 
Doubtful (Grade 9)— — — — — — — — — 
Total residential real estate$76,945 $141,889 $149,499 $571,248 $566,864 $509,770 $426 $1,691 $2,018,332 
Gross charge-offs for the six months ended
$— $— $— $— $— $4 $— $— $4 
Home equity
      
Risk rating
Performing$1,006 $4,589 $15,223 $20,008 $574 $12,987 $225,961 $16,781 $297,129 
Non-performing— — — — — 37 599 198 834 
Total home equity
$1,006 $4,589 $15,223 $20,008 $574 $13,024 $226,560 $16,979 $297,963 
Gross charge-offs for the six months ended
$— $— $— $— $— $— $— $3 $3 
Consumer
      
Risk rating
Performing$2,781 $3,708 $4,372 $2,640 $700 $2,350 $1,657 $— $18,208 
Non-performing— — 4 — — 2 — — 6 
Total consumer
$2,781 $3,708 $4,376 $2,640 $700 $2,352 $1,657 $— $18,214 
Gross charge-offs for the six months ended
$— $— $35 $6 $— $— $53 $7 $101 
23

(In thousands)
2024
2023202220212020PriorRevolving Loans
Amortized Cost Basis		Revolving Loans
Converted to Term		Total
As of and for the year ended December 31, 2024
Commercial real estate - non-owner-occupied
Risk rating:
Pass (Grades 1-6)$91,377 $107,607 $324,743 $285,862 $140,686 $390,527 $— $— $1,340,802 
Special mention (Grade 7)— — — — 342 225 — — 567 
Substandard (Grade 8)— 195 25,252 — — 20,436 — — 45,883 
Doubtful (Grade 9)— — — — — — — — — 
Total commercial real estate - non-owner-occupied$91,377 $107,802 $349,995 $285,862 $141,028 $411,188 $— $— $1,387,252 
Gross charge-offs for the year ended
$— $— $— $— $— $— $— $— $— 
Commercial real estate - owner-occupied
Risk rating:
Pass (Grades 1-6)$53,436 $31,141 $48,633 $71,629 $19,582 $89,092 $— $— $313,513 
Special mention (Grade 7)— — — 1,900 — 304 — — 2,204 
Substandard (Grade 8)— 540 822 191 — 7,442 — — 8,995 
Doubtful (Grade 9)— — — — — — — — — 
Total commercial real estate - owner-occupied$53,436 $31,681 $49,455 $73,720 $19,582 $96,838 $— $— $324,712 
Gross charge-offs for the year ended$— $— $— $— $— $— $— $— $— 
Commercial
Risk rating:
Pass (Grades 1-6)$81,815 $26,918 $44,283 $30,134 $16,644 $23,014 $115,795 $37,211 $375,814 
Special mention (Grade 7)534 — — — — — 282 — 816 
Substandard (Grade 8)— 1,030 706 159 125 1,175 984 1,976 6,155 
Doubtful (Grade 9)— — — — — — — — — 
Total commercial$82,349 $27,948 $44,989 $30,293 $16,769 $24,189 $117,061 $39,187 $382,785 
Gross charge-offs for the year ended
$— $146 $47 $54 $89 $1,017 $357 $74 $1,784 
Residential Real Estate
Risk rating:
Pass (Grades 1-6)$133,856 $151,020 $500,756 $502,285 $204,756 $255,104 $406 $1,175 $1,749,358 
Special mention (Grade 7)— — — — — — — — — 
Substandard (Grade 8)— — — 778 — 2,113 — — 2,891 
Doubtful (Grade 9)— — — — — — — — — 
Total residential real estate$133,856 $151,020 $500,756 $503,063 $204,756 $257,217 $406 $1,175 $1,752,249 
Gross charge-offs for the year ended
$— $— $— $— $— $— $— $— $— 
Home equity
Risk rating:
Performing$3,708 $13,961 $20,003 $439 $302 $13,378 $185,581 $15,448 $252,820 
Non-performing— — — — — — 264 159 423 
Total home equity$3,708 $13,961 $20,003 $439 $302 $13,378 $185,845 $15,607 $253,243 
Gross charge-offs for the year ended
$— $— $— $— $— $— $1 $— $1 
Consumer
Risk rating:
Performing$4,307 $3,188 $2,784 $1,080 $380 $2,102 $1,151 $— $14,992 
Non-performing— — 15 — — 3 — — 18 
Total consumer$4,307 $3,188 $2,799 $1,080 $380 $2,105 $1,151 $— $15,010 
Gross charge-offs for the year ended$— $47 $18 $14 $5 $— $14 $— $98 
24

Past Due and Non-Accrual Loans

The Company closely monitors the performance of its loan portfolio. A loan is placed on non-accrual status when the financial condition of the borrower is deteriorating, payment in full of both principal and interest is not expected as scheduled, or principal or interest has been in default for 90 days or more. Exceptions may be made if the asset is secured by collateral sufficient to satisfy both the principal and accrued interest in full and collection is reasonably assured. When one loan to a borrower is placed on non-accrual status, all other loans to the borrower are re-evaluated to determine if they should also be placed on non-accrual status. All previously accrued and unpaid interest is reversed at this time. A loan will return to accrual status when collection of principal and interest is assured and the borrower has demonstrated timely payments of principal and interest for a reasonable period, generally at least six months. Unsecured loans, however, are not normally placed on non-accrual status because they are generally charged-off once their collectability is in doubt.

The following is a loan aging analysis by portfolio segment (including loans past due over 90 days and non-accrual loans) and loans past due over 90 days and accruing as of the following dates:
(In thousands)30-59 Days
Past Due		60-89 Days
Past Due		90 Days or Greater
Past Due		Total
Past Due		CurrentTotal Loans
Outstanding		Loans > 90
Days Past
Due and
Accruing
June 30, 2025       
Commercial real estate - non-owner-occupied$— $28 $128 $156 $1,704,437 $1,704,593 $— 
Commercial real estate - owner-occupied903 190 8 1,101 384,283 385,384 
Commercial788 687 1,008 2,483 504,400 506,883 — 
Residential real estate813 1,529 1,159 3,501 2,014,831 2,018,332 — 
Home equity473 121 403 997 296,966 297,963 — 
Consumer106 28 2 136 18,078 18,214 — 
Total$3,083 $2,583 $2,708 $8,374 $4,922,995 $4,931,369 $— 
December 31, 2024       
Commercial real estate - non-owner-occupied$59 $— $130 $189 $1,387,063 $1,387,252 $— 
Commercial real estate - owner-occupied85 545 430 1,060 323,652 324,712 — 
Commercial373 265 1,548 2,186 380,599 382,785 — 
Residential real estate333 333 974 1,640 1,750,609 1,752,249 — 
Home equity428 141 125 694 252,557 253,251 — 
Consumer55 13 18 86 14,924 15,010 — 
Total$1,333 $1,297 $3,225 $5,855 $4,109,404 $4,115,259 $— 
25


The following table presents the amortized cost basis of loans on non-accrual status by portfolio segment as of the dates indicated:
June 30
2025		December 31
2024
(In thousands)Non-Accrual Loans With an AllowanceNon-Accrual Loans Without an AllowanceTotal Non-Accrual LoansNon-Accrual Loans With an AllowanceNon-Accrual Loans Without an AllowanceTotal Non-Accrual Loans
Commercial real estate - non-owner-occupied$127 $— $127 $129 $— $129 
Commercial real estate - owner-occupied18 — 18 430 — 430 
Commercial13,514 — 13,514 1,927 — 1,927 
Residential real estate3,678 — 3,678 1,891 — 1,891 
Home equity834 — 834 434 — 434 
Consumer6 — 6 18 — 18 
Total$18,177 $— $18,177 $4,829 $— $4,829 

Interest income that would have been recognized if loans on non-accrual status had been current in accordance with their original terms is estimated to have been $183,000 and $61,000 for the three months ended June 30, 2025 and 2024, respectively, and for the six months ended June 30, 2025 and 2024, is estimated to have been $256,000 and $104,000, respectively.

The Company's policy is to reverse previously recorded accrued interest income when a loan is placed on non-accrual, as such, the Company did not record any interest income on its non-accrual loans for the three and six months ended June 30, 2025 and 2024.

Collateral-dependent loans are loans for which repayment is expected to be provided substantially by the underlying collateral and there are no other available and reliable sources of repayment. The following table presents the amortized cost basis of collateral-dependent loans by portfolio segment and collateral type, as of the dates indicated:
June 30
2025		December 31
2024
Collateral Type
Total Collateral -Dependent Loans
Collateral Type
Total Collateral -Dependent Loans
(In thousands)Real Estate
Other Assets
Real Estate
Other Assets
Commercial real estate - non-owner occupied$4,415 $— $4,415 $4,448 $— $4,448 
Commercial
— 11,967 11,967 — 669 669 
Total$4,415 $11,967 $16,382 $4,448 $669 $5,117 

Loan Modifications for Borrowers Experiencing Financial Difficulty

The Company offers several types of loan and receivables modification programs to borrowers experiencing financial difficulty, primarily interest rate reductions and term extensions. In such instances, the Company may modify loans and receivables with the intention to minimize future losses and improve collectability, while providing customers with temporary or permanent financial relief. For the three and six months ended June 30, 2025, the Company had no material modified loans to borrowers that were experiencing financial difficulty, and for three and six months ended June 30, 2024, it did not modify any loans for borrowers that were experiencing financial difficulty.

The Company closely monitors the performance of loans that were previously modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts and relevant factors are considered while assessing the adequacy of the ACL. During the three and six months ended June 30, 2025 and 2024, there were no defaults of previously modified loans to borrowers experiencing financial difficulty, and no modified loans were past due.
26


In-Process Foreclosure Proceedings

As of June 30, 2025 and December 31, 2024, the Company had $543,000 and $1.0 million, respectively, of consumer mortgage loans secured by residential real estate properties for which foreclosure proceedings were in process.

FHLBB Advances

FHLBB advances are those borrowings from the FHLBB greater than 90 days. FHLBB advances are collateralized by a blanket lien on qualified collateral consisting primarily of loans with first mortgages secured by one-to-four family properties, certain commercial real estate loans, certain pledged investment securities and other qualified assets. As of June 30, 2025 and December 31, 2024, the combined carrying value of residential real estate and commercial loans pledged as collateral was $2.2 and $1.9 billion, respectively.

Refer to Notes 4 and 8 of the consolidated financial statements for discussion of securities pledged as collateral.

NOTE 6 – GOODWILL AND CORE DEPOSIT INTANGIBLE ASSETS

The carrying value of goodwill as of June 30, 2025 and December 31, 2024 is shown in the table below:
(In thousands)Goodwill
Balance at December 31, 2024
$94,697 
2025 Activity(1)
56,808 
Balance at June 30, 2025
$151,505 
(1)    On January 2, 2025, the Company completed the acquisition of Northway and generated $56.8 million of goodwill. Refer to Note 3 for additional details.

The carrying value of CDI assets at June 30, 2025 and December 31, 2024 is shown in the table below:
Core Deposit Intangible
(In thousands)Gross
Carrying
Amount		Accumulated
Amortization		Net
Carrying
Amount
Balance at December 31, 2024
$6,451 $(6,036)$415 
2025 activity
48,058 (2,947)45,111 
Balance at June 30, 2025
$54,509 $(8,983)$45,526 
(1)    On January 2, 2025, the Company completed its acquisition of Northway and recorded CDI assets of $48.1 million that will amortize over a ten year period. Refer to Note 3 for further details. For the three months ended June 30, 2025 and 2024, the Company recorded amortization expense of $1.5 million and $139,000, respectively. For the six months ended June 30, 2025 and 2024, the Company recorded amortization expense of $2.9 million and $278,000, respectively. Amortization expense for each period was presented within non-interest expense on the consolidated statements of income.

The following table reflects the estimated amortization expense for CDI assets over the period of estimated economic benefit:
(In thousands)Core Deposit
Intangible Assets
2025$2,945 
20265,416 
20275,300 
20285,161 
20294,997 
Thereafter
21,707 
Total$45,526 


27

NOTE 7 – BORROWINGS

The following summarizes the Company's borrowings as presented on the consolidated statements of condition as of the dates indicated:
(In thousands)June 30,
2025		December 31,
2024
Short-Term Borrowings:    
FHLBB Borrowings(1)
$359,000 $325,000 
Customer Repurchase Agreements(2)
240,367 175,621 
Total Short-Term Borrowings$599,367 $500,621 
Junior Subordinated Debentures:
    
CCTA(1)
$36,083 $36,083 
UBCT(1)
8,248 8,248 
NCT III(1)(3)
8,517 — 
NCT IV(1)(3)
8,517 — 
Total Junior Subordinated Debentures
$61,365 $44,331 
(1)    The Company has interest rate swap contracts on certain borrowings. Refer to Note 10 for further discussion of derivative instruments.
(2)    The Company assumed customer repurchase agreements of $65.5 million through the acquisition of Northway on January 2, 2025. Refer to Note 8 for further discussion of the Company's customer repurchase agreements and to Note 3 for further details of the acquisition of Northway.
(3)    The Company assumed junior subordinated debentures through the acquisition of Northway on January 2, 2025. Refer to Note 3 for further details on the accounting for the junior subordinated debentures on the acquisition date.

Junior Subordinated Debentures

The Company assumed $10.0 million of junior subordinated debentures issued to NCT III, which issued trust preferred securities to the public. The Company acquired all outstanding equity interest in NCT III as part of the Northway acquisition. The Company is obligated to pay interest on the junior subordinated debentures (and NCT III is obligated to pay interest on the trust preferred securities) quarterly. Both the debentures and the trust preferred securities issued by NCT III have a floating rate which resets quarterly, equal to the three month CME Term SOFR plus the spread adjustment of 26.161 basis points, plus 160 additional basis points. At June 30, 2025 the interest rate on these debentures and trust preferred securities was 6.18%. The debt securities mature on June 15, 2037, but may be redeemed by the Company at par, in whole or in part, on any interest payment date. The debt securities may also be redeemed by the Company in whole or in part, within 120 days of the occurrence of certain special redemption events.

The Company assumed $10.0 million of junior subordinated debentures issued to NCT IV, which issued trust preferred securities to the public. The Company acquired all outstanding equity interest in NCT IV as part of the Northway acquisition. The Company is obligated to pay interest on the junior subordinated debentures (and NCT IV is obligated to pay interest on the trust preferred securities) quarterly. Both the debentures and the trust preferred securities issued by NCT IV have a floating rate which resets quarterly, equal to the three month CME Term SOFR plus the spread adjustment of 26.161 basis points, plus 149 additional basis points. At June 30, 2025, the interest rate on these debentures and trust preferred securities was 6.07%. The debt securities mature on June 15, 2037, but may be redeemed by the Company at par, in whole or in part, on any interest payment date. The debt securities may also be redeemed by the Company in whole or in part, within 90 days of the occurrence of certain special redemption events.

NOTE 8 – REPURCHASE AGREEMENTS

The Company can raise additional liquidity by entering into repurchase agreements at its discretion. In a security repurchase agreement transaction, the Company generally will sell a security, agreeing to repurchase either the same or a substantially identical security on a specified later date, at a greater price than the original sales price. The difference between the sale price and purchase price is the cost of the proceeds, which is recorded within interest on borrowings on the consolidated statements of income. The securities underlying the agreements are delivered to counterparties as collateral for the repurchase obligations. Because the securities are treated as collateral and the agreement does not qualify for a full transfer of effective
28

control, the transactions do not meet the criteria to be classified as sales and are therefore considered secured borrowing transactions for accounting purposes. Payments on such borrowings are interest only until the scheduled repurchase date. In a repurchase agreement the Company is subject to the risk that the purchaser may default at maturity and not return the securities underlying the agreements. In order to minimize this potential risk, the Company either deals with established firms when entering into these transactions, or with customers whose agreements stipulate that the securities underlying the agreement are not delivered to the customer and instead are held in segregated safekeeping accounts by the Company's safekeeping agents.

The table below sets forth information regarding the Company’s repurchase agreements accounted for as secured borrowings and types of collateral as of the dates indicated:
(In thousands)June 30,
2025		December 31,
2024
MBS issued or guaranteed by U.S. government-sponsored enterprises
$219,171 $161,397 
CMO issued or guaranteed by U.S. government-sponsored enterprises
21,196 14,224 
Total(1)(2)(3)
$240,367 $175,621 
(1)    Presented within short-term borrowings on the consolidated statements of condition.
(2)    All customer repurchase agreements mature continuously or overnight for the dates indicated.
(3)    The Company assumed customer repurchase agreements of $65.5 million through the acquisition of Northway on January 2, 2025. Refer to Note 3 for further details of the acquisition of Northway.

As of June 30, 2025 and December 31, 2024, certain customers held CDs totaling $204,000 and $333,000, respectively, that were collateralized by MBS and CMO securities that were overnight repurchase agreements.

Certain counterparties monitor collateral and may request additional collateral to be posted from time to time.

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Commitments

In the normal course of business, the Company is a party to both on- and off-balance sheet financial instruments involving, to varying degrees, elements of credit risk and interest rate risk in addition to the amounts recognized in the consolidated statements of condition.

The following is a summary of the Company's contractual off-balance sheet commitments as of the dates indicated:
(In thousands)June 30,
2025		December 31,
2024
Commitments to extend credit$952,964 $774,659 
Standby letters of credit5,114 4,553 
Total$958,078 $779,212 

The Company’s commitments to extend credit from its lending activities do not necessarily represent future cash requirements since certain of these instruments may expire without being funded and others may not be fully drawn upon. These commitments are subject to the Company’s credit approval process, including an evaluation of the customer’s creditworthiness and related collateral requirements. Commitments generally have fixed expiration dates or other termination clauses.

Standby letters of credit are conditional commitments issued to guarantee the performance of a borrower to a third party. In the event of nonperformance by the borrower, the Company would be required to fund the commitment and would be entitled to the underlying collateral, if applicable, which generally consists of pledges of business assets including, but not limited to, accounts receivable, inventory, plant and equipment, and/or real estate. The maximum potential future payments are limited to the contractual amount of the commitment.

The Company establishes an ACL on off-balance sheet credit exposures on its contractual off-balance sheet commitments, except those that are unconditionally cancellable by the Company. As of June 30, 2025 and December 31, 2024, the ACL on off-balance sheet credit exposures was $3.7 million and $2.8 million, respectively. The ACL on off-balance sheet credit
29

exposure was presented within accrued interest and other liabilities on the consolidated statements of condition.

For the three months ended June 30, 2025 and 2024, the provision for credit losses on off-balance sheet credit exposures recorded in provision for credit losses on the consolidated statements of income was $324,000 and $462,000, respectively. For the six months ended June 30, 2025 and 2024, the provision for credit losses on off-balance sheet credit exposures recorded in provision for credit losses on the consolidated statements of income was $879,000 and $435,000, respectively.

Legal Contingencies

In the normal course of business, the Company and its subsidiaries are subject to pending and threatened litigation, claims, investigations and legal and administrative cases and proceedings. Although the Company is not able to predict the outcome of such actions, after reviewing pending and threatened actions with counsel, management believes that, based on the information currently available, the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the Company’s consolidated financial statements.

Reserves are established for legal claims only when losses associated with the claims are judged to be probable, and the loss can be reasonably estimated. Assessments of litigation exposure are difficult because they involve inherently unpredictable factors including, but not limited to: whether the proceeding is in the early stages; whether damages are unspecified, unsupported, or uncertain; whether there is a potential for punitive or other pecuniary damages; whether the matter involves legal uncertainties, including novel issues of law; whether the matter involves multiple parties and/or jurisdictions; whether discovery has begun or is not complete; whether meaningful settlement discussions have commenced; and whether the lawsuit involves class allegations. In many lawsuits and arbitrations, it is not possible to determine whether a liability has been incurred or to estimate the ultimate or minimum amount of that liability until the case is close to resolution, in which case a reserve will not be recognized until that time. Assessments of class action litigation, which generally is more complex than other types of litigation, are particularly difficult, especially in the early stages of the proceeding when it is not known whether a class will be certified or how a potential class, if certified, will be defined. As a result, the Company may be unable to estimate reasonably possible losses with respect to every litigation matter it faces.

The Company did not have any material loss contingencies that were provided for and/or that are required to be disclosed as of June 30, 2025 and December 31, 2024, respectively.

NOTE 10 – DERIVATIVES AND HEDGING

The Company is exposed to certain risk arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s credit derivatives result from loan participation arrangements, and therefore are not used to manage interest rate risk in the Company’s assets or liabilities.

Derivatives Designated as Hedging Instruments - Hedges of Interest Rate Risk

Interest Rate Contracts - Cash Flow Hedges. The Company’s objectives in using interest rate derivatives are to add stability to interest income and expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed rate payments or the receipt of fixed rate amounts from a counterparty in exchange for the Company making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. For the three and six months ended June 30, 2025 and 2024, such derivatives were used to hedge the variable cash flows associated with existing variable-rate assets or liabilities or forecasted issuances of debt.

For derivatives designated, and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in AOCI and subsequently is reclassified into interest expense or interest income in the same period(s) during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense or interest income as interest payments are made or received on the Company’s variable-rate liabilities or assets. The Company estimates that over the next 12 months, an additional $1.9 million will be reclassified as a decrease to interest expense.
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Interest Rate Contracts - Fair Value Hedges. Derivatives designated as fair value hedges are utilized to mitigate the risk of changes in the fair values of recognized assets and liabilities. The Company uses interest rate contracts in this manner to manage its exposure to changes in the fair value of hedged items caused by changes in interest rates.

Changes in the fair value of the derivatives and changes in the fair value of the hedged item due to changes in the hedged risk are recognized in earnings in the same line item. If a hedge is terminated, but the hedged item was not derecognized, all remaining adjustments to the carrying amount of the hedged item are amortized over a period that is consistent with the amortization of other discounts or premiums associated with the hedged item.

Derivatives not Designated as Hedges

Customer Loan Swaps. Derivatives not designated as hedges are not speculative and result from a service the Company provides to certain customers. The Company executes interest rate swaps with commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously hedged by offsetting derivatives that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate derivatives associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings.

Fixed Rate Mortgage Interest Rate Lock Commitments. As part of the origination process of a residential loan, the Company may enter into rate lock agreements with its borrower, which is considered an interest rate lock commitment. If the Company intends to sell the loan upon origination, it will account for the interest rate lock commitment as a derivative.

Forward Delivery Commitments. The Company typically enters into a forward delivery commitment with a secondary market investor, which has been approved by the Company within its normal governance process, at the onset of the loan origination process. The Company may enter into these arrangements with the secondary market investors on a "best effort" or "mandatory delivery" basis. The Company's normal practice is typically to enter into these arrangements on a "best effort" basis. The Company enters into these arrangements with the secondary market investors to manage its interest rate exposure. The Company accounts for the forward delivery commitment as a derivative upon origination of a loan identified as held for sale.

Risk Participation Agreements. The Company’s existing credit derivatives result from participations in or out of interest rate swaps provided by or to external lenders as part of loan participation arrangements, therefore, they are not used to manage interest rate risk in the Company’s assets or liabilities. Derivatives not designated as hedges are not speculative and result from a service the Company provides to certain lenders which participate in loans.
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The following table presents the fair value of the Company's derivative financial instruments as well as their classification on the consolidated statements of condition as of the dates indicated:
Derivative AssetsDerivative Liabilities
(Dollars in thousands)Notional
Amount		 LocationFair
Value		Notional
Amount		LocationFair
Value
June 30, 2025    
Derivatives designated as hedging instruments:
Interest rate contracts(1)
$210,000 Other Assets$9,062 $693,000 Accrued interest and other liabilities$2,048 
Total derivatives designated as hedging instruments$210,000 $9,062 $693,000 $2,048 
Derivatives not designated as hedging instruments:
Customer loan swaps(1)
$349,739 Other assets$10,757 $349,739 Accrued interest and other liabilities$10,797 
Risk participation agreements35,203 Other assets— 65,661 Accrued interest and other liabilities— 
Fixed rate mortgage interest rate lock commitments18,402 Other assets250 5,271 Accrued interest and other liabilities30 
Forward delivery commitments10,984 Other assets131 11,376 Accrued interest and other liabilities79 
Total derivatives not designated as hedging instruments$414,328 $11,138 $432,047 $10,906 
December 31, 2024
Derivatives designated as hedging instruments:
Interest rate contracts(1)
$643,000 Other assets$14,040 $225,000 Accrued interest and other liabilities$232 
Total derivatives designated as hedging instruments$643,000 $14,040 $225,000 $232 
Derivatives not designated as hedging instruments:
Customer loan swaps(1)
$313,413 Other assets$11,717 $313,413 Accrued interest and other liabilities$11,787 
Risk participation agreements27,568 Other assets— 60,228 Accrued interest and other liabilities— 
Fixed rate mortgage interest rate lock commitments4,737 Other assets65 5,331 Accrued interest and other liabilities55 
Forward delivery commitments9,813 Other assets203 1,110 Accrued interest and other liabilities4 
Total derivatives not designated as hedging instruments$355,531 $11,985 $380,082 $11,846 
(1)    Reported fair values include accrued interest receivable and payable.

The following table shows the carrying amount and associated cumulative basis adjustments related to the application of hedge accounting that is included in the carrying amount of hedged assets and liabilities in fair value hedging relationships:
Location in Consolidated Statements of ConditionCarrying Amount of Hedged Assets/(Liabilities)Cumulative Fair Value Hedging Adjustment in the Carrying Amount of the Hedged Assets/(Liabilities)
(Dollars in thousands)June 30,
2025		December 31,
2024		June 30,
2025		December 31,
2024
Loans(1)
$475,689 $372,724 $689 $(2,276)
Total $475,689 $372,724 $689 $(2,276)
(1)These amounts include the amortized cost basis of residential real estate loans that were used to designate hedging relationships in which the hedged item is the stated amount of assets in the closed portfolio anticipated to be outstanding for the designated hedged period. As of June 30, 2025 and December 31, 2024, the amortized cost basis of the residential real estate loans used in these hedging relationships was $731.3 million and $752.4 million, respectively, and the amount of the designated hedged residential loans was $475.0 million and $375.0 million, respectively.
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The table below presents the effect of cash flow hedge accounting, before tax, on AOCI for the periods indicated:
(Dollars in thousands)Amount of Gain (Loss) Recognized in OCI on DerivativeAmount of Gain (Loss) Recognized in OCI Included ComponentAmount of Gain (Loss) Recognized in OCI Excluded ComponentLocation of Gain (Loss) Recognized
from AOCI into Income		Amount of Gain (Loss) Reclassified from AOCI into IncomeAmount of Gain (Loss) Reclassified from AOCI into Income Included ComponentAmount of Gain (Loss) Reclassified from AOCI into Income Excluded Component
For the Three Months Ended June 30, 2025
Interest rate contracts$(44)$(44)$— Interest on borrowings$672 $672 $— 
Interest rate contracts(297)(297)— Interest on junior subordinated debentures130 130 — 
Total$(341)$(341)$— $802 $802 $— 
For the Six Months Ended June 30, 2025
Interest rate contracts$(895)$(895)$— Interest on borrowings$1,293 $1,293 $— 
Interest rate contracts(976)(976)— Interest on junior subordinated debentures246 246 — 
Total$(1,871)$(1,871)$— $1,539 $1,539 $— 
For the Three Months Ended June 30, 2024
Interest rate contracts$(10)$(10)$— Interest and fees on loans$(740)$(740)$— 
Interest rate contracts695 695 — Interest on borrowings718 718 — 
Interest rate contracts481 481 — Interest on junior subordinated debentures227 227 — 
Total$1,166 $1,166 $— $205 $205 $— 
For the Six Months Ended June 30, 2024
Interest rate contracts$(98)$(98)$— Interest and fees on loans$(1,676)$(1,676)$— 
Interest rate contracts2,684 2,684 — Interest on borrowings1,396 1,396 — 
Interest rate contracts1,746 1,746 — Interest on junior subordinated debentures454 454 — 
Total$4,332 $4,332 $— $174 $174 $— 

The tables below present the effect of fair value and cash flow hedge accounting on the consolidated statements of income for the periods indicated:
Location and Amount of Gain (Loss) Recognized in Income
Three Months Ended
June 30,
20252024
(Dollars in thousands)Interest and fees on loansInterest on borrowingsInterest on junior subordinated debenturesInterest and fees on loansInterest on borrowingsInterest on junior subordinated debentures
Total presented on the consolidated statements of income in which the effects of cash flow and fair value hedges are recorded
$67,477 $4,620 $900 $53,422 $5,285 $524 
Gain (loss) on fair value hedging relationships
Interest rate contracts:
Hedged items$834 $— $— $(118)$— $— 
Derivatives designated as hedging instruments(59)— — 1,679 — — 
Gain (loss) on cash flow hedging relationships
Interest rate contracts:
Amount of gain (loss) reclassified from AOCI into income
$— $672 $130 $(740)$718 $227 
Amount of gain (loss) reclassified from AOCI into income - included component
— 672 130 (740)718 227 
Amount of gain (loss) reclassified from AOCI into income - excluded component— — — — — — 
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Location and Amount of Gain (Loss) Recognized in Income
Six Months Ended
June 30,
20252024
(Dollars in thousands)Interest and fees on loansInterest on borrowingsInterest on junior subordinated debenturesInterest and fees on loansInterest on borrowingsInterest on junior subordinated debentures
Total presented on the consolidated statements of income in which the effects of cash flow and fair value hedges are recorded
$134,026 $8,638 $1,058 $105,131 $10,483 $1,058 
Gain (loss) on fair value hedging relationships
Interest rate contracts:
Hedged items$2,965 $— $— $(4,534)$— $— 
Derivatives designated as hedging instruments(1,576)— — 7,640 — — 
Gain (loss) on cash flow hedging relationships
Interest rate contracts:
Amount of gain (loss) reclassified from AOCI into income$— $1,293 $246 $(1,676)$1,396 $454 
Amount of gain (loss) reclassified from AOCI into income - included component— 1,293 246 (1,676)1,396 454 
Amount of gain (loss) reclassified from AOCI into income - excluded component— — — — — — 

The table below presents the effect of the Company's derivative financial instruments that are not designated as hedging instruments on the consolidated statements of income for the periods indicated:
Location of Gain (Loss) Recognized in IncomeAmount of Gain (Loss)
Recognized in Income
Three Months Ended
June 30,		Six Months Ended
June 30,
(Dollars in thousands)2025202420252024
Customer loan swapsOther expense$7 $7 $(30)$26 
Fixed rate mortgage interest rate lock commitmentsMortgage banking income, net188 (155)210 (57)
Forward delivery commitmentsMortgage banking income, net(66)(24)(147)61 
Total $129 $(172)$33 $30 
                                                        
Credit Risk-Related Contingent Features    

By using derivatives, the Company is exposed to credit risk to the extent that counterparties to the derivative contracts do not perform as required. Should a counterparty fail to perform under the terms of a derivative contract, the Company’s credit exposure on interest rate swaps is limited to the net positive fair value and accrued interest of all swaps with each counterparty. The Company seeks to minimize counterparty credit risk through credit approvals, limits, monitoring procedures, and obtaining collateral, where appropriate. As such, management believes the risk of incurring credit losses on derivative contracts with institutional counterparties is remote.

The Company has agreements with its derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations. In addition, the Company also has agreements with certain of its derivative counterparties that contain a provision where if the Company fails to maintain its status as a well- capitalized institution, then the counterparty could terminate the derivative position(s) and the Company could be required to settle its obligations under the agreements.

As of June 30, 2025 and December 31, 2024, the fair value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for non-performance risk, related to these agreements was $7.4 million and $11.8 million, respectively. The Company has minimum collateral posting thresholds with certain of its derivative counterparties, as of June 30, 2025 and December 31, 2024, has not posted any collateral as the Company has master netting arrangements with its counterparties. Refer to Note 11 for further information. If the Company had breached any of these provisions as of June 30, 2025 or December 31, 2024, it could have been required to settle its obligations under the agreements at their termination value of $7.4 million and $11.8 million, respectively.

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NOTE 11 – BALANCE SHEET OFFSETTING

The Company does not offset the carrying value for derivative instruments or repurchase agreements on the consolidated statements of condition. The Company nets the amount recognized for the right to reclaim cash collateral against the obligation to return cash collateral arising from instruments executed with the same counterparty under a master netting arrangement. Collateral legally required to be pledged or received is monitored and adjusted as necessary. Refer to Note 8 for further discussion of repurchase agreements and Note 10 for further discussion of derivative instruments.

The following table presents the Company's derivative positions and repurchase agreements, and the potential effect of netting arrangements on its financial position, as of the dates indicated:
Gross Amount Not Offset in the Consolidated Statements of Condition
(Dollars in thousands)Gross Amount Recognized in the Consolidated Statements of ConditionGross Amount Offset in the Consolidated Statements of ConditionNet Amount Presented in the Consolidated Statements of Condition
Financial Instruments Pledged (Received)(1)
Cash Collateral Pledged (Received)(1)
Net Amount
June 30, 2025
Derivative assets:
Customer loan swaps - dealer bank(2)
$6,957 $— $6,957 $— $(6,950)$7 
Customer loan swaps - commercial customer(3)
3,800 — 3,800 — — 3,800 
Interest rate contracts(2)
9,062 — 9,062 — (5,607)3,455 
Total$19,819 $— $19,819 $— $(12,557)$7,262 
Derivative liabilities:
Customer loan swaps - commercial customer(3)
$9,402 $— $9,402 $— $— $9,402 
Customer loan swaps - dealer bank(2)
1,394 — 1,394 — — 1,394 
Interest rate contracts(2)
2,048 — 2,048 — 2,048 — 
Total$12,844 $— $12,844 $— $2,048 $10,796 
Customer repurchase agreements
$240,367 $— $240,367 $240,367 $— $— 
December 31, 2024
Derivative assets:
Customer loan swaps - dealer bank(2)
$10,660 $— $10,660 $— $(2,650)$8,010 
Customer loan swaps - commercial customer(3)
1,057 — 1,057 — — 1,057 
Interest rate contracts(2)
14,040 — 14,040 — (10,812)3,228 
Total$25,757 $— $25,757 $— $(13,462)$12,295 
Derivative liabilities:
Customer loan swaps - commercial customer(3)
$11,679 $— $11,679 $— $— $11,679 
Customer loan swaps - dealer bank(2)
108 — 108 — — 108 
Interest rate contracts(2)
232 — 232 — 232 — 
Total$12,019 $— $12,019 $— $232 $11,787 
Customer repurchase agreements
$175,621 $— $175,621 $175,621 $— $— 
(1)    The amount presented was the lesser of the amount pledged (received) or the net amount presented in the consolidated statements of condition.
(2)    The Company maintains master netting arrangements with each counterparty and settles collateral on a net basis for all contracts.
(3)    The Company manages its net exposure on its commercial customer loan swaps by obtaining collateral as part of the normal loan policy and underwriting practices. The Company does not post collateral to its commercial customers as part of its contract.

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NOTE 12 – REGULATORY CAPITAL REQUIREMENTS
 
The Company and Bank are subject to various regulatory capital requirements administered by the FRB and the OCC. Failure to meet minimum capital requirements can result in mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements.

The Company and Bank are required to maintain certain levels of capital based on risk-adjusted assets. These capital requirements represent quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company and Bank's capital classification is also subject to qualitative judgments by our regulators about components, risk weightings and other factors. The quantitative measures established to ensure capital adequacy require the Company and Bank to maintain minimum amounts and ratios of total capital, Tier 1 capital, and common equity Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets, or the leverage ratio. These requirements apply to the Company on a consolidated basis.

Under the current requirements, banking organizations must have a minimum total risk-based capital ratio of 8.0%, a minimum Tier 1 risk-based capital ratio of 6.0%, a minimum common equity Tier 1 risk-based capital ratio of 4.5%, and a minimum leverage ratio of 4.0% in order to be "adequately capitalized." In addition to these requirements, banking organizations must maintain a capital conservation buffer consisting of common Tier 1 equity in an amount above the minimum risk-based capital requirements for "adequately capitalized" institutions equal to 2.5% of total risk-weighted assets, resulting in a requirement for the Company and the Bank effectively to maintain common equity Tier 1, Tier 1 and total capital ratios of 7.0%, 8.5% and 10.5%, respectively. The Company and the Bank must maintain the capital conservation buffer to avoid restrictions on the ability to pay dividends, pay discretionary bonuses and to engage in share repurchases based on the amount of the shortfall and the institution's "eligible retained income" (that is, the greater of (i) net income for the preceding four quarters, net of distributions and associated tax effects not reflected in net income and (ii) average net income over the preceding four quarters).

The Company and Bank's risk-based capital ratios exceeded regulatory requirements, including the capital conservation buffer, as of June 30, 2025 and December 31, 2024, and the Bank's capital ratios met the requirements for it to be considered "well capitalized" under prompt corrective action provisions for each period. There were no changes to the Company or Bank's capital ratios that occurred subsequent to June 30, 2025 that would change the Company or Bank's regulatory capital categorization. The following table presents the Company and Bank's regulatory capital ratios at the periods indicated:
June 30,
2025		Minimum Regulatory Capital Required for Capital Adequacy plus Capital Conservation BufferMinimum Regulatory Provision to Be "Well Capitalized" December 31,
2024		Minimum Regulatory Capital Required for Capital Adequacy plus Capital Conservation BufferMinimum Regulatory Provision to Be "Well Capitalized"
(Dollars in thousands)AmountRatioAmountRatio
Camden National Corporation:
Total risk-based capital ratio
$646,510 13.35 %10.50 %10.00 %$607,303 15.11 %10.50 %10.00 %
Tier 1 risk-based capital ratio
589,803 12.18 %8.50 %6.00 %568,769 14.16 %8.50 %6.00 %
Common equity Tier 1 risk-based capital ratio(1)
526,803 10.88 %7.00 %N/A525,769 13.09 %7.00 %N/A
Tier 1 leverage capital ratio(1)
589,803 8.74 %4.00 %N/A568,769 9.90 %4.00 %N/A
Camden National Bank:
Total risk-based capital ratio
$620,620 12.85 %10.50 %10.00 %$575,209 14.36 %10.50 %10.00 %
Tier 1 risk-based capital ratio
563,913 11.68 %8.50 %8.00 %536,676 13.40 %8.50 %8.00 %
Common equity Tier 1 risk-based capital ratio
563,913 11.68 %7.00 %6.50 %536,676 13.40 %7.00 %6.50 %
Tier 1 leverage capital ratio
563,913 8.37 %4.00 %5.00 %536,676 9.36 %4.00 %5.00 %
(1)    “Minimum Regulatory Provisions to Be ‘Well Capitalized’” are not formally defined under applicable banking regulations for bank holding companies.

In 2006 and 2008, the Company issued $44.3 million of junior subordinated debentures in connection with the issuance of trust preferred securities. In the first quarter of 2025, the Company assumed, as part of the Northway acquisition, two additional tranches of junior subordinated debentures totaling $20.6 million, which were subject to fair value purchase accounting at the acquisition date. Refer to Note 7 for additional information regarding the junior subordinated debentures assumed in connection with the Northway acquisition. Although the junior subordinated debentures are recorded as liabilities on the Company's
36

consolidated statements of condition, the Company is permitted, in accordance with applicable regulation, to include the debentures within its calculation of risk-based capital, subject to certain limits. As of June 30, 2025 and December 31, 2024, $63.0 million and $43.0 million, respectively, of the junior subordinated debentures were included in Tier 1 and total risk-based capital for the Company.

The Company and Bank's regulatory capital and risk-weighted assets fluctuate due to normal business, including profits and losses generated by the Company and Bank as well as changes to their asset mix. Of particular significance are changes within the Company and Bank's loan portfolio mix due to the differences in regulatory risk-weighting between retail and commercial loans. Furthermore, the Company and Bank's regulatory capital and risk-weighted assets are subject to change due to changes in GAAP and regulatory capital standards. The Company and Bank proactively monitor their regulatory capital and risk-weighted assets, and the impact of changes to their asset mix, and the impact of proposed and pending changes as a result of new and/or amended GAAP standards and regulatory changes.

NOTE 13 – OTHER COMPREHENSIVE INCOME

The following tables present a reconciliation of the changes in the components of other comprehensive income and loss for the periods indicated, including the amount of tax (expense) benefit allocated to each component:
For the Three Months Ended
June 30, 2025June 30, 2024
(In thousands)Pre-Tax
Amount		Tax (Expense)
Benefit		After-Tax
Amount		Pre-Tax
Amount		Tax (Expense)
Benefit		After-Tax
Amount
Debt Securities:
Change in fair value$5,169 $(1,178)$3,991 $(282)$61 $(221)
Less: reclassification adjustment for amortization of securities transferred from AFS to HTM
(1,682)384 (1,298)(1,618)348 (1,270)
Net change in fair value6,851 (1,562)5,289 1,336 (287)1,049 
Cash Flow Hedges:
Change in fair value(374)85 (289)1,148 (247)901 
Less: reclassified AOCI gain into interest expense(1)
802 (183)619 945 (203)742 
Less: reclassified AOCI (loss) gain into interest income(2)
— — — (740)159 (581)
Net change in fair value(1,176)268 (908)943 (203)740 
Postretirement Plans:
Amortization of settlement recognition of net loss and prior service credit(3)
(7)2 (5)(7)2 (5)
Other comprehensive income
$5,668 $(1,292)$4,376 $2,272 $(488)$1,784 
(1)    Reclassified into interest on deposits, borrowings and/or junior subordinated debentures on the consolidated statements of income. Refer to Note 10 of the consolidated financial statements for further details.
(2)    Reclassified into interest and fees on loans on the consolidated statements of income. Refer to Note 10 of the consolidated financial statements for further details.
(3)    Reclassified into other expenses on the consolidated statements of income. Refer to Note 15 of the consolidated financial statements for further details.


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For the Six Months Ended
June 30, 2025June 30, 2024
(In thousands)Pre-Tax
Amount		Tax (Expense)
Benefit		After-Tax
Amount		Pre-Tax
Amount		Tax (Expense)
Benefit		After-Tax
Amount
Debt Securities:
Change in fair value$22,407 $(5,153)$17,254 $(6,840)$1,471 $(5,369)
Less: reclassification adjustment for amortization of securities transferred from AFS to HTM
(3,206)769 (2,437)(3,147)677 (2,470)
Net change in fair value25,613 (5,922)19,691 (3,693)794 (2,899)
Cash Flow Hedges:
Change in fair value(2,234)509 (1,725)4,290 (923)3,367 
Less: reclassified AOCI gain into interest expense(1)
1,539 (351)1,188 1,850 (398)1,452 
Less: reclassified AOCI (loss) gain into interest income(2)
— — — (1,676)360 (1,316)
Net change in fair value(3,773)860 (2,913)4,116 (885)3,231 
Postretirement Plans:
Amortization of settlement recognition of net loss and prior service credit(3)
(14)3 (11)(14)3 (11)
Other comprehensive income
$21,826 $(5,059)$16,767 $409 $(88)$321 
(1)    Reclassified into interest on deposits, borrowings and/or junior subordinated debentures on the consolidated statements of income. Refer to Note 10 of the consolidated financial statements for further details.
(2)    Reclassified into interest and fees on loans on the consolidated statements of income. Refer to Note 10 of the consolidated financial statements for further details.
(3)    Reclassified into other expenses on the consolidated statements of income. Refer to Note 15 of the consolidated financial statements for further details.
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The following table presents the changes in each component of AOCI, after tax, for the periods indicated:
(In thousands)
Net Unrealized Gains (Losses) on Debt Securities(1)
Net Unrealized Gains (Losses) on Cash Flow Hedges(1)
Defined Benefit Postretirement Plans(1)
AOCI(1)
As of or For the Three Months Ended June 30, 2025
Balance at March 31, 2025
$(89,613)$6,953 $405 $(82,255)
Other comprehensive income (loss) before reclassifications
3,991 (289)— 3,702 
Less: Amounts reclassified from AOCI(1,298)619 5 (674)
Other comprehensive income (loss)
5,289 (908)(5)4,376 
Balance at June 30, 2025
$(84,324)$6,045 $400 $(77,879)
As of or For the Six Months Ended June 30, 2025
Balance at December 31, 2024
$(104,015)$8,958 $411 $(94,646)
Other comprehensive (loss) income before reclassifications
$17,254 (1,725)— 15,529 
Less: Amounts reclassified from AOCI(2,437)1,188 11 (1,238)
Other comprehensive (loss) income
19,691 (2,913)(11)16,767 
Balance at June 30, 2025
$(84,324)$6,045 $400 $(77,879)
As of or For the Three Months Ended June 30, 2024
Balance at March 31, 2024
$(111,357)$8,587 $(245)$(103,015)
Other comprehensive (loss) income before reclassifications
(221)901 — 680 
Less: Amounts reclassified from AOCI(1,270)161 5 (1,104)
Other comprehensive (loss) income1,049 740 (5)1,784 
Balance at June 30, 2024
$(110,308)$9,327 $(250)$(101,231)
As of or For the Six Months Ended June 30, 2024
Balance at December 31, 2023
$(107,409)$6,096 $(239)$(101,552)
Other comprehensive income before reclassifications
(5,369)3,367 — (2,002)
Less: Amounts reclassified from AOCI(2,470)136 11 (2,323)
Other comprehensive income (loss)
(2,899)3,231 (11)321 
Balance at June 30, 2024$(110,308)$9,327 $(250)$(101,231)
(1)    All amounts are net of tax.

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NOTE 14 – REVENUE FROM CONTRACTS WITH CUSTOMERS

A portion of the Company's non-interest income is derived from contracts with customers, and, as such, the revenue recognized depicts the transfer of promised goods or services to its customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company considers the terms of the contract and all relevant facts and circumstances when applying this guidance.

The Company has disaggregated its revenue from contracts with customers into categories based on the nature of the revenue. The categorization of revenues from contracts with customers that are within the scope of ASC 606 closely aligns with the presentation of revenue categories presented within non-interest income on the consolidated statements of income. The following table presents the revenue streams within the scope of ASC 606 for the periods indicated:
Location on Consolidated Statements of IncomeThree Months Ended
June 30,		Six Months Ended
June 30,
(In thousands)2025202420252024
Debit card interchange incomeDebit card income$3,646 $3,069 $6,879 $5,935 
Services charges on deposit accountsService charges on deposit accounts2,405 2,113 4,723 4,140 
Fiduciary services incomeIncome from fiduciary services1,981 1,870 3,819 3,619 
Investment program incomeBrokerage and insurance commissions1,794 1,441 3,491 2,680 
Other non-interest incomeOther income532 435 965 863 
Total non-interest income within the scope of ASC 606
10,358 8,928 19,877 17,237 
Total non-interest income not in scope of ASC 606
2,709 1,717 4,386 3,730 
Total non-interest income$13,067 $10,645 $24,263 $20,967 

In each of the revenue streams identified above, there were no significant judgments made in determining or allocating the transaction price, as the consideration and services are generally explicitly identified in the associated contracts.

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NOTE 15 – EMPLOYEE BENEFIT PLANS
 
The Company sponsors unfunded, non-qualified SERPs for certain former officers of the Company, The components of net periodic pension were as follows for the following periods:
Location on Consolidated Statements of IncomeThree Months Ended
June 30,		Six Months Ended
June 30,
(In thousands)2025202420252024
Interest costOther expenses$228 $180 457 361 
Total$228 $180 $457 $361 

The Company provides certain medical and life insurance benefits to eligible current and former employees. The components of postretirement benefit costs were as follows for the following periods:
Location on Consolidated Statements of IncomeThree Months Ended
June 30,		Six Months Ended
June 30,
(In thousands)2025202420252024
Service costSalaries and employee benefits$2 $2 $4 $4 
Interest costOther expenses41 39 82 77 
Recognized net actuarial gain
Other expenses(2)(1)(3)(2)
Amortization of prior service creditOther expenses(5)(6)(11)(12)
Total$36 $34 $72 $67 

NOTE 16 – EPS
 
The following is an analysis of basic and diluted EPS, reflecting the application of the two-class method, as described below:
Three Months Ended
June 30,		Six Months Ended
June 30,
(In thousands, except number of shares and per share data)2025202420252024
Net income
$14,081 $11,993 $21,407 $25,265 
Dividends and undistributed earnings allocated to participating securities(1)
— (1)— (12)
Net income available to common shareholders
$14,081 $11,992 $21,407 $25,253 
Weighted-average common shares outstanding for basic EPS(2)
16,905,159 14,591,189 16,874,974 14,581,758 
Dilutive effect of stock-based awards(3)
67,236 55,858 66,925 57,976 
Weighted-average common and potential common shares for diluted EPS(2)
16,972,395 14,647,047 16,941,899 14,639,734 
Earnings per common share:  
Basic EPS$0.84 $0.82 $1.27 $1.73 
Diluted EPS0.83 0.81 1.26 1.72 
Awards excluded from the calculation of diluted EPS(4)
— — — 397
(1)    Represents dividends paid and undistributed earnings allocated to non-vested stock-based awards that contain non-forfeitable rights to dividends.
(2)    The Company issued 2,283,782 shares of common stock as consideration for the acquisition of Northway on January 2, 2025. Refer to Note 3 of the consolidated financial statements for further details.
(3)    Represents the assumed dilutive effect of restricted shares, restricted share units and contingently issuable performance-based awards utilizing the treasury stock method.
(4)    Represents stock-based awards not included in the computation of potential common shares for purposes of calculating diluted EPS as the exercise prices were greater than the average market price of the Company's common stock, and, therefore, are considered anti-dilutive.
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Non-vested stock-based payment awards that contain non-forfeitable rights to dividends are participating securities and are included in the computation of EPS pursuant to the two-class method. The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. Certain of the Company’s non-vested stock-based awards qualify as participating securities. 

Net income is allocated between the common stock and participating securities pursuant to the two-class method. Basic EPS is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period, excluding participating non-vested stock-based awards. Diluted EPS is computed in a similar manner, except that the denominator includes the number of additional common shares that would have been outstanding if potentially dilutive common shares were issued using the treasury stock method.

NOTE 17 – FAIR VALUE MEASUREMENT AND DISCLOSURE

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is best determined using quoted market prices. However, in many instances, quoted market prices are not available. In such instances, fair values are determined using various valuation techniques. Various assumptions and observable inputs must be relied upon in applying these techniques. GAAP establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.
 
GAAP permits an entity to choose to measure eligible financial instruments and other items at fair value. The Company has elected the fair value option for its loans held for sale. Electing the fair value option for loans held for sale enables the Company’s financial position to align more clearly with the economic value of the actively traded asset.

The fair value hierarchy for valuation of an asset or liability is as follows:
 
Level 1:   Valuation is based upon unadjusted quoted prices in active markets for identical assets and liabilities that the entity has the ability to access as of the measurement date.
 
Level 2:   Valuation is determined from quoted prices for similar assets or liabilities in active markets, from quoted prices for identical or similar instruments in markets that are not active or by model-based techniques in which all significant inputs are observable in the market.
 
Level 3:   Valuation is derived from model-based and other techniques in which at least one significant input is unobservable and which may be based on the Company’s own estimates about the assumptions that market participants would use to value the asset or liability.
 
In general, fair value is based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon model-based techniques incorporating various assumptions including, but not limited to, interest rates, prepayment speeds and credit losses. Assets and liabilities valued using model-based techniques are classified as either Level 2 or Level 3, depending on the lowest level classification of an input that is considered significant to the overall valuation. A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.

Financial Instruments Recorded at Fair Value on a Recurring Basis

Trading Securities and Deferred Compensation: The fair value of trading securities and deferred compensation is reported using market quoted prices and has been classified as Level 1 as such securities and underlying securities are actively traded and no valuation adjustments have been applied.

Debt Securities: The fair value of investments in debt securities is reported utilizing prices provided by an independent pricing service based on recent trading activity and other observable information including, but not limited to, dealer quotes, market spreads, cash flows, market interest rate curves, market consensus prepayment speeds, credit information, and the bond’s terms and conditions. The fair value of debt securities is classified as Level 2.

Loans Held For Sale: The fair value of loans held for sale is determined on an individual loan basis using quoted
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secondary market prices and is classified as Level 2.

Derivatives: The fair value of interest rate swaps is determined using inputs that are observable in the marketplace obtained from third parties including yield curves, publicly available volatilities, and floating indexes and, accordingly, are classified as Level 2 inputs. The credit value adjustments associated with derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default. As of June 30, 2025 and December 31, 2024, the credit valuation adjustment on the overall valuation of its derivative positions was not significant to the overall valuation of its derivatives, and, thus, the Company's interest rate swaps were classified as Level 2.

The fair value of the Company's fixed rate interest rate lock commitments were determined using secondary market pricing for loans with similar structures, including term, rate and borrower credit quality, adjusted for the Company's pull-through rate estimate (i.e. estimate of loans within its loan pipeline that will ultimately complete the origination process and be funded). The Company has classified its fixed rate interest rate lock commitments as Level 2, as the quoted secondary market prices are the more significant input, and, although the Company's internal pull-through rate estimate is a Level 3 estimate, it is less significant to the ultimate valuation.

The fair value of the Company's forward delivery commitments is determined using secondary market pricing for loans with similar structures, including term, rate and borrower credit quality, and the locked and agreed to price with the secondary market investor. The Company has classified its fixed rate interest rate lock commitments as Level 2.
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The following table summarizes financial assets and financial liabilities measured at fair value on a recurring basis, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value, for the dates indicated:
(In thousands)Fair
Value		Readily
Available
Market
Prices
(Level 1)		Observable
Market
Data
(Level 2)		Company
Determined
Fair Value
(Level 3)
June 30, 2025   
Financial assets:   
Trading securities$5,326 $5,326 $— $— 
AFS debt securities:  
Obligations of states and political subdivisions5,329 — 5,329 — 
MBS issued or guaranteed by U.S. government-sponsored enterprises
638,017 — 638,017 — 
CMO issued or guaranteed by U.S. government-sponsored enterprises
200,219 — 200,219 — 
Subordinated corporate bonds
16,652 — 16,652 — 
Loans held for sale22,567 — 22,567 — 
Customer loan swaps10,757 — 10,757 — 
Interest rate contracts9,062 — 9,062 — 
Fixed rate mortgage interest rate lock commitments250 — 250 — 
Forward delivery commitments131 — 131 — 
Financial liabilities:  
Deferred compensation$5,326 $5,326 $— $— 
Customer loan swaps10,797 — 10,797 — 
Interest rate contracts2,048 — 2,048 — 
Fixed rate mortgage interest rate lock commitments30 — 30 — 
Forward delivery commitments79 — 79 — 
December 31, 2024   
Financial assets:   
Trading securities$5,243 $5,243 $— $— 
AFS debt securities:
Obligations of states and political subdivisions5,289 — 5,289 — 
MBS issued or guaranteed by U.S. government-sponsored enterprises
424,956 — 424,956 — 
CMO issued or guaranteed by U.S. government-sponsored enterprises
147,479 — 147,479 — 
Subordinated corporate bonds
16,025 — 16,025 — 
Loans held for sale11,049 — 11,049 — 
Customer loan swaps11,717 — 11,717 — 
Interest rate contracts14,040 — 14,040 — 
Fixed rate mortgage interest rate lock commitments65 — 65 — 
Forward delivery commitments203 — 203 — 
Financial liabilities:  
Deferred compensation$5,243 $5,243 $— $— 
Customer loan swaps11,787 — 11,787 — 
Interest rate contracts232 — 232 — 
Fixed rate mortgage interest rate lock commitments55 — 55 — 
Forward delivery commitments4 — 4 — 

The Company did not have any transfers between Level 1 and Level 2 of the fair value hierarchy during the six months ended June 30, 2025. The Company’s policy for determining transfers between levels occurs at the end of the reporting period when circumstances in the underlying valuation criteria change and result in transfer between levels.

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Financial Instruments Recorded at Fair Value on a Nonrecurring Basis
 
The Company may be required, from time to time, to measure certain financial assets and financial liabilities at fair value on a nonrecurring basis in accordance with GAAP, which may consist of collateral-dependent loans and servicing assets. These include assets that are measured at the lower of cost or market value that were recognized at fair value below cost at the end of the period.

Collateral-Dependent Loans:  Expected credit losses on individually assessed loans deemed to be collateral dependent are valued based upon the lower of amortized cost or fair value of the underlying collateral less costs to sell. Management estimates the fair values of these assets using Level 2 inputs, such as the fair value of collateral based on independent third-party market approach appraisals for collateral-dependent loans, and Level 3 inputs where circumstances warrant an adjustment to the appraised value based on the age of the appraisal and/or comparable sales, condition of the collateral, and market conditions.

Servicing Assets:  The Company accounts for mortgage servicing assets at cost, subject to impairment testing. When the carrying value of a tranche exceeds fair value, a valuation allowance is established to reduce the carrying cost to fair value. Fair value is based on a valuation model that calculates the present value of estimated net servicing income. The Company obtains a third-party valuation based upon loan level data including note rate, type and term of the underlying loans. The model utilizes two significant unobservable inputs, namely loan prepayment assumptions and the discount rate used, to calculate the fair value of each tranche, and, as such, the Company has classified the model within Level 3 of the fair value hierarchy.

Non-Financial Instruments Recorded at Fair Value on a Non-Recurring Basis

Non-financial assets measured at fair value on a nonrecurring basis may consist of OREO, goodwill and core deposit intangible assets. As of June 30, 2025 and December 31, 2024, the Company did not have any material, non-financial instruments measured and reported at fair value.

OREO: OREO properties acquired through foreclosure or deed in lieu of foreclosure are recorded at net realizable value, which is the fair value of the real estate, less estimated costs to sell. Any write-down of the recorded investment in the related loan is charged to the ACL upon transfer to OREO. Upon acquisition of a property, a current appraisal is used, or an internal valuation is prepared to substantiate fair value of the property. After foreclosure, management periodically, but at least annually, obtains updated valuations of the OREO properties and, if additional impairments are deemed necessary, the subsequent write-downs for declines in value are recorded through a valuation allowance and a provision for credit losses charged to other non-interest expense within the consolidated statements of income. As management considers appropriate, adjustments are made to the appraisal obtained for the OREO property to account for recent sales activity of comparable properties, changes in the condition of the property, and changes in market conditions. These adjustments are not observable in an active market and are classified as Level 3. The Company had no material OREO properties as of June 30, 2025 and December 31, 2024.

Goodwill: Goodwill represents the excess cost of an acquisition over the fair value of the net assets acquired. The fair value of goodwill is estimated by utilizing several standard valuation techniques, including discounted cash flow analyses, bank merger multiples, and/or an estimation of the impact of business conditions and investor activities on the long-term value of the goodwill. Should an impairment occur, the associated goodwill is written-down to fair value and the impairment charge is recorded within non-interest expense in the consolidated statements of income. The Company conducts an annual impairment test of goodwill in the fourth quarter each year, or more frequently as necessary. There have been no indications or triggering events during the six months ended June 30, 2025, for which management believes it is more likely than not that goodwill is impaired.

Core Deposit Intangible Assets: The Company's core deposit intangible assets represent the estimated value of acquired customer relationships and are amortized over the estimated life of those relationships. Core deposit intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. There were no events or changes in circumstances for the six months ended June 30, 2025 and 2024, that indicated the carrying amount may not be recoverable.

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The table below highlights financial and non-financial assets measured and reported at fair value on a non-recurring basis for the dates indicated:
(In thousands)Fair ValueReadily Available Market Prices
(Level 1)		Observable Market Data
(Level 2)		Company Determined
Fair Value
(Level 3)
June 30, 2025      
Financial assets:
Collateral-dependent loans$10,228 $— $— $10,228 
December 31, 2024      
Financial assets:
Collateral-dependent loans$4,363 $— $— $4,363 

The following table presents the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a non-recurring basis for the dates indicated:
(Dollars in thousands)Fair ValueValuation MethodologyUnobservable inputDiscount
June 30, 2025
Collateral-dependent loans:        
Specifically reserved$10,228 Market approach appraisal of collateralEstimated selling costs38%
December 31, 2024
Collateral-dependent loans:      
Specifically reserved$4,363 
Market approach appraisal of collateral
Estimated selling costs15%





















46

The estimated fair values and related carrying amounts for assets and liabilities for which fair value is only disclosed are shown below as of the dates indicated:
(In thousands)Carrying
Amount		Fair ValueReadily
Available
Market
Prices
(Level 1)		Observable
Market
Prices
(Level 2)		Company
Determined
Market
Prices
(Level 3)
June 30, 2025
Financial assets:     
HTM debt securities$509,298 $471,195 $— $471,195 $— 
Commercial real estate loans(1)(2)
2,066,265 1,988,552 — — 1,988,552 
Commercial loans(2)
494,808 480,452 — — 480,452 
Residential real estate loans(2)
2,004,823 1,707,514 — — 1,707,514 
Home equity loans(2)
294,398 290,913 — — 290,913 
Consumer loans(2)
18,053 16,148 — — 16,148 
Bank-owned life insurance(3)
110,342 110,342 — 110,342 — 
Servicing assets2,934 4,968 — — 4,968 
Financial liabilities:     
Time deposits$773,185 $768,918 $— $768,918 $— 
Short-term borrowings599,367 598,869 — 598,869 — 
Junior subordinated debentures
61,365 49,433 — 49,433 — 
December 31, 2024
Financial assets:
HTM debt securities$517,778 $470,824 $— $470,824 $— 
Commercial real estate loans(1)(2)
1,694,586 1,569,165 — — 1,569,165 
Commercial loans(2)
376,929 365,556 — — 365,556 
Residential real estate loans(2)
1,742,270 1,494,961 — — 1,494,961 
Home equity loans(2)
250,854 241,992 — — 241,992 
Consumer loans(2)
14,892 13,926 — — 13,926 
Bank-owned life insurance(3)
104,308 104,308 104,308 — 
Servicing assets2,119 4,328 — — 4,328 
Financial liabilities:
Time deposits$607,245 $603,469 $— $603,469 $— 
Short-term borrowings500,621 500,292 — 500,292 — 
Junior subordinated debentures
44,331 34,357 — 34,357 — 
(1)    Commercial real estate loan includes non-owner-occupied and owner-occupied properties.
(2)    The presented carrying amount is net of the allocated ACL on loans.
(3)    Represents a cash surrender life insurance policy recorded at the amount realized upon surrender of the policy, as a result the carrying amount approximates fair value.

Excluded from the summary were financial instruments measured at fair value on a recurring and nonrecurring basis, as previously described.

The Company considers its financial instruments' current use to be the highest and best use of the instruments.

NOTE 18 – SUBSEQUENT EVENTS

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law. The OBBBA, among other provisions, makes permanent many of the tax provisions enacted in 2017 as part of the Tax Cuts and Jobs Act that were set to expire at the end of 2025. We are currently evaluating the impact of the new legislation but do not expect it to have a material impact on the Company’s results of operations or financial condition.
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ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS
 
The discussions set forth below and in the documents we incorporate by reference herein contain certain statements that may be considered forward-looking statements under the Private Securities Litigation Reform Act of 1995, as amended, including certain plans, exceptions, goals, projections, and statements, which are subject to numerous risks, assumptions, and uncertainties. Forward-looking statements can be identified by the use of the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “assume,” “plan,” “target,” “potential” or “goal” or future or conditional verbs such as “will,” “may,” “might,” “should,” “could” and other expressions which predict or indicate future events or trends and which do not relate to historical matters. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult for the Company to predict. The actual results, performance or achievements of the Company may differ materially from what is reflected in such forward-looking statements.

Forward-looking statements should not be relied on, because they involve known and unknown risks, uncertainties and other factors, some of which are beyond the control of the Company. These risks, uncertainties and other factors may cause the actual results, performance or achievements of the Company to be materially different from the anticipated future results, performance or achievements expressed or implied by the forward-looking statements.
 
The following factors, among others, could cause the Company’s financial performance to differ materially from the Company’s goals, plans, objectives, intentions, expectations and other forward-looking statements:
•weakness in the United States economy in general and the regional and local economies within the Northern New England region, which could result in a deterioration of credit quality, an increase in the allowance for credit losses or a reduced demand for the Company’s credit or fee-based products and services;
•changes in trade, monetary, and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System or the imposition of tariffs or retaliatory tariffs;
•inflation, interest rate, market, and monetary fluctuations;
•ongoing competition in the labor markets and increased employee turnover;
•the adequacy of succession planning for key executives or other personnel, and the Company’s ability to transition effectively to new members of the senior executive team;
•competitive pressures, including continued industry consolidation and the increased financial services provided by non-banks;
•deterioration in the value of the Company's investment securities;
•commercial real estate vacancies and their impact on the ability of borrowers to repay their loans;
•volatility in the securities markets that could adversely affect the value or credit quality of the Company’s assets, impairment of goodwill, or the availability and terms of funding necessary to meet the Company’s liquidity needs;
•changes in information technology and other operational risks, including cybersecurity, that require increased capital spending;
•changes in consumer spending and savings habits;
•changes in tax, banking, securities and insurance laws and regulations;
•the outcome of pending and future litigation and governmental proceedings, including tax-related examinations and other matters;
•changes in accounting policies, practices and standards, as may be adopted by the regulatory agencies as well as the Financial Accounting Standards Board ("FASB"), and other accounting standard setters;
•the effects of climate change on the Company and its customers, borrowers or service providers;
•the effects of civil unrest, international hostilities, including the war in Ukraine and conflict in the Middle East, or other geopolitical events;
•the effects of epidemics and pandemics;
48

•turmoil and volatility in the financial services industry, including failures or rumors of failures of other depository institutions, which could affect the ability of depository institutions, including Camden National Bank, to attract and retain depositors, and could affect the ability of financial services providers, including the Company, to borrow or raise capital;
•actions taken by governmental agencies to stabilize the financial system and the effectiveness of such actions;
•increases in deposit insurance assessments due to bank failures;
•changes to regulatory capital requirements in response to recent developments affecting the banking sector; and
•questions about the soundness of one or more financial institutions with which the Company does business.

In addition, statements regarding the potential effects of notable national and global current events on the Company’s business, financial condition, liquidity and results of operations may constitute forward-looking statements and are subject to the risk that the actual effects may differ, possibly materially, from what is reflected in those forward-looking statements due to factors and future developments that are uncertain, unpredictable and in many cases beyond the Company's control.

Statements relating to the Company’s recent acquisition of Northway may also be forward-looking statements. Factors that could cause actual result to differ materially from the forward-looking statements include:

•the reaction to the transaction of the companies’ customers, employees and counterparties;
•customer disintermediation;
•expected synergies, cost savings and other financial benefits of the proposed transaction might not be realized within the expected timeframes or might be less than projected; and
•credit and interest rate risks associated with Camden's and Northway's respective businesses, customers, borrowings, repayment, investment and deposit practices.

You should carefully review all of these factors, and be aware that there may be other factors that could cause differences, including the risk factors listed in our Annual Report on Form 10-K for the year ended December 31, 2024, as updated by the Company's quarterly reports on Form 10-Q, including this report, and other filings with the Securities and Exchange Commission. Readers should carefully review the risk factors described therein and should not place undue reliance on our forward-looking statements.
 
These forward-looking statements were based on information, plans and estimates at the date of this report, and we undertake no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes, except to the extent required by applicable law or regulation.
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NON-GAAP FINANCIAL MEASURES AND RECONCILIATION TO GAAP

In addition to evaluating the Company’s results of operations in accordance with GAAP, management supplements this evaluation with an analysis of certain non-GAAP financial measures such as: adjusted net income; adjusted diluted earnings per share; adjusted return on average assets; adjusted return on average equity; pre-tax, pre-provision income; return on average tangible equity and adjusted return on average tangible equity; the efficiency and tangible common equity ratios; net interest income and core net interest margin (both on a fully-taxable equivalent basis); tangible book value per share; core deposits and average core deposits. We utilize these non-GAAP financial measures for purposes of measuring performance against the Company's peer group and other financial institutions, as well as for analyzing its internal performance. The Company also believes these non-GAAP financial measures help investors better understand the Company's operating performance and trends and allows for better performance comparisons to other banks. In addition, these non-GAAP financial measures remove the impact of unusual items that may obscure trends in the Company’s underlying performance. These disclosures should not be viewed as a substitute for GAAP operating results, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other financial institutions.

Adjusted Net Income; Adjusted Diluted Earnings per Share; Adjusted Return on Average Assets; and Adjusted Return on Average Equity. The following table provides a reconciliation of net income, diluted EPS, return on average assets and return on average equity to adjusted net income, adjusted diluted EPS, adjusted return on average assets and adjusted return on average equity. Certain non-recurring transactions have been excluded to calculate adjusted net income, adjusted diluted EPS, adjusted return on average assets and adjusted return on average equity. We believe the following adjusted financial information and metrics assist users of our financial statements with their financial analysis period-over-period as it adjusts for certain non-recurring items.
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Three Months Ended
June 30,		Six Months Ended
June 30,
(In thousands, except number of shares, per share data and ratios)2025202420252024
Adjusted Net Income:
Net income, as presented$14,081 $11,993 $21,407 $25,265 
Adjustments before taxes:
Provision for non-PCD acquired loans— — 6,294 — 
Provision for acquired unfunded commitments— — 249 — 
Merger and acquisition costs1,405 — 8,930 — 
Signature Bank bond recovery— — — (910)
Total adjustments before taxes1,405 — 15,473 (910)
Tax impact of above adjustments(1)
(295)— (3,221)191 
Adjustment for deferred tax valuation adjustment(2)
— — (2,421)— 
Adjusted net income$15,191 $11,993 $31,238 $24,546 
Adjusted Diluted Earnings per Share:
Diluted earnings per share, as presented$0.83 $0.81 $1.26 $1.72 
Adjustments before taxes:
Provision for non-PCD acquired loans— — 0.37 — 
Provision for acquired unfunded commitments— — 0.01 — 
Merger and acquisition costs0.08 — 0.53 — 
Signature Bank bond recovery— — — (0.06)
Total adjustments before taxes0.08 — 0.91 (0.06)
Tax impact of above adjustments(1)
(0.02)— (0.19)0.01 
Adjustment for deferred tax valuation adjustment(2)
— — (0.14)— 
Adjusted diluted earnings per share$0.89 $0.81 $1.84 $1.67 
Adjusted Return on Average Assets:
Return on average assets, as presented0.82 %0.84 %0.63 %0.89 %
Adjustments before taxes:
Provision for non-PCD acquired loans— %— %0.18 %— %
Provision for acquired unfunded commitments— %— %0.01 %— %
Merger and acquisition costs0.09 %— %0.26 %— %
Signature Bank bond recovery— %— %— %(0.03)%
Total adjustments before taxes0.09 %— %0.45 %(0.03)%
Tax impact of above adjustments(1)
(0.02)%— %(0.10)%0.01 %
Adjustment for deferred tax valuation adjustment(2)
— %— %(0.07)%— %
Adjusted return on average assets0.89 %0.84 %0.91 %0.87 %
Adjusted Return on Average Equity:
Return on average equity, as presented8.77 %9.60 %6.80 %10.18 %
Adjustments before taxes:
Provision for non-PCD acquired loans— %— %2.00 %— %
Provision for acquired unfunded commitments— %— %0.08 %— %
Merger and acquisition costs0.88 %— %2.83 %— %
Signature Bank bond recovery— %— %— %(0.37)%
Total adjustments before taxes0.88 %— %4.91 %(0.37)%
Tax impact of above adjustments(1)
(0.18)%— %(1.02)%0.08 %
Adjustment for deferred tax valuation adjustment(2)
— %— %(0.77)%— %
Adjusted return on average equity9.47 %9.60 %9.92 %9.89 %
(1)    Assumed a 21% tax rate.
(2)     A one-time deferred tax valuation adjustment of $2.4 million resulted from a change in the apportionment of state income taxes due to the Northway merger.
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Pre-Tax, Pre-Provision Income and adjusted pre-tax, pre-provision income. Pre-tax, pre-provision income is a supplemental measure of operating earnings and performance. Pre-tax, pre-provision income is calculated as net income before provision for credit losses and income tax expense. This supplemental measure has become more widely used by financial institutions as a measure of financial performance for comparability across financial institutions. Adjusted pre-tax, pre-provision income is a supplemental measure with certain non-recurring expenses excluded. We believe the following adjusted financial information and metrics assist users of our financial statements with their financial analysis period-over-period as it adjusts for certain non-recurring items.
Three Months Ended
June 30,		Six Months Ended
June 30,
(Dollars in thousands)2025202420252024
Net income, as presented$14,081 $11,993 $21,407 $25,265 
Adjustment for provision (credit) for credit losses6,920 650 16,349 (1,452)
Adjustment for income tax expense3,679 2,876 2,527 5,939 
Pre-tax, pre-provision income$24,680 $15,519 $40,283 $29,752 
Adjustment for merger and acquisition costs1,405 — $8,930 $— 
Adjusted pre-tax, pre-provision income$26,085 $15,519 $49,213 $29,752 

Efficiency Ratio.  The efficiency ratio represents an approximate measure of the cost required for the Company to generate a dollar of revenue. This is a common measure within the financial services industry and is a key ratio for evaluating Company performance. The efficiency ratio is calculated as the ratio of (i) total non-interest expense, adjusted for certain operating expenses, as necessary, to (ii) net interest income on a tax equivalent basis plus total non-interest income, adjusted for certain other income items, as necessary.
Three Months Ended
June 30,		Six Months Ended
June 30,
(Dollars in thousands)2025202420252024
Non-interest expense, as presented$37,596 $27,310 $82,047 $54,672 
Adjustment for merger and acquisition costs(1,405)— (8,930)— 
Adjustment for amortization of core deposit intangible assets(1,473)(139)(2,946)(278)
Adjusted non-interest expense$34,718 $27,171 $70,171 $54,394 
Net interest income, as presented$49,209 $32,184 $98,067 $63,457 
Adjustment for the effect of tax-exempt income(1)
312 159 638 309 
Non-interest income, as presented13,067 10,645 24,263 20,967 
Adjusted net interest income plus non-interest income$62,588 $42,988 $122,968 $84,733 
GAAP efficiency ratio60.37 %63.77 %67.07 %64.76 %
Non-GAAP efficiency ratio55.47 %63.21 %57.06 %64.19 %
(1)    Assumed a 21% tax rate.

Return on Average Tangible Equity: Return on average tangible equity is the ratio of (i) net income, adjusted for (a) amortization of core deposit intangible assets and the tax impact of the adjustment and (b) goodwill impairment, as necessary, to (ii) average shareholders' equity, adjusted for average goodwill and core deposit intangible assets. This adjusted financial ratio reflects a shareholder's return on tangible capital deployed in our business and is a common measure within the financial services industry.

Adjusted Return on Average Tangible Equity: Adjusted return on average tangible equity is the ratio of (i) core net income (as defined in the table above) adjusted for (a) amortization of core deposit intangible assets and the tax impact of the adjustment and (b) goodwill impairment, as necessary, to (ii) average shareholders' equity, adjusted for average goodwill and core deposit intangible assets.

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Three Months Ended
June 30,		Six Months Ended
June 30,
(Dollars in thousands)2025202420252024
Return on Average Tangible Equity:
Net income, as presented$14,081 $11,993 $21,407 $25,265 
Adjustment for amortization of core deposit intangible assets1,473 139 2,946 278 
Tax impact of above adjustment(1)
(309)(29)(619)(58)
Net income, adjusted for amortization of core deposit intangible assets$15,245 $12,103 $23,734 $25,485 
Average equity, as presented$643,782 $502,480 $634,851 $498,997 
Adjustment for average goodwill and core deposit intangible assets(197,863)(95,458)(198,984)(95,531)
Average tangible equity$445,919 $407,022 $435,867 $403,466 
Return on average equity8.77 %9.60 %6.80 %10.18 %
Return on average tangible equity13.71 %11.96 %10.98 %12.70 %
Adjusted Return on Average Tangible Equity:
Adjusted net income (see "Adjusted Net Income" table above)
$15,191 $11,993 $31,238 $24,546 
Adjustment for amortization of core deposit intangible assets1,473 139 2,946 278 
Tax impact of above adjustment(1)
(309)(29)(619)(58)
Adjusted net income, adjusted for amortization of core deposit intangible assets
$16,355 $12,103 $33,565 $24,766 
Adjusted return on average tangible equity
14.71 %11.96 %15.53 %12.34 %
(1)    Assumed a 21% tax rate.

Core Net Interest Margin (fully-taxable equivalent). The following table provides a reconciliation of net interest margin (fully-taxable equivalent) to core net interest margin (fully-taxable equivalent). Certain non-recurring transactions have been excluded to calculate core net interest margin (fully-taxable equivalent). We believe the following adjusted financial information and metrics assist users of our financial statements with their financial analysis period-over-period as it adjusts for certain non-recurring items.
Core Net Interest Margin (fully-taxable equivalent):
Three Months Ended
June 30,		Six Months Ended
June 30,
(Dollars in thousands)2025202420252024
Net interest margin (fully-taxable equivalent), as presented
3.06 %2.36 %3.05 %2.32 %
Net accretion income on loans from purchase accounting(1)
(0.30)%— (0.30)%— 
Net accretion income on investments from purchase accounting(2)
(0.07)%— (0.07)%— 
Net amortization on time deposits and borrowings from purchase accounting(3)
0.01 %— 0.01 %— 
Core net interest margin (fully-taxable equivalent)2.70 %2.36 %2.69 %2.32 %
(1)    Recognized $4.3 million and $8.6 million of net accretion income on loans from purchase accounting for the three and six months ended June 30, 2025, respectively.
(2)    Recognized $863,000 and $1.7 million of net accretion income on investments from purchase accounting for the three and six months ended June 30, 2025, respectively.
(3)    Recognized $131,000 and $262,000 million of amortization expense on time deposits and borrowings from purchase accounting for the three and six months ended June 30, 2025, respectively.

Tangible Book Value per Share.  Tangible book value per share is the ratio of (i) shareholders’ equity less goodwill and other intangibles to (ii) total common shares outstanding at period end. Tangible book value per share is a common measure within the financial services industry to assess the value of a company, as it removes goodwill and other intangible assets generated within purchase accounting upon a business combination.

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Tangible Common Equity Ratio. Tangible common equity is the ratio of (i) shareholders’ equity less goodwill and other intangible assets to (ii) total assets less goodwill and other intangible assets. This ratio is a measure used within the financial services industry to assess a company's capital adequacy.
(Dollars in thousands, except number of shares, per share data and ratios)June 30,
2025		December 31,
2024
Tangible Book Value Per Share:
Shareholders’ equity, as presented$652,148 $531,231 
Adjustment for goodwill and core deposit intangible assets(197,031)(95,112)
Tangible shareholders’ equity$455,117 $436,119 
Shares outstanding at period end16,919,689 14,579,339 
Book value per share$38.54 $36.44 
Tangible book value per share$26.90 $29.91 
Tangible Common Equity Ratio:
Total assets$6,920,044 $5,805,138 
Adjustment for goodwill and core deposit intangible assets(197,031)(95,112)
Tangible assets$6,723,013 $5,710,026 
Common equity ratio9.42 %9.15 %
Tangible common equity ratio6.77 %7.64 %

Core Deposits. Core deposits are used by management to measure the portion of the Company's total deposits that management believes to be more stable and at a lower interest rate cost. The Company calculates core deposits as total deposits (as reported on the consolidated statements of condition) less certificates of deposit and brokered deposits. Management believes core deposits is a useful measure to assess the Company's deposit base, including its potential volatility.
(Dollars in thousands)June 30,
2025		December 31,
2024
Total deposits$5,514,712 $4,633,167 
Adjustment for certificates of deposit(698,185)(532,424)
Adjustment for brokered deposits(211,837)(179,994)
Core deposits$4,604,690 $3,920,749 

Average Core Deposits. Average core deposits are used by management to measure the portion of the Company's total deposits that management believes to be more stable and at a lower interest rate cost. The Company calculates average core deposits as total average deposits (excluding average brokered deposits, as disclosed on the Average Balance, Interest and Yield/Rate Analysis tables) less average certificates of deposit. Management believes core deposits is a useful measure to assess the Company's deposit base, including its potential volatility.
Three Months Ended
June 30,		Six Months Ended
June 30,
(Dollars in thousands)2025202420252024
Total average deposits, as presented(1)
$5,251,327 $4,349,135 $5,290,973 $4,359,912 
Adjustment average certificates of deposit(703,091)(583,282)(704,952)(583,044)
Average core deposits$4,548,236 $3,765,853 $4,586,021 $3,776,868 
(1)    Brokered deposits are excluded from total average deposits, as presented on the Average Balance, Interest and Yield/Rate analysis table.
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CRITICAL ACCOUNTING ESTIMATES

Critical accounting estimates are defined as those that are reflective of significant judgments and uncertainties, and could potentially result in materially different results under different assumptions and conditions. In preparing the Company’s consolidated financial statements, management is required to make significant estimates and assumptions that affect assets, liabilities, revenues, and expenses reported. Actual results could differ materially from our current estimates as a result of changing conditions and future events. Estimates particularly critical and susceptible to significant near-term change, include (i) the ACL on loans and (ii) accounting for acquisitions and the subsequent review of goodwill and intangible assets generated in an acquisition for impairment.

There have been no material changes to the Company's critical accounting policies from those disclosed within its Annual Report on Form 10-K for the year ended December 31, 2024. Refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, for discussion of the Company's critical accounting policies.

Refer to Note 2 of the consolidated financial statements for discussion of accounting pronouncements issued but yet to be adopted and implemented.

GENERAL OVERVIEW

Camden National Corporation (hereafter referred to as “we,” “our,” “us,” or the “Company”) is a publicly-held bank holding company, with $6.9 billion in assets as of June 30, 2025, incorporated under the laws of the State of Maine and headquartered in Camden, Maine. Camden National Bank (the "Bank"), a wholly-owned subsidiary of the Company, was founded in 1875. The Company was founded in 1984, went public in 1997 and is registered with NASDAQ Global Market (“NASDAQ”) under the ticker symbol "CAC."

The primary business of the Company and the Bank is to attract deposits from, and to extend loans to, consumer, institutional, municipal, non-profit and commercial customers. The Company, through the Bank, provides a broad array of banking and other financial services, including wealth management and trust services, brokerage, investment advisory and insurance services, to consumer, business, non-profit and municipal customers.

The Company operates throughout Maine, with its primary markets and presence being throughout coastal and central Maine and New Hampshire. The Company and the Bank generally have effectively competed with other financial institutions by emphasizing customer service, highlighted by local decision-making, establishing long-term customer relationships, building customer loyalty and providing products and services designed to meet the needs of customers.

EXECUTIVE OVERVIEW

Net income for the first half of 2025 was $21.4 million, a decrease of $3.9 million, or 15%, compared to the same period in 2024, and diluted EPS was $1.26 and $1.72 for the six months ended June 30, 2025 and 2024, respectively. The Company's operating results for the first six months were materially impacted by the acquisition of Northway Financial, Inc. (“Northway”), which closed on January 2, 2025. Further details on the Northway acquisition can be found in Note 3 of the consolidated financial statements.

For the majority of the first quarter of 2025, the Company operated two banking franchises — Camden National Bank and Northway Bank, which was Northway’s wholly-owned banking subsidiary. In mid-March 2025, we completed the full integration of Northway Bank’s employees, branches and information systems, and began to realize the associated expense synergies in the second quarter of 2025. As a result, the Company saw significant improvement in its second quarter financial results, as compared to the first quarter of 2025, highlighted by a 13% increase in adjusted pre-tax, pre-provision income (non-GAAP) between periods. Total revenues (which is the sum of net interest income and non-interest income) increased 4% between periods, driven by increases in both net interest income and non-interest income, while non-interest expense, excluding merger and acquisition costs, decreased 2%. The combination of improvement in both total revenues and non-interest expense drove a favorable decrease in the Company’s GAAP and non-GAAP efficiency ratio on a linked-quarter basis to 60.37% and 55.47%, respectively, for the second quarter of 2025. We anticipate that the Company will realize its full cost benefits from the Northway acquisition in the third quarter of 2025.

For the six months ended June 30, 2025, the Company incurred certain one-time costs in connection with the Northway acquisition, including (i) transaction-related costs of $8.9 million (pre-tax) and (ii) provision expense of $6.5 million for acquired non-PCD loans.
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Adjusting for certain one-time transactions associated with the Northway acquisition, we reported adjusted net income (non-GAAP) of $31.2 million and adjusted diluted EPS (non-GAAP) of $1.84 for the six months ended June 30, 2025, an increase of 27% and 10%, respectively, over the same period of 2024. Included within our financial results for the six months ended June 30, 2025, was $5.9 million of provision expense for one syndicated commercial loan. During the second quarter of 2025, the commercial borrower entered bankruptcy, and, as a result, we placed the $12.0 million commercial loan on non-accrual status and downgraded the loan to doubtful. We continue to work closely with the small bank group involved with this credit and currently anticipate the bankruptcy process to be resolved in the second half of 2025. Overall, the Company’s asset quality continues to be strong and we have not identified any systemic credit concerns across our loan portfolio.

The Company’s capital position at June 30, 2025 continues to be strong and to be well in excess of regulatory capital requirements. Following the acquisition of Northway on January 2, 2025, the Company’s capital continues to swiftly rebuild.


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RESULTS OF OPERATIONS

Net Interest Income and Net Interest Margin
Net interest income is the interest earned on loans, securities, and other interest-earning assets, adjusted for net loan fees, origination costs, and accretion or amortization of fair value marks on loans, investments, time deposits and/or borrowings created in purchase accounting, less the interest paid on interest-bearing deposits and borrowings. Net interest income is our largest source of revenue ("revenue" is defined as the sum of net interest income and non-interest income). For the quarter ended June 30, 2025, net interest income was 79% of total revenues, compared to 75% for the same period in 2024. For the six months ended June 30, 2025, net interest income was 80% of total revenues, compared to 75% for the same period of 2024. Net interest income is affected by factors including, but not limited to, changes in interest rates, loan and deposit pricing strategies and competitive conditions, loan prepayment speeds, the volume and mix of interest-earning assets and interest-bearing liabilities, and the level of non-performing assets.

Net Interest Income (Fully-Taxable Equivalent) for the Three Months Ended June 30, 2025 and 2024. Net interest income on a fully-taxable equivalent basis for the quarter ended June 30, 2025 was $49.5 million, an increase of $17.2 million, or 53%, compared to the second quarter of 2024. The increase between periods consisted of an increase in interest income on a fully-taxable equivalent basis of $17.3 million, or 28%, which was partially offset by an increase in interest expense of $136,000, or 1%.
•Average interest-earning assets totaled $6.4 billion for the second quarter of 2025, which was an increase of $1.0 billion, or 18%, compared to the second quarter of 2024. The increase between periods was primarily driven by the Northway acquisition on January 2, 2025. As part of the acquisition, the Company acquired total loans of $775.7 million and investments of $230.0 million. In the second quarter of 2025, the Company recognized net fair value mark accretion from the purchase accounting associated with the acquisition of Northway of $5.1 million within interest income, which was made up of $4.3 million of fair value mark accretion on loans and $863,000 of fair value mark accretion on investments. Additionally, between periods the Company’s interest-earning asset yield continued to improve organically and contributed to the increased net interest income as we continued to reinvest cash flows from lower yielding interest-earning assets into new loan originations and investments at current market interest rates.
•Average funding liabilities totaled $6.2 billion for the second quarter of 2025, which was an increase of $1.0 billion, or 20%, compared to the second quarter of 2024. The increase between periods was primarily driven by the acquisition of Northway on January 2, 2025. As part of the acquisition, the Company acquired total deposits of $971.7 and borrowings of $45.0 million. Despite the significant increase in average funding liabilities between periods, interest expense for the second quarter of 2025 increased just $136,000 due to the decrease in our average cost of funds of 39 basis points to 1.96% for the second quarter of 2025. The decrease in our average cost of funds between periods reflects the change in the interest rate environment. The Federal Funds Effective Rate for the second quarter of 2025 was 4.33%, which was 100 basis points lower than the same period of 2024. The other driver for the decrease in our average cost of funds between periods was the low-cost deposit franchise the Company acquired through the Northway acquisition.
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Net Interest Margin (Fully-Taxable Equivalent) for the Three Months Ended June 30, 2025 and 2024. Net interest margin is calculated as net interest income on a fully-taxable equivalent basis as a percentage of average interest-earning assets. Our net interest margin on a fully-taxable equivalent basis increased 70 basis points over the second quarter of 2024 to 3.06% for the second quarter of 2025. Refer to the discussion above for the drivers for the change between periods. Adjusting for the impact of purchase accounting, which contributed $5.0 million to net interest income for the second quarter of 2025, the Company reported non-GAAP, core net interest margin of 2.70%, an increase of 34 basis points over the second quarter of 2024.

Net Interest Income (Fully-Taxable Equivalent) for the Six Months Ended June 30, 2025 and 2024. For the six months ended June 30, 2025, the Company's net interest income on a fully-taxable equivalent basis was $98.7 million, an increase of $34.9 million, or 55%, compared to the same period in 2024.
•Interest income on a fully-taxable equivalent basis increased $35.7 million, or 29%, between periods primarily driven by interest-earning assets yield expansion of 41 basis points to 4.92% for the six months ended June 30, 2025 and increase in average earning assets of $1.0 billion, or 19%, due to the acquisition of Northway on January 2, 2025 (as described above).
•Interest expense increased $763,000, or 1%, primarily driven by the increase in average funding liabilities of $1.0 billion, or 20%, between periods due to the acquisition of Northway in the first quarter (as described above). Despite the significant increase in average funding liabilities between periods, the increase in interest expense between periods was muted due to the decrease in our average cost of funds of 36 basis points to 1.95% for the six months ended June 30, 2025. The decrease in our average cost of funds between periods reflects the change in the interest rate environment and the addition of Northway’s low-cost deposit franchise with the acquisition on January 2, 2025.

Net Interest Margin (Fully-Taxable Equivalent) for the Six Months Ended June 30, 2025 and 2024. Our net interest margin on a fully-taxable equivalent basis increased 73 basis points over the six months ended June 30, 2024 to 3.05% for the six months ended June 30, 2025. Refer to the discussion above for the drivers of the change between periods. Adjusting for the impact of purchase accounting, which contributed $10.0 million to net interest income for the first half of 2025, the Company reported non-GAAP, core net interest margin of 2.69%, an increase of 37 basis points over the first half of 2024.

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The following tables present, for the periods noted, average balances, interest income, interest expense, and the corresponding average yields earned and rates paid, as well as net interest income, net interest rate spread and net interest margin:
Quarterly Average Balance, Interest and Yield/Rate Analysis
Three Months Ended
June 30, 2025June 30, 2024
(Dollars in thousands)Average BalanceInterestYield/RateAverage BalanceInterestYield/Rate
Assets
Interest-earning assets:
 Interest-bearing deposits in other banks and other interest-earning assets$43,530 $492 4.47 %$50,266 $770 6.06 %
Investments - taxable1,396,669 10,900 3.12 %1,162,941 7,509 2.58 %
Investments - nontaxable(1)
61,044 576 3.78 %61,794 584 3.78 %
Loans(2):
Commercial real estate2,076,129 30,001 5.72 %1,701,431 21,892 5.09 %
Commercial(1)
407,677 6,355 6.17 %387,337 6,373 6.51 %
Municipal(1)
82,768 966 4.68 %16,351 197 4.84 %
Residential real estate2,037,852 24,673 4.84 %1,772,707 19,861 4.48 %
Consumer and home equity308,938 5,672 7.36 %260,384 5,135 7.93 %
Total loans4,913,364 67,667 5.48 %4,138,210 53,458 5.14 %
Total interest-earning assets6,414,607 79,635 4.94 %5,413,211 62,321 4.58 %
Cash and due from banks69,042 76,013 
Other assets448,827 282,590 
Less: ACL(46,681)(35,538)
Total assets$6,885,795 $5,736,276 
Liabilities & Shareholders' Equity
Deposits:
Non-interest checking$1,103,025 $— — %$901,774 $— — %
Interest checking1,636,620 7,491 1.84 %1,479,201 9,276 2.52 %
Savings959,987 2,865 1.20 %624,034 810 0.52 %
Money market848,604 5,631 2.66 %760,844 6,452 3.41 %
Certificates of deposit703,091 6,260 3.57 %583,282 5,653 3.90 %
Total deposits5,251,327 22,247 1.70 %4,349,135 22,191 2.05 %
Borrowings:
Brokered deposits207,672 2,347 4.53 %150,799 1,978 5.28 %
Customer repurchase agreements234,491 767 1.31 %185,729 837 1.81 %
Junior subordinated debentures
61,325 900 5.88 %44,331 524 4.75 %
Other borrowings398,408 3,853 3.88 %401,144 4,448 4.46 %
Total borrowings901,896 7,867 3.50 %782,003 7,787 4.00 %
Total funding liabilities6,153,223 30,114 1.96 %5,131,138 29,978 2.35 %
Other liabilities88,790 102,658 
Shareholders' equity643,782 502,480 
Total liabilities & shareholders' equity$6,885,795 $5,736,276 
Net interest income (fully-taxable equivalent)49,521 32,343 
Less: fully-taxable equivalent adjustment(312)(159)
Net interest income$49,209 $32,184 
Net interest rate spread (fully-taxable equivalent)2.98 %2.23 %
Net interest margin (fully-taxable equivalent)3.06 %2.36 %
Core net interest margin (fully-taxable equivalent)(3)
2.70 %2.36 %
(1)    Reported on tax-equivalent basis calculated using a 21% tax rate, including certain commercial loans.
(2)    Non-accrual loans and loans held for sale are included in total average loans.
(3)    This is a non-GAAP measure. Please see "Non-GAAP Financial Measures and Reconciliation to GAAP” for additional information.
59


Year-to-Date Average Balance, Interest and Yield/Rate Analysis
Six Months Ended
June 30, 2025June 30, 2024
(Dollars in thousands)Average BalanceInterestYield/RateAverage BalanceInterestYield/Rate
Assets
Interest-earning assets:
 Interest-bearing deposits in other banks and other interest-earning assets$63,971 $1,427 4.44 %$47,376 $1,258 5.25 %
Investments - taxable1,386,239 21,342 3.08 %1,175,320 15,030 2.56 %
Investments - nontaxable(1)
61,766 1,168 3.78 %62,090 1,173 3.78 %
Loans(2):
Commercial real estate2,070,874 59,378 5.70 %1,692,015 42,899 5.02 %
Commercial(1)
408,327 12,870 6.27 %388,678 12,337 6.28 %
Municipal(1)
86,627 2,343 5.46 %15,502 357 4.63 %
Residential real estate2,035,954 48,634 4.78 %1,772,892 39,418 4.45 %
Consumer and home equity306,062 11,194 7.38 %258,844 10,182 7.91 %
Total loans4,907,844 134,419 5.47 %4,127,931 105,193 5.07 %
Total interest-earning assets6,419,820 158,356 4.92 %5,412,717 122,654 4.51 %
Cash and due from banks73,368 70,888 
Other assets446,773 279,764 
Less: ACL(45,794)(36,241)
Total assets$6,894,167 $5,727,128 
Liabilities & Shareholders' Equity
Deposits:
Non-interest checking$1,105,239 $— — %$917,547 $— — %
Interest checking1,669,786 15,269 1.84 %1,484,693 18,657 2.53 %
Savings927,622 5,021 1.09 %611,913 1,115 0.37 %
Money market883,374 11,587 2.65 %762,715 12,712 3.35 %
Certificates of deposit704,952 12,750 3.65 %583,044 11,123 3.84 %
Total deposits5,290,973 44,627 1.70 %4,359,912 43,607 2.01 %
Borrowings:
Brokered deposits202,339 4,588 4.57 %142,092 3,740 5.29 %
Customer repurchase agreements235,479 1,518 1.30 %184,108 1,565 1.71 %
Junior subordinated debentures
61,304 1,798 5.91 %44,331 1,058 4.80 %
Other borrowings373,277 7,120 3.85 %401,413 8,918 4.47 %
Total borrowings872,399 15,024 3.47 %771,944 15,281 3.98 %
Total funding liabilities6,163,372 59,651 1.95 %5,131,856 58,888 2.31 %
Other liabilities95,944 96,275 
Shareholders' equity634,851 498,997 
Total liabilities & shareholders' equity$6,894,167 $5,727,128 
Net interest income (fully-taxable equivalent)98,705 63,766 
Less: fully-taxable equivalent adjustment(638)(309)
Net interest income$98,067 $63,457 
Net interest rate spread (fully-taxable equivalent)2.97 %2.20 %
Net interest margin (fully-taxable equivalent)3.05 %2.32 %
Core net interest margin (fully-taxable equivalent)(3)
2.69 %2.32 %
(1)    Reported on tax-equivalent basis calculated using a 21% tax rate, including certain commercial loans.
(2)    Non-accrual loans and loans held for sale are included in total average loans.
(3)    This is a non-GAAP measure. Please see "Non-GAAP Financial Measures and Reconciliation to GAAP” for additional information.
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The following table presents certain information on a fully-taxable equivalent basis regarding changes in interest income and interest expense for the periods indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided with respect to changes attributable to rate and volume. The (a) changes in volume (change in volume multiplied by prior period's rate), (b) changes in rates (change in rate multiplied prior period's volume), and (c) changes in rate/volume (change in rate multiplied by the change in volume), which is allocated to the change due to rate column:
Three Months Ended
June 30, 2025 vs. June 30, 2024
Six Months Ended
June 30, 2025 vs. June 30, 2024
Increase (Decrease) Due to:Net Increase (Decrease)Increase (Decrease) Due to:Net Increase (Decrease)
(In thousands)VolumeRateVolumeRate
Interest-earning assets:            
Interest-bearing deposits in other banks and other interest-earning assets$(102)$(176)$(278)$436 $(267)$169 
Investments – taxable1,508 1,883 3,391 2,700 3,612 6,312 
Investments – nontaxable(7)(1)(8)(6)1 (5)
Commercial real estate4,821 3,288 8,109 9,615 6,864 16,479 
Commercial335 (353)(18)624 (91)533 
Municipal799 (30)769 1,638 348 1,986 
Residential real estate2,970 1,842 4,812 5,853 3,363 9,216 
Consumer and home equity957 (420)537 1,857 (845)1,012 
Total interest income (fully-taxable equivalent)11,281 6,033 17,314 22,717 12,985 35,702 
Interest-bearing liabilities:
Interest checking986 (2,771)(1,785)2,329 (5,717)(3,388)
Savings434 1,621 2,055 581 3,325 3,906 
Money market744 (1,565)(821)2,010 (3,135)(1,125)
Certificates of deposit1,162 (555)607 2,328 (701)1,627 
Brokered deposits747 (378)369 1,585 (737)848 
Customer repurchase agreements219 (289)(70)437 (484)(47)
Junior subordinated debentures201 175 376 405 335 740 
Other borrowings(30)(565)(595)(625)(1,173)(1,798)
Total interest expense4,463 (4,327)136 9,050 (8,287)763 
Net interest income (fully-taxable equivalent)$6,818 $10,360 $17,178 $13,667 $21,272 $34,939 

Net interest income on a fully-taxable equivalent basis included the following for the periods indicated:
Income Statement Location
Three Months Ended
June 30,
Six Months Ended
June 30,
(In thousands)
2025
2024
2025
2024
Net fair value mark accretion from purchase accounting - Loans
Interest income
$4,234 $20 $8,550 $43 
Net fair value mark accretion from purchase accounting - Investments
Interest income863 — 1,694 — 
Interest income from residential real estate derivatives
Interest income744 1,524 1,332 3,043 
Net loan origination fees (costs)
Interest income348 557 842 904 
Recoveries on previously charged-off acquired loans
Interest income67 3 90 101 
Net fair value mark accretion from purchase accounting - Certificates of deposit
Interest expense
(56)— (112)— 
Net fair value mark accretion from purchase accounting - Junior subordinated debentures
Interest expense(75)— (150)— 
Total$6,125 $2,104 $12,246 $4,091 

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Provision (Credit) for Credit Losses
The provision (credit) for credit losses was made up of the following components for the periods indicated:
Three Months Ended
June 30,
Change
Six Months Ended
June 30,
Change
(Dollars in thousands)20252024$%20252024$%
Provision (credit) for loan losses(1)
$6,596 $188 $6,408 N.M.$15,469 $(976)$16,445 N.M.
Provision for credit losses on off-balance sheet credit exposures(2)
324 462 (138)(30)%880 434 446 103 %
Credit for HTM debt securities(3)
— — — — %— (910)910 (100)%
Provision (credit) for credit losses
$6,920 $650 $6,270 965 %$16,349 $(1,452)$17,801 (1226)%
(1)Provision (credit) for loan losses: The Company recorded provision expense of $6.6 million for the second quarter of 2025, primarily driven by a commercial borrower that entered bankruptcy during the second quarter of 2025, for which the Company reserved an additional $5.9 million to cover the expected loss in future quarters. As of June 30, 2025, the Company carried an allowance on this loan totaling $6.0 million, which covered 50% of the loan amount. The Company currently anticipates that this commercial loan will be fully resolved during the second half of 2025.
For the six months ended June 30, 2025, the increase in provision for loan losses of $16.4 million over the same period of 2024 was primarily the result of: (i) the Northway acquisition on January 2, 2025, for which we designated 88% of the acquired loan portfolio as non-PCD and, as such, recorded an associated provision for credit losses on these loans (and established an associated ACL on loans) of $6.3 million, and (ii) the additional reserve required for the aforementioned commercial borrower that entered bankruptcy during the second quarter of 2025.
(2)Provision for credit losses on off-balance sheet credit exposures: At June 30, 2025, the ACL on off-balance sheet credit exposures was $3.7 million, as compared to $2.8 million as of June 30, 2024. The increase was driven by: (i) the Northway acquisition on January 2, 2025 and (ii) an increase in our loss reserves for our current macroeconomic outlook. Our unfunded commitments increased $178.1 million between periods.
(3)Credit for HTM debt securities: During the first six months of 2024, the Company sold its Signature Bank corporate bond that it had previously written off for $1.8 million and recovered proceeds of $910,000.

Non-Interest Income
The following table presents the components of non-interest income for the periods indicated:
 Three Months Ended
June 30,		ChangeSix Months Ended
June 30,		Change
(Dollars in thousands)20252024$%20252024$%
Debit card income(1)
$3,646 $3,069 $577 19 %$6,879 $5,935 $944 16 %
Service charges on deposit accounts(1)
2,405 2,113 292 14 %4,723 4,140 583 14 %
Income from fiduciary services
1,981 1,870 111 6 %3,819 3,619 200 6 %
Brokerage and insurance commissions(2)
1,794 1,441 353 24 %3,491 2,680 811 30 %
Bank-owned life insurance(1)
1,003 694 309 45 %1,663 1,377 286 21 %
Mortgage banking income, net(3)
1,060 516 544 105 %1,568 1,324 244 18 %
Other income(1)
1,178 942 236 25 %2,120 1,892 228 12 %
Total non-interest income$13,067$10,645$2,422 23 %$24,263$20,967$3,296 16 %
Non-interest income as a percentage of total revenues21 %25 %20 %25 %
(1)The increase for the three and six months ended June 30, 2025, across these various income categories, compared to the same periods of 2024, was primarily the result of the Northway acquisition on January 2, 2025. As part of the acquisition the Company added approximately 50,000 customer accounts, 28,000 new debit card customers, and one BOLI policy, whereby the underlying investment is tied to the equity market and subject to normal market volatility.
(2)Brokerage and insurance commissions: The increase for the three and six months ended June 30, 2025 compared to 2024, was driven by an increase in assets under management of $189.5 million, or 22%, to $1.1 billion as of June 30, 2025.
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(3)Mortgage banking income, net: The increase for the three and six months ended 2025 compared to the periods in 2024 was driven by the positive change in fair value on loans held for sale and residential mortgage loan pipelines for both periods. During the three and six months ended June 30, 2025, the Company sold $48.4 million and $90.3 million, or 39% and 45%, respectively, of its residential mortgage production, compared to $53.5 million and $95.0 million, or 52% and 51%, respectively, for the same periods of 2024.

Non-Interest Expense
The following table presents the components of non-interest expense for the periods indicated:
 Three Months Ended
June 30,		ChangeSix Months Ended
June 30,		Change
(Dollars in thousands)20252024$%20252024$%
Salaries and employee benefits(1)
$19,392$15,601$3,791 24 %$39,635$31,555$8,080 26 %
Furniture, equipment and data processing(1)
4,2943,497797 23 %9,0257,1261,89927 %
Net occupancy costs(1)
2,6931,981712 36 %5,7264,0511,67541 %
Debit card expense(1)
1,7251,311414 32 %3,4152,57584033 %
Consulting and professional fees(1)
1,3101,149161 14 %2,8082,00979940 %
Regulatory assessments(1)
1,127813314 39 %2,1131,67044327 %
Amortization of core deposit intangible assets(2)
1,4731391,334 N.M.2,9462782,668N.M.
OREO and collection costs, net
914744 94 %18157124218 %
Merger and acquisition costs(3)
1,405 —1,405 N.M.8,930—8,930N.M.
Other expenses(1)
4,0862,7721,314 47 %7,2685,3511,91736 %
Total non-interest expense
$37,596$27,310$10,286 38 %$82,047$54,672$27,375 50 %
Ratio of non-interest expense to total revenues60.37%63.77 %67.07 %64.76 %
Efficiency ratio (non-GAAP)55.47%63.21 %57.06 %64.19 %
(1)The increase for the three and six months ended June 30, 2025, across these various expense categories, compared to the same periods of 2024, was primarily the result of the Northway acquisition on January 2, 2025. In the second quarter of 2025, the Company continued to optimize and achieve its targeted cost savings as a combined organization, primarily through the elimination of redundancies across its personnel, information systems, technologies and services. The Company anticipates its quarterly run-rate operating expenses to continue to improve during the second half of 2025 as the full-benefit of cost savings are realized.
(2)Amortization of core deposit intangible assets: The increase for the three and six months ended June 30, 2025 compared to the same periods in 2024, was the result of Northway acquisition on January 2, 2025. Our provisional estimate for CDI assets created during the acquisition totaled $48.1 million, of which we estimate the useful life of the definite-lived intangible asset to be ten years. Refer to Note 3 and Note 6 of the consolidated financial statements for additional information.
(3)Merger and acquisition costs: For the three and six months ended June 30, 2025, the Company incurred costs associated with the Northway acquisition totaling $1.4 million and $8.9 million, respectively. Through June 30, 2025, the Company had incurred total acquisition-related costs, including those incurred by Northway prior to the closing on January 2, 2025, of $12.2 million. We anticipate additional one-time, acquisition-related costs to be incurred over the coming quarters.
The acquisition-related costs incurred during the three and six months ended June 30, 2025 include:
(Dollars in thousands)
Three Months Ended
June 30, 2025
Six Months Ended
June 30, 2025
Personnel termination-related costs
$267 $4,992 
Consulting, legal and accounting-related costs
789 1,823 
Contract termination and conversion-related costs
246 945 
Other acquisition costs
103 1,170 
Total
$1,405 $8,930 

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Income Tax Expense
The Company recorded income tax expense of $3.7 million and $2.5 million, respectively, for the three and six months ended June 30, 2025, compared to $2.9 million and $5.9 million, respectively, for the same periods in 2024. The Company’s estimated normalized effective tax rate is currently estimated at 20.6%, however, given the Northway acquisition and the change in the apportionment of income across the states in which the Company primarily operates, the Company changed its estimated deferred tax rate, increasing it from 21.5% to 22.8% in the first quarter of 2025. This change in the estimated deferred tax rate resulted in a one-time revaluation of the Company’s legacy deferred tax assets and the recognition of a one-time income tax benefit of $2.4 million in the first quarter of 2025. Refer to Note 3 of the consolidated financial statements for further discussion.

On July 4, 2025, the OBBBA was signed into law. We are currently evaluating the impact of the new legislation but do not expect it to have a material impact on the Company’s consolidated financial statements. Refer to Note 18 of the consolidated financial statements for further discussion.
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FINANCIAL CONDITION

Cash and Cash Equivalents
Total cash and cash equivalents as of June 30, 2025, were $113.8 million, compared to $215.0 million at December 31, 2024. As part of the Northway acquisition on January 2, 2025, the Company acquired $48.3 million of cash which it leveraged to prepay all of the FHLBB borrowings assumed from Northway, totaling $45.0 million, offsetting the cash obtained through the acquisition. Additionally, during the six months ended June 30, 2025, we utilized cash to support loan growth. The Company continues to actively manage its cash balances. Refer to Note 3 of the consolidated financial statements for further details on acquired assets and liabilities from Northway.

Included within the Company’s cash and cash equivalents’ balances at June 30, 2025 and December 31, 2024, was cash held in escrow by the FHLBB as collateral posted by the counterparties for our derivatives in a net asset position totaling $11.1 million and $13.2 million, respectively. We and the counterparty manage these cash accounts daily. Refer to Notes 10 and 11 of the consolidated financial statements for additional detail on the Company’s derivatives and collateral.

Investments
The Company utilizes the investment portfolio to manage liquidity, interest rate risk, and regulatory capital, as well as to take advantage of market conditions to generate returns without undue risk. As of June 30, 2025 and December 31, 2024, our investment portfolio consisted of MBS, CMO, municipal and subordinated corporate debt securities; FHLBB, FRB and other correspondent bank relationship common stock; and mutual funds held in a rabbi trust for the executive and director nonqualified retirement plans.

As of June 30, 2025, the reported value of the Company's total investments portfolio was $1.4 billion, an increase of $262.4 million, or 23%, since December 31, 2024. The change between periods was driven by the following:
•Investments acquired as part of the Northway acquisition on January 2, 2025 totaling $230.0 million, net of purchase accounting adjustments, which included: (i) investment debt securities of $227.4 million, net of purchase accounting adjustments, all of which we designated as AFS and (ii) FHLBB and other corresponding banking relationship common stock totaling $2.5 million.
•The Sale of $56.4 million of acquired Northway debt securities shortly after the acquisition date to restructure the combined investment portfolio. These debt securities were sold at fair value, and, thus, no gain or loss was recognized upon sale.
•The Purchase of $120.9 million of debt securities that we designated as AFS, and the purchase of $5.0 million of subordinated corporate debt securities of another regional financial institution that we designated as HTM.
•Pay downs, calls, and maturities of $64.8 million.
•An increase in the fair value of the Company’s AFS debt securities of $22.4 million due to the decrease in interest rates across the mid- and long-end of the yield curve between periods.

AFS and HTM Debt Securities. We designate our debt securities as AFS or HTM based on our intent and investment strategy and they are carried at fair value and amortized cost, respectively.

Our AFS debt securities portfolio, which comprised 61% and 52% of our investment portfolio as of June 30, 2025 and December 31, 2024, respectively, was carried at fair value using Level 2 valuation techniques. Refer to Note 17 of the consolidated financial statements for further details on the Company's fair value techniques. Our HTM debt securities are carried at amortized cost and comprised 36% and 45% of our investment portfolio as of June 30, 2025 and December 31, 2024, respectively.

The book value of our debt securities as of June 30, 2025 was $1.4 billion, compared to $1.1 billion as of December 31, 2024. Our debt securities portfolio has limited credit risk due to its composition, which includes securities backed by the U.S. government and government-sponsored agencies, and highly rated subordinated corporate and municipal bonds by nationally recognized rating agencies. At June 30, 2025 and December 31, 2024, the book value of U.S. government and government-sponsored agencies represented approximately 92% and 91%, respectively, of our debt securities portfolio.
65

The following table details the composition of the Company's investment portfolio as of June 30, 2025 and December 31, 2024, based on the book value of each security type as a percentage of total book value of the Company's debt securities:
(Dollars in thousands)June 30,
2025
Percent of Total Debt Securities as of
June 30, 2025
December 31,
2024
Percent of Total Debt Securities as of
December 31, 2024
MBS - Agency-backed$923,346 67 %$717,126 65 %
CMO - Agency-backed336,295 25 %289,946 26 %
Municipal60,988 4 %61,336 5 %
Subordinated corporate bonds
41,089 3 %35,390 3 %
Other - Agency-backed7,797 1 %5,243 1 %
Total$1,369,515 100 %$1,109,041 100 %

We continually monitor and evaluate our investment portfolio to identify and assess risks within our portfolio, including but not limited to, the impact of the current interest rate environment and the related prepayment risk, and the review of credit ratings. The overall mix of debt securities as of June 30, 2025, compared to December 31, 2024, remains consistent and is believed to be well-positioned to provide a stable source of cash flow. As of June 30, 2025 and December 31, 2024, the duration of our debt investment securities portfolio, adjusting for calls when appropriate and consensus prepayment speeds, was 5.3 years and 5.2 years, respectively.

The fair value and book value of the Company's subordinated corporate bonds and municipal securities as of June 30, 2025 and December 31, 2024 was as follows:
June 30,
2025		December 31,
2024
(Dollars in thousands)
# of Securities
Fair ValueBook ValueNet Unrealized (Loss) Gain
# of Securities
Fair ValueBook Value
Net Unrealized (Loss) Gain
Municipal bonds53 $57,888 $61,079 $(3,191)54 $59,560 $61,469 $(1,909)
Subordinated corporate bonds18 41,613 42,139 (526)18 35,436 37,048 (1,612)
Total71 $99,501 $103,218 $(3,717)72 $94,996 $98,517 $(3,521)

At June 30, 2025 and December 31, 2024, municipal bonds were 4% and 5%, respectively, of the book value of the total bond portfolio at each date and all municipal bonds carried an investment-grade credit rating.

At June 30, 2025 and December 31, 2024, subordinated corporate bonds were 3% of the book value of the total bond portfolio at each date. At June 30, 2025 and December 31, 2024, subordinated corporate bonds with a book value of $25.9 million at each period, or 62% and 70%, respectively, of the subordinated corporate bond portfolio, carried an investment-grade credit rating. The remaining $16.2 million and $11.2 million, respectively, of book value, or 38% and 30%, respectively, of the subordinated corporate bond portfolio, were non-rated subordinated corporate bonds of community banks within our markets. As of June 30, 2025, the subordinated corporate bond portfolio was made up of 17 different companies, which included 15 different banks. The banks in the portfolio range from the largest U.S. banks to community banks, with 31% of our exposure as of June 30, 2025, being to global systemically important banks, or "G-SIBs." We continue to monitor and analyze the performance of our subordinated corporate bond portfolio.

We completed a review of our HTM and AFS investment portfolio as of June 30, 2025, and concluded that no ACL was warranted on any of our bonds at this time.

Other Investments. Our other investments on the consolidated statements of condition is primarily made up of FHLBB and FRB common stock. These investments are carried at cost. We are required to maintain a certain level of investment in FHLBB stock based on our level of FHLBB advances, and maintain a certain level of investment in FRB common stock based on the Bank's capital levels. As of June 30, 2025 and December 31, 2024, our investment in FHLBB stock totaled $18.1 million and $17.1 million, respectively, and our investment in FRB stock was $8.7 million and $5.4 million, respectively.

66

Trading Securities. Our investments in mutual funds are designated as trading securities and carried at fair value. These investments are held within a rabbi trust and will be used for future payments associated with the Company’s Executive and Director Deferred Compensation Plan. These investments are carried at fair value using Level 1 valuation techniques. Refer to Note 17 of the consolidated financial statements for further details on fair value.

Loans
The following table sets forth the composition of our loan portfolio as of the dates indicated:
Change
(Dollars in thousands)June 30,
2025		December 31,
2024		($)(%)
Commercial real estate - non-owner-occupied$1,704,593 $1,387,252 $317,341 23 %
Commercial real estate - owner-occupied385,384 324,712 60,672 19 %
Commercial506,883 382,785 124,098 32 %
Residential real estate2,018,332 1,752,249 266,083 15 %
Consumer and home equity316,177 268,261 47,916 18 %
Total loans$4,931,369 $4,115,259 $816,110 20 %
Commercial Loan Portfolio$2,596,860 $2,094,749 $502,111 24 %
Retail Loan Portfolio$2,334,509 $2,020,510 $313,999 16 %
Commercial Portfolio Mix53 %51 %
Retail Portfolio Mix47 %49 %

On January 2, 2025, the Company completed its acquisition of Northway, which included $775.7 million of loans held for investment, net of purchase accounting adjustments. Refer to Note 3 of the consolidated financial statements for further discussion of the Company’s accounting for the acquisition of Northway.

Portfolio Concentrations. Our primary geographical markets are Maine, New Hampshire and Massachusetts, making up 57%, 25%, and 13%, respectively, of the loan portfolio as of June 30, 2025, compared to 68%, 11%, and 16%, respectively, as of December 31, 2024. The increases between periods in our loan exposure to New Hampshire and Massachusetts was driven by the Northway acquisition. As of June 30, 2025, our distribution channels, including branches acquired in the Northway merger, included 55 branches in Maine, 17 branches in New Hampshire, and an online residential mortgage and small business digital loan platform.

As of June 30, 2025, the non-residential building operators' industry (operators of commercial and industrial buildings, retail establishments, theaters, banks and insurance buildings) and lessors of residential buildings industry (lessors of buildings used as residences, such as single-family homes, apartments and town houses) concentrations were 31% and 30%, respectively, of our total commercial real estate portfolio and were both 13% of total loans. As of June 30, 2025, there were no other industry concentrations within our loan portfolio that exceeded 10% of total loans.

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The table below summarizes the significant industries within the Company’s commercial loan portfolio at the dates indicated:
June 30, 2025December 31, 2024Change
(Dollars in thousands)$% of Commercial Loan Portfolio$% of Commercial Loan Portfolio$%
Real estate investment(1)
$1,316,655 51 %$1,056,180 50 %$260,475 25 %
Lodging
289,512 11 %220,943 11 %68,569 31 %
Retail trade159,566 6 %141,157 7 %18,409 13 %
Health care
126,260 5 %104,865 5 %21,395 20 %
Construction
86,131 3 %74,075 4 %12,056 16 %
Other (each < 3%)
618,736 24 %497,529 23 %121,207 24 %
Total
$2,596,860 100 %$2,094,749 100 %$502,111 24 %
Commercial loan portfolio mix:
Commercial real estate - non-owner-occupied$1,704,593 66 %$1,387,252 66 %317,341 23 %
Commercial real estate - owner-occupied385,384 15 %324,712 16 %60,672 19 %
Commercial506,883 19 %382,785 18 %124,098 32 %
Total$2,596,860 100 %$2,094,749 100 %$502,111 24 %
(1)    The following table summarizes the real estate investment loan portfolio, by property type as of the dates indicated:
June 30, 2025December 31, 2024Change
(Dollars in thousands)$% of Real Estate Investment Portfolio% of Total Loan Portfolio$% of Real Estate Investment Portfolio% of Total Loan Portfolio$%
Multi-family (5+ units)(a)
$424,445 32 %9 %$325,050 31 %8 %$99,395 31 %
Retail
200,700 15 %4 %157,483 15 %4 %43,217 27 %
Office(b)
200,413 15 %4 %166,189 16 %4 %34,224 21 %
Industrial
186,501 14 %4 %169,763 16 %4 %16,738 10 %
Multi-family (1-4 units)(c)
149,522 11 %3 %122,474 12 %3 %27,048 22 %
Other(d)
155,074 13 %3 %115,221 10 %3 %39,853 35 %
Total
$1,316,655 100 %27 %$1,056,180 100 %26 %$260,475 25 %
(a)    Multi-family (5+ units) loans are primarily located in non-urban locations, including 53% in Maine, 36% in New Hampshire, and 9% in Massachusetts as of June 30, 2025, compared to 68%, 23%, and 7%, respectively, as of December 31, 2024.
(b)    Office loans are primarily located in non-urban locations, including 43% in Maine, 36% in New Hampshire, and 21% in Massachusetts as of June 30, 2025, compared to 52%, 26%, and 23%, respectively, as of December 31, 2024.
(c)    Represents multi-family (1-4 units) that are used for commercial purposes.
(d)     Includes multiple property types that individually are less than 5% of the real estate investment portfolio and individually are 1% or less of the total loan portfolio.
From time to time, the Company participates in select commercial syndication loans alongside other financial institutions to diversify its commercial loan portfolio. As of June 30, 2025 and December 31, 2024, the Company’s syndicated loan portfolio consisted of seven and eight borrowers, respectively, across a range of industries, with total outstanding loan balances of $93.9 million and $102.4 million. As of each date, these balances represented 2% of the Company’s total loan portfolio and were shared national credits.


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During the second quarter of 2025, one borrower, representing $12.0 million of the outstanding balance as of June 30, 2025, entered bankruptcy, and we placed this loan on non-accrual status and downgraded its risk rating from “passing” to “doubtful”. We anticipate the bankruptcy proceedings to be completed during the second half of 2025. As of June 30, 2025, there were no other indications of credit deterioration within the syndicated loan portfolio.

Related Party Transactions. The Bank is permitted, in its normal course of business, to make loans to certain officers and directors of the Company and Bank under terms that are consistent with the Bank’s lending policies and regulatory requirements. In addition to extending loans to certain officers and directors of the Company and Bank on terms consistent with the Bank’s lending policies, federal banking regulations also require training, audit and examination of the adherence to this policy (also known as “Regulation O” requirements). Note 5 of the consolidated financial statements provides information on related party lending transactions. We have not entered into significant related party transactions.

Asset Quality
Our practice is to manage the Company's loan portfolio proactively so that we are able to effectively identify problem credits and trends early, assess and implement effective work-out strategies, and take charge-offs as promptly as practical. In addition, the Company continually reassesses its underwriting standards in response to credit risk posed by changes in economic conditions. The Company continues to dedicate significant resources to monitor and manage credit risk throughout our loan portfolio and includes management and board-level oversight as follows:
•The Credit Risk and Special Assets teams and the Credit Risk Policy Committee, which is an internal management committee comprised of the Company’s president and chief executive officer and other various executives and senior managers across business lines, including Accounting and Finance, Credit Underwriting, Credit Risk and Special Assets, Risk, and Commercial and Retail Banking, oversee the Company's systems and procedures to monitor the credit quality of its loan portfolio, conduct a loan review program, and maintain the integrity of the loan ratings system.
•The adequacy of the ACL is overseen by the Management Provision Committee, which is an internal management committee As of January 1, 2025, the Management Provision Committee is comprised of the Company’s chief executive officer, chief financial officer, chief credit officer and certain members of senior management within Accounting, Credit Risk, and Collections and Special Assets. The Management Provision Committee supports the oversight efforts of the Audit Committee of the Board of Directors.
•The Directors Credit Committee of the Board of Directors reviews large credit exposures, monitors external loan review reports, reviews the lending authority for individual loan officers when required, and has approval authority and responsibility for all matters regarding the loan policy and other credit-related policies, including reviewing and monitoring asset quality trends, and concentration levels.
•The Audit Committee of the Board of Directors has approval authority and oversight responsibility for the ACL adequacy and methodology.
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Non-Performing Assets. Non-performing assets include non-accrual loans, accruing loans 90 days or more past due, and property acquired through foreclosure or repossession. The following table sets forth the composition and amounts of our non-performing loans as of the dates indicated:
(Dollars in thousands)June 30,
2025		December 31,
2024
Non-accrual loans:  
Commercial real estate - non-owner-occupied$127 $129 
Commercial real estate - owner-occupied18 430 
Commercial13,514 1,927 
Residential real estate3,678 1,891 
Consumer and home equity 840 452 
Total non-accrual loans18,177 4,829 
Other real estate owned72 — 
Total non-performing assets$72 $— 
Total loans, excluding loans held for sale$4,931,369 $4,115,259 
Total assets6,920,044 5,805,138 
ACL on loans53,022 35,728 
ACL on loans to non-accrual loans291.70 %739.86 %
Non-accrual loans to total loans0.37 %0.12 %
Non-performing loans to total loans0.37 %0.12 %
Non-performing assets to total assets0.26 %0.08 %
Potential Problem Loans. Potential problem loans consist of classified accruing commercial and commercial real estate loans that were 30-89 days past due. Such loans are characterized by weaknesses in the financial condition of borrowers or collateral deficiencies. Based on historical experience, the credit quality of some of these loans may improve due to changes in collateral values or the financial condition of the borrowers, while the credit quality of other loans may deteriorate, resulting in a loss. These loans are not included in the above analysis of non-accrual loans. As of June 30, 2025 and December 31, 2024, loans classified as potential problem loans totaled $225,000 and $96,000, respectively.

Past Due Loans. Past due loans consist of accruing loans that were 30-89 days past due. The following table presents the recorded investment of past due loans as of the dates indicated:
(Dollars in thousands)June 30,
2025		December 31,
2024
Accruing loans 30-89 days past due:  
Commercial real estate - non-owner-occupied$27 $59 
Commercial real estate - owner-occupied1,093 630 
Commercial884 393 
Residential real estate1,519 558 
Consumer and home equity 591 621 
Total $4,114 $2,261 
Total loans$4,931,369 $4,115,259 
Accruing loans 30-89 days past due to total loans0.08 %0.05 %


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ACL. The following table sets forth information concerning the components of our ACL for the periods indicated:
As of or For The
Three Months Ended
June 30,
As of or For The
Six Months Ended
June 30,
As of or For The
Year Ended
December 31, 2024
(Dollars in thousands)2025202420252024
ACL on loans at the beginning of the period$46,723 $35,613 $35,728 $36,935 $36,935 
ACL on acquired PCD loans— — 3,071 — — 
Components of Provision (Credit) for Credit Losses on Loans:
Provision for acquired non-PCD loans— — 6,293 — — 
General provision (credit) for loan losses6,596 188 9,176 (976)53 
Total provision (credit) for credit losses on loans
6,596 188 15,469 (976)53 
Net charge-offs (recoveries)(1):
  
Commercial real estate(1)(1)138 (8)(10)
Commercial230 384 1,015 601 1,329 
Residential real estate(5)(7)(7)(13)(26)
Consumer and home equity73 13 100 (33)(33)
Total net charge-offs297 389 1,246 547 1,260 
ACL on loans at the end of the period$53,022 $35,412 $53,022 $35,412 $35,728 
Components of ACL:  
ACL on loans$53,022 $35,412 $53,022 $35,412 $35,728 
ACL on off-balance sheet credit exposures3,684 2,787 3,684 2,787 2,805 
ACL at end of the period$56,706 $38,199 $56,706 $38,199 $38,533 
Total loans, excluding loans held for sale$4,931,369 $4,139,361 $4,931,369 $4,139,361 $4,115,259 
Average Loans$4,913,364 $4,138,210 $4,907,844 $4,127,931 $4,129,171 
Net charge-offs to average loans (annualized)0.02 %0.04 %0.05 %0.03 %0.03 %
Provision (credit) for loan losses (annualized) to average loans
0.54 %0.02 %0.37 %(0.05)%— %
ACL on loans to total loans1.08 %0.86 %1.08 %0.86 %0.87 %
ACL on loans to non-performing loans291.70 %367.31 %291.70 %367.31 %739.86 %
ACL on loans to net charge-offs (annualized)4,463.13 %2,275.84 %2,127.69 %3,236.93 %2,835.56 %
(1)    Additional information related to net charge-offs (recoveries) is presented in the following table for the periods indicated:
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For The Three Months Ended
June 30,
(Dollars in thousands)Total
Charge-offs		Total
Recoveries		Net
Charge-Offs (Recoveries)		Average
Loans
Ratio of Net Charge-Offs (Recoveries) to Average Loans
2025:
Commercial real estate$— $1 $(1)$2,076,129 — %
Commercial 350 120 230 490,445 0.19 %
Residential real estate — 5 (5)2,037,852 — %
Consumer and home equity75 2 73 308,938 0.09 %
Total$425 $128 $297 $4,913,364 0.02 %
2024:
Commercial real estate$— $1 $(1)$1,701,431 — %
Commercial454 70 384 403,688 0.38 %
Residential real estate— 7 (7)1,772,707 — %
Consumer and home equity19 6 13 260,384 — %
Total$473 $84 $389 $4,138,210 0.04 %
For The Six Months Ended
June 30,
2025:
Commercial real estate$191 $53 $138 $2,070,874 0.01 %
Commercial1,245 230 1,015 494,954 0.41 %
Residential real estate4 11 (7)2,035,954 — %
Consumer and home equity105 5 100 306,062 0.07 %
Total$1,545 $299 $1,246 $4,907,844 0.05 %
2024:
Commercial real estate$— $8 $(8)$1,692,015 — %
Commercial763 162 601 404,180 0.30 %
Residential real estate— 13 (13)1,772,892 — %
Consumer and home equity55 88 (33)258,844 (0.03)%
Total$818 $271 $547 $4,127,931 0.03 %
 For the Year Ended
December 31,
2024:
Commercial real estate$— $10 $(10)$1,699,655 — %
Commercial1,784 455 1,329 394,116 0.34 %
Residential real estate— 26 (26)1,773,149 — %
Consumer and home equity99 132 (33)262,251 (0.01)%
Total$1,883 $623 $1,260 $4,129,171 0.03 %

ACL on Loans. There were no significant changes in our modeling methodology to determine the ACL on loans during the three months or six months ended June 30, 2025. The significant key assumptions used with the ACL on loans calculation as of June 30, 2025 and December 31, 2024, included: (i) Company-specific macroeconomic factors (i.e., loss drivers), (ii) our forecast period and reversion speed, (iii) prepayment speeds, and (iv) various qualitative factors.

As of June 30, 2025 and December 31, 2024, the recorded ACL on loans was $53.0 million, or 1.08% to total loans, and $35.7 million, or 0.87% of total loans, respectively, and represented our best estimate. Our ACL on loans estimate as of each date incorporated the ongoing risk of a recession over the next 12 to 24 months using multiple scenarios and probability weighting each scenario. The ACL on loans as of June 30, 2025 incorporated a higher weighting for the probability of a recession over the next 12 to 24 months based on management's forecasted macroeconomic outlook as of that date as compared to December 31, 2024. The overall global and national markets continue to be volatile and carry a high degree of uncertainty,
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and any changes to our forecast or qualitative factors subject our ACL estimate to a higher risk of fluctuation between periods. Refer to “—Provision for Credit Losses” and Note 5 of the consolidated financial statements for other factors impacting the change in ACL on loans during the six months ended June 30, 2025.

We may adjust our assumptions to account for differences between expected and actual losses from period to period. A future change of our assumptions likely will alter the level of allowance required and may have a material impact on future results of operations and financial condition. The ACL on loans is reviewed periodically within a calendar quarter to assess trends in CECL ("Current Expected Credit Losses") key assumptions and asset quality, and their effects on the Company's financial condition.

ACL on Off-Balance Sheet Credit Exposures. There were no significant changes in our modeling methodology to determine the ACL on off-balance sheet credit exposures during six months ended June 30, 2025. The model uses the credit loss factors for each segment calculated within the ACL on loans model described above. The ACL on off-balance sheet credit exposures as of June 30, 2025 and December 31, 2024 was $3.7 million and $2.8 million, respectively.

The ACL on off-balance sheet credit exposures was presented within accrued interest and other liabilities on the consolidated statements of condition. Increases (decreases) to the ACL on off-balance sheet credit exposures were presented within provision for credit losses on the consolidated statements of income.

We may adjust our assumptions to account for differences between expected and actual losses from period to period. A future change to our assumptions will likely alter the level of allowance required and may have a material impact on future results of operations and financial condition.

ACL on HTM Securities. As of June 30, 2025, we have evaluated our HTM debt securities, and we have not identified any credit concerns. As of June 30, 2025 and December 31, 2024, there was no ACL recorded on HTM investments. Refer to “—Investments” and Note 4 of the consolidated financial statements for further discussion.

Goodwill and CDI Assets
On January 2, 2025, the Company completed its acquisition of Northway, and, after applying provisional purchase accounting entries, it generated $56.8 million of goodwill. At June 30, 2025, goodwill totaled $151.5 million, compared to $94.7 million as of December 31, 2024. We review goodwill for impairment at least annually as of November 30th, or more frequently as determined by management.

Through the Northway acquisition, the Company created CDI assets of $48.1 million, or 6% of core deposits acquired. At June 30, 2025, CDI assets totaled $45.5 million compared to $415,000 as of December 31, 2024, and related amortization was $1.5 million and $2.9 million for the three and six months ended June 30, 2025, compared to $139,000 and $278,000 for the same periods in 2024, respectively. We review CDI assets for impairment when a triggering event suggests such is necessary. During the six months ended June 30, 2025 and 2024, there were no indications of potential material risk of impairment of core deposit intangible assets for any of the aforementioned years.

Refer to Notes 3 and 6 of the consolidated financial statements for additional information.

Investment in BOLI
At June 30, 2025 and December 31, 2024, BOLI was $110.3 million and $104.3 million, respectively. The increase for the six months ended June 30, 2025, was driven by the Northway acquisition on January 2, 2025. As part of the acquisition, the Company acquired one BOLI policy. The underlying investments within the acquired BOLI are marketable equity securities that are subject to market fluctuations for which the related BOLI value may increase or decrease with the change in valuation being accounted for within non-interest income.

Refer to Note 3 of the consolidated financial statements for additional information.

Deferred Tax Assets
At June 30, 2025 and December 31, 2024, the Company's deferred tax assets were $57.3 million and $40.0 million, respectively. The increase in deferred tax assets for the six months ended June 30, 2025, was driven by the Northway acquisition. Upon completing the acquisition, the Company’s deferred tax rate increased from 21.5% to 22.8% due to its increased presence and income apportionment to New Hampshire and Massachusetts. As a result of the deferred tax rate increase, we revalued the Company’s legacy deferred tax assets. Furthermore, the Company reported the deferred tax assets
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acquired from Northway and those created through purchase accounting adjustments at the Company’s increased deferred tax rate of 22.8%. The Company did not carry any valuation allowances on its deferred tax assets at June 30, 2025 or December 31, 2024.

Refer to Note 3 of the consolidated financial statements for additional information.

Liabilities
Deposits. Total deposits increased $881.5 million, or 19%, during the six months ended June 30, 2025 to $5.5 billion. The significant increase in deposit balances was driven by the Company’s acquisition of Northway on January 2, 2025. As part of the acquisition, the Company acquired $971.7 million of deposits, net of purchase accounting adjustments. Of the total deposits acquired, $799.1 million, or 82%, were low-cost, core deposits (non-GAAP). Excluding the acquired deposits, deposit balances for the six months ended June 30, 2025 decreased $90.1 million, or 2%, which was driven by interest checking deposit outflows from two large customers totaling $115.0 million due to normal business activities.

The following table details the Company’s change in organic deposit balances for the six months ended June 30, 2025:
(Dollars in thousands)June 30,
2025		December 31,
2024
Deposits Acquired in the Northway Merger(1)
Six Months Ended
June 30, 2025
Organic Growth
Non-interest checking$1,118,080 $925,571 $197,320 $(4,811)(1)%
Interest checking1,663,335 1,483,589 315,891 (136,145)(9)%
Savings and money market1,823,275 1,511,589 285,889 25,797 2 %
Certificates of deposit698,185 532,424 172,573 (6,812)(1)%
Brokered deposits211,837 179,994 — 31,843 18 %
Total deposits$5,514,712 $4,633,167 $971,673 $(90,128)(2)%
(1)     Represents the fair value mark recorded on deposits as of the acquisition date, January 2, 2025.

The Company's loan-to-deposit ratio was 89% at both June 30, 2025 and December 31, 2024.

As of June 30, 2025, the Company had no customer relationships that exceeded 10% of total deposits.

Uninsured and Uncollateralized Deposits. Total deposits that exceeded the FDIC deposit insurance limit of $250,000 were $1.2 billion, or 22% of total deposits, as of June 30, 2025, and $1.1 billion, or 23% of total deposits, as of December 31, 2024.

Total uninsured and uncollateralized deposits that exceeded the FDIC deposit insurance limit of $250,000 and were not secured by pledged assets or any other guarantee of the Company totaled $805.2 million, or 15% of total deposits, as of June 30, 2025, and $760.8 million, or 16% of total deposits, as of December 31, 2024.

The balance of CDs that exceeded the FDIC deposit insurance limit of $250,000 was $148.4 million, or 21% of CD balances, as of June 30, 2025, and $167.2 million, or 27% of CD balances, as of December 31, 2024. The total uninsured portion of these CDs was $52.9 million, or 8% and $109.2 million, or 21% as of June 30, 2025 and December 31, 2024, respectively.

Borrowings. As of June 30, 2025, total borrowings were $660.7 million, an increase of $115.8 million, or 21%, since December 31, 2024, and were comprised of:
•Customer repurchase agreements totaling $240.4 million, an increase of $64.7 million, since December 31, 2024. Through the acquisition of Northway, the Company acquired $65.5 million of repurchase agreements as of the acquisition date.
•FHLBB advances totaled $359.0 million at June 30, 2025, an increase of $34.0 million, or 10%, since December 31, 2024. The Company assumed $45.0 million of FHLBB advances through the acquisition of Northway on January 2, 2025, and shortly after the acquisition date, we prepaid all of the acquired FHLBB advances as we looked to optimize our balance sheet and earnings profile. We utilize FHLBB advances as necessary to supplement funding needs, as well as to optimize our funding costs.
•As of June 30, 2025, the balance of all junior subordinated debentures totaled $61.4 million, compared to $44.3
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million as of December 31, 2024. The Company assumed two new tranches of junior subordinated debentures through the Northway acquisition. Refer to Note 7 of the consolidated financial statements for additional information.

Shareholders' Equity
Shareholders' equity as of June 30, 2025, totaled $652.1 million, an increase of $120.9 million, or 23%, since December 31, 2024. The significant increase was driven by the issuance of $96.5 million of shares of the Company’s common stock as consideration for the Northway acquisition on January 2, 2025. Additionally, the decrease in the mid- and long-end of the yield curve between periods resulted in an increase in the fair value of the Company AFS investments and resulted in an increase in AOCI of $19.7 million during the six months ended June 30, 2025.

On June 24, 2025, the Company announced a quarterly cash dividend to shareholders of $0.42 per share, payable on July 31, 2025 to shareholders of record as of July 15, 2025. As of June 30, 2025, the Company's annualized dividend yield was 4.14% based on Camden National's closing share price of $40.58, as reported by NASDAQ on June 30, 2025.

The following table presents certain information regarding shareholders’ equity as of and for the periods indicated:
As of or For The
Three Months Ended
June 30,
As of or For The
Six Months Ended
June 30,
As of or For The
Year Ended
December 31,
2024
2025202420252024
Financial Ratios
Average equity to average assets
9.35 %8.76 %9.21 %8.71 %8.92 %
Common equity ratio
9.42 %8.88 %9.42 %8.88 %9.15 %
Tangible common equity ratio (non-GAAP)6.77 %7.34 %6.77 %7.34 %7.64 %
Dividend payout ratio
50.00 %51.22 %66.14 %48.55 %46.28 %
Per Share Data
Book value per share
$38.54 $34.89 $38.54 $34.89 $36.44 
Tangible book value per share (non-GAAP)$26.90 $28.34 $26.90 $28.34 $29.91 
Dividends declared per share
$0.42 $0.42 $0.84 $0.84 $1.68 

Refer to "—Capital Resources" and Note 12 of the consolidated financial statements for further discussion of the Company and Bank's capital resources and regulatory capital requirements.

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LIQUIDITY
 
Our liquidity needs require the availability of cash to meet the withdrawal demands of depositors and credit commitments to borrowers. Liquidity is defined as our ability to maintain availability of funds to meet customer needs, as well as to support our asset base. The primary objective of liquidity management is to maintain a balance between sources and uses of funds to meet our cash flow needs in the most economical and expedient manner. Due to the potential for unexpected fluctuations in both deposits and loans, active management of liquidity is necessary. We maintain various sources of funding and levels of liquid assets and monitor liquidity in accordance with internal guidelines and all applicable regulatory requirements. Sources of funds that we utilize consist of deposits; borrowings from the FHLBB and other sources; cash flows from loans and investments; and cash flows from operations, including other contractual obligations and commitments.

As of June 30, 2025, our primary liquidity sources available were as follows:
(Dollars in thousands)
Amount
Excess cash(1)
$10,629 
Unpledged investment securities477,344 
Over collateralized securities pledging position62,125 
FHLBB934,995 
Fed Discount Window155,636 
Unsecured borrowing lines94,872 
Total available primary liquidity$1,735,601 
(1)     Excess cash represents cash held at the FRB that is above the minimum reserve requirement. As of June 30, 2025, the minimum reserve requirement remains at zero.

Total available primary liquidity of $1.7 billion was 2.2 times uninsured and uncollateralized deposits as of June 30, 2025. Refer to "—Financial Condition—Liabilities—Uninsured and Uncollateralized Deposits" for further details.

In addition to the available primarily liquidity noted above, as of June 30, 2025, we may access an additional $1.2 billion in funding through brokered deposits.

Although we believe that our level of liquidity is sufficient to meet current and future funding requirements, changes in current economic conditions, including consumer saving habits and the availability or access to the brokered deposit and wholesale repurchase markets, could significantly affect our liquidity position.

Deposits. Deposits continue to represent our primary source of funds. As of June 30, 2025 and December 31, 2024, total deposits, including brokered deposits, were $5.5 billion and $4.6 billion, respectively. Core deposits (which excludes CDs and brokered deposits) (non-GAAP) increased $683.9 million, or 17%, during the six months ended June 30, 2025 to $4.6 billion due to the strong core deposit base acquired from Northway. Additionally, due to the Northway acquisition, CDs increased $165.8 million, or 31%, during the six months ended June 30, 2025 to $698.2 million, and brokered deposits increased $31.8 million, or 18%, during the six months ended June 30, 2025 to $211.8 million. Brokered deposits consisted of $75.0 million of brokered CDs and $136.8 million of brokered money market accounts. As of June 30, 2025, all brokered CDs were scheduled to mature within 12 months. Refer to “—Financial Condition—Liabilities—Deposits” for further discussion on deposits.

The following is a summary of the scheduled maturities of CDs (not including brokered CDs) as of June 30, 2025:
(Dollars in thousands)
CDs
1 year or less$441,542 
> 1 year256,643 
Total$698,185 

Borrowings. Borrowings are used to supplement deposits as a source of liquidity. Our primary sources of borrowings are the FHLBB, FRB, other federal funds and customer repurchase agreements. As of June 30, 2025, total borrowings were $660.7 million, compared to $545.0 million as of December 31, 2024. We secure borrowings from the FHLBB with qualified residential real estate loans, certain investment securities and certain other assets available to be pledged. As of June 30, 2025, the Company had $935.0 million in borrowing capacity from the FHLBB.

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Customer repurchase agreements are secured by mortgage-backed securities and government-sponsored enterprises. Through the Bank, as of June 30, 2025, we have available lines of credit of $9.9 million with the FHLBB, $85.0 million with two correspondent banks, and $155.6 million with the FRB Discount Window. We also have access to the brokered deposit market and wholesale reverse repurchase transactions market. These sources are considered as liquidity alternatives in our contingent liquidity plan.

The following is a summary of the scheduled maturities of borrowings as of June 30, 2025:
(Dollars in thousands)
FHLBB AdvancesCustomer Repurchase AgreementsJunior Subordinated DebenturesTotal
1 year or less$359,000 $240,367 $— $599,367 
> 1 year— — 61,365 61,365 
Total$359,000 $240,367 $61,365 $660,732 

Loans. Contractual loan repayments also affect our liquidity position. Actual speed and timing of repayment may differ materially from contract terms due to prepayments or nonpayment.

The Company's unpledged residential mortgage loan portfolio is also a source of contingent liquidity as it could be sold in a reasonable time period, at fair value, on the secondary market. As of June 30, 2025, qualifying residential mortgage loans with a book value of $1.8 billion were pledged as collateral to the FHLBB.

The following table presents the contractual maturities of loans at the date indicated:
June 30, 2025
(Dollars in thousands)Due in 1 Year or LessDue after 1 Year Through 5 YearsDue After 5 Years Through 15 YearsDue in More than 15 YearsTotalPercent of Total Loans
Maturity Distribution(1):
      
Fixed Rate:    
Commercial real estate(2)
$51,236 $394,058 $553,286 $2,668 $1,001,248 20 %
Commercial59,897 129,793 82,096 12,157 283,943 6 %
Residential real estate86 9,363 126,472 1,399,663 1,535,584 31 %
Consumer and home equity1,709 12,970 18,105 229,260 262,044 5 %
Total fixed rate112,928 546,184 779,959 1,643,748 3,082,819 62 %
Adjustable/Variable Rate:      
Commercial real estate(2)
53,308 343,545 450,399 241,477 1,088,729 22 %
Commercial84,908 74,363 56,274 7,396 222,941 5 %
Residential real estate22 1,414 32,878 448,433 482,747 10 %
Consumer and home equity59 3,017 16,458 34,599 54,133 1 %
Total adjustable/variable rate138,297 422,339 556,009 731,905 1,848,550 38 %
Total loans$251,225 $968,523 $1,335,968 $2,375,653 $4,931,369 100 %
(1)    Scheduled repayments are reported in the maturity category in which payment is due. Demand loans, loans having no stated schedule of repayments and no stated maturity, and overdrafts are reported as due in one year or less.
(2)    Commercial real estate loans include non-owner-occupied and owner-occupied properties.

Additionally, we have active relationships with various secondary market investors that purchase residential mortgage loans we originate. In addition to managing our interest rate risk position and earnings through the sale of these loans, we are also able to manage our liquidity position through timely sales of residential mortgage loans to the secondary market.

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Investments. We generally invest in amortizing MBS and CMO debt securities that return cash flow at an accelerated rate in comparison to other types of debt securities that are of a bullet structure. MBS and CMO debt security cash flow will vary depending on the interest rate environment because borrowers may have the right to call or prepay obligations with or without prepayment penalties. Interest rates have remained elevated during the start of 2025, which has continued to result in slowing cash flows. As of June 30, 2025 and December 31, 2024, the Company's MBS and CMO debt securities portfolio totaled 92% and 91% of book value, respectively, of the Company's investment portfolio.

The Company's unpledged AFS investment portfolio is also a source of contingent liquidity, as it could be sold in a reasonable time period on the secondary market, at fair value, which was $297.2 million as of June 30, 2025.

The following is a summary of the scheduled cash flows from our debt securities portfolio, including investments designated as AFS and HTM, as of June 30, 2025:
(Dollars in thousands)
Contractual
Cash Flows(1)
1 year or less$145,054 
> 1 year1,224,461 
Total$1,369,515 
(1)    Expected contractual cash flows could differ as borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

Other Liquidity Requirements. The Company generates cash flows from earnings through its normal course of business from earnings and, although not contractual, the Company has a history of paying a quarterly cash dividend to its shareholders and repurchasing its shares of common stock. For the six months ended June 30, 2025, the Company reported net income of $21.4 million and paid cash dividends of $14.2 million to shareholders.

In addition, in the course of its normal operations, the Company is party to several other contractual obligations not previously discussed, such as various lease agreements on a number of its branches. Renewal options within the various lease contracts, as applicable, were considered to determine the lease term and estimate the contractual obligation and commitment for the Company's operating and finance leases. Furthermore, certain lease contracts of the Company contain language that subject its rent payment to variability, such as those tied to an index or change in an index. As a result, the future contractual obligation and commitment may materially differ from that estimated and disclosed within the table below. As of June 30, 2025, we had the following lease and other contractual obligations to make future payments under each of these contracts as follows:
(Dollars in thousands)Total AmountPayments Due per Period
Contractual obligations and commitmentsCommitted1 Year or Less> 1 Year
Operating leases
$14,807 $1,937 $12,870 
Finance leases
9,018 451 8,567 
Other contractual obligations
4,655 4,655 — 
Total
$28,480 $7,043 $21,437 

The Company's estimated lease liability for its various operating and finance leases was reported within other liabilities on our consolidated statements of condition.

In the normal course of business, we are a party to credit related financial instruments with off-balance sheet risk, which are not reflected in the consolidated statements of condition. These financial instruments include commitments to extend credit and standby letters of credit. Many of the commitments will expire without being drawn upon, and thus, the total amount does not necessarily represent future cash requirements. Refer to Note 9 of the consolidated financial statements for additional details.

We use derivative financial instruments for risk management purposes (primarily interest rate risk) and not for trading or speculative purposes. These contracts with our various counterparties may subject the Company to various cash flow requirements, which may include posting of cash as collateral (or other assets) for arrangements that the Company is in a liability position (i.e. “underwater”). Refer to Note 10 of the consolidated financial statements for further discussion of our derivatives and hedge instruments.

78

CAPITAL RESOURCES

As part of our goal to operate a safe, sound and profitable financial organization, we are committed to maintaining a strong capital base. Shareholders’ equity totaled $652.1 million and $531.2 million as of June 30, 2025 and December 31, 2024, respectively, which amounted to 9% of total assets at both dates. Refer to "—Financial Condition—Shareholders' Equity" for further discussion on shareholders' equity for the six months ended June 30, 2025.

Our principal cash requirement is the payment of dividends on our common stock, as and when declared by the Company's Board of Directors. We declared dividends to shareholders in the aggregate amount of $14.2 million and $12.3 million for the six months ended June 30, 2025 and 2024, respectively. The increase in our declared cash dividend reflects the issuance of 2.3 million shares as consideration for the Northway acquisition that was completed on January 2, 2025 (refer to Note 3 of the consolidated financial statements). The Company's Board of Directors approves cash dividends on a quarterly basis after careful analysis and consideration of various factors, including the following: (i) capital position relative to total assets, (ii) risk-based assets, (iii) total classified assets, (iv) economic conditions, (v) growth rates for total assets and total liabilities, (vi) earnings performance and projections and (vii) strategic initiatives and related capital requirements. All dividends declared and distributed by the Company will be in compliance with applicable state corporate law and regulatory requirements.
 
We are primarily dependent upon the payment of cash dividends by the Bank, our wholly-owned subsidiary, to service our commitments. We, as the sole shareholder of the Bank, are entitled to dividends, when and as declared by the Bank's Board of Directors from legally available funds. For the six months ended June 30, 2025 and 2024, the Bank declared dividends payable to the Company in the amount of $3.8 and $13.0 million, respectively. Under regulations prescribed by the OCC, the Bank may not declare dividends in excess of the Bank’s net income for the current year plus its retained net income for the prior two years without prior approval from the OCC. If we are required to use dividends from the Bank to service unforeseen commitments in the future, we may be required to reduce the dividends paid to our shareholders going forward.

Please refer to Note 12 of the consolidated financial statements for discussion and details of the Company and Bank's regulatory capital requirements. As of June 30, 2025 and December 31, 2024, the Company and Bank exceeded all regulatory capital requirements, and the Bank continues to meet the capital requirements to be classified as "well capitalized" under applicable prompt corrective action provisions.

79

RISK MANAGEMENT

The Company’s Board of Directors and management have identified significant risk categories which affect the Company. The risk categories include: credit; liquidity; market; interest rate; capital; operational; technology, including cybersecurity; vendor and third party; people and compensation; compliance and legal; strategic alignment; and reputation. The Board of Directors has approved an Enterprise Risk Management ("ERM") Policy that addresses each category of risk. The direct oversight and responsibility for the Company's risk management program has been delegated to the Company's Executive Vice President, Chief Risk Officer, who is a member of the Executive Committee and reports directly to the Chief Executive Officer.

There have been no material changes to the Company's risk categories and risk management policies as described in Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2024. Please refer to Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2024 for further details regarding the Company's risk management.

Interest rate risk
Interest rate risk represents the sensitivity of earnings to changes in market interest rates. As interest rates change, the interest income and expense streams associated with our financial instruments also change, thereby impacting net interest income, the primary component of our earnings. Board ALCO and Management ALCO utilize the results of a detailed and dynamic simulation model to quantify the estimated exposure of net interest income to sustained interest rate changes. While Board ALCO and Management ALCO routinely monitor simulated net interest income sensitivity over a rolling two-year horizon, they also utilize additional tools to monitor potential longer-term interest rate risk.

The simulation model captures the impact of changing interest rates on the interest income received and interest expense paid on all interest-earning assets and interest-bearing liabilities reflected on our consolidated statements of condition, as well as for derivative financial instruments. This sensitivity analysis is compared to ALCO policy limits, which specify a maximum tolerance level for net interest income exposure over a one- and two-year horizon, assuming a static balance sheet, given a 200 basis point upward and downward shift in interest rates. A parallel and pro rata shift in rates over a 12-month period is assumed. Using this approach, we are able to produce simulation results that illustrate the effect that both a gradual change of rates and a “rate shock” have on earnings expectations. In the down 200 basis points scenario, Federal Funds and Treasury yields are floored at 0.01% while Prime is floored at 3.00%. All other market rates are floored at the lesser of current levels or 0.25%.

The sensitivity analysis below does not represent a forecast and should not be relied upon as being indicative of expected operating results. These hypothetical estimates are based upon numerous assumptions including, among others, the nature and timing of interest rate levels, yield curve shape, prepayments on loans and securities, deposit decay rates, pricing decisions on loans and deposits and reinvestment/replacement of asset and liability cash flows. While assumptions are developed based upon current economic and local market conditions, we cannot make any assurances as to the predictive nature of these assumptions, including how customer preferences or competitor influences might change.

As of June 30, 2025 and 2024, our net interest income sensitivity analysis reflected the following changes to net interest income, as compared to our modeled Year 1 Base net interest income, assuming no balance sheet growth and a parallel shift in interest rates. All rate changes were “ramped” over the first 12-month period and then maintained at those levels over the remainder of the ALCO simulation horizon.
 Estimated Changes In 
Net Interest Income
Rate Change from Year 1 — BaseJune 30,
2025		June 30,
2024
Year 1  
+200 basis points(2.0)%(3.9)%
-200 basis points3.2 %4.8 %
Year 2
+200 basis points4.7 %1.9 %
Rates unchanged
7.8 %10.2 %
-200 basis points11.6 %18.8 %
If rates remain at or near current levels, net interest income is projected to increase in year two of the simulation. Asset cash flows reprice and replace into the current higher rate environment at rates above current portfolio averages and funding
80

costs decline due to maturing CDs renewing into lower current market rates, causing balance sheet spread to expand. If deposit pricing increased from current levels without any changes to market rates or if unfavorable funding mix changes occurred, it would negatively impact net interest income projections.

If rates increase 200 basis points, net interest income is projected to decrease in the first year of the simulation as the funding base adjusts into the higher rate environment to a greater degree than asset yields increase. In the second year, net interest income is projected to increase as loan and investment yields continue to reprice/reset into higher yields and funding cost increases slow.

If rates decrease 200 basis points, net interest income is projected to improve in the first year of the simulation as reductions in funding costs are able to more than offset near-term asset yield deterioration. In the second year, net interest income is projected to further increase as asset yields are supported by fixed rates and floors while cost of funds reductions continue, albeit at a slower pace.

In addition to using our investments portfolio to manage liquidity risk, we also use it to manage our interest rate risk and provide a natural hedge to our interest risk exposure created by loans, deposits and borrowings. Refer to "—Financial Condition—Investments" for further details of the Company's investment portfolio, including the duration of the bond portfolio as of June 30, 2025 and December 31, 2024.

Periodically, if deemed appropriate, we use back-to-back loan swaps, interest rate swaps, floors and caps, which are common derivative financial instruments, to hedge our interest rate risk position. The Board of Directors has approved hedging policy statements governing the use of these instruments. The Board and Management ALCO monitor derivative activities relative to their expectations and our hedging policies. Refer to Note 10 of the consolidated financial statements for further discussion of these derivative instruments.
81

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
 
Information required by this Item 3 is included in Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations - Risk Management" and such information is incorporated into this Item 3 by reference.

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ITEM 4.  CONTROLS AND PROCEDURES
 
As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company’s management conducted an evaluation with the participation of the Company’s Chief Executive Officer and Chief Operating Officer and Chief Financial Officer & Principal Financial and Accounting Officer, regarding the effectiveness of the Company’s disclosure controls and procedures, as of the end of the last fiscal year. In designing and evaluating the Company’s disclosure controls and procedures, the Company and its management recognize that any controls and procedures, no matter how well designed and operated, can provide only a reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating and implementing possible controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Operating Officer and Chief Financial Officer & Principal Financial and Accounting Officer concluded that they believe the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. We intend to continue to review and document our disclosure controls and procedures, including our internal controls and procedures for financial reporting, and we may from time to time make changes to the disclosure controls and procedures to enhance their effectiveness and to ensure that our systems evolve with our business.

There was no change in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
 In the normal course of business, the Company and its subsidiaries are subject to pending and threatened legal actions. Although the Company is not able to predict the outcome of such actions, after reviewing pending and threatened actions with counsel, management believes that based on the information currently available the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the Company’s consolidated financial position as a whole.

ITEM 1A.  RISK FACTORS
There are a number of factors that may adversely affect the Company’s business, financial results or stock price. Refer to “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, for discussion of these risks.

ITEM 2.   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(a) None
(b) None
(c) The following table summarizes the Company's stock purchases during the three months ended June 30, 2025:
Issuer Purchases of Equity Securities
Period
Total
number of
shares (or units)
purchased(1)
Average
price paid
per share (or unit)
Total number of
shares (or units) purchased
as part of publicly
announced plans or programs (2)
Maximum number
(or appropriate dollar value) of shares (or
units) that may yet be
purchased under the
plans or programs (2)
April 1-30, 2025
4,138 $38.64 — — 
May 1-31, 2025
— — — — 
June 1-30, 2025
— — — — 
Total4,138 $38.64 — — 
(1) All shares were surrendered by employees of the Company to satisfy their tax withholding obligations in connection with the vesting of restricted stock awards.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
 None.

ITEM 4.  MINE SAFETY DISCLOSURES
Not applicable.

ITEM 5.  OTHER INFORMATION
None.

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ITEM 6.  EXHIBITS
Exhibit No.Definition
101*
iXBRL (Inline eXtensible Business Reporting Language).

The following materials from Camden National Corporation’s Quarterly Report on Form 10-Q for the period ended June 30, 2025, formatted in iXBRL: (i) Consolidated Statements of Condition - June 30, 2025 and December 31, 2024; (ii) Consolidated Statements of Income - Three and Six Months Ended June 30, 2025 and 2024; (iii) Consolidated Statements of Comprehensive Income - Three and Six Months Ended June 30, 2025 and 2024; (iv) Consolidated Statements of Changes in Shareholders’ Equity - Three and Six Months Ended June 30, 2025 and 2024; (v) Consolidated Statements of Cash Flows - Six Months Ended June 30, 2025 and 2024; and (vi) Notes to the Unaudited Consolidated Financial Statements.
104*Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
*Filed herewith.
**Furnished herewith.
†
Schedules to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish a copy of any omitted schedule to the SEC upon request.
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CAMDEN NATIONAL CORPORATION
(Registrant)
 
/s/ Simon R. Griffiths August 7, 2025
Simon R. Griffiths Date
President and Chief Executive Officer
(Principal Executive Officer)		  
   
/s/ Michael R. Archer August 7, 2025
Michael R. Archer Date
Chief Financial Officer and Principal Financial & Accounting Officer   
  
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ATTACHMENTS / EXHIBITS

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