[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents Bogota Financial Corp.'s unaudited consolidated financial statements, offering a quantitative overview of its performance and financial position for the periods ended June 30, 2025 [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets decreased to **$921.8 million** at June 30, 2025, primarily due to reduced cash and net loans, while liabilities also fell and equity slightly increased Key Balance Sheet Items (in thousands) | Account | June 30, 2025 | December 31, 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | $20,334 | $52,232 | (61.1)% | | Loans, net | $693,211 | $711,716 | (2.6)% | | Securities available for sale | $144,602 | $140,307 | 3.1% | | **Total Assets** | **$921,835** | **$971,490** | **(5.1)%** | | Total deposits | $628,230 | $642,188 | (2.2)% | | FHLB advances (short & long term) | $135,944 | $172,173 | (21.0)% | | **Total Liabilities** | **$783,395** | **$834,201** | **(6.1)%** | | **Total Stockholders' Equity** | **$138,440** | **$137,289** | **0.8%** | [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) The company achieved net income of **$224 thousand** in Q2 2025 and **$955 thousand** for the six months, a significant turnaround from prior year losses, driven by higher net interest income Key Income Statement Data (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $3,695 | $2,744 | $7,288 | $5,395 | | Provision (Recovery) for Credit Losses | $0 | $35 | ($80) | $70 | | Non-interest Income | $332 | $303 | $1,221 | $602 | | Non-interest Expense | $3,855 | $3,726 | $7,714 | $7,369 | | **Net Income (Loss)** | **$224** | **($432)** | **$955** | **($873)** | | **EPS - diluted** | **$0.02** | **($0.03)** | **$0.08** | **($0.07)** | [Consolidated Statements of Comprehensive Income (Loss)](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29) The company reported a comprehensive loss of **$81 thousand** in Q2 2025, but a comprehensive income of **$1.0 million** for the six-month period, a significant improvement year-over-year Comprehensive Income (Loss) Summary (in thousands) | Period | Net Income (Loss) | Other Comprehensive (Loss) Income | Comprehensive (Loss) Income | | :--- | :--- | :--- | :--- | | **Three Months Ended June 30, 2025** | $224 | ($306) | ($81) | | **Three Months Ended June 30, 2024** | ($432) | $784 | $351 | | **Six Months Ended June 30, 2025** | $955 | $55 | $1,010 | | **Six Months Ended June 30, 2024** | ($873) | $483 | ($391) | [Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Stockholders%27%20Equity) Stockholders' equity increased to **$138.4 million** at June 30, 2025, driven by net income, partially offset by stock repurchases and comprehensive loss - Stockholders' equity increased to **$138.4 million** at June 30, 2025, from **$137.3 million** at January 1, 2025[18](index=18&type=chunk) - Key activities affecting equity in the first six months of 2025 included net income of **$955,342**, stock-based compensation of **$446,615**, and stock repurchases of **$402,792**[18](index=18&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities was **$1.9 million** for the six months ended June 30, 2025, with investing activities providing **$16.4 million** and financing activities using **$50.2 million**, resulting in a **$31.9 million** net decrease in cash Cash Flow Summary (Six Months Ended June 30, in thousands) | Cash Flow Category | 2025 | 2024 | | :--- | :--- | :--- | | Net cash from operating activities | $1,904 | ($1,230) | | Net cash from investing activities | $16,372 | ($41,156) | | Net cash from financing activities | ($50,174) | $35,048 | | **Net decrease in cash** | **($31,899)** | **($7,338)** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, the composition of the securities and loan portfolios, including a decrease in total loans, and information on derivative instruments used for interest rate risk hedging - The available-for-sale securities portfolio increased to **$144.6 million** at June 30, 2025, from **$140.3 million** at Dec 31, 2024. The portfolio consists mainly of mortgage-backed securities and corporate bonds[37](index=37&type=chunk) - Total loans decreased to **$695.8 million** at June 30, 2025, from **$714.3 million** at Dec 31, 2024, with residential first mortgages being the largest category at **$458.2 million**[42](index=42&type=chunk) - Non-performing loans were **$13.9 million** at June 30, 2025, slightly down from **$14.0 million** at year-end 2024. The allowance for credit losses was **$2.59 million**[49](index=49&type=chunk)[42](index=42&type=chunk) - The company uses interest rate swaps with notional amounts of **$65.0 million** (cash flow hedges) and **$60.0 million** (fair value hedges) to manage interest rate risk on FHLB advances, deposits, and loans[67](index=67&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and results, highlighting decreased assets and liabilities, significant net income improvement driven by higher net interest income, and stable asset quality - Total assets decreased by **$49.7 million (5.1%)** to **$921.8 million** at June 30, 2025, from year-end 2024, mainly from a **$31.9 million** drop in cash and an **$18.5 million** decrease in net loans[88](index=88&type=chunk) - Total liabilities fell by **$50.8 million (6.1%)** to **$783.4 million**, driven by a **$36.2 million** decrease in borrowings and a **$14.0 million** decrease in deposits[93](index=93&type=chunk) - For Q2 2025, net income was **$224 thousand**, a significant turnaround from a net loss of **$432 thousand** in Q2 2024, driven by a **$951 thousand** increase in net interest income. The net interest margin improved to **1.74%** from **1.21%** YoY[107](index=107&type=chunk)[115](index=115&type=chunk) - For the six months ended June 30, 2025, net income was **$955 thousand**, compared to a net loss of **$873 thousand** in the prior year period. The result was boosted by a **$1.9 million** increase in net interest income and a one-time BOLI death benefit of approximately **$543 thousand**[121](index=121&type=chunk) - Asset quality remained stable, with non-performing assets at **$13.9 million (1.5% of total assets)** at June 30, 2025. The allowance for credit losses was **0.37%** of total loans[91](index=91&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages interest rate risk using NPV and NII analyses, with a **+200 bp** shock scenario showing a **17.83%** NPV decrease and **3.47%** NII decrease, both within policy limits Net Portfolio Value (NPV) Sensitivity Analysis (June 30, 2025) | Basis Point Change | NPV (in thousands) | Percent Change | | :--- | :--- | :--- | | +400 bp | $82,457 | (34.92)% | | +200 bp | $104,106 | (17.83)% | | 0 | $126,693 | 0.00% | | -200 bp | $148,859 | 17.50% | Net Interest Income (NII) Sensitivity Analysis (Year One) | Basis Point Change | Change in NII (%) | | :--- | :--- | | +400 bp | (6.97)% | | +200 bp | (3.47)% | | 0 | 0.00% | | -200 bp | 2.87% | [Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal controls over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by this report[150](index=150&type=chunk) - There were no changes in the company's internal control over financial reporting during the second quarter of 2025 that have materially affected, or are reasonably likely to materially affect, these controls[151](index=151&type=chunk) [PART II. OTHER INFORMATION](index=46&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) As of June 30, 2025, the company was not involved in any material legal proceedings beyond routine business matters - The company reports no pending legal proceedings, other than routine proceedings in the ordinary course of business, that would be material to its financial condition or results of operations[153](index=153&type=chunk) [Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024, have been reported - No material changes in the risk factors from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, have been reported[154](index=154&type=chunk) [Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%2C%20Use%20of%20Proceeds%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company reported no unregistered sales of equity securities, use of proceeds, or issuer purchases of equity securities for the period - The company reported "None" for this item[155](index=155&type=chunk) [Defaults Upon Senior Securities](index=46&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - The company reported "None" for this item[156](index=156&type=chunk) [Mine Safety Disclosures](index=46&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This item is reported as "Not applicable"[157](index=157&type=chunk) [Other Information](index=46&type=section&id=Item%205.%20Other%20Information) No directors or executive officers adopted or terminated Rule 10b5-1 trading plans or other non-Rule 10b5-1 trading arrangements during Q2 2025 - No directors or executive officers adopted or terminated a Rule 10b5-1 trading plan or any "non-Rule 10b5-1 trading arrangement" during the three months ended June 30, 2025[158](index=158&type=chunk) [Exhibits](index=47&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including corporate documents, CEO/CFO certifications, and iXBRL data files - The filing includes CEO and CFO certifications under Sections 302 and 906 of the Sarbanes-Oxley Act, as well as financial statements formatted in iXBRL[160](index=160&type=chunk)

Core Viewpoint - Bogota Financial returned to profitability in Q2 2025, reporting a net income of $224,000, a significant turnaround from a net loss of $432,000 in the same period last year, primarily driven by a 34.7% increase in net interest income and reduced interest expenses [1][5][6] Financial Performance - Earnings per share (EPS) improved to $0.02 from a loss of $0.03 year-over-year [2] - Net interest income rose to $3.7 million from $2.7 million, reflecting a 34.7% increase [2][5] - Total assets decreased by 5.1% to $921.8 million, while total deposits shrank to $628.2 million [2][8] - The efficiency ratio improved to 95.7%, down from 122.3% in Q2 2024, indicating better cost management [6] Loan and Deposit Trends - The bank experienced a decline in net loans, with residential first mortgage loans falling by $14.5 million and construction loans dropping by $17.4 million [7] - Delinquent loans increased to $20.4 million, representing 2.94% of total loans, up from $14.3 million at year-end 2024 [10] - Deposits decreased by 2.2%, with certificates of deposit falling by $11.5 million, while savings accounts saw a modest increase of $4.6 million [8][9] Risk Management and Capital Position - The allowance for credit losses remained steady at 0.37% of total loans, with no loans charged off during the quarter [10][12] - Tier 1 capital to average assets was reported at 15.32%, well above required levels, and average equity as a percentage of total assets increased to 14.96% [11] - The bank has no exposure to commercial real estate loans backed by office properties, focusing instead on residential and multi-family lending [13] Strategic Focus and Outlook - The company aims to manage its loan portfolio for quality and yield, with a focus on growing consumer and commercial deposits [4][14] - Management anticipates an increase in loan demand later in the year and into early 2026, emphasizing the importance of maintaining strict credit standards [14][15]

Exhibit 99.1 Bogota Financial Corp. Reports Results for the Three and Six Months Ended June 30, 2025 NEWS PROVIDED BY Bogota Financial Corp. Teaneck, New Jersey, July 31, 2025 – Bogota Financial Corp. (NASDAQ: BSBK) (the "Company"), the holding company for Bogota Savings Bank (the "Bank"), reported net income for the three months ended June 30, 2025 of $224,000, or $0.02 per basic and diluted share, compared to a net loss of $432,000, or $0.03 per basic and diluted share, for the comparable prior year perio ...

Financial Position - Total assets decreased by $41.3 million, or 4.3%, from $971.5 million at December 31, 2024, to $930.2 million at March 31, 2025[92]. - Total liabilities decreased by $42.3 million, or 5.1%, to $791.9 million as of March 31, 2025, from $834.2 million as of December 31, 2024[96]. - Total equity increased by $965,000 to $138.3 million, primarily due to net income of $731,000[101]. - Cash and cash equivalents decreased by $26.6 million, or 51.0%, to $25.6 million at March 31, 2025, from $52.2 million at December 31, 2024[93]. - Deposits decreased by $9.2 million, or 1.4%, to $633.0 million at March 31, 2025, from $642.2 million at December 31, 2024[98]. Loan and Asset Quality - Net loans decreased by $10.2 million, or 1.4%, to $701.5 million at March 31, 2025, from $711.7 million at December 31, 2024[94]. - The allowance for credit losses was 0.37% of total loans and 18.65% of non-performing loans at March 31, 2025[95]. - Non-performing assets decreased from $14.0 million at December 31, 2024, to $13.9 million at March 31, 2025[95]. - Provision for credit losses recorded a recovery of $80,000 for the three months ended March 31, 2025, compared to a provision of $35,000 for the same period in 2024[117]. Income and Expenses - Net income increased by $1.2 million to $731,000 for the three months ended March 31, 2025, compared to a net loss of $441,000 for the same period in 2024[108]. - Net interest income rose by $942,000, or 35.5%, to $3.6 million for the three months ended March 31, 2025, from $2.7 million for the same period in 2024[116]. - Interest income increased by $862,000, or 8.6%, from $10.1 million for the three months ended March 31, 2024, to $10.9 million for the same period in 2025[109]. - Non-interest income surged by $590,000, or 197.4%, to $889,000 for the three months ended March 31, 2025, from $299,000 for the same period in 2024[118]. - Interest expense decreased by $80,000, or 1.1%, to $7.3 million for the three months ended March 31, 2025, from $7.4 million for the same period in 2024[113]. - Non-interest expense increased by $217,000, or 5.9%, for the three months ended March 31, 2025, primarily due to a $300,000 increase in occupancy and equipment expense[119]. Interest Rates and Borrowings - The weighted average rate of borrowings was 4.52% as of March 31, 2025, compared to 4.49% at December 31, 2024[100]. - The interest rate spread increased to 1.12% for the three months ended March 31, 2025, compared to 0.68% for the same period in 2024[103]. - As of March 31, 2025, net interest income simulation results indicated that a 400 basis point increase in interest rates would lead to a decrease of 13.35% in net interest income for the first year[128]. Liquidity and Capitalization - The company had the ability to borrow up to $261.9 million from the Federal Home Loan Bank of New York, with $139.8 million outstanding as of March 31, 2025[130]. - Cash and cash equivalents totaled $25.6 million, while available-for-sale securities amounted to $137.7 million as of March 31, 2025[132]. - Certificates of deposit due within one year totaled $439.7 million, representing 69.5% of total deposits as of March 31, 2025[133]. - The company reported a Community Bank Leverage Ratio of 15.00% as of March 31, 2025, exceeding the 9% requirement to be considered "well capitalized"[134]. - The company believes it has sufficient liquidity to meet both short- and long-term needs as of March 31, 2025[131]. - The company monitors its liquidity position daily to ensure it can meet current funding commitments[133]. Regulatory and Internal Controls - There have been no changes in the company's internal controls over financial reporting that materially affected its effectiveness during the three months ended March 31, 2025[137]. - The company was not involved in any pending legal proceedings that would materially affect its financial condition as of March 31, 2025[139]. Management Insights - Management's opinion is that movements in interest rates have a greater impact on financial condition than changes in inflation rates[135].

Financial Performance - Net income for the three months ended March 31, 2025, was $731,000, or $0.06 per share, compared to a net loss of $441,000 for the same period in 2024, marking a $1.2 million increase in net income [3][8]. - Non-interest income increased by $590,000, or 197.4%, to $889,000 for the three months ended March 31, 2025, largely due to a $550,000 increase in bank-owned life insurance income [18]. - The efficiency ratio improved to 86.10% for the three months ended March 31, 2025, compared to 137.41% for the same period in 2024, indicating enhanced operational efficiency [34]. Interest Income and Expenses - Net interest income increased by $942,000, or 35.5%, to $3.6 million for the three months ended March 31, 2025, reflecting a 44 basis point increase in the net interest rate spread to 1.12% [16]. - Net interest income increased to $3,593,238 for the three months ended March 31, 2025, compared to $2,651,237 for the same period in 2024, reflecting a growth of approximately 35.5% [32]. - Interest expense on deposits decreased slightly to $5,762,324 for the three months ended March 31, 2025, from $5,969,881 in the same period of 2024 [32]. - The interest rate spread improved to 1.12% in Q1 2025 from 0.68% in Q1 2024 [40]. - The net interest margin rose to 1.66% in Q1 2025, up from 1.18% in Q1 2024 [40]. Asset and Liability Management - Total assets decreased by $41.3 million, or 4.3%, to $930.2 million at March 31, 2025, primarily due to decreases in cash and cash equivalents, loans, and securities [7][21]. - Total liabilities decreased by $42.3 million, or 5.1%, to $791.9 million, mainly due to a $32.4 million decrease in borrowings [23]. - Total assets decreased from $971,489,884 as of December 31, 2024, to $930,191,837 as of March 31, 2025, representing a decline of approximately 4.26% [30]. - Total deposits decreased by $9.2 million, or 1.4%, to $633.0 million at March 31, 2025, driven by a $9.5 million decrease in interest-bearing deposits [7]. - Total deposits decreased from $642,188,042 as of December 31, 2024, to $633,035,200 as of March 31, 2025, a decline of approximately 1.8% [37]. Loan Performance - Delinquent loans decreased to $13.5 million, or 1.92% of total loans, at March 31, 2025, down from $14.3 million, or 2.01% of total loans, at December 31, 2024 [22]. - Total loans decreased from $714,337,185 as of December 31, 2024, to $704,075,375 as of March 31, 2025, a reduction of approximately 1.8% [37]. - The allowance for credit losses as a percentage of total loans was 0.37% as of March 31, 2025, down from 0.40% as of March 31, 2024 [34]. - Non-performing loans as a percentage of total loans increased to 1.97% as of March 31, 2025, compared to 1.75% as of March 31, 2024 [34]. Capital Position - Total stockholders' equity increased by $965,000 to $138.3 million, attributed to net income and a decrease in accumulated other comprehensive loss [24]. - The Tier 1 capital ratio improved to 15.00% as of March 31, 2025, compared to 13.23% as of March 31, 2024, indicating stronger capital position [34]. - The company reported a total equity of $137.705 million in Q1 2025, a slight increase from $136.810 million in Q1 2024 [39].

Core Viewpoint - Bogota Financial Corp. reported a net income of $731,000 for Q1 2025, a significant improvement from a net loss of $441,000 in Q1 2024, driven by reduced deposit costs and increased yields on loans and securities [1][5][16]. Financial Performance - Net income increased by $1.2 million to $731,000 for the three months ended March 31, 2025, compared to a net loss of $441,000 for the same period in 2024 [5]. - Net interest income rose by $942,000, or 35.5%, to $3.6 million, reflecting a 44 basis point increase in the net interest rate spread to 1.12% [14]. - Non-interest income surged by $590,000, or 197.4%, to $889,000, primarily due to a significant increase in bank-owned life insurance income [16]. Balance Sheet Highlights - Total assets decreased by $41.3 million, or 4.3%, to $930.2 million as of March 31, 2025, primarily due to reductions in cash and cash equivalents, loans, and securities [19]. - Total liabilities decreased by $42.3 million, or 5.1%, to $791.9 million, mainly due to a reduction in borrowings and total deposits [21]. - Total stockholders' equity increased by $965,000 to $138.3 million, supported by net income and a decrease in accumulated other comprehensive loss [22]. Loan and Deposit Analysis - Net loans decreased by $10.2 million, or 1.4%, to $701.5 million, attributed to declines in residential and construction loans [19]. - Total deposits were $633.0 million, down $9.2 million, or 1.4%, with a notable decrease in interest-bearing deposits [19][21]. - The average cost of deposits increased by 13 basis points to 3.55% for Q1 2025 from 3.42% in Q4 2024 [19]. Interest Income and Expense - Interest income increased by $862,000, or 8.6%, to $10.9 million, driven by higher yields on interest-earning assets [6]. - Interest expense decreased by $80,000, or 1.1%, to $7.3 million, due to lower average balances on certificates of deposits [11]. - The average yield on loans increased by 27 basis points to 4.88%, while the average yield on securities rose by 138 basis points to 5.05% [9][10]. Credit Quality - The company recorded a recovery for credit losses of $80,000 compared to a provision for credit losses of $35,000 in the prior year [15]. - Delinquent loans decreased to $13.5 million, or 1.92% of total loans, down from 2.01% at the end of 2024 [20].

Financial Performance - The company reported a net loss of $2.17 million in 2024, compared to a net income of $0.64 million in 2023, indicating a significant decline in profitability[330]. - Loss per share for 2024 was $0.17, compared to earnings per share of $0.05 in 2023[330]. - Total comprehensive income for 2024 was $696,906, an increase from $388,774 in 2023, driven by other comprehensive income adjustments[332]. - The company reported a loss on the sale of securities amounting to $8,930,843 in 2024, with no such losses reported in 2023[336]. - The company experienced a net increase in deposits of $16,852,360 in 2024, contrasting with a net decrease of $76,025,392 in 2023[336]. - The company reported a pre-tax gain of $9.0 million from a sale-leaseback transaction involving three branch offices in December 2024[444]. - A pre-tax loss of $8.9 million was realized on the sale of securities with an amortized cost of approximately $66.0 million, which had a market value of $57.1 million[444]. Assets and Deposits - The company's assets increased by $32.2 million, or 3.4%, from $939.3 million at December 31, 2023, to $971.5 million at December 31, 2024[181]. - Total assets increased to $971.49 million in 2024 from $939.32 million in 2023, representing a growth of approximately 3.7%[328]. - Total deposits rose to $642.19 million in 2024, up from $625.35 million in 2023, indicating an increase of about 2.7%[328]. - Certificates of deposit comprised $493.3 million or 76.8% of total deposits at December 31, 2024, with $450.1 million due within one year[174]. - The scheduled maturities of certificates of deposits amounted to $493,279,775 as of December 31, 2024[457]. - Noninterest bearing demand accounts rose to $32,681,963 in 2024, representing 5.09% of total deposits, compared to $30,554,842 and 4.89% in 2023[455]. Liquidity and Capital - The company had approximately $211.3 million in available liquidity as of December 31, 2024, which is 474.0% of the uninsured and unsecured deposit balance of $44.6 million[177]. - The company is subject to stringent capital requirements, including a common equity Tier 1 capital ratio of 7.0%, a Tier 1 to risk-based assets capital ratio of 8.5%, and a total capital ratio of 10.5%[201]. - The company has elected to comply with a community bank leverage ratio of 9% instead of the generally applicable capital requirements under Basel III[203]. - The company does not expect to pay any cash dividends on its common stock in the foreseeable future, as it intends to retain all future earnings for business use[209]. Income and Expenses - Interest income for 2024 was $41.75 million, compared to $37.28 million in 2023, reflecting a growth of approximately 12.5%[330]. - Net interest income after recovery of provision for credit losses decreased to $10.70 million in 2024 from $15.10 million in 2023, a decline of about 29.5%[330]. - Non-interest income totaled $1.35 million in 2024, up from $1.14 million in 2023, marking an increase of approximately 18.4%[330]. - The company’s pension expense includes service and interest costs, along with amortization of gains and losses not immediately recognized[391]. - Stock-based compensation expenses were $921,273 in 2024, slightly down from $932,772 in 2023[336]. Risk Factors - The company faces risks related to economic conditions, including inflation and rising interest rates, which could negatively impact financial results and loan repayment capabilities[169]. - The company faces significant risks from cyber attacks and security breaches, which could lead to increased operating costs and potential litigation[190]. - The company is exposed to strong competition in the market, which may reduce profits and slow growth due to price competition and the need to attract qualified employees[196]. - Changes in laws and regulations may adversely affect the company's operations and increase operational costs, as it is subject to extensive regulatory scrutiny[197]. - The company’s risk management framework may not effectively mitigate risks, potentially leading to significant losses[194]. - The company is vulnerable to natural disasters and geopolitical events, which could disrupt operations and negatively impact financial condition[193]. Credit Quality - The allowance for credit losses decreased from $2,785,949 in 2023 to $2,620,949 in 2024, indicating improved credit quality[424]. - The recorded investment in nonaccrual loans as of December 31, 2024, was $12,776,177, compared to $856,659 in 2023, showing a substantial increase[432]. - Total past due loans as of December 31, 2024, amounted to $14,339,179, while in 2023, it was $12,606,029, representing an increase of approximately 13.7%[434]. - The total ending allowance for credit losses for residential first mortgage loans was $1,680,949 in 2024, up from $1,851,969 in 2023[430]. - The total allowance for credit losses for commercial real estate loans increased from $437,180 in 2023 to $508,000 in 2024, reflecting a rise of approximately 16.2%[430]. Investment Portfolio - As of December 31, 2024, the company maintained a debt securities portfolio of $140.3 million, with other comprehensive gains of $2.6 million related to net changes in unrealized holding losses[168]. - The company’s investment portfolio includes corporate and municipal debt securities, exposing it to additional credit risks that could adversely affect financial condition[184]. - The Company reported total amortized cost of securities available for sale at $145,878,693 as of December 31, 2024, with a fair value of $140,307,447, reflecting gross unrealized losses of $6,114,261[406]. - The fair value change in derivatives resulted in a gain of $411,830 in 2024, compared to a loss of $239,510 in 2023[336]. - The company did not classify any securities as held-to-maturity as of December 31, 2024, reflecting a shift in investment strategy[416]. Operational Changes - The company is considering building market share by opening de novo branches, which may increase expenses faster than revenues[180]. - The company changed its method of accounting for credit losses effective January 1, 2023, adopting ASC Topic 326[321]. - The Company adopted the new segment reporting standard in November 2023, which did not have a significant impact on its financial statements[405]. - The Company maintains all servicing rights for loans originated for sale in the secondary market, with mortgage servicing rights amortized in proportion to estimated servicing income[383].

Purchase Price and Deposit - The Purchase Price for the Property is set at an amount specified in Section 4.1, with a Deposit of $50,000 required within five Business Days after the Effective Date[35]. - The Deposit will be allocated per Property as detailed in Exhibit A, and includes an Independent Consideration of $100 that is non-refundable[35]. - The purchase price for the Property is $12,540,000.00, which will be allocated as specified in EXHIBIT A[37]. Agreement Dates and Conditions - The Effective Date of the Agreement is November 15, 2024[9]. - The Closing Date will be determined as provided in Section 9.1 of the Agreement[8]. - Buyer has a 45-day inspection period to terminate the Agreement, with a one-time extension option of up to 30 days[44]. - Buyer may terminate the Agreement if any conditions precedent are not satisfied or waived in writing[45]. - The Closing Date will be automatically extended to allow all time periods in Section 5.2(b) to run fully[40]. Buyer and Seller Responsibilities - The Buyer is required to execute and deliver necessary notices for the disbursement of the Deposit by the Escrow Agent[35]. - Seller is required to cure all Mandatory Cure Items before Closing[39]. - Buyer is responsible for all inspection costs and must maintain liability insurance of at least $1,000,000.00 for bodily injury and property damage[41]. - Seller must deliver a completed "know your customer" application at least seven days prior to Closing[45]. - Seller must maintain all improvements and operate the property consistently with prior practices until closing[11][65]. Title and Property Condition - Seller has good, insurable, and marketable fee simple title to the Property, free and clear of all liens and encumbrances[8]. - Buyer acknowledges that the Property is purchased in "as is" condition, including environmental conditions[46]. - All due and payable taxes, assessments, water charges, and sewer charges affecting the Property have been paid[48]. - Seller has received no notice of any contemplated or actual reassessment of the Property for general real estate tax purposes[48]. - No hazardous substances have been used or disposed of in or from the Property by Seller[49]. Legal and Compliance Matters - The Agreement includes provisions for Environmental Matters and Hazardous Substances as defined in Sections 11 and 16[11][16]. - Seller has complied with all applicable laws affecting the Property related to subdivision[49]. - The agreement is governed by the laws of the State of New Jersey, with any legal action to be brought in the Superior Court of New Jersey[17][71]. - The Seller, Bogota Savings Bank, is involved in a sale-leaseback transaction, ensuring compliance with ASC 606-10-25-30 requirements[78]. Indemnification and Liability - Both parties agree to indemnify each other for any losses incurred due to untrue representations regarding the employment of real estate brokers[15][68]. - The aggregate liability of the Seller is limited to $250,000.00, excluding certain obligations under specified sections[77]. Miscellaneous Provisions - The Agreement emphasizes that time is of the essence, indicating strict adherence to timelines[28]. - The Seller is prohibited from soliciting other offers for the Property while the Agreement is in effect[76]. - The Agreement allows for execution in counterparts, with electronic signatures considered valid[26]. - Any amendments to the Agreement must be in writing and executed by the party against whom enforcement is sought[22]. - The Agreement includes a clause for severability, ensuring that if any provision is invalid, the remainder remains effective[27].

Core Viewpoint - Bogota Financial Corp. reported a net loss for the year ended December 31, 2024, amounting to $2.2 million, a significant decline from a net income of $643,000 in the previous year, primarily driven by a decrease in net interest income and increased interest expenses [1][22]. Financial Performance Summary - For the three months ended December 31, 2024, the company recorded a net loss of $930,000, an improvement from a net loss of $1.2 million in the same period of the previous year [1][9]. - Total assets increased by $32.2 million, or 3.4%, to $971.5 million as of December 31, 2024, primarily due to an increase in cash and cash equivalents [8][37]. - Total deposits rose by $16.9 million, or 2.7%, to $642.2 million, driven by increases in interest-bearing deposits and non-interest bearing checking accounts [8][39]. Income Statement Analysis - Interest income for the three months ended December 31, 2024, increased by $1.0 million, or 10.7%, to $10.6 million, attributed to higher yields on interest-earning assets [10][12]. - Interest expense rose by $1.5 million, or 22.1%, to $8.1 million, reflecting higher costs on interest-bearing liabilities [14][15]. - Net interest income decreased by $439,000, or 14.9%, to $2.5 million for the three months ended December 31, 2024, due to a decrease in the net interest rate spread [17][31]. Balance Sheet Analysis - Cash and cash equivalents increased by $27.3 million, or 109.5%, to $52.2 million, reflecting growth in deposits and borrowings [8][37]. - Net loans decreased by $3.0 million, or 0.4%, to $711.7 million, primarily due to declines in residential and construction loans [8][37]. - The allowance for credit losses was 0.37% of total loans as of December 31, 2024, compared to 0.39% a year earlier [38][49]. Strategic Initiatives - The company completed a balance sheet restructuring, including a sale-leaseback transaction that generated a $9.0 million pre-tax gain [4][5]. - The company has a stock repurchase program approved for up to 237,090 shares, with 188,047 shares repurchased at a cost of $1.4 million as of December 31, 2024 [2][5]. Market Conditions - The company noted that uncertainty around interest rates continues to impact growth planning, with a focus on improving net interest margins [6][5]. - The competitive market has exerted pressure on earnings due to high costs of funds [6][5].

Core Viewpoint - Bogota Financial Corp. reported a net loss for Q4 2024 and the full year, with strategic actions taken to restructure its balance sheet and improve future earnings potential. Financial Performance - The company reported a net loss of $930,000 or $0.07 per share for Q4 2024, an improvement from a net loss of $1.2 million or $0.09 per share in Q4 2023 [1] - For the full year 2024, the net loss was $2.2 million or $0.17 per share, compared to a net income of $643,000 or $0.05 per share in 2023 [1][22] Balance Sheet Restructuring - The Bank executed a sale-leaseback transaction, resulting in a pre-tax gain of $9.0 million from the sale of three branch offices [4] - A pre-tax loss of $8.9 million was incurred on the sale of approximately $66.0 million in securities, which were reinvested into higher-yielding securities [4][5] Asset and Deposit Growth - Total assets increased by $32.2 million, or 3.4%, to $971.5 million as of December 31, 2024, driven by cash and cash equivalents [8][37] - Total deposits rose by $16.9 million, or 2.7%, to $642.2 million, primarily due to increases in interest-bearing deposits [8][39] Interest Income and Expense - Interest income for Q4 2024 increased by $1.0 million, or 10.7%, to $10.6 million, attributed to higher yields on interest-earning assets [10][12] - Interest expense rose by $1.5 million, or 22.1%, to $8.1 million due to higher costs on interest-bearing liabilities [14][15] Non-Interest Income and Expense - Non-interest income increased by $136,000, or 48.2%, to $419,000 for Q4 2024, with gains from the sale of assets contributing to this growth [19] - Non-interest expense decreased by $1.3 million, or 26.9%, to $3.6 million, primarily due to lower salaries and employee benefits [20] Credit Quality - The company recorded a recovery for credit losses of $218,000 in Q4 2024, compared to no provision in Q4 2023 [18][32] - Delinquent loans increased to $14.3 million, or 2.01% of total loans, as of December 31, 2024 [38] Stock Buyback Program - The company has a stock repurchase program approved for up to 237,090 shares, with 188,047 shares repurchased at a cost of $1.4 million as of December 31, 2024 [2]