Tompkins Financial(TMP) - 2025 Q2 - Quarterly Report

PART I - FINANCIAL INFORMATION Item 1 – Financial Statements Presents unaudited consolidated financial statements, including condition, income, cash flows, equity, and detailed notes for H1 2025 Consolidated Statements of Condition Summarizes the company's financial position, assets, liabilities, and equity at specific reporting dates Consolidated Statements of Condition (In thousands) | Metric | 06/30/2025 | 12/31/2024 | | :----------------------------------- | :--------- | :--------- | | ASSETS | | | | Total Assets | $8,373,818 | $8,109,080 | | Cash and Cash Equivalents | $212,551 | $134,398 | | Available-for-sale debt securities | $1,275,370 | $1,231,532 | | Held-to-maturity debt securities | $312,493 | $312,462 | | Net Loans and Leases | $6,114,099 | $5,963,426 | | LIABILITIES | | | | Total Deposits | $6,715,795 | $6,471,805 | | Federal funds purchased and securities sold under agreements to repurchase | $127,111 | $37,036 | | Other borrowings | $672,696 | $790,247 | | Total Liabilities | $7,612,025 | $7,395,636 | | EQUITY | | | | Total Equity | $761,793 | $713,444 | | Total Liabilities and Equity | $8,373,818 | $8,109,080 | - Total Assets increased by $264.7 million (3.3%) from December 31, 2024, to June 30, 2025, driven by increases in cash and cash equivalents, total securities, and total loans[15][202] - Total Deposits increased by $244.0 million (3.8%) from December 31, 2024, to June 30, 2025, while Other Borrowings decreased by $117.6 million (14.9%)[15][202] Consolidated Statements of Income Details the company's revenues, expenses, and net income over specific reporting periods Consolidated Statements of Income (In thousands, except per share data) | Metric | Three Months Ended 06/30/2025 | Three Months Ended 06/30/2024 | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :------------------------------------------------ | :---------------------------- | :---------------------------- | :-------------------------- | :-------------------------- | | Total Interest and Dividend Income | $93,646 | $85,240 | $183,108 | $168,423 | | Total Interest Expense | $33,516 | $34,287 | $66,316 | $66,795 | | Net Interest Income | $60,130 | $50,953 | $116,792 | $101,628 | | Provision for credit loss expense | $2,780 | $2,172 | $8,067 | $3,026 | | Total Noninterest Income | $22,512 | $21,776 | $47,544 | $43,913 | | Total Noninterest Expenses | $51,623 | $49,942 | $102,230 | $99,799 | | Income Before Income Tax Expense | $28,239 | $20,615 | $54,039 | $42,716 | | Income Tax Expense | $6,768 | $4,902 | $12,889 | $10,100 | | Net Income Attributable to Tompkins Financial Corporation | $21,471 | $15,682 | $41,150 | $32,554 | | Basic Earnings Per Share | $1.51 | $1.10 | $2.89 | $2.29 | | Diluted Earnings Per Share | $1.50 | $1.10 | $2.87 | $2.29 | - Net income attributable to Tompkins Financial Corporation increased by 36.9% for the three months ended June 30, 2025, and by 26.4% for the six months ended June 30, 2025, compared to the same periods in 2024[17][165] - Diluted EPS increased by $0.40 (36.4%) for the three months ended June 30, 2025, and by $0.58 (25.3%) for the six months ended June 30, 2025, year-over-year[17][165] Consolidated Statements of Comprehensive Income Reports net income and other comprehensive income items, reflecting total non-owner changes in equity Consolidated Statements of Comprehensive Income (In thousands) | Metric | Three Months Ended 06/30/2025 | Three Months Ended 06/30/2024 | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :---------------------------------------------------------------- | :---------------------------- | :---------------------------- | :-------------------------- | :-------------------------- | | Net income attributable to noncontrolling interests and Tompkins Financial Corporation | $21,471 | $15,713 | $41,150 | $32,616 | | Other comprehensive income (loss) | $7,095 | $(854) | $23,377 | $(10,665) | | Total comprehensive income attributable to Tompkins Financial Corporation | $28,566 | $14,828 | $64,527 | $21,889 | - Total comprehensive income attributable to Tompkins Financial Corporation significantly increased by 92.6% for the three months ended June 30, 2025, and by 194.8% for the six months ended June 30, 2025, primarily due to a positive change in net unrealized gain (loss) on available-for-sale debt securities[19][87] Consolidated Statements of Cash Flows Outlines cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows (In thousands) | Activity | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :------------------------------------------ | :-------------------------- | :-------------------------- | | Net Cash Provided by Operating Activities | $41,172 | $50,523 | | Net Cash (Used in) Provided by Investing Activities | $(161,900) | $(84,745) | | Net Cash Provided by (Used in) Financing Activities | $198,881 | $25,595 | | Net Increase (Decrease) in Cash and Cash Equivalents | $78,153 | $(8,627) | | Cash and cash equivalents at end of period | $212,551 | $70,915 | - Net cash provided by operating activities decreased by 18.5% year-over-year for the six months ended June 30, 2025[21] - Net cash provided by financing activities saw a substantial increase, turning from a net inflow of $25.6 million in 2024 to $198.9 million in 2025, primarily due to increased net time deposits and other borrowings[21] - The company experienced a net increase in cash and cash equivalents of $78.2 million for the six months ended June 30, 2025, a significant improvement from a net decrease of $8.6 million in the prior year[21] Consolidated Statements of Changes in Shareholders' Equity Details changes in equity components, including net income, OCI, dividends, and stock activities Consolidated Statements of Changes in Shareholders' Equity (In thousands) | Metric | Balance at 01/01/2025 | Net Income | Other Comprehensive Income | Cash Dividends | Other Activities | Balance at 06/30/2025 | | :-------------------------------- | :-------------------- | :--------- | :------------------------- | :------------- | :--------------- | :-------------------- | | Total Equity | $713,444 | $41,150 | $23,377 | $(17,922) | $1,744 | $761,793 | Key Changes (Six Months Ended June 30, 2025) * Net Income: $41,150 thousand * Other Comprehensive Income: $23,377 thousand * Cash Dividends: $(17,922) thousand * Treasury Stock Issued: $73 thousand * Stock-based Compensation Expense: $1,795 thousand * Restricted Stock Activity: $(121) thousand - Total Equity increased by $48.3 million (6.8%) from December 31, 2024, to June 30, 2025, primarily driven by net income generation and a significant increase in accumulated other comprehensive income[25][229] Notes to Unaudited Consolidated Financial Statements Provides detailed explanations and disclosures supporting the consolidated financial statements Note 1. Business Describes the company's operations as a financial holding company offering diverse financial services - Tompkins Financial Corporation operates as a Financial Holding Company, offering commercial and consumer banking, leasing, trust and investment management, financial planning, wealth management, and insurance services through its wholly-owned subsidiaries, Tompkins Community Bank and Tompkins Insurance Agencies, Inc[26] - The Company is regulated by the Federal Reserve Board, SEC, FDIC, NYSDFS, and Pennsylvania Insurance Department[26][27][28] Note 2. Basis of Presentation Explains the accounting principles, critical policies, and impact of new accounting standards - The unaudited consolidated financial statements are prepared in accordance with GAAP and SEC rules, with certain disclosures condensed or omitted. Management's critical accounting policy includes the determination of the allowance for credit losses[29] - Newly adopted accounting standards ASU 2023-07 (Segment Reporting) and ASU 2024-02 (Codification Improvements) did not significantly impact financial statements or disclosures[34][35] - ASU 2023-09 (Income Tax Disclosures) and ASU 2024-03 (Disaggregation of Income Statement Expenses) are pending adoption, with ASU 2023-09's potential impact currently being evaluated[37][38] Note 3. Securities Details available-for-sale and held-to-maturity debt securities, including fair values and unrealized gains/losses Available-for-Sale Debt Securities (In thousands) | Metric | 06/30/2025 | 12/31/2024 | | :------------------------------------------ | :--------- | :--------- | | Amortized Cost | $1,380,080 | $1,367,123 | | Fair Value | $1,275,370 | $1,231,532 | | Gross Unrealized Gains | $9,152 | $3,835 | | Gross Unrealized Losses | $113,862 | $139,426 | Held-to-Maturity Debt Securities (In thousands) | Metric | 06/30/2025 | 12/31/2024 | | :------------------------------------------ | :--------- | :--------- | | Amortized Cost | $312,493 | $312,462 | | Fair Value | $278,948 | $267,295 | | Gross Unrealized Losses | $33,545 | $45,167 | - Net unrealized losses on available-for-sale debt securities decreased from $135.6 million at December 31, 2024, to $104.7 million at June 30, 2025, primarily due to interest rate volatility and maturities[40][41][56] - The Company determined that all impaired available-for-sale and held-to-maturity debt securities were impaired due to changes in interest rates and market liquidity, not creditworthiness, and therefore no allowance for credit losses was recorded for these securities[45][46][47][205] Note 4. Loans and Leases Provides a breakdown of loan and lease portfolios, including past due and nonaccrual balances Loans and Leases (In thousands) | Loan Type | 06/30/2025 | 12/31/2024 | | :------------------------------------------ | :--------- | :--------- | | Commercial and industrial | $1,007,087 | $965,575 | | Commercial real estate | $3,500,581 | $3,379,817 | | Residential real estate | $1,570,566 | $1,570,840 | | Consumer and other | $87,836 | $96,392 | | Leases | $11,001 | $12,484 | | Total loans and leases, net | $6,172,654 | $6,019,922 | Past Due Loans (In thousands) | Category | 06/30/2025 | 12/31/2024 | | :------------------------------------------ | :--------- | :--------- | | Total Past Due Loans (30+ days) | $50,281 | $52,907 | | 90 Days or More Past Due | $44,424 | $24,079 | Nonaccrual Loans (In thousands) | Category | 06/30/2025 | 12/31/2024 | | :------------------------------------------ | :--------- | :--------- | | Total Nonaccrual Loans | $52,325 | $50,548 | - Total loans and leases increased by $152.7 million (2.5%) from December 31, 2024, to June 30, 2025, primarily driven by growth in commercial real estate and commercial and industrial portfolios[53][206] - Loans 90 days or more past due significantly increased from $24.1 million at December 31, 2024, to $44.4 million at June 30, 2025, mainly in commercial real estate[55][56] Note 5. Allowance for Credit Losses Details the allowance for credit losses, including activity, charge-offs, recoveries, and key ratios Allowance for Credit Losses (ACL) Activity (In thousands) | Metric | Three Months Ended 06/30/2025 | Three Months Ended 06/30/2024 | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :------------------------------------------ | :---------------------------- | :---------------------------- | :-------------------------- | :-------------------------- | | Beginning balance | $61,023 | $51,704 | $56,496 | $51,584 | | Charge-offs | $(5,413) | $(656) | $(6,377) | $(1,101) | | Recoveries | $159 | $147 | $390 | $364 | | Provision for credit loss expense | $2,786 | $1,864 | $8,046 | $2,212 | | Ending Balance | $58,555 | $53,059 | $58,555 | $53,059 | ACL Ratios | Metric | 06/30/2025 | 12/31/2024 | 06/30/2024 | | :------------------------------------------ | :--------- | :--------- | :--------- | | ACL as a percentage of total loans and leases | 0.95% | 0.94% | 0.92% | | ACL / nonperforming loans and leases | 111.55% | 111.06% | 84.94% | - The ACL increased to $58.6 million at June 30, 2025, from $56.5 million at year-end 2024, reflecting loan growth, updated economic forecasts, and increased qualitative reserves for commercial and industrial loans[217] - Net charge-offs for the six months ended June 30, 2025, significantly increased to $6.0 million from $737,000 in the prior year, largely due to a $4.7 million partial charge-off on one commercial real estate relationship[71][219] Note 6. Earnings Per Share Presents basic and diluted earnings per share calculations and related weighted average shares Earnings Per Share (In thousands, except share and per share data) | Metric | Three Months Ended 06/30/2025 | Three Months Ended 06/30/2024 | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :------------------------------------------------ | :---------------------------- | :---------------------------- | :-------------------------- | :-------------------------- | | Net earnings allocated to common shareholders | $21,471 | $15,682 | $41,150 | $32,554 | | Weighted average shares outstanding - Basic | 14,246,395 | 14,214,574 | 14,246,266 | 14,213,242 | | Weighted average shares outstanding - Diluted | 14,320,125 | 14,239,626 | 14,319,781 | 14,238,992 | | Basic EPS | $1.51 | $1.10 | $2.89 | $2.29 | | Diluted EPS | $1.50 | $1.10 | $2.87 | $2.29 | - Basic and Diluted EPS increased significantly for both the three and six months ended June 30, 2025, compared to the prior year, reflecting higher net income[85][86] Note 7. Other Comprehensive Income (Loss) Details components of other comprehensive income and accumulated other comprehensive income Other Comprehensive Income (Loss) (In thousands, Net of Tax) | Metric | Three Months Ended 06/30/2025 | Three Months Ended 06/30/2024 | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :---------------------------------------------------------------- | :---------------------------- | :---------------------------- | :-------------------------- | :-------------------------- | | Change in net unrealized gain (loss) on AFS debt securities | $7,044 | $(1,051) | $23,161 | $(11,079) | | Employee benefit plans (amortization) | $51 | $197 | $216 | $414 | | Total Other Comprehensive Income (Loss) | $7,095 | $(854) | $23,377 | $(10,665) | Accumulated Other Comprehensive (Loss) Income (In thousands) | Metric | Balance at 01/01/2025 | Net Current-Period OCI | Balance at 06/30/2025 | | :------------------------------------------ | :-------------------- | :--------------------- | :-------------------- | | Available-for-Sale Debt Securities | $(101,694) | $23,161 | $(78,533) | | Employee Benefit Plans | $(16,798) | $216 | $(16,582) | | Total Accumulated Other Comprehensive (Loss) Income | $(118,492) | $23,377 | $(95,115) | - Other comprehensive income significantly improved from a loss of $10.7 million in the first six months of 2024 to a gain of $23.4 million in the first six months of 2025, primarily driven by a positive change in net unrealized gains on available-for-sale debt securities[87][88] Note 8. Financial Guarantees Outlines the company's financial guarantees, primarily standby letters of credit, and associated risks - The Company's maximum potential obligation under standby letters of credit was $35.4 million at June 30, 2025, a decrease from $38.5 million at December 31, 2024[93] - Management does not anticipate significant losses from these transactions and uses the same credit policies as for on-balance sheet lending decisions, often requiring collateral[93] Note 9. Segment and Related Information Provides financial performance data for the Banking, Insurance, and Wealth Management segments - The Company manages its operations through three reportable business segments: Banking, Insurance (Tompkins Insurance Agencies, Inc.), and Wealth Management (Tompkins Financial Advisors)[94] Net Income Attributable to Tompkins Financial Corporation by Segment (In thousands) | Segment | Three Months Ended 06/30/2025 | Three Months Ended 06/30/2024 | Six Months Ended 06/30/2025 | Six Months Ended 06/30/2024 | | :------------------------------------------ | :---------------------------- | :---------------------------- | :-------------------------- | :-------------------------- | | Banking | $18,694 | $12,971 | $34,378 | $26,522 | | Insurance | $1,621 | $1,553 | $4,794 | $3,946 | | Wealth Management | $1,156 | $1,158 | $1,978 | $2,086 | | Consolidated Total | $21,471 | $15,682 | $41,150 | $32,554 | - The Banking segment's net income increased by 44.1% for the three months and 29.6% for the six months ended June 30, 2025, year-over-year, primarily due to increased net interest income[100][102][105][168] - The Insurance segment's net income increased by 4.4% for the three months and 21.5% for the six months ended June 30, 2025, year-over-year, driven by growth in commissions and contingency revenue[100][102][105][174][175] - The Wealth Management segment's net income remained stable for the three months but decreased by 5.2% for the six months ended June 30, 2025, year-over-year, despite revenue growth from customer account sales and trust termination fees, due to higher noninterest expenses[100][102][105][177][178] Note 10. Fair Value Measurements Details fair value measurements for financial instruments, categorized by valuation input levels Recurring Fair Value Measurements (In thousands) as of June 30, 2025 | Asset Type | Total Fair Value | Level 1 | Level 2 | Level 3 | | :------------------------------------------ | :--------------- | :------ | :------ | :------ | | Available-for-sale debt securities | $1,275,370 | $0 | $1,275,370 | $0 | | Equity securities, at fair value | $784 | $0 | $0 | $784 | | Derivatives designated as hedging instruments | $350 | $0 | $350 | $0 | | Derivatives not designated as hedging instruments | $4,554 | $0 | $4,554 | $0 | Estimated Fair Value of Financial Instruments (In thousands) as of June 30, 2025 | Instrument | Carrying Amount | Fair Value | Level 1 | Level 2 | Level 3 | | :------------------------------------------ | :-------------- | :--------- | :------ | :------ | :------ | | Cash and cash equivalents | $212,551 | $212,551 | $212,551 | $0 | $0 | | Securities - held-to-maturity | $312,493 | $278,948 | $0 | $278,948 | $0 | | Loans/leases, net | $6,114,099 | $5,810,384 | $0 | $0 | $5,810,384 | - The Company's available-for-sale debt securities and derivatives are primarily valued using Level 2 inputs, while equity securities and net loans/leases utilize Level 3 inputs[108][120] - Individually evaluated loans and OREO are measured at fair value on a nonrecurring basis, with collateral values estimated using Level 3 inputs based on appraisals and customized discounting criteria[113][118] Note 11. Derivatives and Hedging Activities Explains the company's use of interest rate derivatives for hedging and risk management - The Company uses interest rate swaps to manage fair value exposure on fixed-rate assets (designated as fair value hedges) and to help commercial loan borrowers manage interest rate risk (not designated as hedges)[127][128][131] Derivative Assets (In thousands) | Type | Notional Amount (06/30/2025) | Fair Value (06/30/2025) | Notional Amount (12/31/2024) | Fair Value (12/31/2024) | | :------------------------------------------ | :--------------------------- | :---------------------- | :--------------------------- | :---------------------- | | Designated as hedging instruments | $100,000 | $350 | $150,000 | $864 | | Not designated as hedging instruments | $193,867 | $4,554 | $175,865 | $1,831 | Derivative Liabilities (In thousands) | Type | Notional Amount (06/30/2025) | Fair Value (06/30/2025) | Notional Amount (12/31/2024) | Fair Value (12/31/2024) | | :------------------------------------------ | :--------------------------- | :---------------------- | :--------------------------- | :---------------------- | | Not designated as hedging instruments | $193,867 | $4,906 | $178,646 | $1,990 | | Risk Participation Agreement | $61,227 | $128 | $44,387 | $83 | - The fair value of derivatives in a net liability position related to credit-risk-related contingent features increased from $1.3 million at December 31, 2024, to $4.9 million at June 30, 2025[144] Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations Management's analysis of financial condition and results for H1 2025, covering key performance drivers and financial health BUSINESS Overview of the company's community-based financial services, strategic focus, and competitive landscape - Tompkins Financial Corporation is a community-based financial services organization offering banking, wealth management, and insurance services, with a strategic focus on responsible and sustainable organic growth and potential acquisitions[146] - The Company's banking segment operates 54 offices across New York and Pennsylvania, providing commercial, agricultural, consumer, and real estate loans, alongside various digital banking services[147] - Competition is strong from various financial institutions, but Tompkins leverages its community-based model, personalized services, and efficient lending decisions to compete effectively[151][152] OTHER IMPORTANT INFORMATION Discusses forward-looking statements, critical accounting policies, and recent regulatory developments - The report includes forward-looking statements subject to risks and uncertainties, such as changes in economic, market, and regulatory conditions, interest rates, and cybersecurity threats[156][157] - The allowance for credit losses (ACL) is identified as a critical accounting policy due to the inherent uncertainty and subjectivity in estimating credit losses, which relies on borrower-specific data and macroeconomic assumptions[159][162][163] - Recent federal tax law amendments (HR.1 – One Big Beautiful Bill Act, signed July 4, 2025) are currently being evaluated for their potential impact on future periods[164] RESULTS OF OPERATIONS Analyzes net interest income, credit loss provision, noninterest income/expense, and overall profitability Performance Summary (In millions, except per share data) | Metric | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------------------------ | :------ | :------ | :------- | :------- | | Net Income | $21.5 | $15.7 | $41.2 | $32.6 | | Diluted EPS | $1.50 | $1.10 | $2.87 | $2.29 | | Return on Average Assets (ROA) | 1.05% | 0.81% | 1.02% | 0.84% | | Return on Average Shareholders' Equity (ROE) | 11.48% | 9.51% | 11.23% | 9.85% | - Net interest income increased by 18.0% for Q2 2025 and 14.9% for YTD 2025 year-over-year, driven by higher average loan balances, increased loan yields, and reduced funding costs[169][184][185] - Provision for credit losses increased to $2.8 million for Q2 2025 and $8.1 million for YTD 2025, up from $2.2 million and $3.0 million respectively in 2024, mainly due to a commercial real estate charge-off and updated economic forecasts[170][193] - Noninterest income increased by 3.4% for Q2 2025 and 8.3% for YTD 2025, primarily from insurance commissions and other income, including gains on OREO sales and residential loans[194][195][198] - Noninterest expense rose by 3.4% for Q2 2025 and 2.4% for YTD 2025, mainly due to higher compensation and benefits, partially offset by lower technology expenses[199][200] FINANCIAL CONDITION Examines asset growth, securities portfolio, loan quality, equity, deposits, and liquidity position - Total assets grew by $264.7 million (3.3%) to $8.4 billion at June 30, 2025, with increases in loans, cash, and securities[202] - The securities portfolio, at $1.6 billion, saw a decrease in net unrealized losses from $135.6 million at December 31, 2024, to $104.7 million at June 30, 2025, due to interest rate volatility and maturities[203] - Total loans and leases increased by $152.7 million (2.5%) to $6.2 billion, driven by commercial real estate and commercial and industrial loan growth[206] - Nonperforming assets decreased by $12.6 million (19.3%) to $52.6 million at June 30, 2025, primarily due to the sale of a $14.3 million OREO property[225] - Total equity increased by $48.3 million (6.8%) to $761.8 million, supported by net income and a rise in accumulated other comprehensive income[229] - Total deposits increased by $244.0 million (3.8%) to $6.7 billion, with growth in checking, money market, savings, and time deposits, including brokered deposits[234] - Liquidity remains strong, with reliable sources of liquidity at 15.0% of total assets (18.0% including Federal Reserve Bank borrowing capacity), exceeding the Board's 6% policy limit[240][241] Item 3 - Quantitative and Qualitative Disclosures About Market Risk Details the company's interest rate risk management, including simulation models and static gap analysis - Interest rate risk is the primary market risk, managed using income simulation models to estimate the potential effect of interest rate shifts on net interest income[250] - The Board's policy limits net interest income decline to no more than 10% in one year from a 100 basis point parallel rate change[251] Interest Rate Sensitivity Analysis (May 31, 2025) | Scenario | One-Year Change in Net Interest Income | | :------------------------------------------ | :------------------------------------- | | +200 basis point parallel shift | -3.2% | | -200 basis point parallel shift | +3.2% | - The Company's one-year net interest rate gap was a negative $413.8 million (4.94% of total assets) at June 30, 2025, suggesting higher risk in a rising rate environment over the next 12 months[256][257][258] Item 4 - Controls and Procedures Management assessed the effectiveness of disclosure controls and internal control over financial reporting - The Company's disclosure controls and procedures were deemed effective as of June 30, 2025[259][260] - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025[261] PART II - OTHER INFORMATION Item 1 – Legal Proceedings Discusses ongoing legal claims and actions, with no material aggregate ultimate liability anticipated - Management does not anticipate material aggregate ultimate liability from pending or threatened legal proceedings[262] Item 1A – Risk Factors Confirms no material changes to risk factors previously disclosed in the 2024 Annual Report on Form 10-K - No material changes to previously disclosed risk factors in the 2024 Form 10-K[263] Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds Details issuer purchases of equity securities, unregistered sales, and the expiration of the share repurchase plan Issuer Purchases of Equity Securities (April 1, 2025 - June 30, 2025) | Period | Total Shares Purchased | Average Price Paid Per Share | | :------------------------------------------ | :--------------------- | :--------------------------- | | April 1, 2025 through April 30, 2025 | 2,072 | $63.35 | | May 1, 2025 through May 31, 2025 | 2,120 | $64.53 | | June 1, 2025 through June 30, 2025 | 0 | $0.00 | | Total | 4,192 | $63.94 | - The 2023 Repurchase Plan, authorizing up to 400,000 shares, expired on July 20, 2025, with no shares repurchased under the plan[266] - On April 3, 2025, 581 shares of common stock were issued to non-employee directors under the Director Retainer Plan, valued at $36,806.35[267] Item 3 - Defaults Upon Senior Securities Reports no defaults upon senior securities - No defaults upon senior securities[268] Item 4 - Mine Safety Disclosures States that this item is not applicable to the company - Not applicable[268] Item 5 - Other Information Indicates no other information was reported under this item - No other information[268] Item 6 - Exhibits Lists all exhibits filed with the Form 10-Q, including corporate governance documents and certifications - Exhibits include corporate governance documents (Certificate of Incorporation, Bylaws), certifications (Rule 13a-14(a), 18 U.S.C. Section 1350), and Inline XBRL taxonomy documents for financial statements[269] SIGNATURES Confirms the report's official signing by the President/CEO and EVP/CFO/Treasurer on August 05, 2025 - The report was signed by Stephen S. Romaine (President and CEO) and Matthew D. Tomazin (EVP, CFO, and Treasurer) on August 05, 2025[272]