IF Bancorp (IROQ) 10-Q 2022 Q1 Quarterly report

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

10-Q

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

For the quarterly period ended September 30, 2021

OR

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

For the transition period fromto

Commission File

No.001-35226

IF Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Maryland	45-1834449
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
201 East Cherry Street, Watseka, Illinois	60970
(Address of Principal Executive Offices)	Zip Code

(815)

432-2476

(Registrant’s telephone number)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	IROQ	The Nasdaq Stock Market LLC

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation

S-T

during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    YES  ☒    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” and “smaller reporting company” in Rule

12b-2

of the Exchange Act. (Check one)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule

12b-2

of the Exchange Act).    YES  ☐    NO  ☒

The Registrant had 3,253,876 shares of common stock, par value $0.01 per share, issued and outstanding as of November 3, 2021.

IF Bancorp, Inc.

Form

10-Q

Index

		Page
Part I. Financial Information
Item 1.	Condensed Consolidated Financial Statements		1
	Condensed Consolidated Balance Sheets as of September 30, 2021 (unaudited) and June 30, 2021		1
	Condensed Consolidated Statements of Income for the Three Months Ended September 30, 2021 and 2020 (unaudited)		2
	Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended September 30, 2021 and 2020 (unaudited)		3
	Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended September 30, 2021 and 2020 (unaudited)		4
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended September 30, 2021 and 2020 (unaudited)		5
	Notes to Condensed Consolidated Financial Statements		6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		35
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		50
Item 4.	Controls and Procedures		50
Part II. Other Information
Item 1.	Legal Proceedings		51
Item 1A.	Risk Factors		51
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		51
Item 3.	Defaults upon Senior Securities		51
Item 4.	Mine Safety Disclosures		51
Item 5.	Other Information		51
Item 6.	Exhibits		52
	Signature Page		53

Part I. – Financial Information

Item 1. Financial Statements

IF Bancorp, Inc.

Condensed Consolidated Balance Sheets

(Dollars in thousands, except per share amount)

	September 30, 2021			June 30, 2021
Assets		(Unaudited	)
Cash and due from banks	$	28,461		$	60,785
Interest-bearing demand deposits		450			1,950
Cash and cash equivalents		28,911			62,735
Interest-bearing time deposits in banks		2,250			2,250
Available-for-sale securities		199,809			189,891
Loans, net of allowance for loan losses of $6,470 and $6,599 at September 30, 2021 and June 30, 2021, respectively		506,283			513,371
Premises and equipment, net of accumulated depreciation of $8,864 and $8,695 at September 30, 2021 and June 30, 2021, respectively		9,663			9,793
Federal Home Loan Bank stock, at cost		4,198			4,198
Foreclosed assets held for sale, net		191			259
Accrued interest receivable		2,002			1,897
Bank-owned life insurance		9,124			9,339
Mortgage servicing rights		1,020			1,013
Deferred income taxes		1,923			1,697
Other		1,681			898
Total assets	$	767,055		$	797,341
Liabilities and Equity
Liabilities
Deposits
Demand	$	45,167		$	96,923
Savings, NOW and money market		330,479			308,741
Certificates of deposit		250,912			251,198
Brokered certificates of deposit		10,770			10,770
Total deposits		637,328			667,632
Repurchase agreements		6,703			6,245
Federal Home Loan Bank advances		25,000			25,000
Line of credit and other borrowings		3,000			3,000
Advances from borrowers for taxes and insurance		776			928
Accrued post-retirement benefit obligation		3,087			3,065
Accrued interest payable		187			199
Other		4,937			5,968
Total liabilities		681,018			712,037
Commitments and Contingencies		0			0
Stockholders’ Equity
Common stock, $.01 par value per share, 100,000,000 shares authorized, 3,245,876 and 3,240,376 shares issued and outstanding at September 30, 2021 and June 30, 2021, respectively		32			32
Additional paid-in capital		49,837			49,619
Unearned ESOP shares, at cost, 187,639 and 192,450 shares at September 30, 2021 and June 30, 2021, respectively		(1,876	)		(1,925	)
Retained earnings		36,968			35,645
Accumulated other comprehensive income, net of tax		1,076			1,933
Total stockholders’ equity		86,037			85,304
Total liabilities and stockholders’ equity	$	767,055		$	797,341

See accompanying notes to the unaudited condensed consolidated financial statements.

1

IF Bancorp, Inc.

Condensed Consolidated Statements of Income (Unaudited)

(Dollars in thousands except per share amounts)

	Three Months Ended September 30,
	2021			2020
Interest and Dividend Income
Interest and fees on loans	$	5,283		$	5,353
Securities:
Taxable		904			840
Tax-exempt		9			11
Federal Home Loan Bank dividends		29			34
Deposits with other financial institutions		26			27
Total interest and dividend income		6,251			6,265
Interest Expense
Deposits		563			1,235
Federal Home Loan Bank advances and repurchase agreements		97			123
Line of credit and other borrowings		19			19
Total interest expense		679			1,377
Net Interest Income		5,572			4,888
Provision (Credit) for Loan Losses		(127	)		315
Net Interest Income After Provision for Loan Losses		5,699			4,573
Noninterest Income
Customer service fees		86			67
Other service charges and fees		82			115
Insurance commissions		187			160
Brokerage commissions		288			225
Net realized gains on sales of available-for-sale securities		0			204
Mortgage banking income, net		93			90
Gain on sale of loans		226			563
Bank-owned life insurance income, net		239			70
Other		344			257
Total noninterest income		1,545			1,751
Noninterest Expense
Compensation and benefits		3,023			2,877
Office occupancy		236			229
Equipment		516			423
Federal deposit insurance		46			44
Stationary, printing and office		28			33
Advertising		88			84
Professional services		105			100
Supervisory examinations		43			35
Audit and accounting services		76			73
Organizational dues and subscriptions		22			22
Insurance bond premiums		53			49
Telephone and postage		37			50
Loss (gain) on foreclosed assets, net		(13	)		9
Other		430			453
Total noninterest expense		4,690			4,481
Income Before Income Tax		2,554			1,843
Provision for Income Tax		663			512
Net Income	$	1,891		$	1,331
Earnings Per Share:
Basic	$	0.62		$	0.44
Diluted	$	0.61		$	0.44
Dividends declared per common share	$	0.175		$	0.15

See accompanying notes to the unaudited condensed consolidated financial statements.

2

IF Bancorp, Inc.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)

(Dollars in thousands)

	Three Months Ended September 30,
	2021			2020
Net Income	$	1,891		$	1,331
Other Comprehensive Income (Loss)
Unrealized appreciation (depreciation) on available-for-sale securities, net of taxes of $(340) and $58, for 2021 and 2020, respectively		(852	)		147
Less: reclassification adjustment for realized gains included in net income, net of taxes of $0 and $58 for 2021 and 2020, respectively		0			146
		(852	)		1
Postretirement health plan amortization of transition obligation and prior service cost and change in net loss, net of taxes of $(2) and $1 for 2021 and 2020, respectively		(5	)		1
Other comprehensive income (loss), net of tax		(857	)		2
Comprehensive Income	$	1,034		$	1,333

See accompanying notes to the unaudited condensed consolidated financial statements.

3

IF Bancorp, Inc.

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)

(Dollars in thousands, except per share amounts)

	Common Stock		Additional Paid-In Capital		Unearned ESOP Shares			Retained Earnings			Accumulated Other Comprehensive Income			Total
For the three months ended September 30, 2021
Balance, July 1, 2021	$	32	$	49,619	$	(1,925	)	$	35,645		$	1,933		$	85,304
Net income		—		—		—			1,891			—			1,891
Other comprehensive loss		—		—		—			—			(857	)		(857	)
Dividends on common stock, $0.175 per share		—		—		—			(568	)		—			(568	)
Stock options exercised		—		116		—			—			—			116
Stock equity plan		—		42		—			—			—			42
ESOP shares earned, 4,811 shares		—		60		49			—			—			109
Balance, September 30, 2021	$	32	$	49,837	$	(1,876	)	$	36,968		$	1,076		$	86,037
For the three months ended September 30, 2020
Balance, July 1, 2020	$	32	$	49,239	$	(2,117	)	$	31,207		$	4,203		$	82,564
Net income		—		—		—			1,331			—			1,331
Other comprehensive income		—		—		—			—			2			2
Dividends on common stock, $0.15 per share		—		—		—			(485	)		—			(485	)
Stock equity plan		—		31		—			—			—			31
ESOP shares earned, 4,811 shares		—		56		48			—			—			104
Balance, September 30, 2020	$	32	$	49,326	$	(2,069	)	$	32,053		$	4,205		$	83,547

See accompanying notes to the unaudited condensed consolidated financial statements.

4

IF Bancorp, Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

	Three Months Ended September 30,
	2021			2020
Operating Activities
Net income	$	1,891		$	1,331
Items not requiring (providing) cash
Depreciation		169			169
Provision (credit) for loan losses		(127	)		315
Amortization of premiums and discounts on securities		197			158
Deferred income taxes		116			(78	)
Net realized gains on loan sales		(226	)		(563	)
Net realized gains on sales of available-for-sale securities		0			(204	)
Loss (gain) on foreclosed assets held for sale		(13	)		9
Bank-owned life insurance income, net		(239	)		(70	)
Originations of loans held for sale		(8,260	)		(16,358	)
Proceeds from sales of loans held for sale		8,895			17,457
ESOP compensation expense		109			104
Stock equity plan expense		158			31
Changes in
Accrued interest receivable		(105	)		293
Other assets		(783	)		45
Accrued interest payable		(12	)		(116	)
Post-retirement benefit obligation		15			18
Other liabilities		(1,599	)		(1,343	)
Net cash provided by operating activities		186			1,198
Investing Activities
Purchases of available-for-sale securities		(18,674	)		(13,757	)
Proceeds from the sales of available-for-sale securities		0			7,830
Proceeds from maturities and pay downs of available-for-sale securities		7,367			7,076
Net change in loans		6,799			(9,544	)
Purchase of premises and equipment		(39	)		(57	)
Proceeds from the sale of foreclosed assets		81			190
Purchase of Federal Home Loan Bank stock		0			(1,170	)
Proceeds from settlement of bank-owned life insurance death claim		454			0
Net cash used in investing activities		(4,012	)		(9,432	)
Financing Activities
Net decrease in demand deposits, money market, NOW and savings accounts		(30,018	)		(12,203	)
Net increase (decrease) in certificates of deposit, including brokered certificates		(286	)		12,234
Net increase (decrease) in advances from borrowers for taxes and insurance		(152	)		287
Proceeds from Federal Home Loan Bank advances		0			72,000
Repayments of Federal Home Loan Bank advances		0			(82,500	)
Net increase in repurchase agreements		458			645
Net cash used in financing activities		(29,998	)		(9,537	)
Net Decrease in Cash and Cash Equivalents		(33,824	)		(17,771	)
Cash and Cash Equivalents, Beginning of Period		62,735			33,467
Cash and Cash Equivalents, End of Period	$	28,911		$	15,696
Supplemental Cash Flows Information
Interest paid	$	691		$	1,493
Income taxes paid (net of refunds)	$	46		$	610
Dividends payable	$	568		$	485
Foreclosed assets acquired in settlement of loans	$	0		$	253

See accompanying notes to the unaudited condensed consolidated financial statements.

5

IF Bancorp, Inc.

Form

10-Q

(Unaudited)

(Table dollar amounts in thousands)

Notes to Condensed Consolidated Financial Statements

Note 1: Basis of Financial Statement Presentation

IF Bancorp, Inc., (“IF Bancorp” or the “Company”) is a Maryland corporation whose principal activity is the ownership and management of its wholly-owned subsidiary, Iroquois Federal Savings and Loan Association (“Iroquois Federal” or the “Association”). The unaudited condensed consolidated financial statements include the accounts of the Company, the Association, and the Association’s wholly owned subsidiary, L.C.I. Service Corporation. All significant intercompany accounts and transactions have been eliminated in consolidation.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial reporting and with instructions for Form

10-Q

and Regulation

S-X.

Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the balance sheet date and revenues and expenses for the period. Actual results could differ from these estimates. In the opinion of management, the preceding unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the financial condition of the Company as of September 30, 2021 and June 30, 2021, and the results of its operations for the three month periods ended September 30, 2021 and 2020. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form

10-K

for the year ended June 30, 2021. The results of operations for the three-month period ended September 30, 2021 are not necessarily indicative of the results that may be expected for the entire year.

COVID-19

The Company is subject to risks and uncertainties as a result of the

COVID-19

pandemic. Significant progress has been made to combat the outbreak of

COVID-19;

however, the global pandemic has adversely impacted a broad range of industries in which the Company’s customers operate and could still impair their ability to fulfill their financial obligations to the Company. The Company’s business is dependent upon the willingness and ability of its employees and customers to conduct banking and other financial transactions. With the availability and distribution of

COVID-19

vaccines, we anticipate continued improvements in commercial and consumer activity and the U.S. economy. However, if there is a resurgence in the virus, the Company could experience further adverse effects on its business, financial condition, results of operations, liquidity and cash flows, the extent to which is uncertain.

Revenue Recognition

Accounting Standards Codification (“ASC”) 606,

Revenue from Contracts with Customers

(“ASC 606”), establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

The majority of our revenue-generating transactions are not subject to ASC 606, including revenue generated from financial instruments, such as our loans, letters of credit and investments securities, as well as revenue related to our mortgage servicing activities and bank owned life insurance, as these activities are subject to other GAAP discussed elsewhere within our disclosures. Descriptions of our revenue-generating activities that are within the scope of ASC 606, and which are presented in our income statements as components of noninterest income are as follows:

6

• Customer Service Fees - The Company generates revenue from fees charged for deposit account maintenance, overdrafts, wire transfers, and check fees. The revenue related to deposit fees is recognized at the time the performance obligation is satisfied.

• Insurance Commissions - The Company’s insurance agency, Iroquois Insurance Agency, receives commissions on premiums of new and renewed business policies. Iroquois Insurance Agency records commission revenue on direct bill policies as the cash is received. For agency bill policies, Iroquois Insurance Agency retains its commission portion of the customer premium payment and remits the balance to the carrier. In both cases, the carrier holds the performance obligation.

• Brokerage Commissions - The primary brokerage revenue is recorded at the beginning of each quarter through billing to customers based on the account asset size on the last day of the previous quarter. If a withdrawal of funds takes place, a prorated refund may occur; this is reflected within the same quarter as the original billing occurred. All performance obligations are met within the same quarter that the revenue is recorded.

• Other - The Company generates revenue through service charges from the use of its ATM machines and interchange income from the use of Company issued credit and debit cards. The revenue is recognized at the time the service is used, and the performance obligation is satisfied.

Note 2: New Accounting Pronouncements

In June 2016, the FASB issued ASU

2016-13,

Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

. The ASU requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. Organizations will continue to use judgment to determine which loss estimation method is appropriate for their circumstances. Additionally, the ASU amends the accounting for credit losses on

available-for-sale

debt securities and purchased financial assets with credit deterioration. For public companies eligible to be smaller reporting companies (SRC), this update will be effective for interim and annual periods beginning after December 15, 2022. As we prepare for the adoption of ASU

2016-13,

we have established a team to review the requirements as published, monitor developments and new guidance, and review and collect data that will be required to calculate and report the allowance when ASU

2016-13

becomes effective. We have entered an agreement with a firm specializing in ALLL modeling and have begun transition modeling so we will be ready for the required adoption. As of September 30, 2021, model installation was not completed to a point a reliable parallel test could determine the final expected impact that the adoption of ASU

2016-13

will have on the consolidated financial statements.​​​​​​​

Note 3: Stock-based Compensation

In connection with the conversion to stock form, the Association established an ESOP for the exclusive benefit of eligible employees (all salaried employees who have completed at least 1,000 hours of service in a twelve-month period and have attained the age of 21). The ESOP borrowed funds from the Company in an amount sufficient to purchase 384,900 shares (approximately 8% of the Common Stock issued in the stock offering). The loan is secured by the shares purchased and will be repaid by the ESOP with funds from contributions made by the Association and dividends received by the ESOP, with funds from any contributions on ESOP assets. Contributions will be applied to repay interest on the loan first, and

7

then the remainder will be applied to principal. The loan is expected to be repaid over a period of up to 20 years. Shares purchased with the loan proceeds are held in a suspense account for allocation among participants as the loan is repaid. Contributions to the ESOP and shares released from the suspense account are allocated among participants in proportion to their compensation, relative to total compensation of all active participants. Participants will vest 100% in their accrued benefits under the employee stock ownership plan after six vesting years, with prorated vesting in years two through five. Vesting is accelerated upon retirement, death or disability of the participant or a change in control of the Association. Forfeitures will be reallocated to remaining plan participants. Benefits may be payable upon retirement, death, disability, separation from service, or termination of the ESOP. Since the Association’s annual contributions are discretionary, benefits payable under the ESOP cannot be estimated. Participants receive the shares at the end of employment.

The Company is accounting for its ESOP in accordance with ASC Topic 718,

Employers Accounting for Employee Stock Ownership Plans

. Accordingly, the debt of the ESOP is eliminated in consolidation and the shares pledged as collateral are reported as unearned ESOP shares in the consolidated balance sheets. Contributions to the ESOP shall be sufficient to pay principal and interest currently due under the loan agreement. As shares are committed to be released from collateral, the Company reports compensation expense equal to the average market price of the shares for the respective period, and the shares become outstanding for earnings per share computations. Dividends, if any, on unallocated ESOP shares are recorded as a reduction of debt and accrued interest.

A summary of ESOP shares at September 30, 2021 and June 30, 2021 are as follows (dollars in thousands):

	September 30, 2021		June 30, 2021
Allocated shares		164,634		145,389
Shares committed for release		4,811		19,245
Unearned shares		187,639		192,450
Total ESOP shares		357,084		357,084
Fair value of unearned ESOP shares (1)	$	4,258	$	4,388

(1) Based on closing price of $22.69 and $22.80 per share on September 30, 2021, and June 30, 2021, respectively.

During the three months ended September 30, 2021 and 2020, 0 ESOP shares were paid to ESOP participants due to separation from service.

The IF Bancorp, Inc. 2012 Equity Incentive Plan (the “Equity Incentive Plan”) was approved by stockholders in 2012. The purpose of the Equity Incentive Plan is to promote the long-term financial success of the Company and its Subsidiaries by providing a means to attract, retain and reward individuals who contribute to such success and to further align their interests with those of the Company’s stockholders. The Equity Incentive Plan authorizes the issuance or delivery to participants of up to 673,575 shares of the Company common stock pursuant to grants of incentive and

non-qualified

stock options, restricted stock awards and restricted stock unit awards, provided that the maximum number of shares of Company common stock that may be delivered pursuant to the exercise of stock options (all of which may be granted as incentive stock options) is 481,125 and the maximum number of shares of Company stock that may be issued as restricted stock awards or restricted stock units is 192,450.

On December 10, 2013, 85,500 shares of restricted stock and 167,000 in stock options were awarded to senior officers and directors of the Association. These shares of restricted stock vest in equal installments over 10 years and the stock options vest in equal installments over 7 years. Vesting of both the restricted stock and options started in December 2014. On December 10, 2015, 16,900 shares of restricted stock were awarded to senior officers and directors of the Association. These shares of restricted stock vest in equal installments over 8 years, starting in December 2016. In the three months ended September 30, 2021, 1,500 shares of awarded and unvested restricted stock were forfeited. As of September 30, 2021, there were 91,550 shares of restricted stock and 314,125 stock option shares available for future grants under this plan.

8

The following table summarizes stock option activity for the three months ended September 30, 2021 (dollars in thousands):

	Options		Weighted-Average Exercise Price/Share		Weighted-Average Remaining Contractual Life (in years)		Aggregate Intrinsic Value
Outstanding, June 30, 2021		153,143	$	16.63
Granted		0—		0—
Exercised		7,000		16.63
Forfeited		0—		0—
Outstanding, September 30, 2021		146,143	$	16.63		2.2	$	886	(1)
Exercisable, September 30, 2021		146,143	$	16.63		2.2	$	886	(1)

(1) Based on closing price of $22.69 per share on September 30, 2021.

Intrinsic value for stock options is defined as the difference between the current market value and the exercise price. There were 0 options granted during the three months ended September 30, 2021.

NaN options vested during the three months ended September 30, 2021 and 2020. Stock-based compensation expense and related tax benefit was considered nominal for stock options for the three months ended September 30, 2021 and 2020. Compensation cost related to

non-vested

stock options was recognized over a seven year vesting period that ended in December, 2020, leaving 0 unrecognized compensation cost at September 30, 2021.

The following table summarizes

non-vested

restricted stock activity for the three months ended September 30, 2021:

	Shares		Weighted-Average Grant-Date Fair Value
Balance, June 30, 2021		30,188	$	16.79
Granted		0—		0—
Forfeited		1,500		16.63
Earned and issued		0—		0—
Balance, September 30, 2021		28,688	$	16.79

The fair value of the restricted stock awards is amortized to compensation expense over the vesting period (ten years) and is based on the market price of the Company’s common stock at the date of grant multiplied by the number of shares granted that are expected to vest. At the date of grant the par value of the shares granted was recorded in equity as a credit to common stock and a debit to

paid-in

capital. Stock-based compensation expense and related tax benefit for restricted stock, which was recognized in

non-interest

expense, was $42,000 and $12,000, respectively, for the three months ended September 30, 2021, and was $42,000 and $12,000, respectively, for the three months ended September 30, 2020. Unrecognized compensation expense for

non-vested

restricted stock awards was $367,000 and is expected to be recognized over 2.2 years with a corresponding credit to

paid-in

capital.

Note 4: Earnings Per Common Share (“EPS”)

Basic and diluted earnings per common share are presented for the three-month periods ended September 30, 2021 and 2020. The factors used in the earnings per common share computation are as follows:

9

	Three Months Ended September 30, 2021			Three Months Ended September 30, 2020
Net income	$	1,891		$	1,331
Basic weighted average shares outstanding		3,240,664			3,240,376
Less: Average unallocated ESOP shares		(190,044	)		(209,289	)
Basic average shares outstanding		3,050,620			3,031,087
Diluted effect of restricted stock awards and stock options		63,995			10,101
Diluted average shares outstanding		3,114,615			3,041,188
Basic earnings per common share	$	0.62		$	0.44
Diluted earnings per common share	$	0.61		$	0.44

Note 5: Securities

The amortized cost and approximate fair value of securities, together with gross unrealized gains and losses, of securities are as follows:

	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Available-for-sale securities:
September 30, 2021:
U.S. Treasury	$	991	$	4	$	—		$	995
U.S. Government and federal agency		7,519		472		—			7,991
Mortgage-backed:
GSE residential		177,066		3,549		(1,853	)		178,762
Small Business Administration		10,872		85		(147	)		10,810
State and political subdivisions		1,251		0		—			1,251
	$	197,699	$	4,110	$	(2,000	)	$	199,809
June 30, 2021:
U.S. Treasury	$	990	$	6	$	—		$	996
U.S. Government and federal agency		7,522		517		—			8,039
Mortgage-backed:
GSE residential		167,711		4,011		(1,307	)		170,415
Small Business Administration		9,115		105		(30	)		9,190
State and political subdivisions		1,251		0		0—			1,251
	$	186,589	$	4,639	$	(1,337	)	$	189,891

With the exception of Mortgage-backed GSE residential securities and Small Business Administration securities with a book value of approximately $177,066,000 and $10,872,000, respectively, and a market value of approximately $178,762,000 and $10,810,000, respectively, at September 30, 2021, the Company did not hold securities of any one issuer at September 30, 2021 with a book value that exceeded 10% of the Company’s total equity.

10

All mortgage-backed securities at September 30, 2021, and June 30, 2021 were issued by GSEs.

The amortized cost and fair value of

available-for-sale

securities at September 30, 2021, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

	Available-for-sale Securities
	Amortized Cost		Fair Value
Within one year	$	0—	$	0—
One to five years		6,027		6,407
Five to ten years		6,765		6,883
After ten years		7,841		7,757
		20,633		21,047
Mortgage-backed securities		177,066		178,762
Totals	$	197,699	$	199,809

The carrying value of securities pledged as collateral to secure public deposits and for other purposes was $96,131,000 and $96,429,000 as of September 30, 2021 and June 30, 2021, respectively.

The carrying value of securities sold under agreement to repurchase amounted to $6.7 million at September 30, 2021 and $6.2 million at June 30, 2021. At September 30, 2021, all $6.7 million of our repurchase agreements had an overnight maturity, and all were secured by U.S. Government, federal agency and GSE securities. The right of offset for a repurchase agreement resembles a secured borrowing, whereby the collateral pledged by the Company would be used to settle the fair value of the repurchase agreement should the Company be in default. The collateral is held by the Company in a segregated custodial account. In the event the collateral fair value falls below stipulated levels, the Company will pledge additional securities. The Company closely monitors collateral levels to ensure adequate levels are maintained.

Gross gains of $0 and $204,000 and gross losses of $0 and $0 resulting from sales of

available-for-sale

securities were realized for the three months ended September 30, 2021, and 2020, respectively. Tax provision applicable to these net realized gains was $0 for the three months ended September 30, 2021, and $58,000 for the three months ended September 30, 2020.

Certain investments in debt securities are reported in the consolidated financial statements at an amount less than their historical cost. Total fair value of these investments at September 30, 2021 and June 30, 2021, was $90,661,000 and $85,118,000, respectively, which is approximately 45% and 45% of the Company’s

available-for-sale

investment portfolio. These declines in fair value at September 30, 2021 and June 30, 2021, resulted from increases in market interest rates and are considered temporary.

The following table shows the Company’s gross unrealized investment losses and the fair value of the Company’s investments with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at September 30, 2021 and June 30, 2021:

11

	Less Than 12 Months					12 Months or More					Total
Description of Securities	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
September 30, 2021:
Mortgage-backed:
GSE residential	$	75,522	$	(1,604	)	$	9,343	$	(249	)	$	84,865	$	(1,853	)
Small Business Administration		5,796		(147	)		0		0			5,796		(147	)
Total temporarily impaired securities	$	81,318	$	(1,751	)	$	9,343	$	(249	)	$	90,661	$	(2,000	)
June 30, 2021:
Mortgage-backed:
GSE residential	$	75,002		(1,259	)		4,160		(48	)		79,162		(1,307	)
Small Business Administration		5,956		(30	)		0		0			5,956		(30	)
Total temporarily impaired securities	$	80,958	$	(1,289	)	$	4,160	$	(48	)	$	85,118	$	(1,337	)

The unrealized losses on the Company’s investment in residential mortgage-backed securities and state and political subdivisions at September 30, 2021 and June 30, 2021, were mostly the result of a decline in market value that was attributable to changes in interest rates and not credit quality, and the Company does not consider those investments to be other-than-temporarily impaired at September 30, 2021 and June 30, 2021.

Note 6: Loans and Allowance for Loan Losses

Classes of loans include:	September 30, 2021		June 30, 2021
Real estate loans:
One- to four-family, including home equity loans	$	117,854	$	117,435
Multi-family		97,211		104,433
Commercial		163,859		155,884
Home equity lines of credit		6,274		6,688
Construction		31,209		25,345
Commercial		88,962		103,088
Consumer		7,615		7,653
Total loans		512,984		520,526
Less:
Unearned fees and discounts, net		231		556
Allowance for loan losses		6,470		6,599
Loans, net	$	506,283	$	513,371

12

The Company had loans held for sale included in

one-

to four-family real estate loans totaling $216,000 and $632,000 as of September 30, 2021 and June 30, 2021, respectively.

The Company believes that sound loans are a necessary and desirable means of employing funds available for investment. Recognizing the Company’s obligations to its depositors and to the communities it serves, authorized personnel are expected to seek to develop and make sound, profitable loans that resources permit and that opportunity affords. The Company maintains lending policies and procedures in place designed to focus our lending efforts on the types, locations, and duration of loans most appropriate for our business model and markets. The Company’s principal lending activity is the origination of

one-

to four-family residential mortgage loans but also includes multi-family loans, commercial real estate loans, home equity lines of credits, commercial business loans, consumer (consisting primarily of automobile loans), and, to a much lesser extent, construction loans and land loans. The primary lending market includes the Illinois counties of Vermilion, Iroquois, Champaign and Kankakee, as well as the adjacent counties in Illinois and Indiana. The Company also has a loan production and wealth management office in Osage Beach, Missouri, which serves the Missouri counties of Camden, Miller, and Morgan. Generally, loans are collateralized by assets, primarily real estate, of the borrowers and guaranteed by individuals. The loans are expected to be repaid from cash flows of the borrowers or from proceeds from the sale of selected assets of the borrowers.

Management reviews and approves the Company’s lending policies and procedures on a routine basis. Management routinely (at least quarterly) reviews our allowance for loan losses and reports related to loan production, loan quality, concentrations of credit, loan delinquencies and

non-performing

and potential problem loans. Our underwriting standards are designed to encourage relationship banking rather than transactional banking. Relationship banking implies a primary banking relationship with the borrower that includes, at a minimum, an active deposit banking relationship in addition to the lending relationship. The integrity and character of the borrower are significant factors in our loan underwriting. As a part of underwriting, tangible positive or negative evidence of the borrower’s integrity and character are sought out. Additional significant underwriting factors beyond location, duration, the sound and profitable cash flow basis underlying the loan and the borrower’s character are the quality of the borrower’s financial history, the liquidity of the underlying collateral and the reliability of the valuation of the underlying collateral.

The Company’s policies and loan approval limits are established by the Board of Directors. The loan officers generally have authority to approve

one-

to four-family residential mortgage loans up to $100,000, other secured loans up to $50,000, and unsecured loans up to $10,000. Managing Officers (those with designated loan approval authority), generally have authority to approve

one-

to four-family residential mortgage loans up to $375,000, other secured loans up to $375,000, and unsecured loans up to $100,000. In addition, any two individual officers may combine their loan authority limits to approve a loan. Our Loan Committee may approve

one-

to four-family residential mortgage loans, commercial real estate loans, multi-family real estate loans and land loans up to $2,000,000 in aggregate loans and unsecured loans up to $500,000. All loans above these limits must be approved by the Operating Committee, consisting of the Chairman and up to four other Board members. At no time is a borrower’s total borrowing relationship to exceed our regulatory lending limit. Loans to related parties, including executive officers and the Company’s directors, are reviewed for compliance with regulatory guidelines and the Board of Directors at least annually.

The Company conducts internal loan reviews that validate the loans against the Company’s loan policy quarterly for mortgage, consumer, and small commercial loans on a sample basis, and all larger commercial loans on an annual basis. The Association also receives independent loan reviews performed by a third party on larger commercial loans to be performed annually. In addition to compliance with our policy, the loan review process reviews the risk assessments made by our credit department, lenders and loan committees. Results of these reviews are presented to management, Audit Committee and the Board of Directors.

The Company’s lending can be summarized into six primary areas;

one-

to four-family residential mortgage loans, commercial real estate and multi-family real estate loans, home equity lines of credits, real estate construction, commercial business loans, and consumer loans.

13

One-

to four-family Residential Mortgage Loans

The Company offers

one-

to four-family residential mortgage loans that conform to Fannie Mae and Freddie Mac underwriting standards (conforming loans) as well as

non-conforming

loans. In recent years there has been an increased demand for long-term fixed-rate loans, as market rates have dropped and remained near historic lows. As a result, the Company has sold a substantial portion of the fixed-rate

one-

to four-family residential mortgage loans with terms of 15 years or greater. Generally, the Company retains fixed-rate

one-

to four-family residential mortgage loans with terms of less than 15 years, although this has represented a small percentage of the fixed-rate loans originated in recent years due to the favorable long-term rates for borrowers.

The Company offers USDA Rural Development loans which are originated and sold servicing released. The Company also offers FHA and VA loans that are originated through a nationwide wholesale lender.

In addition, the Company also offers home equity loans that are secured by a second mortgage on the borrower’s primary or secondary residence. Home equity loans are generally underwritten using the same criteria used to underwrite

one-

to four-family residential mortgage loans.

As

one-

to four-family residential mortgage and home equity loan underwriting are subject to specific regulations, the Company typically underwrites its

one-

to four-family residential mortgage and home equity loans to conform to widely accepted standards. Several factors are considered in underwriting including the value of the underlying real estate and the debt to income ratio and credit history of the borrower.

Commercial Real Estate and Multi-Family Real Estate Loans

Commercial real estate mortgage loans are primarily secured by office buildings, owner-occupied businesses, strip mall centers, churches and farm loans secured by real estate. In underwriting commercial real estate and multi-family real estate loans, the Company considers a number of factors, which include the projected net cash flow to the loan’s debt service requirement, the age and condition of the collateral, the financial resources and income level of the borrower and the borrower’s experience in owning or managing similar properties. Personal guarantees are typically obtained from commercial real estate and multi-family real estate borrowers. In addition, the borrower’s financial information on such loans is monitored on an ongoing basis by requiring periodic financial statement updates. The repayment of these loans is primarily dependent on the cash flows of the underlying property. However, the commercial real estate loan generally must be supported by an adequate underlying collateral value. The performance and the value of the underlying property may be adversely affected by economic factors or geographical and/or industry specific factors. These loans are subject to other industry guidelines that are closely monitored by the Company.

Home Equity Lines of Credit

In addition to traditional

one-

to four-family residential mortgage loans and home equity loans, the Company offers home equity lines of credit that are secured by the borrower’s primary or secondary residence. Home equity lines of credit are generally underwritten using the same criteria used to underwrite

one-

to four-family residential mortgage loans. As home equity lines of credit underwriting is subject to specific regulations, the Company typically underwrites its home equity lines of credit to conform to widely accepted standards. Several factors are considered in underwriting including the value of the underlying real estate and the debt to income ratio and credit history of the borrower.

Commercial Business Loans

The Company originates commercial

non-mortgage

business (term) loans and adjustable lines of credit. These loans are generally originated to small- and

medium-sized

companies in the Company’s primary market area. Commercial business loans are generally used for working capital purposes or for acquiring equipment, inventory or furniture, and are primarily secured by business assets other than real estate, such as business equipment and inventory, accounts receivable or stock. The Company also offers agriculture loans that are not secured by real estate.

14

The commercial business loan portfolio consists primarily of secured loans. When making commercial business loans, the Company considers the financial statements, lending history and debt service capabilities of the borrower, the projected cash flows of the business and the value of any collateral. The cash flows of the underlying borrower, however, may not perform consistently with historical or projected information. Further, the collateral securing loans may fluctuate in value due to individual economic or other factors. Loans are typically guaranteed by the principals of the borrower. The Company has established minimum standards and underwriting guidelines for all commercial loan types.

Commercial business loans also include Small Business Administration (SBA) Paycheck Protection Program (PPP) loans which are covered by a 100% government guaranty. As of September 30, 2021, the Company had 165 PPP loans totaling $14.3 million.

Real Estate Construction Loans

The Company originates construction loans for

one-

to four-family residential properties and commercial real estate properties, including multi-family properties. The Company generally requires that a commitment for permanent financing be in place prior to closing the construction loan. The repayment of these loans is typically through permanent financing following completion of the construction. Real estate construction loans are inherently more risky than loans on completed properties as the unimproved nature and the financial risks of construction significantly enhance the risks of commercial real estate loans. These loans are closely monitored and subject to other industry guidelines.

Consumer Loans

Consumer loans consist of installment loans to individuals, primarily automotive loans. These loans are underwritten utilizing the borrower’s financial history, including the Fair Isaac Corporation (“FICO”)credit scoring and information as to the underlying collateral. Repayment is expected from the cash flow of the borrower. Consumer loans may be underwritten with terms up to seven years, fully amortized. Unsecured loans are limited to twelve months.

Loan-to-value

ratios vary based on the type of collateral. The Company has established minimum standards and underwriting guidelines for all consumer loan collateral types.

Loan Concentration

The loan portfolio includes a concentration of loans secured by commercial real estate properties, including real estate construction loans, amounting to $280,257,000 and $274,892,000 as of September 30, 2021 and June 30, 2021, respectively. Generally, these loans are collateralized by multi-family and nonresidential properties. The loans are expected to be repaid from cash flows or from proceeds from the sale of the properties of the borrower.

Purchased Loans and Loan Participations

The Company’s loans receivable included purchased loans of $1,648,000 and $3,578,000 at September 30, 2021 and June 30, 2021, respectively. All of these purchased loans are secured by single family homes located out of our primary market area, primarily in the Midwest. The Company’s loans receivable also include commercial loan participations of $25,577,000 and $26,870,000 at September 30, 2021 and June 30, 2021, respectively, of which $8,542,000 and $9,718,000, at September 30, 2021 and June 30, 2021 were outside our primary market area. These participation loans are secured by real estate and other business assets.

15

Allowance for Loan Losses

The following tables present the balance in the allowance for loan losses and the recorded investment in loans based on portfolio segment and impairment method as of the three-month periods ended September 30, 2021 and 2020 and the year ended June 30, 2021:

	Three Months Ended September 30, 2021 Real Estate Loans
	One- to Four- Family		Multi-Family			Commercial		Home Equity Lines of Credit
Allowance for loan losses:
Balance, beginning of period	$	967	$	1,674		$	1,831	$	67
Provision charged to expense		6		(112	)		85		(4	)
Losses charged off		0		0			0		0
Recoveries		1		0			0		0
Balance, end of period	$	974	$	1,562		$	1,916	$	63
Ending balance: individually evaluated for impairment	$	0	$	0		$	0	$	0
Ending balance: collectively evaluated for impairment	$	974	$	1,562		$	1,916	$	63
Loans:
Ending balance	$	117,854	$	97,211		$	163,859	$	6,274
Ending balance: individually evaluated for impairment	$	1,086	$	0		$	0	$	0
Ending balance: collectively evaluated for impairment	$	116,768	$	97,211		$	163,859	$	6,274

	Three Months Ended September 30, 2021 (Continued)
	Construction		Commercial			Consumer			Total
Allowance for loan losses:
Balance, beginning of period	$	258	$	1,740		$	62		$	6,599
Provision charged to expense		63		(174	)		9			(127	)
Losses charged off		0		0			(10	)		(10	)
Recoveries		0		5			2			8
Balance, end of period	$	321	$	1,571		$	63		$	6,470
Ending balance: individually evaluated for impairment	$	0	$	0		$	0		$	0
Ending balance: collectively evaluated for impairment	$	321	$	1,571		$	63		$	6,470
Loans:
Ending balance	$	31,209	$	88,962		$	7,615		$	512,984
Ending balance: individually evaluated for impairment	$	0	$	43		$	0		$	1,129
Ending balance: collectively evaluated for impairment	$	31,209	$	88,919		$	7,615		$	511,855

	Year Ended June 30, 2021 Real Estate Loans
	One- to Four- Family			Multi-Family		Commercial		Home Equity Lines of Credit
Allowance for loan losses:
Balance, beginning of year	$	1,044		$	1,514	$	1,706	$	87
Provision charged to expense		(64	)		160		125		(20	)
Losses charged off		(15	)		0		0		0
Recoveries		2			0		0		0
Balance, end of year	$	967		$	1,674	$	1,831	$	67
Ending balance: individually evaluated for impairment	$	0		$	0	$	0	$	0
Ending balance: collectively evaluated for impairment	$	967		$	1,674	$	1,831	$	67
Loans:
Ending balance	$	117,435		$	104,433	$	155,884	$	6,688
Ending balance: individually evaluated for impairment	$	1,252		$	0	$	0	$	0
Ending balance: collectively evaluated for impairment	$	116,183		$	104,433	$	155,884	$	6,688

16

	Year Ended June 30, 2021 (Continued)
	Construction		Commercial			Consumer			Total
Allowance for loan losses:
Balance, beginning of year	$	240	$	1,583		$	60		$	6,234
Provision charged to expense		18		611			14			844
Losses charged off		0		(473	)		(25	)		(513	)
Recoveries		0		19			13			34
Balance, end of year	$	258	$	1,740		$	62		$	6,599
Ending balance: individually evaluated for impairment	$	0	$	0		$	0		$	0
Ending balance: collectively evaluated for impairment	$	258	$	1,740		$	62		$	6,599
Loans:
Ending balance	$	25,345	$	103,088		$	7,653		$	520,526
Ending balance: individually evaluated for impairment	$	0	$	46		$	0		$	1,298
Ending balance: collectively evaluated for impairment	$	25,345	$	103,042		$	7,653		$	519,228

	Three Months Ended September 30, 2020 Real Estate Loans
	One- to Four- Family			Multi-Family		Commercial		Home Equity Lines of Credit
Allowance for loan losses:
Balance, beginning of year	$	1,044		$	1,514	$	1,706	$	87
Provision charged to expense		4			227		168		(5	)
Losses charged off		(15	)		0		0		0
Recoveries		0			0		0		0
Balance, end of year	$	1,033		$	1,741	$	1,874	$	82
Ending balance: individually evaluated for impairment	$	0		$	0	$	0	$	0
Ending balance: collectively evaluated for impairment	$	1,033		$	1,741	$	1,874	$	82
Loans:	$	125,574		$	106,886	$	157,096	$	8,147
Ending balance	$	1,277		$	0	$	0	$	0
Ending balance: individually evaluated for impairment	$	124,297		$	106,886	$	157,096	$	8,147

	Three Months Ended September 30, 2020 (Continued)
	Construction			Commercial			Consumer			Total
Allowance for loan losses:
Balance, beginning of year	$	240		$	1,583		$	60		$	6,234
Provision charged to expense		(155	)		61			15			315
Losses charged off		0			(29	)		(13	)		(57	)
Recoveries		0			9			5			14
Balance, end of year	$	85		$	1,624		$	67		$	6,506
Ending balance: individually evaluated for impairment	$	0		$	0		$	0		$	0
Ending balance: collectively evaluated for impairment	$	85		$	1,624		$	67		$	6,506
Loans:
Ending balance	$	10,050		$	109,182		$	8,098		$	525,033
Ending balance: individually evaluated for impairment	$	0		$	55		$	4		$	1,336
Ending balance: collectively evaluated for impairment	$	10,050		$	109,127		$	8,094		$	523,697

Management’s opinion as to the ultimate collectability of loans is subject to estimates regarding future cash flows from operations and the value of property, real and personal, pledged as collateral. These estimates are affected by changing economic conditions and the economic prospects of borrowers.

17

The allowance for loan losses represents an estimate of the amount of losses believed inherent in our loan portfolio at the balance sheet date. The allowance calculation involves a high degree of estimation that management attempts to mitigate through the use of objective historical data where available. Loan losses are charged against the allowance for loan losses when management believes the uncollectibility of the loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance. Overall, we believe the reserve to be consistent with prior periods and adequate to cover the estimated losses in our loan portfolio.

The Company’s methodology for assessing the appropriateness of the allowance for loan losses consists of two key elements: (1) specific allowances for estimated credit losses on individual loans that are determined to be impaired through the Company’s review for identified problem loans; and (2) a general allowance based on estimated credit losses inherent in the remainder of the loan portfolio.

The specific allowance is measured by determining the present value of expected cash flows, the loan’s observable market value, or, for collateral-dependent loans, the fair value of the collateral adjusted for market conditions and selling expense. Factors used in identifying a specific problem loan include: (1) the strength of the customer’s personal or business cash flows; (2) the availability of other sources of repayment; (3) the amount due or past due; (4) the type and value of collateral; (5) the strength of the collateral position; (6) the estimated cost to sell the collateral; and (7) the borrower’s effort to cure the delinquency. In addition for loans secured by real estate, the Company also considers the extent of any past due and unpaid property taxes applicable to the property serving as collateral on the mortgage.

The Company establishes a general allowance for loans that are not deemed impaired to recognize the inherent losses associated with lending activities, but which, unlike specific allowances, has not been allocated to particular problem assets. The general valuation allowance is determined by segregating the loans by loan category and assigning allowance percentages based on the Company’s historical loss experience, delinquency trends, and management’s evaluation of the collectability of the loan portfolio. In certain instances, the historical loss experience could be adjusted if similar risks are not inherent in the remaining portfolio. The allowance is then adjusted for qualitative factors that, in management’s judgment, affect the collectability of the portfolio as of the evaluation date. These qualitative factors may include: (1) Management’s assumptions regarding the minimal level of risk for a given loan category; (2) changes in lending policies and procedures, including changes in underwriting standards, and

charge-off

and recovery practices not considered elsewhere in estimating credit losses; (3) changes in international, national, regional and local economics and business conditions and developments that affect the collectability of the portfolio, including the conditions of various market segments; (4) changes in the nature and volume of the portfolio and in the terms of loans; (5) changes in the experience, ability, and depth of the lending officers and other relevant staff; (6) changes in the volume and severity of past due loans, the volume of

non-accrual

loans, the volume of troubled debt restructured and other loan modifications, and the volume and severity of adversely classified loans; (7) changes in the quality of the loan review system; (8) changes in the value of the underlying collateral for collateral-dependent loans; (9) the existence and effect of any concentrations of credit, and changes in the level of such concentrations; and (10) the effect of other external factors such as competition and legal and regulatory requirements on the level of estimated credit losses in the existing portfolio. The applied loss factors are

re-evaluated

quarterly to ensure their relevance in the current environment.

Although the Company’s policy allows for a general valuation allowance on certain smaller-balance, homogenous pools of loans classified as substandard, the Company has historically evaluated every loan classified as substandard, regardless of size, for impairment as part of the review for establishing specific allowances. The Company’s policy also allows for general valuation allowance on certain smaller-balance, homogenous pools of loans which are loans criticized as special mention or watch. A separate general allowance calculation is made on these loans based on historical measured weakness, and which is no less than twice the amount of the general allowance calculated on the

non-classified

loans.

There have been no changes to the Company’s accounting policies or methodology from the prior periods.

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as current financial information, historical payment experience, credit documentation, public information and current economic trends, among other factors. All loans are graded at inception of the loan.

18

Subsequently, analyses are performed on an annual basis and grade changes are made as necessary. Interim grade reviews may take place if circumstances of the borrower warrant a more timely review. The Company utilizes an internal asset classification system as a means of reporting problem and potential problem loans. Under the Company’s risk rating system, the Company classifies problem and potential problem loans as “Watch,” “Substandard,” “Doubtful,” and “Loss.” The Company uses the following definitions for risk ratings:

Pass –

Loans classified as pass are well protected by the ability of the borrower to pay or by the value of the asset or underlying collateral.

Watch –

Loans classified as watch have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the Company’s credit position at some future date.

Substandard –

Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of any pledged collateral. 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 institution will sustain some loss if the deficiencies are not corrected.

Doubtful –

Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable.

Loss –

Loans classified as loss are the portion of the loan that is considered uncollectible so that its continuance as an asset is not warranted. The amount of the loss determined will be charged off.

Risk characteristics applicable to each segment of the loan portfolio are described as follows.

Residential

One-

to Four-Family and Equity Lines of Credit Real Estate:

 The residential

one-

to four-family real estate loans are generally secured by owner-occupied

one-

to four-family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers. Credit risk in these loans can be impacted by economic conditions within the Company’s market areas that might impact either property values or a borrower’s personal income. Risk is mitigated by the fact that the loans are of smaller individual amounts and spread over a large number of borrowers.

Commercial and Multi-family Real Estate:

 Commercial and multi-family real estate loans typically involve larger principal amounts, and repayment of these loans is generally dependent on the successful operations of the property securing the loan or the business conducted on the property securing the loan. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Credit risk in these loans may be impacted by the creditworthiness of a borrower, property values and the local economies in the Company’s market areas.

Construction Real Estate:

 Construction real estate loans are usually based upon estimates of costs and estimated value of the completed project and include independent appraisal reviews and a financial analysis of the developers and property owners. Sources of repayment of these loans may include permanent loans, sales of developed property, or an interim loan commitment from the Company until permanent financing is obtained. These loans are considered to be higher risk than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, general economic conditions and the availability of long-term financing. Credit risk in these loans may be impacted by the creditworthiness of a borrower, property values and the local economies in the Company’s market areas.

Commercial:

 The commercial portfolio includes loans to commercial customers for use in financing working capital needs, equipment purchases and expansions. The loans in this category are repaid primarily from the cash flow of a borrower’s principal business operation. Credit risk in these loans is driven by creditworthiness of a borrower and the economic conditions that impact the cash flow stability from business operations.

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Consumer:

 The consumer loan portfolio consists of various term loans such as automobile loans and loans for other personal purposes. Repayment for these types of loans will come from a borrower’s income sources that are typically independent of the loan purpose. Credit risk is driven by consumer economic factors (such as unemployment and general economic conditions in the Company’s market area) and the creditworthiness of a borrower.

The following tables present the credit risk profile of the Company’s loan portfolio based on rating category and payment activity:

	Real Estate Loans
	One- to Four- Family		Multi-Family		Commercial		Home Equity Lines of Credit		Construction		Commercial		Consumer		Total
September 30, 2021 :
Pass	$	116,337	$	96,950	$	162,821	$	6,274	$	31,209	$	83,868	$	7,615	$	505,074
Watch		1,124		—		943		—		—		5,051		—		7,118
Substandard		393		261		95		—		—		43		—		792
Doubtful		—		—		—		—		—		—		—		—
Loss		—		—		—		—		—		—		—		—
Total	$	117,854	$	97,211	$	163,859	$	6,274	$	31,209	$	88,962	$	7,615	$	512,984

	Real Estate Loans
	One- to Four- Family		Multi-Family		Commercial		Home Equity Lines of Credit		Construction		Commercial		Consumer		Total
June 30, 2021:
Pass	$	116,980	$	104,170	$	154,833	$	6,688	$	25,345	$	97,078	$	7,652	$	512,946
Watch		—		—		954		—		—		5,964		1		6,919
Substandard		455		263		97		—		—		46		—		861
Doubtful		—		—		—		—		—		—		—		—
Loss		—		—		—		—		—		—		—		—
Total	$	117,435	$	104,433	$	155,884	$	6,688	$	25,345	$	103,088	$	7,653	$	520,526

The accrual of interest on loans is discontinued at the time the loan is 90 days past due unless the credit is well-secured and in process of collection. Past due status is based on contractual terms of the loan. In all instances, loans are placed on

non-accrual

or are charged off at an earlier date if collection of principal and interest is considered doubtful.

All interest accrued but not collected for loans that are placed on

non-accrual

or charged off are reversed against interest income. The interest on these loans is accounted for on a cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all principal and interest amounts contractually due are brought current and future payments are reasonably assured.

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The following tables present the Company’s loan portfolio aging analysis:

	30-59 Days Past Due		60-89 Days Past Due		Greater Than 90 Days		Total Past Due		Current		Total Loans Receivable		Total Loans > 90 Days & Accruing
September 30, 2021:
Real estate loans:
One- to four-family	$	962	$	35	$	34	$	1,031	$	116,823	$	117,854	$	—
Multi-family		—		—		—		—		97,211		97,211		—
Commercial		—		—		—		—		163,859		163,859		—
Home equity lines of credit		—		—		—		—		6,274		6,274		—
Construction		—		—		—		—		31,209		31,209		—
Commercial		9		—		—		9		88,953		88,962		—
Consumer		32		—		—		32		7,583		7,615		—
Total	$	1,003	$	35	$	34	$	1,072	$	511,912	$	512,984	$	0

	30-59 Days Past Due		60-89 Days Past Due		Greater Than 90 Days		Total Past Due		Current		Total Loans Receivable		Total Loans > 90 Days & Accruing
June 30, 2021:
Real estate loans:
One- to four-family	$	320	$	52	$	152	$	524	$	116,911	$	117,435	$	118
Multi-family		—		—		—		—		104,433		104,433		—
Commercial		86		—		—		86		155,798		155,884		—
Home equity lines of credit		55		—		—		55		6,633		6,688		—
Construction		—		—		—		—		25,345		25,345		—
Commercial		9		—		—		9		103,079		103,088		—
Consumer		6		—		—		6		7,647		7,653		—
Total	$	476	$	52	$	152	$	680	$	519,846	$	520,526	$	118

A loan is considered impaired, in accordance with the impairment accounting guidance (ASC

310-10-35-16),

when based on current information and events, it is probable the Association will be unable to collect all amounts due from the borrower in accordance with the contractual terms of the loan. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on a

case-by-case

basis, taking into consideration all of the circumstances surrounding the loans and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal and interest owed.

Impairment is measured on a

loan-by-loan

basis by either the present value of the expected future cash flows, the loan’s observable market value, or, for collateral-dependent loans, the fair value of the collateral adjusted for market conditions and selling expenses. Significant restructured loans are considered impaired in determining the adequacy of the allowance for loan losses.

The Company actively seeks to reduce its investment in impaired loans. The primary tools to work through impaired loans are settlements with the borrowers or guarantors, foreclosure of the underlying collateral, or restructuring. Included in certain loan categories in the impaired loans are $1.1 million in troubled debt restructurings that were classified as impaired.

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The following tables present impaired loans:

							Three Months Ended September 30, 2021
	Recorded Balance		Unpaid Principal Balance		Specific Allowance		Average Investment in Impaired Loans		Interest Income Recognized		Interest on Cash Basis
September 30, 2021:
Loans without a specific valuation allowance
Real estate loans:
One- to four-family	$	1,086	$	1,086	$	—	$	1,088	$	5	$	4
Multi-family		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Home equity line of credit		—		—		—		—		—		—
Construction		—		—		—		—		—		—
Commercial		43		43		—		44		1		1
Consumer		—		—		—		—		0		0
Loans with a specific allowance
Real estate loans:
One- to four-family		—		—		—		—		—		—
Multi-family		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Home equity line of credit		—		—		—		—		—		—
Construction		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Consumer		—		—		—		—		—		—
Total:
Real estate loans:
One- to four-family		1,086		1,086		—		1,088		5		4
Multi-family		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Home equity line of credit		—		—		—		—		—		—
Construction		—		—		—		—		—		—
Commercial		43		43		—		44		1		1
Consumer		—		—		—		—		—		—
	$	1,129	$	1,129	$	0	$	1,132	$	6	$	5

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							Year Ended June 30, 2021
	Recorded Balance		Unpaid Principal Balance		Specific Allowance		Average Investment in Impaired Loans		Interest Income Recognized		Interest on Cash Basis
June 30, 2021:
Loans without a specific valuation allowance
Real estate loans:
One- to four-family	$	1,252	$	1,252	$	—	$	1,271	$	67	$	50
Multi-family		—		—		—		—		—		—
Commercial		0		0		—		0		—		—
Home equity line of credit		0		0		—		0		0		0
Construction		—		—		—		—		—		—
Commercial		46		46		—		265		19		23
Consumer		0		0		—		0		0		0
Loans with a specific allowance
Real estate loans:
One- to four-family	$	0	$	0	$	0	$	0	$	0	$	0
Multi-family		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Home equity line of credit		—		—		—		—		—		—
Construction		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Consumer		0		0		0		0		0		0
Total:
Real estate loans:
One- to four-family
Multi-family	$	1,252	$	1,252	$	—	$	1,271	$	67	$	50
Commercial		0		0		0		0		0		0
Home equity line of credit		0		0		—		0		0		0
Construction		—		—		—		—		—		—
Commercial		0		0		—		0		0		0
Consumer		46		46		0		265		19		23
		—		—		—		—		—		—
	$	1,298	$	1,298	$	0	$	1,536	$	86	$	73

23

							Three Months Ended September 30, 2020
	Recorded Balance		Unpaid Principal Balance		Specific Allowance		Average Investment in Impaired Loans		Interest Income Recognized		Interest on Cash Basis
September 30, 2020:
Loans without a specific valuation allowance
Real estate loans:
One- to four-family	$	1,277	$	1,277	$	—	$	1,283	$	19	$	17
Multi-family		—		—		—		—		—		—
Commercial		0		0		—		0		—		—
Home equity line of credit		0		0		—		0		0		0
Construction		—		—		—		—		—		—
Commercial		55		55		—		57		0		0
Consumer		4		4		—		5		0		0
Loans with a specific allowance
Real estate loans:
One- to four-family		0		0		0		0		0		0
Multi-family		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Home equity line of credit		—		—		—		—		—		—
Construction		—		—		—		—		—		—
Commercial		—		—		—		—		—		—
Consumer		0		0		0		0		0		0
Total:
Real estate loans:
One- to four-family		1,277		1,277		0		1,283		19		17
Multi-family		0		0		—		0		0		0
Commercial		0		0		0		0		0		0
Home equity line of credit		0		0		—		0		0		0
Construction		—		—		—		—		—		—
Commercial		55		55		—		57		0		0
Consumer		4		4		0		5		0		0
	$	1,336	$	1,336	$	0	$	1,345	$	19	$	17

Interest income recognized on impaired loans includes interest accrued and collected on the outstanding balances of accruing impaired loans as well as interest cash collections on

non-accruing

impaired loans for which the ultimate collectability of principal is not uncertain.

The following table presents the Company’s nonaccrual loans at September 30, 2021 and June 30, 2021:

	September 30, 2021		June 30, 2021
Mortgages on real estate:
One- to four-family	$	34	$	34
Multi-family		—		—
Commercial		—		0
Home equity lines of credit		0		0
Construction loans		—		—
Commercial business loans		0		0
Consumer loans		0		0
Total	$	34	$	34

At September 30, 2021 and June 30, 2021, the Company had a number of loans that were modified in troubled debt restructurings (TDR’s) and impaired. The modification of terms of such loans included one or a combination of the following: an extension of maturity, a reduction of the stated interest rate or a permanent reduction of the recorded investment in the loan.

The following table presents the recorded balance, at original cost, of troubled debt restructurings, as of September 30, 2021 and June 30, 2021. All TDRs were performing according to the terms of the restructuring as of September 30, 2021, and with the exception of a single

one-

to four-family residential loan for $118,000, all were performing according to the terms of restructuring as of June 30, 2021. All loans listed as of September 30, 2021 and June 30, 2021 were accruing.

24

	September 30, 2021		June 30, 2021
Real estate loans
One- to four-family	$	1,052	$	1,218
Multi-family		—		—
Commercial		—		0
Home equity lines of credit		0		0
Total real estate loans		1,052		1,218
Construction loans		—		—
Commercial business loans		43		46
Consumer loans		—		0
Total	$	1,095	$	1,264

Modifications

During the three month period ended September 30, 2021,

one

prior modified TDR was modified a second time to reamortize for full payment by original maturity.

During the year ended June 30, 2021, 0 loans were modified.

During the three month period ended September 30, 2020, 0 loans were modified.

COVID-19

Modifications

Under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) that was signed into law on March 27, 2020, certain

COVID-19

loan modifications are not designated as TDRs. The CARES Act allows the Company to presume a loan modification is not a TDR if it is (1) related to

COVID-19;

(2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (a) 60 days after the date of termination of the National Emergency or (b) December 31, 2020. At September 30, 2021, we had outstanding a total of 122 loans with current balances of $66.7 million that received

COVID-19

modifications at some point. These modifications allowed borrowers to pay interest only for up to six months. As of September 30, 2021, 118 of these loans totaling $64.2 million have returned to principal and interest payments, leaving 4 loans for $2.5 million still under temporary modifications.

TDRs with Defaults

The Company had 0 TDRs in default and no restructured loans in foreclosure as of September 30, 2021. The Company had 1 TDR, a

one-

to four-family residential loans for $118,000 that was in default as of June 30, 2021, and was restructured in prior years. NaN restructured loans were in foreclosure at June 30, 2021. The Company defines a default as any loan that becomes 90 days or more past due.

Specific loss allowances are included in the calculation of estimated future loss ratios, which are applied to the various loan portfolios for purposes of estimating future losses.

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Management considers the level of defaults within the various portfolios, as well as the current adverse economic environment and negative outlook in the real estate and collateral markets when evaluating qualitative adjustments used to determine the adequacy of the allowance for loan losses. We believe the qualitative adjustments more accurately reflect collateral values in light of the sales and economic conditions that we have recently observed.

We may obtain physical possession of real estate collateralizing a residential mortgage loan or home equity loan via foreclosure or

in-substance

repossession. As of September 30, 2021, we did not have any foreclosed residential real estate properties as a result of obtaining physical possession. As of September 30, 2021, we had residential mortgage loans and home equity loans with a carrying value of $34,000 collateralized by residential real estate property for which formal foreclosure proceedings were in process.

Note 7: Federal Home Loan Bank Stock

Federal Home Loan Bank stock is a required investment for institutions that are members of the Federal Home Loan Bank system. The required investment in the common stock is based on a predetermined formula. The Company owned approximately $4,200,000 of Federal Home Loan Bank stock both as of September 30, 2021 and June 30, 2021. The FHLB provides liquidity and funding through advances.

Note 8: Accumulated Other Comprehensive Income

The following tables present changes in accumulated other comprehensive income (loss), by component, net of tax, for the three months ended September 30, 2021 and 2020:

	Unrealized Gains and Losses on Available-for-Sale Securities			Defined Benefit Pension Items			Total
September 30, 2021:
Beginning balance	$	2,361		$	(428	)	$	1,933
Other comprehensive loss before reclassification		(852	)		—			(852	)
Amounts reclassified from accumulated other comprehensive income		0			—			0
Net current period other comprehensive loss		—			(5	)		(5	)
Ending balance	$	1,509		$	(433	)	$	1,076
September 30, 2020:
Beginning balance	$	4,865		$	(662	)	$	4,203
Other comprehensive income before reclassification		147			—			147
Amounts reclassified from accumulated other comprehensive income		(146	)		—			(146	)
Net current period other comprehensive income		—			1			1
Ending balance	$	4,866		$	(661	)	$	4,205

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Note 9: Changes in Accumulated Other Comprehensive Income (AOCI) by Component

Amounts reclassified from AOCI and the affected line items in the statements of income during the quarters ended September 30, 2021 and 2020, were as follows:

	Amounts Reclassified from AOCI
	2021			2020		Affected Line Item in the Condensed Consolidated Statements of Income
Realized gains on available-for-sale securities	$	0		$	204	Net realized gains on sale of available-for- sale securities
Amortization of defined benefit pension items:
Actuarial losses	$	(7	)	$	2	Components are included in computation of net periodic pension cost
Total reclassified amount before tax	$	(7	)	$	206
Tax expense	$	(2	)	$	59	Provision for Income Tax
Total reclassification out of AOCI	$	(5	)	$	147	Net Income

Note 10: Income Taxes

A reconciliation of income tax e

x

pense at the statutory rate to the Company’s actual income tax expense is shown below:

	Three Months Ended September 30,
	2021			2020
Computed at the statutory rate	$	536		$	387
Decrease resulting from
Tax exempt interest		(2	)		(2	)
Cash surrender value of life insurance		(50	)		(14	)
State income taxes		178			134
Other		1			7
Actual expense	$	663		$	512

27

Note 11: Regulatory Capital

The Association is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and discretionary actions by regulators that if undertaken, could have a direct material effect on the Association’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Association must meet specific capital guidelines involving quantitative measures of the Association’s assets, liabilities and certain

off-balance-sheet

items as calculated under regulatory accounting practices. The Association’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk-weightings and other factors.

The Basel III regulatory capital framework (the “Basel III Capital Rules”) adopted by U.S. federal regulatory authorities, among other things, (i) establish the capital measure called “Common Equity Tier 1” (“CET1”), (ii) specify that Tier 1 capital consist of CET1 and “Additional Tier 1 Capital” instruments meeting stated requirements, (iii) define CET1 narrowly by requiring that most deductions/adjustments to regulatory capital measures be made to CET1 and not to the other components of capital and (iv) set forth the acceptable scope of deductions/adjustments to the specified capital measures.

In addition, to avoid restrictions on capital distributions, including dividend payments and stock repurchases, or discretionary bonus payments to executives, a covered banking organization must maintain a “capital conservation buffer” of 2.5 percent on top of its minimum risk-based capital requirements. This buffer must consist solely of Tier 1 Common Equity and the buffer applies to all three measurements: Common Equity Tier 1, Tier 1 capital and total capital.

As a result of the Economic Growth, Regulatory Relief, and Consumer Protection Act, the federal banking agencies were required to develop a “Community Bank Leverage Ratio” (the ratio of a bank’s tangible equity capital to average total consolidated assets) for financial institutions with assets of less than $10 billion. A “qualifying community bank” that exceeds this ratio will be deemed to be in compliance with all other capital and leverage requirements, including the capital requirements to be considered “well capitalized” under Prompt Corrective Action statutes. The federal banking agencies issued a final rule setting the Community Bank Leverage Ratio at 9%, effective with the quarter ended March 31, 2020. The rule also established a

two-quarter

grace period for a qualifying institution that ceases to meet any qualifying criteria provided that the bank maintains a leverage ratio 8% or greater. Failure to meet the qualifying criteria within the grace period or maintain a leverage ratio of 8% or greater requires the institution to comply with the generally applicable capital requirements. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted, which temporarily reduced the required Community Bank Leverage Ratio to 8% through the end of 2020, and to 8.5% throughout 2021, before returning to 9% on January 1, 2022. The Association “opted in” to elect the Community Bank Leverage Ratio, effective with the quarter ended March 31, 2020.

As of September 30, 2021, the Association met all capital adequacy requirements to which it is subject and was categorized as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events that management believes have changed the Association’s prompt corrective action category.

Note 12: Disclosures About Fair Value of Assets

Fair value is the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. Fair value measurements must maximize the use of observable inputs and minimize the use of unobservable inputs. There is a hierarchy of three levels of inputs that may be used to measure fair value:

Level 1 Quoted prices in active markets for identical assets

Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets

28

Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets

Recurring Measurements

The following table presents the fair value measurements of assets recognized in the accompanying balance sheets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at September 30, 2021 and June 30, 2021:

			Fair Value Measurements Using
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
September 30, 2021:
Available-for-sale securities:
U.S. Treasury	$	995	$	—	$	995	$	—
U.S. Government and federal agency and Government sponsored enterprises (GSE’s)		7,991		—		7,991		—
Mortgage-backed: GSE residential		178,762		—		178,762		—
Small Business Administration		10,810		—		10,810		—
State and political subdivisions		1,251		—		1,251		—
Mortgage servicing rights		1,020		—		0		1,020

			Fair Value Measurements Using
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
June 30, 2021:
Available-for-sale securities:
U.S. Treasury	$	996	$	—	$	996	$	—
U.S. Government and federal agency and Government sponsored enterprises (GSE’s)		8,039		—		8,039		—
Mortgage-backed: GSE residential		170,415		—		170,415		—
Small Business Administration		9,190		—		9,190		—
State and political subdivisions		1,251		—		1,251		—
Mortgage servicing rights		1,013		—		0		1,013

29

Following is a description of the valuation methodologies and inputs used for assets measured at fair value on a recurring basis and recognized in the accompanying balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy. There have been no significant changes in the valuation techniques during the period ended September 30, 2021. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below.

Available-for-sale

Securities

Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. There were no Level 1 securities as of September 30, 2021 or June 30, 2021. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. For these investments, the inputs used by the pricing service to determine fair value may include one, or a combination of, observable inputs such as benchmark yields, reported trades, broker/dealer quotes, issuer spreads,

two-sided

markets, benchmark securities, bid, offers and reference data market research publications and are classified within Level 2 of the valuation hierarchy. Level 2 securities include U.S. Treasury, U.S. Government and federal agency, mortgage-backed securities (GSE—residential), Small Business Administration, and state and political subdivisions. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. There were no Level 3 securities as of September 30, 2021 or June 30, 2021.

Mortgage Servicing Rights

Mortgage servicing rights do not trade in an active, open market with readily observable prices. Accordingly, fair value is estimated using discounted cash flow models. Due to the nature of the valuation inputs, mortgage servicing rights are classified within Level 3 of the hierarchy.

Level 3 Reconciliation

The following is a reconciliation of the beginning and ending balances of recurring fair value measurements recognized in the accompanying balance sheet using significant unobservable (Level 3) inputs:

	Mortgage Servicing Rights
Balance, July 1, 2021	$	1,013
Total realized and unrealized gains and losses included in net income		(6	)
Servicing rights that result from asset transfers		65
Payments received and loans refinanced		(52	)
Balance, September 30, 2021	$	1,020
Total gains or losses for the period included in net income attributable to the change in unrealized gains or losses related to assets and liabilities still held at the reporting date	$	(6	)

Realized and unrealized gains and losses for items reflected in the table above are included in net income in the consolidated statements of income as noninterest income.

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Nonrecurring Measurements

The following table presents the fair value measurement of assets measured at fair value on a nonrecurring basis and the level within the fair value hierarchy in which the fair value measurements fall at September 30, 2021 and June 30, 2021:

			Fair Value Measurements Using
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
September 30, 2021:
Foreclosed assets	$	0	$	0	$	0	$	0
June 30, 2021:
Foreclosed assets	$	191	$	—	$	—	$	191

The following table presents (losses)/recoveries recognized on assets measured on a

non-recurring

basis for the three months ended September 30, 2021 and 2020:

	Three Months Ended September 30,
	2021		2020
Foreclosed and repossessed assets held for sale	$	0	$	(30	)

Following is a description of the valuation methodologies used for assets measured at fair value on a nonrecurring basis and recognized in the accompanying balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below.

Foreclosed assets

Foreclosed assets are carried at the lower of fair value at acquisition date or current estimated fair value, less estimated cost to sell when the real estate is acquired. Estimated fair value of foreclosed assets are based on appraisals or evaluations and are classified within Level 3 of the fair value hierarchy.

Appraisals of foreclosed assets are obtained when the real estate is acquired and subsequently as deemed necessary by management. Appraisals are reviewed for accuracy and consistency and are selected from the list of approved appraisers maintained by management.

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Unobservable (Level 3) Inputs

The following tables present quantitative information about unobservable inputs used in recurring and nonrecurring Level 3 fair value measurements at September 30, 2021 and June 30, 2021.

	Fair Value at September 30, 2021		Valuation Technique	Unobservable Inputs	Range (Weighted Average)
Mortgage servicing rights	$	1,020	Discounted cash flow	Discount rate	9.5% - 11.5% (9.5%)
				Constant prepayment rate	10.4% - 14.7% (12.5%)
				Probability of default	0.00% - 0.14% (0.12%)

	Fair Value at June 30, 2021		Valuation Technique	Unobservable Inputs	Range (Weighted Average)
Mortgage servicing rights	$	1,013	Discounted cash flow	Discount rate	9.5% - 11.5% (9.5%)
				Constant prepayment rate	9.8% - 14.4% (11.9%)
				Probability of default	0.00% - 0.14% (0.12%)
Foreclosed assets		191	Market comparable properties	Comparability adjustments (%)	11.6% (11.6%)

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Fair Value of Financial Instruments

The following tables present estimated fair values of the Company’s financial instruments and the level within the fair value hierarchy in which the fair value measurements fall at September 30, 2021 and June 30, 2021.

	Carrying Amount		Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
September 30, 2021:
Financial assets
Cash and cash equivalents	$	28,911	$	28,911	$	—	$	—
Interest-bearing time deposits in banks		2,250		2,250		—		—
Loans, net of allowance for loan losses		506,283		—		—		507,145
Federal Home Loan Bank stock		4,198		—		4,198		—
Accrued interest receivable		2,002		—		2,002		—
Financial liabilities
Deposits		637,328		—		375,646		262,141
Repurchase agreements		6,703		—		6,703		—
Federal Home Loan Bank advances		25,000		—		25,604		—
Lines of credit		3,000		—		3,000		—
Advances from borrowers for taxes and insurance		776		—		776		—
Accrued interest payable		187		—		187		—
Unrecognized financial instruments (net of contract amount)
Commitments to originate loans		0		0		0		0

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			Fair Value Measurements Using
	Carrying Amount		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
June 30, 2021:
Financial assets
Cash and cash equivalents	$	62,735	$	62,735	$	—	$	—
Interest-bearing time deposits in banks		2,250		2,250		—		—
Loans, net of allowance for loan losses		513,371		—		—		515,515
Federal Home Loan Bank stock		4,198		—		4,198		—
Accrued interest receivable		1,897		—		1,897		—
Financial liabilities
Deposits		667,632		—		405,664		262,603
Repurchase agreements		6,245		—		6,245		—
Federal Home Loan Bank advances		25,000		—		25,673		—
Lines of credit		3,000		—		3,000		—
Advances from borrowers for taxes and insurance		928		—		928		—
Accrued interest payable		199		—		199		—
Unrecognized financial instruments (net of contract amount)
Commitments to originate loans		0		0		0		0

In accordance with the Company’s adoption of ASU

2016-01

as of July 1, 2018, the methods utilized to measure the fair value of financial instruments at September 30, 2021, represent an approximation of exit price; however, an actual exit price may differ.​​​​​​​

Note 13: Commitments

Commitments to Originate Loans

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since a portion of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Each customer’s creditworthiness is evaluated on a

case-by-case

basis. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate.

Lines of Credit

Lines of credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Lines of credit generally have fixed expiration dates. Since a portion of the line may expire without being drawn upon, the total unused lines do not necessarily represent future cash requirements. Each customer’s creditworthiness is evaluated on a

case-by-case

basis. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate. Management uses the same credit policies in granting lines of credit as it does for

on-balance-sheet

instruments.

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

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report may contain forward-looking statements within the meaning of the federal securities laws. These statements are not historical facts, but rather are statements based on management’s current expectations regarding its business strategies and their intended results and IF Bancorp, Inc.’s (“the Company”) future performance. Forward-looking statements are preceded by terms such as “expects,” “believes,” “anticipates,” “intends” and similar expressions.

Management’s ability to predict results or the effect of future plans or strategies is inherently uncertain. Factors that could have a material adverse effect on our actual results include, but are not limited to, general economic conditions, changes in the interest rate environment, legislative or regulatory changes that may adversely affect our business, changes in accounting policies and practices, changes in competition and demand for financial services, adverse changes in the securities markets and changes in the quality or composition of the Association’s loan or investment portfolios. Given its ongoing and dynamic nature, it is difficult to predict the full impact of

the COVID-19

outbreak on our business. Government action in response to the

COVID-19

pandemic and its effects on our business and operations, including vaccination mandates and their effects on our workforce, human capital resources and infrastructure could adversely affect our financial condition and results of operations.

Additional factors that may affect our results are discussed under “Item 1A.—Risk Factors”, in the Company’s Annual Report on Form

10-K

for the year ended June 30, 2021, and the Company’s other filings with the SEC. These factors should be considered in evaluating the forward-looking statements and undue reliance should not be placed on such statements. See

“COVID-19

and the CARES Act” below for a discussion of how the

COVID-19

pandemic may affect our future performance. IF Bancorp, Inc. assumes no obligation to update any forward-looking statement, except as may be required by law.

Overview

On July 7, 2011 we completed our initial public offering of common stock in connection with the Association’s

mutual-to-stock

conversion, selling 4,496,500 shares of common stock at $10.00 per share, including 384,900 shares sold to the Association’s employee stock ownership plan, and raising approximately $45.0 million of gross proceeds. We also established a charitable foundation, Iroquois Federal Foundation, to which we contributed 314,755 shares of our common stock. As of September 30, 2021, the Company had repurchased 1,674,479 shares of common stock under stock repurchase plans.

The Company is a savings and loan holding company and is subject to regulation by the Board of Governors of the Federal Reserve System. The Company’s business activities are limited to oversight of its investment in the Association.

The Association is primarily engaged in providing a full range of banking and mortgage services to individual and corporate customers within a

100-mile

radius of its locations in Watseka, Danville, Clifton, Hoopeston, Savoy, Champaign, and Bourbonnais, Illinois and Osage Beach, Missouri. The principal activity of the Association’s wholly-owned subsidiary, L.C.I. Service Corporation (“L.C.I.”), is the sale of property and casualty insurance. The Association is subject to regulation by the Office of the Controller of the Currency and the Federal Deposit Insurance Corporation.

Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets, consisting primarily of loans, investment securities and other interest-earning assets, and the interest paid on our interest-bearing liabilities, consisting primarily of savings and transaction accounts, certificates of deposit, and Federal Home Loan Bank of Chicago advances. Our results of operations also are affected by our provision for loan losses, noninterest income and noninterest expense. Noninterest income consists primarily of customer service fees, brokerage commission income, insurance commission income, net realized gains on loan sales, mortgage banking income, and income on bank-owned life insurance. Noninterest expense consists primarily of compensation and benefits, occupancy and equipment, data processing, professional fees, marketing, office supplies, federal deposit insurance premiums, and foreclosed assets. Our results of operations also may be affected significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities.

35

Our net interest rate spread (the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities) was 2.95% and 2.66% for the three months ended September 30, 2021 and 2020, respectively. Net interest income increased to $5.6 million for the three months ended September 30, 2021 from $4.9 million for the three months ended September 30, 2020.

Our emphasis on conservative loan underwriting has historically resulted in relatively low levels of

non-performing

assets. Our

non-performing

loans totaled $34,000 or 0.1% of total loans at September 30, 2021, and $152,000, or 0.1% of total loans at June 30, 2021. Our

non-performing

assets totaled $225,000 or 0.1% of total assets at September 30, 2021, and $411,000, or 0.1% of total assets at June 30, 2021.

At September 30, 2021, the Association was categorized as “well capitalized” under federal regulations.

Our net income for the three months ended September 30, 2021 was $1.9 million, compared to a net income of $1.3 million for the three months ended September 30, 2020. The increase in net income was due to an increase in net interest income and a decrease in provision for loan losses, partially offset by a decrease in noninterest income and an increase in noninterest expense.

Management’s discussion and analysis of the financial condition and results of operations at and for three months ended September 30, 2021 and 2020 is intended to assist in understanding the financial condition and results of operations of the Association. The information contained in this section should be read in conjunction with the unaudited financial statements and the notes thereto, appearing in Part I, Item 1 of this quarterly report on Form

10-Q.

COVID-19

and the CARES Act

The

COVID-19

pandemic has caused economic and social disruption on an unprecedented scale. While some industries have been impacted more severely than others, all businesses have been impacted to some degree. This disruption has resulted in the shuttering of businesses and schools across the country, significant job loss, restrictions on travel and social distancing protocols, highly volatile financial markets and aggressive measures by the federal government. Significant progress has been made to combat the outbreak of

COVID-19;

however, the global pandemic has adversely impacted a broad range of industries in which the Company’s customers operate and could still impair their ability to fulfill their financial obligations to the Company.

Congress, the President, and the Federal Reserve have taken several actions designed to cushion the economic fallout. Most notably, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was signed into law at the end of March 2020 as a $2 trillion legislative package. The goal of the CARES Act is to prevent a severe economic downturn through various measures, including direct financial aid to American families and economic stimulus to significantly impacted industry sectors. The package also included extensive emergency funding for hospitals and healthcare providers. The Consolidated Appropriations Act of 2021 was signed into law on December 27, 2020, and is intended to provide critical support to the American people and to further strengthen our economic recovery. The Economic Aid to

Hard-Hit

Small Businesses, Nonprofits and Venues (Economic Aid Act), which was part of the Consolidated Appropriations Act of 2021, extended the Paycheck Protection Program (PPP) to include a second round of funding to certain businesses that received funding under the original PPP. In addition to the general impact of

COVID-19,

certain provisions of the CARES Act and the Economic Aid Act, as well as other recent legislative and regulatory relief efforts are expected to have a material impact on our operations.

Due to the uncertainty surrounding the emergence of the pandemic, it is not possible to determine the overall impact of the pandemic on the Company’s business. To the extent that customers are not able to fulfill their contractual obligations to the Company, the Company’s business operations, asset valuations, financial condition, cash flows and results of operations could be materially impacted. Material adverse impacts may include all or a combination of valuation impairments on our intangible assets, investments, loans, deferred tax assets, or other real estate owned.

36

The ultimate impact of the

COVID-19

pandemic on the Company’s operations and financial performance will depend on future developments related to the duration, extent and severity of the pandemic and the length of time that mandated business and school closures, restrictions on travel and social distancing remain in place. The Company’s operations rely on third-party vendors to process, record and monitor transactions. If any of these vendors are unable to provide these services, our ability to serve customers could be disrupted. The pandemic could negatively impact customers’ ability to conduct banking and other financial transactions. The Company’s operations could be adversely impacted if key personnel or a significant number of employees were unable to work due to illness or restrictions. With the availability and distribution of

COVID-19

vaccines, we anticipate continued improvements in commercial and consumer activity and in the U.S. economy. However, if there is a resurgence in the virus, the Company could experience further adverse effects on its business, financial condition, results of operations, liquidity and cash flows, the extent to which is uncertain.

Financial position and results of operations

As of September 30, 2021, the

COVID-19

pandemic has not had a significant negative impact on our financial condition and results of operations. While the general element of our allowance for loan losses increased early in the pandemic due to COVID-related changes in the economic forecast, our allowance for loan losses as of September 30, 2021 is only minimally impacted by additional reserves for loans that remain under temporary

COVID-19

modifications. Refer to our discussions in MD&A below for additional information on

COVID-19

modifications. Should economic conditions worsen, we could experience further increases in our required allowance for loan losses and record additional credit loss expense. The execution of the payment deferrals discussed in the following commentary assisted our ratio of past due loans to total loans. It is possible that our asset quality could worsen at future measurement periods if the effects of

COVID-19

are prolonged.

Our fee income could be reduced due to

COVID-19. We

are working with

COVID-19

affected customers by temporarily waiving fees when appropriate including insufficient funds and overdraft fees, and ATM fees. At this time, we do not anticipate a material impact on our fee income due to

COVID-19.

Our interest income could be reduced due to

COVID-19.

In keeping with guidance from regulators, we are actively working with

COVID-19

affected borrowers to defer their payments, interest, and fees. While interest and fees will still accrue to income through normal GAAP accounting, should eventual credit losses on these deferred payments emerge, interest income and fees accrued would need to be reversed. In such a scenario, interest income in future periods could be negatively impacted. At this time, we are unable to project the materiality of such an impact, but recognize the breadth of the economic impact may affect our borrowers’ ability to repay in future periods.

Capital and liquidity

As of September 30, 2021, all of our capital ratios were in excess of all regulatory requirements. While we believe that we have sufficient capital to withstand an extended economic recession brought about by

COVID-19,

our reported and regulatory capital ratios could be adversely impacted by further credit losses.

We maintain access to multiple sources of liquidity. Wholesale funding markets have remained open to us and rates become more stable in the past couple months. If funding costs are elevated for an extended period of time, it could have an adverse effect on our net interest margin. If an extended recession caused large numbers of our deposit customers to withdraw their funds, we might become more reliant on volatile or more expensive sources of funding.

37

Asset valuation

Currently, we do not expect

COVID-19

to affect our ability to account timely for the assets on our balance sheet; however, this could change in future periods. While certain valuation assumptions and judgments will change to account for pandemic-related circumstances such as widening credit spreads, we do not anticipate significant changes in methodology used to determine the fair value of assets measured in accordance with GAAP. As of September 30, 2021 we did not have any impairment with respect to our intangible assets, premises and equipment or other long-lived assets.

Our Business Continuity and Pandemic Response Plan

The Company maintains a Disaster Recovery/Business Continuity Plan to ensure the maintenance or recovery of operations, including services to customers, when confronted with adverse events such as natural disasters, technological failures, human error, cybercrime, terrorism or pandemic outbreak. When the

COVID-19

pandemic declaration was announced, the Disaster Planning/Recovery team activated the Disaster Recovery Plan, including the Pandemic Response Plan, with a focus on maintaining virtually all customer services in the event of a total or partial closure of banking offices and/or staffing shortages. The team implemented protocols for employee safety, reviewed critical business processes, identified staff who could work remotely, and began mobilizing and preparing the equipment that would be required. An Employee Telecommuting Agreement was developed to establish controls and expectations for those working remotely, including adherence to security and privacy policies. Timely communication was provided to employees and customers. ATM and vault cash was increased at all locations in anticipation of greater demand. The Company’s quick and decisive plan implementation resulted in minimal impacts to operations as a result of the

COVID-19

pandemic. Prior technology planning enabled the successful deployment of certain operations and other personnel to remote environments, thereby reducing the number of employees working from physical banking offices. In addition, bank lobbies were closed and customer traffic limited to

drive-up

facilities, with the exception of the Hoopeston lobby which remained open with protective screening. This reduced the number of employees required to be

on-site

at any given time and allowed teams to rotate in and out at periodic intervals, helping to facilitate the effective implementation of social distancing standards. All offices are now fully open with masks required and other safety protocols in place.

We do not anticipate any material cost related to the deployment of safety protocols, including PPE or the remote working strategy. No material operational or internal control challenges or risks have been identified to date. Our

COVID-19

Response Team continues to anticipate and respond to

COVID-19

developments. We don’t anticipate any significant challenges to our ability to maintain our systems and controls and we do not currently face any material resource constraint through the implementation of our business continuity plans.

Lending operations and accommodations to borrowers

We are working with customers directly affected by the

COVID-19

pandemic. We continue to offer and provide short-term assistance in accordance with regulatory guidelines. As a result of the current economic environment caused by

COVID-19,

we are engaging in more frequent communication with borrowers to better understand their situation and the challenges faced by them, allowing us to respond proactively as needs and issues arise.

In keeping with regulatory guidance to work with borrowers during this unprecedented situation, the Company is executing payment deferrals for our lending clients that are adversely affected by the pandemic. Under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) that was signed into law on March 27, 2020, certain

COVID-19

loan modifications are not designated as TDRs. The CARES Act allowed the Company to presume a loan modification is not a TDR if it is (1) related to

COVID-19;

(2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (a) 60 days after the date of termination of the National Emergency or (b) December 31, 2020. This relief was extended by the Economic Aid Act, which was included in the Consolidated Appropriations Act, until the earlier of 60 days after the national emergency termination date or January 1, 2022. At September 30, 2021, we had 122 loans with current balances of $66.7 million that received

COVID-19

modifications at some point. These modifications allowed borrowers to defer the principal component of loan payments for up to six months. As of September 30, 2021, 118 of these loans totaling $64.2 million have returned to principal and interest payments, leaving 4 loans for $2.5 million still under temporary modifications. These 4 loans include 3

one-

to four-family loans totaling $1.3 million and one commercial business loan for $1.2 million.

38

With the passage of the PPP, administered by the SBA, the Company has actively participated in assisting our customers with applications for resources through the program. Most PPP loans have a five-year term and earn interest at 1%. We believe that the majority of these loans will ultimately be forgiven by the SBA in accordance with the terms of the program. While we closed 666 SBA PPP loans representing $44.8 million in funding through the program, after SBA forgiveness to date, we have 165 loans totaling $14.3 million remaining in our portfolio at September 30, 2021. It is our understanding that all of our loans funded through the PPP program are fully guaranteed by the U.S. government. Should those circumstances change, we could be required to establish additional allowance for credit loss through additional credit loss expense charged to earnings.

In response to the

COVID-19

pandemic, management identified food and accommodations as industries that were most likely to be adversely impacted in the near-term by economic disruption caused by the pandemic. As of September 30, 2021, our food and accommodation loans were $5.2 million, or 1.0% of total loans. These loans are mostly real estate loans on restaurants and bars, and include $1.2 million in

COVID-19

modifications. As of September 30, 2021, none of these loans were 30 or more days past due.

Retail operations

With the health and safety of our customers and staff in mind, and consistent with recommendations from the CDC and state and local governments concerning

COVID-19,

all our banking offices are now open with masks required and safety protocols in place. Although our bank lobbies were closed for a portion of the year, most banking transactions continued through the

drive-ups,

including opening new deposit accounts. Online and Mobile Banking is available for customers to open an account, apply for a mortgage or personal loan, check their balance, transfer funds, and pay bills. Checks can be deposited using Mobile Banking. Our network of over 50,000 ATMs are available for cash withdrawals with no service charge. Throughout the pandemic, we have been operating and serving our customers with uninterrupted access to their account information and the ability to complete banking transactions.

Critical Accounting Policies

We define critical accounting policies as those policies that require management to exercise significant judgment or discretion or make significant assumptions that have, or could have, a material impact on the carrying value of certain assets or on income. We consider the following to be our critical accounting policies.

Allowance for Loan Losses.

We believe that the allowance for loan losses and related provision for loan losses are particularly susceptible to change in the near term, due to changes in credit quality which are evidenced by trends in charge-offs and in the volume and severity of past due loans. In addition, our portfolio is comprised of a substantial amount of commercial real estate loans which generally have greater credit risk than

one-

to four-family residential mortgage and consumer loans because these loans generally have larger principal balances and are

non-homogenous.

The allowance for loan losses is maintained at a level to provide for probable credit losses inherent in the loan portfolio at the balance sheet date. Based on our estimate of the level of allowance for loan losses required, we record a provision for loan losses as a charge to earnings to maintain the allowance for loan losses at an appropriate level. The estimate of our credit losses is applied to two general categories of loans:

• loans that we evaluate individually for impairment under ASC 310-10, “Receivables;” and

• groups of loans with similar risk characteristics that we evaluate collectively for impairment under ASC 450-20, “Loss Contingencies.”

39

The allowance for loan losses is evaluated on a regular basis by management and reflects consideration of all significant factors that affect the collectability of the loan portfolio. The factors used to evaluate the collectability of the loan portfolio include, but are not limited to, current economic conditions, our historical loss experience, the nature and volume of the loan portfolio, the financial strength of the borrower, and the estimated value of any underlying collateral. This evaluation is inherently subjective as it requires estimates that are subject to significant revision as more information becomes available. Actual loan losses may be significantly more than the allowance for loan losses we have established which could have a material negative effect on our financial results.

Income Tax Accounting.

The provision for income taxes is based upon income in our consolidated financial statements, rather than amounts reported on our income tax return. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on our deferred tax assets and liabilities is recognized as income or expense in the period that includes the enactment date. Under U.S. GAAP, a valuation allowance is required to be recognized if it is more likely than not that a deferred tax asset will not be realized. The determination as to whether we will be able to realize the deferred tax assets is highly subjective and dependent upon judgment concerning our evaluation of both positive and negative evidence, our forecasts of future income, applicable tax planning strategies, and assessments of current and future economic and business conditions. Positive evidence includes the existence of taxes paid in available carryback years as well as the probability that taxable income will be generated in future periods, while negative evidence includes any cumulative losses in the current year and prior two years and general business and economic trends. Any reduction in estimated future taxable income may require us to record a valuation allowance against our deferred tax assets. Any required valuation allowance would result in additional income tax expense in the period and could have a significant impact on our future earnings. Positions taken in our tax returns may be subject to challenge by the taxing authorities upon examination. The benefit of an uncertain tax position is initially recognized in the financial statements only when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions are both initially and subsequently measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with the tax authority, assuming full knowledge of the position and all relevant facts. Differences between our position and the position of tax authorities could result in a reduction of a tax benefit or an increase to a tax liability, which could adversely affect our future income tax expense.

There are no material changes to the critical accounting policies disclosed in IF Bancorp, Inc.’s Form

10-K

for the fiscal year ended June 30, 2021.

Comparison of Financial Condition at September 30 and June 30, 2021

Total assets decreased $30.3 million, or 3.8%, to $767.1 million at September 30, 2021 from $797.3 million at June 30, 2021. The decrease was primarily due to a $33.8 million decrease in cash and cash equivalents and a $7.1 million decrease in net loans, partially offset by a $9.9 million increase in investment securities.

Net loans receivable, including loans held for sale, decreased by $7.1 million, or 1.4%, to $506.3 million at September 30, 2021, from $513.4 million at June 30, 2021. The decrease in net loans receivable during this period was due primarily to a $14.1 million, or 13.7%, decrease in commercial business loans, a $7.2 million, or 6.9%, decrease in multi-family loans, a $414,000, or 6.2%, decrease in home equity lines of credit and a $38,000, or 0.5%, decrease in consumer loans, partially offset by an $8.0 million, or 5.1%, increase in commercial real estate loans, a $5.9 million, or 23.1%, increase in construction loans, and a $419,000, or 0.4%, increase in

one-

to four-family

residential mortgage loans. The $14.1 million decrease in commercial business loans included $6.3 million in PPP loans that were forgiven in the three months ended

September 30, 2021.

Investment securities, consisting entirely of

available-for-sale

securities, increased $9.9 million, or 5.2%, to $199.8 million at September 30, 2021, from $189.9 million at June 30, 2021. We had no securities held to maturity at September 30, 2021 or June 30, 2021.

40

Between June 30, 2021 and September 30, 2021, accrued interest receivable increased $105,000 to $2.0 million, deferred income taxes increased $226,000 to $1.9 million, and other assets increased $783,000 to $1.7 million, while premises and equipment decreased $130,000 to $9.7 million, and foreclosed assets held for sale decreased $68,000 to $191,000. Federal Home Loan Bank (FHLB) stock was $4.2 million at both September 30, 2021 and June 30, 2021. The increase in accrued interest receivable was primarily the result of an increase in the average balance of securities, the increase in deferred income taxes was mostly due to a decrease in unrealized gains on the sale of

available-for-sale

securities, and the increase in other assets was due to a fluctuation in items in process. The decrease in premises and equipment was the result of ordinary depreciation, and the decrease in foreclosed assets held for sale was due to the sale of property.

At September 30, 2021, our investment in bank-owned life insurance was $9.1 million, a decrease of $215,000 from $9.3 million at June 30, 2021. We invest in bank-owned life insurance to provide us with a funding source for our benefit plan obligations. Bank-owned life insurance also generally provides us noninterest income that is

non-taxable.

Federal regulations generally limit our investment in bank-owned life insurance to 25% of our Tier 1 capital plus our allowance for loan losses, which totaled $21.8 million at September 30, 2021.

Deposits decreased $30.3 million, or 4.5%, to $637.3 million at September 30, 2021 from $667.6 million at June 30, 2021. Noninterest bearing demand accounts decreased $51.8 million, or 53.4%, to $45.2 million and certificates of deposit, excluding brokered certificates of deposit, decreased $286,000, or 0.1%, to $250.9 million, while savings, NOW, and money market accounts increased $21.7 million, or 7.0%, to $330.5 million. Brokered certificates of deposit were $10.8 million at both September 30, 2021 and June 30, 2021. The large decrease in noninterest bearing demand accounts was due to approximately $55.6 million in deposits from a public entity that collects real estate taxes that were on deposit at June 30, 2021 and withdrawn in the three months ended September 30, 2021, when tax monies were distributed. Repurchase agreements increased $458,000, or 7.3%, to $6.7 million at September 30, 2021 from $6.2 million at June 30, 2021. Borrowings consisted of advances from the Federal Home Loan Bank of Chicago and a line of credit from CIBC Bank USA. The FHLB advances were $25.0 million at both September 30, 2021 and June 30, 2021, while the CIBC line of credit balance was $3.0 million at both September 30, 2021 and June 30, 2021.    

Advances from borrowers for taxes and insurance decreased $152,000, or 16.4%, to $776,000 at September 30, 2021 from $928,000 at June 30, 2021, while accrued interest payable decreased $12,000, or 6.0%, to $187,000 at September 30, 2021 from $199,000 at June 30, 2021, and other liabilities decreased $1.0 million, or 17.3%, to $4.9 million at September 30, 2021 from $6.0 million at June 30, 2021. The decrease in advances from borrowers for taxes and insurance was attributable to the timing of the payment of real estate taxes and insurance, while the decrease in accrued interest payable was mostly due to a decrease in average rates on deposits, partially offset by an increase in the average balances of deposits. The decrease in other liabilities was a result of accrued compensation and benefits that were paid out in the three months ended September 30, 2021. Total equity increased $733,000, or 0.9%, to $86.0 million at September 30, 2021 from $85.3 million at June 30, 2021. Equity increased due to net income of $1.9 million, and ESOP and stock equity plan activity of $267,000, partially offset by dividends payable of $568,000 and a decrease of $857,000 in accumulated other comprehensive income, net of tax.

Comparison of Operating Results for the Three Months Ended September 30, 2021 and 2020

General.

Net income increased $560,000 to $1.9 million net income for the three months ended September 30, 2021 from $1.3 million net income for the three months ended September 30, 2020. The increase was primarily due to an increase in net interest income and a decrease in provision for loan losses, partially offset by a decrease in noninterest income and an increase in noninterest expense.

Net Interest Income.

Net interest income increased by $684,000, or 14.0%, to $5.6 million for the three months ended September 30, 2021 from $4.9 million for the three months ended September 30, 2020. The increase was due to a decrease of $698,000 in interest expense, partially offset by a decrease of $14,000 in interest income. A $39.6 million, or 5.7%, increase in the average balance of interest earning assets was partially offset by a $30.1 million, or 5.1%, increase in the average balance of interest bearing liabilities. Our net interest margin increased by 22 basis points to 3.02% for the three months ended September 30, 2021 compared to 2.80% for the three months ended September 30, 2020, while our interest rate spread increased by 29 basis points to 2.95% for the three months ended September 30, 2021 compared to 2.66% for the three months ended September 30, 2020.

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Interest Income.

Interest income decreased by $14,000, or 0.2%, and was $6.3 million for both the three months ended September 30, 2021 and for the three months ended September 30, 2020. The decrease in interest income was primarily due to a $70,000 decrease in interest income on loans, and a $6,000 decrease in other interest income, partially offset by a $62,000 increase in interest income on securities. The decrease in interest income on loans resulted from a 5 basis point, or 1.3%, decrease in the average yield on loans to 4.07% for the three months ended September 30, 2021, from 4.12% for the three months ended September 30, 2020, and a $125,000, or 0.1%, decrease in the average balance of loans to $519.6 million for the three months ended September 30, 2021, from $519.7 million for the three months ended September 30, 2020. Interest on securities increased $62,000, or 7.3%, as a result of a $34.5 million, or 22.5%, increase in the average balance of securities, to $188.2 million for the three months ended September 30, 2021, from $153.7 million for the three months ended September 30, 2020, partially offset by a 28 basis point, or 12.6%, decrease in the average yield on securities to 1.94% for the three months ended September 30, 2021 from 2.22% for the three months ended September 30, 2020.

Interest Expense.

Interest expense decreased $698,000, or 50.7%, to $679,000 for the three months ended September 30, 2021, from $1.4 million for the three months ended September 30, 2020. The decrease was due to decreases in the average cost of interest-bearing liabilities, partially offset by increases in the average balance of interest-bearing liabilities.

Interest expense on interest-bearing deposits decreased by $672,000, or 54.4%, to $563,000 for the three months ended September 30, 2021 from $1.2 million for the three months ended September 30, 2020. This decrease was due to a 53 basis point, or 58.4%, decrease in the average cost of interest bearing deposits to 0.38% for the three months ended September 2021, from 0.91% for the three months ended September 30, 2020, partially offset by a $41.0 million, or 7.5% increase in the average balance of interest bearing deposits to $585.5 million for the three months ended September 30, 2021 from $544.6 million for the three months ended September 30, 2020.

Interest expense on borrowings, including FHLB advances and a line of credit from CIBC Bank USA, and repurchase agreements, decreased $26,000, or 18.3%, to $116,000 for the three months ended September 30, 2021 from $142,000 for the three months ended September 30, 2020. This decrease was due to a decrease in the average balance of borrowings to $34.4 million for the three months ended September 30, 2021 from $45.2 million for the three months ended September 30, 2020, partially offset by a 9 basis point increase in the average cost of such borrowings to 1.35% for the three months ended September 30, 2021 from 1.26% for the three months ended September 30, 2020.

Provision (Credit) for Loan Losses.

We establish provisions for loan losses, which are charged to operations in order to maintain the allowance for loan losses at a level we consider necessary to absorb potential credit losses inherent in our loan portfolio. We recorded a credit for loan losses of $(127,000) for the three months ended September 30, 2021, compared to a provision for loan losses of $315,000 for the three months ended September 30, 2020. The allowance for loan losses was $6.5 million, or 1.26% of total loans, or 1.30% of total loans excluding PPP loans, at September 30, 2021, compared to $6.5 million, or 1.24% of total loans, at September 30, 2020 and $6.6 million, or 1.27% of total loans, or 1.32% of total loans excluding PPP loans, at June 30, 2021. During the three months ended September 30, 2021, a net

charge-off

of $2,000 was recorded, while during the three months ended September 30, 2020, a net

charge-off

of $43,000 was recorded.

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The following table sets forth information regarding the allowance for loan losses and nonperforming assets at the dates indicated:

	Three Months Ended September 30, 2021			Year Ended June 30, 2021
Allowance to non-performing loans		19029.41	%		4341.45	%
Allowance to total loans outstanding at the end of the period		1.26	%		1.27	%
Allowance to total loans outstanding, excluding PPP loans, at end of period		1.30	%1.21%		1.32	%
Net charge-offs (recoveries) to average total loans outstanding during the period, annualized		0.01	%		0.09	%
Total non-performing loans to total loans		0.01	%		0.03	%
Total non-performing assets to total assets		0.03	%		0.05	%

Noninterest Income.

Noninterest income decreased $206,000, or 11.8%, to $1.5 million for the three months ended September 30, 2021 from $1.8 million for the three months ended September 30, 2020. The decrease was primarily due to a decrease in gain on sale of loans, a decrease in net realized gain on sale of

available-for-sale

securities, and a decrease in other service charges and fees, partially offset by an increase in bank-owned life insurance and an increase in brokerage commissions. For the three months ended September 30, 2021, gain on sale of loans decreased $337,000 to $226,000, net realized gain on sale of

available-for-sale

securities decreased $204,000 to $0, and other service charges and fees decreased $33,000 to $82,000, while bank-owned life insurance increased $169,000 to $239,000, and brokerage commission increased $63,000 to $288,000 from the three months ended September 30, 2020. The decrease in gain on sale of loans was a result of a decrease in loans sold, and the decrease in gain on sale of

available-for-sale

securities was the result of no security sales in the three months ended September 30, 2021. The decrease in other service charges and fees was due to a decrease in the number of fees charged in the three months ended September 30, 2021. The increase in bank-owned life insurance income was due to the receipt of death benefit proceeds in the three months ended September 30, 2021, and the increase in brokerage commissions was the result of an increase in the amount of renewal commissions and management fees.

Noninterest Expense.

Noninterest expense increased $209,000, or 4.7%, to $4.7 million for the three months ended September 30, 2021, from $4.5 million for the three months ended September 30, 2020. The largest components of this increase were compensation and benefits, which increased $146,000, or 5.1%, and equipment expense, which increased $93,000, or 22.0%, partially offset by decreases in telephone and postage expenses, which decreased $13,000, or 26.0%, and loss (gain) on sale of foreclosed assets, net, which decreased $22,000, or 244.4%. Compensation and benefits increased due to normal salary increases, annual incentive plan increases and increased medical costs, while equipment expense increased due to an increase in the cost of core processing. Telephone and postage expenses decreased as a result of a new phone system that was installed in September of 2020, and loss (gain) on sale of foreclosed assets, net, decreased due to losses taken on sale of properties in the three months ended September 30, 2020, while a gain was taken on the sale of one property sold in three months ended September 30, 2021.

Income Tax Expense

.

We recorded a provision for income tax of $663,000 for the three months ended September 30, 2021, compared to a provision for income tax of $512,000 for the three months ended September 30, 2020, reflecting effective tax rates of 26.0% and 27.8%, respectively.

Asset Quality

At September 30, 2021, our

non-accrual

loans totaled $34,000, which was a single

one-

to four-family loan.

At September 30, 2021 we had no loans that were delinquent 90 days or greater and still accruing interest.

At September 30, 2021, loans classified as substandard equaled $792,000. Loans classified as substandard consisted of $393,000 in

one-

to four-family loans, $261,000 in multi-family loans, $95,000 in commercial real estate loans, and $43,000 in commercial business loans. No loans were classified as doubtful or loss at September 30, 2021.

At September 30, 2021, watch assets consisted of $1.1 million in

one-

to four-family loans, $943,000 in commercial real estate loans, and $5.1 million in commercial business loans.

43

Troubled Debt Restructurings.

Troubled debt restructurings include loans for which economic concessions have been granted to borrowers with financial difficulties. We periodically modify loans to extend the term or make other concessions to help borrowers stay current on their loans and to avoid foreclosure. At September 30, 2021 and June 30, 2021, we had $1.1 million and $1.3 million, respectively, of troubled debt restructurings. At September 30, 2021 our troubled debt restructurings consisted of $1.1 million in

one-

to four-family residential mortgage loans, and $43,000 in commercial business loans.

See

“COVID-19

Modifications” in Note 6 to our Consolidated Financial Statements for a discussion of certain modifications made that are not designated as TDRs.

Foreclosed Assets.

At September 30 2021, we had $191,000 in foreclosed assets compared to $259,000 as of June 30, 2021. Foreclosed assets at September 30, 2021 consisted of $191,000 in commercial

non-occupied

property, while foreclosed assets at June 30, 2021, consisted of $68,000 in residential real estate properties, and $191,000 in commercial

non-occupied

property.

Allowance for Loan Loss Activity

The Company regularly reviews its allowance for loan losses and makes adjustments to its balance based on management’s analysis of the loan portfolio, the amount of

non-performing

and classified loans, as well as general economic conditions. Although the Company maintains its allowance for loan losses at a level that it considers sufficient to provide for losses, there can be no assurance that future losses will not exceed internal estimates. In addition, the amount of the allowance for loan losses is subject to review by regulatory agencies, which can order the establishment of additional loss provisions. The following table summarizes changes in the allowance for loan losses over the three-month periods ended September 30, 2021 and 2020:

	Three months ended September 30,
	2021			2020
Balance, beginning of period	$	6,599		$	6,234
Loans charged off:
Real estate loans:
One- to four-family		—			(15	)
Multi-family		—			—
Commercial		—			—
HELOC		—			—
Construction		—			—
Commercial business		—			(29	)
Consumer		(10	)		(13	)
Gross charged off loans		(10	)		(57	)
Recoveries of loans previously charged off:
Real estate loans:
One- to four-family		1			—
Multi-family		—			—
Commercial		—			—
HELOC		—			—
Construction		—			—
Commercial business		5			9
Consumer		2			5
Gross recoveries of charged off loans		8			14
Net charge-offs		(2	)		(43	)
Provision charged to expense		(127	)		315
Balance, end of period	$	6,470		$	6,506

The allowance for loan losses has been calculated based upon an evaluation of pertinent factors underlying the various types and quality of the Company’s loans. Management considers such factors as the repayment status of a loan, the estimated net fair value of the underlying collateral, the borrower’s intent and ability to repay the loan, local economic conditions, and the Company’s historical loss ratios. We maintain the allowance for loan losses through the provisions for

44

loan losses that we charge to income. We charge losses on loans against the allowance for loan losses when we believe the collection of loan principal is unlikely. The allowance for loan losses decreased $129,000 to $6.5 million at September 30, 2021, from $6.6 million at June 30, 2021. The decrease was primarily the result of a decrease in our loan portfolio. This decrease in the allowance for loan losses was necessary in order to bring the allowance for loan losses to a level that reflects management’s estimate of the potential loss in the Company’s loan portfolio at September 30, 2021.

In its quarterly evaluation of the adequacy of its allowance for loan losses, the Company employs historical data including past due percentages, charge-offs, and recoveries. The Company’s allowance methodology weights the most recent twelve-quarter period’s net charge-offs and uses this information as one of the primary factors for evaluation of allowance adequacy. The most recent four-quarter net charge-offs are given a higher weight of 50%, while quarters

5-8

are given a 30% weight and quarters

9-12

are given only a 20% weight. The average net charge-offs in each period are calculated as net charge-offs by portfolio type for the period as a percentage of the quarter end balance of respective portfolio type over the same period. The Company believes that it is prudent to emphasize more recent historical factors in the allowance evaluation. The following table sets forth the Company’s weighted average historical net charge-offs as of September 30 and June 30, 2021:

Portfolio segment	September 30, 2021 Net charge-offs – 12 quarter weighted historical			June 30, 2021 Net charge-offs – 12 quarter weighted historical
Real Estate:
One- to four-family		0.01	%		0.01	%
Multi-family		0.00	%		0.00	%
Commercial		0.00	%		0.00	%
HELOC		0.03	%		0.03	%
Construction		0.00	%		0.00	%
Commercial business		0.26	%		0.26	%
Consumer		0.02	%		0.04	%
Entire portfolio total		0.06	%		0.06	%

Additionally, in its quarterly evaluation of the adequacy of the allowance for loan losses, the Company evaluates changes in financial conditions of individual borrowers; changes in local, regional, and national economic conditions; the Company’s historical loss experience; and changes in market conditions for property pledged to the Company as collateral. As noted above, the Company has identified specific qualitative factors that address these issues and subjectively assigns a percentage to each factor based on Management’s judgment.

The qualitative factors are applied to the allowance for loan losses based upon the following percentages by loan type:

Portfolio segment	Qualitative factor applied at September 30, 2021			Qualitative factor applied at June 30, 2021
Real Estate:
One- to four-family		0.82	%		0.82	%
Multi-family		1.61	%		1.60	%
Commercial		1.19	%		1.20	%
HELOC		0.97	%		0.98	%
Construction		1.03	%		1.02	%
Commercial business*		1.85	%		1.80	%
Consumer		0.73	%		0.71	%
Entire portfolio total*		1.24	%		1.26	%

* At September 30, 2021 and June 30, 2021, $14.3 million and $20.6 million, respectively, in PPP loans with no associated allowance, were excluded from the calculation of qualitative factors since they are guaranteed by the SBA.

45

At September 30, 2021, the amount of our allowance for loan losses attributable to these qualitative factors was approximately $6.2 million, as compared to $6.3 million at June 30, 2021. The general decrease in qualitative factors was attributable primarily to a change in the loan portfolio mix.

While management believes that our asset quality remains strong, it recognizes that, due to the continued growth in the loan portfolio, the increase in modifications and the potential changes in market conditions, our level of nonperforming assets and resulting charges-offs may fluctuate. Higher levels of net charge-offs requiring additional provisions for loan losses could result. Although management uses the best information available, the level of the allowance for loan losses remains an estimate that is subject to significant judgment and short-term change.

Liquidity and Capital Resources

Liquidity is the ability to meet current and future financial obligations of a short-term nature. Our primary sources of funds consist of deposit inflows, loan sales and repayments, advances from the Federal Home Loan Bank of Chicago, and maturities of securities. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. Our Asset/Liability Management Committee is responsible for establishing and monitoring our liquidity targets and strategies in order to ensure that sufficient liquidity exists for meeting the borrowing needs and deposit withdrawals of our customers as well as unanticipated contingencies. For the three months ended September 30, 2021 and the year ended June 30, 2021, our liquidity ratio averaged 27.7% and 25.0% of our total assets, respectively. We believe that we had enough sources of liquidity to satisfy our short- and long-term liquidity needs as of September 30, 2021.

We regularly monitor and adjust our investments in liquid assets based upon our assessment of: (i) expected loan demand; (ii) expected deposit flows; (iii) yields available on interest-earning deposits and securities; and (iv) the objectives of our asset/liability management program. Excess liquid assets are invested generally in interest-earning deposits and short- and medium-term securities.

Our most liquid assets are cash and cash equivalents. The levels of these assets are affected by our operating, financing, lending and investing activities during any given period. At September 30, 2021, cash and cash equivalents totaled $28.9 million. Interest-earning time deposits which can offer additional sources of liquidity, totaled $2.3 million at September 30, 2021.

Our cash flows are derived from operating activities, investing activities and financing activities as reported in our Condensed Consolidated Statement of Cash Flows included in our financial statements. Net cash provided by operating activities was $186,000 and $1.2 million for the three months ended September 30, 2021 and 2020, respectively. Net cash used in investing activities consisted primarily of proceeds from the sales, maturities, pay downs of

available-for-sale

securities, partially offset by disbursements for loan originations and the purchase of securities. Net cash used in investing activities was $(4.0) million and $(9.4) million for the three months ended September 30, 2021 and 2020, respectively. Net cash used in financing activities consisted primarily of the activity in deposit accounts, FHLB advances and other borrowings. The net cash used in financing activities was $(30.0) million and $(9.5) million for the three months ended September 30, 2021 and 2020, respectively.

The Company must also maintain adequate levels of liquidity to ensure the availability of funds to satisfy loan commitments. The Company anticipates that it will have sufficient funds available to meet its current commitments principally through the use of current liquid assets and through its borrowing capacity discussed above. The following table summarizes these commitments at September 30, 2021 and June 30, 2021.

46

	September 30, 2021		June 30, 2021
	(Dollars in thousands)
Commitments to fund loans	$	12,691	$	19,137
Lines of credit		106,744		103,972

At September 30, 2021, certificates of deposit due within one year of September 30, 2021 totaled $211.3 million, or 33.2% of total deposits. Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on the certificates of deposit due on or before September 30, 2022. It is our intention as we continue to grow our commercial real estate portfolio, to emphasize lower cost deposit relationships with these commercial loan customers and thereby replace the higher cost certificates with lower cost deposits. We have the ability to attract and retain deposits by adjusting the interest rates offered.

Liquidity management is both a daily and long-term function of business management. If we require funds beyond our ability to generate them internally, borrowing agreements, which provide an additional source of funds, exist with the Federal Home Loan Bank of Chicago, Federal Reserve Discount Window, and CIBC Bank USA. Federal Home Loan Bank advances were $25.0 million, while the amount drawn on our CIBC Bank line of credit was $3.0 million at September 30, 2021. At September 30, 2021, we had the ability to borrow up to an additional $99.0 million from the Federal Home Loan Bank of Chicago, we had $4.5 million available on our CIBC Bank line of credit, and also had the ability to borrow $30.0 million from the Federal Reserve based on current collateral pledged.

The Association is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and discretionary actions by regulators that if undertaken, could have a direct material effect on the Association’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Association must meet specific capital guidelines involving quantitative measures of the Association’s assets, liabilities and certain

off-balance-sheet

items as calculated under regulatory accounting practices. The Association’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk-weightings and other factors.

The Basel III regulatory capital framework (the “Basel III Capital Rules”) adopted by U.S. federal regulatory authorities, among other things, (i) establish the capital measure called “Common Equity Tier 1” (“CET1”), (ii) specify that Tier 1 capital consist of CET1 and “Additional Tier 1 Capital” instruments meeting stated requirements, (iii) define CET1 narrowly by requiring that most deductions/adjustments to regulatory capital measures be made to CET1 and not to the other components of capital and (iv) set forth the acceptable scope of deductions/adjustments to the specified capital measures.

In addition, to avoid restrictions on capital distributions, including dividend payments and stock repurchases, or discretionary bonus payments to executives, a covered banking organization must maintain a “capital conservation buffer” of 2.5 percent on top of its minimum risk-based capital requirements. This buffer must consist solely of Tier 1 Common Equity and the buffer applies to all three measurements: Common Equity Tier 1, Tier 1 capital and total capital.

As a result of the Economic Growth, Regulatory Relief, and Consumer Protection Act, the federal banking agencies were required to develop a “Community Bank Leverage Ratio” (the ratio of a bank’s tangible equity capital to average total consolidated assets) for financial institutions with assets of less than $10 billion. A “qualifying community bank” that exceeds this ratio will be deemed to be in compliance with all other capital and leverage requirements, including the capital requirements to be considered “well capitalized” under Prompt Corrective Action statutes. The federal banking agencies issued a final rule setting the Community Bank Leverage Ratio at 9%, effective with the quarter ended March 31, 2020. The rule also established a

two-quarter

grace period for a qualifying institution that ceases to meet any qualifying criteria provided that the bank maintains a leverage ratio 8% or greater. Failure to meet the qualifying criteria within the grace period or maintain a leverage ratio of 8% or greater requires the institution to comply with the generally applicable capital requirements. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted, which temporarily reduced the required Community Bank Leverage Ratio to 8% through the end of 2020, and to 8.5% throughout 2021, before returning to 9% on January 1, 2022. The Association “opted in” to elect the Community Bank Leverage Ratio, effective with the quarter ended March 31, 2020.

47

As of September 30, 2021, the Association met all capital adequacy requirements to which it is subject and was categorized as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events that management believes have changed the Association’s prompt corrective action category. The Association’s Community Bank Leverage Ratio is presented in the table below.

	September 30, 2021			June 30, 2021			Minimum to Be Well
	Actual			Actual			Capitalized
Community Bank Leverage Ratio		10.6	%		10.5	%		8.5	%

Average Balances and Yields

The following tables set forth average balance sheets, average yields and costs, and certain other information at and for the periods indicated. Yields and costs are annualized.

Tax-equivalent

yield adjustments have not been made for

tax-exempt

securities. All average balances are based on

month-end

balances, which management deems to be representative of the operations of the Company.

Non-accrual

loans were included in the computation of average balances, but have been reflected in the table as loans carrying a zero yield. The yields set forth below include the effect of deferred fees, discounts and premiums that are amortized or accreted to interest income or expense.

	For the Three Months Ended September 30,
	2021							2020
	Average Balance		Interest Income/ Expense		Yield/Cost			Average Balance		Interest Income/ Expense		Yield/Cost
	(Dollars in thousands)
Assets
Loans	$	519,567		5,283		4.07	%	$	519,692		5,353		4.12	%
Securities:
U.S. Government and federal agency and Government sponsored enterprises (GSE’s)		18,181		85		1.87	%		11,079		69		2.49	%
Mortgage-backed: GSE residential		168,786		819		1.94	%		141,151		771		2.18	%
State and political subdivisions		1,251		9		2.88	%		1,449		11		3.04	%
Total securities		188,218		913		1.94	%		153,679		851		2.22	%
Other		30,043		55		0.73	%		24,904		61		0.98	%
Total interest-earning assets		737,828		6,251		3.39	%		698,275		6,265		3.59	%
Non-interest earning assets		30,862							33,754
Total assets	$	768,690						$	732,029

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	For the Three Months Ended September 30,
	2021								2020
	Average Balance			Interest Income/ Expense		Yield/Cost			Average Balance			Interest Income/ Expense		Yield/Cost
	(Dollars in thousands)
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing checking or NOW	$	110,301			40		0.15	%	$	77,903			36		0.18	%
Savings accounts		66,078			28		0.17	%		51,883			27		0.21	%
Money market accounts		146,954			128		0.35	%		125,760			127		0.40	%
Certificates of deposit		262,213			367		0.56	%		289,005			1,045		1.45	%
Total interest-bearing deposits		585,546			563		0.38	%		544,551			1,235		0.91	%
Borrowings and repurchase agreements		34,370			116		1.35	%		45,231			142		1.26	%
Total interest-bearing liabilities		619,916			679		0.44	%		589,782			1,377		0.93	%
Noninterest-bearing liabilities		51,844								48,282
Other Noninterest-bearing liabilities		10,000								10,293
Total liabilities		681,760								648,357
Stockholders’ equity		86,930								83,672
Total liabilities and stockholders’ equity	$	768,690							$	732,029
Net interest income				$	5,572							$	4,888
Interest rate spread (1)							2.95	%							2.66	%
Net interest margin (2)							3.02	%							2.80	%
Net interest-earning assets (3)	$	117,912							$	108,493
Average interest-earning assets to interest-bearing liabilities		119	%							118	%

(1) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.

(2) Net interest margin represents net interest income divided by average total interest-earning assets.

(3) Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.

(4) Tax exempt income is not recorded on a tax equivalent basis.

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Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The net column represents the sum of the prior columns. For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated to the changes due to rate and the changes due to volume in proportion to the relationship of the absolute dollar amounts of change in each.

	Three Months Ended September 30, 2021 vs. 2020
	Increase (Decrease) Due to						Total Increase (Decrease)
	Volume			Rate
Interest-earning assets:
Loans	$	(1	)	$	(69	)	$	(70	)
Securities		591			(529	)		62
Other		53			(59	)		(6	)
Total interest-earning assets	$	643		$	(657	)	$	(14	)
Interest-bearing liabilities:
Interest-bearing checking or NOW	$	36		$	(32	)	$	4
Savings accounts		25			(24	)		1
Certificates of deposit		(89	)		(589	)		(678	)
Money market accounts		73			(72	)		1
Total interest-bearing deposits		45			(717	)		(672	)
Federal Home Loan Bank advances		(83	)		57			(26	)
Total interest-bearing liabilities	$	(38	)	$	(660	)	$	(698	)
Change in net interest income	$	681		$	3		$	684

Item 3. Quantitative and Qualitative Disclosures about Market Risk

An internal interest rate risk analysis is performed at least quarterly to assess the Company’s Earnings at Risk and Value at Risk. As of September 30, 2021, there were no material changes in interest rate risk from the analysis disclosed in the Company’s Form

10-K

for the fiscal year ended June 30, 2021, as filed with the Securities and Exchange Commission.

Item 4. Controls and Procedures

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule

13a-15(e)

promulgated under the Securities and Exchange Act of 1934, as amended) as of September 30, 2021. Based upon such evaluation, the principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective for the purpose of ensuring that the information required to be disclosed in the reports that the Company files or submits under the Exchange Act with the Securities and Exchange Commission (the “SEC”) (1) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (2) is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

During the quarter ended September 30, 2021, 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.

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Part II – Other Information

Item 1. Legal Proceedings

The Association and Company are 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 Association’s or the Company’s financial condition or results of operations.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the factors discussed in “Item1A.- Risk Factors” in our Annual Report on Form

10-K

for the fiscal year ended June 30, 2021, which could materially affect our business, financial condition or future results of operations. The risks described in our Annual Report on Form

10-K

are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

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Item 6. Exhibits

31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101	Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Condensed Consolidated Balance Sheets as of September 30 and June 30, 2021, (ii) the Condensed Consolidated Statements of Income for the three months ended September 30, 2021 and 2020, (iii) the Condensed Consolidated Statements of Comprehensive Income for the three months ended September 30, 2021 and 2020, (iv) the Condensed Consolidated Statements of Stockholders’ Equity for the three months ended September 30, 2021 and 2020, (v) the Condensed Consolidated Statements of Cash Flows for the three months ended September 30, 2021 and 2020, and (vi) the notes to the Condensed Consolidated Financial Statements.

* This information is furnished and not filed for purposes of Section 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

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SIGNATURES

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

	IF BANCORP, INC.
Date: November 10, 2021	/s/ Walter H. Hasselbring III
	Walter H. Hasselbring III
	President and Chief Executive Officer
Date: November 10, 2021	/s/ Pamela J. Verkler
	Pamela J. Verkler
	Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer)

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