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 Fiscal Year Ended December 31, 2021 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 No. 001-38779 Rhinebeck Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland 83-2117268 (State or other jurisdic ...

Table of Contents 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 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to (845) 454-8555 (Registrant's telephone number) Securities registered pursuant to Section 12(b) of the Act: Commission File No. 001-38779 Rhinebeck Bancorp, Inc. (Exact name of registrant as spec ...

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2021 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 No. 001-38779 Rhinebeck Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland 83-2117268 (State or other juri ...

Table of Contents For the Quarterly Period Ended March 31, 2021 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 No. 001-38779 United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Rhinebeck Bancorp, Inc. (Exact name of registrant as specified in its charter) FORM 10-Q ⌧ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Maryland 83-2117268 (State or other jur ...

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 Fiscal Year Ended December 31, 2020 | | 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 No. 001-38779 | | Rhinebeck Bancorp, Inc. | | (Exact name of registrant as specified in its ...

PART I. FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section provides the unaudited consolidated financial statements, including statements of financial condition, income, comprehensive income, equity, and cash flows, along with explanatory notes - Total assets increased to **$1.11 billion** at September 30, 2020, from **$973.9 million** at December 31, 2019[12](index=12&type=chunk) - Net income for the nine months ended September 30, 2020, was **$3.57 million**, a decrease from **$4.22 million** in the same period of 2019, with basic and diluted EPS at **$0.33** compared to **$0.39** for the prior year period[14](index=14&type=chunk) [Consolidated Statements of Financial Condition](index=5&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets increased to $1.11 billion, driven by growth in net loans and cash, with a corresponding rise in deposits and liabilities Comparison of Financial Condition | Metric | Sep 30, 2020 ($ in thousands) | Dec 31, 2019 ($ in thousands) | | :--- | :--- | :--- | | **Total Assets** | $1,112,578 | $973,946 | | **Loans Receivable, net** | $890,495 | $793,471 | | **Total Deposits** | $916,195 | $773,343 | | **Total Liabilities** | $997,388 | $864,064 | | **Total Stockholders' Equity** | $115,190 | $109,882 | [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income) Net income decreased for both the three and nine months ended September 30, 2020, primarily due to a significant increase in the provision for loan losses Income Statement Highlights (Nine Months Ended Sep 30) | Metric | 2020 ($ in thousands) | 2019 ($ in thousands) | | :--- | :--- | :--- | | **Net Interest Income** | $26,326 | $23,955 | | **Provision for Loan Losses** | $5,705 | $2,010 | | **Noninterest Income** | $5,406 | $4,156 | | **Noninterest Expense** | $21,496 | $20,798 | | **Net Income** | $3,573 | $4,223 | | **Basic EPS** | $0.33 | $0.39 | [Notes to Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, financial data, and significant events, including COVID-19 impacts, loan portfolio specifics, and a new equity incentive plan - The company's loan portfolio is primarily composed of indirect automobile loans (**$372.9 million**), non-residential commercial real estate (**$245.4 million**), and commercial and industrial loans (**$170.7 million**), which includes **$91.7 million** in PPP loans[45](index=45&type=chunk) - The allowance for loan losses increased significantly to **$10.56 million** at Sep 30, 2020, from **$5.95 million** at Dec 31, 2019, with a provision of **$5.71 million** for the first nine months of 2020[54](index=54&type=chunk) - On May 26, 2020, stockholders approved the 2020 Equity Incentive Plan (EIP), authorizing the issuance of up to **763,743 shares**, with **433,385 stock options** and **169,769 restricted stock awards** granted as of Sep 30, 2020[88](index=88&type=chunk)[93](index=93&type=chunk) - On October 26, 2020, the Bank entered an agreement to acquire two branch offices from ConnectOne Bank, a transaction expected to close in late Q4 2020 or early Q1 2021[139](index=139&type=chunk) [Management's Discussion and Analysis (MD&A)](index=56&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's analysis of financial condition and operating results, highlighting the impact of COVID-19, balance sheet changes, income fluctuations, liquidity, and capital resources [Impact of COVID-19](index=60&type=section&id=Impact%20of%20COVID-19) The COVID-19 pandemic significantly impacted operations, leading to participation in the PPP loan program and implementation of loan forbearance for affected borrowers - The company funded **674 PPP loans** totaling **$92.0 million** as of September 30, 2020[167](index=167&type=chunk) - As of September 30, 2020, the Bank had approved **2,042 CARES Act loan deferrals** totaling **$118.0 million**, with **192 loans** totaling **$27.2 million** remaining outstanding[172](index=172&type=chunk)[173](index=173&type=chunk) [Comparison of Financial Condition](index=66&type=section&id=Comparison%20of%20Financial%20Condition%20at%20September%2030,%202020%20and%20December%2031,%202019) Total assets increased by 14.2% to $1.11 billion, driven by growth in net loans and cash, while deposits rose by 18.5% and non-accrual loans decreased - Total assets increased by **$138.6 million** (**14.2%**) to **$1.11 billion**[174](index=174&type=chunk) - Net loans increased by **$97.0 million** (**12.2%**), largely due to **$89.6 million** in net outstanding SBA PPP loans[177](index=177&type=chunk) - Deposits increased by **$142.9 million** (**18.5%**), with non-interest bearing deposits growing by **40.4%**[182](index=182&type=chunk) - Non-accrual loans decreased by **$3.1 million** (**34.3%**) to **$5.9 million**[180](index=180&type=chunk) [Comparison of Operating Results](index=68&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Three%20and%20Nine%20Months%20Ended%20September%2030,%202020%20and%20September%2030,%202019) Net income decreased for the nine months ended September 30, 2020, primarily due to a significant increase in the provision for loan losses, despite growth in net interest and non-interest income Operating Results Comparison (Nine Months Ended Sep 30) | Metric | 2020 ($ in thousands) | 2019 ($ in thousands) | Change | | :--- | :--- | :--- | :--- | | **Net Income** | $3,573 | $4,223 | -15.4% | | **Net Interest Income** | $26,326 | $23,955 | +9.9% | | **Provision for Loan Losses** | $5,705 | $2,010 | +183.8% | | **Non-Interest Income** | $5,406 | $4,156 | +30.1% | | **Non-Interest Expense** | $21,496 | $20,798 | +3.4% | - The increase in the provision for loan losses was mainly attributable to the significant negative impact of the change in both qualitative and quantitative factors reflecting the diminished economic environment due to COVID-19[198](index=198&type=chunk) - Net interest margin declined by **33 basis points** to **3.47%** for the nine-month period, primarily due to lower yielding PPP loans and the lower interest rate environment[188](index=188&type=chunk)[190](index=190&type=chunk) [Liquidity and Capital Resources](index=77&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains adequate liquidity through deposits, loan amortization, and FHLB advances, and is categorized as 'well capitalized' under regulatory frameworks - Primary liquidity sources include deposits, loan sales, amortization and prepayment of loans and securities, and FHLB advances[221](index=221&type=chunk) - At September 30, 2020, the company had access to FHLB advances of up to **$556.2 million**[222](index=222&type=chunk) - The Bank was categorized as "well capitalized" by the FDIC, with all capital ratios exceeding the required minimums[107](index=107&type=chunk)[108](index=108&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=79&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's most significant market risk is interest rate risk, managed by the Asset/Liability Management Committee (ALCO), showing higher sensitivity to falling rates Net Economic Value (EVE) Sensitivity Analysis (as of Sep 30, 2020) | Basis Point Change in Interest Rates | EVE Percent Change | | :--- | :--- | | +400 | (19.5)% | | +200 | (6.7)% | | 0 | 0.0% | | (100) | (23.3)% | [Controls and Procedures](index=79&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2020, with no material changes to internal controls over financial reporting during the quarter - Management concluded that disclosure controls and procedures were effective as of September 30, 2020[228](index=228&type=chunk) - No material changes were made to internal controls over financial reporting during the third quarter of 2020[229](index=229&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=79&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various routine legal proceedings incidental to its business, none of which are expected to have a material adverse effect - As of September 30, 2020, the company was not a party to any legal proceedings expected to have a material adverse effect[230](index=230&type=chunk) [Risk Factors](index=81&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors have been reported since the company's previous filings for the year ended December 31, 2019, and the quarter ended March 31, 2020 - No material changes to risk factors were reported since the previous filings for the year ended December 31, 2019 and quarter ended March 31, 2020[232](index=232&type=chunk)

Table of Contents United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ⌧ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2020 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 No. 001-38779 Rhinebeck Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland 83-2117268 (State or other juri ...

Table of Contents 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, 2020 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 No. 001‑38779 Rhinebeck Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland 83‑2117268 (State or other jur ...

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 Fiscal Year Ended December 31, 2019 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 No. 001-38779 Rhinebeck Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland 83-2117268 (State or other jurisdic ...

[PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents Rhinebeck Bancorp's unaudited consolidated financial statements for Q3 and YTD September 30, 2019, including key financial statements and notes [Consolidated Statements of Financial Condition](index=5&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets grew to **$946.0 million** by September 30, 2019, driven by net loan growth, and stockholders' equity rose to **$108.3 million** Consolidated Statements of Financial Condition (in thousands) | Account | September 30, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Assets** | | | | Cash and due from banks | $18,356 | $50,590 | | Available for sale securities | $115,705 | $101,312 | | Loans receivable, net | $758,999 | $678,402 | | **Total assets** | **$946,027** | **$882,423** | | **Liabilities** | | | | Total deposits | $769,985 | $684,418 | | Advances from the FHLB | $47,936 | $31,598 | | **Total liabilities** | **$837,772** | **$823,146** | | **Stockholders' Equity** | | | | **Total stockholders' equity** | **$108,255** | **$59,277** | | **Total liabilities and stockholders' equity** | **$946,027** | **$882,423** | [Consolidated Statements of Income](index=6&type=section&id=Consolidated%20Statements%20of%20Income) Net income for Q3 2019 increased to **$2.1 million**, and for the nine months to **$4.2 million**, driven by higher net interest income Consolidated Income Statement Highlights (in thousands) | Metric | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--- | :--- | :--- | :--- | :--- | | Net interest income | $8,464 | $7,730 | $23,955 | $20,889 | | Provision for loan losses | $450 | $525 | $2,010 | $1,575 | | Noninterest income | $1,459 | $1,498 | $4,156 | $3,630 | | Noninterest expense | $6,832 | $6,473 | $20,798 | $19,240 | | **Net income** | **$2,091** | **$1,964** | **$4,223** | **$3,159** | | **Basic EPS** | **$0.20** | N/A | **$0.39** | N/A | [Consolidated Statements of Comprehensive Income](index=8&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Total comprehensive income for Q3 2019 was **$2.5 million**, and for nine months **$7.3 million**, driven by unrealized gains on available-for-sale securities Comprehensive Income (in thousands) | Metric | Three Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | Net Income | $2,091 | $4,223 | | Other comprehensive income (loss) | $422 | $3,079 | | **Total Comprehensive Income** | **$2,513** | **$7,302** | [Consolidated Statements of Changes in Stockholders' Equity](index=9&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) Stockholders' equity increased to **$108.3 million** by September 30, 2019, driven by a **$45.9 million** common stock offering and retained earnings - Total stockholders' equity grew from **$59,277 thousand** at December 31, 2018 to **$108,255 thousand** at September 30, 2019[16](index=16&type=chunk) - Key drivers of the increase were the common stock offering (adding **$45,865 thousand**), net income (**$4,223 thousand**), and other comprehensive income (**$3,079 thousand**)[16](index=16&type=chunk) [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations was **$7.2 million**, investing activities used **$94.6 million**, and financing activities provided **$55.2 million** for the nine months Cash Flow Summary for Nine Months Ended Sep 30, 2019 (in thousands) | Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net cash provided by operating activities | $7,168 | $6,813 | | Net cash used in investing activities | ($94,624) | ($81,248) | | Net cash provided by financing activities | $55,222 | $76,571 | | **Net (decrease) increase in cash** | **($32,234)** | **$2,136** | [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Details accounting policies, financial instruments, regulatory capital, and fair value measurements, including new accounting standards and ESOP establishment - The company adopted ASU 2017-04 for goodwill impairment testing and ASU 2018-07 for nonemployee share-based payments, neither of which had a material impact[27](index=27&type=chunk)[28](index=28&type=chunk) - As an emerging growth company, the Company has elected to use the extended transition period for complying with new accounting standards, such as ASU 2016-13 (CECL), which is delayed to January 2023[26](index=26&type=chunk)[30](index=30&type=chunk) - An Employee Stock Ownership Plan (ESOP) was established on January 1, 2019, and purchased **436,425 shares** of company stock with a loan from the company[81](index=81&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=44&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition, including a **7.2%** asset increase to **$946.0 million** and higher net income, plus market risk, liquidity, and capital - Total assets increased by **$63.6 million** (**7.2%**) to **$946.0 million** at September 30, 2019, from December 31, 2018, primarily due to growth in the loan portfolio[132](index=132&type=chunk) - Net income for the nine months ended September 30, 2019, was **$4.2 million**, an increase from **$3.2 million** in the same period of 2018[142](index=142&type=chunk) - Stockholders' equity increased by **$49.0 million** to **$108.3 million**, mainly due to **$45.7 million** in proceeds from the common stock offering[140](index=140&type=chunk) - The net interest margin for the nine months ended September 30, 2019, was **3.80%**, a slight decrease from **3.89%** in the prior-year period[144](index=144&type=chunk)[162](index=162&type=chunk) [Comparison of Financial Condition](index=46&type=section&id=Comparison%20of%20Financial%20Condition) Total assets increased **7.2%** to **$946.0 million**, driven by **11.9%** net loan growth, with deposits up **12.5%** and equity surging to **$108.3 million** Key Balance Sheet Changes (Sep 30, 2019 vs. Dec 31, 2018) | Item | Change ($M) | Change (%) | | :--- | :--- | :--- | | Total Assets | +$63.6 | +7.2% | | Net Loans | +$80.6 | +11.9% | | - Indirect Automobile Loans | +$55.7 | +19.2% | | Deposits | +$85.6 | +12.5% | | Stockholders' Equity | +$49.0 | +82.7% | - Non-accrual loans increased by **$3.1 million** (**54.7%**) to **$8.8 million** during the first nine months of 2019[136](index=136&type=chunk) [Comparison of Operating Results](index=47&type=section&id=Comparison%20of%20Operating%20Results) Net income for the nine months increased to **$4.2 million**, driven by a **14.7%** rise in net interest income, partially offset by higher non-interest expenses Year-over-Year Changes for Nine Months Ended Sep 30 | Metric | 2019 ($M) | 2018 ($M) | Change ($M) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $24.0 | $20.9 | +$3.1 | +14.7% | | Provision for Loan Losses | $2.0 | $1.6 | +$0.4 | +27.6% | | Non-Interest Income | $4.2 | $3.6 | +$0.5 | +14.5% | | Non-Interest Expense | $20.8 | $19.2 | +$1.6 | +8.1% | | Net Income | $4.2 | $3.2 | +$1.0 | +33.4% | - The effective tax rate for the first nine months of 2019 was **20.4%**, up from **14.7%** in the same period of 2018[156](index=156&type=chunk) [Management of Market Risk](index=53&type=section&id=Management%20of%20Market%20Risk) The company manages interest rate risk using an EVE model, with a **200 basis point** rate increase estimated to decrease EVE by **9.0%** within policy limits EVE Sensitivity Analysis at September 30, 2019 | Basis Point Change | Net Economic Value ($M) | Percent Change | | :--- | :--- | :--- | | +400 | $89.3 | -19.4% | | +200 | $100.9 | -9.0% | | 0 | $110.9 | 0.0% | | -100 | $105.3 | -5.1% | [Liquidity and Capital Resources](index=55&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity through deposits and FHLB access, with **$472.9 million** available, and is categorized as "well capitalized" with all capital ratios met - Primary sources of liquidity include deposits, loan sales, amortization of loans and securities, and FHLB advances[173](index=173&type=chunk) - At September 30, 2019, the company had access to FHLB advances of up to **$472.9 million**, with **$47.9 million** outstanding[174](index=174&type=chunk) - The Bank met all capital adequacy requirements and was categorized as "well capitalized" by the FDIC[94](index=94&type=chunk)[95](index=95&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=56&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Refers to the 'Management of Market Risk' section within Item 2 for detailed market risk disclosures - For information regarding market risk, see "Item 2. Management's Discussion and Analysis of Financial Conditions and Results of Operation- Management of Market Risk"[181](index=181&type=chunk) [Item 4. Controls and Procedures](index=56&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of September 30, 2019, with no material changes to internal controls - Management concluded that the Company's disclosure controls and procedures were effective as of September 30, 2019[181](index=181&type=chunk) - No changes in the Company's internal controls over financial reporting occurred during the nine months ended September 30, 2019, that have materially affected, or are reasonably likely to materially affect, internal control[182](index=182&type=chunk) [PART II. OTHER INFORMATION](index=57&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=57&type=section&id=Item%201.%20Legal%20Proceedings) As of September 30, 2019, no pending legal proceedings are expected to materially affect the company's financial condition or operations - As of September 30, 2019, the company was not a party to any pending legal proceedings that would have a material adverse effect on its financial condition, results of operations or cash flows[183](index=183&type=chunk) [Item 1A. Risk Factors](index=57&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's risk factors since the Annual Report on Form 10-K for December 31, 2018 - As of September 30, 2019, the risk factors of the Company have not changed materially from those disclosed in the Annual Report on Form 10‑K for the year ended December 31, 2018[184](index=184&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=57&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds were reported for the period - None[185](index=185&type=chunk) [Item 6. Exhibits](index=58&type=section&id=Item%206.%20Exhibits) Lists exhibits filed, including corporate governance documents, Sarbanes-Oxley certifications, and XBRL financial statements - Exhibits filed include corporate governance documents and Sarbanes-Oxley certifications (302 and 906)[191](index=191&type=chunk) - Financial statements and notes formatted in XBRL are also included as an exhibit[191](index=191&type=chunk)