SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X]Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2018March 31, 2019

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. 001-37382

WCF Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Iowa 81-2510023
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification Number)
   
401 Fair Meadow Drive,
Webster City, Iowa
 50595
(Address of Principal Executive Offices) (Zip Code)
(515) 832-3071
(Registrant’s telephone number)

N/A
(Former name or former address, if changed since last report)

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 [ X ]     NO [ ]
    
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
YES [ X ]     NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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[X]
   Emerging growth company[X]

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 Exchange Act).
YES [   ]     NO [X]

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

Title of classTrading symbolName of exchange on which registered
Common Stock, par value $0.01         WCFB            The Nasdaq Stock Market

As of November 9, 2018,May 14, 2019, the Registrant had 2,561,542 shares of its common stock, par value $0.01 per share, issued and outstanding.

WCF Bancorp, Inc.
Form 10-Q

Index

    Page
Part I - Financial Information
     
Item 1 Consolidated Financial Statements  
     
  Consolidated Balance Sheets as of September 30, 2018March 31, 2019 (unaudited) and December 31, 20172018 
     
  Consolidated Statements of Income for the Three and Nine Months Ended September 30,March 31, 2019 and 2018 and 2017 (unaudited) 
     
  Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30,March 31, 2019 and 2018 and 2017 (unaudited) 
     
  Consolidated Statements of Changes in Equity for the NineThree Months Ended September 30,March 31, 2019 and 2018 and 2017 (unaudited) 
     
  Consolidated Statements of Cash Flows for the NineThree Months Ended September 30,March 31, 2019 and 2018 and 2017 (unaudited) 
     
  Notes to Consolidated Financial Statements (unaudited) 
     
Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations 
     
Item 3 Quantitative and Qualitative Disclosures about Market Risk 
     
Item 4 Controls and Procedures 
     
Part II - Other Information
     
Item 1 Legal Proceedings 
     
Item 1A Risk Factors 
     
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds 
     
Item 3 Defaults upon Senior Securities 
     
Item 4 Mine Safety Disclosures 
     
Item 5 Other Information 
     
Item 6 Exhibits 
     
  Signature Page 

Part I – Financial Information

Item 1    Financial Statements

WCF Bancorp, Inc. and Subsidiaries
Consolidated Balance Sheets
September 30, 2018March 31, 2019 (unaudited) and December 31, 20172018
AssetsSeptember 30, 2018 December 31, 2017March 31, 2019 December 31, 2018
Cash and due from banks$3,354,400
 $3,310,400
$3,432,865
 $3,587,631
Federal funds sold
 2,672,000
732,000
 11,175,000
Cash and cash equivalents3,354,400
 5,982,400
4,164,865
 14,762,631
Time deposits in other financial institutions2,580,985
 4,545,878
4,536,380
 4,540,687
Securities available-for-sale, at fair value42,119,554
 43,129,481
43,098,700
 43,622,041
Loans receivable64,543,092
 68,949,715
72,016,626
 64,314,968
Allowance for loan losses(527,239) (538,319)(528,958) (508,920)
Loans receivable, net64,015,853
 68,411,396
71,487,668
 63,806,048
Federal Home Loan Bank (FHLB) stock, at cost710,000
 703,400
736,800
 1,110,000
Bankers' Bank stock, at cost147,500
 147,500
147,500
 147,500
Office property and equipment, net3,644,345
 3,791,429
3,532,392
 3,585,740
Deferred taxes on income873,834
 631,080
650,974
 768,831
Income taxes receivable
 40,320
28,092
 34,739
Accrued interest receivable489,443
 439,855
512,012
 424,909
Goodwill55,148
 55,148
55,148
 55,148
Bank-owned life insurance3,208,963
 3,138,112
3,252,912
 3,231,032
Other real estate owned479,374
 48,185
Prepaid expenses and other assets798,293
 1,156,961
1,217,693
 1,275,166
Total assets$122,477,692
 $132,221,145
$133,421,136
 $137,364,472
Liabilities and Stockholders' Equity      
Deposits$78,476,817
 $87,740,194
$89,117,264
 $83,577,825
FHLB advances14,000,000
 14,000,000
14,500,000
 24,000,000
Federal funds purchased438,000
 
Advance payments by borrowers for taxes and insurance361,378
 527,774
367,109
 556,494
Accrued interest payable125,783
 13,983
162,952
 18,221
Accrued expenses and other liabilities1,473,029
 1,509,680
1,244,607
 1,441,057
Total liabilities94,875,007
 103,791,631
105,391,932
 109,593,597
Commitments and contingencies (Note 8)

 



 

Stockholders' equity:      
Preferred stock, $0.01 par value. Authorized 10,000,000 shares; issued none
 

 
Common stock, $0.01 par value. Authorized 30,000,000 shares; 2,561,542 issued and outstanding at September 30, 2018 and December 31, 201725,615
 25,615
Common stock, $0.01 par value. Authorized 30,000,000 shares; 2,561,542 issued and outstanding at March 31, 2019 and December 31, 201825,615
 25,615
Additional paid-in capital14,215,017
 14,215,017
14,223,738
 14,223,738
Retained earnings, substantially restricted15,766,387
 15,758,825
15,429,913
 15,565,683
Accumulated other comprehensive income (loss)(1,185,834) (310,367)
Unearned ESOP shares(1,218,500) (1,259,576)(1,191,116) (1,204,808)
Accumulated other comprehensive (loss)(458,946) (839,353)
Total stockholders' equity27,602,685
 28,429,514
28,029,204
 27,770,875
Total liabilities and stockholders' equity$122,477,692
 $132,221,145
$133,421,136
 $137,364,472
      

See notes to consolidated financial statements.

WCF Bancorp, Inc. and Subsidiaries
Consolidated Statements of Income
(unaudited)
Three Months Ended
September 30,
 Nine Months Ended
September 30,
Three Months Ended
March 31,
 
2018 2017 2018 20172019 2018 
Interest income:           
Loans receivable$747,815
 $718,780
 $2,230,331
 $2,166,925
$753,735
 $739,664
 
Investment securities - taxable209,060
 136,758
 589,010
 442,207
219,707
 160,729
 
Investment securities - tax exempt54,656
 67,508
 172,787
 210,853
53,424
 62,793
 
Other interest earning assets31,507
 27,338
 102,743
 69,166
57,909
 34,042
 
Total interest income1,043,038
 950,384
 3,094,871
 2,889,151
1,084,775
 997,228
 
Interest expense:           
Deposits181,388
 144,803
 509,705
 442,907
222,695
 164,381
 
FHLB advances and federal funds purchased85,463
 9,562
 241,173
 39,660
FHLB advances103,056
 77,425
 
Overnight borrowings2,380
 
 
Total interest expense266,851
 154,365
 750,878
 482,567
328,131
 241,806
 
Net interest income776,187
 796,019
 2,343,993
 2,406,584
756,644
 755,422
 
Provision for losses on loans19,751
 18,000
 58,751
 54,000
30,000
 19,500
 
Net interest income after provision for losses on loans756,436
 778,019
 2,285,242
 2,352,584
726,644
 735,922
 
Noninterest income:           
Fees and service charges109,537
 115,125
 318,929
 331,894
104,642
 96,132
 
Loss on sale of securities available-for-sale, net
 
 (14,465) 
Gain (loss) on sale of securities available-for-sale, net10,509
 (14,465) 
Increase in cash value - bank-owned life insurance23,920
 25,891
 70,851
 92,978
21,880
 23,309
 
Gain on sale of land
 
 435,818
 

 435,818
 
Other income40,110
 19,596
 25,304
 56,414
Other income (expense)217
 (9,923) 
Total noninterest income173,567
 160,612
 836,437
 481,286
137,248
 530,871
 
Noninterest expense:           
Compensation, payroll taxes, and employee benefits373,786
 393,647
 1,130,194
 1,153,577
351,475
 368,902
 
Advertising18,786
 20,433
 53,897
 64,767
11,762
 17,776
 
Office property and equipment99,954
 107,749
 309,560
 339,152
91,772
 107,903
 
Federal insurance premiums9,660
 8,771
 26,277
 25,686
7,704
 8,111
 
Data processing services127,971
 116,517
 368,968
 342,651
126,449
 123,327
 
Charitable contributions350
 
 1,187
 5,955
1,610
 1,800
 
Other real estate expenses, net11,246
 11,400
 23,286
 18,091
7,433
 4,923
 
Dues and subscriptions9,338
 9,487
 29,137
 25,881
7,882
 10,797
 
Accounting, regulatory and professional fees156,301
 149,674
 454,544
 485,603
177,652
 139,137
 
Debit card expenses
 1,095
 2,623
 5,501

 1,123
 
Other expenses152,368
 86,320
 347,782
 269,466
95,705
 92,468
 
Total noninterest expense959,760
 905,093
 2,747,455
 2,736,330
879,444
 876,267
 
(Loss) earnings before taxes on income(29,757) 33,538
 374,224
 97,540
(15,552) 390,526
 
Tax (benefit) expense(25,717) (17,896) 67,284
 (60,297)(329) 106,002
 
Net (loss) income$(4,040) $51,434
 $306,940
 $157,837
$(15,223) $284,524
 
Basic earnings per common share$
 $0.02
 $0.13
 $0.07
Diluted earnings per common share$
 $0.02
 $0.13
 $0.07
Basic earnings (loss) per common share$(0.01) $0.12
 
Diluted earnings (loss) per common share$(0.01) $0.12
 

See notes to consolidated financial statements.


WCF Bancorp, Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss)
(unaudited)

Three Months Ended
September 30,
 Nine Months Ended
September 30,
Three Months Ended
March 31,
 
2018
2017 2018 20172019
2018 
Net (loss) income$(4,040) $51,434
 $306,940
 $157,837
$(15,223) $284,524
 
           
Other comprehensive income (loss):
 
    
 
 
Net change in unrealized gains (losses) on securities(188,735) (8,795) (1,080,685) 451,373
531,352
 (734,338) 
Reclassification adjustment for net loss realized in net income
 
 14,465
 
Reclassification adjustment for net losses (gains) realized in net income(10,509) 14,465
 
Income tax (expense) benefit46,057
 3,248
 251,888
 (166,182)(140,436) 152,273
 
Other comprehensive income (loss)(142,678) (5,547) (814,332) 285,191
380,407
 (567,600) 
Comprehensive income (loss)$(146,718) $45,887
 $(507,392) $443,028
$365,184
 $(283,076) 


See notes to consolidated financial statements.


WCF Bancorp, Inc. and Subsidiaries
Consolidated Statements of Changes in Equity
(unaudited)


Common stock Additional paid-in capital Retained earnings Unearned ESOP shares Accumulated other comprehensive income (loss) Treasury stock Total
Balance at December 31, 2016$25,615
 $14,201,795
 $16,354,380
 $(1,314,344) $(420,466) $
 $28,846,980
Net income
 
 157,837
 
 
 
 157,837
Other comprehensive income
 
 
 
 285,191
 
 285,191
Release of ESOP Shares
 
 
 41,076
 
 
 41,076
Dividends paid on common stock,
$0.15 per common share

 
 (359,587) 
 
 
 (359,587)
Balance at September 30, 2017$25,615
 $14,201,795
 $16,152,630
 $(1,273,268) $(135,275) $
 $28,971,497
             Common stock Additional paid-in capital Retained earnings Unearned ESOP shares Accumulated other comprehensive income (loss) Total
Balance at December 31, 2017$25,615
 $14,215,017
 $15,758,825
 $(1,259,576) $(310,367) $
 $28,429,514
$25,615
 $14,215,017
 $15,758,825
 $(1,259,576) $(310,367) $28,429,514
Net income
 
 306,940
 
 
 
 306,940

 
 284,524
 
 
 284,524
Other comprehensive loss
 
 
 
 (814,332) 
 (814,332)
 
 
 
 (567,600) (567,600)
Reclass of stranded tax effects of rate change
 
 61,135
 
 (61,135) 
 

 
 61,135
 
 (61,135) 
Release of ESOP Shares
 
 
 41,076
 
 
 41,076

 
 
 13,692
 
 13,692
Dividends paid on common stock,
$0.15 per common share

 
 (360,513) 
 
 
 (360,513)
Balance at September 30, 2018$25,615
 $14,215,017
 $15,766,387
 $(1,218,500) $(1,185,834) $
 $27,602,685
Dividends paid on common stock,
$0.05 per common share

 
 (120,171) 
 
 (120,171)
Balance at March 31, 2018$25,615
 $14,215,017
 $15,984,313
 $(1,245,884) $(939,102) $28,039,959
                        
Balance at December 31, 2018$25,615
 $14,223,738
 $15,565,683
 $(1,204,808) $(839,353) $27,770,875
Net loss
 
 (15,223) 
 
 (15,223)
Other comprehensive income
 
 
 
 380,407
 380,407
Release of ESOP Shares
 
 
 13,692
 
 13,692
Dividends paid on common stock,
$0.05 per common share

 
 (120,547) 
 
 (120,547)
Balance at March 31, 2019$25,615
 $14,223,738
 $15,429,913
 $(1,191,116) $(458,946) $28,029,204
           

See notes to the consolidated financial statements.


WCF Bancorp, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(unaudited)
Nine Months Ended September 30,Three Months Ended March 31,
2018 20172019 2018
Cash flows from operating activities:      
Net income$306,940
 $157,837
Adjustments to reconcile net income to net cash provided by (used in) operating activities:   
Net (loss) income$(15,223) $284,524
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:   
Depreciation and amortization546,870
 627,183
148,079
 186,139
Provision for losses on loans58,751
 54,000
30,000
 19,500
ESOP expenses41,076
 41,076
13,692
 13,692
Deferred taxes on income9,134
 (65,687)(22,579) 65,769
Loss on sales of securities14,465
 
(Gain) loss on sales of securities(10,509) 14,465
Gain on sales of one-to-four family residential loans
 (11,560)(1,725) 
Proceeds from sales of one-to-four family residential loans
 861,560
5,532,737
 
Originations of one-to-four family residential loans
 (850,300)(5,531,012) 
Loss (Gain) on sale of other real estate owned26,634
 (9,995)
Loss on sale of other real estate owned
 9,417
Gain on sale of land(435,818) 

 (435,818)
Increase in cash value of bank-owned life insurance(70,851) (92,978)(21,880) (23,309)
Write-downs of other real estate owned24,071
 0
Change in:      
Accrued interest receivable(49,588) 17,029
(87,103) 25,395
Prepaid expenses and other assets161,290
 20,206
57,473
 7,062
Advance payments by borrowers for taxes and insurance(166,396) 321,566
(189,385) (246,458)
Accrued interest payable111,800
 90,485
144,731
 96,874
Accrued expenses and other liabilities(36,651) (99,409)(196,450) (96,366)
Income tax receivable40,320
 8,819
6,647
 40,320
Net cash provided by (used in) operating activities582,047
 1,069,832
Net cash used in operating activities(142,507) (38,794)
Cash flows from investing activities:      
Proceeds from maturity of time deposits in other financial institutions4,418,893
 5,398,893
984,307
 1,719,298
Purchase of time deposits in other financial institutions(2,454,000) (5,153,000)(980,000) (1,719,000)
Proceeds from calls and maturities of investment securities available-for-sale4,813,981
 5,920,463
260,000
 1,455,555
Proceeds from sale of investment securities available-for-sale2,121,241
 
1,700,899
 2,121,241
Purchase of investment securities available-for-sale(7,353,924) (2,127,431)(998,350) (7,372,195)
Purchase of loans(5,396,137) 
Net change in loans receivable3,760,582
 1,694,462
(2,315,483) 1,585,210
Net change in FHLB stock(6,600) 111,400
373,200
 (6,600)
Proceeds from sale of land685,818
 

 685,818
Proceeds from sale of other real estate owned41,694
 
Purchase of office property and equipment(51,842) 
(2,587) 
Net cash provided by (used in) investing activities5,975,843
 5,844,787
Net cash used in investing activities(6,374,151) (1,530,673)
Cash flows from financing activities:      
Net change in deposits(9,263,377) (1,686,961)5,539,439
 11,751
Net change in federal funds purchased438,000
 (3,000,000)
Net change in FHLB advances(9,500,000) 
Dividends paid(360,513) (359,587)(120,547) (120,171)
Net cash provided by (used in) financing activities(9,185,890) (5,046,548)
Net increase (decrease) in cash and cash equivalents(2,628,000) 1,868,071
Net cash used in financing activities(4,081,108) (108,420)
Net decrease in cash and cash equivalents(10,597,766) (1,677,887)
Cash and cash equivalents at beginning of year5,982,400
 3,022,578
14,762,631
 5,982,400
Cash and cash equivalents at end of quarter$3,354,400
 $4,890,649
$4,164,865
 $4,304,513
Supplemental disclosures of cash flow information:      
Cash paid during the year for:      
Interest$639,078
 $392,082
$183,400
 $144,932
Taxes on income
 

 
Noncash investing activities:      
Transfers to other real estate owned from loans604,210
 60,778

 104,929
Loans to finance the sale of other real estate owned28,000
 73,095

 26,267

See notes to consolidated financial statements.


WCF Bancorp, Inc. and Subsidiaries
Form 10-Q


Notes to Consolidated Financial Statements (unaudited)

(1)Basis of Presentation
The accompanying unaudited consolidated financial statements of WCF Bancorp, Inc. (the Company), and its wholly owned subsidiaries, WCF Financial Bank (the Bank) and Webster City Federal Service Corp, have been prepared in conformity with U.S. generally accepted accounting principles (GAAP) for interim financial information and in accordance with Securities and Exchange Commission (SEC) rules and regulations. Accordingly, the statements do not include all the information and footnotes required by GAAP for complete financial statements. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto that were included in the Company’s annual report for the year ended December 31, 2017.2018. The consolidated balance sheet of the Company as of December 31, 20172018 has been derived from the audited consolidated balance sheet of the Company as of that date. Certain reclassifications, none of each were material, have been made to conform prior year financial statements to the September 30, 2018March 31, 2019 presentation. These reclassifications did not change previously reported net income or stockholders' equity. All significant intercompany transactions are eliminated in consolidation. In the opinion of the Company’s management, all adjustments necessary (i) for a fair presentation of the financial statements for the interim periods included herein and (ii) to make such financial statements not misleading have been made and are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year.
In preparing the financial statements, management is required to make estimates and assumptions that affect the recorded amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the period. Actual results could differ from the estimates. For further information with respect to significant accounting policies followed by the Company in preparation of the financial statements, refer to the Company’s annual report for the year ended December 31, 2017.2018.
As an “emerging growth company,” as defined in Title 1 of Jumpstart Our Business Startups (JOBS) Act, the Company has elected to use the extended transition period to delay adoption of new or reissued accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. Accordingly, the consolidated financial statements may not be comparable to the financial statements of public companies that comply with such new or revised accounting standards. As of September 30, 2018,March 31, 2019, there is no significant difference in the comparability of the financial statements as a result of this extended transition period.

Prior to July 1, 2018, the Bank was a federally chartered bank regulated by The Office of the Comptroller of Currency. The Bank changedconverted its charter and is now aan Iowa state chartered stock savingscommercial bank and a member of the Federal Home Loan Bank (FHLB) system. The Bank maintains insurance on deposits accounts with the Deposit Insurance Fund of the Federal Deposit Insurance Corporation (FDIC).
Organization and Business
WCF Bancorp, Inc. (the Company) is an Iowa-chartered corporation organized in 2016 to be the successor to Webster City Federal Bancorp, a federal corporation (Old Bancorp) upon completion of the second-step conversion of WCF Financial M.H.C. from the mutual holding company to the stock holding company form of organization. WCF Financial M.H.C. (the MHC) was the former mutual holding company for Old Bancorp prior to the completion of the second-step conversion. In conjunction


with the second-step conversion, each of the MHC and Old Bancorp ceased to exist. The second-step conversion was completed on July 13, 2016 at which time the Company sold 2,139,231 shares of its common stock (including 171,138 shares purchased by the Bank's employee stock ownership plan, or ESOP) at $8.00 per share for gross proceeds of $17.1 million. Expenses related to the stock offering totaled $1.7 million and were netted against proceeds. As a part of the second-step conversion, each of the outstanding shares of common stock of Old Bancorp held by persons other than the MHC were converted into 0.8115 shares of Company common stock with cash paid in lieu of fractional shares. As a result, a total of 2,561,542 shares were issues in the second-step conversion. As a result of the second-step conversion, all share and per share information has subsequently been revised to reflect the 0.8115 exchange ratio unless otherwise noted.2016.
The Company's principal business is the ownership and operation of the Bank. The Bank is a community bank and its deposits are insured by the FDIC. The primary business of the Bank is accepting deposits from the general public and investing those deposits, together with funds generated from operations and borrowings, in real estate loans secured by one-to-four family residences. To a lesser extent, we also originate consumer loansThe Company and non owner-occupied one-to-four family residential real estate loans. On a limited basis we have also originatedBank are in the process of expanding its Commercial Real Estate offerings by adding commercial real estate loans, but have deemphasized the origination, and intendbanking staff to continue to deemphasize the origination, of this type of lending.support expansion into commercial banking. We also invest in investment securities. Our primary lending area is broader than our primary deposit market area and includes north central and northeastern Iowa. Our revenues are derived principally from interest on loans and securities, and from loan origination and servicing fees. Our primary sources of funds are deposits, principal and interest payments on loans and securities and advances from the FHLB. As a state savings bank, WCF Financial Bank is subject to comprehensive regulation and examination by the Federal Deposit Insurance Company (the FDIC) and the Iowa Division of Banking. As a savings and loan holding company, the Company is subject to comprehensive regulation and examination by the Board of Governors of the Federal Reserve System (the Federal Reserve Board).
The primary business of WCF Financial Service Corp (the Service Corp), a wholly-owned subsidiary of the Bank, was the sale of credit life and disability insurance products that were previously disallowed by savings and loan regulations. Currently the Service Corp is inactive.

Investment Securities
Investment securities are classified based on the Company’s intended holding period. Securities that may be sold prior to maturity to meet liquidity needs, to respond to market changes, or to adjust the Company’s asset-liability position are classified as available-for-sale. Currently, all securities are classified as available-for-sale.
Securities available-for-sale are carried at fair value, with the aggregate unrealized gains or losses, net of the effect of taxes on income, reported as accumulated other comprehensive income or loss. Other-than-temporary impairment is recorded in net income. The Company’s net income reflects the full impairment (that is, the difference between the security’s amortized cost basis and fair value), if any, on debt securities that the Company intends to sell, or would more likely than not be required to sell, before the expected recovery of the amortized cost basis. For available-for-sale debt securities that management has no intent to sell, and believes that it will not more likely than not be required to sell prior to recovery, only the credit loss component of the impairment is recognized in net income, while the rest of the fair value loss is recognized in other comprehensive income. The credit loss component recognized in net income is identified as the amount of principal cash flows not expected to be received over the remaining term of the security as projected using the Company’s cash flow projections using its base assumptions.
A decline in the fair value of any available-for-sale security below cost and that is deemed to be other-than-temporary results in an impairment to reduce the carrying amount by fair value for the credit portion of the loss. The impairment is charged to net income and a new cost basis for the security is established. To determine whether an impairment is other-than-temporary, the Company considers whether it has the ability to hold and lack of intent to sell the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence


to the contrary. Evidence considered in this assessment includes the reasons for the impairment, the severity and duration of the impairment, changes in value subsequent to year-end, and the general market conditions.
Net realized gains or losses are shown in the consolidated statements of income in the noninterest income line using the specific identification method. There were no$10,509 in net realized gains orand $14,465 in net realized losses for the three months ended September 30,March 31, 2019 and 2018, and 2017, respectively and $14,500 and no net realized losses, for the nine months ended September 30, 2018 and 2017, respectively.



Loans Receivable, Net
Loans receivable are stated at the amount of unpaid principal, reduced by the allowance for loan losses, deferred loan fees and discounts on loans purchased. Loans receivable are charged against the allowance when management believes collectability of principal is unlikely.
Interest on loans receivable is accrued and credited to operations based primarily on the principal amount outstanding. Certain loan balances include unearned discounts, which are recorded as income over the term of the loan.
Delinquencies are determined based on the payment terms of the individual loan agreements. The accrual of interest on past due and other impaired loans is generally discontinued at 90 days past due or when, in the opinion of management, the borrower may be unable to make all payments pursuant to contractual terms.  Unless considered collectible, all interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income, if accrued in the current year, or charged to the allowance for loan losses, if accrued in the prior year.  Generally, all payments received while a loan is on nonaccrual status are applied to the principal balance of the loan. Loans are returned to accrual status when all principal and interest amounts contractually due are brought current and future payments are reasonably assured. 
Accrued interest receivable on loans receivable that become more than 90 days in arrears is charged to an allowance that is established by a charge to interest income. Interest income is subsequently recognized only to the extent cash payments are received until, in management’s judgment, the borrower’s ability to make periodic interest and principal payments is reasonably assured, in which case the loan is returned to accrual status.
Under the Company’s credit policies, commercial loans are considered impaired when management believes it is probable the Company will be unable to collect all contractual principal and interest payments due in accordance with the terms of the loan agreement. Loan impairment is measured based on the present value of expected future cash flows, discounted at the loan’s effective interest rate except, where more practical, at the observable market price of the loan or the fair value of the collateral, if the loan is collateral dependent.
Allowance for Loan Losses
The allowance for loan losses is based on management’s periodic evaluation of the loan portfolio and reflects an amount that, in management’s opinion, is appropriate to absorb probable losses in the existing portfolio. In evaluating the portfolio, management takes into consideration numerous factors, including current economic conditions, prior loan loss experience, the composition of the loan portfolio, value of underlying collateral, and management’s estimate of probable credit losses.
Taxes on Income
Deferred income taxes are provided under the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some or all of the deferred tax assets will not be


realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. Interest and penalties on unrecognized tax benefits are classified as other noninterest expense.


Regulatory Environment
The Company is subject to regulations of certain state and federal agencies, including periodic examinations by those regulatory agencies. The Company and the Bank are also subject to minimum regulatory capital requirements. At September 30, 2018March 31, 2019 and December 31, 2017,2018, capital levels exceeded minimum capital requirements (see Note 6).
Investment in Affiliate
The Company records its investment in an affiliate, New Castle Players, LLC, in which it has a 27.17% interest, using the equity method of accounting. The affiliate holds an investment in a local hotel in Webster City, Iowa. The Company records the value of its investment at period-end based on the affiliate’s most current available financial statements. The investment in affiliate is analyzed annually. If impairment is determined to be other-than-temporary, the carrying amount is written down to fair value. The investment is included as a component of prepaid expenses and other assets on the consolidated balance sheets, while the equity income earned is included as a component of other noninterest income on the consolidated statements of income. Summary unaudited financial information of the affiliate as of and for the ninethree months ended September 30,March 31, 2019 and 2018 and 2017 is presented below.
As of and For theAs of and For the
Nine Months Ended
September 30,
Three Months Ended
March 31,
2018 20172019 2018
Current assets$224,540
 $89,759
$153,125
 $136,150
Long-term assets1,638,896
 1,695,397
1,631,944
 1,669,687
Current liabilities126,171
 29,746
184,389
 86,294
Total equity1,737,266
 1,755,410
1,600,680
 1,719,544
Total revenue723,749
 685,085
996,735
 924,323
Net income156,542
 116,469
159,957
 140,603


















Earnings per Common Share
The calculation of earnings per common share and diluted earnings per common share for the three and nine months ended September 30,March 31, 2019 and 2018 and 2017 is presented below.
Three Months Ended
September 30,
 Nine Months Ended
September 30,
Three Months Ended
March 31,
 
2018 2017 2018 20172019 2018 
Net (loss) income$(4,040) $51,434
 $306,940
 $157,837
$(15,223) $284,524
 
           
Weighted average common shares outstanding and diluted common shares outstanding2,410,295
 2,404,096
 2,410,295
 2,404,096
2,417,143
 2,410,295
 
           
Basic earnings per common share$
 $0.02
 $0.13
 $0.07
Diluted earnings per common share$
 $0.02
 $0.13
 $0.07
Basic earnings (losses) per common share$(0.01) $0.12
 
Diluted earnings (losses) per common share$(0.01) $0.12
 
           
Unearned Employee Stock Ownership Plan (ESOP) shares are not considered outstanding and are therefore not taken into account when computing earnings per share. Unearned ESOP shares are presented as a reduction to stockholders’ equity and represent shares to be allocated to ESOP participants in future periods for services provided to the Company. ESOP shares that have been committed to be released are considered outstanding and included for the purposes of computing basic and diluted earnings per share.
Employee Stock Ownership Plan
The Company establishedhas an employee stock ownership plan (ESOP) covering substantially all employees. The cost of shares issued to the ESOP on July 13, 2016 in connection with its common stock offering. In conjunction with the second-step conversion described in Note 1, the ESOP purchased 171,138 shares at $8.00 per share. To fund the purchase, the ESOP borrowed $1.4 million from the Company at a variable rate equalbut not yet allocated to the Prime Rate publishedparticipants is presented in The Wall Street Journal,the consolidated balance sheet as a reduction of stockholders' equity. Compensation expense is recorded based on the market price of the shares as they are committed to be repaid on prorata basis in 25 substantially equal annual installments. The collateralreleased for the loan is the common stock of the Company purchased by the ESOP.allocation to participant accounts and dividends paid for unallocated shares.

The shares of stock purchased by the ESOP are held in a suspense account until they are released for allocation among participants. The shares will be released annually from the suspense account and the released shares will be allocated to the participants on the basis of each participant’s compensation for the year of allocation. As shares are released from collateral, the Company recognizes compensation expense equal to the average market price of the shares during the period and the shares will be outstanding for earnings-per-share purposes. The shares not released are reported as unearned ESOP shares in the stockholders’ equity section on the consolidated balance sheets. At September 30, 2018March 31, 2019 there were 18,82622,249 allocated shares and 152,313148,890 unallocated shares.   The fair value of unallocated ESOP shares at September 30, 2018March 31, 2019 was $1,426,000.$1,228,000.

Subsequent Events
On October 30, 2018,The Company has evaluated subsequent events through May 14, 2019, which is the board of directors declared a $0.05 per share cash dividend payable on December 5, 2018 to shareholders of record as of November 16, 2018.date the consolidated financial statements were issued. There are no subsequent events requiring recognition or disclosure in the consolidated financial statements by the Company.

Current Accounting Developments
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 660): Summary and Amendments that Create Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs-Contracts with Customers (Subtopic 340-40). The guidance in this update supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition, and most industry-specific guidance throughout the industry topics of the Codification. This update will beis effective for interim and annual periods beginning after December 15, 2018. The Company is currentlyadopted the guidance


assessingeffective January 1, 2019, using the impact thatmodified retrospective method. The Company's revenue is primarily composed of interest income on financial instruments, including investment securities and loans, which are excluded from the scope of this guidance will have on its consolidated financial statements, but doesupdate. Also excluded from the scope of the update is revenue from bank-owned life insurance, loan fees and letter of credit fees. Deposit account related fees, including service charges, debit card usage fees, overdraft fees and wire transfer fees are within the scope of the guidance; however, revenue recognition practices did not expectchange under the guidance, as deposit agreements are considered day-to-day contracts. Deposit account transaction related fees will continue to be recognized as the services are performed. Other noninterest income sources of revenue are considered immaterial. Implementation of the guidance did not change current business practices. Implementation of the guidance did not have a material impact on the Company’sCompany's consolidated financial statements.
In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The update enhances the reporting model for financial instruments to provide users of financial statements with more decision-useful information by updating certain aspects or recognition, measurement, presentation and disclosure of financial instruments. Among other changes, the update includes requiring changes inrequires public business entities to use the exit price notion when measuring the fair value of equity securities with readily determinable fair value to be recognized in net incomefinancial instruments for disclosure purposes, and clarifies that entities should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-saleavailable for sale securities in combination with entitiesthe entities' other deferred tax assets. This update will bewas effective for the Company interim and annual periods beginning after December 15, 2018,2018. The Company adopted the guidance effective January 1, 2019, using the modified retrospective method. Upon adoption, the fair value of the Company's loan portfolio is now presented using an exit price method. Also, the Company is no longer required to disclose the methodologies used for estimating fair value of financial assets and is to be appliedliabilities that are not measured at fair value on a modified retrospectiverecurring or nonrecurring basis. The Company is currently assessing the impact thatremaining requirements of this guidance will have on its consolidated financial statements, but doesupdate did not expect the guidance to have a material impact on the Company’sCompany's consolidated financial statements.
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) The guidance in the update supersedes the requirements in ASC Topic 840, Leases. The guidance is intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for leases with terms more than 12 months. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2018. The Company currently has no leases. In July 2018, the FASB issued ASU No. 2018-11, Targeted Improvements, which amends ASC 842, Leases. This update provides for an adoption option that will not require earlier periods to be restated at the adoption date. The Company is currently assessing the impact that this guidance will have on its consolidated financial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ASU requires that financial assets measured at amortized cost should be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The allowance for credit losses should reflect management’s current estimate of credit losses that are expected to occur over the remaining life of a financial asset. This is in contrast to existing guidance whereby credit losses generally are not recognized until they are incurred. This update will be effective for fiscal years beginning after December 15, 2019,2020, including interim periods within those fiscal years. The Company is currently assessing the impact that this guidance will have on its consolidated financial statements.

In March 2017, the FASB issued ASU 2017-08, Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities. The amendments in this ASU shorten the amortization period for certain callable debt securities purchased at a premium. Upon adoption of the standard, premiums on these qualifying callable debt securities will be amortized to the earliest call date. Discounts on purchased debt securities will continue to be accreted to maturity. The amendments are effective for fiscal years beginning after December 15, 2018,2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. Upon


transition, entities should apply the guidance on a modified retrospective basis, with a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption and provide the disclosures required for a change in accounting principle. The Company is currently assessing the impact that this guidance will have on its consolidated financial statements.

In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The amendment in this update allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the December 22, 2017, enactment of Public Law 115-97, commonly know as the Tax Cut and Jobs Act (Tax Act), which reduced the federal corporate income tax rate and became effective in 2018. For public companies, the update iswas effective for


annual periods beginning after December 15, 2018, with early adoption permitted. The amendment can be adopted at the beginning of the period or on a retrospective basis. The Company adopted the amendment effective January 1, 2018, using the beginning of period method. The reclassified amount was $61,135.

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. The amendments in this update modify the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The update is effective for interim and annual periods in fiscal years beginning after December 15, 2019, with early adoption permitted for the removed disclosures and delayed adoption until fiscal year 2020 permitted for the new disclosures. The removed and modified disclosures will be adopted on a retrospective basis, and the new disclosures will be adopted on a prospective basis. The adoption will not have a material effect on the Company's consolidated financial statements.



(2) Securities Available-for-Sale
Securities available-for-sale at September 30, 2018March 31, 2019 and December 31, 20172018 were as follows:
Description Amortized cost Gross unrealized gains Gross unrealized losses Fair value Amortized cost Gross unrealized gains Gross unrealized losses Fair value
September 30, 2018:        
March 31, 2019:        
U.S. agency securities $3,740,704
 $10,227
 $12,816
 $3,738,115
Mortgage-backed securities* 25,146,794
 6,741
 600,019
 24,553,516
Municipal bonds 13,805,897
 70,014
 81,125
 13,794,786
Corporate bonds 998,364
 13,919
 
 1,012,283
 $43,691,759
 $100,901
 $693,960
 $43,098,700
December 31, 2018:        
U.S. agency securities $1,240,160
 $
 $62,113
 $1,178,047
 $3,740,431
 $8,531
 $34,913
 $3,714,049
Mortgage-backed securities* 27,954,791
 
 1,086,516
 26,868,275
 26,511,033
 3,911
 866,060
 25,648,884
Municipal bonds 14,497,871
 16,645
 441,284
 14,073,232
 14,484,479
 29,095
 254,466
 14,259,108
 $43,692,822
 $16,645
 $1,589,913
 $42,119,554
 $44,735,943
 $41,537
 $1,155,439
 $43,622,041
December 31, 2017:        
U.S. agency securities $1,239,357
 $
 $5,562
 $1,233,795
Mortgage-backed securities* 27,331,766
 
 547,177
 26,784,589
Municipal bonds 15,050,942
 107,569
 47,414
 15,111,097
 $43,622,065
 $107,569
 $600,153
 $43,129,481
*All mortgage-backed securities are issued by FNMA, FHLMC, or GNMA and are backed by residential mortgage loans.
The amortized cost and estimated fair value of securities available-for-sale at September 30, 2018March 31, 2019 are shown below by contractual maturity. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
 September 30, 2018
 
Amortized
cost
 Fair value
Due in one year or less$432,015
 $429,556
Due after one year through five years1,547,322
 1,550,436
Due after five years, but less than ten years7,648,844
 7,402,849
Due after ten years6,109,850
 5,868,438
 15,738,031
 15,251,279
Mortgage-backed securities27,954,791
 26,868,275
 $43,692,822
 $42,119,554



 March 31, 2019
 
Amortized
cost
 Fair value
Due in one year or less$2,926,752
 $2,936,795
Due after one year through five years1,981,826
 1,996,468
Due after five years, but less than ten years7,299,136
 7,291,215
Due after ten years5,338,887
 5,308,423
 17,546,601
 17,532,901
Mortgage-backed securities25,146,794
 24,553,516
Corporate bonds998,364
 1,012,283
 $43,691,759
 $43,098,700

The details of the sales of investment securities for the three and nine months ended September 30,March 31, 2019 and 2018 and 2017 are summarized in the following table.
Three Months Ended
September 30,
 Nine Months Ended
September 30,
Three Months Ended
March 31,
 
2018 2017 2018 20172019 2018 
Proceeds from sales$
 $
 $2,121,241
 $
$1,700,899
 $2,121,241
 
Gross gains on sales
 
 
 
11,073
 
 
Gross losses on sales
 
 14,465
 
564
 14,465
 
At September 30, 2018March 31, 2019 and December 31, 2017,2018, accrued interest receivable for securities available-for-sale totaled $295,790$331,443 and $220,888,$231,087, respectively.


The following tables show the Company’s available-for-sale investments’ gross unrealized losses and fair value, aggregated by investment category and length of time the individual securities have been in a continuous unrealized loss position at September 30, 2018March 31, 2019 and December 31, 2017.2018.
September 30, 2018March 31, 2019
Up to 12 months Greater than 12 months TotalUp to 12 months Greater than 12 months Total
Fair value Gross unrealized loss Fair value Gross unrealized loss Fair value Gross unrealized lossFair value Gross unrealized loss Fair value Gross unrealized loss Fair value Gross unrealized loss
U.S. agency securities$943,465
 $46,810
 $234,583
 $15,303
 $1,178,048
 $62,113
$
 $
 $1,227,888
 $12,816
 $1,227,888
 $12,816
Mortgage-backed securities6,800,986
 144,645
 20,067,290
 941,871
 26,868,276
 1,086,516
1,719,658
 14,131
 20,661,492
 585,888
 22,381,150
 600,019
Municipal bonds9,935,307
 343,497
 2,142,212
 97,787
 12,077,519
 441,284

 
 8,017,017
 81,125
 8,017,017
 81,125
Total$17,679,758
 $534,952
 $22,444,085
 $1,054,961
 $40,123,843
 $1,589,913
$1,719,658
 $14,131
 $29,906,397
 $679,829
 $31,626,055
 $693,960
                      
December 31, 2017December 31, 2018
Up to 12 months Greater than 12 months TotalUp to 12 months Greater than 12 months Total
Fair value Gross unrealized loss Fair value Gross unrealized loss Fair value Gross unrealized lossFair value Gross unrealized loss Fair value Gross unrealized loss Fair value Gross unrealized loss
U.S. agency securities$989,537
 $29
 $244,248
 $5,533
 $1,233,785
 $5,562
$
 $
 $1,205,518
 $34,913
 $1,205,518
 $34,913
Mortgage-backed securities5,944,732
 80,034
 20,843,664
 467,143
 26,788,396
 547,177
3,393,192
 36,192
 20,903,713
 829,868
 24,296,905
 866,060
Municipal bonds4,913,243
 18,791
 2,224,660
 28,623
 7,137,903
 47,414
4,400,121
 102,524
 6,694,327
 151,942
 11,094,448
 254,466
Total$11,847,512
 $98,854
 $23,312,572
 $501,299
 $35,160,084
 $600,153
$7,793,313
 $138,716
 $28,803,558
 $1,016,723
 $36,596,871
 $1,155,439
The Company’s assessment of other‑than‑temporary impairment is based on its reasonable judgment of the specific facts and circumstances impacting each individual security at the time such assessments are made. The Company reviews and considers factual information, including expected cash flows, the structure of the security, the credit quality of the underlying assets, and the current and anticipated market conditions.
The Company does not intend to sell its available-for-sale investment securities and it is not likely that the Company will be required to sell them before the recovery of its cost. Due to the issuers’ continued satisfactions of their obligations under the securities in accordance with their contractual terms and the expectation that they will continue to do so, and management’s intent and ability to hold these securities for


a period of time sufficient to allow for any anticipated recovery in fair value, the Company believes that the investment securities identified in the tables above were temporarily impaired as of September 30, 2018March 31, 2019 and December 31, 2017.2018.


(3)Loans Receivable
At September 30, 2018March 31, 2019 and December 31, 2017,2018, loans receivable consisted of the following segments:
September 30, 2018 December 31, 2017March 31, 2019 December 31, 2018
Loans:      
One-to-four family residential$52,490,520
 $56,091,358
$56,541,012
 $52,335,005
Non-owner occupied one-to-four family residential3,120,172
 3,116,832
3,211,965
 3,013,417
Commercial real estate2,280,035
 3,615,351
5,367,251
 2,162,851
Consumer6,651,470
 6,145,488
6,911,695
 6,801,419
Total loans receivable64,542,197
 68,969,029
72,031,923
 64,312,692
Premiums on loans purchased23,148
 10,650
16,284
 30,318
Deferred loan costs (fees)(22,253) (29,964)(31,581) (28,042)
Allowance for loan losses(527,239) (538,319)(528,958) (508,920)
$64,015,853
 $68,411,396
$71,487,668
 $63,806,048
Accrued interest receivable on loans receivable was $193,653$180,569 and $218,967$193,822 at September 30, 2018March 31, 2019 and December 31, 2017,2018, respectively.
The loan portfolio included $39.2$40.3 million of fixed rate loans as of September 30, 2018March 31, 2019 and $40.6$39.1 million as of December 31, 2017.2018. The loan portfolio also included $25.4$31.7 million and $28.4$25.2 million of variable rate loans as of September 30, 2018March 31, 2019 and December 31, 2017,2018, respectively.
The Company originates residential, commercial real estate loans and other consumer loans, primarily in its Hamilton County, and Buchanan County, Iowa market areas and their adjacent counties. A substantial portion of its borrowers’ ability to repay their loans is dependent upon economic conditions in the Company’s market area.


Allowance for Loan Losses
The following tables present the balance in the allowance for loan losses and recorded investment in loans by portfolio segment and based on impairment method as of September 30, 2018March 31, 2019 and December 31, 2017.2018.
September 30, 2018March 31, 2019
One-to-four family residential Non-owner occupied on-to-four family residential 
Commercial
real estate
 Consumer TotalOne-to-four family residential Non-owner occupied on-to-four family residential 
Commercial
real estate
 Consumer Total
Allowance for loan losses:                  
Individually evaluated for impairment$
 $
 $
 $
 $
$
 $
 $
 $
 $
Collectively evaluated for impairment367,616
 26,065
 27,667
 105,891
 527,239
367,973
 13,245
 53,218
 94,522
 528,958
Total$367,616
 $26,065
 $27,667
 $105,891
 $527,239
$367,973
 $13,245
 $53,218
 $94,522
 $528,958
                  
Loans receivable:                  
Individually evaluated for impairment$
 $
 $
 $
 $
$
 $
 $
 $
 $
Collectively evaluated for impairment52,490,520
 3,120,172
 2,280,035
 6,651,470
 64,542,197
56,541,012
 3,211,965
 5,367,251
 6,911,695
 72,031,923
Total$52,490,520
 $3,120,172
 $2,280,035
 $6,651,470
 $64,542,197
$56,541,012
 $3,211,965
 $5,367,251
 $6,911,695
 $72,031,923
                  
December 31, 2017December 31, 2018
One-to-four family residential Non-owner occupied on-to-four family residential 
Commercial
real estate
 Consumer TotalOne-to-four family residential Non-owner occupied on-to-four family residential 
Commercial
real estate
 Consumer Total
Allowance for loan losses:                  
Individually evaluated for impairment$
 $
 $
 $
 $
$
 $
 $
 $
 $
Collectively evaluated for impairment393,341
 25,893
 33,204
 85,881
 538,319
407,086
 13,252
 19,110
 69,472
 508,920
Total$393,341
 $25,893
 $33,204
 $85,881
 $538,319
$407,086
 $13,252
 $19,110
 $69,472
 $508,920
                  
Loans receivable:                  
Individually evaluated for impairment$
 $
 $274,804
 $
 $274,804
$
 $
 $
 $
 $
Collectively evaluated for impairment56,091,358
 3,116,832
 3,340,547
 6,145,488
 68,694,225
52,335,005
 3,013,417
 2,162,851
 6,801,419
 64,312,692
Total$56,091,358
 $3,116,832
 $3,615,351
 $6,145,488
 $68,969,029
$52,335,005
 $3,013,417
 $2,162,851
 $6,801,419
 $64,312,692



Activity in the allowance for loan losses by segment for the three and nine months ended September 30,March 31, 2019 and 2018 and 2017 is summarized in the following tables:
 Three months ended September 30, 2018
 Beginning Balance Charge-offs Recoveries Provisions Ending Balance
Loans:         
One-to-four family residential$369,076
 $30,673
 $
 $29,213
 $367,616
Non-owner occupied one-to-four family residential26,650
 534
 700
 (751)*26,065
Commercial real estate29,134
 
 
 (1,467)*27,667
Consumer106,486
 11,143
 17,792
 (7,244)*105,891
Total$531,346
 $42,350
 $18,492
 $19,751
 $527,239
          
 Three months ended September 30, 2017
 Beginning Balance Charge-offs Recoveries Provisions Ending Balance
Loans:         
One-to-four family residential$326,526
 $
 $
 $21,130
 $347,656
Non-owner occupied one-to-four family residential30,350
 
 
 (5,198)*25,152
Commercial real estate38,453
 
 
 1,638
 40,091
Consumer103,121
 131
 
 430
 103,420
Total$498,450
 $131
 $
 $18,000
 $516,319
Nine Months Ended September 30, 2018Three months ended March 31, 2019
Beginning Balance Charge-offs Recoveries Provisions Ending BalanceBeginning Balance Charge-offs Recoveries Provisions*Ending Balance
Loans:                  
One-to-four family residential$393,341
 $49,949
 $2,423
 $21,801
 $367,616
$407,086
 $
 $
 $(39,113) $367,973
Non-owner occupied one-to-four family residential25,893
 534
 700
 6
 26,065
13,252
 
 
 (7) 13,245
Commercial real estate33,204
 
 
 (5,537)*27,667
19,110
 
 
 34,108
 53,218
Consumer85,881
 40,263
 17,792
 42,481
 105,891
69,472
 9,962
 
 35,012
 94,522
Total$538,319
 $90,746
 $20,915
 $58,751
 $527,239
$508,920
 $9,962
 $
 $30,000
 $528,958
                  
Nine Months Ended September 30, 2017Three months ended March 31, 2018
Beginning Balance Charge-offs Recoveries Provisions Ending BalanceBeginning Balance Charge-offs Recoveries Provisions*Ending Balance
Loans:                  
One-to-four family residential$319,849
 $10,945
 $133
 $38,619
 $347,656
$393,341
 $
 $
 $8,969
 $402,310
Non-owner occupied one-to-four family residential28,231
 
 
 (3,079)*25,152
25,893
 
 
 1,000
 26,893
Commercial real estate37,135
 
 
 2,956
 40,091
33,204
 
 
 (949) 32,255
Consumer101,899
 14,054
 71
 15,504
 103,420
85,881
 792
 
 10,480
 95,569
Total$487,114
 $24,999
 $204
 $54,000
 $516,319
$538,319
 $792
 $
 $19,500
 $557,027
* The negative provisions for the various segments are either related to the decline in outstanding balances in each of those portfolio segments during the time periods disclosed and/or improvement in the credit quality factors related to those portfolio segments.


(a)Loan Portfolio Segment Risk Characteristics
One-to-four family residential: The Company generally retains most residential mortgage loans that are originated for its own portfolio. The market value of real estate securing residential real estate loans can fluctuate as a result of market conditions in the geographic area in which the real estate is located. Adverse developments affecting real estate values in the Company’s market could increase credit risk associated with its loan portfolio. Additionally, real estate lending typically involves large loan principal amounts and the repayment of the loans generally is dependent, in large part, on the borrower’s continuing financial stability, and is therefore more likely to be affected by adverse personal circumstances.
Non-owner occupied one-to-four family residential: The Company originates fixed-rate and adjustable-rate loans secured by non-owner occupied one-to-four family properties. These loans may have a term of up to 3025 years. Generally the Bank will lend up to 75% of the property’s appraised value. Appraised values are determined by an outside independent appraiser. In deciding to originate a loan secured by a non-owner occupied one-to-four family residential property, management reviews the creditworthiness of the borrower and the expected cash flows from the property securing the loan, the cash flow requirements of the borrower and the value of the property securing the loan. This segment is generally secured by one-to-four family properties.
Commercial real estate: On a very limited basis, the Company originates fixed-rate and adjustable-rate commercial real estate and land loans. These loans may have a term of up to 3020 years. Generally the Bank will lend up to 75% of the property’s appraised value. Appraised values are determined by an outside independent appraiser. In recent years, the Company has significantly reduced the emphasis on these types of loans and does not intend to emphasize these types of loans in the future. This segment is generally secured by retail, industrial, service or other commercial properties and loans secured by raw land, including timber.


Consumer: Consumer loans typically have shorter terms, lower balances, higher yields, and higher rates of default. Consumer loan collections are dependent on the borrower’s continuing financial stability, and are therefore more likely to be affected by adverse personal circumstances. This segment consists mainly of loans collateralized by automobiles. The collateral securing these loans, may depreciate over time, may be difficult to recover and may fluctuate in value based on condition.
(b)Charge‑off Policy
The Company requires a loan to be at least partially charged off as soon as it becomes apparent that some loss will be incurred, or when its collectability is sufficiently questionable that it no longer is considered a bankable asset. The primary considerations when determining if and how much of a loan should be charged off are as follows: (1) the potential for future cash flows; (2) the value of any collateral; and (3) the strength of any co-makers or guarantors.
(c)Troubled Debt Restructurings (TDR)
All loans deemed troubled debt restructurings, or “TDR”, are considered impaired, and are evaluated for collateral sufficiency. A loan is considered a TDR when the Bank, for economic or legal reasons related to a borrower’s financial difficulties, grants a concession to the borrower that the Bank would not otherwise consider. There were no new troubled debt restructurings in the first ninethree months of 2019 and 2018.
(d)Loans Measured Individually for Impairment
Loans that are deemed to be impaired are reserved for with the necessary allocation. All loans deemed troubled debt restructurings are considered impaired. Generally loans for 1-4 family residential and consumer are collectively evaluated for impairment.


(e)Loans Measured Collectively for Impairment
All loans not evaluated individually for impairment are grouped together by type and further segmented by risk classification. The Company’s historical loss experiences for each portfolio segment are calculated using a 12 quarter rolling average loss rate for estimating losses adjusted for qualitative factors. The qualitative factors consider economic and business conditions, changes in nature and volume of the loan portfolio, concentrations, collateral values, level and trends in delinquencies, external factors, lending policies, experience of lending staff, and monitoring of credit quality.


The following tables set forth the composition of each class of the Company’s loans by internally assigned credit quality indicators.
Pass 
Special
mention/watch
 Substandard Doubtful TotalPass 
Special
mention/watch
 Substandard Doubtful Total
September 30, 2018:         
March 31, 2019:         
Loans                  
One-to-four family residential$50,920,501
 $1,297,424
 $272,595
 $
 $52,490,520
$55,049,481
 $1,041,190
 $450,341
 $
 $56,541,012
Non-owner occupied one-to-four family residential2,983,052
 137,120
 
 
 3,120,172
3,069,186
 142,779
 
 
 3,211,965
Commercial real estate2,280,035
 
 
 
 2,280,035
5,367,251
 
 
 
 5,367,251
Consumer6,402,582
 232,788
 16,100
 
 6,651,470
6,799,104
 106,904
 5,687
 
 6,911,695
Total$62,586,170
 $1,667,332
 $288,695
 $
 $64,542,197
$70,285,022
 $1,290,873
 $456,028
 $
 $72,031,923
                  
Pass 
Special
mention/watch
 Substandard Doubtful TotalPass 
Special
mention/watch
 Substandard Doubtful Total
December 31, 2017:         
December 31, 2018:         
Loans                  
One-to-four family residential$54,042,992
 $1,412,334
 $636,032
 $
 $56,091,358
$50,712,926
 $1,041,019
 $581,060
 $
 $52,335,005
Non-owner occupied one-to-four family residential2,782,817
 17,861
 316,154
 
 3,116,832
2,876,981
 136,436
 
 
 3,013,417
Commercial real estate3,304,369
 36,178
 274,804
 
 3,615,351
2,162,851
 
 
 
 2,162,851
Consumer5,830,415
 252,722
 62,351
 
 6,145,488
6,301,242
 436,522
 63,655
 
 6,801,419
Total$65,960,593
 $1,719,095
 $1,289,341
 $
 $68,969,029
$62,054,000
 $1,613,977
 $644,715
 $
 $64,312,692
Special Mention/Watch – Loans classified as special mention/watch are assets that do not warrant adverse classification but possess credit deficiencies or potential weakness deserving close attention.
Substandard – Substandard loans are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified 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.
Doubtful – 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 known facts, conditions and values, highly questionable, and improbable.
The Company had no impaired loanloans as of September 30, 2018March 31, 2019 and one impaired loan with a balance of $274,804 as of December 31, 2017.2018. No interest income was recorded on impaired loans during 20182019 or 2017.


2018.
(f)Nonaccrual and Delinquent Loans
Loans are placed on nonaccrual status when (1) payment in full of principal and interest is no longer expected or (2) principal or interest has been in default for 90 or more (unless the loan is well secured with marketable collateral). and in the process of collection.
A nonaccrual asset may be restored to an accrual status when all past-due principal and interest has been paid and the borrower has demonstrated satisfactory payment performance (excluding renewals and modifications that involve the capitalizing of interest).


Delinquency status of a loan is determined by the number of days that have elapsed past the loan’s payment due date, using the following classification groupings: 30-59 days, 60-89 days, and 90 days or more. Loans shown in the 30‑59 day’s and 60‑89 day’s columns in the table below reflect contractual delinquency status only, and include loans considered nonperforming due to classification as a TDR or being placed on nonaccrual.
The following tables set forth the composition of the Company’s past-due loans at September 30, 2018March 31, 2019 and December 31, 2017.2018.
30-59 days
past due
 60-89 days
past due
 90 days
or more
past due
 Total
past due
 Current Total loans receivable Recorded investment > 90 days and accruing30-59 days
past due
 60-89 days
past due
 90 days
or more
past due
 Total
past due
 Current Total loans receivable Recorded investment > 90 days and accruing
September 30, 2018:             
March 31, 2019:             
Loans                          
One-to-four family residential$707,224
 $253,030
 $272,595
 $1,232,849
 $51,257,671
 $52,490,520
 $272,595
$558,307
 $155,244
 $450,341
 $1,163,892
 $55,377,120
 $56,541,012
 $
Non-owner occupied one-to-four family residential
 
 
 
 3,120,172
 3,120,172
 
6,865
 
 
 6,865
 3,205,100
 3,211,965
 
Commercial real estate
 
 
 
 2,280,035
 2,280,035
 

 
 
 
 5,367,251
 5,367,251
 
Consumer166,209
 33,472
 16,100
 215,781
 6,435,689
 6,651,470
 16,100
34,810
 19,762
 5,687
 60,259
 6,851,436
 6,911,695
 
Total$873,433
 $286,502
 $288,695
 $1,448,630
 $63,093,567
 $64,542,197
 $288,695
$599,982
 $175,006
 $456,028
 $1,231,016
 $70,800,907
 $72,031,923
 $
                          
30-59 days
past due
 
60-89 days
past due
 
90 days
or more
past due
 
Total
past due
 Current Total loans receivable Recorded investment > 90 days and accruing
30-59 days
past due
 
60-89 days
past due
 
90 days
or more
past due
 
Total
past due
 Current Total loans receivable Recorded investment > 90 days and accruing
December 31, 2017:             
December 31, 2018:             
Loans                          
One-to-four family residential$566,234
 $542,356
 $491,792
 $1,600,382
 $54,490,976
 $56,091,358
 $341,167
$706,658
 $283,116
 $369,058
 $1,358,832
 $50,976,173
 $52,335,005
 $
Non-owner occupied one-to-four family residential17,861
 177,037
 
 194,898
 2,921,934
 3,116,832
 

 
 
 
 3,013,417
 3,013,417
 
Commercial real estate36,178
 
 274,804
 310,982
 3,304,369
 3,615,351
 

 
 
 
 2,162,851
 2,162,851
 
Consumer171,789
 76,558
 54,568
 302,915
 5,842,573
 6,145,488
 54,568
229,899
 23,400
 63,655
 316,954
 6,484,465
 6,801,419
 
Total$792,062
 $795,951
 $821,164
 $2,409,177
 $66,559,852
 $68,969,029
 $395,735
$936,557
 $306,516
 $432,713
 $1,675,786
 $62,636,906
 $64,312,692
 $
The following tables set forth the composition of the Company’s recorded investment in loans on nonaccrual status as of September 30, 2018March 31, 2019 and December 31, 2017.2018.
September 30, 2018 December 31, 2017March 31, 2019 December 31, 2018
Loans      
One-to-four family residential$
 $150,625
$551,940
 $581,060
Non-owner occupied one-to-four family residential
 

 
Commercial real estate
 274,804

 
Consumer
 
5,687
 63,655
Total$
 $425,429
$557,627
 $644,715


(4)Deposits
At September 30, 2018March 31, 2019 and December 31, 2017,2018, deposits are summarized as follows:
September 30, 2018 December 31, 2017March 31, 2019 December 31, 2018
Statement savings$12,167,557
 $14,536,815
$13,797,178
 $13,461,826
Money market plus12,119,188
 11,749,674
11,213,186
 11,153,339
NOW17,570,198
 18,749,026
18,437,407
 18,214,876
Certificates of deposit36,619,874
 42,704,679
45,669,493
 40,747,784
$78,476,817
 $87,740,194
$89,117,264
 $83,577,825

Included in the NOW accounts were $4.6$5.7 million and $4.6 million of non-interest bearing deposits as of September 30, 2018March 31, 2019 and December 31, 2017,2018, respectively.
(5)
Tax benefit and expense
        Taxes on income comprise the following:
September 30, 2018March 31, 2019
Federal State TotalFederal State Total
Current$45,771
 $12,379
 $58,150
$26,654
 $(4,404) $22,250
Deferred10,934
 (1,800) 9,134
(25,094) 2,515
 (22,579)
$56,705
 $10,579
 $67,284
$1,560
 $(1,889) $(329)
          
September 30, 2017March 31, 2018
Federal State TotalFederal State Total
Current$(310) $5,700
 $5,390
$25,933
 $14,300
 $40,233
Deferred(64,687) (1,000) (65,687)65,769
 
 65,769
$(64,997) $4,700
 $(60,297)$91,702
 $14,300
 $106,002

Taxes on income differ from the amounts computed by applying the federal income tax rate of 21% to earnings before taxes on income for the following reasons, expressed in dollars:


September 30, 2018 September 30, 2017March 31, 2019 March 31, 2018
Federal tax at statutory rate$78,587
 $33,164
Federal (benefit) tax at statutory rate$(3,266) $82,010
Items affecting federal income tax rate:      
State taxes on income, net of federal benefit10,468
 3,102
(1,492) 11,297
Tax-exempt income(32,560) (64,366)(10,057) (11,840)
Bank-owned life insurance(14,879) (31,613)(4,595) (4,895)
Valuation allowance4,000
 15,000

 2,000
Other21,668
 (15,584)19,081
 27,430
$67,284
 $(60,297)$(329) $106,002

Federal income tax expense for the periods ended September 30, 2018March 31, 2019 and December 31, 20172018 was computed using the consolidated effective federal tax rate. The Company also recognized income tax expense pertaining to state franchise taxes payable individually by the Bank.


The tax effects of temporary differences that give rise to significant portions of deferred tax assets and deferred tax liabilities at September 30, 2018March 31, 2019 and December 31, 20172018 are presented below:
 September 30, 2018 December 31, 2017 March 31, 2019 December 31, 2018
Deferred tax assets:        
Deferred directors’ fees $197,000
 $195,000
 $178,000
 $185,000
Allowance for loan losses 132,000
 134,000
 132,000
 127,000
Net operating loss carryforward 159,000
 165,000
 210,000
 191,000
AMT credit 34,720
 34,720
 8,680
 17,360
Charitable contribution 59,000
 59,000
 59,000
 59,000
Professional fees 48,000
 49,000
 43,000
 44,000
Securities available for sale 387,433
 121,082
 134,113
 274,549
Other 14,681
 23,278
 32,181
 19,922
Gross deferred tax assets 1,031,834
 781,080
 796,974
 917,831
Valuation allowance (100,000) (96,000) (88,000) (88,000)
Net deferred tax assets 931,834
 685,080
 708,974
 829,831
        
Deferred tax liabilities:        
Prepaid expenses (14,000) (14,000) (14,000) (14,000)
FHLB stock dividends (25,000) (25,000) (25,000) (25,000)
Fixed assets (5,000) 
 (5,000) (8,000)
Intangible assets (14,000) (15,000) (14,000) (14,000)
Gross deferred tax liabilities (58,000) (54,000) (58,000) (61,000)
Net deferred tax assets $873,834
 $631,080
 $650,974
 $768,831

Based upon the Company’s level of historical taxable income and anticipated future taxable income over the periods that the deferred tax assets are deductible, management has reviewed whether it is more likely than not the Company will realize the benefits of these deductible differences. Management has determined that a valuation allowance was required for deferred tax assets at September 30, 2018March 31, 2019 and December 31, 2017,2018, related to the charitable contribution carryforward and Iowa corporate net operating loss carryovers. The charitable contribution expires if not used by 2020.


in varying amounts between 2020 and 2023.
As of December 31, 2017,2018, the Company had no material unrecognized tax benefits. The evaluation was performed for those tax years that remain open to audit. The Company files a consolidated tax return for federal purposes and separate tax returns for the State of Iowa purposes.
Under previous law, the provisions of the IRS and similar sections of Iowa law permitted the Bank to deduct from taxable income an allowance for bad debts based on 8% of taxable income before such deduction or actual loss experience. Legislation passed in 1996 eliminated the percentage of taxable income method as an option for computing bad debt deductions for 1996 and in future years.
Deferred taxes have been provided for the difference between tax bad debt reserves and the loan loss allowances recorded in the financial statements subsequent to December 31, 1987. However, at September 30, 2018March 31, 2019 and December 31, 2017,2018, retained earnings contain certain historical additions to bad debt reserves for income tax purposes of approximately $2,134,000 as of December 31, 1987, for which no deferred taxes have been provided because the Bank does not intend to use these reserves for purposes other than to absorb losses. If these amounts which qualified as bad debt deductions are used for purposes other than to absorb bad debt losses or adjustments arising from the carryback of net operating losses, income taxes may be


imposed at the then-existing rates. The approximate amount of unrecognized tax liability associated with these historical additions is $523,000.
(6)Stockholders’ Equity
(a)Common Stock Repurchase
The Company repurchased no shares during the three and nine months ended September 30, 2018March 31, 2019 and 2017.2018.
(b)Regulatory Capital Requirements
The Company and WCF Financial Bank are subject to various regulatory capital requirements administered by federal and state banking agencies. Failure to meet minimum capital requirements (as shown in the following table) can result in certain mandatory and possibly additional discretionary actions by regulators which, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and WCF Financial Bank must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company’s and WCF Financial Bank’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Management believes the Company and WCF Financial Bank met all capital adequacy requirements to which they were subject as of September 30, 2018March 31, 2019 and December 31, 2017.


2018.
The Company’s and WCF Financial Bank’s capital amounts and ratios are presented in the following table as of September 30, 2018March 31, 2019 and December 31, 20172018 (dollars in thousands).
September 30, 2018March 31, 2019
    For capital adequacy To be well-capitalized    For capital adequacy To be well-capitalized
    with capital conservation under prompt corrective    with capital conservation under prompt corrective
Actual buffer purposes action provisionsActual buffer purposes action provisions
Amount Percent Amount Percent Amount PercentAmount Percent Amount Percent Amount Percent
Tangible capital:                      
Consolidated$27,594
 21.26% $5,192
 4.00% N/A
 N/A
$28,440
 21.79% $5,221
 4.00% n/a
 n/a
WCF Financial Bank19,533
 16.20
 4,822
 4.00
 $6,028
 5.00%19,606
 15.80
 4,965
 4.00
 $6,206
 5.00%
                      
Common equity tier 1:                      
Consolidated27,594
 47.87
 3,678
 6.38
 3,747
 6.50
28,458
 46.88
 4,247
 7.000
 3,944
 6.50
WCF Financial Bank19,533
 34.26
 3,637
 6.38
 3,705
 6.50
19,606
 33.00
 4,159
 7.000
 3,862
 6.50
                      
Risk-based capital:                      
Consolidated28,121
 48.79
 5,695
 9.88
 5,764
 10.00
28,969
 47.75
 6,370
 10.500
 6,067
 10.00
WCF Financial Bank20,060
 35.19
 5,632
 9.88
 5,701
 10.00
20,135
 33.89
 6,239
 10.500
 5,942
 10.00
                      
Tier 1 risk-based capital:                      
Consolidated27,594
 47.87
 4,542
 7.88
 4,612
 8.00
28,440
 46.88
 5,157
 8.500
 4,854
 8.00
WCF Financial Bank19,533
 34.26
 4,492
 7.88
 4,561
 8.00
19,606
 33.00
 5,051
 8.500
 4,754
 8.00



December 31, 2017December 31, 2018
        To be well-capitalized        To be well-capitalized
    For capital adequacy  under prompt corrective    For capital adequacy  under prompt corrective
Actual purposes action provisionsActual purposes action provisions
Amount Percent Amount Percent Amount PercentAmount Percent Amount Percent Amount Percent
Tangible capital:                      
Consolidated$28,657
 23.40% $4,897
 4.00% N/A
 N/A
$28,534
 22.50% $5,081
 4.00% n/a
 n/a
WCF Financial Bank19,117
 16.50
 4,637
 4.00
 $5,796
 5.00%19,567
 16.30
 4,792
 4.00
 $5,990
 5.00%
                      
Common equity tier 1:                      
Consolidated28,657
 50.20
 3,283
 5.75
 3,712
 6.50
28,534
 49.00
 3,712
 6.38
 3,785
 6.50
WCF Financial Bank19,117
 34.50
 3,191
 5.75
 3,607
 6.50
19,567
 34.40
 3,631
 6.38
 3,702
 6.50
                      
Risk-based capital:                      
Consolidated29,195
 51.10
 5,282
 9.25
 5,710
 10.00
29,043
 49.90
 5,750
 9.88
 5,823
 10.00
WCF Financial Bank19,655
 35.40
 5,133
 9.25
 5,549
 10.00
20,076
 35.20
 5,625
 9.88
 5,696
 10.00
                      
Tier 1 risk-based capital:                      
Consolidated28,657
 50.20
 4,140
 7.25
 4,568
 8.00
28,534
 49.00
 4,585
 7.88
 4,658
 8.00
WCF Financial Bank19,117
 34.50
 4,023
 7.25
 4,439
 8.00
19,567
 34.40
 4,486
 7.88
 4,557
 8.00
In July 2013, the Federal Reserve Board and the OCC issued final rules implementing the Basel III regulatory capital framework and related Dodd-Frank Wall Street Reform and Consumer Protection Act changes. The rules revised minimum capital requirements and adjusted prompt corrective action thresholds. The final rules revised the regulatory capital elements, added a new common equity Tier 1 capital ratio, increased the minimum Tier 1 capital ratio requirement, and implemented a new capital conservation buffer. The rules also permitted certain banking organizations to retain, through a one-time election, the existing treatment for AOCI. The Company and WCF Financial Bank made the election to retain the existing treatment, which excludes AOCI from regulatory capital amounts. The final rules took effect for the Company and WCF Financial Bank on January 1, 2015, subject to a transition period for certain parts of the rules.
Beginning in 2016, an additional capital conservation buffer was added to the minimum requirements for capital adequacy purposes, subject to a three year phase-in period. The capital conservation buffer will bewas fully phased-in on January 1, 2019 at 2.50%. A banking organization with a conservation buffer of less than 2.50% (or the required phase-in amount in years prior to 2019) will be subject to limitations on capital distributions, including dividend payments, and certain discretionary bonus payments to executive officers. As of September 30, 2018,March 31, 2019, the ratios for the Company and WCF Financial Bank were sufficient to meet the fully phased-in conservation buffer.
(c)Dividends and Restrictions Thereon
The Company declared and paid a $0.05 dividend per share in each of the first three quarters ended March 31, 2019 and March 31, 2018. The primary source of funds for the periods ended September 30, 2018 and September 30, 2017.Company is dividends from WCF Financial Bank. Under the Iowa Banking Act, Iowa-chartered banks generally may pay dividends only out of undivided profits. The Iowa Division of Banking may restrict the declaration or payment of a dividend by an Iowa-chartered bank, such as WCF Financial Bank. The payment of dividends by any FDIC-insured institution is affected by the requirement to maintain adequate capital pursuant to applicable capital adequacy guidelines and regulations, impose certain limitations onand an FDIC-insured institution generally is prohibited from paying any dividends if,


following payment thereof, the institution would be undercapitalized. As described above, WCF Financial Bank exceeded its capital requirements under applicable guidelines as of December 31, 2018. Notwithstanding the availability of funds for dividends, however, the FDIC and the Iowa Division of Banking may prohibit the payment of dividends and otherby WCF Financial Bank if either or both determine such payment would constitute an unsafe or unsound practice. In addition, under the Basel III Rule, institutions that seek the freedom to pay dividends will have to maintain 2.5% in Common Equity Tier 1 Capital attributable to the capital distributions by the Bank. Under the regulations, a savings institution, such as the Bank, that will meet the fully phased‑in capital requirements subsequent to a capital distribution is generally permitted to make such capital distribution without approval so long as they have not been notified of the need for more than normal supervision. The Bank has not been so notified and, therefore, may make capital distributions during the calendar year equal to net income plus 50% of the amount by which the Bank’s capital exceeds the fully phased‑in capital requirement as measured at the beginning of the calendar year. A savings institution with total capital in excess of current minimum capital requirements but not in excess of the fully phased‑in requirements is permitted by the new regulations to make, without approval, capital distributions of between 25% and 75% of its net income for the previous four quarters, less dividends already paid for such period. A savings institution that fails to meet current minimum capital requirements is prohibited from making any capital distributions without prior approval.conservation buffer.
(7)Fair Value
FASB Accounting Standards Codification (ASC) 820, Fair Value Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability shall not be adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact.
ASC 820 requires the use of valuation techniques that are consistent with the market approach, the income approach, and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single


present amount on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, ASC 820 establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:
Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
Level 2 Inputs – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means.
Level 3 Inputs – Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.
A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. These valuation methodologies were applied to all of the Company’s financial assets and liabilities carried at fair value.


Cash and due from banks, federal funds sold, and time deposits in other financial institutions. The carrying amount is a reasonable estimate of fair value.
Securities available-for-sale. Investment securities classified as available-for-sale are reported at fair value on a recurring basis. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information, and the bond’s terms and conditions, among other things.
Loans receivable. The Company does not record loans at fair value on a recurring basis. For variable‑rate loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values. The fair values for other loans are determined using estimated future cash flows, discounted at the interest rates currently being offered for loans with similar terms to borrowers with similar credit quality. The Company does record nonrecurring fair value adjustments to loans to reflect (1) partial write‑downs to collateral value or (2) the establishment of specific loan reserves that are based on the observable market price of the loan or the appraised of the collateral. These loans are classified as Level 3.
FHLB and Bankers’ Bank stock. The value of FHLB and Bankers’ Bank stock is equivalent to its carrying value because the stock is redeemable at par value.
Accrued interest receivable and accrued interest payable. The recorded amount of accrued interest receivable and accrued interest payable approximates fair value as a result of the short‑term nature of the instruments.


Deposits. The fair value of deposits with no stated maturity, such as passbook, money market, noninterest‑bearing checking, and NOW accounts, is equal to the amount payable on demand. The fair value of certificates of deposit is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities. The fair value estimates do not include the benefit that results from the low‑cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market.
FHLB advances. The fair value of the FHLB advances is based on the discounted value of the cash flows. The discount rate is estimated using the rates currently offered for fixed‑rate advances of similar remaining maturities.
The following tables summarize financial assets measured at fair value on a recurring basis as of September 30, 2018March 31, 2019 and December 31, 2017,2018, segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value. The Company has no liabilities measured at fair value in the consolidated balance sheets.
September 30, 2018March 31, 2019
Level 1 inputs Level 2 inputs Level 3 inputs Total fair valueLevel 1 inputs Level 2 inputs Level 3 inputs Total fair value
U.S. agency securities$
 $1,178,047
 $
 $1,178,047
$
 $3,738,115
 $
 $3,738,115
Mortgage-backed securities
 26,868,275
 
 26,868,275

 24,553,516
 
 24,553,516
Municipal bonds
 14,073,232
 
 14,073,232

 13,794,786
 
 13,794,786
Corporate bonds
 1,012,283
 
 1,012,283
Total$
 $42,119,554
 $
 $42,119,554
$
 $43,098,700
 $
 $43,098,700


December 31, 2017December 31, 2018
Level 1 inputs Level 2 inputs Level 3 inputs Total fair valueLevel 1 inputs Level 2 inputs Level 3 inputs Total fair value
U.S. agency securities$
 $1,233,795
 $
 $1,233,795
$
 $3,714,049
 $
 $3,714,049
Mortgage-backed securities
 26,784,589
 
 26,784,589

 25,648,884
 
 25,648,884
Municipal bonds
 15,111,097
 
 15,111,097

 14,259,108
 
 14,259,108
Total$
 $43,129,481
 $
 $43,129,481
$
 $43,622,041
 $
 $43,622,041

There have been no changes in valuation methodologies at September 30, 2018March 31, 2019 compared to December 31, 20172018 and there were no transfers between levels during the periods ended September 30, 2018March 31, 2019 and December 31, 2017.2018.
The Company is required to measure certain assets at fair value on a nonrecurring basis in accordance with U.S. generally accepted accounting principles. These adjustments to fair value usually result from application of lower-of-cost or fair value accounting or write-downs of individual assets. As of September 30, 2018March 31, 2019 and December 31, 2017,2018, the Company did not have any material assets measured at fair value on a nonrecurring basis.


The estimated fair values of Company’s financial instruments (as described in note 1) at September 30, 2018March 31, 2019 and December 31, 20172018 were as follows:
 September 30, 2018 December 31, 2017 March 31, 2019 December 31, 2018
Fair value Carrying Approximate Carrying ApproximateFair value Carrying Approximate Carrying Approximate
hierarchy amount fair value amount fair valuehierarchy amount fair value amount fair value
Financial assets:                
Cash and due from banksLevel 1 $3,354,400
 $3,354,400
 $3,310,400
 $3,310,400
Level 1 $3,432,865
 $3,432,865
 $3,587,631
 $3,587,631
Federal funds soldLevel 1 
 
 2,672,000
 2,672,000
Level 1 732,000
 732,000
 11,175,000
 11,175,000
Time deposits in other                
financial institutionsLevel 1 2,580,985
 2,580,985
 4,545,878
 4,545,878
Level 1 4,536,380
 4,536,380
 4,540,687
 4,540,687
Securities available-for-sale
See
previous
table
 42,119,554
 42,119,554
 43,129,481
 43,129,481
See
previous
table
 43,098,700
 43,098,700
 43,622,041
 43,622,041
Loans receivable, net
Level 2 (1)
 64,015,853
 63,335,000
 68,411,396
 69,008,986
Level 2 (1)
 71,487,668
 71,198,000
 63,806,048
 63,467,000
FHLB stockLevel 1 710,000
 710,000
 703,400
 703,400
Level 1 736,800
 736,800
 1,110,000
 1,110,000
Bankers’ Bank stockLevel 1 147,500
 147,500
 147,500
 147,500
Level 1 147,500
 147,500
 147,500
 147,500
Accrued interest receivableLevel 1 489,443
 489,443
 439,855
 439,855
Level 1 512,012
 512,012
 424,909
 424,909
Financial liabilities:                
DepositsLevel 2 78,476,817
 78,479,000
 87,740,194
 87,828,194
Level 2 89,117,264
 91,165,000
 83,577,825
 84,311,000
FHLB advancesLevel 2 14,000,000
 13,840,000
 14,000,000
 14,052,000
Level 2 14,500,000
 14,463,000
 24,000,000
 23,897,000
Fed funds purchasedLevel 2
438,000

438,000




Accrued interest payableLevel 1 125,783
 125,783
 13,982
 13,982
Level 1 162,952
 162,952
 18,221
 18,221
(1) Impaired loans would have a fair value hierarchy of a Level 3. See previous disclosures.

(8)Commitments and Contingencies
The Company is involved with various claims and legal actions arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s consolidated financial statements.


The Company is party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. The financial instruments include commitments to extend credit of approximately $655,531$899,387 and $200,677$769,169 as of September 30, 2018March 31, 2019 and December 31, 2017,2018, respectively. These commitments expire one year from origination and are both fixed and adjustable interest rates ranging from 2.99%3.25% to 6.00%6.50%.
(9)Accumulated Other Comprehensive Income (Loss)
Accumulated other comprehensive income (loss) components at September 30, 2018March 31, 2019 and December 31, 20172018 were as follows:
 September 30, 2018 December 31, 2017 March 31, 2019 December 31, 2018
Unrealized holding (losses) gains on securities available-for-sale $(1,573,267) $(488,791) $(593,059) $(1,113,902)
Tax impact 387,433
 178,424
 134,113
 274,549
 $(1,185,834) $(310,367) $(458,946) $(839,353)



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

General

Management’s discussion and analysis of the financial condition at September 30, 2018March 31, 2019 and the results of operations for three and nine months ended September 30,March 31, 2019 and 2018 and 2017 is intended to assist in understanding the financial condition and results of operations of the Company. The information contained in this section should be read in conjunction with the unaudited financial statements and the notes thereto, appearing on Part I, Item 1 of this quarterly report on Form 10-Q.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “plan,” “seek,” “expect” and words of similar meaning. These forward-looking statements include, but are not limited to:
statements of our goals, intentions and expectations;
statements regarding our business plans, prospects, growth and operating strategies;
statements regarding the quality of our loan and investment portfolios; and
estimates of our risks and future costs and benefits.
These forward-looking statements are based on current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change.
The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:
general economic conditions, either nationally or in our market areas, that are worse than expected;
changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses;
our ability to access cost-effective funding;


fluctuations in real estate values and both residential and commercial real estate market conditions;
demand for loans and deposits in our market area;
our ability to implement and change our business strategies;
competition with depository and other financial institutions;
inflation and changes in the interest rate environment that reduce our margins and yields, the fair value of financial instruments, our level of loan originations, or increases in the level of defaults, losses and prepayments on loans we have made and make;
adverse changes in the securities markets;


changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements, including as a result of Basel III;
the impact of the Dodd-Frank Act and the implementing regulations;
changes in the quality or composition of our loan or investment portfolios;
technological changes that may be more difficult or expensive than expected;
the inability of third-party providers to perform as expected;
our ability to manage market risk, credit risk and operational risk in the current economic environment;
our ability to enter new markets successfully and capitalize on growth opportunities;
our ability to successfully integrate into our operations any assets, liabilities, customers, systems and management personnel we may acquire and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto;
changes in consumer spending, borrowing and savings habits;
changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board;
our ability to retain key employees;
adverse changes in the national agriculture economy and the agriculture economy in our market area;
our compensation expense associated with equity allocated or awarded to our employees; and
changes in the financial condition, results of operations or future prospects of issuers of securities that we own.
Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.



Critical Accounting Policies

There are no material changes to the critical accounting policies disclosed in our annual report on Form 10-K as filed with the Securities and Exchange Commission on March 24, 2018.29, 2019.

Comparison of Financial Condition at September 30, 2018March 31, 2019 and December 31, 20172018

Total assets decreased $9.7$4.0 million, or 7.4% 2.9%, to $122.5$133.4 million at September 30, 2018March 31, 2019 from $132.2$137.4 million at December 31, 2017. The decrease resulted primarily from decreases in time deposits in other financial institutions, securities available-for-sale,2018. Net loans and in cash and cash equivalents. Investment securities available-for-sale decreased $1.0receivable increased $7.7 million, or 2.3%12.1%, to $42.1$71.5 million at September 30, 2018March 31, 2019 from $43.1$63.8 million at December 31, 2017.2018. The decrease in investment securities available-for-sale was due to securities being called and the paydown of principal on mortgage-backed securities. Net loans receivable decreased $4.4 million, or 6.4%, to $64.0 million at September 30, 2018 from $68.4 million at December 31, 2017.


The decreaseincrease in net loans receivable was due mainly to a decreasean increase in one-to-four family residential and commercial real estate loans offset by increasesresulting from a $5.4 million loan pool purchase in consumer loans and.February 2019. Cash and cash equivalents decreased $2.6$10.6 million, or 43.9%71.8%, to $3.4$4.2 million at September 30, 2018March 31, 2019 compared to $6.0$14.8 million at December 31, 2017.2018. This reduction was caused primarily by the loan pool purchase noted above.

Total liabilities decreased $8.9$4.2 million, or 8.6%3.8%, to $94.9$105.4 million at September 30, 2018March 31, 2019 from $103.8$109.6 million at December 31, 2017.2018. The decrease in liabilities was mainly due to decreasesa $10.0 million decrease in FHLB advances. This was partially offset by an increase of $5.5 million in deposits, and advance payments by borrowers for taxes and insurance. Deposits decreased due to changes in local competition and advance payments by borrowers for taxes and insurance decreased due to property taxes being paid in September. Deposits decreased $9.3 million, or 10.6%6.6%, to $78.5$89.1 million at September 30, 2018March 31, 2019 compared to $87.7$83.6 million at December 31, 2017. Federal funds purchased increased $438,000, or 100.0%, to $438,000 at September 30, 2018 compared to $0 at December 31, 2017.2018.

Stockholders' equity decreased $827,000,increased $258,000, or 2.9%1.0% to $27.6$28.0 million at September 30, 2018March 31, 2019 from $28.4$27.8 million at December 31, 2017. Stockholders'2018. The increase in stockholder's equity includes $307,000 of net income during the nine months ended September 30, 2018, an $814,000 decreaseresulted from a $380,000 increase in market value of securities available-for-sale, net of income taxes, and a $41,000$14,000 increase in the anticipated release of ESOP shares, offset in part by $361,000$121,000 in aggregate dividends paid on common stock during the first three quarters.quarter and $15,000 net loss during the quarter.

Comparison of Results of Operations for the Three Months Ended September 30,March 31, 2019 and 2018 and 2017

Net income decreased $55,000,$300,000, or 107.8%105.3%, to anet loss total of $4,000$15,000 for the three months ended September 30, 2018,March 31, 2019, from $51,000income of $285,000 for the same period in 2017. Basic/2018. Basic and diluted (loss) earnings per share were $0.00($0.01) and $0.02$0.12 for the three months ended September 30,March 31, 2019 and 2018, and 2017, respectively. Total interest income increased $93,000,$88,000, or 9.8%8.8%, to $1,043,000$1,085,000 for the 2019 quarter-end, compared to $997,000 for the 2018 quarter, compared to $950,000 for the 2017 quarter. The increase in total interest income was primarily attributable to increases in interest income in loans receivable and taxable investment securities. Total interest expense increased $112,000,$86,000, or 72.7%35.5%, to $267,000$328,000 for the three months ended September 30, 2018March 31, 2019 compared to $154,000$242,000 for the three months ended September 30, 2017.March 31, 2018. This increase was due to increased interest rates on deposits and an increase in the amount of interest paid on FHLB advances and additional federal funds purchased.advances.

Each quarter an analysis of allowance factors is completed. Based on these factors, $19,751$30,000 in provision for loan losses was recorded for the quarter ended September 30, 2018March 31, 2019 compared to $18,000$19,500 provision for the quarter ended September 30, 2017.March 31, 2018. The allowance for loan losses reflects the estimate believed to be appropriate to cover incurred probable losses which were inherent in the loan portfolio at September 30, 2018.March 31, 2019. While we believe the estimates and assumptions used in the determination of the adequacy of the allowance are reasonable, the actual amount of future provisions may exceed the amount of past provisions, and the increase in future provisions that may be required may adversely impact the financial condition and results of operations.

Net interest income after provision for losses on loans decreased $22,000,$9,000, or 2.8%1.2%, to $756,000$727,000 for the three months ended September 30, 2018March 31, 2019 from $778,000$736,000 for the three months ended September 30, 2017.March 31, 2018.

Noninterest income increased $13,000,decreased $394,000, or 8.1%74.2%, to $174,000$137,000 for the three months ended September 30, 2018March 31, 2019 from $161,000$531,000 for the same period in 2017.2018. The increasedecrease was due in large part to an increasethe sale of Bank-owned


property in other income offset bythe first quarter of 2018 which resulted in a decreasegain on sale of $436,000, which did not recur in fees and service charges and a lower increase in cash value of bank-owned life insurance.2019. There were no$10,509 in net gains on securities available-for-sale net for the three months ended September 30, 2018 orMarch 31, 2019 compared to $14,465 in losses for the three months ended September 30, 2017. Other income increased $21,000, or 105.0%, to $40,000 for the three months ended September 30, 2018 from $20,000 for the same period in 2017. This increase was mainly due to increased equity income from other assets. Fees and service charges decreased $6,000 or 4.9%, to $110,000 for the three months ended September 30, 2018 compared to $115,000 for the quarter ended September 30, 2017. This decrease was due to fewer overdraft fees charged and fewer loan


origination fees. The increase in cash value of bank-owned life insurance decreased by $2,000 for the three months ended September 30, 2018, to $24,000 compared to $26,000 cash value for the quarter ended September 30, 2017.March 31, 2018.

Noninterest expense consists primarily of compensation and employee benefits, office property and equipment, data processing services, federal insurance premiums, charitable contributions and accounting, regulatory, and professional fees. During the three months ended September 30, 2018,March 31, 2019, noninterest expense increased $55,000,$3,000, or 6.0%0.30%, to $960,000$879,000 compared to $905,000,$876,000, for the same three month period in 2017.2018. Compensation and employee benefits decreased $20,000,$18,000, or 5.1%4.9%, to $374,000$351,000 for the three months ended September 30, 2018March 31, 2019 compared to $394,000$369,000 for the three months ended September 30, 2017March 31, 2018 due to staffing changes and not being able to fill staffing positions immediately. Office property and equipment expense decreased $8,000,$16,000, or 7.4%14.8%, to $100,000$92,000 for the three months ended September 30, 2018March 31, 2019 compared to $108,000 for the quarter ended September 30, 2017March 31, 2018 due to decreases in depreciation expense. Data processing services increased $11,000, or 9.8%, to $128,000 for the three months ended September 30, 2018 compared to $117,000 for the three month period ended September 30, 2017. This increase was due to additional services provided by our data processor in 2018. Federal insurance premiums increased $1,000, or 10.1%, to $10,000 during the three months ended September 30, 2018 compared to $9,000 for the three months ended September 30, 2017. Accounting, regulatory and professional fees increased $7,000,$39,000, or 4.4%27.7%, to $156,000$178,000 in the thirdfirst quarter of 20182019 compared to $150,000$139,000 for the same quarter of 2017,2018, due to additional auditing and legal services. Other expenses increased $66,000 or 76.5%, to $152,000 for the three months ended September 30, 2018 compared to $86,000 for the three months ended September 30, 2017 mainly due to an expense arising from an escheat accrual involving unclaimed property.

We recognized an income tax benefit of $26,000$329 for the three month period ended September 30, 2018March 31, 2019 compared to an income tax benefitexpense of $18,000$106,000 for the 20172018 quarter.

Comparison of Results of Operations for the Nine Months Ended September 30, 2018 and 2017

Net income increased $149,000, or 94.5%, to $307,000 for the nine months ended September 30, 2018, from $158,000 for the same period in 2017. The increase in net income is primarily due to a pre-tax gain of $436,000 ($329,000 after tax) on the sale of Bank owned land. Basic/diluted earnings per share were $0.13 and $0.07 for the nine months ended September 30, 2018 and 2017, respectively. Total interest income increased $206,000, or 7.1%, to $3.1 million for the nine months ended September 30, 2018, compared to $2.9 million for the nine months ended September 30, 2017. The increase in total interest income was mainly from interest earned on investment securities and other earning assets. Total interest expense increased $268,000, or 55.6%, to $751,000 for the nine months ended September 30, 2018 compared to $483,000 for the nine months ended September 30, 2017, This increase was due to increased interest rates paid on deposits, FHLB advances and federal funds purchased.

Each quarter an analysis of allowance factors is completed. Based on these factors, $59,000 in provision for loan losses was recorded for the nine months ended September 30, 2018 compared to $54,000 provision for the nine months ended September 30, 2017. The allowance for loan losses reflects the estimate believed to be appropriate to cover incurred probable losses which were inherent in the loan portfolio at September 30, 2018. While we believe the estimates and assumptions used in the determination of the adequacy of the allowance are reasonable, the actual amount of future provisions may exceed the amount of past provisions, and the increase in future provisions that may be required may adversely impact the financial condition and results of operations.

Net interest income after provision for losses on loans decreased $67,000, or 2.9% , to $2.3 million for the nine months ended September 30, 2018, from $2.4 million for the nine months ended September 30, 2017.



Noninterest income increased $355,000, or 73.8%, to $836,000 for the nine months ended September 30, 2018 from $481,000 for the same period in 2017. The increase was due to a pre-tax gain on the sale of Bank owned land of $436,00. The land sold was adjacent to the Bank's main location and was originally purchased for possible use by the Bank. The increase in other income was offset by $14,000 in net losses from sales of securities available-for-sale for the nine months ended September 30, 2018 compared to $0 for the nine months ended September 30, 2017. Fees and service charges decreased $13,000, or 3.9%, to $319,000 for the nine months ended September 30, 2018 compared to $332,000 for the nine months ended September 30, 2017. This decrease was due to fewer overdraft fees charged and loan origination fees being lower for the period. The increase in cash value of bank-owned life insurance decreased by $22,000 to $71,000 for the nine months ended September 30, 2018 compared to $93,000 increase in cash value for the nine months ended September 30, 2017. Other income decreased $31,000, or 55.1%, to $25,000 for the nine months ended September 30, 2018 from $56,000 other income for the same period in 2017. This decrease was mainly due to the loss on the sale of REO property, reduced equity income from other assets and the decrease of income on sale of credit life and disability insurance for loans.

Noninterest expense consists primarily of compensation and employee benefits, office property and equipment, data processing services, federal insurance premiums, charitable contributions and accounting, regulatory, and professional fees. During the nine months ended September 30, 2018, noninterest expense increased $11,000, or 0.4%, to $2.7 million compared to $2.7 million for the same nine month period in 2017. Compensation and employee benefits decreased $23,000, or 2.0%, to $1.1 million for the nine months ended September 30, 2018 compared to $1.2 million for the nine months ended September 30, 2017 due to changes in staffing and the not filling staffing positions immediately. Office property and equipment decreased $30,000, or 8.7%, to $310,000for the nine months ended September 30, 2018 compared to $339,000 for the nine months ended September 30, 2017 due to decreases in depreciation expense. Data processing services increased $26,000, or 7.7%, to $369,000 for the nine months ended September 30, 2018 compared to $343,000 for the nine months ended September 30, 2017. This increase was due to additional services provided by our data processor. Federal insurance premiums increased $1,000, or 2.3%, to $26,000 during the nine months ended September 30, 2018 compared to $26,000 for the nine months ended September 30, 2017, due to the asset size of the bank, which is used to calculate the insurance premiums. Accounting, regulatory and professional fees decreased $31,000, or 6.4%, to $455,000 in the nine months ended September 30, 2018 compared to $486,000 for the nine months ended September 30, 2017, due to reduced auditing and legal services. Other expenses increased $78,000 or 29.1%, to $348,000 for the nine months ended September 30, 2018 compared to $269,000 for the nine months ended September 30, 2017 mainly due to an expense arising from an escheat accrual involving unclaimed property.

We recognized an income tax expense of $67,000 for the nine months ended September 30, 2018 compared to an income tax benefit of $60,000 for the nine months ended September 30, 2017.

Item 3Quantitative and Qualitative Disclosures About Market Risk

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

Item 4Controls and Procedures

Evaluation of disclosure controls and procedures.

An evaluation was performed under the supervision and with the participation of our management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of September 30, 2018.March 31, 2019. Based on that evaluation, our management, including the Chief Executive Officer and the Chief Financial Officer,


concluded that, due to the material weakness described below, our disclosure controls and procedures were not effective as of September 30, 2018.March 31, 2019.

Changes in internal controls.

During the quarter ended September 30, 2018,March 31, 2019, there have been no changes in the Company’s internal
controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Material Weakness

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibiltypossibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis. Management's assessment of internal controls identified the below described material weakness.

The Company has determined that

As disclosed in the Company'sCompany’s Annual Report on Form 10-K for the year ended December 31, 2018, management identified a material weakness in financial reporting controls and procedures with respectrelated to the preparation, review and reviewmonitoring of the financial statements and related discloures were not operating effectively for the quarter ended September 30, 2018. Due in part to the departure of the Company's Chief Financial Officer earlyreconciliations in the third quarter of 2018, the Company lacks sufficient, qualified accounting resources to fully present the financial statements and footnotes in accordance with generally accepted accounting principles.loan area.

Management has developed certain remediation steps to address the material weakness discussed above and to improve internal control over financial reporting. If not remediated, these control deficiencies could result in material misstatements to the Company'sCompany’s financial statements. The Company is taking steps to ensure that all reconciliations are properly assigned to preparers and the Board of Directors takereviewers, the control operators have adequate training to complete the assigned tasks and integrity ofthere is a system in place to monitor the Company's financial statements seriously and believe that the remediation steps described below are essential to maintaining a strong internal control environment. The Company is currently conducting a search for a new chief financial officer and will assess its processes for the preparation and review of the financial statements. This process may include the use of third-party advisors if internal resources are not available.activities. The material weakness will not be considered remediated until applicable remedial controls operate for a sufficient period of time and management has concluded that these controls are operating effectively.









Part II – Other Information

Item 1    Legal Proceedings

The Company 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 1ARisk Factors

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

Item 2
Unregistered Sales of Equity Securities and Use of Proceeds

(a)There were no sales of unregistered securities during the period covered by this Report.

(b)Not applicable.

(c)There were no issuer repurchases of securities during the period covered by this Report.

Item 3    Defaults Upon Senior Securities

None.

Item 4Mine Safety Disclosures

Not applicable.

Item 5    Other Information

None.

Item 6
Exhibits

31.1

31.2

32.1


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.

  WCF BANCORP, INC.
    
    
Date: NovemberMay 14, 20182019 /s/ Michael R. Segner 
  Michael R. Segner
  President and Chief Executive Officer
    
    
Date: NovemberMay 14, 20182019 /s/ StephenPaul L. MourlamMoen 
  StephenPaul L. MourlamMoen
  Interim Chief Financial Officer

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