10-K: Richmond Mutual Bancorp Reports Strong 2025 Earnings Amid Merger Plans

Sentiment:

Annual Report


Richmond Mutual Bancorporation reported a 23.5% increase in net income to $11.6 million for 2025, driven by higher net interest income, while also announcing a definitive merger agreement with The Farmers Bancorp.

Worse than expectedNon-performing loans and leases increased significantly by 156.7% to $17.4 million, indicating a notable deterioration in asset quality.The provision for credit losses surged by 291.3% to $2.2 million, reflecting higher expected losses and a more conservative stance on credit risk.The allowance for credit losses to nonaccrual loans and leases decreased from 311.89% to 125.15%, suggesting a reduced buffer against potential future losses on problem loans.While net income increased, the underlying asset quality metrics show a concerning trend that could impact future profitability and stability.

Summary

  • Net income for the year ended December 31, 2025, increased by 23.5% to $11.6 million, up from $9.4 million in 2024.
  • Total assets grew 1.4% to $1.5 billion at year-end 2025, with loans and leases, net, increasing 1.5% to $1.2 billion.
  • Deposits increased 1.9% to $1.1 billion, primarily due to growth in core retail deposits and a reduction in brokered deposits.
  • Net interest income before provision for credit losses rose 13.3% to $43.8 million, with net interest margin expanding to 2.97% from 2.67% in 2024.
  • Non-performing loans and leases significantly increased to $17.4 million (1.46% of total loans) at year-end 2025, from $6.8 million (0.58%) in 2024.
  • The provision for credit losses surged to $2.2 million in 2025, a 291.3% increase from $550,000 in 2024, reflecting higher non-performing loans and portfolio growth.
  • The company entered into a definitive merger agreement with The Farmers Bancorp, expected to close in Q2 2026, which will substantially increase the company's size and market presence.
  • Stockholders' equity increased 9.7% to $145.8 million, supported by net income and a decrease in Accumulated Other Comprehensive Loss (AOCL) due to improved mark-to-market values of available-for-sale securities.
  • First Bank Richmond maintained a 'well-capitalized' status with a total risk-based capital ratio of 14.6% at December 31, 2025.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as moderately positive due to strong net income growth and a strategic merger, but significant concerns arise from the sharp increase in non-performing loans and credit loss provisions, indicating underlying asset quality challenges.

Positives

  • Net income increased significantly by 23.5% to $11.6 million in 2025, demonstrating improved profitability.
  • Net interest income before provision for credit losses grew 13.3% to $43.8 million, driven by higher asset yields and lower funding costs.
  • Net interest margin expanded to 2.97% in 2025 from 2.67% in 2024, indicating better interest rate management.
  • Total assets increased to $1.5 billion, and the loan and lease portfolio grew by $17.9 million, reflecting business expansion.
  • Core deposits increased, and reliance on higher-cost brokered deposits decreased by $21.6 million, improving funding stability.
  • First Bank Richmond remains 'well-capitalized' with a total risk-based capital ratio of 14.6%, exceeding the 10.0% requirement.
  • The definitive merger agreement with The Farmers Bancorp is expected to enhance scale, expand market presence, and provide opportunities for cost efficiencies and operating leverage.
  • Wealth management income increased, contributing to a 17.5% rise in other non-interest income.
  • The company's average employee tenure is 10.1 years, reflecting strong employee engagement and retention.

Negatives

  • Non-performing loans and leases increased substantially by 156.7% to $17.4 million (1.46% of total loans) in 2025 from $6.8 million (0.58%) in 2024.
  • The provision for credit losses surged by 291.3% to $2.2 million in 2025, indicating a deterioration in credit quality and higher expected losses.
  • The allowance for credit losses to nonaccrual loans and leases decreased significantly from 311.89% in 2024 to 125.15% in 2025, suggesting reduced coverage for problem loans.
  • Construction and development loans decreased by $60.7 million, or 45.9%, primarily due to completed projects converting to permanent financing, which could impact future growth in this segment.
  • Net losses on the sale of securities available-for-sale increased to $156,000 in 2025 from $51,000 in 2024.
  • Non-interest expenses increased by $1.1 million, or 3.3%, partly due to $467,000 in merger-related expenses and one-time core service provider contract negotiation costs.
  • Residential mortgage loan originations decreased, and net gains on loan and lease sales declined by 26.2% due to reduced mortgage banking activity.
  • One commercial real estate loan of $6.7 million is in foreclosure proceedings, and a $2.4 million multi-family loan became 90 days past due and was placed on nonaccrual status in early 2026.

Risks

  • A worsening of economic conditions in the market area could reduce demand for products/services, increase non-performing loans, and reduce collateral values.
  • Future changes in interest rates could reduce profits and affect the value of assets and liabilities, particularly with a significant portion of fixed-rate loans and shorter-term liabilities.
  • The completion of the merger with The Farmers Bancorp is subject to numerous risks, including integration challenges, failure to achieve anticipated benefits, regulatory delays, and increased financial complexity.
  • A substantial portfolio of commercial and multi-family real estate, as well as commercial and industrial loans (64.1% of total loans), carries higher credit risks due to larger principal amounts and dependence on business/property cash flows.
  • The increasing construction and development loan portfolio ($71.7 million, 6.0% of total loans) carries higher credit risk due to reliance on project completion, accurate cost/value estimates, and potential delays.
  • The unseasoned nature of a significant portion of the commercial loan portfolio ($837.4 million, 70.2% of total loans) could lead to misjudgments in collectability and higher delinquencies/charge-offs.
  • Reliance on brokers and third-party originators for the leasing business (12.2% of total loans) creates concentration risk; losing key originators could adversely impact revenue.
  • Leasing business exposes the company to credit risks from rapidly depreciating assets and potential difficulties in recovering equipment in default/bankruptcy.
  • If the allowance for credit losses is not sufficient to cover actual losses, earnings could decrease, and regulatory agencies may require additional provisions.
  • Reliance on lead institutions for credit quality updates in loan participations ($83.4 million) may expose the company to financial, regulatory, and reputational risks if updates are untimely or inaccurate.
  • Changes in the valuation of the securities portfolio due to market interest rate fluctuations could hurt profits and reduce capital levels.
  • A tightening of credit markets and liquidity risk could impair the ability to fund operations and jeopardize financial condition.
  • Estimates used in determining the fair value of certain assets, such as mortgage servicing rights (MSRs), if incorrect, could require write-downs and adversely affect earnings.
  • Impairment of the Federal Home Loan Bank of Indianapolis stock ($13.9 million) could decrease earnings and stockholders' equity.
  • The company's size makes it difficult to compete with larger financial institutions in terms of marketing, technology, product offerings, and compliance costs.
  • Maintaining reputation is critical, and negative events could materially adversely affect performance.
  • Significant operational risks exist due to high transaction volume and reliance on technology, including cyber-attacks, data breaches, and system failures.
  • Reliance on external vendors for critical operations exposes the company to operational and information security risks.
  • Current and future uses of Artificial Intelligence (AI) and other emerging technologies may create additional risks, including model risk, cybersecurity threats, and regulatory compliance concerns.
  • Environmental liability risk is associated with lending activities on properties, potentially leading to remediation costs and reduced property values.
  • Changes in federal and state laws and regulations could increase operational costs and impact profitability.
  • Changes in accounting standards, such as CECL, can introduce earnings volatility and impact financial reporting.
  • Climate change and related legislative/regulatory initiatives may materially affect the company's business and results of operations, including damage to collateral and adverse economic activity.
  • The company may elect or be compelled to seek additional capital in the future, which may not be available when needed or on acceptable terms.
  • Scrutiny and evolving expectations regarding environmental, social, and governance (ESG) practices may impose additional costs or risks.
  • Future sales of additional common stock or preferred stock or other dilution of equity may adversely affect the market price of common stock.
  • Dividends on common stock are not guaranteed and depend on regulatory restrictions, operating results, and capital needs.

Future Outlook

The company expects to accelerate balance sheet growth and achieve cost efficiencies and operating leverage through the pending merger with The Farmers Bancorp, subject to regulatory approval and successful integration. Management intends to continue focusing on commercial lending opportunities, increasing core deposits, and maintaining strong asset quality and capital levels. The overall economic outlook remains uncertain, with potential for material fluctuations in the allowance for credit losses in 2026 due to inflationary pressures, moderating economic growth, unemployment trends, and geopolitical risks.

Management Comments

  • "Our commitment is to offer a full array of consumer and commercial banking products and services to meet the needs of our customers."
  • "We believe that commercial lending offers an opportunity to enhance our profitability while managing credit, interest rate and operational risk."
  • "We intend to increase, on a managed basis, our assets and liabilities, particularly loans and deposits."
  • "We believe that strong asset quality is a key to long-term financial success."
  • "Our policy has always been to protect the safety and soundness of First Bank Richmond through credit and operational risk management, balance sheet strength, and sound operations."
  • "We expect to maintain capital levels consistent with 'well-capitalized' regulatory standards following the completion of the pending merger."
  • "We are actively monitoring these credits and have taken steps, including enhanced oversight and collection efforts, to address these matters [non-performing loans]."

Industry Context

StockSavvy.ai notes that Richmond Mutual Bancorporation's strategic merger with The Farmers Bancorp aligns with a broader trend in the banking industry towards consolidation to achieve greater scale, market presence, and operational efficiencies, especially for community banks facing intense competition from larger regional banks and FinTech companies. The increase in non-performing loans, particularly in commercial real estate, reflects ongoing pressures in certain segments of the real estate market and broader economic uncertainties, a challenge many financial institutions are currently navigating. The expansion of net interest margin, despite a declining federal funds rate in late 2025, suggests effective asset-liability management in a volatile interest rate environment, a key differentiator for banks in the current climate.

Comparison to Industry Standards

  • The total risk-based capital ratio of 14.6% for First Bank Richmond exceeds the 10.0% requirement for a 'well-capitalized' institution, indicating strong capital adequacy compared to regulatory benchmarks.
  • The efficiency ratio improved to 67.68% in 2025 from 73.74% in 2024. While an improvement, this is still higher than the ideal 50-60% often targeted by high-performing banks like JPMorgan Chase or Bank of America, suggesting room for further operational efficiency gains post-merger.
  • The non-performing loans to total gross loans and leases ratio increased to 1.46% in 2025 from 0.58% in 2024. This is a notable increase and is higher than the average for many well-managed community banks, which often aim for NPL ratios below 1%. For example, peer community banks like German American Bancorp (GABC) or Old National Bancorp (ONB) typically report NPL ratios in the 0.3% to 0.7% range, indicating a relative deterioration in asset quality for Richmond Mutual Bancorporation.
  • The allowance for credit losses to nonaccrual loans and leases decreased from 311.89% in 2024 to 125.15% in 2025. This coverage ratio is still above 100%, which is generally considered prudent, but the significant decline suggests less buffer against potential losses compared to the prior year and potentially some industry peers who maintain higher coverage ratios, especially in uncertain economic climates.
  • The return on average assets (ROAA) of 0.76% and return on average equity (ROAE) of 8.57% in 2025 show improvement but remain below the 1% ROAA and 10-12% ROAE benchmarks often achieved by top-tier performing banks in the industry, such as U.S. Bancorp or PNC Financial Services Group.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Senior Vice President and Chief Financial OfficerActing Chief Financial Officer (Bradley M. Glover)Bradley M. GloverMarch 2024Promotion from Acting CFO
President/Chief Operating Officer of First Bank RichmondExecutive Vice President and Senior Vice President of Commercial Lending and Commercial Leasing (Paul J. Witte)Paul J. WitteJanuary 2023Promotion
Ohio Market President at Mutual FederalNAWilliam "Bill" A. Daley, Jr.April 2025New hire/appointment
Senior Vice President/Operations & Retail Banking of First Bank RichmondRobin WeinertNAJuly 2024Retirement
President of Mutual FederalDean WeinertNAApril 2025Retirement

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdoptionThe Board of Directors adopted a Compensation Recovery Policy (Clawback Policy) effective December 1, 2023, designed to comply with Section 10D of the Exchange Act and Nasdaq Listing Rule 5608. This policy allows the company to recoup erroneously awarded incentive-based compensation from current and former executive officers in the event of an accounting restatement.December 1, 2023Enhances corporate accountability and aligns executive compensation with financial reporting accuracy, reducing risk of financial misconduct and improving investor confidence. It ensures compliance with new regulatory mandates.
Board Leadership StructureThe company combines the positions of Chief Executive Officer and Chairman, with a designated non-management lead director (currently Director Blum) responsible for presiding over executive sessions and serving as a liaison.OngoingAims to improve communication between management and the Board and ensure Board interests are represented in daily operations, particularly risk management. The lead director role provides independent oversight.
Cybersecurity GovernanceThe Board, supported by the Information Technology Board Committee (ITBC) and IT Steering Committee (ITSC), actively oversees cybersecurity risks. The ITBC establishes the Risk Appetite Statement, and the ITSC oversees ISP compliance, including annual vulnerability assessments and penetration tests. The ISO reports annually to the Board.OngoingStrengthens oversight of technology and cyber risks, ensuring compliance with regulatory requirements and fostering a controlled risk environment. Regular briefings keep the Board informed of emerging threats.
Insider Trading PolicyThe company has an insider trading policy prohibiting directors and executive officers from holding company stock in a margin account, pledging stock as collateral, or engaging in hedging transactions.Ongoing (re-approved May 15, 2024)Promotes compliance with insider trading laws, rules, and regulations, and listing standards, aiming to prevent even the appearance of impropriety and align insider interests with long-term shareholder value.

Legal Proceedings

  • Not involved in any pending legal proceedings other than routine matters in the ordinary course of business, and no material legal proceedings at December 31, 2025.

Related Party Transactions

  • Aggregate amount of loans to directors, executive officers, their immediate family members, and affiliated entities totaled approximately $8.0 million at December 31, 2025, down from $8.6 million in 2024. All such loans were made in the ordinary course of business on substantially the same terms as comparable transactions with other customers, and were performing according to original repayment terms.
  • Deposits from related parties totaled $3.4 million at December 31, 2025, down from $3.8 million in 2024.
  • Kristi Herig, daughter of director Jeffrey Jackson, received annual compensation of $139,946 in 2025 and $124,270 in 2024 for her role as Senior Vice President of leasing operations.

Stakeholder Impact

  • **Shareholders**: Potential for increased value from the Farmers Bancorp merger and improved profitability, but diluted ownership post-merger and increased risk from rising non-performing loans could impact share price and future dividends.
  • **Employees**: Increased staffing to support business growth and operational needs, and a strong average tenure of 10.1 years, indicating a stable work environment. The merger will likely lead to integration challenges and potential changes in roles.
  • **Customers**: Expanded market presence and product offerings post-merger, potentially leading to more comprehensive banking services. However, increased non-performing loans could signal tighter lending standards in certain segments.
  • **Regulators**: Continued 'well-capitalized' status is positive, but the significant increase in non-performing loans and provision for credit losses will likely draw increased supervisory scrutiny on asset quality and risk management practices.
  • **Community**: The formation of the First Bank Richmond, Inc. Community Foundation and ongoing community involvement by management and directors demonstrate a commitment to local communities, which may be enhanced by the expanded footprint post-merger.

Next Steps

  • Complete the merger with The Farmers Bancorp in the second calendar quarter of 2026, subject to regulatory and shareholder approvals.
  • Integrate the operations, technologies, systems, personnel, and corporate cultures of the combined companies.
  • Expand commercial and consumer lending presence into new markets served by Farmers Bancorp.
  • Leverage the combined branch network and customer base to enhance core deposit growth.
  • Actively monitor and address non-performing loans through enhanced oversight and collection efforts.
  • Evaluate the combined balance sheet profile post-merger to ensure alignment with interest rate risk parameters.
  • Continue to enhance cybersecurity defenses through ongoing risk assessments and technology investments.

Key Dates

DateDescription
1887First Bank Richmond established as a mutual savings and loan.
1935First Bank Richmond became a federal mutual savings and loan, operating as First Federal Savings and Loan Association of Richmond.
1993Bank operated as First Bank Richmond, S.B. after converting to a state-chartered mutual savings bank.
1994Garry D. Kleer joined the Bank as Vice President of Commercial Lending.
1996Paul J. Witte employed by First Bank Richmond.
1998Bank transitioned to a national bank charter as part of a mutual holding company reorganization.
2001Garry D. Kleer promoted to President and Chief Executive Officer.
2006Paul J. Witte became Senior Vice President of Commercial Leasing.
2007Richmond Mutual Bancorporation-Delaware acquired Mutual Federal Savings Bank in Sidney, Ohio.
2011Bradley M. Glover started working at First Bank Richmond.
2013Kathryn Girten served as Chancellor of Indiana University East from July 2013 to July 2022.
2014Paul J. Witte became Senior Vice President of Commercial Lending.
2016Mutual Federal merged with First Bank Richmond.
2017Bank converted to an Indiana state-chartered commercial bank and adopted the name First Bank Richmond.
February 6, 2019Board of Directors of the MHC adopted a Plan of Reorganization and Stock Offering.
June 19, 2019Plan of Reorganization and Stock Offering approved by voting members of the MHC.
July 1, 2019Reorganization completed; Richmond Mutual Bancorporation-Maryland sold 13,026,625 shares of common stock at $10.00 per share.
August 2019Harold T. Hanley, III retired from Keefe, Bruyette & Woods, Inc.
September 15, 2020Company's stockholders approved the Richmond Mutual Bancorporation, Inc. 2020 Equity Incentive Plan.
October 1, 2020Company awarded 449,086 shares of restricted stock and options to purchase 1,095,657 shares under the 2020 EIP.
April 2020First Bank Richmond established FB Richmond Holdings, Inc.
April 1, 2021Company awarded additional 4,000 shares of restricted stock and options to purchase 8,000 shares under the 2020 EIP.
2021Bradley M. Glover served as Vice President and Controller of the Bank.
2022First Insurance Management, Inc. formed as a pooled captive insurance company subsidiary.
January 1, 2023Bank adopted the CECL accounting standard, recording a one-time adjustment of $2.0 million to the allowance for credit losses.
January 2023Paul J. Witte promoted to President/Chief Operating Officer of the Bank.
May 2023Bradley M. Glover began serving as Acting Chief Financial Officer.
June 6, 2023Board of Directors approved an amendment to the stock repurchase program, extending it to June 6, 2024.
July 2023SEC adopted rules requiring disclosure of material cybersecurity incidents.
October 24, 2023Federal banking agencies issued a final rule to strengthen and modernize CRA regulations (implementation stayed).
December 1, 2023Effective date of the Compensation Recovery Policy.
December 15, 2023ASU No. 2023-07 (Segment Reporting) effective for fiscal years beginning after this date.
December 15, 2023ASU No. 2023-02 (Investments Equity Method and Joint Ventures) effective for fiscal years beginning after this date.
December 15, 2023ASU No. 2023-09 (Income Taxes) effective for annual periods beginning after this date.
January 1, 2024Company adopted ASU No. 2023-07 and ASU 2023-02.
March 2024Bradley M. Glover appointed Chief Financial Officer.
May 16, 2024Board of Directors approved an extension of the existing stock repurchase program, which expired on June 6, 2025.
July 2024Robin Weinert retired as Senior Vice President/Operations & Retail Banking of First Bank Richmond.
November 12, 2024Schedule 13G/A filed by The Vanguard Group with the SEC.
December 31, 2024Company no longer qualified as an Emerging Growth Company (EGC).
January 1, 2025Company adopted ASU No. 2023-09.
April 2025William 'Bill' A. Daley, Jr. became Ohio Market President at Mutual Federal.
April 2025Dean Weinert retired as President of Mutual Federal.
May 27, 2025Schedule 13G filed by Douglas Eden with the SEC.
June 13, 2025Form 3 reporting initial beneficial ownership filed late on behalf of William A. Daily, Jr.
June 2025Jeffrey A. Jackson retired from Brady Ware & Company.
July 15, 2025Company awarded 37,126 shares of restricted stock and options to purchase 55,467 shares under the 2020 EIP.
November 11, 2025Company entered into a definitive merger agreement with The Farmers Bancorp.
November 20, 2025Company awarded additional 51,253 shares of restricted stock under the 2020 EIP.
December 31, 2025Fiscal year end.
March 23, 2026Latest practicable date for common stock outstanding (10,501,260 shares).
March 23, 2026Date of the audit report and filing of the 10-K.
Second calendar quarter of 2026Expected completion of the merger with The Farmers Bancorp.
June 30, 2026First installment vesting date for restricted stock and stock options awarded on July 15, 2025, and November 20, 2025.
September 2030Expiration date of the 2020 Equity Incentive Plan.
December 31, 2029Earliest capital loss carryforwards ($47,000) will expire.
2041State net operating loss carryforwards ($4.4 million) will begin to expire.

Recommendation

hold

The company's strong net income growth and strategic merger announcement are positive indicators for future scale and profitability. However, the significant increase in non-performing loans and the corresponding surge in the provision for credit losses raise material concerns about asset quality and potential future impairments. The integration risks associated with the Farmers Bancorp merger also introduce uncertainty. While the capital position remains strong, the mixed financial performance and execution risks of the merger warrant a 'hold' recommendation, advising investors to monitor asset quality trends and merger integration progress closely before making further investment decisions.

Keywords

Community Banking, SEC Filing, 10-K, Financial Performance, Net Income, Net Interest Margin, Loan Growth, Deposit Growth, Non-Performing Loans, Credit Losses, Merger and Acquisition, Farmers Bancorp, Capital Ratios, Risk Management, Commercial Real Estate, Lease Financing, Cybersecurity, Regulatory Compliance, Stockholders Equity, RMBI

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