UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to ________ Commission file number: 001-38956 RICHMOND MUTUAL BANCORPORATION, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of inc ...

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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ COMMISSION FILE NUMBER 001-38956 Richmond Mutual Bancorporation, Inc. (Exact Name of Registrant as Specified in its Charter) | Maryland | 36-4926041 | | -- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to ________ (Registrant's telephone number, including area code) None (Former name, former address and former fiscal year, if changed since last report) Commission file num ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to ________ Commission file number: 001-38956 RICHMOND MUTUAL BANCORPORATION, INC. (Exact name of registrant as specified in its charter) Maryland 36-4926041 (State or other jur ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Maryland 36-4926041 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (State or other jurisdiction of incorporation of organization) (I.R.S. Employer Identification No.) For the quarterly period ended March 31, 2022 31 North 9th Street, Richmond, Indiana 47374 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to ________ ...

Financial Performance - For the year ended December 31, 2021, the company reported a net income of $11.1 million, an increase from $10.0 million in the previous year, representing an 11% growth[22] - The total loans outstanding increased to $845.951 million in 2021, up from $746.348 million in 2020, marking a growth of 13.3%[112] - Loan and lease originations increased by $129.2 million, or 31.9%, to $533.7 million during 2021 compared to $404.6 million in 2020[87] - Total deposits increased by 29.9% to $900.175 million in 2021[126][131] - The net increase in total deposits for 2021 was $207.130 million, compared to a net increase of $75.826 million in 2020[131] Asset and Loan Portfolio - As of December 31, 2021, Richmond Mutual Bancorporation had total assets of $1.3 billion, with loans and leases amounting to $832.8 million and deposits totaling $900.2 million[22] - As of December 31, 2021, First Bank Richmond's total loan and lease portfolio amounted to $845.951 million, with a weighted average yield of 4.3%[40] - The total loan and lease portfolio was secured by commercial and multi-family real estate, amounting to $368.6 million, or 43.6%[51] - Residential real estate loans accounted for $141.3 million, or 16.7% of the total loan and lease portfolio[41] - The company retains jumbo loans which exceed conforming loan limits, amounting to $44.1 million or 31.2% of the one- to four-family loan portfolio[43] Capital and Regulatory Compliance - The total risk-based capital ratio for First Bank Richmond was 17.3% as of December 31, 2021, exceeding the 10.0% requirement for a well-capitalized institution[22] - The bank's capital exceeded all applicable regulatory requirements as of December 31, 2021, ensuring financial stability[160] - First Bank Richmond met the criteria to be considered "well capitalized" with a total risk-based capital ratio of 10% or more, a Tier 1 risk-based ratio of 8.0% or more, and a common equity Tier 1 ratio of 6.5% or more as of December 31, 2021[162] - The implementation of the Current Expected Credit Loss (CECL) standard in 2023 is expected to reduce retained earnings and affect regulatory capital[161] Deposits and Funding - Core deposits totaled $716.4 million, representing 79.6% of total deposits[126][131] - Brokered deposits rose to $121.8 million, or 13.5% of total deposits, compared to $23.3 million, or 3.4% in 2020[126] - The largest banking office, located in Richmond, Indiana, accounted for $425.0 million or 47.2% of total deposits[128] - Total deposits as of December 31, 2021, included $61.3 million in time deposits exceeding the FDIC insurance limit[137] Non-Performing Assets - Nonperforming loans and leases totaled $8.1 million, or 0.95% of total loans and leases at December 31, 2021, compared to $4.8 million, or 0.64%, at December 31, 2020[96] - The total non-performing assets to total assets ratio increased to 0.64% in 2021 from 0.45% in 2020[101] - Non-accrual loans represented 0.73% of total loans outstanding as of December 31, 2021, compared to 0.11% in 2020[112] - The allowance for loan and lease losses was $12.108 million, which is 1.43% of total loans outstanding, slightly up from 1.42% in 2020[112] Employment and Workforce - As of December 31, 2021, Richmond Mutual Bancorporation had 173 full-time equivalent employees, with an average tenure of 10.4 years[200] - Approximately 71.1% of the workforce at Richmond Mutual Bancorporation was female as of December 31, 2021[201] Market Presence - The unemployment rate in Wayne County was 1.4% in December 2021, compared to the national rate of 3.7%[24] - The bank's share of deposits in Wayne County was approximately 22.7% as of June 30, 2021, indicating a strong market presence[145] Taxation and Regulatory Environment - Richmond Mutual Bancorporation and First Bank Richmond are subject to federal income taxation in a manner similar to other corporations[193] - The Indiana financial institutions tax rate was 5.5% on adjusted gross income as of December 31, 2021, with a planned reduction to 4.9% by 2023[197] - The bank is subject to a maximum deposit insurance of $250,000 for each separately insured depositor[169] Interest Rate Risk Management - The Asset/Liability Committee monitors interest rate risk and meets quarterly to assess pricing and liquidity needs[346] - Richmond Mutual Bancorporation utilizes a third-party modeling program to evaluate sensitivity to changing interest rates on a quarterly basis[346]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 RICHMOND MUTUAL BANCORPORATION, INC. (Exact name of registrant as specified in its charter) Maryland 36-4926041 (State or other jurisdiction of incorporation of organization) (I.R.S. Employer Identification No.) 31 North 9th Street, Richmond, Indiana 47374 (Address of principal executive offices; Zip Code) (765) 962-2581 For the quarterly perio ...

[PART I FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Richmond Mutual Bancorporation, Inc. as of June 30, 2021, and for the three and six-month periods then ended, along with detailed notes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets grew to $1.19 billion at June 30, 2021, from $1.08 billion at December 31, 2020, driven by increases in investment securities and net loans, funded by a significant rise in total deposits Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2021 (Unaudited) | December 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$1,188,480** | **$1,084,193** | | Cash and cash equivalents | $17,087 | $48,768 | | Investment securities | $339,630 | $256,730 | | Loans and leases, net | $785,339 | $734,413 | | **Total Liabilities** | **$1,005,911** | **$891,480** | | Total deposits | $793,070 | $693,045 | | Federal Home Loan Bank advances | $189,000 | $170,000 | | **Total Stockholders' Equity** | **$182,569** | **$192,713** | [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) For the six months ended June 30, 2021, net income increased to $5.34 million from $4.96 million in the prior year period, driven by higher net interest income and a lower provision for loan losses Key Income Statement Data (Unaudited, in thousands except per share data) | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $8,925 | $8,024 | $17,689 | $15,911 | | Provision for losses on loans | $530 | $1,320 | $930 | $1,530 | | Noninterest Income | $1,905 | $2,083 | $3,672 | $3,036 | | Noninterest Expenses | $6,879 | $5,648 | $13,857 | $11,171 | | **Net Income** | **$2,781** | **$2,506** | **$5,344** | **$4,958** | | **Basic EPS** | **$0.24** | **$0.20** | **$0.46** | **$0.40** | | **Diluted EPS** | **$0.24** | **$0.20** | **$0.45** | **$0.40** | [Condensed Consolidated Statements of Comprehensive Income](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for the six months ended June 30, 2021, was $3.30 million, a significant decrease from $8.64 million in the same period of 2020, primarily due to a net unrealized loss on available-for-sale securities Comprehensive Income Summary (Unaudited, in thousands) | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Income | $2,781 | $2,506 | $5,344 | $4,958 | | Other Comprehensive Income (Loss) | $1,614 | $914 | $(2,046) | $3,684 | | **Comprehensive Income** | **$4,396** | **$3,420** | **$3,298** | **$8,642** | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) Stockholders' equity decreased from $192.7 million at the end of 2020 to $182.6 million at June 30, 2021, primarily due to common stock repurchases and dividends paid - Key activities impacting stockholders' equity in the first six months of 2021 included net income of **$5.3 million**, other comprehensive loss of **$2.0 million**, common stock dividends of **$7.7 million** (including a **$0.50** special dividend), and common stock repurchases of **$7.2 million**[19](index=19&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2021, cash and cash equivalents decreased by $31.7 million, primarily due to cash used in investing activities, offset by financing activities Net Cash Flow Summary (Unaudited, in thousands) | Activity | Six Months Ended June 30, 2021 | Six Months Ended June 30, 2020 | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | $(2,495) | $7,455 | | Net cash used in investing activities | $(133,369) | $(84,687) | | Net cash provided by financing activities | $104,183 | $147,242 | | **Net Change in Cash and Cash Equivalents** | **$(31,681)** | **$70,010** | [Notes to Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of the financial statements, covering accounting policies, portfolio compositions, credit quality, and fair value measurements - Under the CARES Act, the company provided loan modifications to customers, with **six loans totaling $2.5 million** outstanding as of June 30, 2021[35](index=35&type=chunk) - The company originated approximately **$103.1 million** in Paycheck Protection Program (PPP) loans, with **$34.6 million** outstanding as of June 30, 2021[36](index=36&type=chunk) - The company, as an emerging growth company, will comply with the new credit loss standard (ASU 2016-13) for fiscal years beginning after December 15, 2022[37](index=37&type=chunk)[40](index=40&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=39&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, asset growth, loan and deposit trends, and the impact of the COVID-19 pandemic, confirming strong liquidity and capital resources [Comparison of Financial Condition (June 30, 2021 vs. December 31, 2020)](index=44&type=section&id=Comparison%20of%20Financial%20Condition) Total assets increased by 9.6% to $1.2 billion, driven by growth in net loans and investment securities, funded by a rise in deposits, while stockholders' equity decreased - Total assets increased by **$104.3 million (9.6%)** to **$1.2 billion** at June 30, 2021[156](index=156&type=chunk) - Net loans and leases grew by **$50.9 million (6.9%)**, primarily in multi-family and construction loans[157](index=157&type=chunk) - Total deposits increased by **$100.0 million (14.4%)**, attributed to changes in customer savings habits and government stimulus[163](index=163&type=chunk) - Nonperforming loans increased to **$7.7 million (0.97% of total loans)** from **$4.8 million (0.65%)**, primarily due to a single **$4.9 million** non-accruing commercial real estate loan[158](index=158&type=chunk) [Comparison of Results of Operations for the Three Months Ended June 30, 2021 and 2020](index=46&type=section&id=Comparison%20of%20Results%20of%20Operations%20for%20the%20Three%20Months%20Ended%20June%2030%2C%202021%20and%202020) Net income for Q2 2021 increased to $2.8 million, driven by higher net interest income and a lower provision for loan losses, despite increased noninterest expenses Q2 2021 vs Q2 2020 Performance | Metric | Q2 2021 | Q2 2020 | Change | | :--- | :--- | :--- | :--- | | Net Income | $2.8M | $2.5M | +$0.3M | | Diluted EPS | $0.24 | $0.20 | +$0.04 | | Net Interest Income | $8.9M | $8.0M | +11.2% | | Provision for Loan Losses | $0.53M | $1.3M | -59.8% | | Noninterest Income | $1.9M | $2.1M | -8.5% | | Noninterest Expense | $6.9M | $5.6M | +21.8% | - Net interest margin increased to **3.18%** for Q2 2021 from **3.03%** in Q2 2020, benefiting from a **25 basis point** increase in the net interest rate spread[171](index=171&type=chunk) [Comparison of Results of Operations for the Six Months Ended June 30, 2021 and 2020](index=49&type=section&id=Comparison%20of%20Results%20of%20Operations%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202021%20and%202020) For the first half of 2021, net income rose to $5.3 million, supported by increased net interest income and a reduced provision for loan losses, despite higher noninterest expenses H1 2021 vs H1 2020 Performance | Metric | H1 2021 | H1 2020 | Change | | :--- | :--- | :--- | :--- | | Net Income | $5.3M | $5.0M | +$0.3M | | Diluted EPS | $0.45 | $0.40 | +$0.05 | | Net Interest Income | $17.7M | $15.9M | +11.2% | | Provision for Loan Losses | $0.93M | $1.5M | -39.2% | | Noninterest Income | $3.7M | $3.0M | +20.9% | | Noninterest Expense | $13.9M | $11.2M | +24.0% | - Net interest margin for the six-month period was **3.38%** in 2021, up from **3.25%** in 2020[185](index=185&type=chunk) [Liquidity and Capital Resources](index=53&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity through cash, unpledged securities, and FHLB borrowing capacity, with capital levels significantly exceeding regulatory requirements - At June 30, 2021, the Bank had access to **$177.9 million** in cash and unpledged available-for-sale securities, plus an additional **$51.0 million** in FHLB borrowing capacity[196](index=196&type=chunk) First Bank Richmond Capital Ratios as of June 30, 2021 | Ratio | Actual | To Be Well Capitalized | | :--- | :--- | :--- | | Total risk-based capital | 19.1% | 10.0% | | Tier 1 risk-based capital | 17.8% | 8.0% | | Common equity tier 1 capital | 17.8% | 6.5% | | Tier 1 leverage (core) capital | 13.7% | 5.0% | [Quantitative and Qualitative Disclosures about Market Risk](index=55&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) No material changes in market risk disclosures were reported since the 2020 Annual Report on Form 10-K - No material changes in market risk disclosures were reported since the 2020 Form 10-K[209](index=209&type=chunk) [Controls and Procedures](index=55&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2021, with no material changes during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of June 30, 2021[210](index=210&type=chunk) [PART II OTHER INFORMATION](index=56&type=section&id=PART%20II%20OTHER%20INFORMATION) [Legal Proceedings](index=56&type=section&id=Item%201.%20Legal%20Proceedings) The company is not involved in any material pending legal proceedings beyond routine matters in the ordinary course of business - As of June 30, 2021, the company was not involved in any material legal proceedings[214](index=214&type=chunk) [Risk Factors](index=56&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2020, were reported - No material changes in Risk Factors were reported since the 2020 Form 10-K[215](index=215&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=56&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company details its common stock repurchase activity for Q2 2021, including the authorization of a third repurchase program Share Repurchases for Q2 2021 | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | April 2021 | 89,001 | $13.93 | | May 2021 | 116,534 | $13.92 | | June 2021 | 164,484 | $14.43 | | **Total Q2** | **370,019** | **$14.15** | - On May 19, 2021, the Board authorized a third stock repurchase program for up to **1,263,841 shares** (approx. **10%** of outstanding shares), which commenced on July 2, 2021[220](index=220&type=chunk) [Defaults Upon Senior Securities](index=56&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There is nothing to report regarding defaults upon senior securities [Mine Safety Disclosures](index=56&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company [Other Information](index=56&type=section&id=Item%205.%20Other%20Information) There is nothing to report under this item [Exhibits](index=57&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including company certifications and the Interactive Data File (XBRL) - Exhibits filed include CEO/CFO certifications (**31.1, 31.2, 32.0**) and the XBRL interactive data file (**101.0, 104**)[222](index=222&type=chunk)[223](index=223&type=chunk)

PART I FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company's total assets increased to $1.14 billion, driven by loan and investment growth, with net income slightly rising to $2.6 million amidst ongoing COVID-19 impacts and PPP participation [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets grew to $1.14 billion, primarily from increased net loans and investment securities, while deposits significantly rose and stockholders' equity slightly decreased Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$1,140,906** | **$1,084,193** | | Cash and cash equivalents | $65,523 | $48,768 | | Investment securities - available for sale | $258,159 | $244,505 | | Loans and leases, net | $763,731 | $736,400 | | **Total Liabilities** | **$951,386** | **$891,480** | | Total deposits | $757,074 | $693,045 | | Federal Home Loan Bank advances | $170,000 | $170,000 | | **Total Stockholders' Equity** | **$189,520** | **$192,713** | [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Net income for Q1 2021 increased to $2.6 million, driven by higher net interest income and non-interest income, partially offset by increased non-interest expenses Condensed Consolidated Statements of Income Highlights (in thousands) | Account | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Net Interest Income | $8,763 | $7,887 | | Provision for losses on loans and leases | $400 | $210 | | Non-Interest Income | $1,767 | $953 | | Non-Interest Expenses | $6,978 | $5,524 | | **Net Income** | **$2,562** | **$2,452** | | **Diluted Earnings Per Share** | **$0.22** | **$0.20** | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) The company reported a comprehensive loss of $1.1 million for Q1 2021, primarily due to a net unrealized loss on available-for-sale securities Comprehensive Income (Loss) Summary (in thousands) | Item | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Net Income | $2,562 | $2,452 | | Other Comprehensive Income (Loss) | $(3,660) | $2,770 | | **Comprehensive (Loss) Income** | **$(1,098)** | **$5,222** | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) Stockholders' equity decreased to $189.5 million, primarily due to other comprehensive loss, stock repurchases, and dividends, partially offset by net income - Key drivers for the change in stockholders' equity in Q1 2021 included net income of **$2.6 million**, other comprehensive loss of **$3.7 million**, common stock dividends of **$0.8 million**, and common stock repurchases of **$1.9 million**[18](index=18&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents increased by $16.8 million in Q1 2021, with financing activities offsetting outflows from operations and investing Net Cash Flow Summary (in thousands) | Activity | Three Months Ended March 31, 2021 | | :--- | :--- | | Net cash (used in) provided by operating activities | $(2,436) | | Net cash used in investing activities | $(42,095) | | Net cash provided by financing activities | $61,286 | | **Net Change in Cash and Cash Equivalents** | **$16,755** | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail accounting policies, COVID-19 relief impacts including PPP loans and loan modifications, and key financial components like the allowance for loan losses and pension liabilities - Under the CARES Act, the company modified **33 loans** totaling **$24.6 million** as of March 31, 2021, which were not categorized as Troubled Debt Restructurings (TDRs)[31](index=31&type=chunk) - The company has originated a total of approximately **$100.0 million** in Paycheck Protection Program (PPP) loans as of March 31, 2021, with **$54.7 million** outstanding[32](index=32&type=chunk) - The company has frozen its defined benefit pension plan and has accrued **$17.5 million** for the expected termination expense as of March 31, 2021[106](index=106&type=chunk) - Subsequent to the quarter end, through May 14, 2021, the company repurchased an additional **167,193 shares** under its stock repurchase program[118](index=118&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the 5.2% asset growth driven by loans and deposits, the increase in net income to $2.6 million due to higher net interest income, and ongoing COVID-19 response efforts [COVID 19 Response](index=38&type=section&id=COVID%2019%20Response) The company actively participated in the PPP, funding $35.2 million in new loans, and continued loan modification programs, with branch operations largely returning to normal - As of March 31, 2021, the company has funded **329 PPP loans** totaling **$35.2 million** under the second PPP program and has a total of **408 PPP loans** outstanding totaling **$54.7 million**[150](index=150&type=chunk) Loan Deferments due to COVID-19 (in thousands) | Category | March 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Number of Loans** | **33** | **48** | | **Total Balance** | **$24,582** | **$54,665** | | Commercial mortgage | $23,372 | $44,352 | | Hospitality (included above) | $16,350 | $37,431 | [Comparison of Financial Condition (at March 31, 2021 and December 31, 2020)](index=40&type=section&id=Comparison%20of%20Financial%20Condition) Total assets increased by $56.7 million to $1.1 billion, driven by loan and cash growth, while deposits rose significantly and stockholders' equity slightly decreased - Total assets increased by **$56.7 million (5.2%)** to **$1.1 billion** at March 31, 2021[154](index=154&type=chunk) - Net loans and leases increased by **$27.3 million**, driven by growth in commercial and industrial loans (including PPP loans), commercial mortgage loans, and construction loans[155](index=155&type=chunk) - Nonperforming loans and leases increased to **$8.1 million (1.05% of total loans)** from **$4.8 million (0.64%)**, primarily due to a single **$4.9 million** non-accruing commercial real estate loan[156](index=156&type=chunk) - Total deposits increased by **$64.0 million (9.2%)** to **$757.1 million**, attributed to changes in customer savings habits and government stimulus[161](index=161&type=chunk) [Comparison of Results of Operations (for the Three Months Ended March 31, 2021 and 2020)](index=41&type=section&id=Comparison%20of%20Results%20of%20Operations) Net income for Q1 2021 increased to $2.6 million, driven by an 11.1% rise in net interest income and an 85.4% increase in non-interest income, despite higher non-interest expenses - Net interest income increased **11.1%** to **$8.8 million** in Q1 2021, compared to **$7.9 million** in Q1 2020[169](index=169&type=chunk) - Net interest margin increased to **3.44%** for Q1 2021 from **3.32%** in Q1 2020. PPP loan activity contributed **17 basis points** to the margin in Q1 2021[169](index=169&type=chunk) - Non-interest income increased by **85.4%** to **$1.8 million**, primarily due to a **$737,000** increase in gain on sale of loans[174](index=174&type=chunk) - Non-interest expense increased **26.3%** to **$7.0 million**, largely due to a **$1.1 million** increase in salaries and employee benefits, which included **$508,000** of expenses for equity awards granted in Q4 2020[175](index=175&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $249.8 million in cash and securities, and is well-capitalized with a total risk-based capital ratio of 20.8%, exceeding regulatory requirements - At March 31, 2021, the Bank had **$249.8 million** in cash and unpledged available-for-sale investment securities for its cash needs and could borrow an additional **$34.2 million** in FHLB advances[181](index=181&type=chunk) First Bank Richmond Capital Ratios (as of March 31, 2021) | Ratio | Actual | Required to be Well-Capitalized | | :--- | :--- | :--- | | Total risk-based capital | 20.8% | 10.0% | | Tier 1 risk-based capital | 19.5% | 8.0% | | Common equity tier 1 capital | 19.5% | 6.5% | | Tier 1 leverage (core) capital | 14.2% | 5.0% | [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=46&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) There have been no material changes in the market risk disclosures from the company's 2020 Annual Report on Form 10-K - There has not been any material change in the market risk disclosures contained in the company's 2020 Form 10-K[194](index=194&type=chunk) [Item 4. Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2021, with no material changes to internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of March 31, 2021[195](index=195&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, the company's internal controls[195](index=195&type=chunk) PART II OTHER INFORMATION [Item 1. Legal Proceedings](index=47&type=section&id=Item%201.%20Legal%20Proceedings) The company is not involved in any material legal proceedings beyond routine matters in the ordinary course of business - The company is not involved in any material legal proceedings outside of the ordinary course of business[199](index=199&type=chunk) [Item 1A. Risk Factors](index=47&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K - There have been no material changes in the Risk Factors previously disclosed in the Company's 2020 Form 10-K[200](index=200&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=47&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased 142,764 shares of common stock in Q1 2021 at an average price of $13.58, with 416,585 shares remaining available under the program Share Repurchases for Q1 2021 | Period | Total Shares Purchased | Average Price Paid Per Share (in dollars) | | :--- | :--- | :--- | | January 2021 | 44,491 | $13.63 | | February 2021 | 42,705 | $13.08 | | March 2021 | 55,568 | $13.92 | | **Total Q1 2021** | **142,764** | **$13.58** | - The stock repurchase program, authorized on October 21, 2020, allows for the repurchase of up to **664,969 shares** and will expire on November 16, 2021[205](index=205&type=chunk) [Item 3. Defaults Upon Senior Securities](index=47&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities during the period - Nothing to report[203](index=203&type=chunk) [Item 4. Mine Safety Disclosures](index=47&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[204](index=204&type=chunk) [Item 5. Other Information](index=47&type=section&id=Item%205.%20Other%20Information) The company reports no other information to disclose for the period - Nothing to report[205](index=205&type=chunk) [Item 6. Exhibits](index=48&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and interactive data files - Exhibits filed include CEO and CFO certifications (Rule 13a-14(a) and Section 1350) and XBRL data files[208](index=208&type=chunk)

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 NUMBER 001-38956 Richmond Mutual Bancorporation, Inc. (Exact Name of Registrant as Specified in its Charter) | Maryland | ...