First Capital(FCAP) - 2025 Q2 - Quarterly Report

Company Information and Filing Details Registrant Information First Capital, Inc is a non-accelerated filer and smaller reporting company incorporated in Indiana, with its common stock traded on The NASDAQ Stock Market LLC - Company type: Non-accelerated filer and Smaller reporting company[3] Registrant Details | Metric | Detail | | :--- | :--- | | Company Name | First Capital, Inc | | State of Incorporation | Indiana | | Ticker Symbol | FCAP | | Exchange | The NASDAQ Stock Market LLC | | Shares Outstanding as of July 20, 2025 | 3,355,118 shares | Securities and Filing Status The company has filed all required reports in the past 12 months and submitted all interactive data files electronically - The company has filed all required reports in the past 12 months and has electronically submitted all interactive data files[2] - As of July 20, 2025, there were 3,355,118 shares of common stock outstanding[3] Part I Financial Information Item 1. Consolidated Financial Statements This section contains the unaudited consolidated financial statements of First Capital, Inc as of June 30, 2025, and December 31, 2024 Consolidated Balance Sheets Total assets grew to $1.243 billion as of June 30, 2025, a 4.64% increase from year-end 2024, driven by growth in cash, securities, and net loans Key Consolidated Balance Sheet Data (As of June 30, in thousands of USD) | Metric | June 30, 2025 | December 31, 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Assets | $1,242,687 | $1,187,523 | $55,164 | 4.64% | | Cash and Cash Equivalents | $134,595 | $105,917 | $28,678 | 27.08% | | Available-for-Sale Securities | $395,589 | $389,243 | $6,346 | 1.63% | | Net Loans | $649,174 | $631,199 | $17,975 | 2.85% | | Total Liabilities | $1,119,382 | $1,072,812 | $46,570 | 4.34% | | Total Deposits | $1,110,627 | $1,066,439 | $44,188 | 4.14% | | Total Stockholders' Equity | $123,305 | $114,711 | $8,594 | 7.50% | Consolidated Statements of Income Net income and earnings per share showed significant growth for the three and six-month periods ended June 30, 2025, driven by higher net interest income Key Consolidated Income Statement Data (in thousands of USD, except per share data) | Metric | Q2 2025 (3 Months) | Q2 2024 (3 Months) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Net Income Attributable to First Capital, Inc | $3,775 | $2,828 | 33.56% | | Basic Earnings Per Share | $1.13 | $0.85 | 32.94% | | Diluted Earnings Per Share | $1.13 | $0.85 | 32.94% | | Net Interest Income | $10,412 | $8,657 | 20.27% | | Provision for Credit Losses | $306 | $360 | -14.86% | | Noninterest Income | $2,018 | $2,023 | -0.25% | | Noninterest Expense | $7,494 | $7,000 | 7.06% | | Income Tax Expense | $852 | $488 | 74.59% | | Metric | H1 2025 (6 Months) | H1 2024 (6 Months) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Net Income Attributable to First Capital, Inc | $7,010 | $5,780 | 21.28% | | Basic Earnings Per Share | $2.09 | $1.73 | 20.81% | | Diluted Earnings Per Share | $2.09 | $1.73 | 20.81% | | Net Interest Income | $19,993 | $17,257 | 15.88% | | Provision for Credit Losses | $644 | $640 | 0.63% | | Noninterest Income | $3,866 | $3,922 | -1.43% | | Noninterest Expense | $14,675 | $13,757 | 6.67% | | Income Tax Expense | $1,524 | $995 | 53.17% | Consolidated Statements of Comprehensive Income Comprehensive income attributable to First Capital, Inc grew significantly to $10.5 million for the six months ended June 30, 2025, driven by unrealized gains on securities Key Consolidated Comprehensive Income Data (As of June 30, in thousands of USD) | Metric | 2025 (6 Months) | 2024 (6 Months) | Change ($) | | :--- | :--- | :--- | :--- | | Net Income | $7,016 | $5,787 | $1,229 | | Unrealized Gain (Loss) on AFS Securities, Net of Tax | $3,426 | $(1,541) | $4,967 | | Other Comprehensive Income (Loss), Net of Tax | $3,469 | $(1,566) | $5,035 | | Comprehensive Income Attributable to First Capital, Inc | $10,479 | $4,214 | $6,265 | Consolidated Statements of Changes in Stockholders' Equity Total stockholders' equity increased to $123.3 million as of June 30, 2025, driven by net income and other comprehensive income Key Changes in Consolidated Stockholders' Equity (As of June 30, in thousands of USD) | Metric | Balance Jan 1, 2025 | Balance Jun 30, 2025 | Change ($) | | :--- | :--- | :--- | :--- | | Total Stockholders' Equity | $114,711 | $123,305 | $8,594 | | Net Income | $7,010 | - | $7,010 | | Other Comprehensive Income | $3,469 | - | $3,469 | | Cash Dividends | $(1,946) | - | $(1,946) | | Stock-Based Compensation Expense | $77 | - | $77 | | Purchase of Treasury Stock | $(9) | - | $(9) | Consolidated Statements of Cash Flows Cash and cash equivalents increased by $28.7 million in the first six months of 2025, primarily due to a significant net cash inflow from financing activities Key Consolidated Cash Flow Data (As of June 30, in thousands of USD) | Metric | 2025 (6 Months) | 2024 (6 Months) | Change ($) | | :--- | :--- | :--- | :--- | | Net Cash from Operating Activities | $8,111 | $10,701 | $(2,590) | | Net Cash from Investing Activities | $(21,653) | $1,877 | $(23,530) | | Net Cash from Financing Activities | $42,220 | $(677) | $42,897 | | Net Increase in Cash and Cash Equivalents | $28,678 | $11,901 | $16,777 | | Cash and Cash Equivalents at End of Period | $134,595 | $50,571 | $84,024 | Notes to Consolidated Financial Statements This section provides detailed notes on accounting policies, recent standards, investment securities, loans, credit losses, and other financial statement components 1. Presentation of Interim Information The unaudited consolidated financial statements are prepared in accordance with U.S. GAAP and include all necessary recurring adjustments - The company is the financial holding company for First Harrison Bank, and its consolidated financial statements are prepared in accordance with GAAP[18][20] - The financial statements include all normal, recurring adjustments deemed necessary by management, and interim results are not necessarily indicative of full-year performance[19] 2. Recent Accounting Pronouncements FASB issued ASU 2023-09, enhancing income tax disclosures, which is not expected to materially impact the company's financial condition or results - FASB issued ASU 2023-09, requiring public business entities to disclose specific categories in the income tax rate reconciliation and disaggregate income taxes paid[22] - The ASU is effective for annual periods after December 15, 2024, and is not expected to have a material impact on the company's financial condition or results of operations[22][23] 3. Investment Securities As of June 30, 2025, unrealized losses on securities were primarily driven by interest rate fluctuations, with no credit losses identified Investment Securities Overview (As of June 30, in thousands of USD) | Security Type | Amortized Cost (2025) | Fair Value (2025) | Gross Unrealized Losses (2025) | | :--- | :--- | :--- | :--- | | Available-for-Sale Securities | $420,705 | $395,589 | $25,859 | | Held-to-Maturity Securities | $7,000 | $5,243 | $1,757 | - As of June 30, 2025, unrealized losses on available-for-sale and held-to-maturity securities were primarily due to interest rate fluctuations, with management concluding no credit losses existed[29][31] - As of June 30, 2025, unrealized losses on municipal bonds and U.S. government agency debt securities were approximately 7.8% of their amortized cost[31] - As of June 30, 2025, unrealized losses on held-to-maturity corporate notes were approximately 25.1% of their amortized cost[31] - As of June 30, 2025, the company held common stock of another bank holding company with a fair value of $864,000, recognizing an unrealized loss of $23,000 during the six-month period[37] 4. Loans and Allowance for Credit Losses Total loans reached $657.8 million as of June 30, 2025, with an allowance for credit losses of $9.7 million, while nonaccrual loans decreased Loan Portfolio Overview (As of June 30, in thousands of USD) | Loan Type | June 30, 2025 | December 31, 2024 | Change ($) | | :--- | :--- | :--- | :--- | | 1-4 Family Residential Mortgage | $144,621 | $138,936 | $5,685 | | Home Equity and Second Mortgage | $68,613 | $66,549 | $2,064 | | Multi-Family Residential | $46,348 | $36,822 | $9,526 | | 1-4 Family Residential Construction | $19,297 | $15,245 | $4,052 | | Other Construction, Development and Land | $69,271 | $75,840 | $(6,569) | | Commercial Real Estate | $188,690 | $184,851 | $3,839 | | Commercial Business | $64,230 | $62,727 | $1,503 | | Consumer and Other | $56,708 | $58,406 | $(1,698) | | Total Loans | $657,778 | $639,376 | $18,402 | | Allowance for Credit Losses | $9,728 | $9,281 | $447 | | Net Loans | $649,174 | $631,199 | $17,975 | Nonaccrual and Past Due Loans (As of June 30, in thousands of USD) | Metric | June 30, 2025 | December 31, 2024 | Change ($) | | :--- | :--- | :--- | :--- | | Total Nonaccrual Loans | $3,992 | $4,382 | $(390) | | Loans 90+ Days Past Due and Still Accruing | $0 | $0 | $0 | | Total Nonperforming Loans | $3,992 | $4,382 | $(390) | - As of June 30, 2025, the company had no loan modifications for borrowers experiencing financial difficulty[57][58] - The company risk-grades loans as special mention, substandard, doubtful, and loss based on factors like debt service capacity and financial information[59][60][61] 5. Qualified Affordable Housing Project Investment The company's investment in qualified affordable housing projects totaled $1.4 million as of June 30, 2025, accounted for using the proportional amortization method Qualified Affordable Housing Project Investment (in thousands of USD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investment Balance | $1,400 | $1,600 | | Unfunded Commitments | $120 | $168 | | Amortization Expense (6 Months) | $169 | $144 | | Income Tax Credits & Benefits (6 Months) | $206 | $203 | 6. Renewable Energy Tax Credit Investment The company's investment in solar energy tax credits totaled $3.2 million as of June 30, 2025, accounted for using the proportional amortization method Renewable Energy Tax Credit Investment (in thousands of USD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investment Balance | $3,200 | $401 | | Unfunded Commitments | $2,900 | $276 | | Amortization Expense (6 Months) | $1,200 | $842 | | Income Tax Credits & Benefits (6 Months) | $1,200 | $1,000 | 7. Borrowed Funds The company had no outstanding borrowed funds as of June 30, 2025, and maintains additional borrowing capacity through the FRB and FHLB - The company had no outstanding borrowed funds as of June 30, 2025, and December 31, 2024[73] - In January 2024, the company repaid all BTFP and FHLB borrowings and later re-borrowed $33.6 million in BTFP funds, which were fully repaid by November 2024[74] - The company has additional borrowing capacity through the FRB discount window and the FHLB, with an FHLB borrowing limit of $28.1 million as of June 30, 2025[75][76] 8. Supplemental Disclosure for Earnings Per Share Basic and diluted EPS were $1.13 for the three months and $2.09 for the six months ended June 30, 2025, with some restricted stock excluded due to anti-dilutive effects Earnings Per Share Data (As of June 30, in thousands of USD, except per share data) | Metric | 2025 (3 Months) | 2024 (3 Months) | 2025 (6 Months) | 2024 (6 Months) | | :--- | :--- | :--- | :--- | :--- | | Net Income Attributable to First Capital, Inc | $3,775 | $2,828 | $7,010 | $5,780 | | Basic EPS | $1.13 | $0.85 | $2.09 | $1.73 | | Diluted EPS | $1.13 | $0.85 | $2.09 | $1.73 | | Dilutive Effect of Restricted Stock (Shares) | 3,691 | 123 | 2,557 | 0 | | Anti-Dilutive Restricted Stock Excluded (Shares) | - | - | - | 7,925 | 9. Stock-Based Compensation Plan The company grants restricted stock under its 2019 Equity Incentive Plan, with $205,000 in unrecognized compensation expense as of June 30, 2025 - The company grants restricted stock through its 2019 Equity Incentive Plan, with 155,750 common shares available for issuance as of June 30, 2025[83][84] - As of June 30, 2025, the weighted-average grant-date fair value of nonvested restricted stock was $40.93[89] - For the six months of 2025, compensation expense related to restricted stock was $77,000, with an associated income tax expense of $18,000[86] Nonvested Restricted Stock Activity (As of June 30, Shares) | Metric | 2025 (6 Months) | | :--- | :--- | | Nonvested at Beginning of Period | 4,800 | | Granted | 3,900 | | Nonvested at End of Period | 8,700 | | Unrecognized Compensation Expense | $205,000 | | Expected Recognition Period | 4.7 years | 10. Supplemental Disclosures of Cash Flow Information For the six months ended June 30, 2025, cash paid for interest was $7.1 million, and non-cash investing activities included a $2.7 million investment agreement Supplemental Cash Flow Disclosures (As of June 30, in thousands of USD) | Metric | 2025 (6 Months) | 2024 (6 Months) | | :--- | :--- | :--- | | Cash Paid for Interest | $7,104 | $5,655 | | Cash Paid for Income Taxes (Net) | $105 | $77 | | Renewable Energy Tax Credit Facility Investment Agreement | $2,656 | $2,000 | 11. Fair Value Measurements The company measures assets at fair value using a three-level hierarchy, with most securities valued using Level 1 and 2 inputs - Fair value measurements are categorized into three levels: Level 1 (quoted prices), Level 2 (observable inputs), and Level 3 (unobservable inputs)[91][92][93] - The fair value of collateral-dependent loans is measured using Level 3 inputs, based on the collateral's fair value less estimated selling costs, with discount rates of 20% to 23%[100][101][102] Assets Measured at Fair Value by Level (As of June 30, in thousands of USD) | Asset Type | Level 1 | Level 2 | Level 3 | Total | | :--- | :--- | :--- | :--- | :--- | | Assets Measured on a Recurring Basis: | | | | | | Available-for-Sale Securities | $8,784 | $386,805 | $0 | $395,589 | | Equity Securities | $864 | $0 | $0 | $864 | | Assets Measured on a Nonrecurring Basis: | | | | | | Collateral-Dependent Loans | $0 | $0 | $610 | $610 | 12. Revenue from Contracts with Customers The company's revenue from customer contracts is primarily derived from noninterest income sources like service charges and card fees - Service charges on deposit accounts, ATM and debit card fees, and other income are recognized as services are performed or over the period of the obligation[105][106][107] Sources of Revenue from Contracts with Customers (As of June 30, in thousands of USD) | Revenue Type | Q2 2025 (3 Months) | Q2 2024 (3 Months) | H1 2025 (6 Months) | H1 2024 (6 Months) | | :--- | :--- | :--- | :--- | :--- | | Service charges on deposit accounts | $588 | $564 | $1,181 | $1,157 | | ATM and debit card fees | $1,147 | $1,150 | $2,183 | $2,210 | | Other | $46 | $45 | $94 | $93 | | Total Revenue from Contracts with Customers | $1,781 | $1,759 | $3,458 | $3,460 | 13. Segment Information The company operates as a single reportable segment, community banking, with performance evaluated by the Chief Operating Decision Maker (CODM) - The company's sole reportable segment is community banking, with all operations conducted domestically[108] - The CODM assesses segment performance by evaluating revenue streams, significant expenses, and budget-to-actual results, using consolidated net income for benchmarking[108] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section discusses the company's financial condition and results of operations as of June 30, 2025, highlighting growth in assets, equity, and net income Safe Harbor Statement for Forward-Looking Statements This report contains forward-looking statements based on current expectations, which are subject to various risks and uncertainties - Forward-looking statements are based on current expectations, are not historical facts, and are subject to risks such as economic conditions, interest rate changes, and regulatory shifts[111][112] Critical Accounting Policies The company's financial statements are prepared under GAAP, requiring management estimates, with no material changes to critical policies in the first half of 2025 - The company's financial statements are prepared in accordance with GAAP, requiring management to make estimates and judgments based on historical experience and reasonable assumptions[113] - There were no material changes to the company's critical accounting policies or their application during the six months ended June 30, 2025[113] Comparison of Financial Condition at June 30, 2025 and December 31, 2024 Total assets grew by $55.2 million to $1.243 billion, driven by increases in net loans, cash, and securities, funded primarily by deposit growth Key Changes in Financial Condition (As of June 30, in thousands of USD) | Metric | June 30, 2025 | December 31, 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Assets | $1,242,687 | $1,187,523 | $55,164 | 4.64% | | Net Loans | $649,174 | $631,199 | $17,975 | 2.85% | | Cash and Cash Equivalents | $134,595 | $105,917 | $28,678 | 27.08% | | Available-for-Sale Securities | $395,589 | $389,243 | $6,346 | 1.63% | | Total Deposits | $1,110,627 | $1,066,439 | $44,188 | 4.14% | | Total Stockholders' Equity Attributable to Company | $123,200 | $114,599 | $8,601 | 7.51% | - Net loan growth was primarily driven by increases in multi-family residential, 1-4 family residential mortgage, and commercial real estate loans[115] - The increase in available-for-sale securities was partly due to $4.6 million in unrealized gains resulting from lower market interest rates[118] - Deposit growth was mainly from increases in certificates of deposit, noninterest-bearing checking, and interest-bearing checking accounts[120] Results of Operations for the Three Month Periods Ended June 30, 2025 and 2024 Net income for the second quarter of 2025 increased 33.56% to $3.8 million, driven by a 20.27% rise in net interest income Key Three-Month Operating Results (As of June 30, in thousands of USD, except per share data) | Metric | 2025 | 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net Income Attributable to Company | $3,775 | $2,828 | $947 | 33.56% | | Diluted Earnings Per Share | $1.13 | $0.85 | $0.28 | 32.94% | | Net Interest Income (after provision) | $10,106 | $8,297 | $1,809 | 21.80% | | Provision for Credit Losses | $306 | $360 | $(54) | -15.00% | | Noninterest Income | $2,018 | $2,023 | $(5) | -0.25% | | Noninterest Expense | $7,494 | $7,000 | $494 | 7.06% | | Income Tax Expense | $852 | $488 | $364 | 74.59% | - Total interest income increased by $1.8 million, primarily due to the average tax-equivalent yield on interest-earning assets rising from 4.42% to 4.82%[123] - The net interest margin increased from 3.15% to 3.59%[125] - The increase in noninterest expense was mainly due to higher costs for salaries and benefits, office equipment, advertising, and data processing[128][129] Results of Operations for the Six Month Periods Ended June 30, 2025 and 2024 Net income for the first half of 2025 increased 21.28% to $7.0 million, driven by a 15.88% rise in net interest income Key Six-Month Operating Results (As of June 30, in thousands of USD, except per share data) | Metric | 2025 | 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net Income Attributable to Company | $7,010 | $5,780 | $1,230 | 21.28% | | Diluted Earnings Per Share | $2.09 | $1.73 | $0.36 | 20.81% | | Net Interest Income (after provision) | $19,349 | $16,617 | $2,732 | 16.44% | | Provision for Credit Losses | $644 | $640 | $4 | 0.63% | | Noninterest Income | $3,866 | $3,922 | $(56) | -1.43% | | Noninterest Expense | $14,675 | $13,757 | $918 | 6.67% | | Income Tax Expense | $1,524 | $995 | $529 | 53.17% | - Total interest income increased by $3.3 million, primarily due to the average tax-equivalent yield on interest-earning assets rising from 4.36% to 4.73%[134] - The net interest margin increased from 3.15% to 3.47%[136] - The increase in noninterest expense was mainly due to higher costs for salaries and benefits and office equipment, with the latter related to Q1 2025 snow removal and system upgrades[139] Liquidity and Capital Resources The company maintains strong liquidity through customer deposits and loan repayments, and the bank is considered "well capitalized" with a CBLR of 10.80% - The bank's primary funding sources include customer deposits, loan repayments, and maturing securities[143] - As a separate legal entity, the company's primary source of income is dividends paid by the bank[146] - The bank is considered "well capitalized" by regulators[147] Liquidity and Capital Resources Overview (As of June 30, in thousands of USD) | Metric | June 30, 2025 | | :--- | :--- | | Cash and Cash Equivalents | $134,600 | | Fair Value of Available-for-Sale Securities | $395,600 | | Community Bank Leverage Ratio (CBLR) | 10.80% | | Minimum CBLR Requirement | 9% | Off-Balance Sheet Arrangements The company engages in off-balance sheet transactions like loan commitments and letters of credit, with no material impact on financial condition in H1 2025 - The company's off-balance sheet transactions primarily consist of loan commitments and letters of credit, which involve credit, interest rate, and liquidity risks[148] - During the six months ended June 30, 2025, the company did not engage in any off-balance sheet transactions that had a material effect on its financial condition, results, or cash flows[149] Item 3. Quantitative and Qualitative Disclosures About Market Risk The company's primary market risk is interest rate risk, which is managed through asset-liability strategies and quantified via NII and EVE simulations Qualitative Aspects of Market Risk Market risk arises from potential declines in asset and liability fair values due to interest rate changes, managed to achieve long-term profitability - Market risk is the risk of declining fair values of assets and liabilities due to changes in interest rates or financial market volatility[152] - The company mitigates interest rate risk by managing asset-liability term mismatches, emphasizing shorter-term loans, and relying on retail deposits[153] - The company does not engage in trading accounts, hedging activities, or high-risk derivatives and is not exposed to foreign currency or commodity price risk[154] Quantitative Aspects of Market Risk Simulations show that rising interest rates would increase net interest income and economic value of equity, while falling rates would have the opposite effect - The company quantifies interest rate risk using Net Interest Income (NII) at Risk simulations and Economic Value of Equity (EVE) analysis[156][160] - Management evaluated and adjusted deposit rate betas and key rate index linkages during 2025 to better reflect the current interest rate environment and competitive pressures[157][161] Impact of Interest Rate Changes on Net Interest Income (As of June 30, 2025, in thousands of USD) | Rate Change | One-Year NII Change ($) | One-Year NII Change (%) | | :--- | :--- | :--- | | +300bp | $6,471 | 14.95% | | +200bp | $4,512 | 10.42% | | +100bp | $2,381 | 5.50% | | -100bp | $(2,382) | (5.50)% | | -200bp | $(4,626) | (10.69)% | | -300bp | $(6,732) | (15.55)% | Impact of Interest Rate Changes on Economic Value of Equity (EVE) (As of June 30, 2025, in thousands of USD) | Rate Change | EVE Amount | EVE Change ($) | EVE Change (%) | | :--- | :--- | :--- | :--- | | +300bp | $183,949 | $(595) | (0.32)% | | +200bp | $186,380 | $1,836 | 0.99% | | +100bp | $186,765 | $2,221 | 1.20% | | -100bp | $182,179 | $(2,365) | (1.28)% | | -200bp | $175,633 | $(8,911) | (4.83)% | | -300bp | $173,238 | $(11,306) | (6.13)% | Item 4. Controls and Procedures Management concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period, with no material changes to internal controls - The company's disclosure controls and procedures were deemed effective in ensuring timely recording, processing, and reporting of information[165] - There were no material changes in internal control over financial reporting during the six months ended June 30, 2025[166] Part II Other Information Item 1. Legal Proceedings The company has no legal proceedings to disclose at this time - The company currently has no legal proceedings to disclose[169] Item 1A. Risk Factors There have been no material changes to the risk factors disclosed in the company's 2024 Annual Report on Form 10-K - There have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024[170] - Recent changes in international trade regulations or policies, including tariffs, could lead to higher-than-anticipated inflation and supply chain disruptions, affecting borrower performance[170] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company did not repurchase any shares during the three months ended June 30, 2025, with 113,471 shares remaining available under its buyback plan - The Board of Directors authorized the repurchase of up to 240,467 shares of common stock on August 19, 2008, a plan that remains in effect[171] Stock Repurchase Plan (As of June 30, 2025) | Period | Total Shares Purchased | Average Price Paid | Shares Purchased (Under Plan) | Max Shares Available Under Plan | | :--- | :--- | :--- | :--- | :--- | | April 1 - April 30, 2025 | — | N/A | — | 113,471 | | May 1 - May 31, 2025 | — | N/A | — | 113,471 | | June 1 - June 30, 2025 | — | N/A | — | 113,471 | | Total | — | N/A | — | — | Item 3. Defaults Upon Senior Securities Not applicable - Not applicable[172] Item 4. Mine Safety Disclosures Not applicable - Not applicable[173] Item 5. Other Information None - None[174] Item 6. Exhibits This report includes exhibits such as the company's articles of incorporation, officer certifications, and Inline XBRL files - Exhibits include the company's articles of incorporation, amended articles, CEO and CFO certifications, and Inline XBRL-related files[176] Signatures Signatures The report was signed on August 14, 2025, by the company's President & CEO and its Executive Vice President & CFO - This report was signed on August 14, 2025, by Michael C. Frederick, President and CEO, and Joshua P. Stevens, Executive Vice President, CFO, and Treasurer[179]