FBLA 10-Q Quarterly Report March 31, 2025 | Alphaminr
FB Bancorp, Inc. /MD/
ALPHAMINR

FBLA 10-Q Quarter ended March 31, 2025

Balance Sheet
Cash Flow
Income Statement
10-Q
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2025

OR

☐

Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission File No. 001-42380

FB Bancorp, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Maryland

99-1859402

(State or Other Jurisdiction of Incorporation or Organization)

(I.R.S. Employer Identification Number)

353 Carondelet Street , New Orleans , Louisiana

70130

(Address of Principal Executive Offices)

(Zip Code)

​

( 504 ) 569-8640

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

​

​

​

​

​

Title of each class

Trading symbol(s)

Name of Each Exchange on Which Registered

Common

FBLA

Nasdaq

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

​

​

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer ☒

Smaller reporting company ☒

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

19,837,500 shares of the registrant’s common stock, par value $0.01 per share, were issued and outstanding as of May 12 , 2025.

FB Bancorp, Inc.

Form 10-Q

Index

Page

Part I. - Financial Information

Item 1.

Financial Statements (unaudited)

3

Consolidated Statements of Financial Condition

3

Consolidated Statements of Operations

4

Consolidated Statements of Comprehensive Income (Loss)

5

Consolidated Statements of Changes in Stockholders’ Equity

6

Consolidated Statements of Cash Flows

7

Notes to the Unaudited Financial Statements

8

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

32

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

44

Item 4.

Controls and Procedures

44

Part II. - Other Information

Item 1.

Legal Proceedings

45

Item 1A.

Risk Factors

45

Item 2.

Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

45

Item 3.

Defaults Upon Senior Securities

45

Item 4.

Mine Safety Disclosures

45

Item 5.

Other Information

45

Item 6.

Exhibits

46

Signature Page

47

1

EXPLANATORY NOTE

FB Bancorp, Inc. (the “Company,” “we”, “our” or “us”) was incorporated on February 29, 2024, to serve as the bank holding company for Fidelity Bank (“Fidelity” or the “Bank”) upon the consummation of the Bank’s conversion from the mutual form of organization to the stock form of organization, which occurred on October 22, 2024. The Company sold 19,837,500 shares of common stock (par value $0.01 per share) at $10.00 per share, for gross offering proceeds of $198.4 million. The cost of conversion and issuance of common stock was approximately $4.7 million, which was deducted from the gross offering proceeds. The Bank’s employee stock ownership plan (“ESOP”) purchased 1,587,000, or 8% of total shares issued, at a cost of $17.9 million. The Company contributed $88.4 million of the net offering proceeds to the Bank as additional capital.

2

Item 1. Fina ncial Statements

FB Bancorp, Inc.

Consolidated Statemen ts of Financial Condition (Unaudited)

(Dollars in thousands, except share data)

March 31,
2025

December 31,
2024

(Dollars in thousands)

ASSETS

Cash and due from banks

$

7,359

$

6,841

Interest-bearing deposits at other financial institutions

91,216

92,004

Total cash and cash equivalents

98,575

98,845

Securities available for sale, at fair value (amortized cost of $ 266,117 and $ 264,639 , respectively)

250,998

244,119

Derivative assets

540

439

Loans held for sale, at fair value

20,860

26,026

Loans held for investment

770,585

756,897

Less: allowance for credit losses

( 6,195

)

( 6,244

)

Loans held for investment, net

764,390

750,653

Federal Home Loan Bank stock, at cost

3,223

4,354

Bank owned life insurance

15,073

14,986

Accrued interest receivable

5,563

5,729

Premises and equipment, net

56,562

54,145

Other real estate owned

650

610

Mortgage servicing rights

1,012

1,078

Prepaid expenses

2,706

2,151

Other assets

17,622

17,798

Total assets

$

1,237,774

$

1,220,933

LIABILITIES AND STOCKHOLDERS' EQUITY

Deposits:

Non-interest bearing

$

139,573

$

132,258

Interest bearing

683,872

668,484

Total deposits

823,445

800,742

Advances by borrowers for taxes and insurance

5,664

6,537

Other borrowings

61,500

73,500

Accrued interest payable

359

380

Other liabilities

15,397

13,519

Total liabilities

906,365

894,678

Stockholders' Equity:

Preferred stock, $ 0.01 par value - 5,000,000 shares authorized; no ne issued

—

—

Common stock, $ 0.01 par value - 120,000,000 shares authorized; 19,837,500 issued and outstanding at March 31, 2025 and December 31, 2024

198

198

Additional paid-in capital

193,574

193,571

Unearned ESOP shares - 1,507,650 and 1,523,520 shares as of March 31, 2025 and December 31, 2024, respectively

( 17,036

)

( 17,215

)

Retained earnings

166,617

165,912

Accumulated other comprehensive income (loss)

( 11,944

)

( 16,211

)

Total stockholders' equity

331,409

326,255

Total liabilities and stockholders' equity

$

1,237,774

$

1,220,933

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3

FB Bancorp, Inc.

Consolidated Statements of Operations (Unaudited)

For the three months
ended March 31,

2025

2024

(Dollars in thousands except per share amounts)

Interest and dividend income

Interest and fees on loans

$

13,624

$

12,341

Interest and dividends on investment securities

2,297

2,299

Interest on deposits in other banks

997

605

Total interest and dividend income

16,918

15,245

Interest expense

Deposits

3,393

2,493

Borrowed funds

724

1,872

Total interest expense

4,117

4,365

Net interest income

12,801

10,880

Provision (benefit) for credit losses

385

245

Net interest income after provision (benefit) for credit losses

12,416

10,635

Non-interest income

Service charges and fee income from deposit accounts

654

733

Gain on sales of mortgage loans

3,340

3,308

Gain (loss) on sales and disposal of assets

—

—

Gain (loss) on sales of available for sale securities

55

89

Gain on sales of mortgage servicing rights

—

—

Other non-interest income

353

583

Total non-interest income

4,402

4,713

Non-interest expenses

Salaries and employee benefits

9,557

10,083

Occupancy and equipment

2,002

2,029

Directors’ fees

181

161

Data processing

1,310

1,371

Advertising and marketing

210

537

Mortgage servicing rights amortization

91

159

Hedging activity, net

430

( 93

)

Goodwill impairment

—

—

Other general and administrative

2,159

2,138

Total non-interest expenses

15,940

16,385

Income (loss) before income taxes

878

( 1,037

)

Income tax expense (benefit)

173

( 230

)

Net income (loss)

$

705

$

( 807

)

Earnings (losses) per share - basic and diluted

$

0.04

—

Weighted average shares outstanding

18,313,980

—

The accompanying notes are an integral part of these unaudited consolidated financial statements.

4

FB Bancorp, Inc.

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

For the three months
ended March 31,

2025

2024

(Dollars in thousands)

Net income (loss)

$

705

$

( 807

)

Other comprehensive income (loss):

Unrealized holding gains (losses) on securities available for sale

5,456

( 3,159

)

Reclassification adjustment for (gains) losses realized on securities available for sale

( 55

)

( 89

)

Net unrealized gains (losses)

5,401

( 3,248

)

Tax effect

( 1,134

)

682

Total other comprehensive income (loss)

4,267

( 2,566

)

Total comprehensive income (loss)

$

4,972

$

( 3,373

)

The accompanying notes are an integral part of these unaudited consolidated financial statements.

5

FB Bancorp, Inc.

Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)

For the Three Months Ended March 31, 2025 and 2024

(Dollars in thousands, except share data)

Accumulated

Unallocated

Common

Additional

Other

Common

Total

Shares

Common

Paid-In

Retained

Comprehensive

Stock Held By

Stockholders'

Issued

Stock

Capital

Earnings

Income (Loss)

ESOP

Equity

Balance at December 31, 2023

-

$

-

$

—

$

172,126

$

( 15,389

)

$

—

$

156,737

Comprehensive income (loss):

Net income (loss)

-

( 807

)

-

-

( 807

)

Other comprehensive income (loss), net of tax

-

-

( 2,566

)

-

( 2,566

)

Total comprehensive income (loss)

( 3,373

)

Balance at March 31, 2024

-

$

-

$

-

$

171,319

$

( 17,955

)

$

-

$

153,364

Balance at December 31, 2024

19,837,500

$

198

$

193,571

$

165,912

$

( 16,211

)

$

( 17,215

)

$

326,255

Comprehensive income (loss):

Net income (loss)

-

705

-

-

705

Other comprehensive income (loss), net of tax

-

-

4,267

-

4,267

Total comprehensive income (loss)

4,972

ESOP shares committed to be released ( 15,870 shares)

3

179

182

Balance at March 31, 2025

19,837,500

$

198

$

193,574

$

166,617

$

( 11,944

)

$

( 17,036

)

$

331,409

The accompanying notes are an integral part of these unaudited consolidated financial statements.

6

FB Bancorp, Inc.

Consolidated Statements of Cash Flows (Unaudited)

For the three months
ended March 31,

2025

2024

(Dollars in thousands)

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)

$

705

$

( 807

)

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Depreciation and amortization

636

638

Amortization of mortgage servicing rights

91

159

Net (accretion) amortization on securities

( 311

)

( 182

)

Provision (benefit) for credit losses

385

245

ESOP expense

182

—

Increase in cash surrender value of life insurance

( 87

)

( 85

)

(Gain) loss on sales and disposal of assets

—

—

Federal Home Loan Bank stock dividends

( 60

)

( 61

)

Net gain on sales of available for sale securities

( 55

)

( 89

)

Deferred income taxes (benefit)

149

( 229

)

Net (increase) decrease in derivative instruments

( 101

)

( 552

)

Changes in other operating assets and liabilities

336

1,066

Loans held for sale:

Originations

( 72,063

)

( 80,935

)

Proceeds from sale

80,746

73,898

Gain on sale of loans, net

( 3,340

)

( 3,308

)

Net change in fair value

( 177

)

( 105

)

Net cash provided by (used in) operating activities

7,036

( 10,347

)

CASH FLOWS FROM INVESTING ACTIVITIES :

Purchases of securities available for sale

( 12,160

)

( 5,437

)

Proceeds from maturities, prepayments, and sales of securities available for sale

11,048

4,694

Redemption of FHLB stock

1,191

—

(Increase) decrease in loans held for investment, net

( 14,162

)

( 24,095

)

Purchases of premises and equipment

( 3,053

)

( 1,172

)

Proceeds from sale of other real estate owned

—

—

Net cash provided by (used in) investing activities

( 17,136

)

( 26,010

)

CASH FLOWS FROM FINANCING ACTIVITIES :

Net increase (decrease) in deposits

22,703

3,386

Payments on other borrowings

( 12,000

)

( 2,700

)

Net change in advances by borrowers for taxes and insurance

( 873

)

( 3,550

)

Net cash provided by (used in) financing activities

9,830

( 2,864

)

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

( 270

)

( 39,221

)

Cash and cash equivalents at beginning of period

98,845

87,108

Cash and cash equivalents at end of period

$

98,575

$

47,887

Supplemental Disclosures For Cash Flow Information:

Cash paid for interest on deposits and borrowings

$

4,138

$

3,275

Cash paid for income taxes

$

—

$

—

Loans transferred to other real estate owned

$

40

$

1,897

The accompanying notes are an integral part of these unaudited consolidated financial statements.

7

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

1.
Summary of Significant Accounting Policies

Basis of Presentation


The accompanying unaudited financial statements of FB Bancorp, Inc. (the “Company”) were prepared in accordance with GAAP for interim financial information, general practices within the financial services industry, and instructions for Regulation S-X. Accordingly, these interim financial statements do not include all of the information or footnotes required by GAAP for annual financial statements. However, in the opinion of management, all adjustments necessary for a fair presentation of the financial statements have been included. The results of operations for the interim periods disclosed herein are not necessarily indicative of the results that may be expected for the entire fiscal year. These statements should be read in conjunction with the Company's audited financial statements and notes thereto for the year ended December 31, 2024, included in the Company's Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 27, 2025.


Critical Accounting Policies and Estimates

In preparing the financial statements, the Company is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the Company's financial condition, results of operations, comprehensive income, changes in equity, and cash flows for the interim period presented. These adjustments are of a normal recurring nature and include appropriate estimated provisions.

Recent Accounting Standards Adopted

ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The guidance issued in this update requires improvement to the disclosures about a public entity’s reportable segments and more detailed information about a reportable segment’s expenses and other segment items. Under this guidance, public entities are required to disclose segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment that are currently required annually. The goal of these disclosures is to enable investors to develop more decision-useful financial analyses. This update is effective for fiscal years beginning after December 15, 2023 , and interim periods within fiscal years beginning after December 15, 2024. The amendments in this update should be applied retrospectively to all previous periods presented. Other than providing additional disclosures, the adoption of this standard did no t have an impact on the Company’s consolidated financial statements.

In November 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires entities to disclose disaggregated information about their effective tax rate reconciliations as well as expanded information on income taxes by jurisdiction. The standard is effective for fiscal years beginning after December 15, 2024 on a prospective basis. The Company discloses its income tax rate reconciliation in its annual consolidated financial statements only and does no t expect the adoption to have a material impact on its consolidated financial statements.

8

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Recent Accounting Pronouncements :

ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The guidance issued in this update was designed to improve financial reporting by requiring entities to disclose additional information about specific expense categories in the notes to financial statements. This standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The amendments in this update should be applied either prospectively to financial statements issued for reporting periods after the effective date of this update or retrospectively to any or all prior periods presented in the financial statements. The Company does not expect the adoption of this guidance to have a material impact on the Company’s consolidated financial statements.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period presentation. Any changes in presentation did not have a material impact on the Company’s financial condition or results of operations.

9

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

2.
Earnings (Loss) Per Share

Earnings (Loss) per share is calculated by dividing consolidated net income or loss (numerator) by the weighted-average common shares (denominator).

The following table sets forth the composition of the weighted-average common shares (denominator) used in the basic and diluted earnings per share computation for the three months ended March 31, 2025. The Company converted from the mutual form of organization to the stock form of organization on October 22, 2024; therefore, there were no outstanding shares for the three months ended March 31, 2024.

Denominator:

March 31, 2025

Weighted-average common shares outstanding

19,837,500

Less: Average unearned ESOP shares

( 1,523,520

)

Weighted-average common shares and common stock
equivalents used to calculate basic earnings per share

18,313,980

The Company had no dilutive or potentially dilutive securities during the period presented.

10

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

3.
Investment Securities

The tables below show the amortized cost and fair value, by type, of the Company’s available for sale debt securities as of March 31, 2025 and December 31, 2024:

March 31, 2025

Gross

Gross

Amortized

Unrealized

Unrealized

Fair

Cost

Gains

Losses

Value

Available for sale:

U.S. government sponsored agencies

$

142,353

$

250

$

8,662

$

133,941

Mortgage-backed securities

92,464

216

6,066

86,614

Corporate bonds

31,300

1

858

30,443

Small Business Administration

—

—

—

—

Total available for sale

$

266,117

$

467

$

15,586

$

250,998

December 31, 2024

Available for sale:

U.S. government sponsored agencies

$

147,674

$

68

$

10,909

$

136,833

Mortgage-backed securities

85,708

19

8,444

77,283

Corporate bonds

31,237

—

1,254

29,983

Small Business Administration

20

—

—

20

Total available for sale

$

264,639

$

87

$

20,607

$

244,119

As of March 31, 2025 and December 31, 2024, there were no holdings of securities of any one issuer, other than the U.S. government and its agencies, in an amount greater than 10 % of stockholders’ equity.

The Company evaluates securities for impairment when there has been a decline in fair value below the amortized cost basis at least quarterly. Accordingly, management is able to effectively measure and monitor the unrealized loss position on these securities and because the Company does not intend to sell the securities and it is not more-likely-than-not that the Company will be required to sell the investments before recovery of their amortized cost basis, the Company determined no allowance for credit loss was required as of March 31, 2025 or December 31, 2024.

Accrued interest receivable on investment securities totaled $ 1.4 million and $ 1.5 million as of March 31 , 2025 and December 31, 2024, respectively, and was reported in accrued interest receivable on the statements of financial condition.

11

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

A summary of securities with gross unrealized losses at March 31, 2025 and December 31, 2024 aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:

March 31, 2025

Less Than 12 Months

12 Months or More

Gross

Gross

Total

Fair

Unrealized

Fair

Unrealized

Unrealized

Value

Losses

Value

Losses

Losses

Available for sale:

U.S. government sponsored agencies

$

2,997

$

47

$

116,090

$

8,615

$

8,662

Mortgage-backed securities

12,571

239

56,539

5,827

6,066

Corporate bonds

7,589

35

22,353

823

858

Total available for sale

$

23,157

$

321

$

194,982

$

15,265

$

15,586

December 31, 2024

Available for sale:

U.S. government sponsored agencies

$

12,337

$

246

$

118,800

$

10,663

$

10,909

Mortgage-backed securities and small business administration

17,590

698

56,203

7,746

8,444

Corporate bonds

7,955

133

22,028

1,121

1,254

Total available for sale

$

37,882

$

1,077

$

197,031

$

19,530

$

20,607

The amortized cost and estimated fair value by maturity or next repricing date of investment securities at March 31, 2025 are shown in the following table. Fixed rate securities are classified according to their contractual maturities without consideration of principal amortization, potential prepayments or call options. Accordingly, actual maturities may differ from contractual maturities.

Amortized

Fair

Cost

Value

Within one year or less

$

4,945

$

4,887

One through five years

82,974

79,742

After five through ten years

77,781

74,308

Over ten years

100,417

92,061

Total

$

266,117

$

250,998

At March 31, 2025 and December 31, 2024, approximately $ 141 million and $ 144 million of investments were pledged to secure various deposits or borrowings, respectively.

Additional information related to fair value of investment securities is provided in Note 10 .

12

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

4.
Loans Held for Investment

The components of loans were as follows at March 31, 2025 and December 31, 2024:

March 31,
2025

December 31,
2024

(dollars in thousands)

Residential mortgage loans (1-4 family):

Fixed

$

99,022

$

98,694

Variable

153,078

155,948

Construction

38,928

34,139

Total residential mortgage loans

291,028

288,781

Commercial loans:

Real estate

253,054

241,063

Other

97,652

94,981

Total commerical loans

350,706

336,044

Consumer loans:

Home equity

106,089

106,550

Other consumer

23,885

26,690

Total consumer loans

129,974

133,240

Total loans held for investment

771,708

758,065

Less:

Undisbursed portion of mortgage loans

( 153

)

( 161

)

Net deferred loan costs (fees)

( 970

)

( 1,007

)

Allowance for credit losses

( 6,195

)

( 6,244

)

Total loans held for investment, net

$

764,390

$

750,653

Accrued interest receivable on loans held for investment totaled $ 4.1 million and $ 4.1 million as of March 31, 2025 and December 31, 2024, respectively, and was reported in accrued interest receivable on the statements of financial condition.

The Company has an established methodology to calculate the Allowance for Credit Losses (“ACL”) that assesses the risks and losses inherent in the Company’s loan portfolio. For purposes of determining the ACL, the Company segments certain loans in its portfolio by product type. The Company’s loans are segmented into the following pools: residential mortgage loans, commercial real estate loans, other commercial loans, home equity, and consumer loans. The Company also sub-segments these segments into classes based on the associated risks within those segments. Residential mortgage loans are divided into the following classes: fixed, variable and construction. Each class of loans requires significant judgment to determine the estimation method that fits the credit risk characteristics of its portfolio segment. The Company uses an internally developed model in this process. Management uses judgment in establishing additional input metrics for the modeling processes.

The model and assumptions the Company uses to determine the allowance are independently validated and reviewed to ensure that their theoretical foundation, assumptions, data integrity, computational processes, reporting practices and end-user controls are appropriate and properly documented. The following are the factors the Company uses to determine the ACL for each segment or class of loan.

13

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Residential Mortgage Loans

All of our residential mortgage loans are centrally underwritten. When assessing credit risk, we analyze certain credit factors, such as, payment history, credit utilization and length of credit history. All of our residential mortgage loans are secured by real estate; therefore, we evaluate and estimate the current market value of the collateral property. Common risk factors that are not specific to individual loan transactions include economic conditions within our markets, including unemployment rates and potential changes in real estate collateral values due to market conditions. Personal events, disability, death or change in marital status of the borrower also increase risk in residential mortgage lending.

Residential Mortgage Loans (Fixed and Variable )

Characteristically, residential mortgage loans are secured by 1 – 4 family residential properties and residential lots. Declines in market value can result in residential mortgages with outstanding balances in excess of the collateral value of the property securing the loan.

Residential Construction Loans

Residential construction loans can experience delays in construction and cost overruns that can exceed the borrower’s financial ability to complete the construction project, which could result in unmarketable collateral.

Commercial Loans

All of our commercial loans are centrally underwritten. When assessing credit risk, we analyze the borrower’s ability to generate adequate cash flow to service the debt in accordance with the terms and conditions of the loan agreement. Usually, our commercial loans are secured by collateral and we assess the current value of the collateral. Additionally, the Company evaluates and assesses the financial strength and liquidity of the borrower’s principals because the Company generally requires the personal guarantees of the borrower’s principals. Common risk factors that are not specific to individual loan transactions include economic conditions within our markets, including unemployment rates and potential changes in collateral values due to market conditions.

Commercial Real Estate

Commercial mortgage, commercial construction and land development loans are dependent upon the supply and demand for commercial real estate in the markets we serve as well as the demand for newly constructed residential homes and lots. A decrease in demand could result in decreases in the underlying collateral values and make repayment of the outstanding loans more difficult for our borrowers. Loans secured by non-residential properties and multifamily housing are dependent upon the ability of the property to produce cash flow sufficient to cover debt service and other operating expenses. These property types are susceptible to weak economic conditions which can result in high vacancy rates.

Other Commercial Loans

The repayment of commercial loans not secured by real estate is primarily dependent upon the ability of our borrowers to produce cash flows consistent with our original projections analyzed during the credit underwriting process. While our loans are generally secured by collateral with limitations on maximum loan to value ratios, there is a risk that liquidation of the collateral will not fully satisfy the loan balance.

14

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Consumer Loans

All of the Company’s consumer loans are centrally underwritten. When assessing credit risk, we analyze certain credit factors, such as, payment history, credit utilization and length of credit history. Since a large percentage of consumer loans are secured, management evaluates the likely market value of the collateral. Common risk factors that are not specific to individual loan transactions include economic conditions within our markets. Personal events, disability, death or change in marital status of the borrower also increase risk in consumer lending.

Home Equity Loans

Home equity and home equity lines of credit loans are secured by first or junior liens on residential real estate making such loans susceptible to deterioration in residential real estate values. Additional risks include lien perfection deficiencies and the inherent risk that the borrower may draw on the lines in excess of their collateral value, particularly in a deteriorating real estate market.

Other Consumer Loans

Consumer loans include loans secured by personal property, such as automobiles, mobile homes and other title vehicles, such as boats and motorcycles. Consumer loans also include unsecured loans. The value of the underlying collateral for this loan category is especially volatile due to the potential rapid decline in values.

Credit Quality Indicators

Loans are categorized into risk categories based on relevant information about the ability of our borrowers to service their debt obligations. The relevant information includes current financial information, historical payment history, credit documentation, public information and current economic trends, among other factors. The Company uses a risk grading matrix to assign risk grades to each of our commercial loans and a portion of our other loans. Loans are graded on a scale of 1 to 10. A description of the general characteristics of the ten grades is as follows:

Grade 1

Substantially Risk Free. Fully secured by own-Bank deposits.

Grade 2

Minimal. Minimal degree of risk in both short term and long term. No noted credit, collateral or technical deficiencies. Exemplary and established history with the Company and elsewhere. Exceptional financial strength and generally in the upper quartile of peer comparisons. Loans secured by properly margined and monitored marketable securities may also be in this category.

Grade 3

Moderate. Only moderate risk apparent in both short term and long term. Financial characteristics of borrower are strong. Demonstrated ability to generate sufficient cash flow to meet debt service requirements including 3-5 years of generating increasing or consistently strong levels of cashflow, the capital structure is strong with only moderate leverage, trends are favorable, and comparison to peer is positive. Credit reflects strong collateral values with proper margins, and/or is supported by strong guarantees.

Grade 4

Acceptable. Acceptable level of risk in both short term and long term. Borrower generates sufficient cash flow to meet debt service requirements with a comfortable

15

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

margin and debt is adequately secured with appropriate collateral margins and supported by guarantees. Leverage, liquidity, margins, etc. are comparable to peer, but may not be as strong as borrowers risk rated 3.

Grade 5

Acceptable with Care. Risk is still considered acceptable, cash flow coverage of debt service requirements is adequate, but there are certain negative factors that could increase long term risk. Some common characteristics of these credits include: structure at variance with policy, LTV’s in excess of prescribed levels, trends negative but not materially adverse, leverage in excess of peer, etc.

Grade 6

Watch. Only marginally acceptable financial profiles, and financial trends are less favorable than prior periods. Short term risk may be acceptable, but negative factors could develop to make long term risk unacceptable. Weaknesses may include: outdated financials, inconsistent financial performance, strained liquidity, and adverse financial trends.

Grade 7

Special Mention. Increased level of risk (and, therefore, additional scrutiny) due to some weakening trend, poor performance, a particular circumstance or some other noted deficiency. Generally, repayment according to plan is still anticipated.

Grade 8

Substandard. Identified crucial weakness with associated loss potential. Substandard loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. An assessment under ASC 310 must be performed on credits identified for individual evaluation graded Substandard.

Grade 9

Doubtful. Full repayment or liquidation is highly questionable or improbable. Loans classified Doubtful have all the weaknesses inherent in those classified Substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently know facts, conditions and values, highly questionable and improbable. An assessment under ASC 310 must be performed on credits identified for individual evaluation graded Doubtful.

Grade 10

Loss. All outstanding principal and accrued interest is deemed uncollectible and is to be charged off promptly. Loans classified Loss are considered uncollectible and of such little value that their continuance as Bankable assets is not warranted. This classification does not mean that the loan has absolutely no recovery or salvage value but rather it is not practical or desirable to defer writing off this basically worthless asset even though partial recovery may be affected in the future. Loans classified Loss requires a 100 % specific reserve.

16

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Loans with a risk rating of 1 through 6 are classified as “Pass” rated credits in the following tables. Nonrated loans are also classified as “Pass.” The following table presents the Company's recorded investment in loans by credit quality indicators by year of origin as of March 31, 2025 and gross charge-offs for the three months ended March 31, 2025.

Term Loans

1-4 Family Residential

2025

2024

2023

2022

2021

Prior

Revolving Lines

Total

Pass

$

3,599

$

14,832

$

59,528

$

64,873

$

29,400

$

66,882

$

—

$

239,114

Special Mention

—

—

—

256

—

30

—

286

Substandard

—

432

4,207

3,205

1,936

2,920

—

12,700

Doubtful

—

—

—

—

—

—

—

—

Total

$

3,599

$

15,264

$

63,735

$

68,334

$

31,336

$

69,832

$

—

$

252,100

Residential Construction

2025

2024

2023

2022

2021

Prior

Revolving

Total

Pass

$

1,436

$

30,067

$

7,425

$

—

$

—

$

—

$

—

$

38,928

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Doubtful

—

—

—

—

—

—

—

—

Total

$

1,436

$

30,067

$

7,425

$

—

$

—

$

—

$

—

$

38,928

Commercial Real Estate

2025

2024

2023

2022

2021

Prior

Revolving

Total

Pass

$

7,917

$

55,699

$

46,559

$

37,107

$

11,080

$

77,891

$

16,351

$

252,604

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

450

—

450

Doubtful

—

—

—

—

—

—

—

—

Total

$

7,917

$

55,699

$

46,559

$

37,107

$

11,080

$

78,341

$

16,351

$

253,054

Other Commercial

2025

2024

2023

2022

2021

Prior

Revolving

Total

Pass

$

21,956

$

27,357

$

3,931

$

5,004

$

7,675

$

11,765

$

14,945

$

92,633

Special Mention

—

—

—

—

42

269

224

535

Substandard

—

82

256

1,651

120

1,686

558

4,353

Doubtful

—

85

—

—

—

—

46

131

Total

$

21,956

$

27,524

$

4,187

$

6,655

$

7,837

$

13,720

$

15,773

$

97,652

Home Equity

2025

2024

2023

2022

2021

Prior

Revolving

Total

Pass

$

207

$

4,482

$

7,427

$

1,569

$

56

$

922

$

88,618

$

103,281

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

24

—

2

2,603

2,629

Doubtful

87

—

—

—

—

—

92

179

Total

$

294

$

4,482

$

7,427

$

1,593

$

56

$

924

$

91,313

$

106,089

Other Consumer

2025

2024

2023

2022

2021

Prior

Revolving

Total

Pass

$

10,494

$

7,066

$

942

$

2,671

$

979

$

497

$

945

$

23,594

Special Mention

—

186

—

—

—

—

—

186

Substandard

—

49

18

18

—

—

—

85

Doubtful

—

8

3

—

9

—

—

20

Total

$

10,494

$

7,309

$

963

$

2,689

$

988

$

497

$

945

$

23,885

All Loans

2025

2024

2023

2022

2021

Prior

Revolving

Total

Pass

$

45,609

$

139,503

$

125,812

$

111,224

$

49,190

$

157,957

$

120,859

$

750,154

Special Mention

-

186

-

256

42

299

224

1,007

Substandard

—

563

4,481

4,898

2,056

5,058

3,161

20,217

Doubtful

87

93

3

—

9

—

138

330

Total Loans

$

45,696

$

140,345

$

130,296

$

116,378

$

51,297

$

163,314

$

124,382

$

771,708

Gross charge-offs

$

—

$

-

$

87

$

-

$

-

$

37

$

334

$

458

17

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Loans with a risk rating of 1 through 6 are classified as “Pass” rated credits in the following tables. Nonrated loans are also classified as “Pass.” The following table presents the Company's recorded investment in loans by credit quality indicators by year of origin as of December 31, 2024 and gross charge-offs for the year ended December 31, 2024.

Term Loans

1-4 Family Residential

2024

2023

2022

2021

2020

Prior

Revolving Lines

Total

Pass

$

15,139

$

61,966

$

66,541

$

30,758

$

22,112

$

47,915

$

—

$

244,431

Special Mention

—

—

257

—

—

32

—

289

Substandard

—

3,179

3,254

1,128

140

2,221

—

9,922

Doubtful

—

—

—

—

—

—

—

—

Total

$

15,139

$

65,145

$

70,052

$

31,886

$

22,252

$

50,168

$

—

$

254,642

Residential Construction

2024

2023

2022

2020

2019

Prior

Revolving

Total

Pass

$

23,044

$

11,095

$

—

$

—

$

—

$

—

$

—

$

34,139

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

—

—

—

—

Doubtful

—

—

—

—

—

—

—

—

Total

$

23,044

$

11,095

$

—

$

—

$

—

$

—

$

—

$

34,139

Commercial Real Estate

2024

2023

2022

2020

2019

Prior

Revolving

Total

Pass

$

50,394

$

47,231

$

40,122

$

11,240

$

17,629

$

73,990

$

—

$

240,606

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

—

—

457

—

—

457

Doubtful

—

—

—

—

—

—

—

—

Total

$

50,394

$

47,231

$

40,122

$

11,240

$

18,086

$

73,990

$

—

$

241,063

Other Commercial

2024

2023

2022

2020

2019

Prior

Revolving

Total

Pass

$

39,529

$

4,011

$

6,107

$

8,062

$

5,041

$

4,138

$

23,556

$

90,444

Special Mention

—

—

1,424

—

—

188

—

1,612

Substandard

42

250

226

—

459

1,239

566

2,782

Doubtful

—

45

—

—

—

—

98

143

Total

$

39,571

$

4,306

$

7,757

$

8,062

$

5,500

$

5,565

$

24,220

$

94,981

Home Equity

2024

2023

2022

2020

2019

Prior

Revolving

Total

Pass

$

4,592

$

7,597

$

1,643

$

73

$

62

$

1,020

$

89,267

$

104,254

Special Mention

—

—

—

—

—

—

—

—

Substandard

—

—

46

—

—

2

2,225

2,273

Doubtful

—

—

—

—

—

—

23

23

Total

$

4,592

$

7,597

$

1,689

$

73

$

62

$

1,022

$

91,515

$

106,550

Other Consumer

2024

2023

2022

2020

2019

Prior

Revolving

Total

Pass

$

10,209

$

9,673

$

3,628

$

1,045

$

507

$

7

$

1,235

$

26,304

Special Mention

189

—

—

—

—

—

—

189

Substandard

—

15

—

1

—

—

47

63

Doubtful

74

36

10

14

—

—

—

134

Total

$

10,472

$

9,724

$

3,638

$

1,060

$

507

$

7

$

1,282

$

26,690

All Loans

2024

2023

2022

2020

2019

Prior

Revolving

Total

Pass

$

142,907

$

141,573

$

118,041

$

51,178

$

45,351

$

127,070

$

114,058

$

740,178

Special Mention

189

-

1,681

-

-

220

-

2,090

Substandard

42

3,444

3,526

1,129

1,056

3,462

2,838

15,497

Doubtful

74

81

10

14

—

—

121

300

Total Loans

$

143,212

$

145,098

$

123,258

$

52,321

$

46,407

$

130,752

$

117,017

$

758,065

Gross charge-offs

$

-

$

123

$

374

$

45

$

178

$

21

$

920

$

1,661

18

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Allowance for Credit Losses and Recorded Investment in Loans Receivable

The following table outlines the changes in the allowance for credit losses by category, the allowance for loans individually and collectively evaluated, and the balances of loans individually and collectively evaluated, for the three months ended March 31, 2025:

1-4 Family

Commercial

Other

Home

Other

Residential

Construction

Real Estate

Commercial

Equity

Consumer

Total

(dollars in thousands)

Allowance

Beginning balance, January 1, 2025

$

2,246

$

539

$

257

$

1,209

$

1,224

$

769

$

6,244

Charge-offs

( 25

)

( 3

)

—

( 244

)

( 23

)

( 163

)

( 458

)

Recoveries

—

—

—

2

—

22

24

Provision for Credit Loss

23

—

—

216

19

127

385

Reallocations

( 196

)

( 341

)

( 155

)

1,004

( 314

)

2

—

Balance at end of period

$

2,048

$

195

$

102

$

2,187

$

906

$

757

$

6,195

Ending allowance balance for loans individually evaluated

$

728

$

—

$

—

$

477

$

261

$

92

$

1,558

Ending allowance balance for loans collectively evaluated

$

1,320

$

195

$

102

$

1,710

$

645

$

665

$

4,637

Loans Receivable

Total period-end balance

$

252,100

$

38,928

$

253,054

$

97,652

$

106,089

$

23,885

$

771,708

Balance of loans individually evaluated

$

12,648

$

—

$

1,701

$

3,530

$

2,695

$

263

$

20,837

Balance of loans collectively evaluated

$

239,452

$

38,928

$

251,353

$

94,122

$

103,394

$

23,622

$

750,871

The following table outlines the changes in the allowance for credit losses by category, the allowance for loans individually and collectively evaluated, and the balances of loans individually and collectively evaluated, for the year ended December 31, 2024:

1-4 Family

Commercial

Other

Home

Other

Residential

Construction

Real Estate

Commercial

Equity

Consumer

Total

(dollars in thousands)

Allowance

Beginning balance, January 1, 2024

$

1,210

$

1

$

2,218

$

1,586

$

536

$

652

$

6,203

Charge-offs

( 306

)

—

—

( 1,114

)

—

( 241

)

( 1,661

)

Recoveries

6

2

—

118

—

46

172

Provision for Credit Loss

550

132

63

296

300

189

1,530

Reallocations

786

404

( 2,024

)

323

388

123

—

Balance at end of year

$

2,246

$

539

$

257

$

1,209

$

1,224

$

769

$

6,244

Ending allowance balance for loans individually evaluated

$

477

$

—

$

—

$

283

$

146

$

122

$

1,028

Ending allowance balance for loans collectively evaluated

$

1,769

$

539

$

257

$

926

$

1,078

$

647

$

5,216

Loans Receivable

Total period-end balance

$

254,642

$

34,139

$

241,063

$

94,981

$

106,550

$

26,690

$

758,065

Balance of loans individually evaluated

$

10,350

$

—

$

1,709

$

1,928

$

2,529

$

143

$

16,659

Balance of loans collectively evaluated

$

244,292

$

34,139

$

239,354

$

93,053

$

104,021

$

26,547

$

741,406

19

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

The Company had $ 15.4 million and $ 13.0 million of non-accruing loans as of March 31, 2025 and December 31, 2024, respectively. Management determined that a specific reserve of approximately $ 900 thousand an d $ 400 thousand was necessary as of March 31, 2025 and December 31, 2024, respectively. The amount of interest income that would have been recorded in 2025 and 2024 is not material.

The following tables present a summary by loan class of past due and non-accrual loans as of March 31 , 2025 and December 31, 2024 (dollars in thousands):

Greater Than

Past Due>

30-59 Days

60-89 Days

90 Days

Total

Total

90 Days and

Past Due

Past Due

Past Due

Past Due

Current

Loans

Accruing

March 31, 2025

1-4 family residential

$

18,725

$

2,708

$

5,231

$

26,664

$

225,436

$

252,100

$

—

Construction

2,399

—

—

2,399

36,529

38,928

—

Commercial real estate

63

—

—

63

252,991

253,054

—

Other commercial

2,038

51

805

2,894

94,758

97,652

—

Home equity

1,282

676

1,334

3,292

102,797

106,089

—

Other consumer

202

—

390

592

23,293

23,885

—

Total

$

24,709

$

3,435

$

7,760

$

35,904

$

735,804

$

771,708

$

—

March 31, 2025

Nonaccrual Loans with

Nonaccrual Loans

Total Nonaccrual

No Allowance

with an Allowance

Loans

1-4 family residential

$

6,866

$

5,389

$

12,255

Construction

—

—

—

Commercial real estate

—

—

—

Other commercial

444

373

817

Home equity

1,410

523

1,933

Other consumer

405

38

443

Total

$

9,125

$

6,323

$

15,448

Greater Than

Past Due>

30-59 Days

60-89 Days

90 Days

Total

Total

90 Days and

Past Due

Past Due

Past Due

Past Due

Current

Loans

Accruing

December 31, 2024

1-4 family residential

$

16,549

$

6,043

$

6,026

$

28,618

$

226,024

$

254,642

$

—

Construction

—

—

—

—

34,139

34,139

—

Commercial real estate

101

—

—

101

240,962

241,063

—

Other commercial

401

194

622

1,217

93,764

94,981

—

Home equity

2,073

787

1,217

4,077

102,473

106,550

—

Other consumer

409

80

118

607

26,083

26,690

—

Total

$

19,533

$

7,104

$

7,983

$

34,620

$

723,445

$

758,065

$

—

December 31, 2024

Nonaccrual Loans with

Nonaccrual Loans

Total Nonaccrual

No Allowance

with an Allowance

Loans

1-4 family residential

$

6,128

$

4,102

$

10,230

Construction

—

—

—

Commercial real estate

—

—

—

Other commercial

484

281

765

Home equity

1,670

164

1,834

Other consumer

35

125

160

Total

$

8,317

$

4,672

$

12,989

There were no loan modifications made to borrowers experiencing financial difficulty in the three months ended March 31, 2025. There were two commercial loan modifications made to borrowers experiencing financial difficulty in the year ended December 31, 2024 totaling $ 311 thousand for which a term concession was granted. At March 31, 2025, there were 11 loans totaling $ 1.0 million with active short-term payment deferrals of principal, interest or both.

20

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

5.
Mortgage Servicing Rights

Information related to mortgage servicing rights as of March 31, 2025 and December 31, 2024 are summarized as follows:

Three Months Ended

Year Ended

March 31,
2025

December 31,
2024

Book value of mortgage servicing rights beginning of period

$

1,078

$

2,231

Additions from sale of loans

25

508

Book value removed from sale of servicing rights

—

( 1,158

)

Amortized to expense

( 91

)

( 503

)

Book value of mortgage servicing rights end of period

$

1,012

$

1,078

Fair value of mortgage servicing rights

$

1,944

$

1,945

Principal balance of mortgage loans serviced for others not reported as assets

$

209,762

$

211,246

Custodial escrows of serviced loans

$

3,310

$

3,358

21

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

6.
Deposits

Depositor account balances as of March 31, 2025 and December 31, 2024 are summarized as follows:

March 31,
2025

December 31,
2024

Negotiable order of withdrawal (NOW)

$

250,679

$

242,575

Savings accounts

109,915

110,288

Money market

132,019

131,988

492,613

484,851

Certificates of deposit

231,970

209,856

Wholesale and brokered certificates of deposit

98,862

106,035

$

823,445

$

800,742

The weighted average interest rate on depositor accounts as of March 31, 2025 and December 31, 2024 wa s 1.66 % and 1.63 %, respectively.

Included in deposits are certificates of deposit in amounts greater than $250,000 totaling $ 48.1 million of account balance and approximately $ 1.9 million in annual interest expenses at March 31, 2025 and $ 43.2 million of account balance and approximately $ 1.6 million in annual interest expense at December 31, 2024. The scheduled maturities of all certificates of deposit at March 31, 2025 were as follows:

2025

$

192,298

2026

78,835

2027

52,089

2028

2,638

2029

4,290

2030

682

Total

$

330,832

22

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

7.
Other Borrowings

The Company has a line of credit with the FHLB through which advances are drawn. Pursuant to collateral agreements with the FHLB, advances are secured by a blanket-floating lien on first mortgage loans and cash and investments held at FHLB. The unused portion of the line of credit as of March 31, 2025 and December 31, 2024 was approx imately $ 369 million an d $ 364 million, respectively. As of March 31, 2025, the advances had annual maturities and weighted average interest rates as listed below.

Weighted Average

Amount

Interest Rate

2025

$

53,500

4.19

%

2026

8,000

2.17

%

Total

$

61,500

3.93

%

As of December 31, 2024, the advances had annual maturities and weighted average interest rates as listed below.

Weighted Average

Amount

Interest Rate

2025

$

65,500

4.31

%

2026

8,000

2.17

%

Total

$

73,500

4.08

%

23

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

8.
Capital Requirements and Other Regulatory Matters

Federal regulations require the Bank and the Company to maintain certain minimum amounts of capital. Specifically, the Bank is required to maintain certain minimum dollar amounts and ratios of Total and Tier 1 capital to risk-weighted assets, of Tier 1 capital to average total assets, and common equity Tier 1 capital to risk-weighted assets.

Bank holding companies are generally subject to statutory capital requirements, which were implemented by certain of the new capital regulations described above that became effective on January 1, 2015. However, the Small Banking Holding Company Policy Statement exempts certain small bank holding companies like the Company from those requirements provided that they meet certain conditions.

In addition to the capital requirements, the Federal Deposit Insurance Corporation Improvement Act (“FDICIA”) established five capital categories ranging from “well capitalized” to “critically undercapitalized.” Should any institution fail to meet the requirements to be considered “adequately capitalized,” it would become subject to a series of increasingly restrictive regulatory actions. Management believes that, as of December 31, 2024, the Bank met all capital adequacy requirements to which it is subject.

As of March 31, 2025, and December 31, 2024, the FDIC categorized the Bank as well capitalized under the regulatory framework for prompt corrective action. To be classified as a well-capitalized financial institution, Total risk-based, Tier 1 risk-based, common equity Tier 1 capital and Tier 1 leverage capital must be at least 10 %, 8 %, 6.5 %, and 5 %, respectively. There have been no conditions or events since the notification that management believes have changed the Bank’s or the Company’s category.

The Bank’s actual capital amounts and ratios as of March 31 , 2025 and December 31, 2024 are presented in the table below:

Actual

Minimum

Well Capitalized

Amount

Ratio

Amount

Ratio

Amount

Ratio

(dollars in thousands)

March 31, 2025

Tier 1 leverage capital:

$

254,794

20.32

%

$

50,285

4.00

%

$

62,856

5.00

%

Common Equity Tier 1 risk-based capital:

$

254,794

29.56

%

$

38,793

4.50

%

$

56,035

6.50

%

Tier 1 risk-based capital:

$

254,794

29.56

%

$

51,725

6.00

%

$

68,966

8.00

%

Total risk-based capital:

$

260,989

30.27

%

$

68,966

8.00

%

$

86,208

10.00

%

December 31, 2024

Tier 1 leverage capital:

$

254,176

19.55

%

$

52,013

4.00

%

$

65,016

5.00

%

Common Equity Tier 1 risk-based capital:

$

254,176

29.60

%

$

38,635

4.50

%

$

55,807

6.50

%

Tier 1 risk-based capital:

$

254,176

29.60

%

$

51,514

6.00

%

$

68,685

8.00

%

Total risk-based capital:

$

260,420

30.33

%

$

68,685

8.00

%

$

85,856

10.00

%

24

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

9.
Commitments and Contingencies

The Company is involved in various claims and legal proceedings. These cases are, in the opinion of management, ordinary, routine matters incidental to the normal business conducted by the Company. In the opinion of management, after consultation with legal counsel, the ultimate disposition of these matters is not expected to have a material effect on the financial position of the Company.

The Company’s financial statements do not reflect various outstanding commitments and contingent liabilities which arise in the normal course of business and which involve elements of credit risk, interest rate risk and liquidity risk. These commitments and contingent liabilities are commitments to extend credit and standby letters of credit. Commitments to extend credit, consisting primarily of commercial lines-of-credit, revolving credit lines and overdraft protection agreements, include exposure to credit loss in the event of nonperformance of the customer. The Company’s credit policies and procedures for credit commitments and financial guarantees are the same as those for extensions of credit that are recorded in the statements of financial condition. Because these instruments have fixed maturity dates, and because many of them expire without being drawn upon, they do not generally present any significant liquidity risk to the Company. The Company was not required to perform on any financial guarantees nor did it incur any losses on its commitments for the three months ended March 31, 2025 and year ended December 31, 2024.

Commitments outstanding were as follows:

March 31, 2025

December 31, 2024

Residential construction

$

23,819

$

27,110

Commercial construction

18,953

22,763

Revolving lines of credit and other

181,087

158,907

$

223,859

$

208,780

The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. A reserve for unfunded commitments is recorded within other liabilities on the statements of financial condition, and the related provision is recorded in the provision for credit losses on the consolidated statements of operations. The reserve for unfunded commitments was $ 120 thousand at March 31, 2025 and December 31, 2024.

25

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

10.
Fair Value

The Company determines the appropriate level in the fair value hierarchy for each fair value measurement. The level in the fair value hierarchy within which a fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The levels are as follows:

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities as of the reporting date. Financial assets and liabilities utilizing Level 1 inputs include active exchange-traded equity securities, exchange-based derivatives, mutual funds and money market funds.

Level 2—inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Financial assets and liabilities utilizing Level 2 inputs include fixed income securities, non-exchanged-based derivatives, commingled investment funds not subject to purchase and sale restrictions and fair-value hedges.

Level 3—unobservable inputs, such as internally-developed pricing models for the asset or liability due to little or no market activity for the asset or liability. Financial assets and liabilities utilizing Level 3 inputs include infrequently-traded non-exchange-based instruments with unique characteristics.

Fair Value of Assets Measured on a Recurring Basis

The following describes the valuation methodology used for the Company’s financial instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Available-for-Sale Securities : Fair values of investment securities available for sale were primarily measured using information from a third-party pricing service. This pricing service provides pricing information by utilizing evaluated pricing models supported with market data information. Standard inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data from market research publications. If quoted prices were available in an active market, investment securities were classified as Level 1 measurements. If quoted prices were not available in an active market, fair values were estimated primarily by the use of pricing models. Level 2 investment securities were primarily comprised of mortgage-backed securities issued by government agencies and U.S. government-sponsored enterprises. Investment securities are classified within Level 3 when little or no market activity supports the fair value.

Mortgage Loans Held for Sale : The Company originates mortgage loans that it intends to sell to the secondary market. Mortgage loans held for sale are valued on a recurring basis using a market approach by utilizing either: (i) the fair value of securities backed by similar mortgage loans, adjusted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to mortgage servicing and credit risk, (ii) current commitments to purchase loans or (iii) recent observable market trades for similar loans, adjusted for credit risk and other individual loan characteristics. As these prices are derived from market observable inputs, the Company classifies these valuations as Level 2 in the fair value disclosures.

26

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

Derivative Financial Instruments : The Company enters into derivative financial instruments as part of its hedging strategy and measures these instruments at fair value on a recurring basis in the statements of financial condition. Forward MBS trades are exchange-traded or traded within highly active dealer markets. In order to determine the fair value of these instruments, the Company utilizes the exchange price or dealer market price for the particular derivative contract; therefore, these contracts are classified as Level 2. In addition, the Company enters into interest rate locks with prospective borrowers. These commitments are carried at fair value based on the fair value of underling mortgage loans which are based on observable market data. These commitments are classified as Level 2 in the fair value disclosures, as the valuations are based on market observable inputs.

Fair Value of Assets Measured on a Nonrecurring Basis

Certain assets and liabilities are measured at fair value on a nonrecurring basis. The Company records loans considered collateral dependent at their fair value. A loan is considered collateral dependent if it is probable the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Fair value is measured at the fair value of the collateral for collateral-dependent loans. Collateral dependent loans are classified as Level 2 unless appraised value is either not available, management has determined fair value of the collateral is further impaired below appraised value when the Company is a seller of collateral, or there is no observable market price.

Other real estate owned are initially recorded at fair value less estimated costs to sell. The fair value of other real estate owned is based on property appraisals and an analysis of similar properties available. The Company classifies repossessed assets as Level 2 assets. The Company’s impaired loans are included in Note 4.

The table below presents certain collateral dependent loans that were remeasured and reported at fair value through the ACL based upon the fair value of the underlying collateral as of the dates indicated:

(Dollars in thousands)

March 31, 2025

December 31, 2024

Carrying value of collateral dependent loans before allowance

$

6,889

$

4,877

Specific allowance

( 1,558

)

( 1,028

)

Fair value of collateral dependent loans

$

5,331

$

3,849

27

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

The carrying amounts and estimated fair values of financial instrument as of March 31, 2025 and December 31, 2024, were as follows:

Carrying

Fair

Amount

Value

Level 1

Level 2

Level 3

March 31, 2025

Financial assets:

Cash and due from banks

$

7,359

$

7,359

$

7,359

$

—

$

—

Interest-bearing cash equivalents

$

91,216

$

91,216

$

91,216

$

—

$

—

Securities available for sale

$

250,998

$

250,998

$

—

$

250,998

$

—

Loans held for sale

$

20,860

$

20,860

$

—

$

20,860

$

—

Loans held for investment, net

$

764,390

$

755,698

$

—

$

—

$

755,698

Derivative assets

$

540

$

540

$

—

$

540

$

—

Mortgage servicing rights

$

1,012

$

1,944

$

—

$

1,944

$

—

Accrued interest receivable

$

5,563

$

5,563

$

—

$

—

$

5,563

Financial Liabilities:

Deposits

$

823,445

$

743,223

$

—

$

743,223

$

—

Advances by borrowers for taxes and insurance

$

5,664

$

5,664

$

5,664

$

—

$

—

Other borrowings

$

61,500

$

61,417

$

—

$

61,417

$

—

Accrued interest payable

$

359

$

359

$

—

$

—

$

359

December 31, 2024

Financial assets:

Cash and due from banks

$

6,841

$

6,841

$

6,841

$

—

$

—

Interest-bearing cash equivalents

$

92,004

$

92,004

$

92,004

$

—

$

—

Securities available for sale

$

244,119

$

244,119

$

—

$

244,119

$

—

Loans held for sale

$

26,026

$

26,026

$

—

$

26,026

$

—

Loans held for investment, net

$

750,653

$

737,551

$

—

$

—

$

737,551

Derivative assets

$

439

$

439

$

—

$

439

$

—

Mortgage servicing rights

$

1,078

$

1,945

$

—

$

1,945

$

—

Accrued interest receivable

$

5,729

$

5,729

$

—

$

—

$

5,729

Financial Liabilities:

Deposits

$

800,742

$

711,225

$

—

$

711,225

$

—

Advances by borrowers for taxes and insurance

$

6,537

$

6,537

$

6,537

$

—

$

—

Other borrowings

$

73,500

$

73,372

$

—

$

73,372

$

—

Accrued interest payable

$

380

$

380

$

—

$

—

$

380

28

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

11.
Mortgage Banking Derivatives

Commitments to fund certain mortgage loans (interest rate locks, or “IRLs”) to be sold into the secondary market and forward commitments (“Forwards”) for the future delivery of residential mortgage bonds are considered derivatives. The Company enters into Forwards for the future delivery of residential mortgage bonds when interest rate lock commitments are entered into in order to economically hedge the effect of changes in interest rates resulting from its commitments to fund the loans. These mortgage banking derivatives are not designated in hedge accounting relationships. Fair values were estimated based on changes in mortgage interest rates from the date of the commitments. The net change in fair market value of IRLs are recorded in other non-interest income. The net change in fair market value and the cost to close Forwards are recorded as hedging activity in non-interest expenses.

The net gains (losses) relating to these free-standing derivative instruments used for risk management are summarized below:

For the three months ended March 31,

Revenue Classification

2025

2024

IRLs

Gain (Loss) on sale of mortgage loans

$

404

$

386

Forwards

Hedging activity, net

( 430

)

93

Total

$

( 26

)

$

479

The following table reflects the amount and market value of mortgage banking derivatives included in the statements of financial condition:

March 31, 2025

December 31, 2024

Notional

Fair

Notional

Fair

Amount

Value

Amount

Value

IRLs

$

20,009

$

768

$

15,085

$

363

Forwards

30,500

( 228

)

28,500

76

Total

$

50,509

$

540

$

43,585

$

439

29

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

12.
Segment Information

The Company has two reportable segments: traditional banking and mortgage banking. Revenues from traditional banking operations consist primarily of interest and fees earned on loans held for investment and securities and fees from deposit services. Mortgage banking operating revenues consist principally of interest earned on mortgage loans held for sale, gains on sales of loans in the secondary mortgage market, and mortgage loan origination fee income. Segment performance is primarily evaluated, by the chief operating decision maker (“CODM”), using operating revenue. The Company has identified the Chief Financial Officer as the CODM. Income taxes are allocated, and material indirect expenses are allocated by volume. Mortgage banking is an internal division of Fidelity Bank and not a separate legal entity. Information reported internally for performance assessment follows for the three months ended March 31, 2025 and March 31, 2024.

Mortgage

Total

Banking

Banking

Segments

March 31, 2025

Net Interest income

$

12,249

$

552

$

12,801

Gain on sale of mortgage loans

—

3,340

3,340

Other revenue

935

127

1,062

Total operating revenue

$

13,184

$

4,019

$

17,203

Salaries and employee benefits

$

6,158

$

3,399

$

9,557

Mortgage servicing rights amortization

—

91

91

Hedging activity, net

—

430

430

Provision for credit losses and other expenses

4,751

1,496

6,247

Income tax expense (benefit)

466

( 293

)

173

Total expenses

$

11,375

$

5,123

$

16,498

Segment profit (loss)

$

1,809

$

( 1,104

)

$

705

Supplemental disclosures:

Segment assets

$

1,209,161

$

28,613

$

1,237,774

Depreciation and amortization

$

583

$

144

$

727

March 31, 2024

Net Interest income

$

10,175

$

705

$

10,880

Gain on sale of mortgage loans

—

3,308

3,308

Other revenue

1,030

375

1,405

Total operating revenue

$

11,205

$

4,388

$

15,593

Salaries and employee benefits

$

5,803

$

4,280

$

10,083

Mortgage servicing rights amortization

—

159

159

Hedging activity, net

—

( 93

)

( 93

)

Provision for credit losses and other expenses

4,860

1,621

6,481

Income tax expense (benefit)

100

( 330

)

( 230

)

Total expenses

$

10,763

$

5,637

$

16,400

Segment profit (loss)

$

442

$

( 1,249

)

$

( 807

)

Supplemental disclosures:

Segment assets

$

1,076,565

$

43,801

$

1,120,366

Depreciation and amortization

$

584

$

213

$

797

30

FB BANCORP, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

( dollar amounts in thousands unless otherwise noted )

13.
Subsequent Events

Management has evaluated subsequent events through the date that these consolidated financial statements were issued, May 12, 2025, and determined that no matters required disclosure.

31

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This discussion and analysis discusses information contained in our financial statements and other relevant statistical data, and is intended to enhance your understanding of our financial condition and results of operations. You should read the information in this section in conjunction with the business and financial information regarding FB Bancorp, Inc. provided in this document, including the financial statements, which appear elsewhere in this document.

Forward-Looking Statements

Certain statements contained in this Quarterly Report on Form 10-Q that are not historical facts may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements, which are based on certain current assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of the words “may,” “will,” “should,” “could,” “would,” “plan,” “potential,” “estimate,” “project,” “believe,” “intend,” “anticipate,” “expect,” “target” and similar expressions.

Because of these and other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements. Except as required by applicable law or regulation, we do not undertake, and we specifically disclaim any obligation, to release publicly the results of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.

Overview

FB Bancorp, Inc. conducts its operations primarily through Fidelity Bank. Fidelity Bank’s business consists primarily of taking deposits from the general public and investing those deposits, together with funds generated from operations, in one- to four-family residential real estate loans, commercial real estate loans, commercial loans, home equity loans and lines of credit, consumer loans and construction loans. We also invest in securities, which have historically consisted primarily of mortgage-backed securities and obligations issued by U.S. government sponsored enterprises. We offer a variety of deposit accounts including negotiable orders of withdrawal, which we refer to as “NOW” throughout this document, savings accounts, money market accounts and certificate of deposit accounts. Fidelity Bank is subject to comprehensive regulation and examination by the Louisiana Office of Financial Institutions and the FDIC. FB Bancorp Inc. is subject to comprehensive regulation and examination by the Federal Reserve Board.

Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our results of operations also are affected by our provisions for credit losses, non-interest income and non-interest expense. Non-interest income currently consists primarily of service charges on deposit accounts, gain on the resale of mortgage loans and mortgage servicing rights and other service charges and fees. Non-interest expense currently consists primarily of expenses related to salaries and employee benefits, occupancy and equipment, data processing, advertising and marketing, amortization of mortgage servicing rights, and other expenses.

Our results of operations also may be affected significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities.

Business Strategy

Our principal objective is to build long-term value for our stockholders by operating a profitable community-oriented financial institution dedicated to meeting the banking needs of our customers by emphasizing personalized and efficient customer service. Highlights of our current business strategy include:

32

•

Continuing to seek to grow and diversify our loan portfolio prudently by increasing originations of commercial real estate and commercial loans in an effort to increase the overall loan portfolio yield . We intend to continue to prudently increase our originations of commercial real estate and commercial loans in order to diversify our loan portfolio and increase yield. At March 31, 2025, commercial real estate loans amounted to $253.1 million, or 32.8% of total loans and commercial loans amounted to $97.7 million, or 12.7%, of total loans.

•

Continuing the NOLA Lending (“NOLA”) division’s focus on originating residential mortgage loans at its current pace primarily for sale into the secondary market . NOLA originates all of our one-to four-family residential mortgage loans with the intent to sell such loans into the secondary market. During the three months ended March 31, 2025, our NOLA division originated $72.1 million of one- to four-family residential mortgage loans held for sale for a gain on sale of approximately $3.3 million. During the three months ended March 31, 2024, our NOLA division originated $73.9 million of one-to four-family residential mortgage loans held for sale for a gain on sale of approximately $3.3 million. We intend to generally maintain NOLA’s current level of loan originations going forward, subject to customer demand and market interest rates.

•

Maintaining our strong asset quality through conservative loan underwriting. We intend to maintain strong asset quality through what we believe are our conservative underwriting standards and credit monitoring processes. At March 31, 2025, our non-performing loans totaled $15.4 million, or 2.0% of total loans.

•

Continuing to attract and retain customers in our current market areas and growing our low-cost “core” deposit base while expanding our offices and banking activity in the Baton Rouge and Lafayette, Louisiana markets. We consider our core deposits to include NOW accounts, statement savings accounts, money market accounts, and other savings deposit accounts. We will continue our efforts to increase our core deposits to provide a stable source of funds to support loan growth at costs consistent with improving our interest rate spread and net interest margin. Core deposits totaled $492.6 million, or 59.8% of total deposits, at March 31, 2025. We have expanded our deposit and lending activities into the Baton Rouge and Lafayette, Louisiana markets over the last several years, including the hiring of Market Area Presidents and lending teams and the establishment of a branch office and we anticipate that these efforts will continue.

•

Continuing to implement and invest in both our online banking infrastructure and our fully digital bank (“Andi”) in order to meet current customer needs as well as expand our customer base in existing and new markets. We are expanding our online banking infrastructure for consumer and commercial customers to meet existing and prospective customer expectations with digital deposit products, lending products and financial wellness products. We have also established a fully digital-only bank as a division of Fidelity Bank.

•

Remaining a community-oriented institution relying on high quality service to maintain and build a loyal local customer base . We have been operating continuously in southern Louisiana since 1908. Through the goodwill we have developed over years of providing timely, efficient banking services, we believe that we have been able to attract a loyal base of local retail customers on which we hope to continue to build our banking business.

•

Continuing to grow through organic growth while also considering opportunistic acquisitions or branching. We intend to grow our assets organically on a managed basis, and the capital we are raising in the stock offering will enable us to increase our lending and investment capacity. In addition to organic growth, we may also consider expansion opportunities in our market areas or in contiguous markets that we believe would enhance both our franchise value and stockholder returns. These opportunities may include acquiring other financial institutions and/or establishing loan production offices, establishing new, or de novo, branch offices and/or acquiring branch

33

offices, funded with capital raised through the Company’s stock offering in the third quarter of 2024. We have no current plans or intentions regarding any such expansion activities outside the previously mentioned full service branch in Lafayette, Louisiana opening in the second half of 2025.

We expect these strategies to guide our investment of the net proceeds of the stock offering. We intend to continue to pursue these business strategies after the conversion and stock offering, subject to changes necessitated by future market conditions, regulatory restrictions and other factors.

Anticipated Increase in Non-interest Expense

Following the completion of the conversion and stock offering, our non-interest expense is expected to increase because of the increased costs associated with operating as a public company, including the expected hiring of additional accounting personnel, and the increased compensation expenses associated with the implementation of our employee stock ownership plan and the possible implementation of a stock-based benefit plan, if approved by our stockholders, no earlier than six months after the completion of the conversion and stock offering.

Critical Accounting Policies and Use of Critical Accounting Estimates

The discussion and analysis of the financial condition and results of operations are based on our financial statements, which are prepared in conformity with GAAP. The preparation of these financial statements requires management to make estimates and assumptions affecting the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and the reported amounts of income and expenses. We consider the accounting policies discussed below to be critical accounting policies. The estimates and assumptions that we use are based on historical experience and various other factors and are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions, resulting in a change that could have a material impact on the carrying value of our assets and liabilities and our results of operations. Facts and circumstances that could affect these judgments include, but are not limited to, changes in interest rates, changes in the performance of the economy and changes in the financial condition of borrowers.

The JOBS Act contains provisions that, among other things, reduce certain reporting requirements for qualifying public companies. As an “emerging growth company,” we may delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We intend to take advantage of the benefits of this extended transition period. Accordingly, our financial statements may not be comparable to companies that comply with such new or revised accounting standards.

The following represent our critical accounting policies:

Provision for Credit Losses. On January 1, 2023, Fidelity Bank adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , as amended, which replaces the incurred loss methodology with an expected loss methodology that is referred to as CECL throughout this document. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized costs, including loan receivables and held-to-maturity debt securities. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842 on leases. In addition, ASC 326 made changes to the accounting for available-for-sale debt securities. One such change is to require credit losses to be presented as an allowance rather than as a write down on available-for-sale debt securities that management does not intend to sell or believe that it is not, more than likely, required to sell.

34

Upon adoption of this new credit loss measurement standard, Fidelity Bank did not recognize a material change to its financial position or results of operations. No retroactive cumulative effect of accounting changes was recognized in this adoption.

Deferred Tax Assets. Income taxes are accounted for under the asset and liability method. Under the asset and liability method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

Deferred tax assets are recognized if it is more likely than not, based on the technical merits, that the tax position will be realized or sustained upon examination. The term more likely than not means a likelihood of more than 50%. Deferred tax assets are reduced by a valuation allowance, if based on the weight of evidence available, it is more likely than not that some portion or all of a deferred tax asset will not be realized.

Fair Value Measurements . Fair values of financial instruments are estimated using relevant market information and other assumptions. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments and other factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market conditions could significantly affect the estimates. The fair value estimates of existing on- and off-balance sheet financial instruments do not include the value of anticipated future business or the value of assets and liabilities not considered financial instruments.

The following tables set forth selected historical financial and other data of Fidelity Bank for the periods and at the dates indicated. The information at March 31, 2025, and for the three months ended March 31, 2025 and 2024, is not audited but, in the opinion of management, includes all adjustments necessary for a fair presentation. These adjustments are standard and recurring. The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results of operations that may be expected or realized for the entire year. The information at December 31, 2024 is derived in part from, and should be read together with, the audited financial statements and related notes beginning at page F-1 of the Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 27, 2025.

March 31,
2025

December 31,
2024

(In thousands)

Selected Financial Condition Data:

Total assets

$

1,237,774

$

1,220,933

Total cash and cash equivalents

98,575

98,845

Securities available for sale, at fair value

250,998

244,119

Loans held for sale, at fair value

20,860

26,026

Loans held for investment, net

764,390

750,653

Total deposits

823,445

800,742

Federal Home Loan Bank advances

61,500

73,500

Total equity

331,409

326,255

35

For the three months ended March 31,

2025

2024

(In thousands)

Selected Operating Data:

Total interest and dividend income

$

16,918

$

15,245

Total interest expense

4,117

4,365

Net interest income

12,801

10,880

Provision (benefit) for credit losses

385

245

Net interest income after provision (benefit) for credit losses

12,416

10,635

Total non-interest income

4,402

4,713

Total non-interest expense

15,940

16,385

Net income (loss) before income taxes

878

(1,037

)

Income tax expense (benefit)

173

(230

)

Net income (loss)

$

705

$

(807

)

For the three months ended March 31,

2025

2024

Performance Ratios:

Net income (loss) (in thousands)

$

705

$

(807

)

Return on average assets (1)

0.06

%

(0.07

)%

Return on average equity (2)

0.21

%

(0.52

)%

Earnings (losses) per share - basic and diluted

$

0.04

-

Net interest margin (3)

4.60

%

4.37

%

Non-interest income to average assets

0.36

%

0.43

%

Efficiency ratio (4)

92.66

%

105.08

%

Average interest-earning assets to average interest-bearing liabilities

150.98

%

126.77

%

Capital Ratios:

Total risk-based capital

30.27

%

21.35

%

Tier 1 risk-based capital

29.56

%

20.60

%

Common equity Tier 1 risk-based capital

29.56

%

20.60

%

Tier 1 leverage capital

20.32

%

14.69

%

Average equity to average assets

26.70

%

14.07

%

Common book value per share (net of unearned ESOP shares)

$

18.08

-

Asset Quality Ratios:

Allowance for credit losses to total loans (5)

0.80

%

0.88

%

Allowance for credit losses to non-performing loans

40.10

%

67.07

%

Net charge-offs to average outstanding loans

0.06

%

0.06

%

Non-performing loans to total loans

2.00

%

1.31

%

Non-performing loans to total assets

1.25

%

0.80

%

Total non-performing assets to total assets (5)

1.30

%

1.05

%

Other:

Number of offices

18

18

Number of full-time equivalent employees

325

366

(1)

Represents net income (loss) divided by average total assets.

(2)

Represents net income (loss) divided by average equity.

(3)

Represents net interest income divided by average interest-earning assets. Includes loans held for sale.

(4)

Represents non-interest expense divided by the sum of net interest income and non-interest income.

(5)

Non-performing assets includes other real estate owned. Total loans includes only loans held for investment.

36

Comparison of Financial Condition at March 31, 2025 and December 31, 2024

Total Assets. Total assets were $1.24 billion at March 31, 2025, an increase of $16.8 million, or 1.4%, from $1.22 billion at December 31, 2024. The increase was primarily due to increased loans held for investment net of $13.7 million and available-for-sale securities of $6.9 million. These earning assets were funded by an increase in total deposits of $22.7 million, partially offset by a $12.0 million decrease in other borrowings.

Cash and Cash Equivalents. Cash levels decreased by $270 thousand, or 0.3%, to $98.6 million at March 31, 2025 from $98.8 million at December 31, 2024.

Available-for-Sale Investment Securities. Investment securities increased $6.9 million, or 2.8%, to $251.0 million at March 31, 2025, from $244.1 million at December 31, 2024. Aggregate securities purchased totaled $12.2 million and aggregate securities maturing, called, or sold totaled $11.0 million during the three months ended March 31, 2025. Adding to the net increase was an increase in fair market value adjustments of $5.4 million.

Loans Held for Investment, Net. Loans held for investment, net, increased by $13.7 million, or 1.8%, to $764.4 million at March 31, 2025 from $750.7 million at December 31, 2024. During the three months ended March 31, 2025, loan originations (excluding loans held for sale) totaled $35.1 million. The increase in net loans held for investment came primarily from the following: residential construction loans increased $4.8 million, or 14.0%, commercial real estate loans increased $12.0 million, or 5.0%, and other commercial loans, which consists of business lines of credit, equipment loans and various non-real estate commercial loans increased $2.7 million, or 2.8%. The net increase was partially offset by the following: residential mortgage loans decreased $2.5 million, or 1.0%, and other consumer loans decreased $2.8 million, or 10.5%.

Increases in loan balances reflect our strategy to grow the commercial and commercial real estate loan portfolios while continuing to focus on owner-occupied one- to four-family residential mortgage loans. We have expanded our lending activities into the Baton Rouge and Lafayette, Louisiana markets, including adding lending teams in these markets.

Deposits. Deposits increased by $22.7 million, or 2.8%, to $823.4 million at March 31, 2025 from $800.7 million at December 31, 2024. Core deposits (defined as all deposits other than certificates of deposit) increased $7.7 million, or 1.6%, to $492.6 million at March 31, 2025 from $484.9 million at December 31, 2024. Certificates of deposit increased $14.9 million, or 4.7%, to $330.8 million at March 31, 2025 from $315.9 million at December 31, 2024. Our certificates of deposit included $98.9 million in wholesale and brokered certificates of deposit at March 31, 2025 and $106.0 million at December 31, 2024. Such deposits generally tend to be at higher yields than other types of deposits and generally do not represent direct customer relationships, but were utilized, in part, to fund loan growth.

Borrowings . Borrowings decreased $12.0 million, or 16.3%, from $73.5 million at December 31, 2024 to $61.5 million at March 31, 2025. Borrowings have been paid down significantly over the last two quarters due to proceeds from the stock conversion and growth in deposits.

Total Equity. Total equity increased $5.1 million, or 1.6%, to $331.4 million at March 31, 2025 from $326.3 million at December 31, 2024. The increase resulted primarily from a $4.3 million increase in accumulated other comprehensive income (loss). Comprehensive income is solely related to unrealized gains and losses on securities available for sale. Also contributing to the total equity increase was $0.7 million in retained earnings.

Average Balances Sheets . The following tables set forth average balance sheets, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. Average yields include the effect of net deferred fee income, discounts and premiums that are amortized or accreted to interest income or interest expense. Average balances are calculated using daily average balances.

37

For the three months ended March 31,

2025

2024

Average
Outstanding
Balance

Interest

Average Yield/Rate

Average
Outstanding
Balance

Interest

Average Yield/Rate

(Dollars in thousands)

Interest-earning assets:

Cash and cash equivalents

$

95,872

$

997

4.22

%

$

49,790

$

605

4.89

%

Securities

249,291

2,296

3.74

%

247,572

2,299

3.74

%

Loans

761,031

13,280

7.08

%

681,158

11,963

7.06

%

Loans held for sale

21,482

345

6.50

%

23,085

379

6.60

%

Total earning assets

1,127,676

16,918

6.08

%

1,001,605

15,246

6.12

%

Non-interest-earning assets:

Cash and cash equivalents

6,311

6,348

Fixed Assets

55,432

51,655

Allowance for credit losses

(6,256

)

(6,273

)

Other

46,609

53,880

Total non-interest-earning assets

102,096

105,610

Total Assets

$

1,229,772

$

1,107,215

Interest-bearing liabilities:

Interest-bearing demand deposits

$

107,447

$

43

0.16

%

$

119,085

$

44

0.15

%

Interest-bearing savings and money market deposits

243,622

664

1.11

%

234,392

370

0.64

%

Certificates of deposit

324,436

2,686

3.36

%

268,088

2,080

3.12

%

Total interest-bearing deposits

675,505

3,393

2.04

%

621,565

2,494

1.61

%

Interest-bearing borrowings

71,414

724

4.11

%

168,559

1,872

4.47

%

Total interest-bearing liabilities

746,919

4,117

2.24

%

790,124

4,366

2.22

%

Non-interest:

Demand deposits

144,454

149,380

Other liabilities

10,104

11,963

Total non-interest liabilities

154,558

161,343

Total Equity

328,295

155,748

Total liabilities and equity

$

1,229,772

$

1,107,215

Net interest income

$

12,801

$

10,880

Net interest-earning assets (1)

$

380,757

$

211,481

Net interest rate spread (2)

3.84

%

3.90

%

Net yield on interest-earning assets (3)

4.60

%

4.37

%

Average of interest-earning assets to interest-bearing liabilities

150.98

%

126.77

%

Average equity to assets

26.70

%

14.07

%

(1)

Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(2)

Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(3)

Represents net interest income divided by average interest-earning assets.

Rate/Volume Analysis

The following tables present the effects of changing rates and volumes on our net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The total column represents the sum of the prior columns. For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume. There were no out-of-period items or adjustments required to be excluded from the table below.

38

Three months ended March 31, 2025 vs.
three months ended March 31, 2024

Increase (Decrease) Due to

Total
Increase
(Decrease)

Volume

Rate

(In thousands)

Interest-earning assets:

Cash and cash equivalents

$

561

$

(169

)

$

392

Securities

16

(19

)

(3

)

Loans

1,402

(85

)

1,317

Loans held for sale

(26

)

(8

)

(34

)

Total interest-earning assets

1,953

(281

)

1,672

Interest-bearing liabilities:

Interest-bearing demand deposits

(4

)

3

(1

)

Interest-bearing savings and money market deposits

14

280

294

Certificates of deposit

437

169

606

Total interest-bearing deposits

447

452

899

Interest-bearing borrowings

(1,079

)

(69

)

(1,148

)

Total interest-bearing liabilities

(632

)

383

(249

)

Net interest income

$

2,585

$

(664

)

$

1,921

Comparison of Operating Results for the Three Months Ended March 31, 2025 and 2024

General. Net income of $705,000 was recorded for the three months ended March 31, 2025, compared to a net loss of $807,000 for the three months ended March 31, 2024. The increase in net income was primarily due to an increase of $1.9 million, or 17.7%, in net interest income and a decrease of $445 thousand, or 2.7%, in total non-interest expenses.

Interest Income. Interest income increased $1.7 million, or 11.0%, to $16.9 million for the three months ended March 31, 2025, compared to $15.2 million for the three months ended March 31, 2024. This increase was primarily attributable to a $1.3 million, or 10.4%, increase in interest and fees on loans, both held for investment and held for sale.

The average balance of loans held for investment during the three months ended March 31, 2025 increased by $79.9 million, or 11.7%, while the average yield on these loans increased to 7.08% for the three months ended March 31, 2025 from 7.06% for the three months ended March 31, 2024. The increase in average yield on loans was due to the increasing interest rate environment as well as growth in our loan portfolio, particularly the commercial and residential construction portfolios.

The average balance of loans held for sale during the three months ended March 31, 2025 decreased by $1.6 million, or 6.9%, while the average yield on these loans decreased to 6.50% for the three months ended March 31, 2025 from 6.60% for the three months ended March 31, 2024.

The average balance of investment securities increased by $1.7 million, or 0.7%, to $249.3 million for the three months ended March 31, 2025 from $247.6 million for the three months ended March 31, 2024, while the average yield on investment securities remained 3.74% for the three months ended March 31, 2025 and March 31, 2024.

Interest Expense. Total interest expense decreased $0.3 million, or 5.7%, to $4.1 million for the three months ended March 31, 2025, from $4.4 million for the three months ended March 31, 2024. The decrease was primarily due to a decrease in interest expense on other borrowed funds of $1.1 million,

39

partially offset by an increase of $900 thousand in interest on deposits for the three months ended March 31, 2025. The decrease in interest on other borrowed funds was primarily due to a decrease in interest-bearing borrowing average balances of $97.1 million, or 57.6%, for the three months ended March 31, 2025 compared to the same period ended March 31, 2024. The Company retired over $100 million in borrowings in the fourth quarter of 2024 and into the first quarter of 2025 primarily using the proceeds of the Company’s stock conversion. Interest on deposits increased due to an increase in average balances and rate for the three months ended March 31, 2025 compared to the same period in 2024.

Net Interest Income . Net interest income increased $1.9 million, or 17.7%, to $12.8 million for the three months ended March 31, 2025, compared to $10.9 million for the three months ended March 31, 2024. The increase is a result of interest-earning asset growth of $126.1 million, or 12.6%, partially offset by a decrease in yield to 6.08% for the three months ending March 31, 2025 compared to 6.12% in the same period in 2024. Also contributing to the increase in net interest income was the decrease in interest expense of $0.3 million, or 5.7%, to $4.1 million for the three months ended March 31, 2025, from $4.4 million for the three months ended March 31, 2024.

Provision for Credit Losses. Based on an analysis of the factors described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies and Use of Critical Accounting Estimates — Allowance for Credit Losses,” there was a $385,000 provision for credit losses for the three months ended March 31, 2025 compared to a $245,000 provision for the same period ended March 31, 2024. The increase in the provision for credit losses was due primarily to growth in loans held for investment.

Total non-performing loans were $15.4 million at March 31, 2025, compared to $9.0 million at March 31, 2024 with 87.5% of this increase coming from one- to four-family residential loans. One- to four-family residential loans historically have lower loss rates compared to other Company loan types. Classified loans totaled $20.4 million at March 31, 2025, compared to $12.1 million at March 31, 2024, and total loans past due greater than 30 days were $35.9 million and $14.3 million at those respective dates. Special mention loans were $1.0 million at March 31, 2025 compared to $12.6 million at March 31, 2024. As a percentage of non-performing loans, the allowance for credit losses was 40.1% at March 31, 2025 compared to 67.1% at March 31, 2024.

The allowance for credit losses reflects the estimate management believes to be appropriate to cover probable expected losses that were inherent in the loan portfolio at March 31, 2025. While management believes the estimates and assumptions used in the determination of the adequacy of the allowance are reasonable, such estimates and assumptions could be proven incorrect in the future, and the actual amount of future provisions may exceed the amount of past provisions. Any increase in future provisions that may be required may adversely impact the Company’s financial condition and results of operations. In addition, bank regulatory agencies periodically review the allowance for credit losses and may recommend an increase in the provision for possible credit losses or the recognition of loan charge-offs, based on judgments different than those of management.

Non-interest Income . Non-interest income totaled $4.4 million for the three months ended March 31, 2025, a decrease of $311 thousand, or 6.6%, from $4.7 million for the three months ended March 31, 2024. The decrease was primarily due to a decrease in mortgage servicing revenue of $230,000 to $118,000 for the three months ended March 31, 2025 from $348,000 for the three months ended March 31, 2024 due to the sales of secondary market mortgage loans serviced for others in 2023 and 2024.

Non-interest Expense. Non-interest expense decreased $445,000, or 2.7%, to $15.9 million for the three months ended March 31, 2025, compared to $16.4 million for the three months ended March 31, 2024. The decrease was primarily due to a $526,000, or 5.2%, decrease in salaries and employee benefits. This was primarily caused by reductions in staffing levels within the mortgage banking segment to continue improvement in the segment’s profitability. Also contributing to non-interest expense reduction was a decrease of $327,000, or 60.9%, in advertising and marketing for the three months ended March 31, 2025 compared to the same period ended March 31, 2024. Hedging activity, net, increased $523,000,

40

from a net benefit of $93,000 for the three months ended March 31, 2024 to a net expense of $430,000 for the three months ended March 31, 2025. Hedging activity is a direct result of interest rate movements in the secondary market of mortgage loans held for sale.

Provision (Benefit) for Income Taxes. The provision for income taxes was $173,000 for the three months ended March 31, 2025, compared to a benefit of $230,000 for the three months ended March 31, 2024. The changes are a direct reflection of net income (loss) before income taxes for each period and not a material change in the Bank's effective tax rates.

Management of Market Risk

General . Our most significant form of market risk is interest rate risk because, as a financial institution, the majority of our assets and liabilities are sensitive to changes in interest rates. Therefore, a principal part of our operations is to manage interest rate risk and limit the exposure of our financial condition and results of operations to changes in market interest rates. The Bank has Asset Liability Committees at both the management and the board levels, with one board member having observational status at the management-level committee to ensure continuity. The management-level committee is comprised of senior level officers. The Board’s Asset Liability Committee receives reports from management at each of its meetings and reviews the minutes of the management-level committee. The Board’s Asset Liability Committee establishes the policies and guidelines for managing the Bank’s interest rate risk. All directors participate in discussions during the regular board meetings evaluating the interest rate risk inherent in our assets and liabilities, and the level of risk that is appropriate. These discussions take into consideration our business strategy, operating environment, capital, liquidity and performance objectives consistent with the policy and guidelines approved by them.

Our asset/liability management strategy attempts to manage the impact of changes in interest rates on net interest income, our primary source of earnings. Among the techniques we are using to manage interest rate risk are:

•

maintaining capital levels that exceed the thresholds for well-capitalized status under federal regulations;

•

hedging our interest rate risk on residential mortgage loans held for sale through the use of forward commitments;

•

maintaining a high level of liquidity;

•

growing our volume of core deposit accounts;

•

managing our investment securities portfolio so as to reduce the average maturity and effective life of the portfolio; and

•

continuing to diversify our loan portfolio by adding more commercial-related loans, which typically have shorter maturities and/or balloon payments.

By following these strategies, we believe that we are better positioned to react to increases and decreases in market interest rates.

41

Economic Value of Equity . We also compute amounts by which the net present value of our assets and liabilities (economic value of equity or “EVE”) would change in the event of a range of assumed changes in market interest rates. This model uses a discounted cash flow analysis and an option-based pricing approach to measure the interest rate sensitivity of net portfolio value. The model estimates the economic value of each type of asset, liability and off-balance sheet contract under the assumptions that the United States Treasury yield curve increases instantaneously by 100, 200, 300 and 400 basis point increments or decreases instantaneously by 100 or 200 basis point increments, with changes in interest rates representing immediate and permanent, parallel shifts in the yield curve.

The following table sets forth, at March 31, 2025, the calculation of the estimated changes in our EVE that would result from the designated immediate changes in the United States Treasury yield curve.

March 31, 2025

EVE as a Percentage of Present Value Assets (3)

Estimated Increase (Decrease) in EVE

Increase
(Decrease)
(basis
points)

Change in Interest Rates (basis points) (1)

Estimated
EVE (2)

Amount

Percent

EVE
Ratio (4)

(Dollars in thousands)

400

$

288,843

$

(49,892

)

(14.73

)%

22.98

%

(397

)

300

306,645

(32,090

)

(9.47

)%

24.40

%

(255

)

200

320,796

(17,939

)

(5.30

)%

25.52

%

(143

)

100

331,531

(7,204

)

(2.13

)%

26.38

%

(57

)

-

338,735

—

—

%

26.95

%

—

(100)

344,701

5,966

1.76

%

27.43

%

48

(200)

343,119

4,384

1.29

%

27.30

%

35

(1)

Assumes an immediate uniform change in interest rates at all maturities.

(2)

EVE is the discounted present value of expected cash flows from assets, liabilities and off-balance sheet contracts.

(3)

Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.

(4)

EVE Ratio represents EVE divided by the present value of assets.

The table above indicates that at March 31, 2025, we would have experienced a 5.30% decrease in EVE in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 1.29% increase in EVE in the event of an instantaneous 200 basis point decrease in market interest rates. Each of the estimated increases (decreases) in the percentage of change in EVE in the table above are within the Board of Directors’ guidelines.

Change in Net Interest Income. The following table sets forth, at March 31, 2025, the calculation of the estimated changes in our net interest income, referred to as “NII” throughout this document, that would result from the designated immediate changes in the United States Treasury yield curve.

42

March 31, 2025

Change in Interest Rates (basis points) (1)

NII Year 1 Forecast

Year 1 Change from Level

(Dollars in thousands)

+400

$

51,613

0.80

%

+300

52,382

2.30

%

+200

52,586

2.70

%

+100

52,126

1.80

%

Level

51,204

—

%

(100)

49,412

(3.50

)%

(200)

47,005

(8.20

)%

(1)

Assumes an immediate uniform change in interest rates at all maturities.

The table above indicates that at March 31, 2025, we would have experienced a 2.70% increase in NII in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 8.20% decrease in NII in the event of an instantaneous 200 basis point decrease in market interest rates. Each of the estimated decreases in the percentage of change in the net interest income in the table above are within the Board of Directors’ guidelines.

Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurement. Modeling changes in EVE and NII require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the EVE and NII tables presented above assume that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the EVE and NII tables provide an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on EVE and NII and will differ from actual results.

EVE and net interest NII calculations also may not reflect the fair values of financial instruments. For example, decreases in market interest rates can increase the fair values of our loans, deposits and borrowings.

Liquidity and Capital Resources

Liquidity describes our ability to meet the financial obligations that arise in the ordinary course of business. Liquidity is primarily needed to meet the borrowing and deposit withdrawal requirements of our customers and to fund current and planned expenditures. Our primary sources of funds are deposits, principal and interest payments on loans and securities, proceeds from maturities of securities and sales of mortgage loans. We also have the ability to borrow from the Federal Home Loan Bank of Dallas and the Federal Reserve Board’s Bank Discount Window. At March 31, 2025, we had $61.5 million of outstanding borrowings from the Federal Home Loan Bank of Dallas. At March 31, 2025, we had the capacity to borrow an additional $369 million from the Federal Home Loan Bank of Dallas and an additional $153.0 million from the Federal Reserve Board discount window.

While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and loan prepayments and sales are greatly influenced by general interest rates, economic conditions, and competition. Our most liquid assets are cash and short-term investments. The levels of these assets are dependent on our operating, financing, lending, and investing activities during any given period.

43

Our cash flows are comprised of three primary classifications: cash flows from operating activities, cash flows from investing activities, and cash flows from financing activities. For further information, see the statements of cash flows contained in the financial statements appearing elsewhere in this document.

We are committed to maintaining a strong liquidity position. We monitor our liquidity position on a daily basis. We anticipate that we will have sufficient funds to meet our current funding commitments. Based on our deposit retention experience and current pricing strategy, we anticipate that a significant portion of our maturing time deposits will be retained.

At March 31, 2025, Fidelity Bank’s Tier 1 leverage capital was $254.8 million, or 20.3% of adjusted assets. Accordingly, it was categorized as well-capitalized at March 31, 2025. Management is not aware of any conditions or events since the most recent notification that would change our category. For further information, see Note 8 of the financial statements included elsewhere in this document.

Off-Balance Sheet Arrangements. At March 31, 2025, we had $223.9 million of outstanding commitments to originate loans, which included $181.1 million in revolving lines of credit, $23.8 million in residential construction loans and $19.0 million in commercial construction loans and lines of credit. At March 31, 2025, none of our revolving lines of credit related to commercial real estate loans. Certificates of deposit that are scheduled to mature in less than one year from March 31, 2025 totaled $219.2 million. Management expects that a substantial portion of the maturing certificates of deposit will be renewed. However, if a substantial portion of these deposits is not retained, we may utilize Federal Home Loan Bank of Dallas advances or raise interest rates on deposits to attract new accounts, which may result in higher levels of interest expense.

Recent Accounting Pronouncements

For a discussion of the impact of recent accounting pronouncements, see Note 1 of the notes to our financial statements included elsewhere in this document.

Impact of Inflation and Changing Prices

The financial statements and related data presented in this document have been prepared according to GAAP which require the measurement of financial position and operating results in terms of historical dollars without considering changes in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increased operating costs. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates, generally, have a more significant impact on a financial institution’s performance than does inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The information in Item 2 under “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Management of Market Risk” is incorporated in this Item 3 by reference.

Item 4. Controls and Procedures

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of March 31, 2025. Based on that evaluation, the Company’s management, including the Chief Executive Officer and Chief Financial Officer, concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective. There were no changes in our internal control over

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financial reporting that occurred during the quarter ended March 31, 2025, that have materially affected or are reasonably likely to materially affect, our internal control over financial reporting.

Part II – Other Information

Item 1. Legal Proceedings

The Company is not subject to any pending legal proceedings. The Bank is subject to various legal actions arising in the normal course of business. In the opinion of management, the resolution of these legal actions is not expected to have a material adverse effect on the Bank’s or the Company’s financial condition or results of operations.

Item 1A. Risk Factors

Not applicable, as the Company is a smaller reporting company.

Item 2. Unreg istered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

Not applicable.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Min e Safety Disclosures

Not applicable.

Item 5. Ot her Information

During the three months ended March 31, 2025, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions of SEC Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” (as such term is defined in Item 408 of SEC Regulation S-K).

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Item 6. E xhibits

3.1

Articles of Incorporation of FB Bancorp, Inc. (1)

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3.2

Bylaws of FB Bancorp, Inc. (2)

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4.1

Form of Common Stock Certificate of FB Bancorp, Inc. (3)

10.1

Fidelity Bank Executive Severance Plan (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024)†

10.2

Fidelity Bank Performance-Based Deferred Compensation Plan (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024)†

10.3

Fidelity Bank Amended and Restated Director Retirement Plan (incorporated by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024)†

10.4

Form of Fidelity Bank Employee Stock Ownership Plan (incorporated by reference to Exhibit 10.6 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024)†

31.1

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

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31.2

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

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32.1

Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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32.2

Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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101.INS

Inline XBRL Instance Document-the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document

101.SCH

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

104

Cover page formatted as Inline XBRL and contained in Exhibit 101

(1)

Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024.

(2)

Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024.

(3)

Incorporated by reference to Exhibit 4 to the Company’s Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024.

†

Denotes a management contract or compensation plan or arrangement.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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FB BANCORP, INC.

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Date: May 12, 2025

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/s/ Christopher Ferris

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Christopher Ferris

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President and Chief Executive Officer (Duly Authorized Representative and Principal Executive Officer)

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Date: May 12, 2025

/s/ Todd Wanner

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Todd Wanner

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Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)

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TABLE OF CONTENTS
Item 1. Financial StatementsItem 1. FinaItem 2. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities, Use Of Proceeds, and Issuer Purchases Of Equity SecuritiesItem 2. UnregItem 3. Defaults Upon Senior SecuritiesItem 3. DefaultsItem 4. Mine Safety DisclosuresItem 4. MinItem 5. Other InformationItem 5. OtItem 6. Exhibits

Exhibits

3.1 Articles of Incorporation of FB Bancorp, Inc. (1) 3.2 Bylaws of FB Bancorp, Inc. (2) 4.1 Form of Common Stock Certificate of FB Bancorp, Inc. (3) 10.1 Fidelity Bank Executive Severance Plan (incorporated by reference to Exhibit 10.3 to the Companys Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024) 10.2 Fidelity Bank Performance-Based Deferred Compensation Plan (incorporated by reference to Exhibit 10.4 to the Companys Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024) 10.3 Fidelity Bank Amended and Restated Director Retirement Plan (incorporated by reference to Exhibit 10.5 to the Companys Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024) 10.4 Form of Fidelity Bank Employee Stock Ownership Plan (incorporated by reference to Exhibit 10.6 to the Companys Registration Statement on Form S-1, as amended (Commission File No. 333-277630), initially filed on March 4, 2024) 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002