Investors Title pany(ITIC) - 2025 Q2 - Quarterly Report

FORM 10-Q PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) This section presents the unaudited consolidated financial statements of Investors Title Company and its subsidiaries for the periods ended June 30, 2025, and December 31, 2024 (for balance sheets) or June 30, 2025 and 2024 (for income and cash flow statements), along with detailed notes explaining accounting policies, claims reserves, earnings per share, segment performance, investments, and other financial disclosures Consolidated Balance Sheets The Consolidated Balance Sheets show the company's financial position as of June 30, 2025, compared to December 31, 2024, indicating an increase in total assets and stockholders' equity, while total liabilities slightly decreased | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | % Change | | :-------------------------- | :----------------------------- | :------------------------------- | :-------------------- | :------- | | Total Assets | $345,824 | $333,571 | $12,253 | 3.67% | | Total Liabilities | $79,647 | $81,798 | $(2,151) | -2.63% | | Total Stockholders' Equity | $266,177 | $251,773 | $14,404 | 5.72% | Consolidated Statements of Operations The Consolidated Statements of Operations reflect a significant increase in net income and basic earnings per common share for both the three and six months ended June 30, 2025, compared to the prior year periods, driven by higher total revenues and managed operating expenses | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Total Revenues | $73,649 | $65,382 | 12.65% | $130,214 | $118,841 | 9.57% | | Net Income | $12,278 | $8,871 | 38.41% | $15,449 | $13,396 | 15.32% | | Basic Earnings per Common Share | $6.51 | $4.71 | 38.22% | $8.19 | $7.10 | 15.35% | Consolidated Statements of Comprehensive Income The Consolidated Statements of Comprehensive Income show an increase in comprehensive income for both the three and six months ended June 30, 2025, primarily due to net income and positive other comprehensive income from unrealized gains on investments, contrasting with losses in the prior year | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Net income | $12,278 | $8,871 | 38.41% | $15,449 | $13,396 | 15.32% | | Other comprehensive income (loss) | $237 | $(178) | 233.15% | $467 | $(470) | 199.36% | | Comprehensive Income | $12,515 | $8,693 | 43.97% | $15,916 | $12,926 | 23.13% | Consolidated Statements of Stockholders' Equity The Consolidated Statements of Stockholders' Equity illustrate the changes in equity for the three and six months ended June 30, 2025 and 2024, reflecting increases in retained earnings and accumulated other comprehensive income, alongside dividend payments and share-based compensation | Metric | June 30, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (in thousands) | | :-------------------------- | :----------------------------- | :----------------------------- | :-------------------- | | Retained earnings | $265,355 | $261,648 | $3,707 | | Accumulated other comprehensive income | $822 | $168 | $654 | | Total Stockholders' Equity | $266,177 | $261,816 | $4,361 | Consolidated Statements of Cash Flows The Consolidated Statements of Cash Flows show a net increase in cash and cash equivalents for the six months ended June 30, 2025, primarily driven by operating activities, despite net cash used in investing and financing activities | Metric | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (in thousands) | | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :------------------------ | | Net cash provided by operating activities | $8,785 | $9,870 | $(1,085) | | Net cash used in investing activities | $(2,020) | $(4,384) | $2,364 | | Net cash used in financing activities | $(1,736) | $(2,831) | $1,095 | | Net Increase in Cash and Cash Equivalents | $5,029 | $2,655 | $2,374 | | Cash and Cash Equivalents, End of Period | $29,683 | $26,686 | $2,997 | Notes to Consolidated Financial Statements These notes provide essential details and explanations supporting the consolidated financial statements, covering the basis of presentation, significant accounting policies, specific financial accounts like claims reserves and investments, segment performance, and other commitments and contingencies Note 1 – Basis of Presentation and Significant Accounting Policies - The unaudited Consolidated Financial Statements are prepared in accordance with GAAP for interim financial information, with all intercompany balances and transactions eliminated[23] - Management's estimates and assumptions are used in preparing the financial statements, and actual results may differ[25] - The One Big Beautiful Bill Act (OBBBA) was enacted on July 4, 2025, with provisions effective from 2025 through 2027, and the company is currently assessing its impact on consolidated financial statements[26] Note 2 – Reserve for Claims | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------------- | :----------------------------- | :------------------------------- | | Balance, beginning of period | $37,060 | $37,147 | | Provision charged to operations | $2,403 | $4,530 | | Payments of claims, net of recoveries | $(1,412) | $(4,617) | | Balance, end of period | $38,051 | $37,060 | | Component | June 30, 2025 (in thousands) | % of Total | December 31, 2024 (in thousands) | % of Total | | :-------------------------- | :----------------------------- | :--------- | :------------------------------- | :--------- | | Known title claims | $3,205 | 8.4% | $2,650 | 7.2% | | IBNR | $34,846 | 91.6% | $34,410 | 92.8% | | Total reserve for claims | $38,051 | 100.0% | $37,060 | 100.0% | - Management believes the total reserve for claims is adequate, but estimates are subject to variability and continuous review[27] Note 3 – Earnings Per Common Share and Share Awards | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :---------------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net income (in thousands) | $12,278 | $8,871 | $15,449 | $13,396 | | Weighted average common shares outstanding – Basic (in thousands) | 1,887 | 1,884 | 1,886 | 1,886 | | Basic earnings per common share | $6.51 | $4.71 | $8.19 | $7.10 | | Diluted earnings per common share | $6.48 | $4.70 | $8.16 | $7.10 | - The company has an active share-based compensation plan limited to SARs, with 250 thousand shares available for grant[31] - All outstanding SARs are share-settled and vest within five years or less[32] SARs Activity | SARs Activity | Outstanding as of Jan 1, 2024 (in thousands) | SARs granted (2024) (in thousands) | SARs exercised (2024) (in thousands) | Outstanding as of Dec 31, 2024 (in thousands) | SARs granted (2025) (in thousands) | SARs exercised (2025) (in thousands) | Outstanding as of Jun 30, 2025 (in thousands) | | :---------------------------------------- | :---------------------------- | :------------------ | :-------------------- | :----------------------------- | :------------------ | :-------------------- | :----------------------------- | | Number Of Shares | 42 | 5 | (19) | 28 | 5 | (7) | 26 | | Weighted Average Exercise Price | $160.83 | $160.94 | $170.21 | $154.71 | $246.75 | $160.62 | $169.23 | Note 4 – Segment Information - The company operates in two reportable segments: title insurance and exchange services, with other immaterial segments combined into 'All Other'[34] Segment Performance (3 Months Ended June 30, 2025) | Segment | Total Revenues (in thousands) | Income before Income Taxes (in thousands) | | :---------------------------------------- | :---------------------------- | :---------------------------------------- | | Title Insurance | $70,648 | $12,765 | | Exchange Services | $3,533 | $2,840 | | All Other | $3,750 | $347 | | Total | $73,649 | $15,798 | Segment Performance (6 Months Ended June 30, 2025) | Segment | Total Revenues (in thousands) | Income before Income Taxes (in thousands) | | :---------------------------------------- | :---------------------------- | :---------------------------------------- | | Title Insurance | $125,270 | $14,512 | | Exchange Services | $6,569 | $5,151 | | All Other | $6,462 | $496 | | Total | $130,214 | $19,851 | Note 5 – Retirement Agreements and Other Postretirement Benefits - The company's subsidiary, ITIC, has employment agreements with key executives providing for post-retirement benefits, estimated at $15.5 million as of June 30, 2025[38] | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Net periodic benefit cost | $15 | $12 | $16 | $23 | Note 6 – Investments and Estimated Fair Value | Investment Type | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :---------------------------------------- | :----------------------------- | :------------------------------- | | Fixed maturity securities, available-for-sale, at fair value | $118,450 | $112,972 | | Equity securities, at fair value | $34,798 | $39,893 | | Short-term investments | $60,376 | $59,101 | | Other investments | $23,029 | $20,578 | | Total investments | $236,653 | $232,544 | Fixed Maturity Securities (June 30, 2025) | Fixed Maturity Securities | Amortized Cost (in thousands) | Estimated Fair Value (in thousands) | | :---------------------------------------- | :---------------------------- | :---------------------------------- | | Due in one year or less | $45,770 | $45,869 | | Due one year through five years | $59,990 | $60,606 | | Due five years through ten years | $6,587 | $6,682 | | Due after ten years | $5,188 | $5,293 | | Total | $117,535 | $118,450 | - The company recorded impairment charges of $419 thousand on other investments for the six-month period ended June 30, 2025, compared to $74 thousand on fixed maturity securities in the prior year period[43][124] - Management believes unrealized losses on remaining fixed maturity securities are temporary[43] Note 7 – Commitments and Contingencies - The company is involved in legal proceedings incidental to its business, but potential liability is not expected to be material[62] - Escrow and trust deposits, and like-kind exchange proceeds (totaling $347.4 million as of June 30, 2025) are off-balance sheet but the company remains contingently liable for their disposition[64][65] Note 8 – Related Party Transactions - The company conducts business with and invests in unconsolidated LLCs, primarily title insurance agencies, accounted for using the equity method[66] Related Party Balances | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------------- | :----------------------------- | :------------------------------- | | Other investments | $7,657 | $4,950 | | Premium and fees receivable | $2,360 | $1,701 | Related Party Transactions (6 Months Ended) | Metric | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | | Net premiums written | $15,258 | $12,845 | | Non-title services and other investment income | $1,262 | $1,039 | | Commissions to agents | $9,916 | $8,790 | Note 9 – Intangible Assets, Goodwill and Title Plants Intangible Assets, Net | Intangible Asset | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------------- | :----------------------------- | :------------------------------- | | Referral relationships | $7,039 | $8,898 | | Non-compete agreements | $1,626 | $3,155 | | Tradename | $747 | $747 | | Total | $9,412 | $12,800 | | Accumulated amortization | $(5,567) | $(7,354) | | Identifiable intangible assets, net | $3,845 | $5,446 | - The company recognized $6.8 million in goodwill and $1.6 million in title plants as of June 30, 2025, with no impairments identified during the six-month periods ended June 30, 2025 and 2024[69] - A decline in goodwill and intangible assets during the six-month period ended June 30, 2025, was due to a transfer of assets to a joint venture[67] Note 10 – Accumulated Other Comprehensive Income | Component | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :---------------------------------------- | :----------------------------- | :------------------------------- | | Unrealized Gains and Losses On Available-for-Sale Securities | $717 | $300 | | Postretirement Benefits Plans | $105 | $55 | | Total Accumulated Other Comprehensive Income | $822 | $355 | - Net current-period other comprehensive income for the six months ended June 30, 2025, was $467 thousand, primarily from unrealized gains on available-for-sale securities and postretirement benefit adjustments[70] Note 11 – Revenue from Contracts with Customers - Revenue from contracts with customers primarily includes escrow and other title-related fees, and non-title services, recognized as performance obligations are completed[75][76] Revenue by Category | Revenue Category | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Escrow and other title-related fees | $5,694 | $4,801 | $9,586 | $8,524 | | Non-title services | $5,477 | $4,304 | $10,086 | $8,608 | | Total revenue from contracts with customers | $11,171 | $9,105 | $19,672 | $17,132 | | Net premiums written | $54,496 | $51,416 | $100,841 | $91,596 | | Investment-related revenue | $5,074 | $4,700 | $6,644 | $9,753 | | Other | $2,908 | $161 | $3,057 | $360 | | Total revenues | $73,649 | $65,382 | $130,214 | $118,841 | Note 12 – Leases - The company primarily accounts for office space leases as operating leases and equipment leases from acquisitions as finance leases[79] Lease Expenses and Liabilities | Lease Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Operating leases expense | $491 | $707 | $1,158 | $1,365 | | Finance leases expense (amortization) | $145 | $61 | $207 | $132 | | Total lease cost (net of sub-lease income) | $614 | $700 | $1,300 | $1,377 | | Lease Liability | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------- | :----------------------------- | :------------------------------- | | Total lease liabilities | $8,010 | $6,356 | Lease Terms and Discount Rates | Lease Term (Years) | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Operating leases | 6.33 | 3.88 | | Finance leases | 2.59 | 2.84 | | Discount Rate | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Operating leases | 4.1% | 4.0% | | Finance leases | 4.6% | 4.4% | 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 performance and condition, detailing business segments, market trends, critical accounting estimates, and a comprehensive analysis of revenues, operating expenses, liquidity, and capital resources for the periods presented Overview - The company primarily engages in issuing title insurance through its subsidiaries, ITIC and NITIC, which accounted for 90.5% of total revenues for the six-month period ended June 30, 2025[86] - The title insurance business is cyclical and seasonal, heavily influenced by residential and commercial real estate activity, mortgage financing, and interest rate volatility[93][95] Exchange Services - The exchange services division (ITEC and ITAC) facilitates tax-deferred real property exchanges, earning fees and interest on client deposits[97] - ITAC serves as an exchange accommodation titleholder for 'parking transactions' like reverse or 'build to suit' exchanges[97] Management Services, Investment Management and Trust Services - Other services, grouped under 'All Other,' include consulting and management services for title insurance agencies (ITMS) and investment management and trust services (Investors Trust)[98][99] Business Trends and Recent Conditions - The housing market is significantly influenced by government policies, overall economic conditions, regulatory reform, and the Federal Reserve's monetary policy[100] - Inflation, geopolitical conflicts, and changes in government regulations have created volatile market conditions, impacting the company's investment portfolio and net premiums written[101] - The FOMC reduced the target federal funds rate to a range of 4.25% to 4.50% in December 2024 and has kept it unchanged so far in 2025[102] - The MBA Forecast projects a 13.6% increase in total mortgage originations to $2,021 billion in 2025, with purchase activity increasing by 5.4% and refinance activity by 35.2%[103] - Average 30-year fixed mortgage interest rates were 6.8% for the six months ended June 30, 2025, projected to decrease to 6.3% by 2027[103] Critical Accounting Estimates and Policies - No material changes were made to the company's critical accounting policies during the six-month period ended June 30, 2025[105] Results of Operations Consolidated Revenues and Net Income | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Total Revenues | $73,649 | $65,382 | 12.65% | $130,214 | $118,841 | 9.57% | | Net Income | $12,278 | $8,871 | 38.41% | $15,449 | $13,396 | 15.32% | | Basic EPS | $6.51 | $4.71 | 38.22% | $8.19 | $7.10 | 15.35% | Net Premiums Written | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Net Premiums Written | $54,496 | $51,416 | 6.0% | $100,841 | $91,596 | 10.1% | | Direct Net Premiums (6M) | $29,357 | $28,852 | 1.8% | | | | | Agency Net Premiums (6M) | $71,484 | $62,744 | 13.9% | | | | Non-Title Service and Investment-Related Revenues | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Escrow and Other Title-Related Fees | $5,694 | $4,801 | 18.6% | $9,586 | $8,524 | 12.5% | | Non-Title Services Revenue | $5,477 | $4,304 | 27.3% | $10,086 | $8,608 | 17.2% | | Interest and Dividends | $2,361 | $2,568 | -8.0% | $4,700 | $5,088 | -7.5% | | Net Investment Gains | $2,104 | $1,242 | 69.4% | $925 | $3,664 | -74.8% | | Other Revenues | $2,908 | $161 | 1706.2% | $3,057 | $360 | 749.2% | Operating Expenses | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Total Operating Expenses | $57,851 | $54,115 | 6.9% | $110,363 | $101,777 | 8.4% | | Commissions to Agents | $29,077 | $26,550 | 9.5% | $53,934 | $46,420 | 16.2% | | Provision for Claims | $2,080 | $905 | 129.8% | $2,403 | $1,815 | 32.4% | | Personnel Expenses | $17,460 | $18,154 | -3.8% | $35,794 | $36,736 | -2.6% | | Office and Technology Expenses | $4,327 | $4,308 | 0.4% | $8,867 | $8,773 | 1.1% | | Other Expenses | $4,907 | $4,198 | 16.9% | $9,365 | $8,033 | 16.6% | Income Taxes | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | YoY Change (3M) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | YoY Change (6M) | | :-------------------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | :---------------------------------------- | :---------------------------------------- | :-------------- | | Provision for Income Taxes | $3,520 | $2,396 | 47.1% | $4,402 | $3,668 | 20.0% | | Effective Income Tax Rate | 22.3% | 21.3% | 1.0 pp | 22.2% | 21.5% | 0.7 pp | Liquidity and Capital Resources - Net cash provided by operating activities was $8.8 million for the six-month period ended June 30, 2025, a decrease from $9.9 million in the prior year[146] - As of June 30, 2025, the company maintained high liquidity with $29.7 million in cash and cash equivalents, $60.4 million in short-term investments, $118.5 million in available-for-sale fixed maturity securities, and $34.8 million in equity securities[148] - The One Big Beautiful Bill Act (OBBBA), enacted July 4, 2025, is being assessed for its potential impact on future cash flows by accelerating certain tax deductions[142][143] - The total reserve for claims was $38.1 million at June 30, 2025, with $3.2 million for specific claims and $34.8 million for incurred but not reported (IBNR) claims[138][157] - No shares were repurchased in the six-month period ended June 30, 2025, under the existing plan, leaving 413,177 shares authorized for future purchases[155][176] Off-Balance Sheet Arrangements - The company administers escrow and trust deposits, and like-kind exchange funds, which are excluded from the balance sheet but for which the company remains contingently liable[161][162] - Like-kind exchange deposits and reverse exchange property totaled approximately $347.4 million as of June 30, 2025, an increase from $323.5 million as of December 31, 2024[162] Recent Accounting Standards - No recent accounting pronouncements are expected to have a material impact on the company's financial position and results of operations[165] Safe Harbor for Forward-Looking Statements - Forward-looking statements are subject to various risks and uncertainties, including changes in interest rates, real estate values, economic conditions, government regulations, inflation, and geopolitical conflicts[166] - Other significant risks include potential inadequacy of claims provision, cybersecurity events, intense competition, reliance on key markets, regulatory compliance, and dependence on key management personnel[171] Item 3. Quantitative and Qualitative Disclosures About Market Risk This section outlines the company's primary market risk exposures, which are fluctuations in interest rates and equity market values, and confirms that derivative financial instruments are not currently used for hedging purposes - The company's primary market risk exposures are related to fluctuations in interest rates and equity market values[168] - The company does not currently utilize derivative financial instruments for hedging purposes[168] Item 4. Controls and Procedures This section details the company's disclosure controls and procedures, which were evaluated and concluded to be effective as of June 30, 2025. It also states that there were no material changes in internal control over financial reporting during the quarter - The company's disclosure controls and procedures were evaluated and deemed effective as of June 30, 2025, providing reasonable assurance that objectives are met[172] - There were no material changes in the company's internal control over financial reporting during the quarter ended June 30, 2025[173] PART II. OTHER INFORMATION Item 1. Legal Proceedings This section refers to Note 7 of the Consolidated Financial Statements, indicating that legal proceedings are incidental to the company's business and are not expected to have a material impact on its consolidated financial condition or operations - Legal proceedings are incidental to the company's business and are not expected to be material to its consolidated financial condition or operations[62][174] Item 1A. Risk Factors This section states that there have been no material changes to the risk factors previously disclosed in the company's 2024 Form 10-K - There have been no material changes in the risk factors previously disclosed under Item 1A of the company's 2024 Form 10-K[175] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section reports that the company made no repurchases of its common stock during the quarter ended June 30, 2025, under its publicly announced repurchase plan, with 413,177 shares remaining authorized for purchase - The company purchased no shares of common stock during the quarter ended June 30, 2025[176] - As of June 30, 2025, there was authority remaining to purchase up to an aggregate of 413,177 shares under the repurchase plan[176] Item 3. Defaults Upon Senior Securities This section confirms that there were no defaults upon senior securities during the reporting period - There were no defaults upon senior securities[177] Item 4. Mine Safety Disclosures This section states that the disclosure requirement for mine safety is not applicable to the company - Mine Safety Disclosures are not applicable to the company[178] Item 5. Other Information This section reports that none of the company's directors or executive officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the three-month period ended June 30, 2025 - None of the company's directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the three-month period ended June 30, 2025[179] Item 6. Exhibits This section lists all exhibits filed as part of the Form 10-Q, including various certifications and XBRL-related documents - Exhibits include certifications of the Chief Executive Officer and Chief Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002, and Inline XBRL documents[181] SIGNATURE - The report was signed on August 8, 2025, by James A. Fine, Jr., President, Treasurer, Chief Financial Officer, Chief Accounting Officer, and Director[184]