
Part I. Financial Information This part presents the unaudited consolidated financial statements and management's discussion and analysis for the quarter Item 1. Financial Statements This section presents the unaudited consolidated financial statements of NB Bancorp, Inc. for the quarter ended March 31, 2025, and comparative periods. It includes the balance sheets, statements of income, comprehensive income, changes in shareholders' equity, and cash flows, along with detailed notes explaining corporate structure, accounting policies, securities, loans, employee benefits, fair value measurements, commitments, derivatives, other comprehensive income, regulatory capital, and earnings per share Consolidated Balance Sheets This section details the company's financial position, including assets, liabilities, and shareholders' equity at specific points in time | Metric | March 31, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :----------------------------- | :-------------------- | :------- | | Total assets | $5,242,157 | $5,157,737 | $84,420 | 1.64% | | Total liabilities | $4,502,546 | $4,392,570 | $109,976 | 2.50% | | Total shareholders' equity | $739,611 | $765,167 | $(25,556) | -3.34% | - Total assets increased by $84.4 million, or 1.6%, primarily driven by an increase in net loans, partially offset by a decrease in cash and cash equivalents7165 - Total shareholders' equity decreased by $25.6 million, or 3.3%, mainly due to a $40.7 million decrease in additional paid-in capital from the share repurchase program, partially offset by net income and other comprehensive income7176 Consolidated Statements of Income This section presents the company's revenues, expenses, and net income over specific reporting periods | Metric (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change | % Change | | :-------------------- | :-------------------------------- | :-------------------------------- | :----- | :------- | | Total interest income | $76,851 | $68,193 | $8,658 | 12.70% | | Total interest expense| $33,325 | $29,560 | $3,765 | 12.74% | | Net interest income | $43,526 | $38,633 | $4,893 | 12.67% | | Provision for credit losses | $1,158 | $4,429 | $(3,271)| -73.85% | | Noninterest income | $3,861 | $3,501 | $360 | 10.28% | | Noninterest expense | $28,660 | $25,565 | $3,095 | 12.11% | | Income before taxes | $17,569 | $12,140 | $5,429 | 44.72% | | Income tax expense | $4,914 | $3,439 | $1,475 | 42.89% | | Net income | $12,655 | $8,701 | $3,954 | 45.44% | | Basic EPS | $0.33 | $0.22 | $0.11 | 50.00% | | Diluted EPS | $0.33 | $0.22 | $0.11 | 50.00% | - Net income increased by $4.0 million, or 45.4%, to $12.7 million for Q1 2025, driven by a 12.7% increase in net interest income and a 73.9% decrease in the provision for credit losses, partially offset by higher noninterest expense and income tax expense177 Consolidated Statements of Comprehensive Income This section reports net income and other comprehensive income items, such as unrealized gains/losses on securities | Metric (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change | % Change | | :-------------------- | :-------------------------------- | :-------------------------------- | :----- | :------- | | Net income | $12,655 | $8,701 | $3,954 | 45.44% | | Other comprehensive income, net of tax | $1,702 | $212 | $1,490 | 702.83% |\ | Total comprehensive income, net of tax | $14,357 | $8,913 | $5,444 | 61.08% | - Total comprehensive income increased by $5.4 million, or 61.1%, to $14.4 million, primarily due to a significant increase in the net change in fair value of available-for-sale securities, net of tax, from $212,000 in Q1 2024 to $1.7 million in Q1 202513136 Consolidated Statements of Changes in Shareholders' Equity This section outlines changes in equity components, including net income, share repurchases, and other comprehensive income | Metric (in thousands) | Balance, December 31, 2024 | Net Income | Other Comprehensive Income | Repurchase of Common Shares | ESOP Shares Released | Balance, March 31, 2025 | | :-------------------- | :------------------------- | :--------- | :------------------------- | :-------------------------- | :------------------- | :---------------------- | | Common Stock | $427 | — | — | $(21) | — | $406 | | Additional Paid-In Capital | $417,247 | — | — | $(40,675) | $201 | $376,773 | | Unallocated Common Stock Held by ESOP | $(44,813) | — | — | — | $582 | $(44,231) | | Retained Earnings | $400,473 | $12,655 | — | — | — | $413,128 | | Accumulated Other Comprehensive Loss | $(8,167) | — | $1,702 | — | — | $(6,465) | | Total Shareholders' Equity | $765,167 | $12,655 | $1,702 | $(40,696) | $783 | $739,611 | - Shareholders' equity decreased by $25.6 million from December 31, 2024, to March 31, 2025, primarily due to a $40.7 million repurchase of common shares under the share repurchase plan, partially offset by net income of $12.7 million and other comprehensive income of $1.7 million16176 Consolidated Statements of Cash Flows This section categorizes cash inflows and outflows from operating, investing, and financing activities | Cash Flow Activity (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash from operating activities| $9,948 | $(11,407) | | Net cash used in investing activities| $(138,541) | $(74,634) | | Net cash from financing activities| $78,184 | $128,481 | | Net change in cash and cash equivalents | $(50,409) | $42,440 | | Cash and cash equivalents at end of period | $313,446 | $315,031 | - Net cash provided by operating activities significantly improved to $9.9 million in Q1 2025 from a net cash used of $11.4 million in Q1 2024. Net cash used in investing activities increased to $138.5 million, primarily due to higher loan originations. Net cash provided by financing activities decreased to $78.2 million, mainly due to common share repurchases and a decrease in FHLB borrowings19199200 Notes to Consolidated Financial Statements This section provides detailed explanations and disclosures supporting the consolidated financial statements Note 1 – Corporate Structure and Nature of Operations; Basis of Presentation This note describes the company's legal structure, primary operations, and the accounting principles used for financial reporting - NB Bancorp, Inc. is a Maryland corporation and bank holding company, operating through its wholly-owned subsidiary, Needham Bank, which provides banking services primarily in eastern Massachusetts22 - The Company's financial statements are prepared in conformity with U.S. GAAP and SEC rules, and it qualifies as an emerging growth company (EGC), electing to defer new accounting standards until nonpublic company effective dates2428 Note 2 – Summary of Significant Accounting Policies This note outlines the key accounting policies and significant estimates applied in preparing the financial statements - Management's preparation of financial statements involves significant estimates and assumptions, particularly for the allowance for credit losses, valuation and fair value measurements, benefit obligations, and income taxes31 - The Company does not expect recently issued accounting pronouncements, ASU 2024-03 (Expense Disaggregation Disclosures) and ASU 2023-09 (Improvements to Income Tax Disclosures), to have a material impact on its consolidated financial statements323334 Note 3 – Securities This note details the company's investment securities, including their fair values and any unrealized gains or losses | Available-for-Sale Debt Securities (in thousands) | March 31, 2025 Fair Value | December 31, 2024 Fair Value | Change | | :-------------------------------- | :------------------------ | :------------------------ | :----- | | U.S. Treasury securities | $72,331 | $69,084 | $3,247 | | U.S. Government agencies | $9,010 | $9,007 | $3 | | Agency mortgage-backed securities | $42,788 | $39,184 | $3,604 | | Agency collateralized mortgage obligations | $10,419 | $10,833 | $(414) | | Corporate bonds | $86,618 | $84,045 | $2,573 | | Municipal obligations | $7,373 | $9,806 | $(2,433)| | SBA securities | $6,141 | $6,246 | $(105) | | Total | $234,680 | $228,205 | $6,475 | - Available-for-sale securities increased by $6.5 million, or 2.8%, to $234.7 million as of March 31, 2025, primarily due to purchases of U.S. treasuries and mortgage-backed securities. The Company did not record any provision for estimated credit losses on these securities38167 - As of March 31, 2025, available-for-sale debt securities had aggregate unrealized losses of 4.9% from their amortized cost basis, primarily due to changes in market interest rates. Management intends and has the ability to hold these securities until maturity or cost recovery, thus no allowance for credit losses is deemed necessary45 Note 4 – Loans Receivable, Allowance for Credit Losses and Credit Quality This note provides information on the loan portfolio, the allowance for credit losses, and credit quality metrics | Loan Category (in thousands) | March 31, 2025 Amount | December 31, 2024 Amount | Change | % Change | | :--------------------------- | :-------------------- | :----------------------- | :----- | :------- | | One-to-four-family residential | $1,118,611 | $1,130,791 | $(12,180)| -1.08% | | Home equity | $126,718 | $124,041 | $2,677 | 2.16% | | Commercial real estate | $1,375,980 | $1,363,394 | $12,586| 0.92% | | Multi-family residential | $341,619 | $333,047 | $8,572 | 2.57% | | Construction and land development | $646,343 | $583,809 | $62,534| 10.71% | | Commercial and industrial | $609,458 | $559,828 | $49,630| 8.87% | | Consumer | $252,320 | $244,558 | $7,762 | 3.17% | | Total loans | $4,471,049 | $4,339,468 | $131,581| 3.03% | | Net loans | $4,426,162 | $4,294,408 | $131,754| 3.07% | - Net loans increased by $131.8 million, or 3.1%, to $4.43 billion as of March 31, 2025, primarily driven by growth in construction and development loans (10.7%), commercial and industrial loans (8.9%), and commercial real estate loans (0.9%)58170 | Allowance for Credit Losses (in thousands) | March 31, 2025 | December 31, 2024 | Change | | :--------------------------------------- | :------------- | :---------------- | :----- | | Balance at period end | $38,338 | $38,744 | $(406) | - The total provision for credit losses decreased significantly by $3.3 million, or 73.9%, to $1.2 million for Q1 2025, mainly due to decreases in qualitative factors on loans collateralized by purchased consumer loans and updated prepayment speeds across all loan segments183 - Nonaccrual loans decreased from $13.9 million at December 31, 2024, to $11.4 million at March 31, 2025, with commercial real estate loans showing the largest reduction in nonaccrual status62 Note 5 – Employee Benefits This note describes the company's employee benefit plans, including contributions and related expenses - The Company contributed $688,000 to its 401(k) Plan in Q1 2025, an increase from $619,000 in Q1 202478 - The Company made an additional $1.1 million contribution to the CBERA Plan in Q1 2025 as part of its final liquidation, following its withdrawal from the plan as of December 31, 202380 - Total compensation expense recognized for the Employee Stock Ownership Plan (ESOP) was $783,000 for Q1 2025, up from $588,000 in Q1 202493 - The NB Bancorp, Inc. 2025 Equity Incentive Plan was approved by shareholders on April 23, 2025, authorizing the issuance of up to 5,987,802 shares for various awards, including restricted stock and stock options94 Note 6 – Fair Value Measurements This note explains the methodologies and inputs used to measure the fair value of financial instruments - The Company categorizes financial assets and liabilities measured at fair value into three levels based on input reliability: Level 1 (active exchange markets), Level 2 (less active dealer/broker markets), and Level 3 (derived from other methodologies with unobservable inputs)9899100 | Asset/Liability (in thousands) | March 31, 2025 Fair Value | Level 1 | Level 2 | Level 3 | | :----------------------------- | :------------------------ | :------ | :------ | :------ | | Total available-for-sale debt securities | $234,680 | $72,331 | $153,518| $8,831 | | Derivative assets | $24,060 | — | $24,060 | — | | Derivative liabilities | $24,064 | — | $24,064 | — | | Collateral-dependent loans, net of reserve (non-recurring) | $9,053 | — | — | $9,053 | - For collateral-dependent loans, fair value is primarily determined using market valuation approaches based on independent appraisals (Level 2), but can be classified as Level 3 if significantly adjusted due to lack of marketability or if enterprise value methods are used108109 Note 7 – Commitments and Contingencies This note discloses off-balance sheet commitments, such as loan commitments, and potential contingent liabilities - The Company has significant off-balance sheet credit risk through commitments to originate loans, unadvanced funds on lines of credit and construction loans, and standby letters of credit116118 | Off-Balance Sheet Commitments (in thousands) | March 31, 2025 | December 31, 2024 | | :------------------------------------------- | :------------- | :---------------- | | Commitments to originate loans | $49,070 | $34,050 | | Unadvanced funds on lines of credit | $556,591 | $495,796 | | Unadvanced funds on construction loans | $488,275 | $416,450 | | Letters of credit | $6,317 | $6,043 | | Total | $1,100,253 | $952,339 | - The allowance for off-balance sheet commitments increased to $3.4 million as of March 31, 2025, from $3.2 million at December 31, 2024, with a provision of $211,000 recorded for Q1 2025122 Note 8 – Derivatives and Hedging Activities This note details the company's use of derivative instruments for risk management and their impact on financial results - The Company uses derivative financial instruments, primarily interest rate swap agreements, to manage interest rate risk and exposures to changes in the fair value of fixed-rate assets123125 - As of March 31, 2025, the Company had 69 interest rate swap agreements with an aggregate notional amount of $415.5 million, a decrease from $429.9 million at December 31, 2024130 - Swap contract income decreased significantly to $88,000 for Q1 2025 from $487,000 for Q1 2024, primarily due to fewer swaps executed133185 Note 9 – Other Comprehensive Income This note provides a breakdown of items included in other comprehensive income and accumulated other comprehensive loss | Component (in thousands) | March 31, 2025 (After-Tax) | March 31, 2024 (After-Tax) | | :----------------------- | :------------------------- | :------------------------- | | Net change in fair value of available-for-sale securities | $1,702 | $212 | | Total other comprehensive income (loss) | $1,702 | $212 | | Accumulated Other Comprehensive Loss (in thousands) | March 31, 2025 | December 31, 2024 | | :------------------------------------------------ | :------------- | :---------------- | | Net unrealized holding losses on available-for-sale securities, net of tax | $(5,685) | $(7,387) | | Unrecognized director pension plan benefits, net of tax | $(780) | $(780) | | Total accumulated other comprehensive loss | $(6,465) | $(8,167) | - Accumulated other comprehensive loss improved from $(8.2) million at December 31, 2024, to $(6.5) million at March 31, 2025, primarily due to a reduction in net unrealized holding losses on available-for-sale securities136 Note 10 – Regulatory Capital Requirements This note outlines the company's compliance with regulatory capital standards and its capital adequacy ratios - Both NB Bancorp, Inc. and Needham Bank exceeded all regulatory capital requirements as of March 31, 2025, and December 31, 2024, and were categorized as well-capitalized139203 NB Bancorp, Inc. Capital Ratios (March 31, 2025): | Capital Ratio | Actual Amount (in thousands) | Actual Ratio | Minimum for Adequacy | Minimum for Well Capitalized | | :------------------------ | :--------------------------- | :----------- | :------------------- | :--------------------------- | | Total Capital | $787,077 | 16.3% | 8.0% | 10.0% | | Tier 1 Capital | $745,325 | 15.4% | 6.0% | 8.0% | | Common Equity Tier 1 Capital | $745,325 | 15.4% | 4.5% | 6.5% | | Tier 1 Capital (to Total Average Assets) | $745,325 | 14.5% | 4.0% | 5.0% | Needham Bank Capital Ratios (March 31, 2025): | Capital Ratio | Actual Amount (in thousands) | Actual Ratio | Minimum for Adequacy | Minimum for Well Capitalized | | :------------------------ | :--------------------------- | :----------- | :------------------- | :--------------------------- | | Total Capital | $666,928 | 13.8% | 8.0% | 10.0% | | Tier 1 Capital | $625,176 | 12.9% | 6.0% | 8.0% | | Common Equity Tier 1 Capital | $625,176 | 12.9% | 4.5% | 6.5% | | Tier 1 Capital (to Total Average Assets) | $625,176 | 12.5% | 4.0% | 5.0% | Note 11 – Earnings Per Share ("EPS") This note presents the calculation of basic and diluted earnings per share | EPS Calculation (in thousands, except per share data) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :---------------------------------------------------- | :-------------------------------- | :-------------------------------- | | Net income applicable to common shares | $12,655 | $8,701 | | Average number of common shares outstanding used to calculate basic EPS | 38,755,746 | 39,689,644 | | Basic and diluted EPS | $0.33 | $0.22 | - Basic and diluted EPS increased to $0.33 for Q1 2025 from $0.22 for Q1 2024, reflecting the higher net income and a decrease in weighted average common shares outstanding143 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the Company's financial condition and operating results for the three months ended March 31, 2025, compared to the prior year. It covers key balance sheet changes, income statement performance, critical accounting policies, non-GAAP financial measures, and an analysis of liquidity and capital resources, highlighting factors influencing financial performance and future outlook General This section provides an overview and context for understanding the financial condition and operating results - This section aims to assist in understanding the financial condition and results of operations for the three months ended March 31, 2025 and 2024, and should be read with the unaudited financial statements144 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This section warns readers about the inherent uncertainties and risks associated with forward-looking statements - The report contains forward-looking statements regarding goals, business plans, loan portfolio quality, and future costs/benefits, which are subject to significant business, economic, and competitive uncertainties146 - Actual future results may differ materially due to factors such as economic weakening, inflationary pressures, financial market volatility, interest rate changes, loan delinquencies, regulatory changes, and technological shifts147149 Critical Accounting Policies This section highlights the accounting policies that require significant judgment and estimation by management - There are no material changes to the critical accounting policies disclosed in the Company's Annual Report on Form 10-K filed on March 7, 2025150 - Key critical accounting policies include the Allowance for Credit Losses (CECL methodology, collective and individual assessments), Income Taxes (liability method, deferred tax assets/liabilities, valuation allowance), and Securities Valuation (available-for-sale securities at fair value, impairment assessment)151155156157159 Non-GAAP Financial Measures This section explains the use of non-GAAP financial measures and their reconciliation to GAAP equivalents - The Company presents non-GAAP financial measures, such as operating net income and tangible book value per share, which management believes are useful for investors and regulators to evaluate financial condition, but these should not substitute GAAP results161163 | Non-GAAP Metric (in thousands) | March 31, 2025 | December 31, 2024 | | :----------------------------- | :------------- | :---------------- | | Total tangible shareholders' equity | $738,569 | $764,088 | | Total tangible assets | $5,241,115 | $5,156,658 | | Tangible shareholders' equity / tangible assets | 14.09% | 14.82% | | Tangible book value per share | $18.20 | $17.89 | | Operating Performance (Non-GAAP, in thousands, except per share data) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------------------------------ | :-------------------------------- | :-------------------------------- | | Operating net income | $13,693 | $8,980 | | Operating earnings per share, basic | $0.35 | $0.23 | | Operating return on average assets | 1.08% | 0.80% | | Operating return on average shareholders' equity | 7.33% | 4.92% | | Operating efficiency ratio | 57.91% | 59.75% | Comparison of Financial Condition as of March 31, 2025 and December 31, 2024 This section analyzes changes in the company's balance sheet items between the two reporting dates - Total assets increased by $84.4 million (1.6%) to $5.24 billion, primarily due to growth in net loans, partially offset by a decrease in cash and cash equivalents165 - Cash and cash equivalents decreased by $50.4 million (13.9%) to $313.4 million, mainly due to loan originations and FHLB borrowing paydowns166 - Net loans grew by $131.8 million (3.1%) to $4.43 billion, driven by increases in construction and development loans (10.7%), commercial and industrial loans (8.9%), and commercial real estate loans (0.9%)170 - Deposits increased by $149.0 million (3.6%) to $4.33 billion, with core deposits rising by $149.5 million (3.9%), primarily from money market accounts and certificates of deposit173 - FHLB borrowings decreased by $30.0 million (24.8%) to $90.8 million, attributed to overall deposit growth174 Comparison of Operating Results for the Three Months Ended March 31, 2025 and March 31, 2024 This section compares the company's income statement performance for the current and prior year quarters - Net income increased by $4.0 million (45.4%) to $12.7 million, while operating net income (excluding one-time charges) rose by $4.7 million (52.5%) to $13.7 million177179 - Interest and dividend income increased by $8.7 million (12.7%) to $76.9 million, driven by a $7.4 million increase in interest and fees on loans due to portfolio growth and a $1.0 million increase in interest on securities from higher yields and average balances179 - Total interest expense increased by $3.8 million (12.7%) to $33.3 million, primarily due to a $4.0 million increase in interest on deposit accounts from higher average balances in certificates of deposit and money market accounts181 - Net interest income increased by $4.9 million (12.7%) to $43.5 million, benefiting from a $591.6 million increase in average interest-earning assets and a 17 basis point decrease in the weighted average rate on interest-bearing liabilities182 - Noninterest income increased by $360,000 (10.3%) to $3.9 million, mainly due to higher customer service fees and an increase in the cash surrender value of BOLI, partially offset by decreases in other income and swap contract fees185 - Noninterest expense increased by $3.1 million (12.1%) to $28.7 million, primarily due to higher salaries and employee benefits (including a one-time pension expense), increased data processing expenses, and higher FDIC and state insurance assessments186 Average Balances and Yields This section presents average balances of interest-earning assets and interest-bearing liabilities, along with their respective yields and rates | Metric | March 31, 2025 | March 31, 2024 | | :-------------------------------- | :------------- | :------------- | | Average Outstanding Balance (Interest-earning assets) | $4,888,611 | $4,296,999 | | Average Yield (Interest-earning assets) | 6.38% | 6.38% | | Average Outstanding Balance (Interest-bearing liabilities) | $3,727,613 | $3,125,897 | | Average Rate (Interest-bearing liabilities) | 3.63% | 3.80% | | Net interest rate spread | 2.75% | 2.58% | | Net interest margin | 3.61% | 3.62% | - Average interest-earning assets increased by $591.6 million to $4.89 billion, while the yield remained stable at 6.38%. The net interest rate spread improved to 2.75% from 2.58%, despite a slight decrease in net interest margin to 3.61%189180182 Rate/Volume Analysis This section breaks down the changes in net interest income into components attributable to changes in interest rates and volumes | Change in Net Interest Income (in thousands) | Due to Volume | Due to Rate | Total Change | | :------------------------------------------- | :------------ | :---------- | :----------- | | Interest-earning assets | $8,642 | $16 | $8,658 | | Interest-bearing liabilities | $5,229 | $(1,464) | $3,765 | | Change in net interest income | $3,413 | $1,480 | $4,893 | - The $4.9 million increase in net interest income was primarily driven by volume changes ($3.4 million) in both interest-earning assets and interest-bearing liabilities, with a positive contribution from rate changes ($1.5 million)193 Liquidity and Capital Resources This section discusses the company's ability to meet its financial obligations and its capital adequacy - The Company's primary liquidity sources include deposits, loan/security payments, and borrowings from FHLB and FRB. As of March 31, 2025, it had $90.8 million in FHLB advances and $754.3 million in unused borrowing capacity, plus $651.2 million available from the FRB's BIC program194 - Non-brokered certificates of deposit due within one year totaled $1.54 billion, representing 35.6% of total deposits. The Company anticipates retaining a significant portion of these maturing deposits198 - The Company maintains a strong liquidity position, continuously monitoring and modeling stress scenarios to assess potential outflows and funding problems, and expects to meet current funding commitments202 - Both Needham Bank and NB Bancorp, Inc. exceeded all regulatory capital requirements and were categorized as well-capitalized as of March 31, 2025203 Impact of Inflation and Changing Prices This section addresses the potential effects of inflation and interest rate changes on the company's financial performance - The financial statements are prepared using historical dollars, not accounting for inflation. For financial institutions, interest rates have a more significant impact on performance than inflation, as most assets and liabilities are monetary204 Item 3. Quantitative and Qualitative Disclosures about Market Risk This section is not applicable as the Registrant is an emerging growth company - The Registrant, as an emerging growth company, is not required to provide quantitative and qualitative disclosures about market risk205 Item 4. Controls and Procedures This section reports on the effectiveness of the company's disclosure controls and internal controls over financial reporting - The Company's disclosure controls and procedures were evaluated and deemed effective as of March 31, 2025207 - No material changes in internal controls over financial reporting occurred during the quarter ended March 31, 2025208 Part II. Other Information This part covers legal proceedings, risk factors, equity security sales, defaults, mine safety, other information, and exhibits Item 1. Legal Proceedings This section describes any material legal actions or proceedings involving the company - Legal actions arising in the normal course of business are not expected to materially adversely affect the Company's financial condition or results of operations210 Item 1A. Risk Factors This section outlines the significant risks and uncertainties that could materially affect the company's business and financial results - No material changes to risk factors have occurred since the Annual Report on Form 10-K for the year ended December 31, 2024211 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities This section details any unregistered sales of equity securities and the company's share repurchase activities | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :------------------------ | :----------------------------- | :--------------------------- | | January 1 - January 31, 2025 | 246,285 | $19.33 | | February 1 - February 28, 2025 | 656,303 | $19.34 | | March 1 - March 31, 2025 | 1,232,698 | $18.86 | | Total | 2,135,286 | $19.06 | - The Company completed its stock repurchase program on March 28, 2025, purchasing a total of 2,135,286 shares, representing 5% of outstanding common stock213 Item 3. Defaults upon Senior Securities This section reports on any defaults concerning the company's senior securities - No defaults upon senior securities occurred214 Item 4. Mine Safety Disclosures This section confirms the non-applicability of mine safety disclosures to the company - Mine Safety Disclosures are not applicable to the Company215 Item 5. Other Information This section provides disclosures on other material information not covered elsewhere, such as Rule 10b5-1 trading arrangements - No directors or executive officers adopted or terminated Rule 10b5-1 trading arrangements during the quarter216 Item 6. Exhibits This section lists all documents filed as exhibits to the report, including certifications - Exhibits include CEO and CFO certifications (Sections 302 and 906 of Sarbanes-Oxley Act) and various XBRL taxonomy documents217 SIGNATURES This section contains the official signatures of the company's authorized officers, certifying the report's accuracy - The report was signed by Joseph Campanelli, Chairman, President and CEO, and Jean-Pierre Lapointe, EVP and CFO, on May 9, 2025221