UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to ______________________ Commission File No. 001-39090 Provident Bancorp, Inc. (Exact name of registrant as specified in its charter) incorporation or orga ...

Provident Bancorp, Inc. Reports First Quarter Net Income of $5.0 Million Company Release 04/25/2024 Amesbury, Massachusetts — Provident Bancorp, Inc. (the "Company") (NasdaqCM: PVBC), the holding company for BankProv (the "Bank"), reported net income for the quarter ended March 31, 2024 of $5.0 million, or $0.30 per diluted share, compared to $2.9 million, or $0.18 per diluted share, for the quarter ended December 31,2023 and $2.1 million, or $0.13 per diluted share, for the quarter ended March 31, 2023. Th ...

For the fiscal year ended December 31, 2023 OR Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION o 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: 001-39090 Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 5 Market Street, Amesbury, Massachusetts 01913 (Address of Principal Executive Offices) Z ...

Part I. Financial Information [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited consolidated financial statements for Q3 2023, including balance sheets, income, equity, cash flows, and detailed notes [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Highlights (September 30, 2023 vs. December 31, 2022) | Metric (in thousands) | Sep 30, 2023 | Dec 31, 2022 | Change (Absolute) | Change (%) | | :-------------------- | :----------- | :----------- | :---------------- | :--------- | | Total Assets | $1,808,440 | $1,636,381 | $172,059 | 10.5% | | Cash and cash equivalents | $366,369 | $80,629 | $285,740 | 354.4% | | Loans, net | $1,313,666 | $1,416,047 | $(102,381) | -7.2% | | Total Deposits | $1,489,725 | $1,279,582 | $210,143 | 16.4% | | Total Borrowings | $89,730 | $126,829 | $(37,099) | -29.3% | | Total Shareholders' Equity | $217,580 | $207,542 | $10,038 | 4.8% | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) Consolidated Statements of Operations Highlights (Three Months Ended Sep 30) | Metric (in thousands, except per share) | Sep 30, 2023 | Sep 30, 2022 | Change (Absolute) | Change (%) | | :-------------------------------------- | :----------- | :----------- | :---------------- | :--------- | | Total interest and dividend income | $23,228 | $20,707 | $2,521 | 12.2% | | Total interest expense | $9,340 | $952 | $8,388 | 881.1% | | Net interest and dividend income | $13,888 | $19,755 | $(5,867) | -29.7% | | Total credit loss (benefit) expense | $(156) | $56,315 | $(56,471) | -100.3% | | Total noninterest income | $1,765 | $1,339 | $426 | 31.8% | | Total noninterest expense | $12,715 | $12,044 | $671 | 5.6% | | Net income (loss) | $2,466 | $(35,309) | $37,775 | 107.0% | | Basic Earnings (loss) per share | $0.15 | $(2.15) | $2.30 | 107.0% | Consolidated Statements of Operations Highlights (Nine Months Ended Sep 30) | Metric (in thousands, except per share) | Sep 30, 2023 | Sep 30, 2022 | Change (Absolute) | Change (%) | | :-------------------------------------- | :----------- | :----------- | :---------------- | :--------- | | Total interest and dividend income | $66,731 | $58,309 | $8,422 | 14.4% | | Total interest expense | $22,125 | $2,024 | $20,101 | 993.1% | | Net interest and dividend income | $44,606 | $56,285 | $(11,679) | -20.7% | | Total credit loss (benefit) expense | $556 | $57,439 | $(56,883) | -99.0% | | Total noninterest income | $5,414 | $4,211 | $1,203 | 28.6% | | Total noninterest expense | $38,677 | $34,762 | $3,915 | 11.3% | | Net income (loss) | $8,030 | $(24,165) | $32,195 | 133.2% | | Basic Earnings (loss) per share | $0.48 | $(1.47) | $1.95 | 132.7% | [Consolidated Statements of Comprehensive Income (Loss)](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29) Consolidated Statements of Comprehensive Income (Loss) Highlights (Three Months Ended Sep 30) | Metric (in thousands) | Sep 30, 2023 | Sep 30, 2022 | Change (Absolute) | Change (%) | | :-------------------- | :----------- | :----------- | :---------------- | :--------- | | Net income (loss) | $2,466 | $(35,309) | $37,775 | 107.0% | | Total other comprehensive loss | $(502) | $(778) | $276 | -35.5% | | Comprehensive income (loss) | $1,964 | $(36,087) | $38,051 | 105.4% | Consolidated Statements of Comprehensive Income (Loss) Highlights (Nine Months Ended Sep 30) | Metric (in thousands) | Sep 30, 2023 | Sep 30, 2022 | Change (Absolute) | Change (%) | | :-------------------- | :----------- | :----------- | :---------------- | :--------- | | Net income (loss) | $8,030 | $(24,165) | $32,195 | 133.2% | | Total other comprehensive loss | $(193) | $(3,083) | $2,890 | -93.7% | | Comprehensive income (loss) | $7,837 | $(27,248) | $35,085 | 128.8% | [Consolidated Statements of Changes in Shareholders' Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) - Shareholders' equity increased by **$10.0 million** from December 31, 2022, to September 30, 2023, primarily due to net income of **$8.0 million** and a **$696,000** increase to retained earnings from the adoption of ASC 326[16](index=16&type=chunk)[155](index=155&type=chunk) - Stock-based compensation expense and ESOP shares earned also contributed to the increase in equity, partially offset by other comprehensive loss[16](index=16&type=chunk)[155](index=155&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows Highlights (Nine Months Ended Sep 30) | Metric (in thousands) | Sep 30, 2023 | Sep 30, 2022 | Change (Absolute) | | :-------------------- | :----------- | :----------- | :---------------- | | Net cash (used in) provided by operating activities | $(24) | $18,023 | $(18,047) | | Net cash provided by (used in) investing activities | $112,764 | $(88,823) | $201,587 | | Net cash provided by financing activities | $173,000 | $73,599 | $99,401 | | Net increase in cash and cash equivalents | $285,740 | $2,799 | $282,941 | | Cash and cash equivalents at end of period | $366,369 | $155,914 | $210,455 | [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) [(1) Basis of Presentation](index=10&type=section&id=%281%29%20Basis%20of%20Presentation) - The unaudited financial statements are prepared in accordance with Form 10-Q instructions and Regulation S-X, and include normal and recurring adjustments necessary for fair presentation[23](index=23&type=chunk) - Results for the three- and nine-month periods ended September 30, 2023, are not indicative of future periods[23](index=23&type=chunk) - The consolidated financial statements include Provident Bancorp, Inc., its wholly-owned subsidiary BankProv, and the Bank's subsidiaries[24](index=24&type=chunk) [(2) Corporate Structure](index=10&type=section&id=%282%29%20Corporate%20Structure) - Provident Bancorp, Inc. acts as the holding company for BankProv, which operates seven banking offices in Massachusetts and New Hampshire, and loan production offices in Boston, MA, and Ponte Vedra, FL[25](index=25&type=chunk) - BankProv's primary products include checking, savings, term certificate accounts, commercial real estate, commercial, enterprise value, and mortgage warehouse loans[25](index=25&type=chunk) - BankProv specializes in adaptive and technology-first banking solutions for niche markets, including corporate clients[25](index=25&type=chunk) [(3) Risks and Uncertainties](index=10&type=section&id=%283%29%20Risks%20and%20Uncertainties) - The Company's digital asset loan segment had one remaining loan of **$15.2 million** as of September 30, 2023, which is on non-accrual status with **$7.2 million** in reserves[26](index=26&type=chunk) - The digital asset loan is secured by cryptocurrency mining rigs, and its valuation is subject to high volatility and speculative risks in Bitcoin and crypto mining rig markets[27](index=27&type=chunk) - The Company believes it is well-insulated from market turmoil due to a diversified deposit and loan portfolio, **57.1%** FDIC and **42.9%** DIF insured deposits, access to multiple funding sources, and a small securities portfolio (**1.4%** of total assets) with low unrealized losses[30](index=30&type=chunk) [(4) Recent Accounting Pronouncements](index=11&type=section&id=%284%29%20Recent%20Accounting%20Pronouncements) - On January 1, 2023, the Company adopted ASU 2016-13 (CECL methodology), resulting in a net increase to retained earnings of **$696,000**[30](index=30&type=chunk)[31](index=31&type=chunk) - The CECL adoption included a **$2.6 million** increase to retained earnings for loan credit losses, offset by a **$1.6 million** decrease for off-balance-sheet credit exposures and a **$249,000** tax impact[31](index=31&type=chunk) - ASU 2022-02, eliminating troubled debt restructuring (TDR) guidance, was also adopted with no material financial statement impact[33](index=33&type=chunk)[34](index=34&type=chunk) [(5) Debt Securities](index=12&type=section&id=%285%29%20Debt%20Securities) Debt Securities Available-for-Sale (Fair Value, in thousands) | Security Type | Sep 30, 2023 | Dec 31, 2022 | | :---------------------------- | :----------- | :----------- | | State and municipal securities | $10,787 | $11,071 | | Asset-backed securities | $5,655 | $6,274 | | Government mortgage-backed securities | $9,737 | $11,255 | | Total | $26,179 | $28,600 | - Total debt securities available-for-sale decreased by **$2.4 million**, or **8.5%**, from December 31, 2022, to September 30, 2023[38](index=38&type=chunk) - The Company expects to recover its amortized cost basis on all debt securities and does not intend to sell them prior to recovery, supported by strong capital and liquidity[43](index=43&type=chunk)[44](index=44&type=chunk) [(6) Loans and Allowance for Credit Losses for Loans](index=15&type=section&id=%286%29%20Loans%20and%20Allowance%20for%20Credit%20Losses%20for%20Loans) Loan Portfolio Composition (in thousands) | Loan Type | Sep 30, 2023 | Dec 31, 2022 | Change (Absolute) | Change (%) | | :---------------------------- | :----------- | :----------- | :---------------- | :--------- | | Commercial real estate | $438,039 | $453,592 | $(15,553) | -3.4% | | Commercial | $176,817 | $216,931 | $(40,114) | -18.5% | | Enterprise value | $432,449 | $438,745 | $(6,296) | -1.4% | | Digital asset | $15,247 | $40,781 | $(25,534) | -62.6% | | Construction and land development | $95,327 | $72,267 | $23,060 | 31.9% | | Mortgage warehouse | $172,051 | $213,244 | $(41,193) | -19.3% | | Total Loans | $1,337,689 | $1,444,116 | $(106,427) | -7.4% | | Allowance for credit losses - loans | $(24,023) | $(28,069) | $4,046 | -14.4% | - The allowance for credit losses for loans (ACLL) decreased by **$4.0 million**, or **14.4%**, from December 31, 2022, to September 30, 2023[49](index=49&type=chunk) Allowance for Credit Losses for Loans Activity (Nine Months Ended Sep 30, in thousands) | Metric | Sep 30, 2023 | Sep 30, 2022 | | :---------------------- | :----------- | :----------- | | Balance at beginning of period | $28,069 | $19,496 | | Impact of adopting ASC 326 | $(2,588) | — | | Credit loss expense - loans | $2,090 | $57,398 | | Total charge-offs | $3,771 | $48,091 | | Total recoveries | $223 | $243 | | Net charge-offs | $3,548 | $47,848 | | Balance at end of period | $24,023 | $29,046 | - Non-accrual loans decreased from **$26.96 million** at December 31, 2022, to **$20.14 million** at September 30, 2023, primarily due to paydowns in the digital asset portfolio[71](index=71&type=chunk)[158](index=158&type=chunk) [(7) Deposits](index=23&type=section&id=%287%29%20Deposits) Deposit Balances by Type (in thousands) | Deposit Type | Sep 30, 2023 | Dec 31, 2022 | Change (Absolute) | Change (%) | | :-------------------- | :----------- | :----------- | :---------------- | :--------- | | Noninterest-bearing | $385,488 | $520,226 | $(134,738) | -25.9% | | Interest-bearing | $1,104,237 | $759,356 | $344,881 | 45.4% | | Total Deposits | $1,489,725 | $1,279,582 | $210,143 | 16.4% | - The increase in interest-bearing deposits was primarily driven by a **$222.8 million** increase in money market deposits and a **$119.8 million** increase in certificates of deposit[150](index=150&type=chunk) - Specialty deposits (BaaS and digital asset) increased by **$163.6 million** to **$266.4 million**, with BaaS deposits increasing by **$168.6 million** and digital asset deposits decreasing by **$5.0 million**[151](index=151&type=chunk) - Approximately **57%** of total deposits were FDIC insured and **43%** were DIF insured as of September 30, 2023[90](index=90&type=chunk) [(8) Borrowings](index=24&type=section&id=%288%29%20Borrowings) - Total borrowings decreased by **$37.1 million**, or **29.3%**, to **$89.7 million** at September 30, 2023, from **$126.8 million** at December 31, 2022, primarily due to a decrease in overnight borrowings[154](index=154&type=chunk) - Borrowings from the Federal Home Loan Bank (FHLB) consisted of **$80.0 million** in short-term borrowings (**5.57%** interest rate) and **$9.7 million** in long-term borrowings (**1.21%** to **1.32%** interest rate) at September 30, 2023[91](index=91&type=chunk) [(9) Other Repossessed Assets](index=24&type=section&id=%289%29%20Other%20Repossessed%20Assets) - Other repossessed assets, consisting of cryptocurrency mining rigs, decreased by **$6.1 million** to zero at September 30, 2023, due to sales[93](index=93&type=chunk)[148](index=148&type=chunk) - For the nine months ended September 30, 2023, the Company recognized a net gain of **$166,000** on sales of other repossessed assets[93](index=93&type=chunk) [(10) Fair Value Measurements](index=24&type=section&id=%2810%29%20Fair%20Value%20Measurements) - The Company's debt securities available-for-sale are generally classified within Level 2 of the fair value hierarchy, utilizing observable market data from independent pricing services[96](index=96&type=chunk) Fair Value Measurements of Assets on a Non-Recurring Basis (in thousands) | Asset Type | Sep 30, 2023 (Total) | Dec 31, 2022 (Total) | | :-------------- | :------------------- | :------------------- | | Loans: | | | | Enterprise value | $1,156 | — | | Digital asset | $8,028 | — | | Commercial | — | $16,817 | | Other repossessed assets | — | $6,051 | | Total | $9,184 | $22,868 | - Loans measured at fair value on a nonrecurring basis (Level 3) include enterprise value and digital asset loans, with valuations based on business or collateral evaluations[101](index=101&type=chunk) [(11) Regulatory Capital](index=27&type=section&id=%2811%29%20Regulatory%20Capital) - As of September 30, 2023, BankProv exceeded all applicable regulatory capital requirements and was categorized as 'well capitalized' by the FDIC[106](index=106&type=chunk)[203](index=203&type=chunk) BankProv Capital Ratios (September 30, 2023) | Capital Ratio | Actual Ratio | Minimum for Adequacy | Minimum for Well Capitalized | | :---------------------------- | :----------- | :------------------- | :--------------------------- | | Total Capital (to RWA) | 14.23% | > 8.0% | > 10.0% | | Tier 1 Capital (to RWA) | 12.97% | > 6.0% | > 8.0% | | Common Equity Tier 1 Capital (to RWA) | 12.97% | > 4.5% | > 6.5% | | Tier 1 Capital (to Average Assets) | 11.07% | > 4.0% | > 5.0% | - The Bank has not opted into the Community Bank Leverage Ratio (CBLR) framework[108](index=108&type=chunk) [(12) Employee Stock Ownership Plan](index=28&type=section&id=%2812%29%20Employee%20Stock%20Ownership%20Plan) - The ESOP held **1,538,868 shares** at September 30, 2023, with **920,020** unallocated shares having a fair value of approximately **$8.9 million**[116](index=116&type=chunk) - Total compensation expense for the ESOP was **$568,000** for the nine months ended September 30, 2023, down from **$1.1 million** in the prior year[117](index=117&type=chunk) [(13) Earnings Per Common Share](index=29&type=section&id=%2813%29%20Earnings%20Per%20Common%20Share) Earnings Per Common Share (Three and Nine Months Ended Sep 30) | Metric | Sep 30, 2023 (3 Months) | Sep 30, 2022 (3 Months) | Sep 30, 2023 (9 Months) | Sep 30, 2022 (9 Months) | | :----- | :---------------------- | :---------------------- | :---------------------- | :---------------------- | | Basic | $0.15 | $(2.15) | $0.48 | $(1.47) | | Diluted | $0.15 | $(2.15) | $0.48 | $(1.47) | - Diluted EPS for the three and nine months ended September 30, 2022, was equal to basic EPS due to the Company's net loss position[119](index=119&type=chunk) [(14) Share-Based Compensation](index=30&type=section&id=%2814%29%20Share-Based%20Compensation) - The Company maintains the 2020 and 2016 Equity Incentive Plans, granting options, restricted stock, restricted units, or performance awards to directors, officers, and employees[120](index=120&type=chunk) - Stock option expense for the nine months ended September 30, 2023, was **$483,000**, down from **$650,000** in the prior year[123](index=123&type=chunk) - Restricted stock award expense for the nine months ended September 30, 2023, was **$498,000**, down from **$743,000** in the prior year[125](index=125&type=chunk) [(15) Leases](index=31&type=section&id=%2815%29%20Leases) - The Company recognized right-of-use assets of **$3.8 million** and operating lease liabilities of **$4.2 million** at September 30, 2023[126](index=126&type=chunk) - Lease expense for operating leases totaled **$236,000** for the nine months ended September 30, 2023 and 2022[127](index=127&type=chunk) [(16) Revenue Recognition](index=32&type=section&id=%2816%29%20Revenue%20Recognition) - Revenue from customer contracts is measured based on consideration specified in the contract and recognized when performance obligations are satisfied, either at a point in time or over time[130](index=130&type=chunk)[131](index=131&type=chunk) - Transactional revenue, such as card interchange fees, ATM fees, wire transfer fees, and loan fees, is recognized immediately as transactions occur or services are provided[132](index=132&type=chunk) [(17) Qualified Affordable Housing Project Investments](index=32&type=section&id=%2817%29%20Qualified%20Affordable%20Housing%20Project%20Investments) - The Bank's investment in qualified affordable housing projects was **$6.3 million** at September 30, 2023[133](index=133&type=chunk) - For the nine months ended September 30, 2023, the Company recognized amortization expense of **$1.6 million** and tax credits of **$1.9 million** from these investments[133](index=133&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation](index=32&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operation) Management discusses financial condition and operational results for Q3 and 9M 2023, covering assets, liabilities, equity, income, and risk management [Forward-Looking Statements](index=32&type=section&id=Forward-Looking%20Statements) - The document contains forward-looking statements regarding plans, objectives, expectations, estimates, and intentions, which are subject to change based on various important factors[135](index=135&type=chunk) - Key factors influencing actual results include economic conditions, interest rates, inflation, regulatory changes, liquidity, deposit flows, competition, real estate values, loan demand, and the impact of the COVID-19 pandemic[136](index=136&type=chunk) - The Company disclaims any obligation to update forward-looking statements after the report date, except as required by law[138](index=138&type=chunk) [Critical Accounting Policies](index=33&type=section&id=Critical%20Accounting%20Policies) - Management identifies the Allowance for Credit Losses and Income Taxes as the most critical accounting policies due to significant judgments and assumptions involved[139](index=139&type=chunk)[140](index=140&type=chunk) - The allowance for credit losses estimates expected losses over the life of the loan portfolio, with losses charged against the allowance when un-collectability is confirmed[139](index=139&type=chunk) - Income taxes are recognized under the asset and liability method, establishing deferred tax assets and liabilities for temporary differences, with a valuation allowance as needed[140](index=140&type=chunk) [Balance Sheet Analysis](index=33&type=section&id=Balance%20Sheet%20Analysis) [Assets](index=33&type=section&id=Assets) - Total assets increased by **$172.1 million**, or **10.5%**, to **$1.81 billion** at September 30, 2023, from **$1.64 billion** at December 31, 2022[143](index=143&type=chunk) - The increase in total assets was primarily driven by a **$285.8 million** increase in cash and cash equivalents, partially offset by decreases in net loans and other repossessed assets[143](index=143&type=chunk)[144](index=144&type=chunk) - Cash and cash equivalents increased significantly by **354.4%** to **$366.4 million**, with **$249.7 million** of volatile deposits held as cash in short-term investments[144](index=144&type=chunk)[145](index=145&type=chunk) [Loans](index=34&type=section&id=Loans) - Net loans decreased by **$102.4 million**, or **7.2%**, to **$1.31 billion** at September 30, 2023, representing **72.6%** of total assets[146](index=146&type=chunk) - Significant decreases were seen in mortgage warehouse loans (**-$41.2 million**), commercial loans (**-$40.1 million**), and digital asset loans (**-$25.5 million**, or **62.6%**)[146](index=146&type=chunk) - The decrease in digital asset loans was due to paydowns and payoffs of loans secured by cryptocurrency mining rigs and lines of credit[146](index=146&type=chunk) - The construction and land development portfolio increased by **$23.1 million**, or **31.9%**[146](index=146&type=chunk) [Other Repossessed Assets](index=34&type=section&id=Other%20Repossessed%20Assets) - Other repossessed assets, primarily cryptocurrency mining rigs, decreased by **$6.1 million** to zero at September 30, 2023, due to sales[148](index=148&type=chunk) [Deposits](index=34&type=section&id=Deposits) - Total deposits increased by **$210.1 million**, or **16.4%**, to **$1.49 billion** at September 30, 2023[149](index=149&type=chunk) - Interest-bearing deposits increased by **$344.9 million** (**45.4%**), while noninterest-bearing deposits decreased by **$134.7 million** (**25.9%**), reflecting a shift due to rising interest rates[149](index=149&type=chunk) - Specialty deposits (BaaS and digital asset) increased by **$163.6 million** to **$266.4 million**, with **$136.9 million** from three relationships deemed volatile and scheduled to exit prior to year-end[151](index=151&type=chunk)[152](index=152&type=chunk) [Borrowings](index=35&type=section&id=Borrowings) - Borrowings decreased by **$37.1 million**, or **29.3%**, to **$89.7 million** at September 30, 2023, primarily due to a decrease in overnight borrowings and the use of excess cash from loan repayments[154](index=154&type=chunk) [Shareholders' Equity](index=35&type=section&id=Shareholders%27%20Equity) - Shareholders' equity increased by **$10.1 million**, or **4.8%**, to **$217.6 million** at September 30, 2023, driven by net income of **$8.0 million** and a **$696,000** cumulative-effect adjustment from CECL adoption[155](index=155&type=chunk) [Asset Quality](index=36&type=section&id=Asset%20Quality) Non-Performing Assets (in thousands) | Metric | Sep 30, 2023 | Dec 31, 2022 | Change (Absolute) | Change (%) | | :---------------------------- | :----------- | :----------- | :---------------- | :--------- | | Total non-accrual loans | $20,136 | $26,964 | $(6,828) | -25.3% | | Other repossessed assets | — | $6,051 | $(6,051) | -100.0% | | Total non-performing assets | $20,136 | $33,015 | $(12,879) | -39.0% | | Total non-performing loans to total loans | 1.51% | 1.87% | -0.36% | -19.3% | | Total non-performing assets to total assets | 1.11% | 2.02% | -0.91% | -45.0% | - The decrease in non-accrual digital asset loans was due to paydowns and payoffs of loans secured by cryptocurrency mining rigs[158](index=158&type=chunk) - Credit loss expense for loans decreased significantly by **$55.3 million**, or **96.4%**, to **$2.1 million** for the nine months ended September 30, 2023, compared to **$57.4 million** in the prior year[161](index=161&type=chunk) - Net charge-offs decreased by **$44.3 million** to **$3.5 million** for the nine months ended September 30, 2023, primarily due to digital asset portfolio charge-offs in 2022[162](index=162&type=chunk) [Results of Operations for the Quarter Ended September 30, 2023 and 2022](index=38&type=section&id=Results%20of%20Operations%20for%20the%20Quarter%20Ended%20September%2030%2C%202023%20and%202022) [Interest and Dividend Income](index=38&type=section&id=Interest%20and%20Dividend%20Income) - Interest and dividend income increased by **$2.5 million**, or **12.2%**, to **$23.2 million** for the quarter ended September 30, 2023, driven by rising interest rates and increased short-term investments[164](index=164&type=chunk) - Interest on short-term investments rose to **$3.2 million** from **$357,000**, while interest on loans decreased by **$336,000** due to a reduction in average loan balances, partially offset by a **69 basis point** increase in loan yield[164](index=164&type=chunk) [Interest Expense](index=38&type=section&id=Interest%20Expense) - Interest expense increased significantly by **$8.4 million** to **$9.3 million** for the quarter ended September 30, 2023, primarily due to rising interest rates and a higher proportion of costly deposits[165](index=165&type=chunk) - The cost of interest-bearing deposits increased by **297 basis points** to **3.41%**, and the average balance of interest-bearing deposits increased by **$305.0 million**, or **39.8%**[165](index=165&type=chunk) [Net Interest and Dividend Income](index=38&type=section&id=Net%20Interest%20and%20Dividend%20Income) - Net interest and dividend income decreased by **$5.9 million**, or **29.7%**, to **$13.9 million** for the quarter ended September 30, 2023[166](index=166&type=chunk) - This decrease was due to a **$310.6 million** increase in average interest-bearing liabilities and a **141 basis point** decrease in net interest margin to **3.44%**[166](index=166&type=chunk) [Credit loss benefit/expense](index=38&type=section&id=Credit%20loss%20benefit%2Fexpense) - A credit loss benefit of **$156,000** was recognized for the quarter ended September 30, 2023, a significant improvement from a **$56.3 million** expense in the prior year[167](index=167&type=chunk) - The benefit was driven by reduced loan balances in commercial and enterprise value portfolios and improved economic forecasts, partially offset by an increased reserve for individually analyzed loans[167](index=167&type=chunk) [Noninterest Income](index=38&type=section&id=Noninterest%20Income) - Noninterest income increased by **$426,000**, or **31.8%**, to **$1.8 million** for the quarter ended September 30, 2023[168](index=168&type=chunk) - This increase was primarily due to higher service charges and fees (up **$289,000**, or **130.2%**) and customer service fees on deposit accounts (up **$114,000**, or **14.4%**), particularly from BaaS implementation and activity fees[168](index=168&type=chunk) [Noninterest Expense](index=39&type=section&id=Noninterest%20Expense) - Noninterest expense increased by **$671,000**, or **5.6%**, to **$12.7 million** for the quarter ended September 30, 2023[169](index=169&type=chunk) - Key increases were in deposit insurance expense (up **$339,000**), professional fees (up **$298,000**), marketing expense (up **$137,000**), and salaries and employee benefits (up **$123,000**)[169](index=169&type=chunk) - Other expenses decreased by **$291,000** due to lower loan servicing expenses related to cryptocurrency mining rigs[170](index=170&type=chunk) [Income Tax Benefit](index=39&type=section&id=Income%20Tax%20Benefit) - The Company recorded income tax expense of **$628,000** (**20.3%** effective rate) for the quarter ended September 30, 2023, compared to an income tax benefit of **$12.0 million** (**25.3%** effective rate) in the prior year[171](index=171&type=chunk) [Average Balance Sheet and Related Yields and Rates](index=39&type=section&id=Average%20Balance%20Sheet%20and%20Related%20Yields%20and%20Rates%20%28Quarterly%29) Key Yields and Rates (Three Months Ended Sep 30) | Metric | Sep 30, 2023 | Sep 30, 2022 | Change (bps) | | :---------------------- | :----------- | :----------- | :----------- | | Yield on Loans | 5.97% | 5.28% | 69 | | Yield on Short-term investments | 4.94% | 2.03% | 291 | | Cost of Interest-bearing deposits | 3.41% | 0.44% | 297 | | Cost of Borrowings | 3.69% | 2.22% | 147 | | Net interest rate spread | 2.35% | 4.59% | -224 | | Net interest margin | 3.44% | 4.85% | -141 | [Rate/Volume Analysis](index=40&type=section&id=Rate%2FVolume%20Analysis%20%28Quarterly%29) - The decrease in net interest income for the quarter was primarily driven by a **$3.3 million** negative impact from rate changes and a **$2.6 million** negative impact from volume changes[175](index=175&type=chunk) - Interest income from loans was negatively impacted by volume changes (**-$2.8 million**) despite positive rate changes (**+$2.5 million**)[175](index=175&type=chunk) - Interest expense on deposits saw significant increases due to both rate (**+$6.7 million**) and volume (**+$1.5 million**) changes[175](index=175&type=chunk) [Results of Operations for the Nine Months Ended September 30, 2023 and 2022](index=40&type=section&id=Results%20of%20Operations%20for%20the%20Nine%20Months%20Ended%20September%2030%2C%202023%20and%202022) [Interest and Dividend Income](index=40&type=section&id=Interest%20and%20Dividend%20Income) - Interest and dividend income increased by **$8.4 million**, or **14.4%**, to **$66.7 million** for the nine months ended September 30, 2023[177](index=177&type=chunk) - This increase was primarily due to a **$5.7 million** increase in interest on short-term investments (yield up **410 bps** to **4.87%**) and a **$2.6 million** increase in interest and fees on loans (yield up **75 bps** to **5.85%**)[177](index=177&type=chunk) [Interest Expense](index=41&type=section&id=Interest%20Expense) - Interest expense increased by **$20.1 million** to **$22.1 million** for the nine months ended September 30, 2023, driven by rising interest rates and increased costs of interest-bearing deposits and borrowings[178](index=178&type=chunk) - The cost of interest-bearing deposits increased by **260 basis points** to **2.90%**, and the average balance of interest-bearing deposits increased by **$159.4 million**, or **20.2%**[178](index=178&type=chunk) [Net Interest and Dividend Income](index=41&type=section&id=Net%20Interest%20and%20Dividend%20Income) - Net interest and dividend income decreased by **$11.7 million**, or **20.7%**, to **$44.6 million** for the nine months ended September 30, 2023[179](index=179&type=chunk) - This decrease was due to a **$192.6 million** increase in average interest-bearing liabilities and a **$99.2 million** decrease in average interest-earning assets, coupled with a **71 basis point** decrease in net interest margin to **3.80%**[179](index=179&type=chunk) [Credit loss expense](index=41&type=section&id=Credit%20loss%20expense) - Credit loss expense decreased by **$56.8 million**, or **99.0%**, to **$556,000** for the nine months ended September 30, 2023, compared to **$57.4 million** in the prior year[180](index=180&type=chunk) - The 2023 expense was based on the CECL model and driven by charge-offs in the enterprise value portfolio, followed by reduced loan balances and improving economic forecasts[180](index=180&type=chunk) [Noninterest Income](index=41&type=section&id=Noninterest%20Income) - Noninterest income increased by **$1.2 million**, or **28.6%**, to **$5.4 million** for the nine months ended September 30, 2023[181](index=181&type=chunk) - This increase was due to higher customer service fees on deposit accounts (up **$662,000**, primarily from BaaS fees) and service charges and fees (up **$439,000** from loan payoff charges)[181](index=181&type=chunk) [Noninterest Expense](index=41&type=section&id=Noninterest%20Expense) - Noninterest expense increased by **$3.9 million**, or **11.3%**, to **$38.7 million** for the nine months ended September 30, 2023[182](index=182&type=chunk) - Increases were seen in salaries and employee benefits (up **$2.3 million**), professional fees (up **$1.2 million**), deposit insurance (up **$680,000**), and software depreciation and implementation (up **$390,000**)[182](index=182&type=chunk) - Decreases in write-downs of other assets and receivables and other expenses partially offset these increases[182](index=182&type=chunk) [Income Tax Benefit](index=41&type=section&id=Income%20Tax%20Benefit) - The Company recorded income tax expense of **$2.8 million** (**25.6%** effective rate) for the nine months ended September 30, 2023, compared to an income tax benefit of **$7.5 million** (**23.8%** effective rate) in the prior year[183](index=183&type=chunk) [Average Balance Sheet and Related Yields and Rates](index=42&type=section&id=Average%20Balance%20Sheet%20and%20Related%20Yields%20and%20Rates%20%28Nine%20Months%29) Key Yields and Rates (Nine Months Ended Sep 30) | Metric | Sep 30, 2023 | Sep 30, 2022 | Change (bps) | | :---------------------- | :----------- | :----------- | :----------- | | Yield on Loans | 5.85% | 5.10% | 75 | | Yield on Short-term investments | 4.87% | 0.77% | 410 | | Cost of Interest-bearing deposits | 2.90% | 0.30% | 260 | | Cost of Borrowings | 3.94% | 2.10% | 184 | | Net interest rate spread | 2.74% | 4.34% | -160 | | Net interest margin | 3.80% | 4.51% | -71 | [Rate/Volume Analysis](index=43&type=section&id=Rate%2FVolume%20Analysis%20%28Nine%20Months%29) - The decrease in net interest income for the nine months was primarily due to a **$3.1 million** negative impact from rate changes and an **$8.6 million** negative impact from volume changes[188](index=188&type=chunk) - Interest income from loans saw a positive rate effect (**+$7.9 million**) but a larger negative volume effect (**-$5.3 million**)[188](index=188&type=chunk) - Interest expense on deposits increased significantly due to both rate (**+$16.6 million**) and volume (**+$2.3 million**) changes[188](index=188&type=chunk) [Management of Market Risk](index=43&type=section&id=Management%20of%20Market%20Risk) [Net Interest Income Simulation](index=43&type=section&id=Net%20Interest%20Income%20Simulation) - The Company analyzes interest rate sensitivity through a net interest income simulation model, estimating changes over a 12-month period under various interest rate shift scenarios[189](index=189&type=chunk) Estimated Changes in Net Interest Income (12 Months from Sep 30, 2023) | Changes in Interest Rates (Basis Points) | Estimated Net Interest Income (in thousands) | Change (%) | | :--------------------------------------- | :------------------------------------------- | :--------- | | 300 | $56,289 | 1.30% | | 200 | $56,045 | 0.90% | | 100 | $55,800 | 0.50% | | 0 | $55,540 | — | | (100) | $55,158 | (0.70)% | | (200) | $54,276 | (2.30)% | | (300) | $52,892 | (4.80)% | [Economic Value of Equity Simulation](index=44&type=section&id=Economic%20Value%20of%20Equity%20Simulation) - The Company also uses an Economic Value of Equity (EVE) model to assess financial condition sensitivity to interest rate changes, representing the present value of expected cash flows from assets less liabilities[191](index=191&type=chunk) Estimated Changes in Economic Value of Equity (as of Sep 30, 2023) | Changes in Interest Rates (Basis Points) | Economic Value of Equity (in thousands) | Change (%) | | :--------------------------------------- | :-------------------------------------- | :--------- | | 300 | $254,573 | (4.36)% | | 200 | $257,138 | (3.39)% | | 100 | $262,394 | (1.42)% | | 0 | $266,175 | — | | (100) | $266,357 | 0.07% | | (200) | $262,283 | (1.46)% | | (300) | $250,899 | (5.74)% | [Liquidity and Capital Resources](index=45&type=section&id=Liquidity%20and%20Capital%20Resources) - Primary sources of funds include deposit inflows, borrowings, loan repayments, and securities sales[193](index=193&type=chunk) - Cash and cash equivalents totaled **$366.4 million** at September 30, 2023, including **$249.7 million** in volatile deposits held as cash in short-term investments[195](index=195&type=chunk) - The Company had **$128.9 million** available from the FHLB and a **$158.0 million** line of credit with the Federal Reserve Bank of Boston's borrower-in-custody program at September 30, 2023[198](index=198&type=chunk) - Loan commitments outstanding were **$18.1 million**, and unadvanced funds to borrowers totaled **$190.5 million** at September 30, 2023[200](index=200&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Market risk disclosures are incorporated by reference from the 'Management Market Risk' subsection within Item 2 - Market risk disclosures are incorporated by reference from Item 2, 'Management's Discussion and Analysis of Financial Condition and Results of Operations – Management Market Risk'[204](index=204&type=chunk) [Item 4. Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls were ineffective due to a material weakness in digital asset lending, with remediation efforts underway - Disclosure controls and procedures were not effective as of September 30, 2023, due to a material weakness in internal control over financial reporting related to digital asset lending practices[205](index=205&type=chunk) - Remediation efforts include ceasing new loans secured by cryptocurrency mining rigs, developing an onboarding process for internal conflicts of interest, and implementing enhanced review and disclosure procedures for officer-related conflicts[207](index=207&type=chunk) - The material weakness will be fully remediated once enhanced controls operate for a sufficient period and are tested as designed and operating effectively[207](index=207&type=chunk) Part II. Other Information [Item 1. Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) No applicable legal proceedings for the Company - No applicable legal proceedings[209](index=209&type=chunk) [Item 1A. Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors since prior SEC filings (Form 10-K for FY2022 and Form 10-Q for Q1 2023) - No material changes in risk factors from previous SEC filings (Form 10-K for FY2022 and Form 10-Q for Q1 2023)[210](index=210&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No common stock repurchases occurred in Q3 2023, with 254,521 shares remaining available under the program - The Company did not repurchase common stock under its program during the third quarter of 2023[213](index=213&type=chunk) - As of September 30, 2023, **254,521 shares** remained available for purchase under the stock repurchase program, which has no expiration date[213](index=213&type=chunk) [Item 3. Defaults upon Senior Securities](index=47&type=section&id=Item%203.%20Defaults%20upon%20Senior%20Securities) No defaults upon senior securities - No defaults upon senior securities[214](index=214&type=chunk) [Item 4. Mine Safety Disclosures](index=47&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures are not applicable to the Company - Mine safety disclosures are not applicable[215](index=215&type=chunk) [Item 5. Other Information](index=47&type=section&id=Item%205.%20Other%20Information) No other information to report - No other information to report[216](index=216&type=chunk) [Item 6. Exhibits](index=48&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with Form 10-Q, including certifications, iXBRL financial statements, and corporate governance documents - Exhibits include certifications (Sarbanes-Oxley Act), financial statements in Inline Extensible Business Reporting Language (iXBRL), and corporate documents like Articles of Incorporation and Bylaws[219](index=219&type=chunk) [Signatures](index=49&type=section&id=Signatures) Report signed by Joseph B. Reilly and Carol L. Houle (Co-Presidents, Co-CEOs, and CFO) on November 13, 2023 - The report was signed by Joseph B. Reilly (Co-President and Co-CEO) and Carol L. Houle (Co-President, Co-CEO, and CFO) on November 13, 2023[221](index=221&type=chunk)

Part I. Financial Information [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Unaudited statements show asset growth to $1.76 billion, while net income declined due to rising interest expenses [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Summary (in thousands) | Account | June 30, 2023 (unaudited) | December 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $297,858 | $80,629 | | Loans, net | $1,333,564 | $1,416,047 | | Total assets | **$1,761,587** | **$1,636,381** | | **Liabilities & Equity** | | | | Total deposits | $1,448,086 | $1,279,582 | | Total borrowings | $79,763 | $126,829 | | Total liabilities | $1,546,515 | $1,428,839 | | Total shareholders' equity | $215,072 | $207,542 | | Total liabilities and shareholders' equity | **$1,761,587** | **$1,636,381** | - Total assets **increased by $125.2 million, or 7.7%**, from December 31, 2022, primarily due to a $217.2 million increase in cash and cash equivalents, partially offset by an $82.5 million decrease in net loans[8](index=8&type=chunk)[142](index=142&type=chunk) - Total deposits **increased by $168.5 million, or 13.2%**, driven by a $284.7 million increase in interest-bearing deposits, while noninterest-bearing deposits decreased by $116.2 million[8](index=8&type=chunk)[147](index=147&type=chunk) [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) Consolidated Statements of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | Net interest and dividend income | $14,902 | $18,605 | $30,718 | $36,530 | | Total credit loss (benefit) expense | ($1,067) | $1,041 | $712 | $1,124 | | Total noninterest income | $1,702 | $1,552 | $3,649 | $2,872 | | Total noninterest expense | $12,751 | $11,307 | $25,962 | $22,718 | | **Net income** | **$3,461** | **$5,619** | **$5,564** | **$11,144** | | **Diluted EPS** | **$0.21** | **$0.33** | **$0.34** | **$0.66** | - **Net income for Q2 2023 decreased by 38.4%** year-over-year, primarily due to a $7.4 million increase in interest expense which significantly compressed net interest income[10](index=10&type=chunk)[162](index=162&type=chunk)[164](index=164&type=chunk) - For the six months ended June 30, 2023, **net income decreased by 50.1%** year-over-year, as a $11.7 million increase in interest expense drove net interest income down by $5.8 million[10](index=10&type=chunk)[175](index=175&type=chunk)[177](index=177&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows Summary (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $3,833 | $6,072 | | Net cash used in (provided by) investing activities | $92,004 | ($58,003) | | Net cash provided by financing activities | $121,392 | $53,620 | | **Net increase in cash and cash equivalents** | **$217,229** | **$1,689** | - The significant increase in cash and cash equivalents in the first half of 2023 was driven by **positive cash flows from investing activities ($92.0 million)** and **financing activities ($121.4 million)**[17](index=17&type=chunk)[19](index=19&type=chunk) [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) - The Company adopted the **Current Expected Credit Loss (CECL) methodology** on January 1, 2023, resulting in a net increase to retained earnings of $696,000[30](index=30&type=chunk)[31](index=31&type=chunk) - As of June 30, 2023, the company had one digital asset loan relationship totaling **$16.8 million, which was on non-accrual status** and had an associated reserve of $7.2 million[25](index=25&type=chunk) - Total deposits of **$1.45 billion were fully insured** as of June 30, 2023, with 52.6% covered by the FDIC and the remaining 47.4% by the Depositors Insurance Fund (DIF)[33](index=33&type=chunk)[91](index=91&type=chunk) - The Bank **exceeded all regulatory capital requirements** as of June 30, 2023, and was categorized as "well capitalized" with a Total Capital to Risk Weighted Assets ratio of 13.32%[107](index=107&type=chunk)[111](index=111&type=chunk)[201](index=201&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operation) Net income declined due to margin compression from rising deposit costs, while the balance sheet grew and asset quality improved [Balance Sheet Analysis](index=34&type=section&id=Balance%20Sheet%20Analysis) - **Total assets increased 7.7% to $1.76 billion** at June 30, 2023, primarily from a 269.4% increase in cash and cash equivalents[142](index=142&type=chunk)[143](index=143&type=chunk) - **Net loans decreased to $1.33 billion** from $1.42 billion, driven by declines in mortgage warehouse (-18.5%), commercial (-13.4%), and digital asset (-58.9%) loans[144](index=144&type=chunk) - **Total deposits grew 13.2% to $1.44 billion**, with a significant shift from noninterest-bearing accounts (-22.3%) to interest-bearing accounts (+37.5%)[147](index=147&type=chunk) - **Specialty deposits (BaaS and digital asset customers) increased to $260.9 million** from $102.8 million, with BaaS deposits growing by $190.4 million[149](index=149&type=chunk) - **Shareholders' equity increased by $7.5 million (3.6%)** to $215.1 million, primarily due to net income of $5.6 million and a positive CECL adoption adjustment[154](index=154&type=chunk) [Asset Quality](index=36&type=section&id=Asset%20Quality) Non-Performing Assets (in thousands) | Category | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Total non-accrual loans | $21,669 | $26,964 | | Other repossessed assets | $0 | $6,051 | | **Total non-performing assets** | **$21,669** | **$33,015** | | Total non-performing assets to total assets | 1.23% | 2.02% | - The decrease in non-accrual loans was primarily due to **paydowns in the portfolio of loans secured by cryptocurrency mining rigs** and a payoff of a $4.8 million loan[156](index=156&type=chunk) - The **allowance for credit losses decreased to $24.0 million** at June 30, 2023, from $28.1 million at year-end 2022, representing 1.77% of total loans[159](index=159&type=chunk) [Results of Operations](index=38&type=section&id=Results%20of%20Operations) - **For the three months ended June 30, 2023 vs 2022:** - **Net income decreased 38.4%** to $3.5 million - **Net interest income decreased 19.9%** to $14.9 million due to a 280 basis point increase in the cost of interest-bearing deposits - A **credit loss benefit of $1.1 million** was recognized, compared to a $1.0 million expense in Q2 2022 - **Noninterest expense increased 12.8%**, driven by higher salaries, deposit insurance, and professional fees[162](index=162&type=chunk)[164](index=164&type=chunk)[166](index=166&type=chunk)[168](index=168&type=chunk) - **For the six months ended June 30, 2023 vs 2022:** - **Net income decreased 50.1%** to $5.6 million - **Net interest income decreased 15.9%** to $30.7 million - **Credit loss expense was $712,000**, down from $1.1 million in the prior year period - **Noninterest income increased 27.1%**, driven by higher customer service fees from BaaS customers[175](index=175&type=chunk)[178](index=178&type=chunk)[180](index=180&type=chunk)[181](index=181&type=chunk) [Liquidity and Capital Resources](index=45&type=section&id=Liquidity%20and%20Capital%20Resources) - Primary liquidity sources include deposit inflows, borrowings, and loan repayments, with **cash and cash equivalents at $297.9 million** as of June 30, 2023[193](index=193&type=chunk)[195](index=195&type=chunk) - As of June 30, 2023, the Company had **available borrowing capacity of $139.7 million** from the FHLB and **$181.3 million** from the Federal Reserve Bank of Boston[196](index=196&type=chunk) - The Bank **exceeded all regulatory capital requirements** and was considered "well capitalized" as of June 30, 2023[201](index=201&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Interest rate sensitivity analysis shows a relatively neutral short-term NII position and a liability-sensitive EVE Net Interest Income (NII) Sensitivity Analysis (as of June 30, 2023) | Change in Interest Rates (Basis Points) | Estimated Change in NII (Next 12 Months) | | :--- | :--- | | +300 | -1.60% | | +200 | -1.00% | | +100 | -0.40% | | 0 | 0.00% | | -100 | -0.20% | | -200 | -1.60% | | -300 | -4.20% | Economic Value of Equity (EVE) Sensitivity Analysis (as of June 30, 2023) | Change in Interest Rates (Basis Points) | Estimated Change in EVE | | :--- | :--- | | +300 | -6.98% | | +200 | -5.21% | | +100 | -2.31% | | 0 | 0.00% | | -100 | +0.60% | | -200 | -0.62% | | -300 | -5.36% | [Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls were deemed ineffective as of June 30, 2023, due to a previously identified material weakness - Management, including the Co-CEOs and CFO, concluded that the Company's **disclosure controls and procedures were not effective** as of June 30, 2023[203](index=203&type=chunk) - The ineffectiveness is due to a **material weakness in internal control** over financial reporting previously disclosed in the 2022 Form 10-K[203](index=203&type=chunk) - The Company has started implementing remediation measures, but the material weakness will not be considered fully remediated until the **enhanced controls operate effectively for a sufficient period**[205](index=205&type=chunk) Part II. Other Information [Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no material legal proceedings - Not applicable[207](index=207&type=chunk) [Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) No material changes to previously disclosed risk factors have been reported - **No material changes** in risk factors from those disclosed in the 2022 Form 10-K and Q1 2023 Form 10-Q[208](index=208&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No shares were repurchased in Q2 2023, with 254,521 shares remaining available under the existing program - The Company **did not repurchase any shares** of its common stock during the second quarter of 2023[213](index=213&type=chunk) - As of June 30, 2023, **254,521 shares were still available for repurchase** under the stock repurchase program announced in March 2021[213](index=213&type=chunk) [Exhibits](index=47&type=section&id=Item%206.%20Exhibits) This section lists filed exhibits, including Sarbanes-Oxley certifications and iXBRL financial statements - Lists filed exhibits, including **Sarbanes-Oxley Act certifications** (Sections 302 and 906) and financial statements in iXBRL format[215](index=215&type=chunk)

[Part I. Financial Information](index=2&type=section&id=Part%20I.%20Financial%20Information) [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for Provident Bancorp, Inc. as of March 31, 2023, and for the three months then ended [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to $1.70 billion as of March 31, 2023, from $1.64 billion at year-end 2022, driven by a significant rise in cash and cash equivalents Consolidated Balance Sheet Highlights (unaudited) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | Change | Change (%) | | :--- | :--- | :--- | :--- | :--- | | **Total Assets** | **$1,702,153** | **$1,636,381** | **$65,772** | **4.0%** | | Cash and cash equivalents | $244,178 | $80,629 | $163,549 | 202.8% | | Loans, net | $1,323,390 | $1,416,047 | ($92,657) | (6.5%) | | **Total Liabilities** | **$1,490,701** | **$1,428,839** | **$61,862** | **4.3%** | | Total deposits | $1,403,921 | $1,279,582 | $124,339 | 9.7% | | Total borrowings | $68,296 | $126,829 | ($58,533) | (46.2%) | | **Total Shareholders' Equity** | **$211,452** | **$207,542** | **$3,910** | **1.9%** | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) For the three months ended March 31, 2023, net income was $2.1 million, a significant decrease from $5.5 million in the same period of 2022 Consolidated Statements of Operations (unaudited) | (Dollars in thousands, except per share data) | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Net interest and dividend income | $15,816 | $17,925 | | Total credit loss expense | $1,779 | $83 | | Total noninterest income | $1,947 | $1,320 | | Total noninterest expense | $13,211 | $11,411 | | **Net income** | **$2,103** | **$5,525** | | **Diluted EPS** | **$0.13** | **$0.32** | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the first three months of 2023, the company experienced a net cash outflow from operating activities of $3.1 million, a reversal from a $2.3 million inflow in the prior year period Summary of Cash Flows (unaudited) | (In thousands) | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | ($3,066) | $2,307 | | Net cash provided by investing activities | $100,835 | $596 | | Net cash provided by financing activities | $65,780 | $60,058 | | **Net increase in cash and cash equivalents** | **$163,549** | **$62,961** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail significant accounting policies and risks, including the adoption of CECL, digital asset lending portfolio status, and regulatory capital adequacy - The company adopted the Current Expected Credit Loss (CECL) methodology (ASU 2016-13) on January 1, 2023, resulting in a net increase to retained earnings of **$696,000**[31](index=31&type=chunk)[32](index=32&type=chunk) - As of March 31, 2023, the digital asset loan portfolio had **$27.0 million** outstanding, with **$26.6 million** on non-accrual status[25](index=25&type=chunk)[26](index=26&type=chunk) - The company believes it is well-insulated from recent banking sector turmoil, citing that **100%** of customer deposits were insured by the FDIC (**54%**) and DIF (**46%**) as of March 31, 2023[29](index=29&type=chunk)[34](index=34&type=chunk) Loan Portfolio Composition (In thousands) | Loan Type | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Commercial real estate | $447,461 | $453,592 | | Commercial | $194,335 | $216,931 | | Enterprise value | $437,570 | $438,745 | | Digital asset | $26,981 | $40,781 | | Mortgage warehouse | $149,113 | $213,244 | | **Total Loans** | **$1,348,202** | **$1,444,116** | Bank Regulatory Capital Ratios | Ratio | March 31, 2023 | Requirement for Well Capitalized | | :--- | :--- | :--- | | Total Capital (to Risk Weighted Assets) | 13.52% | > 10.0% | | Tier 1 Capital (to Risk Weighted Assets) | 12.27% | > 8.0% | | Common Equity Tier 1 Capital | 12.27% | > 6.5% | | Tier 1 Capital (to Average Assets) | 11.83% | > 5.0% | [Management's Discussion and Analysis of Financial Condition and Results of Operation](index=31&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operation) Management attributes the 61.9% decrease in Q1 2023 net income primarily to lower net interest income, higher credit loss expense, and increased noninterest expense - Net income decreased by **$3.4 million**, or **61.9%**, to **$2.1 million** for Q1 2023 compared to Q1 2022[162](index=162&type=chunk) - Total deposits increased by **$124.3 million** (**9.7%**) from year-end 2022, driven by growth in interest-bearing accounts and specialty deposits[147](index=147&type=chunk)[149](index=149&type=chunk) - The company is actively winding down its digital asset lending portfolio, which decreased by **$13.8 million** (**33.8%**) during the quarter to **$27.0 million**[143](index=143&type=chunk) Non-Performing Assets (Dollars in thousands) | Category | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Total non-accrual loans | $31,471 | $26,964 | | Other repossessed assets | $0 | $6,051 | | **Total non-performing assets** | **$31,471** | **$33,015** | | Total non-performing assets to total assets | 1.85% | 2.02% | Net Interest Income Simulation (Sensitivity to Interest Rate Changes) | Change in Interest Rates (Basis Points) | Estimated Change in Net Interest Income Over Next 12 Months | | :--- | :--- | | +300 | 4.10% | | +200 | 2.80% | | +100 | 1.40% | | 0 | — | | -100 | (6.60)% | | -200 | (13.50)% | | -300 | (20.70)% | [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section refers to the 'Management of Market Risk' discussion within Item 2, detailing the company's interest rate sensitivity analysis - The company's market risk disclosures are detailed in the Management's Discussion and Analysis section, focusing on interest rate sensitivity analysis through NII and EVE models[191](index=191&type=chunk) [Item 4. Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that as of March 31, 2023, the company's disclosure controls and procedures were not effective due to a material weakness - Management concluded that disclosure controls and procedures were not effective as of March 31, 2023, due to a material weakness in internal control over financial reporting identified in the 2022 Form 10-K[192](index=192&type=chunk)[193](index=193&type=chunk) - The company has started implementing remediation plans to address the material weakness, but the process is not yet complete[195](index=195&type=chunk) [Part II. Other Information](index=42&type=section&id=Part%20II.%20Other%20Information) [Item 1A. Risk Factors](index=42&type=section&id=Item%201A.%20Risk%20Factors) This section provides material updates to risk factors, highlighting the potential negative impact of recent bank failures and adverse changes to the deposit portfolio - A new risk factor highlights that recent failures of other large financial institutions could negatively impact depositor confidence and adversely affect the company's financial condition, results, and stock price[199](index=199&type=chunk) - The company notes a risk that adverse changes to its deposit portfolio could force reliance on more expensive funding sources, which would negatively affect operating margins and profitability[200](index=200&type=chunk)[202](index=202&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=43&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company provides an update on its stock repurchase program, noting no shares were repurchased during Q1 2023 and shares remaining available - The company did not repurchase any shares of its common stock during the first quarter of 2023 under its existing stock repurchase program[207](index=207&type=chunk) - As of March 31, 2023, **254,521** shares were still available for repurchase under the authorized program[207](index=207&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end ed December 31, 2022 O R o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___ ____________ to______________ Commission File N umber: 001-39090 PROVIDENT BANCORP, INC. (Exact name of registrant as specified in its charter) Maryla ...

For the quarterly period ended September 30, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to ______________________ Commission File No. 001-39090 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Provident Bancorp, Inc. (Exact name of registrant as specified in its charter) (State or other j ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to ______________________ Commission File No. 001-39090 Provident Bancorp, Inc. (Exact name of registrant as specified in its charter) (State or other jurisd ...

[Part I. Financial Information](index=2&type=section&id=Part%20I.%20Financial%20Information) This section presents the company's interim consolidated financial statements and management's discussion of financial condition and results of operations [Item 1. Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited interim consolidated financial statements, showing total assets of **$1.79 billion** and net income of **$5.5 million** for the quarter [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to **$1.79 billion** driven by higher cash and deposits, with net loans stable at **$1.44 billion** Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2022 (unaudited) | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $216,076 | $153,115 | | Loans, net | $1,437,429 | $1,433,803 | | **Total assets** | **$1,792,010** | **$1,729,283** | | **Liabilities & Equity** | | | | Total deposits | $1,522,269 | $1,459,895 | | Total liabilities | $1,555,465 | $1,495,501 | | Total shareholders' equity | $236,545 | $233,782 | | **Total liabilities and shareholders' equity** | **$1,792,010** | **$1,729,283** | [Consolidated Statements of Income](index=4&type=section&id=Consolidated%20Statements%20of%20Income) Net income for Q1 2022 increased **28.6%** to **$5.5 million**, driven by higher net interest income and lower loan loss provision Consolidated Income Statement Highlights (in thousands, except per share data) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net interest and dividend income | $17,925 | $14,908 | | Provision for loan losses | $83 | $753 | | Noninterest income | $1,320 | $1,018 | | Noninterest expense | $11,411 | $9,213 | | **Net income** | **$5,525** | **$4,297** | | **Diluted EPS** | **$0.32** | **$0.24** | [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for Q1 2022 was **$4.3 million**, offset by a **$1.3 million** other comprehensive loss from unrealized debt security losses Comprehensive Income (in thousands) | Item | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net income | $5,525 | $4,297 | | Total other comprehensive loss | $(1,274) | $(185) | | **Comprehensive income** | **$4,251** | **$4,112** | [Consolidated Statements of Changes in Shareholders' Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) Shareholders' equity increased to **$236.5 million**, driven by net income, partially offset by dividends and stock repurchases - Key activities affecting shareholders' equity in Q1 2022 included net income of **$5.5 million**, dividend declarations of **$0.04 per share** totaling **$673,000**, and the repurchase of **95,229 shares** of common stock for **$1.5 million**[14](index=14&type=chunk) [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents increased by **$63.0 million** in Q1 2022, primarily from financing activities and deposit growth Net Cash Flow Summary (in thousands) | Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $2,307 | $5,779 | | Net cash provided by investing activities | $596 | $2,195 | | Net cash provided by financing activities | $60,058 | $41,080 | | **Net increase in cash and cash equivalents** | **$62,961** | **$49,054** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail accounting policies, loan portfolio composition, allowance for loan losses, and the Bank's 'well capitalized' regulatory status - The company specializes in technology-first banking for niche markets, including digital assets, renewable energy, fin-tech, and search fund lending[24](index=24&type=chunk) Loan Portfolio Composition (in thousands) | Loan Type | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Commercial real estate | $429,842 | $432,275 | | Commercial | $753,276 | $726,241 | | Mortgage warehouse | $223,593 | $253,764 | | Other | $52,899 | $45,131 | | **Total Loans** | **$1,459,610** | **$1,457,411** | - Total non-accrual loans decreased to **$1.9 million** at March 31, 2022, from **$2.9 million** at December 31, 2021[41](index=41&type=chunk) Bank Regulatory Capital Ratios | Ratio | March 31, 2022 | Requirement for 'Well Capitalized' | | :--- | :--- | :--- | | Total Capital (to Risk Weighted Assets) | 14.75% | > 10.0% | | Tier 1 Capital (to Risk Weighted Assets) | 13.50% | > 8.0% | | Common Equity Tier 1 Capital | 13.50% | > 6.5% | | Tier 1 Capital (to Average Assets) | 12.10% | > 5.0% | [Management's Discussion and Analysis of Financial Condition and Results of Operation](index=26&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operation) Management discusses Q1 2022 financial results, highlighting a **28.6%** net income increase, **3.6%** asset growth, and expanded net interest margin [Balance Sheet Analysis](index=29&type=section&id=Balance%20Sheet%20Analysis) Total assets grew **3.6%** to **$1.79 billion**, driven by increased cash and deposits, particularly from digital asset and BaaS customers - Digital asset deposit balances increased by **$79.7 million** (**80.0%**) to **$179.4 million** at March 31, 2022[113](index=113&type=chunk) - Banking as a Service (BaaS) deposit balances increased by **$34.4 million** (**57.5%**) to **$94.3 million** at March 31, 2022[113](index=113&type=chunk)[114](index=114&type=chunk) - Shareholders' equity increased by **$2.8 million** to **$236.5 million**, driven by net income, partially offset by stock repurchases of **$1.5 million** and dividends of **$673,000**[115](index=115&type=chunk) [Asset Quality](index=30&type=section&id=Asset%20Quality) Asset quality improved with non-performing assets decreasing to **$1.9 million**, and the allowance for loan losses at **1.32%** of total loans Non-Performing Assets (in thousands) | Metric | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Total non-accrual loans | $1,881 | $2,892 | | **Total non-performing assets** | **$1,881** | **$2,892** | | Total non-performing assets to total assets | 0.10% | 0.17% | Allowance for Loan Losses Ratios | Ratio | March 31, 2022 | March 31, 2021 | | :--- | :--- | :--- | | Allowance to non-performing loans | 1,025.84% | 255.29% | | Allowance to total loans outstanding | 1.32% | 1.43% | [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Net income increased **28.6%** to **$5.5 million**, driven by higher net interest income and noninterest income, despite increased noninterest expenses - Net interest income increased by **$3.0 million** (**20.2%**) YoY, driven by a **10.8%** increase in average interest-earning assets and a **35 basis point** expansion in net interest margin to **4.43%**[126](index=126&type=chunk) - Interest expense decreased **46.5%** YoY due to a lower cost of interest-bearing deposits (**0.23%** vs **0.43%**) and a strategic reduction in average interest-bearing deposit balances[125](index=125&type=chunk) - Noninterest income increased **29.7%** YoY, largely due to a **53.3%** increase in customer service fees on deposit accounts, driven by services for Bitcoin ATM operators and growth in digital asset and BaaS customer accounts[128](index=128&type=chunk) - Noninterest expense increased **23.9%** YoY, primarily due to higher staffing costs to support new technologies, a **1,214.7%** increase in insurance expense related to digital asset strategies, and a **$395,000** write-down of an SBA receivable[129](index=129&type=chunk) [Management of Market Risk](index=34&type=section&id=Management%20of%20Market%20Risk) The company manages interest rate risk using NII and EVE models, showing asset sensitivity with NII projected to increase **9.20%** in a **+200 basis point** rate shock Net Interest Income Sensitivity Analysis (at March 31, 2022) | Change in Interest Rates (Basis Points) | Estimated Change in NII Over Next 12 Months | | :--- | :--- | | +200 | +9.20% | | -100 | -8.90% | Economic Value of Equity (EVE) Sensitivity Analysis (at March 31, 2022) | Change in Interest Rates (Basis Points) | Estimated Change in EVE | | :--- | :--- | | +200 | +2.50% | | +100 | +2.00% | | -100 | -2.90% | [Liquidity and Capital Resources](index=35&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with **$216.1 million** in cash and significant borrowing capacity, exceeding all regulatory capital requirements - At March 31, 2022, the company had total cash and cash equivalents of **$216.1 million**[144](index=144&type=chunk) - Available borrowing capacity includes **$118.4 million** from the FHLB and a **$267.9 million** line of credit with the Federal Reserve Bank of Boston[145](index=145&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=35&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section refers to Item 2 for quantitative and qualitative disclosures regarding market risk - Information regarding market risk is provided in Item 2 of this report[152](index=152&type=chunk) [Item 4. Controls and Procedures](index=35&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls over financial reporting - Management concluded that the Company's disclosure controls and procedures were effective as of March 31, 2022[153](index=153&type=chunk) - No material changes were made to internal controls over financial reporting during the quarter ended March 31, 2022[154](index=154&type=chunk) [Part II. Other Information](index=36&type=section&id=Part%20II.%20Other%20Information) This section provides other required disclosures, including legal proceedings, risk factors, and equity security sales [Item 1. Legal Proceedings](index=36&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no material legal proceedings - Not applicable[155](index=155&type=chunk) [Item 1A. Risk Factors](index=36&type=section&id=Item%201A.%20Risk%20Factors) This item is not applicable as the company is a smaller reporting company - Not applicable to a smaller reporting company[156](index=156&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=36&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased **95,431** shares at an average price of **$15.94** in Q1 2022, with **339,726** shares remaining for repurchase Issuer Purchases of Equity Securities (Q1 2022) | Period | Total Shares Purchased | Average Price Paid per Share | Shares Purchased as Part of Program | | :--- | :--- | :--- | :--- | | Jan 2022 | 202 | $18.87 | — | | Feb 2022 | 7,888 | $16.17 | 7,888 | | Mar 2022 | 87,341 | $15.91 | 87,341 | | **Total** | **95,431** | **$15.94** | **95,229** | [Item 6. Exhibits](index=38&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including corporate governance documents and Sarbanes-Oxley certifications - Exhibits filed include corporate governance documents, Sarbanes-Oxley certifications (302 and 906), and iXBRL data files[164](index=164&type=chunk)