Financial Performance - Net income for the three months ended March 31, 2024, was $4,719 thousand, a decrease of 21.7% compared to $6,024 thousand in the prior year[11]. - Comprehensive income for the three months ended March 31, 2024, was $5,038 thousand, down from $9,995 thousand in the prior year[13]. - For the nine months ended March 31, 2024, net income was $11,330,000, compared to $17,441,000 for the same period in 2023, representing a decrease of approximately 35.5%[18]. - The company reported a basic net earnings per common share of $0.19 for the three months ended March 31, 2024, compared to $0.24 in the same period of 2023[11]. - Net interest income for the three months ended March 31, 2024, was $17,331 thousand, slightly down from $17,516 thousand in the same period of 2023[11]. Asset Growth - Total assets increased to $1,981,834 thousand as of March 31, 2024, up from $1,856,191 thousand as of June 30, 2023, representing a growth of approximately 6.7%[10]. - Net loans receivable rose to $1,312,189 thousand, compared to $1,144,169 thousand in the previous year, marking an increase of about 14.7%[10]. - Total deposits reached $1,648,010 thousand, up from $1,541,851 thousand, reflecting a growth of approximately 6.9%[10]. - As of March 31, 2024, total shareholders' equity increased to $288,956,000 from $266,700,000 as of July 1, 2023, reflecting a growth of about 8.3%[15]. - Cash and cash equivalents at the end of the period increased to $246,541,000 as of March 31, 2024, up from $145,058,000 at the end of the previous year, marking an increase of approximately 70%[18]. Credit Losses and Provisions - The provision for credit losses was $80 thousand for the three months ended March 31, 2024, compared to no provision in the same period of 2023[11]. - The provision for credit losses for the nine months ended March 31, 2024, was $1,950,000, compared to a reversal of $280,000 in the same period of 2023, indicating a shift in credit loss expectations[18]. - The allowance for credit losses on loans was $21,600, down from $22,469 as of June 30, 2023, reflecting a decrease of approximately 4%[61]. - The total allowance for credit losses, including off-balance sheet credit exposures, was $23,103 as of March 31, 2024, compared to $22,469 on June 30, 2023[66]. - The provision for credit losses for the three months ended March 31, 2024, was $258, while charge-offs were $30, resulting in a net increase in the allowance[65]. Non-Interest Income and Expenses - Noninterest income increased to $4,234 thousand for the three months ended March 31, 2024, compared to $3,250 thousand in the same period of 2023, representing a growth of approximately 30.3%[11]. - Total noninterest expense increased to $15,429 thousand for the three months ended March 31, 2024, compared to $13,098 thousand in the same period of 2023, reflecting a rise of approximately 17.8%[11]. - Non-interest income in scope for the nine months ended March 31, 2024, reached $11,294 thousand, compared to $10,093 thousand for the same period in 2023, an increase of 11.9%[158]. Legal Proceedings and Regulatory Matters - The Company has received inquiries from regulatory agencies regarding certain lawsuits, which may lead to investigations and related costs[130]. - The estimated range of possible loss related to legal proceedings is $0 to $54.4 million as of March 31, 2024[110]. - The Bank faces potential monetary penalties up to $30 million from the New York State Department of Financial Services, with $15 million related to ongoing litigation damages[131]. - The Company acknowledged service of a putative class action complaint on January 3, 2024, related to overdraft fees[129]. - The Bank's response to regulatory inquiries includes producing non-privileged documents and cooperating with investigations[131]. Changes in Accounting and Methodologies - The Company adopted the CECL methodology on July 1, 2023, resulting in a net increase to retained earnings of $507,000[30]. - The Company adopted ASU 2022-02 related to Troubled Debt Restructurings, enhancing disclosure requirements for loan refinancings and restructurings[45]. - Effective July 1, 2023, the measurement of Current Expected Credit Losses (CECL) requires an estimate of credit losses expected over the life of an exposure[197]. - The allowance for credit losses on unfunded commitments is determined by estimating future draws and applying expected loss rates on those draws[198]. - Management considers the accounting policy relating to the allowance for credit losses to be a critical accounting estimate due to the uncertainty in evaluating the required level of allowance[200]. Acquisitions and Business Developments - The company completed its conversion to a national bank on April 1, 2024, which will allow it to operate under the name "Pioneer Bank, National Association"[21]. - The Company completed the acquisition of certain assets of Hudson Financial LLC for a total of $2.0 million in cash, with additional contingent consideration of $1.5 million, enhancing its wealth management services[48]. - The company completed a balance sheet repositioning on December 28, 2023, selling $74.5 million of lower-yielding securities, recognizing a pre-tax loss of $5.6 million, and reinvesting proceeds into higher-yielding assets[187]. - The company anticipates that the balance sheet repositioning will have a favorable impact on net income, net interest margin, return on average assets, and return on average equity starting from the quarter ended March 31, 2024[187]. Pension and Employee Benefits - The net periodic pension cost for the three months ended March 31, 2024, was $76 thousand, a decrease from $181 thousand for the same period in 2023[92]. - The Company made no cash contributions to the defined benefit pension plan for the three and nine months ended March 31, 2024, and 2023[93]. - The net periodic post-retirement benefit cost for the three months ended March 31, 2024, was $15,000, a decrease of 16.67% compared to $18,000 for the same period in 2023[96]. - The total compensation expense recognized in connection with the Employee Stock Ownership Plan (ESOP) for the three months ended March 31, 2024, was $122,000, down 12.86% from $140,000 in the same period of 2023[99]. Securities and Derivatives - The estimated fair value of available for sale securities decreased to $296,893 thousand as of March 31, 2024, from $431,667 thousand as of June 30, 2023, a decline of 31.2%[145]. - The total available for sale securities amounted to $296,893,000 as of March 31, 2024, with U.S. Government and agency obligations valued at $271,785,000[139]. - The Bank's derivative liabilities were reported at $17,220,000 as of March 31, 2024[139]. - The fair value of available for sale securities increased from $431,667,000 on June 30, 2023, to $296,893,000 on March 31, 2024[139]. - The estimated fair value of derivatives not designated as hedging instruments showed a net amount of $136 thousand as of March 31, 2024, compared to $684 thousand as of June 30, 2023[86].

Financial Performance - Net income for Q3 FY2024 was $4.7 million, or $0.19 per share, down from $6.0 million, or $0.24 per share in Q3 FY2023[2] - Noninterest income for Q3 FY2024 was $4.2 million, up $984,000, or 30.3%, from $3.3 million in Q3 FY2023[15] - Interest income increased by $4.3 million, or 23.1%, to $23.1 million for Q3 FY2024, driven by rising market interest rates[7] - Interest income for the three months ended March 31, 2024, was $23,115,000, a 23.8% increase compared to $18,779,000 for the same period in 2023[27] - Net income for the three months ended March 31, 2024, was $4,719,000, a decrease of 21.7% from $6,024,000 in the prior year[27] - Return on average assets decreased to 0.98% for the three months ended March 31, 2024, down from 1.29% in the same period last year[28] Asset and Loan Growth - Total assets increased to $1.98 billion, a rise of $125.6 million, or 6.8%, from $1.86 billion at June 30, 2023[18] - Net loans receivable reached $1.31 billion, up $168.0 million, or 14.7%, from $1.14 billion at June 30, 2023[19] - Total assets increased to $1,981,834,000 as of March 31, 2024, up from $1,856,191,000 on June 30, 2023, representing a growth of approximately 6.7%[27] - Net loans receivable rose to $1,312,189,000, an increase of 14.7% from $1,144,169,000 year-over-year[27] Deposits and Equity - Deposits totaled $1.65 billion, an increase of $106.2 million, or 6.9%, from $1.54 billion at June 30, 2023[21] - Shareholders' equity increased to $289.0 million, up $22.3 million, or 8.3%, from $266.7 million at June 30, 2023[22] Non-Performing Assets and Credit Quality - Non-performing assets decreased to $8.7 million, or 0.44% of total assets, compared to $17.7 million, or 0.96% at June 30, 2023[12] - The allowance for credit losses as a percentage of total loans was 1.62% as of March 31, 2024, down from 2.00% in the prior year[28] Expenses and Efficiency - Interest expense rose to $5.8 million for Q3 FY2024, an increase of $4.5 million from $1.3 million in Q3 FY2023[8] - Non-interest expenses increased to $15,429,000 for the three months ended March 31, 2024, compared to $13,098,000 in the prior year, reflecting a rise of 17.8%[27] - The efficiency ratio worsened to 71.55% for the three months ended March 31, 2024, compared to 63.06% in the same period last year[28] Market Expansion - The number of offices increased to 23, up from 22 in the previous year, indicating continued market expansion[28] Capital Ratios - Pioneer Bank's total capital to risk-weighted assets ratio was 19.82% for the nine months ended March 31, 2024, slightly down from 20.07% in the previous year[28] Interest Margin - The net interest margin was 3.96% for Q3 FY2024, down 18 basis points from 4.14% in Q3 FY2023[9]

Financial Performance - Net income for the three months ended December 31, 2023, was $3,192,000, a decrease of 48.3% compared to $6,183,000 for the same period in 2022[11]. - Net income for the six months ended December 31, 2023, was $6,611,000, compared to $11,417,000 for the same period in 2022, representing a decrease of approximately 42.5%[18]. - Comprehensive income for the three months ended December 31, 2023, was $11,913,000, compared to $7,882,000 in the same period of 2022, indicating an increase of 50.6%[13]. - Basic and diluted earnings per common share for the three months ended December 31, 2023, were both $0.13, down from $0.25 in the same period of 2022, representing a decline of 48%[177]. Asset and Loan Growth - Net loans receivable increased to $1,263,787,000 as of December 31, 2023, compared to $1,144,169,000 on June 30, 2023, reflecting a growth of approximately 10.4%[9]. - The net increase in loans receivable for the six months ended December 31, 2023, was $(119,033,000), compared to $(65,365,000) for the same period in 2022, showing a significant increase in loan activity[18]. - The total recorded investment in loans was $1,285,149 thousand, with $8,225 thousand classified as past due[76]. Income and Expenses - Total interest and dividend income for the three months ended December 31, 2023, was $21,486,000, up 19.0% from $17,979,000 in the same period of 2022[11]. - Noninterest income increased to $4,835,000 for the three months ended December 31, 2023, compared to $3,946,000 in the same period of 2022, representing a growth of 22.5%[11]. - Total noninterest expense rose to $15,795,000 for the three months ended December 31, 2023, compared to $13,506,000 in the same period of 2022, an increase of 16.9%[11]. Credit Losses and Provisions - The provision for credit losses was $1,120,000 for the three months ended December 31, 2023, compared to a reversal of $400,000 in the same period of 2022[11]. - The total allowance for credit losses increased to $23,043 million as of December 31, 2023, from $22,469 million as of June 30, 2023, representing a growth of approximately 2.55%[68]. - The allowance for credit losses on loans is estimated using a PD/LGD modeling methodology, with segment-specific regression models applied quarterly[37]. Deposits and Equity - Total deposits decreased to $1,522,095,000 as of December 31, 2023, from $1,541,851,000 on June 30, 2023, a decline of approximately 1.3%[9]. - Total shareholders' equity increased from $242,627,000 as of July 1, 2022, to $283,796,000 as of December 31, 2023, reflecting an increase of about 17%[15]. Securities and Fair Value - The amortized cost of available for sale securities was $325.748 million with an estimated fair value of $320.397 million as of December 31, 2023, reflecting unrealized losses of $6.042 million[50]. - The fair value of available for sale securities decreased to $320,397,000 as of December 31, 2023, from $431,667,000 as of June 30, 2023, representing a decline of approximately 25.8%[154]. - The estimated fair value of derivative liabilities as of December 31, 2023, was $14,501,000, unchanged from the previous reporting period[154]. Legal and Regulatory Matters - The New York State Department of Financial Services (NYSDFS) is investigating the Bank's practices, which could lead to potential monetary penalties of up to $30 million[139]. - The Bank is facing a putative class action complaint regarding alleged overdraft fees, with claims for breach of contract and unjust enrichment filed by Sidra Riggins on December 6, 2023[137]. - The Company continues to investigate claims related to the Mann Entities, which could result in significant legal and regulatory costs[120]. Operational Changes - The company filed an application on December 29, 2023, to convert from a New York chartered stock savings bank to a national bank, which would change its regulatory oversight[195]. - The company completed the acquisition of certain assets of Hudson Financial LLC for a total of $2.0 million in cash and $1.5 million in contingent consideration, enhancing its wealth management services[48].

Financial Performance - Net income decreased to $3,419 thousand for the three months ended September 30, 2023, down 34.7% from $5,234 thousand year-over-year[10]. - Net income for the three months ended September 30, 2023, was $3,419,000, a decrease of 34.6% compared to $5,234,000 in the same period of 2022[16]. - Comprehensive income for the quarter was $4,447 thousand, compared to a loss of $1,040 thousand in the same period last year[11]. - Basic earnings per common share decreased to $0.14 in 2023 from $0.21 in 2022, a decline of 33.33%[169]. - Total non-interest income for the three months ended September 30, 2023, was $3,574,000, a decrease of 6.05% from $3,805,000 in 2022[161]. - Non-interest income in scope increased to $3,479,000 in 2023 from $3,279,000 in 2022, reflecting a growth of 6.08%[161]. Asset and Liability Management - Total assets increased to $1,963,407 thousand as of September 30, 2023, up from $1,856,191 thousand at June 30, 2023, representing a growth of 5.8%[9]. - Total deposits grew to $1,638,835 thousand, reflecting a 6.3% increase from $1,541,851 thousand[9]. - Cash and cash equivalents at the end of the period totaled $216,544,000, down 46.3% from $402,869,000 at the end of Q3 2022[16]. - The total liabilities were reported at $1,581,921 thousand, while total shareholders' equity was $269,775 thousand, indicating a solid capital structure[204]. - The company reported an increase in other liabilities by $7,920,000 compared to $4,624,000 in the previous year, indicating a rise in financial obligations[16]. Loan and Credit Quality - Net loans receivable rose to $1,203,504 thousand, an increase of 5.2% from $1,144,169 thousand in the previous quarter[9]. - The allowance for credit losses decreased to $21,069 thousand from $22,469 thousand, indicating improved credit quality[9]. - The provision for credit losses increased to $750 thousand, compared to $120 thousand in the same quarter of the previous year[10]. - The total allowance for credit losses, including off-balance sheet credit exposures, was $22,527 as of September 30, 2023[62]. - As of September 30, 2023, nonaccrual loans totaled $14,406, with $7,830 in real estate and $4,426 in residential mortgages[71]. Investment and Securities - As of September 30, 2023, the amortized cost of available for sale securities was $429.434 million, with an estimated fair value of $412.275 million, reflecting unrealized losses of $17.468 million[48]. - The amortized cost of held to maturity securities was $23.908 million, with an estimated fair value of $21.903 million, indicating unrealized losses of $2.005 million as of September 30, 2023[49]. - The fair value of U.S. Government and agency obligations increased to $383,814,000 as of September 30, 2023, up from $377,729,000 as of June 30, 2023, reflecting an increase of about 1.4%[142]. - The estimated fair value of net loans receivable was $1,135,940,000 as of September 30, 2023, compared to $1,095,366,000 as of June 30, 2023, indicating an increase of approximately 3.7%[148]. Legal and Regulatory Matters - The company is involved in various legal proceedings that could result in significant losses, but the outcomes are uncertain and difficult to predict[195]. - The estimated range of possible losses related to legal proceedings is $0 to $54.4 million as of September 30, 2023, indicating potential financial exposure[107]. - The U.S. Department of Justice filed a civil complaint against the Company and the Bank, seeking the return of approximately $7.3 million in payroll taxes wrongfully set off by the Bank[123]. - Berkshire Bank seeks to recover $15.6 million in damages from the Bank due to alleged breaches of loan participation agreements and fraudulent activities[121]. Operational Efficiency - Non-interest income out of scope decreased significantly to $95,000 in 2023 from $526,000 in 2022, a decline of 81.94%[161]. - The company recognized total compensation expense related to the Employee Stock Ownership Plan (ESOP) of $117,000 for the three months ended September 30, 2023, compared to $122,000 for the same period in 2022[96]. - The company recorded a total lease expense of $243,000 for the three months ended September 30, 2023, compared to $234,000 in 2022, reflecting a 3.84% increase[167]. Risk Management - The company is focusing on enhancing its loan portfolio while managing its securities to optimize interest income[208]. - The company’s management does not intend to sell the high credit quality securities, which are expected to recover in value as they approach maturity[52]. - The company applies a systematic approach to revenue recognition, ensuring compliance with performance obligations and transaction pricing[158].

Financial Position - As of June 30, 2023, the company had consolidated total assets of $1.9 billion, total deposits of $1.5 billion, and shareholders' equity of $266.7 million[24]. - As of June 30, 2023, total loans receivable amounted to $1,159.9 million, a 15.8% increase from $1,001.6 million in 2022[37]. - Total loans receivable, net, stood at $1,144.2 million, an increase from $982.6 million in 2022[37]. - As of June 30, 2023, the company held $309.8 million in fixed-rate residential mortgage loans and $135.1 million in adjustable-rate loans, totaling $444.9 million in residential mortgage loans[64]. - The total amount of deposits as of June 30, 2023, was $1.54 billion, with an average interest rate of 0.93%, compared to $1.68 billion and 0.09% in 2022[116]. Market and Competition - The primary market area has a total population of approximately 1.0 million, with Saratoga County having the highest median household income estimated at $99,630 in 2023, projected to grow 15.0% through 2028[26]. - The company holds 2.63% of the FDIC insured deposit market share in Albany County and 19.46% in Rensselaer County, indicating significant competition in the market[30]. - The company faces significant competition from larger financial institutions and non-depository financial service providers in both deposits and loans[30]. - The unemployment rates as of June 30, 2023, were 3.0% for Albany County and 2.5% for Saratoga County, compared to the national rate of 3.6%[27]. Loan Portfolio - Commercial real estate loans totaled $424.3 million, representing 36.6% of the total loan portfolio, down from 45.3% in 2022[37]. - Residential mortgages increased to $444.9 million, accounting for 38.3% of the total loan portfolio, up from 27.0% in 2022[37]. - Commercial and industrial loans were $88.4 million, representing 7.6% of the total loan portfolio, down from 10.3% in 2022[37]. - Commercial construction loans reached $92.8 million, or 8.0% of the total loan portfolio, with undrawn amounts totaling $28.9 million[57]. - Multi-family real estate loans totaled $104.4 million, making up 24.6% of the commercial real estate loan portfolio[48]. Asset Quality - The allowance for losses was $22.5 million as of June 30, 2023, slightly down from $22.5 million in 2022[37]. - Total non-performing assets increased to $17.8 million at June 30, 2023, up from $7.0 million in 2022, representing a 153% increase[91]. - Non-accrual loans rose to $14.2 million, compared to $6.4 million in the previous year, marking a 120% increase[91]. - Total classified loans increased to $69.2 million at June 30, 2023, from $53.2 million in 2022, reflecting a 30% rise[95]. - The allowance to non-performing loans ratio decreased to 126.41% in 2023 from 320.85% in 2022[100]. Regulatory Compliance - The company is subject to comprehensive regulation and examination by the NYSDFS and the Federal Reserve Board[20]. - Pioneer Bancorp, MHC is regulated by the NYSDFS and the Federal Reserve Board, ensuring compliance with extensive regulatory requirements[127]. - The Bank must maintain a common equity Tier 1 capital ratio of at least 4.5%, a Tier 1 capital ratio of 6%, and a total capital ratio of 8% to meet capital requirements[141]. - As of June 30, 2023, the Bank exceeded all its capital requirements, classifying it as "well capitalized" under federal regulations[145][153]. - The FDIC has the authority to impose civil money penalties and issue cease and desist orders for violations of laws and regulations[137]. Strategic Initiatives - The company plans to expand the range of products and services offered to remain competitive in the market area[28]. - The company has a strategic partnership with Homestead Funding Corp. for residential mortgage loan originations, focusing on commercial real estate and small-to-medium sized business loans[34]. - The company aims to increase commercial transactional deposit accounts through its commercial lending strategy targeting borrowers with loan balances between $500,000 to $10.0 million[35]. - The company maintains a diversified investment portfolio, including U.S. Treasury obligations and municipal securities, with a focus on safety and liquidity[104]. Employment and Workforce - As of June 30, 2023, the company employed 243 full-time and 36 part-time employees, indicating stable workforce management[124]. Taxation and Financial Reporting - The statutory tax rate for New York State business income is currently 6.5% if income is less than $5.0 million, or 7.25% if it exceeds $5.0 million[197]. - The Company is subject to federal income taxation in the same general manner as other corporations[192]. - The Company has policies and procedures designed to comply with the Sarbanes-Oxley Act of 2002, aimed at improving corporate responsibility and accuracy of disclosures[188].

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 March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ PIONEER BANCORP, INC. (Exact Name of Company as Specified in its Charter) Maryland 001-38991 83-4274253 (State of Other Jurisdiction of Incorporation) ...

PART I - FINANCIAL INFORMATION [PART I - FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section presents the unaudited consolidated financial statements and management's discussion and analysis of financial condition and results of operations [Item 1 – Consolidated Financial Statements (Unaudited)](index=3&type=section&id=Item%201%20%E2%80%93%20Consolidated%20Financial%20Statements-unaudited) Pioneer Bancorp, Inc.'s unaudited consolidated financial statements for periods ended December 31, 2022, are presented, covering condition, operations, and cash flows [Consolidated Statements of Condition](index=3&type=section&id=Consolidated%20Statements%20of%20Condition) Total assets decreased to **$1.83 billion** due to reduced cash, partially offset by loan growth, while liabilities declined and shareholders' equity slightly increased Consolidated Statements of Condition (in thousands) | Account | Dec 31, 2022 (in millions) | Jun 30, 2022 (in millions) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $147.3 million | $376.1 million | | Securities available for sale, at fair value | $507.6 million | $481.8 million | | Net loans receivable | $1.05 billion | $982.6 million | | **Total assets** | **$1.83 billion** | **$1.96 billion** | | **Liabilities and Shareholders' Equity** | | | | Total deposits | $1.54 billion | $1.68 billion | | **Total liabilities** | **$1.58 billion** | **$1.72 billion** | | **Total shareholders' equity** | **$249.7 million** | **$242.6 million** | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) Net income for the three months ended December 31, 2022, was **$6.2 million**, stable year-over-year, while the six-month net income increased to **$11.4 million** driven by net interest income growth Key Operating Results (in thousands, except per share data) | Metric | Three Months Ended Dec 31, 2022 (in millions) | Three Months Ended Dec 31, 2021 (in millions) | Six Months Ended Dec 31, 2022 (in millions) | Six Months Ended Dec 31, 2021 (in millions) | | :--- | :--- | :--- | :--- | :--- | | Net interest income | $17.1 million | $10.5 million | $31.8 million | $20.7 million | | Provision for loan losses | ($0.4 million) | $0 | ($0.3 million) | $0.3 million | | Total noninterest income | $3.9 million | $3.9 million | $7.8 million | $7.1 million | | Total noninterest expense | $13.5 million | $6.4 million | $25.4 million | $17.8 million | | **Net income** | **$6.2 million** | **$6.3 million** | **$11.4 million** | **$7.6 million** | | **Basic EPS** | $0.25 | $0.25 | $0.45 | $0.30 | | **Diluted EPS** | $0.25 | $0.25 | $0.45 | $0.30 | [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) This section details accounting policies, new standards adoption, wealth management acquisitions, ERC impact, portfolio breakdowns, and significant legal proceedings - The Company adopted ASC 842 (Leases) on July 1, 2022, resulting in the recognition of **$5.8 million** in right-of-use operating lease assets and **$6.1 million** in operating lease liabilities[23](index=23&type=chunk) - The Company is preparing to adopt ASU 2016-13 (CECL model) for the fiscal year beginning July 1, 2023, which is expected to have a significant impact on the methodology for calculating the allowance for loan losses[25](index=25&type=chunk)[27](index=27&type=chunk) - In late 2021 and early 2022, the Company completed three acquisitions of wealth management services businesses for an aggregate of **$1.665 million** in cash plus contingent consideration, expanding its wealth management activities[29](index=29&type=chunk)[30](index=30&type=chunk) - The Company recognized a **$5.0 million** Employee Retention Credit (ERC) benefit in the prior year (ended Dec 31, 2021), which is recorded as a receivable in other assets as of December 31, 2022[34](index=34&type=chunk) - The Company is involved in numerous legal proceedings stemming from fraudulent activity by a former customer, the 'Mann Entities' The estimated range of possible loss is $0 to **$51.3 million** in excess of any accrued liability These proceedings involve claims from other financial institutions, the DOJ, and former payroll clients of the Mann Entities[82](index=82&type=chunk)[84](index=84&type=chunk)[89](index=89&type=chunk) - The New York State Department of Financial Services (NYSDFS) is investigating the Bank's practices associated with the Mann Parties, which could result in monetary penalties of up to **$30.0 million**[108](index=108&type=chunk) [Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=56&type=section&id=Item%202%20-%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes financial condition, highlighting asset and deposit changes, loan growth, and increased net income driven by net interest income, while also addressing asset quality and capital adequacy [Comparison of Financial Condition (Dec 31, 2022 vs. Jun 30, 2022)](index=49&type=section&id=Comparison%20of%20Financial%20Condition%20at%20December%2031%2C%202022%20and%20June%2030%2C%202022) Total assets decreased by **$129.7 million** due to reduced cash, offset by loan and securities growth, while deposits fell and shareholders' equity increased Change in Financial Condition (in millions) | Account | Change ($ millions) | Change (%) | Reason | | :--- | :--- | :--- | :--- | | Total Assets | ▼ $129.7 million | -6.6% | Decrease in cash and cash equivalents | | Net Loans | ▲ $65.5 million | +6.7% | Growth in residential mortgage and commercial construction loans | | Total Deposits | ▼ $141.9 million | -8.4% | Decrease in rate-sensitive money market and demand accounts | | Shareholders' Equity | ▲ $7.1 million | +2.9% | Net income of $11.4 million offset by $4.6 million in unrealized securities losses | [Comparison of Operating Results (Q2'23 vs Q2'22)](index=50&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Three%20Months%20Ended%20December%2031%2C%202022%20and%202021) Quarterly net income remained stable at **$6.2 million**, as a significant increase in net interest income and margin expansion was offset by higher non-interest expenses, influenced by a prior-year ERC benefit - Net income decreased slightly by **$74,000** (1.2%) to **$6.2 million**[210](index=210&type=chunk) - Net interest income increased by **$6.6 million** (**63.3%**) to **$17.1 million**, driven by rising interest rates[219](index=219&type=chunk) - Net interest margin expanded significantly by **144 basis points** to **3.85%**[219](index=219&type=chunk) - Non-interest expense increased by **$7.1 million**, largely because the prior-year period included a one-time **$5.0 million** ERC benefit[224](index=224&type=chunk) - A credit to the provision for loan losses of **$0.4 million** was recorded, compared to no provision in the prior-year quarter, due to improved credit quality[220](index=220&type=chunk) [Comparison of Operating Results (Six Months Ended Dec 31, 2022 vs 2021)](index=52&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Six%20Months%20Ended%20December%2031%2C%202022%20and%202021) Six-month net income increased by **50.0%** to **$11.4 million**, driven by a substantial rise in net interest income and margin expansion, partially offset by higher non-interest expenses Six-Month Operating Results Comparison (in millions) | Metric | Six Months Ended Dec 31, 2022 ($ millions) | Six Months Ended Dec 31, 2021 ($ millions) | Change (%) | | :--- | :--- | :--- | :--- | | Net Income | $11.4 million | $7.6 million | +50.0% | | Net Interest Income | $31.8 million | $20.7 million | +53.5% | | Provision for Loan Losses | ($0.28 million) | $0.25 million | -212.0% | | Non-Interest Income | $7.8 million | $7.1 million | +8.4% | | Non-Interest Expense | $25.4 million | $17.8 million | +42.6% | - The increase in non-interest expense was primarily due to the recognition of a non-recurring **$5.0 million** ERC benefit in the prior-year period, along with higher salaries and professional fees[239](index=239&type=chunk) [Asset Quality and Allowance for Loan Losses](index=54&type=section&id=Asset%20Quality%20and%20Allowance%20for%20Loan%20Losses) Asset quality deteriorated with non-performing assets increasing to **$18.5 million**, primarily due to past-due loans, while the allowance for loan losses slightly decreased to **$22.2 million** Non-Performing Assets (in thousands) | Category | Dec 31, 2022 (in millions) | Jun 30, 2022 (in millions) | | :--- | :--- | :--- | | Non-accrual loans | $6.1 million | $6.4 million | | Accruing loans past due 90 days or more | $12.4 million | $579 | | Real estate owned | $0 | $0 | | **Total non-performing assets** | **$18.5 million** | **$7.0 million** | | **NPA / Total Assets** | **1.01%** | **0.36%** | - The increase in accruing past due loans was primarily due to loans that were matured and in the credit renewal process at year-end[245](index=245&type=chunk) - The allowance for loan losses stood at **$22.2 million**, or **2.07%** of total loans, down from **$22.5 million** at June 30, 2022[252](index=252&type=chunk) [Liquidity and Capital Resources](index=57&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity through deposits and borrowing capacity, exceeding all regulatory capital requirements and remaining 'well capitalized' - Primary liquidity sources are deposits, loan/security cash flows, and FHLB borrowings[254](index=254&type=chunk) - At **December 31, 2022**, the company had access to **$335.1 million** in FHLB borrowing capacity and a **$20.0 million** unsecured line of credit, both with no outstanding balances[254](index=254&type=chunk) Pioneer Bank Capital Ratios (as of Dec 31, 2022) | Ratio | Actual | Requirement (Well Capitalized) | | :--- | :--- | :--- | | Tier 1 (leverage) capital | 10.29% | 5.00% | | Common Tier 1 | 18.37% | 6.50% | | Tier 1 | 18.37% | 8.00% | | Total | 19.63% | 10.00% | [Item 3 – Quantitative and Qualitative Disclosures About Market Risk](index=60&type=section&id=Item%203%20%E2%80%93%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Pioneer Bancorp, Inc. is exempt from providing quantitative and qualitative disclosures about market risk - A smaller reporting company is not required to provide the information relating to this item[268](index=268&type=chunk) [Item 4 – Controls and Procedures](index=60&type=section&id=Item%204%20%E2%80%93%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of December 31, 2022, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation as of **December 31, 2022**, the CEO and CFO concluded that the Company's disclosure controls and procedures are effective[270](index=270&type=chunk) - There were no changes in internal control over financial reporting during the second quarter of fiscal year 2023 that materially affected, or are reasonably likely to materially affect, these controls[273](index=273&type=chunk) PART II – OTHER INFORMATION [PART II – OTHER INFORMATION](index=61&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) This section provides additional information including legal proceedings, risk factors, equity sales, and a list of filed exhibits [Item 1 – Legal Proceedings](index=61&type=section&id=Item%201%20%E2%80%93%20Legal%20Proceedings) This section refers to detailed legal proceedings, primarily related to the 'Mann Entities' fraud, as discussed in Note 10 of the Consolidated Financial Statements - The company is involved in legal proceedings which are discussed in detail in Note 10 to the Consolidated Financial Statements[274](index=274&type=chunk) [Item 1A – Risk Factors](index=61&type=section&id=Item%201A%20%E2%80%93%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended **June 30, 2022** - No material changes have occurred to the risk factors set forth in the Company's Annual Report on Form 10-K for the year ended **June 30, 2022**[274](index=274&type=chunk) [Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds](index=61&type=section&id=Item%202%20%E2%80%93%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds during the period - None[275](index=275&type=chunk) [Item 6 – Exhibits](index=62&type=section&id=Item%206%20%E2%80%93%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including CEO and CFO certifications and Inline XBRL data files Filed Exhibits | Exhibit No. | Description | | :--- | :--- | | 31.1 | CEO Certification (Rule 13a-14(a) / 15d-14(a)) | | 31.2 | CFO Certification (Rule 13a-14(a) / 15d-14(a)) | | 32 | CEO and CFO Certification (Section 1350) | | 101 | Inline XBRL Financial Statements | | 104 | Inline XBRL Cover Page Data |

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 September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ PIONEER BANCORP, INC. (Exact Name of Company as Specified in its Charter) Maryland 001-38991 83-4274253 (State of Other Jurisdiction of Incorporat ...

Table of Contents | UNITED STATES | | --- | | SECURITIES AND EXCHANGE COMMISSION | | Washington, D.C. 20549 | | FORM 10-K | | ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | For the Year Ended June 30, 2022 | | OR | | ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | For the transition period from _____________ to _______________ | | Commission File Number: 001-38991 | | Pioneer Bancorp, Inc. | | (Exact Name of Registran ...

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 March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ PIONEER BANCORP, INC. (Exact Name of Company as Specified in its Charter) Maryland 001-38991 83-4274253 (State of Other Jurisdiction of Incorporation) ...