UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended March 31, 2021
	OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to
	Commission file number: 000-55084

Prudential Bancorp, Inc.

(Exact Name of Registrant as Specified in Its Charter)


Pennsylvania	46-2935427
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

1834 West Oregon Avenue Philadelphia, Pennsylvania	19145
(Address of Principal Executive Offices)	(Zip Code)

(215) 755-1500

(Registrant’s Telephone Number, Including Area Code)

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	PBIP	Nasdaq Stock Market

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 filing requirements for the past 90 days.

Yes ⌧ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ⌧ 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 definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ⌧

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practical date: as of May 7, 2021, 10,819,006 shares were issued and 7,858,818 shares were outstanding.

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

		Page
PART I	FINANCIAL INFORMATION:

Item 1.	Consolidated Financial Statements

	Unaudited Consolidated Statements of Financial Condition March 31, 2021 and September 30, 2020	3

	Unaudited Consolidated Statements of Operations for the Three and Six Months Ended March 31, 2021 and 2020	4

	Unaudited Consolidated Statements of Comprehensive Income for the Three and Six Months Ended March 31, 2021 and 2020	5

	Unaudited Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended March 31, 2021 and 2020	6

	Unaudited Consolidated Statements of Cash Flows for the Six Months Ended March 31, 2021 and 2020	8

	Notes to Unaudited Consolidated Financial Statements	10

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	32

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44

Item 4.	Controls and Procedures	44

PART II	OTHER INFORMATION

Item 1.	Legal Proceedings	45

Item 1A.	Risk Factors	45

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46

Item 3.	Defaults Upon Senior Securities	46

Item 4.	Mine Safety Disclosures	46

Item 5.	Other Information	46

Item 6.	Exhibits	46

SIGNATURES			47

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION


	March 31,		September 30,
	2021		2020

	(Dollars in Thousands)
ASSETS

Cash and amounts due from depository institutions	$	2,125	$	2,781
Interest-bearing deposits		133,104		114,300

Total cash and cash equivalents		135,229		117,081

Certificates of deposit		2,102		2,102
Investment and mortgage-backed securities available for sale at fair value		353,807		420,364
Investment and mortgage-backed securities held to maturity (fair value—March 31, 2021, $23,460; September 30, 2020, $24,330)		22,270		22,860
Equity securities		54		51
Loans receivable—net of allowance for loan losses (March 31, 2021, $8,353; September 30, 2020, $8,303)		620,875		588,300
Accrued interest receivable		4,946		4,699
Restricted bank stock—at cost		11,012		12,532
Office properties and equipment—net		7,017		7,129
Bank owned life insurance (BOLI)		32,812		32,498
Deferred income taxes, net		3,413		3,902
Goodwill		6,102		6,102
Core deposit intangible		291		340
Prepaid expenses and other assets		4,102		5,393
TOTAL ASSETS	$	1,204,032	$	1,223,353

LIABILITIES AND STOCKHOLDERS’ EQUITY

LIABILITIES:
Deposits:
Non-interest-bearing	$	32,253	$	30,002
Interest-bearing		761,492		740,947
Total deposits		793,745		770,949
Advances from Federal Home Loan Bank - short term		—		25,000
Advances from Federal Home Loan Bank - long term		251,639		260,253
Accrued interest payable		1,898		3,374
Advances from borrowers for taxes and insurance		1,623		2,798
Interest rate swap contracts		14,881		20,960
Accounts payable and accrued expenses		9,988		10,902

Total liabilities		1,073,774		1,094,236

STOCKHOLDERS’ EQUITY:
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued		—		—
Common stock, $.01 par value, 40,000,000 shares authorized; 10,819,006 issued and 7,944,002 outstanding at March 31, 2021; 10,819,006 issued and 8,138,675 outstanding at September 30, 2020		108		108
Additional paid-in capital		118,295		118,270
Treasury stock, at cost: 2,875,004 shares at March 31, 2021 and 2,680,331 shares at September 30, 2020		(41,909)		(39,207)
Retained earnings		55,313		52,889
Accumulated other comprehensive loss		(1,549)		(2,943)

Total stockholders’ equity		130,258		129,117

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	1,204,032	$	1,223,353

See notes to unaudited consolidated financial statements.

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS


	Three Months Ended				Six Months Ended
	March 31,				March 31,
	2021		2020		2021		2020

INTEREST INCOME:
Interest and fees on loans	$	6,388	$	6,333	$	12,663	$	13,163
Interest on mortgage-backed securities		1,428		2,563		3,044		5,356
Interest and dividends on investments		1,643		1,764		3,357		3,566
Interest on interest-bearing deposits		6		350		90		752

Total interest income		9,465		11,010		19,154		22,837

INTEREST EXPENSE:
Interest on deposits		1,961		2,866		4,131		5,991
Interest on advances from FHLB - short term		14		425		39		965
Interest on advances from FHLB - long term		1,765		1,931		3,576		3,750

Total interest expense		3,740		5,222		7,746		10,706

NET INTEREST INCOME		5,725		5,788		11,408		12,131

PROVISION FOR LOAN LOSSES		—		500		—		625

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES		5,725		5,288		11,408		11,506

NON-INTEREST INCOME:
Fees and other service charges		114		150		253		315
Gain on sale of mortgage-backed securities available for sale		—		2,364		—		2,682
Holding (loss) gain on equity securities		(7)		(39)		3		(58)
Gain on sale of loans		18		239		58		265
Swap income (loss)		216		(333)		319		(300)
Earnings from BOLI		152		164		313		334
Other		82		123		166		262

Total non-interest income		575		2,668		1,112		3,500

NON-INTEREST EXPENSES:
Salaries and employee benefits		2,529		2,624		4,945		4,922
Data processing		221		234		416		426
Professional services		382		308		839		712
Office occupancy		276		218		505		422
Depreciation		108		113		219		268
Director compensation		54		74		107		133
Federal Deposit Insurance Corporation premiums		220		195		350		376
Real estate owned expense		—		93		—		140
Advertising		12		53		44		92
Core deposit amortization		23		26		49		56
Other		525		522		974		934

Total non-interest expenses		4,350		4,460		8,448		8,481

INCOME BEFORE INCOME TAXES		1,950		3,496		4,072		6,525

INCOME TAXES:
Current		240		419		402		985
Deferred (benefit) expense		(5)		153		119		153

Total		235		572		521		1,138

NET INCOME	$	1,715	$	2,924	$	3,551	$	5,387

BASIC EARNINGS PER SHARE	$	0.22	$	0.33	$	0.44	$	0.61

DILUTED EARNINGS PER SHARE	$	0.21	$	0.32	$	0.44	$	0.60

See notes to unaudited consolidated financial statements.

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	Three Months Ended March 31,				Six Months Ended March 31,
	2021		2020		2021		2020


Net income	$	1,715	$	2,924	$	3,551	$	5,387

Unrealized holding gain (loss) on available-for-sale securities		(4,874)		4,825		(2,792)		3,652

Tax effect		1,032		(1,013)		586		(767)

Reclassification adjustment for net gains recorded in net income		—		(2,364)		—		(2,682)

Tax effect		—		496		—		563

Unrealized holding gain (loss) on interest rate swaps		3,164		(10,914)		4,559		(8,622)

Tax effect		(664)		2,292		(959)		1,811

Total other comprehensive (loss) income		(1,342)		(6,678)		1,394		(6,045)

Comprehensive income (loss)	$	373	$	(3,754)	$	4,945	$	(658)

See notes to unaudited consolidated financial statements.

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY


									Accumulated
			Additional						Other		Total
	Common		Paid-In		Treasury		Retained		Comprehensive		Stockholders’
	Stock		Capital		Stock		Earnings		Loss		Equity

	(Dollars in Thousands, Except Per Share Data)
BALANCE, January 1, 2021	$	108	$	118,356	$	(41,167)	$	54,155	$	(207)	$	131,245

Net income								1,715				1,715

Other comprehensive loss										(1,342)		(1,342)

Dividends paid ($0.07 per share)								(557)				(557)

Purchase of treasury stock (62,500 shares)						(946)						(946)

Treasury stock used for employee benefit plan (14,638 shares)				(143)		204						61

Stock option expense				41								41

Restricted share award expense				41								41

BALANCE, March 31, 2021	$	108	$	118,295	$	(41,909)	$	55,313	$	(1,549)	$	130,258


									Accumulated
			Additional						Other		Total
	Common		Paid-In		Treasury		Retained		Comprehensive		Stockholders’
	Stock		Capital		Stock		Earnings		Income		Equity

	(Dollars in Thousands, Except Per Share Data)
BALANCE, January 1, 2020	$	108	$	118,673	$	(29,698)	$	51,391	$	1,825	$	142,299

Net income								2,924				2,924

Other comprehensive loss										(6,678)		(6,678)

Dividends paid ($0.50 per share)								(4,453)				(4,453)

Purchase of treasury stock (152,009 shares)						(1,999)						(1,999)

Treasury stock used for employee benefit plan (44,587 shares)				(787)		703						(84)

Stock option expense				117								117

Restricted share award expense				120								120

BALANCE, March 31, 2020	$	108	$	118,123	$	(30,994)	$	49,862	$	(4,853)	$	132,246

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									Accumulated
			Additional						Other		Total
	Common		Paid-In		Treasury		Retained		Comprehensive		Stockholders’
	Stock		Capital		Stock		Earnings		Income (Loss)		Equity

	(Dollars in Thousands, Except Per Share Data)
BALANCE, October 1, 2020	$	108	$	118,270	$	(39,207)	$	52,889	$	(2,943)	$	129,117

Net income								3,551				3,551

Other comprehensive income										1,394		1,394

Dividends paid ($0.14 per share)								(1,127)				(1,127)

Purchase of treasury stock (209,311 shares)						(2,906)						(2,906)

Treasury stock used for employee benefit plan (14,638 shares)				(143)		204						61

Stock option expense				84								84

Restricted share award expense				84								84



BALANCE, March 31, 2021	$	108	$	118,295	$	(41,909)	$	55,313	$	(1,549)	$	130,258


									Accumulated
			Additional						Other		Total
	Common		Paid-In		Treasury		Retained		Comprehensive		Stockholders’
	Stock		Capital		Stock		Earnings		Income (Loss)		Equity

	(Dollars in Thousands)
BALANCE, October 1, 2019	$	108	$	118,384	$	(29,698)	$	49,625	$	1,192	$	139,611

Net income								5,387				5,387

Other comprehensive loss										(6,045)		(6,045)

Dividends paid ($0.57 per share)								(5,075)				(5,075)

Purchase of treasury stock (152,009 shares)						(1,999)						(1,999)

Treasury stock used for employee benefit plan (44,587 shares)				(787)		703						(84)

Stock option expense				270								270

Restricted share award expense				256								256

Reclassification for adoption of ASC topic 842								(75)				(75)

BALANCE, March 31, 2020	$	108	$	118,123	$	(30,994)	$	49,862	$	(4,853)	$	132,246

See notes to unaudited consolidated financial statements.

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS


	Six Months Ended March 31,
	2021		2020

	(Dollars in Thousands)
OPERATING ACTIVITIES:
Net income	$	3,551	$	5,387
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		219		268
Net amortization/accretion of premiums/discounts and other amortization		(372)		(877)
Provision for loan losses		—		625
Accretion of deferred loan fees and costs		(70)		(35)
Income from bank owned life insurance		(313)		(334)
Gain on sale of investment and mortgage-backed securities		—		(2,682)
Gain on sale of loans		(58)		(265)
Proceeds from the sale of loans		3,820		20,713
Originations of loans held for sale		(3,762)		(6,186)
Share-based compensation expense		168		526
Holding (gains) losses on equity securities		(3)		58
Deferred income tax expense (benefit)		119		(153)
Changes in assets and liabilities which provided (used) cash:
Accrued interest receivable		(247)		137
Accrued interest payable		(1,476)		(1,481)
Other, net		399		106
Net cash provided by operating activities		1,975		15,807
INVESTING ACTIVITIES:
Purchase of investment and mortgage-backed securities available for sale		(19,196)		(130,257)
Purchase of investment and mortgage-backed securities held to maturity		—		(2,500)
Loans originated or acquired		(144,832)		(55,211)
Principal collected on loans		112,528		53,750
Principal payments received on investment and mortgage-backed securities:
Held-to-maturity		544		42,179
Available-for-sale		81,683		65,441
Proceeds from sale of investment and mortgage-backed securities		—		81,953
Proceeds from redemption of FHLB stock		2,541		5,489
Purchase of FHLB stock		(1,021)		(4,635)
Purchases of equipment		(107)		(233)
Net cash provided by investing activities		32,140		55,976

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	Six Months Ended March 31,
	2021		2020
	(Dollars in thousands)
FINANCING ACTIVITIES:
Net (decrease) increase in demand deposits, NOW accounts, and savings accounts		(9,516)		45,814
Net increase (decrease) in certificates of deposit		32,311		(59,774)
Net decrease in FHLB advances - short term		(25,000)		(10,000)
Repayment of FHLB advances - long term		(8,615)		(12,280)
(Decrease) increase in advances from borrowers for taxes and insurance		(1,175)		335
Cash dividends paid		(1,127)		(5,075)
Treasury stock used for employee benefit plans		61		(84)
Purchase of treasury stock		(2,906)		(1,999)
Net cash used in financing activities		(15,967)		(43,063)
NET INCREASE IN CASH AND CASH EQUIVALENTS		18,148		28,720
CASH AND CASH EQUIVALENTS—Beginning of period		117,081		47,968

CASH AND CASH EQUIVALENTS—End of period	$	135,229	$	76,688
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest paid on deposits and advances from FHLB	$	9,222	$	12,187

Income taxes paid	$	60	$	1,195

SUPPLEMENTAL DISCLOSURES OF NONCASH ITEMS:
Loans transferred to other real estate owned	$	—	$	183

Lease adoption:
Right of use lease asset	$	—	$	1,415
Lease liability	$	—	$	1,536

See the accompany notes to the unaudited consolidated financial statements.

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PRUDENTIAL BANCORP, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1. SIGNIFICANT ACCOUNTING POLICIES

Prudential Bancorp, Inc. (the “Company”) is a Pennsylvania corporation and the parent holding company for Prudential Bank (the “Bank”). The Company is a registered bank holding company.

The Bank is a community-oriented, Pennsylvania-chartered savings bank headquartered in South Philadelphia. The banking office network currently consists of the headquarters and main office (which includes a branch office), an administrative office, and nine additional full-service branch offices. Eight of the branch offices are located in Philadelphia (Philadelphia County), one is in Drexel Hill, Delaware County, and one is in Huntingdon Valley, Montgomery County (both Pennsylvania counties). The Bank maintains ATMs at all 10 of the banking offices. The Bank also provides on-line and mobile banking services.

The Bank is subject to regulation by the Pennsylvania Department of Banking and Securities (the “Department”), as its chartering authority and primary regulator, and by the Federal Deposit Insurance Corporation (the “FDIC”), which insures the Bank’s deposits up to applicable limits. As a bank holding company, the Company is subject to the regulation of the Board of Governors of the Federal Reserve System.

Basis of presentation – The accompanying unaudited consolidated financial statements were prepared pursuant to the rules and regulations of the U. S. Securities and Exchange Commission (“SEC”) for interim information and therefore do not include all the information or footnotes necessary for a complete presentation of financial condition, results of operations, comprehensive income, changes in equity and cash flows in conformity with accounting principles generally accepted in the United States of America (“GAAP”). However, all normal recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the financial statements have been included. The results for the three and six months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the fiscal year ending September 30, 2021, or any other period. These financial statements should be read in conjunction with the audited consolidated financial statements of the Company and the accompanying notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2020. The significant accounting policies followed in the presentation of interim financial results are the same as those followed on an annual basis. These policies are presented on pages 72 through 76 of the Annual Report on Form 10-K for the year ended September 30, 2020.

Use of Estimates in the Preparation of Financial Statements—The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. The most significant estimates and assumptions in the Company’s consolidated financial statements are reflected in the allowance for loan losses, deferred income taxes, other-than-temporary impairment, interest rate Swap Contracts and the fair value measurement for financial instruments. Actual results could differ from those estimates.

Recent Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. This Update is intended to improve financial reporting by requiring timelier recording of credit losses on loans and other financial instruments held by financial institutions and other organizations. The underlying premise of the Update is that financial assets measured at amortized cost should be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The allowance for credit losses should reflect management’s current estimate of credit losses that are expected to occur over the remaining life of a financial asset. The income statement will be affected for the measurement of credit losses for newly recognized financial assets, as well as the expected increases or decreases of expected credit losses that have taken place during the period. This

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Update for SEC filers that are eligible to be smaller reporting companies, non-SEC filers, and all other companies to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We expect to recognize a one-time cumulative effect adjustment to the allowance for loan losses as of the beginning of the first reporting period in which the new standard is effective, but cannot yet determine the magnitude of any such one-time adjustment or the overall impact of the new guidance on the consolidated financial statements.

In May 2019, the FASB issued ASU 2019-05, Financial Instruments – Credit Losses, Topic 326, which allows entities to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost upon adoption of the new credit losses standard. To be eligible for the transition election, the existing financial asset must otherwise be both within the scope of the new credit losses standard and eligible for the applying the fair value option in ASC 825-10-3. The election must be applied on an instrument-by-instrument basis and is not available for either available-for-sale or held-to-maturity debt securities. For entities that elect the fair value option, the difference between the carrying amount and the fair value of the financial asset would be recognized through a cumulative-effect adjustment to opening retained earnings as of the date an entity adopted ASU 2016-13. Changes in fair value of that financial asset would subsequently be reported in current earnings. For entities that have not yet adopted ASU 2016-13, the effective dates and transition requirements are the same as those in ASU 2016-13. The Company is currently evaluating the impact the adoption of the standard will have on the Company’s financial position and or results of operations.

In November 2019, the FASB issued ASU 2019-10, Financial Instruments ‒ Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842). The Update defers the effective dates of ASU 2016-13 for SEC filers that are eligible to be smaller reporting companies, non-SEC filers, and all other companies to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. This Update also amends the mandatory effective date for the elimination of Step 2 from the goodwill impairment test under ASU No. 2017-04, Intangibles ‒ Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (Goodwill), to align with the effective date used for credit losses. Furthermore, the ASU provides a one-year deferral of the effective dates of the ASUs on derivatives and hedging and leases for companies that are not public business entities. The Company qualifies as a smaller reporting company and does not expect to early adopt these ASUs.

In January 2020, the FASB issued ASU 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, March 2020, to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates, such as Secured Overnight Financing Rate. Entities can elect not to apply certain modification accounting requirements to contracts affected by what the guidance calls reference rate reform, if certain criteria are met. An entity that makes this election would not have to remeasure the contracts at the modification date or reassess a previous accounting determination. Also, entities can elect various optional expedients that would allow them to continue applying hedge accounting for hedging relationships affected by reference rate reform, if certain criteria are met, and can make a one-time election to sell and/or reclassify held-to-maturity debt securities that reference an interest rate affected by reference rate reform. The amendments in this ASU are effective for all entities upon issuance through March 31, 2022. The Company is currently evaluating the impact the adoption of the standard will have on the Company’s financial position and/or results of operations.

In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848), which provides optional temporary guidance for entities transitioning away from LIBOR and other interbank offered rates (IBORs) to new references rates so that derivatives affected by the discounting transition are explicitly eligible for certain optional expedients and exceptions within Topic848. ASU 2021-01 clarifies that the derivatives affected by the discounting transition are explicitly eligible for certain optional expedients and exceptions in Topic 848. ASU 2021-01 is effective immediately for all entities. Entities may elect to apply the amendments on a full retrospective basis as of any date from the beginning of an interim period that includes or is subsequent to December 12, 2020, or on a prospective basis to new modifications from any date within an interim period that includes or is subsequent to the date of the issuance of a final update, up to the date that financial statements are available to be issued. The amendments in this update do not apply to contract modifications made, as well as new hedging relationships entered into, after December 31, 2022, and to existing hedging relationships evaluated for effectiveness for periods after December 31, 2022, except for

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certain hedging relationships existing as of December 31, 2022, that apply certain optional expedients in which the accounting effects are recorded through the end of the hedging relationship. The Company is currently evaluating the impact the adoption of the standard will have on the Company’s financial position and/or results of operations.

2. EARNINGS PER SHARE

Basic earnings per common share is computed by dividing net income available to common stockholders by the weighted average number of shares of common stock issued, net of any treasury shares and unearned restricted share awards, during the period. Diluted earnings per share is calculated by dividing net income available to common stockholders by the weighted average number of shares of common stock outstanding, net of any treasury shares, after consideration of the potential dilutive effect of common stock equivalents (CSEs), based upon the treasury stock method using an average market price for the period.

The calculated basic and diluted earnings per share are as follows:


	Three Months Ended March 31,
	2021				2020

	(Dollars in Thousands Except Per Share Data)
	Basic		Diluted		Basic		Diluted

Net income	$	1,715	$	1,715	$	2,924	$	2,924

Weighted average common shares outstanding		7,975,683		7,975,683		8,884,760		8,884,760

Effect of CSEs		—		14,671		—		117,342

Adjusted weighted average common shares used in earnings per share computation		7,975,683		7,990,354		8,884,760		9,002,102

Earnings per share	$	0.22	$	0.21	$	0.33	$	0.32


	Six Months Ended March 31,
	2021				2020

	(Dollars in Thousands, Except Share and Per Share Data)
	Basic		Diluted		Basic		Diluted

Net income	$	3,551	$	3,551	$	5,387	$	5,387

Weighted average common shares outstanding		8,040,907		8,040,907		8,885,972		8,885,972

Effect of CSEs		—		4,512		—		133,815

Adjusted weighted average common shares used in earnings per share computation		8,040,907		8,045,419		8,885,972		9,019,787

Earnings per share	$	0.44	$	0.44	$	0.61	$	0.60

As of March 31, 2021 and 2020, there were 267,728 and 528,004 shares of common stock, respectively, subject to options with exercise prices less than the then current market and which were included in the computation of diluted earnings per share. At March 31, 2021 and 2020, there were 249,030 and 265,030 shares of common stock, respectively, subject to options that had exercise prices greater than the then current market value and were considered anti-dilutive at such dates.

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3. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following tables present the changes in accumulated other comprehensive income (loss) by component, net of tax, for the periods presented:


	Three Months Ended March 31, 2021						Three Months Ended March 31, 2020

					Total						Total
					accumulated						accumulated
	Unrealized gain		Unrealized gain (loss)		other		Unrealized gain		Unrealized gain (loss)		other
	(loss) on AFS		on interest rate swaps		comprehensive		(loss) on AFS		on interest rate swaps		comprehensive
	securities (a)		(a)		income (loss)		securities (a)		(a)		income (loss)
Beginning balance, January 1	$	12,221	$	(12,428)	$	(207)	$	6,920	$	(5,096)	$	1,824
Other comprehensive (loss) income before reclassification		(3,842)		2,500		(1,342)		3,812		(8,621)		(4,809)
Total other comprehensive income (loss)		8,379		(9,928)		(1,549)		10,732		(13,717)		(2,985)
Reclassification for net gains recorded in net income		—		—		—		(1,868)		—		(1,868)
Ending balance, March 31	$	8,379	$	(9,928)	$	(1,549)	$	8,864	$	(13,717)	$	(4,853)

(a)

All amounts are net of tax. Amounts in parentheses indicate debits.


	Six Months Ended March 31, 2021						Six Months Ended March 31, 2020

					Total						Total
					accumulated						accumulated
	Unrealized gain		Unrealized gain (loss)		other		Unrealized gain		Unrealized gain (loss)		other
	(loss) on AFS		on interest rate swaps		comprehensive		(loss) on AFS		on interest rate swaps		comprehensive
	securities (a)		(a)		income (loss)		securities (a)		(a)		income (loss)
Beginning balance, October 1	$	10,585	$	(13,528)	$	(2,943)	$	8,098	$	(6,906)	$	1,192
Other comprehensive (loss) income before reclassification		(2,206)		3,600		1,394		2,885		(6,811)		(3,926)
Total other comprehensive income (loss)		8,379		(9,928)		(1,549)		10,983		(13,717)		(2,734)
Reclassification for net gains recorded in net income		—		—		—		(2,119)		—		(2,119)
Ending balance, March 31	$	8,379	$	(9,928)	$	(1,549)	$	8,864	$	(13,717)	$	(4,853)

(a)

All amounts are net of tax. Amounts in parentheses indicate debits.

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4. INVESTMENT AND MORTGAGE-BACKED SECURITIES

The amortized cost and fair value of investment and mortgage-backed securities, with gross unrealized gains and losses, are as follows:


	March 31, 2021
			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value

	(Dollars in Thousands)
Securities Available for Sale:
U.S. government and agency obligations	$	10,811	$	82	$	—	$	10,893
State and political subdivisions		77,437		2,560		(646)		79,351
Mortgage-backed securities - U.S. government agencies		174,243		6,387		(929)		179,701
Corporate debt securities		80,709		3,337		(184)		83,862
Total debt securities available for sale	$	343,200	$	12,366	$	(1,759)	$	353,807

Securities Held to Maturity:
U.S. government and agency obligations	$	1,000	$	185	$	—	$	1,185
State and political subdivisions		18,022		738		—		18,760
Mortgage-backed securities - U.S. government agencies		3,248		267		—		3,515

Total securities held to maturity	$	22,270	$	1,190	$	—	$	23,460


	September 30, 2020
			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value

	(Dollars in Thousands)
Securities Available for Sale:
U.S. government and agency obligations	$	22,241	$	153	$	—	$	22,394
State and political subdivisions		79,099		1,940		(1,418)		79,621
Mortgage-backed securities - U.S. government agencies		226,863		9,774		(71)		236,566
Corporate debt securities		78,764		3,564		(545)		81,783
Total debt securities	$	406,967	$	15,431	$	(2,034)	$	420,364

Securities Held to Maturity:
U.S. government and agency obligations	$	1,000	$	236	$	—	$	1,236
State and political subdivisions		18,076		925		—		19,001
Mortgage-backed securities - U.S. government agencies		3,784		309		—		4,093

Total securities held to maturity	$	22,860	$	1,470	$	—	$	24,330

The Company recognized a holding loss on equity securities of $7,000 for the three months ended March 31, 2021, and a holding gain on equity securities of $3,000 for the six months ended March 31, 2021 and holding losses on equity securities of $39,000 and $58,000, respectively, during the three and six months ended March 31, 2020.

As of March 31, 2021, the Bank maintained $151.5 million of securities in a safekeeping account at the FHLB of Pittsburgh available to be used for collateral and convenience. As of March 31, 2021, the Bank was only required to hold $39.0 million as specific collateral for its borrowings from the FHLB of Pittsburgh; therefore the $112.5 million of excess securities as of such date were not restricted and could be sold or transferred if needed.

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The following table shows the gross unrealized losses and related fair values of the Company’s investment and mortgage-backed securities, aggregated by investment category and length of time that individual securities had been in a continuous loss position as of March 31, 2021:


		Less than 12 months				More than 12 months				Total
		Gross				Gross				Gross
		Unrealized		Fair		Unrealized		Fair		Unrealized		Fair
		Losses		Value		Losses		Value		Losses		Value

	(Dollars in Thousands)
Securities Available for Sale:
State and political subdivisions		$	(136)	$	10,686	$	(510)	$	6,838	$	(646)	$	17,524
Mortgage-backed securities -U.S. government agencies			(929)		25,777		—		—		(929)		25,777
Corporate debt securities			(184)		11,816		—		—		(184)		11,816

Total securities available for sale		$	(1,249)	$	48,279	$	(510)	$	6,838	$	(1,759)	$	55,117


	Less than 12 months				More than 12 months				Total
	Gross				Gross				Gross
	Unrealized		Fair		Unrealized		Fair		Unrealized		Fair
	Losses		Value		Losses		Value		Losses		Value

	(Dollars in Thousands)
Securities Available for Sale:
State and political subdivisions	$	(126)	$	10,735	$	(1,292)	$	24,510	$	(1,418)	$	35,245
Mortgage-backed securities - US government agencies		(66)		10,025		(5)		584		(71)		10,609
Corporate debt securities		(545)		16,472		—		—		(545)		16,472

Total securities available for sale	$	(737)	$	37,232	$	(1,297)	$	25,094	$	(2,034)	$	62,326

Management evaluates securities for other-than-temporary impairment (“OTTI”) at least once each quarter, and more frequently when economic or market concerns warrant such evaluation. The evaluation is based upon factors such as the creditworthiness of the issuers/guarantors, the underlying collateral, if applicable, and the continuing performance of the securities. Management also evaluates other facts and circumstances that may be indicative of an OTTI condition. This includes, but is not limited to, an evaluation of the type of security, the length of time and extent to which the fair value of the security has been less than cost, and the near-term prospects of the issuer.

The Company assesses whether a credit loss exists with respect to a security by considering whether (1) the Company has the intent to sell the security, (2) it is more likely than not that it will be required to sell the security before recovery has occurred, or (3) it does not expect to recover the entire amortized cost basis of the security. The Company bifurcates the OTTI impact on impaired securities where impairment in value is deemed to be other than temporary between the component representing credit loss and the component representing loss related to other factors. The portion of the fair value decline attributable to credit loss must be recognized through a charge to earnings. The credit component is determined by comparing the present value of the cash flows expected to be collected, discounted at the rate in effect before recognizing any OTTI, with the amortized cost basis of the debt security. The Company uses the cash flows expected to be realized from the security, which includes assumptions about interest rates, timing and severity of defaults, estimates of potential recoveries, the cash flow distribution from the security and other factors, then applies a discount rate equal to the effective yield of the security. The difference between the present value of the expected cash flows and the amortized book value is considered a credit loss. The fair value of the security is determined using the same expected cash flows; the discount rate is a rate the Company determines from open market

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and other sources as appropriate for the particular security. The difference between the fair value and the security’s remaining amortized cost is recognized in other comprehensive income (loss).

For both the three and six months ended March 31, 2021 and 2020, the Company did not record any credit losses on investment securities through earnings.

Mortgage-Backed Securities – At March 31, 2021, there were 15 mortgage-backed security in a gross unrealized loss position for less than 12 months, while there were no securities in a gross unrealized loss position for more than 12 months at such date. These securities represent asset-backed issues that are issued or guaranteed by a U.S. Government sponsored agency or carry the full faith and credit of the United States through a government agency and all of them are currently rated AAA by at least one bond credit rating agency. As a result, the Company did not consider these investments to be other-than-temporarily impaired at March 31, 2021.

Corporate Debt Securities – At March 31, 2021, there were three securities in a gross unrealized loss for less than 12 months, while there were no securities in a gross unrealized loss position for more than 12 months at such date. These securities were issued by publicly reporting companies with an investment grade rating by at least one bond credit rating agency. As a result, the Company did not consider these investments to be other-than-temporarily impaired at March 31, 2021.

State and political subdivisions – At March 31, 2021, there were four securities in a gross unrealized loss for less than 12 months, while there were three securities in a gross unrealized loss position for more than 12 months at such date. The unrealized losses on these debt securities relate principally to the changes in market rates of interest in the financial markets and are not as a result of projected shortfall of cash flows. These securities were issued by local municipalities/school districts with an investment grade rating by at least one bond credit rating agency. As a result, the Company did not consider these investments to be other-than-temporarily impaired at March 31, 2021.

The amortized cost and fair value of debt securities, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

The maturity table below excludes mortgage-backed securities because the contractual maturities of such securities are not indicative of actual maturities due to significant prepayments.


	March 31, 2021
	Held to Maturity				Available for Sale
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value

	(Dollars in Thousands)
Due after one through five years	$	5,693	$	6,085	$	31,190	$	32,832
Due after five through ten years		9,284		9,594		50,705		52,297
Due after ten years		4,045		4,266		87,062		88,977

Total	$	19,022	$	19,945	$	168,957	$	174,106

During the three and six month period ended March 31, 2021, the Company sold no securities. During the three month period ended March 31, 2020, the Company sold securities with an aggregate amortized cost of $44.6 million, for a recognized aggregate gain of $2.4 million (pre-tax). For the six month period ended March 31, 2020, the Company sold securities with an aggregate amortized cost of $62.1 million, for a recognized gain of $2.7 million (pre-tax).

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5. LOANS RECEIVABLE

Loans receivable consist of the following:


	March 31,		September 30,
	2021		2020

	(Dollars in Thousands)
One-to-four family residential	$	210,569	$	233,872
Multi-family residential		52,657		31,100
Commercial real estate		149,385		139,943
Construction and land development		264,618		260,648
Loans to financial institutions		—		6,000
Commercial business		41,882		12,916
Leases		117		176
Consumer		515		604

Total loans		719,743		685,259

Undisbursed portion of loans-in-process		(89,912)		(86,862)
Deferred loan fees		(603)		(1,794)
Allowance for loan losses		(8,353)		(8,303)

Net loans	$	620,875	$	588,300

The following table summarizes by loan segment the balance in the allowance for loan losses and the loans individually and collectively evaluated for impairment by loan segment at March 31, 2021:


	One- to								Loans to
	four-		Multi-family		Commercial		Construction and		financial		Commercial
	family residential		residential		real estate		land development		institutions		business		Leases		Consumer		Unallocated		Total

	(Dollars in Thousands)

Allowance for loan losses:
Individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$		$	—
Collectively evaluated for impairment		1,583		720		1,969		2,710		—		580		3		5		783		8,353
Total ending allowance balance	$	1,583	$	720	$	1,969	$	2,710	$	—	$	580	$	3	$	5	$	783	$	8,353

Loans:
Individually evaluated for impairment	$	3,475	$	—	$	1,328	$	8,250	$	—	$	—	$	—	$	—			$	13,053
Collectively evaluated for impairment		207,094		52,657		148,057		256,368		—		41,882		117		515				706,690
Total loans	$	210,569	$	52,657	$	149,385	$	264,618	$	—	$	41,882	$	117	$	515			$	719,743

The following table summarizes by loan segment the balance in the allowance for loan losses and the loans individually and collectively evaluated for impairment by loan segment at September 30, 2020:


	One- to								Loans to
	four-		Multi-family		Commercial		Construction and		financial		Commercial
	family residential		residential		real estate		land development		institutions		business		Leases		Consumer		Unallocated		Total

	(Dollars in Thousands)

Allowance for loan losses:
Individually evaluated for impairment	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$		$	—
Collectively evaluated for impairment		1,877		460		1,989		2,888		89		194		3		6		797		8,303
Total ending allowance balance	$	1,877	$	460	$	1,989	$	2,888	$	89	$	194	$	3	$	6	$	797	$	8,303

Loans:
Individually evaluated for impairment	$	3,095	$	—	$	1,417	$	8,525	$	—	$	—	$	—	$	—			$	13,037
Collectively evaluated for impairment		230,777		31,100		138,526		252,123		6,000		12,916		176		604				672,222
Total loans	$	233,872	$	31,100	$	139,943	$	260,648	$	6,000	$	12,916	$	176	$	604			$	685,259

The loan portfolio is segmented at a level that allows management to monitor both risk and performance. Management evaluates for potential impairment all construction loans, multi-family loans, commercial real estate loans, commercial business loans, loans to financial institutions, leases and all loans and leases more than 90 days delinquent as to principal and/or interest. Loans are considered to be impaired when, based on current information and events, it is

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probable that the Company will be unable to collect in full the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement.

Once the determination is made that a loan is impaired, the determination of whether a specific allocation of the allowance is necessary is generally measured by comparing the recorded investment in the loan to the fair value of the loan using one of the following three methods: (a) the present value of the expected future cash flows discounted at the loan’s effective interest rate; (b) the loan’s observable market price; or (c) the fair value of the collateral less selling costs. Management primarily utilizes the fair value of collateral method as a practically expedient alternative. On collateral method evaluations, any portion of the loan deemed uncollectible is charged-off against the loan loss allowance.

The following table presents impaired loans by class as of March 31, 2021, segregated by those for which a specific allowance was required and those for which no specific allowance was required.


					Impaired
					Loans with
	Impaired Loans with				No Specific
	Specific Allowance				Allowance		Total Impaired Loans

	(Dollars in Thousands)
									Unpaid
	Recorded		Related		Recorded		Recorded		Principal
	Investment		Allowance		Investment		Investment		Balance
One-to-four family residential	$	—	$	—	$	3,475	$	3,475	$	3,792
Commercial real estate		—		—		1,328		1,328		1,505
Construction and land development		—		—		8,250		8,250		10,631
Total	$	—	$	—	$	13,053	$	13,053	$	15,928

The following table presents impaired loans by class as of September 30, 2020, segregated by those for which a specific allowance was required and those for which no specific allowance was required.


					Impaired
					Loans with
	Impaired Loans with				No Specific
	Specific Allowance				Allowance		Total Impaired Loans

	(Dollars in Thousands)
									Unpaid
	Recorded		Related		Recorded		Recorded		Principal
	Investment		Allowance		Investment		Investment		Balance
One-to-four family residential	$	—	$	—	$	3,095	$	3,095	$	3,482
Commercial real estate		—		—		1,417		1,417		1,600
Construction and land development		—		—		8,525		8,525		10,906
Total	$	—	$	—	$	13,037	$	13,037	$	15,988

The following tables present the average recorded investment in impaired loans and related interest income recognized for the periods indicated:


	Three Months Ended March 31, 2021
	Average				Income
	Recorded		Income Recognized		Recognized on
	Investment		on Accrual Basis		Cash Basis

	(Dollars in Thousands)
One-to-four family residential	$	3,281	$	4	$	2
Commercial real estate		1,329		—		—
Construction and land development		8,338		—		—
Total impaired loans	$	12,947	$	4	$	2

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	Three Months Ended March 31, 2020
	Average				Income
	Recorded		Income Recognized		Recognized on
	Investment		on Accrual Basis		Cash Basis

	(Dollars in Thousands)
One-to-four family residential	$	4,195	$	—	$	8
Multi-family residential		74		—		—
Commercial real estate		1,593		—		—
Construction and land development		8,726		—		—
Consumer		16		—		—
Total impaired loans	$	14,604	$	—	$	8


	Six Months Ended March 31, 2021
	Average				Income
	Recorded		Income Recognized		Recognized on
	Investment		on Accrual Basis		Cash Basis

	(Dollars in Thousands)
One-to-four family residential	$	3,219	$	9	$	2
Commercial real estate		1,358		—		—
Construction and land development		8,400		—		—
Consumer		—		—		—
Total impaired loans	$	12,977	$	9	$	2


	Six Months Ended March 31, 2020
	Average				Income
	Recorded		Income Recognized		Recognized on
	Investment		on Accrual Basis		Cash Basis

	(Dollars in Thousands)
One-to-four family residential	$	4,195	$	3	$	17
Multi-family residential		74		—		—
Commercial real estate		1,593		—		1
Construction and land development		8,725		—		—
Commercial business		4		—		1
Consumer		16		—		—
Total impaired loans	$	14,607	$	3	$	19

Federal regulations and our loan policy require that the Company utilize an internal asset classification system as a means of reporting problem and potential problem assets. The Company has incorporated an internal asset classification system, consistent with Federal banking regulations, as a part of its credit monitoring system. Management currently classifies problem and potential problem assets as “special mention”, “substandard,” “doubtful” or “loss” assets. An asset is considered “substandard” if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. “Substandard” assets include those characterized by the “distinct possibility” that the insured institution will sustain “some loss” if the deficiencies are not corrected. Assets classified as “doubtful” have all of the weaknesses inherent in those classified “substandard” with the added characteristic that the weaknesses present make “collection or liquidation in full,” on the basis of currently existing facts, conditions, and values, “highly questionable and improbable.” Assets classified as “loss” are those considered “uncollectible” and of such little value that their continuance as assets without the establishment of a specific loss reserve is not warranted. Assets which do not currently expose the insured institution to sufficient risk to warrant classification in one of the three aforementioned categories but possess weaknesses are required to be designated “special mention.”

The following tables present the classes of the loan portfolio in which a formal risk weighting system is utilized summarized by the aggregate “Pass” and the criticized category of “special mention”, and the classified categories of

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“substandard”, “doubtful” and “loss” within the Company’s risk rating system as applied to the loan portfolio. The Company had no loans classified as “doubtful” or “loss” at either of the dates presented.


	March 31, 2021
			Special
	Pass		Mention		Substandard		Doubtful		Total

	(Dollars in Thousands)
One-to-four residential	$	205,653	$	1,441	$	3,475	$	—	$	210,569
Multi-family residential		52,657		—		—		—		52,657
Commercial real estate		138,307		9,750		1,328		—		149,385
Construction and land development		256,368		—		8,250		—		264,618
Commercial business		41,882		—		—		—		41,882
Total	$	694,867	$	11,191	$	13,053	$	—	$	719,111


	September 30, 2020
			Special
	Pass		Mention		Substandard		Doubtful		Total

	(Dollars in Thousands)
One-to-four residential	$	229,361	$	1,416	$	3,095	$	—	$	233,872
Multi-family residential		31,100		—		—		—		31,100
Commercial real estate		128,527		9,999		1,417		—		139,943
Construction and land development		252,123		—		8,525		—		260,648
Loans to financial institutions		6,000		—		—		—		6,000
Commercial business		12,916		—		—		—		12,916
Total	$	660,027	$	11,415	$	13,037	$	—	$	684,479

The Company evaluates the classification of one-to-four family residential, leases and consumer loans primarily on a pooled basis. If the Company becomes aware that adverse or distressed conditions exist that may affect a particular loan, the loan is downgraded following the above definitions of special mention, substandard, doubtful and loss.

The following tables represent loans in which a formal risk rating system is not utilized, but loans are segregated between performing and non-performing based primarily on delinquency status. Non-performing loans that would be included in the table are those loans greater than 90 days past due as to principal and/or interest that do not have a designated risk rating.


	March 31, 2021
			Non-
	Performing		Performing		Total

	(Dollars in Thousands)
Leases	$	117	$	—	$	117
Consumer		515		—		515
Total	$	632	$	—	$	632


	September 30, 2020
			Non-
	Performing		Performing		Total

	(Dollars in Thousands)
Leases	$	176	$	—	$	176
Consumer		604		—		604
Total	$	780	$	—	$	780

Management further monitors the performance and credit quality of the loan portfolio by analyzing the age of the portfolio as determined by the length of time a recorded payment is due or overdue, as the case may be. The following

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tables present the loan categories of the loan portfolio summarized by the aging categories of performing loans, delinquent loans and nonaccrual loans:


	March 31, 2021
													90 Days+
			30‑89 Days		90 Days +		Total		Total		Non-		Past Due
	Current		Past Due		Past Due		Past Due		Loans		Accrual		and Accruing

	(Dollars in Thousands)
One-to-four family residential	$	206,656	$	671	$	3,242	$	3,913	$	210,569	$	3,475	$	—
Multi-family residential		52,657		—		—		—		52,657		—		—
Commercial real estate		145,673		2,384		1,328		3,712		149,385		1,328		—
Construction and land development		256,368		—		8,250		8,250		264,618		8,250		—
Commercial business		41,882		—		—		—		41,882		—		—
Leases		117		—		—		—		117		—
Consumer		458		57		—		57		515		—		—
Total Loans	$	703,811	$	3,112	$	12,820	$	15,932	$	719,743	$	13,053	$	—


	September 30, 2020
													90 Days+
			30‑89 Days		90 Days +		Total		Total		Non-		Past Due
	Current		Past Due		Past Due		Past Due		Loans		Accrual		and Accruing

	(Dollars in Thousands)
One-to-four family residential	$	231,196	$	523	$	2,153	$	2,676	$	233,872	$	3,095	$	—
Multi-family residential		31,100		—		—		—		31,100		—		—
Commercial real estate		136,225		2,301		1,417		3,718		139,943		1,417		—
Construction and land development		252,123		—		8,525		8,525		260,648		8,525		—
Commercial business		12,916		—		—		—		12,916		—		—
Loans to financial institutions		6,000		—		—		—		6,000		—		—
Leases		176		—		—		—		176		—
Consumer		604		—		—		—		604		—		—
Total Loans	$	670,340	$	2,824	$	12,095	$	14,919	$	685,259	$	13,037	$	—

The allowance for loan losses is established through a provision for loan losses charged to expense. The Company maintains the allowance at a level believed to cover all known and inherent losses in the portfolio that are both probable and reasonable to estimate at each reporting date. Management reviews the allowance for loan losses no less than quarterly in order to identify these inherent losses and to assess the overall collection probability for the loan portfolio in view of these inherent losses. For each primary type of loan, a loss factor is established reflecting an estimate of the known and inherent losses in such loan type contained in the portfolio using both a quantitative analysis as well as consideration of qualitative factors. The evaluation process includes, among other things, an analysis of delinquency trends, non-performing loan trends, the level of charge-offs and recoveries, prior loss experience, total loans outstanding, the volume of loan originations, the type, size and geographic concentration of the Company’s loans, the value of collateral securing the loans, the borrowers’ ability to repay and repayment performance, the number of loans requiring heightened management oversight, local economic conditions and industry experience. For the three months ended March 31, 2021 the analysis took into account the pandemic and its effects on the Company's business, especially with respect to commercial real estate, commercial business and construction and land development loans.

Commercial real estate loans entail significant additional credit risks compared to owner-occupied one-to-four family residential mortgage loans, as they generally involve large loan balances concentrated with a single borrower or groups of related borrowers. In addition, the payment experience on loans secured by income-producing properties typically depends on the successful operation of the related real estate project and/or business operation of the borrower who is, in some cases, also the primary occupant, and thus may be subject to a greater extent to the effects of adverse conditions in the real estate market and in the economy in general. Commercial business loans typically involve a higher risk of default than residential loans of like duration since their repayment is generally dependent on the successful operation of the borrower’s business and the sufficiency of collateral, if any. Land acquisition, development

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and construction lending exposes the Company to greater credit risk than permanent mortgage financing. The repayment of land acquisition, development and construction loans depends upon the sale of the property to third parties and/or the availability of permanent financing upon completion of all improvements. These events may adversely affect the sale of the properties, potentially reducing both the borrowers’ ability to make required payments as well as reducing the value of the collateral property. Such lending is additionally subject to the risk that if the estimate of construction cost proves to be inaccurate, the Company potentially will be compelled to advance additional funds to allow completion of the project. In addition, if the estimate of value proves to be inaccurate, the Company may be confronted with a project, when completed, having less value than the loan amount. If the Company is forced to foreclose on a construction project prior to completion, there is no assurance that the Company would be able to recover the entire unpaid portion of the loan.

The following tables summarize the primary segments of the allowance for loan losses. Activity in the allowance is presented for both the three and six month periods ended March 31, 2021 and 2020:


	Three Months Ended March 31, 2021
	One- to		Multi-				Construction				Loans to
	four-family		family		Commercial		and land		Commercial		financial
	residential		residential		real estate		development		business		institutions		Leases		Consumer		Unallocated		Total

	(In Thousands)
ALLL balance at December 31, 2020	$	2,011	$	457	$	1,935	$	2,828	$	319	$	—	$	3	$	6	$	759	$	8,318
Charge-offs		—		—		—		—		—		—		—		—		—		—
Recoveries		—		—		—		—		—		—		—		35		—		35
Provision		(428)		263		34		(118)		261		—		—		(36)		24		—
ALLL balance at March 31, 2021	$	1,583	$	720	$	1,969	$	2,710	$	580	$	—	$	3	$	5	$	783	$	8,353


	Six Months Ended March 31, 2021
	One- to		Multi-				Construction				Loans to
	four-family		family		Commercial		and land		Commercial		financial
	residential		residential		real estate		development		business		institutions		Leases		Consumer		Unallocated		Total

	(In Thousands)
ALLL balance at September 30, 2020	$	1,877	$	460	$	1,989	$	2,888	$	194	$	89	$	3	$	6	$	797	$	8,303
Charge-offs		—		—		—		—		—		—		—		—		—		—
Recoveries		1		—		—		—		14		—		—		35		—		50
Provision		(295)		260		(20)		(178)		372		(89)		—		(36)		(14)		—
ALLL balance at March 31, 2021	$	1,583	$	720	$	1,969	$	2,710	$	580	$	—	$	3	$	5	$	783	$	8,353


	Three Months Ended March 31, 2020
	One- to		Multi-				Construction				Loans to
	four-family		family		Commercial		and land		Commercial		financial
	residential		residential		real estate		development		business		institutions		Leases		Consumer		Unallocated		Total

	(In Thousands)
ALLL balance at December 31, 2019	$	999	$	255	$	1,281	$	2,205	$	201	$	63	$	4	$	12	$	508	$	5,528
Charge-offs		(3)		-		-		-		(15)		—		—		(56)		—		(74)
Recoveries		1		-		-		-		-		—		—		6		—		7
Provision		304		40		84		-115		71		7		—		41		68		500
ALLL balance at March 31, 2020	$	1,301	$	295	$	1,365	$	2,090	$	257	$	70	$	4	$	3	$	576	$	5,961


	Six Months Ended March 31, 2020
	One- to		Multi-				Construction				Loans to
	four-family		family		Commercial		and land		Commercial		financial
	residential		residential		real estate		development		business		institutions		Leases		Consumer		Unallocated		Total

	(In Thousands)
ALLL balance at September 30, 2019	$	1,002	$	315	$	1,257	$	2,034	$	206	$	63	$	5	$	13	$	498	$	5,393
Charge-offs		(3)		—		—		—		(15)		—		—		(56)		—		(74)
Recoveries		1		—		—		—		—		—		10		6		—		17
Provision		301		(20)		108		56		66		7		(11)		40		78		625
ALLL balance at March 31, 2020	$	1,301	$	295	$	1,365	$	2,090	$	257	$	70	$	4	$	3	$	576	$	5,961

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The Company recorded no provision for loan losses for the three and six month periods ended March 31, 2021, compared to a provision of $500,000 and $625,000 for loan losses for the three and six month periods in fiscal 2020. During the quarter ended March 31, 2021, the Company recorded no charge offs and recoveries of $35,000. During the six months ended March 31, 2021, the Company recorded no charge offs and recoveries of $50,000. During the quarter ended March 31, 2020, the Company recorded $74,000 in charge offs and recoveries of $7,000. During the six months ended March 31, 2020, the Company recorded charge offs of $74,000 and recoveries of $17,000.

At March 31, 2021, the Company had four loans aggregating $4.9 million that were classified as TDRs. Three of the TDRs, totaling $4.5 million, which are on non-accrual, are a part of a troubled lending relationship totaling $10.1 million. The remaining TDR is also on non-accrual and consists of a $399,000 loan secured by a single-family property; the loan is performing in accordance with the restructured terms.

The Company did not restructure any loans, as a TDR, during the three and six months ended March 31, 2021, or during the three and six months ending March 31, 2020.

No TDRs defaulted during the three and six month periods ending March 31, 2021 or 2020.

6. DEPOSITS

Deposits consist of the following major classifications:


	March 31,				September 30,
	2021				2020
	Amount		Percent		Amount		Percent

	(Dollars in Thousands)
Non-interest-bearing checking accounts	$	32,253	4.1	%	$	30,002	3.9	%
Interest-bearing checking accounts		112,752	14.2	%		135,797	17.6	%
Money market deposit accounts		116,882	14.7	%		111,105	14.4	%
Passbook, club and statement savings		229,936	29.0	%		224,435	29.1	%
Certificates maturing in six months or less		162,045	20.4	%		125,165	16.2	%
Certificates maturing in more than six months		139,877	17.6	%		144,445	18.8	%

Total	$	793,745	100.0	%	$	770,949	100.0	%

Certificates in the amount of $250,000 and over totaled $99.7 million as of March 31, 2021 and $76.6 million as of September 30, 2020.

7. ADVANCES FROM FEDERAL HOME LOAN BANK – SHORT TERM

As of March 31, 2021 and September 30, 2020 outstanding balances and related information regarding short-term borrowings from the FHLB are summarized as follows:


	March 31,			September 30,
(Dollar Amounts in Thousands)	2021			2020
Balance at year-end	$	—		$	25,000
Weight-average rate at period-end		—	%		0.39	%

As September 30, 2020, the $25.0 million of borrowings consisted of one 90-day FHLB advance associated with an interest rate swap contract.

The Bank maintains borrowing facilities with the FHLB of Pittsburgh, Atlantic Community Bankers Bank (“ACBB”) and the Federal Reserve Bank of Philadelphia, the terms and interest rates of which are subject to change on the date of execution of borrowings. Available borrowings are based on collateral with the facility. The Bank also maintains unsecured borrowing facilities with ACBB and PNC for $12.5 million and $10.0 million, respectively. There were no draws on either facility as of March 31, 2021.

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8. ADVANCES FROM FEDERAL HOME LOAN BANK – LONG TERM

Pursuant to collateral agreements with the FHLB of Pittsburgh, advances are secured by a blanket collateral of loans held by the Bank and qualifying fixed-income securities and FHLB stock. The long-term advances outstanding as of March 31, 2021 and September 30, 2020 are as follows:


Lomg-term FHLB advances:	Maturity range		Weighted average			Stated interest rate range				March 31,		September 30,
Description	from	to	interest rate			from		to		2021		2020

										(Dollars in Thousands)
Fixed Rate - Amortizing	1‑Oct‑20	30‑Sep‑21		2.80	%	2.72	%	2.83	%	$	1,074	$	5,179
Fixed Rate - Amortizing	1‑Oct‑21	30‑Sep‑22		2.88	%	1.99	%	3.05	%		3,886		5,523
Fixed Rate - Amortizing	1‑Oct‑22	30‑Sep‑23		2.89	%	1.94	%	3.11	%		4,414		5,265
Total				2.87	%						9,374		15,967

Fixed Rate - Advances	1‑Oct‑20	30‑Sep‑21		2.30	%	1.42	%	2.35	%		15,996		17,996
Fixed Rate - Advances	1‑Oct‑21	30‑Sep‑22		2.31	%	1.94	%	3.23	%		63,272		63,293
Fixed Rate - Advances	1‑Oct‑22	30‑Sep‑23		2.52	%	2.00	%	3.22	%		94,999		94,999
Fixed Rate - Advances	1‑Oct‑23	30‑Sep‑24		2.88	%	2.38	%	3.20	%		67,998		67,998
Total				2.55	%						242,265		244,286

				2.57	%			Total		$	251,639	$	260,253

9. INTEREST RATE SWAPS

The Bank has contracted with a third party to participate in interest rate swap contracts. There were thirteen cash flow hedges tied to wholesale funding at both March 31, 2021 and September 30, 2020. These interest rate swaps involve the receipt of variable-rate amounts from a counterparty in exchange for the Bank making fixed-rate payments. During the quarter ended March 31, 2021, $3,000 of income was recognized as ineffectiveness through earnings, while $4,000 of expense was recognized as ineffectiveness through earnings during the comparable period in fiscal 2020. During the six months ended March 31, 2020, $5,000 of expense was recognized as ineffectiveness through earnings, while $3,000 of expense was recognized as ineffectiveness through earnings during the comparable period in 2020. There were nine interest rate swaps designated as fair value hedges involving the receipt of variable-rate payments from a counterparty in exchange for the Bank making fixed-rate payments over the life of the agreements that were applicable to three loans and seven investment securities as of both March 31, 2021 and September 30, 2020. There was $26.3 million on deposit with the counterparty as collateral for the hedges at March 31, 2021. The fair value is recorded in the other liabilities section of the consolidated statements of financial condition.

Below is a summary of the interest rate swap agreements and their terms as of March 31, 2021.


2021
Hedged	Notional		Pay Rate				Receive	Maturity Date		Unrealized
Item	Amount		from		to		Rate	from	to	Loss
(Dollars in Thousands)
State and political subdivisions	$	21,570	3.06	%	3.07	%	3 Mth Libor	1-Feb-27	1-May-28	$	(2,316)
Commercial loans		23,656	4.10	%	5.74	%	1 Mth Libor +225 to 276 bp	13-Jun-25	1-Aug-26		—
30 day wholesale funding		90,000	1.36	%	2.70	%	1 Mth Libor	15-Feb-24	12-Jun-26		(4,099)
90 day wholesale funding		135,000	2.51	%	2.78	%	3 Mth Libor	11-Jan-24	27-Mar-24		(8,466)

										$	(14,881)

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Below is a summary of the interest rate swap agreements and their terms as of September 30, 2020.


2021
Hedged	Notional		Pay Rate				Receive	Maturity Date		Unrealized
Item	Amount		from		to		Rate	from	to	Loss
(Dollars in Thousands)
State and political subdivisions	$	21,570	3.06	%	3.07	%	3 Mth Libor	1-Feb-27	1-May-28	$	(3,834)
Commercial loans		23,656	4.10	%	5.74	%	1 Mth Libor +225 to 276 bp	13-Jun-25	1-Aug-26		—
30 day wholesale funding		90,000	1.36	%	2.70	%	1 Mth Libor	15-Feb-24	12-Jun-26		(6,157)
90 day wholesale funding		135,000	2.51	%	2.78	%	3 Mth Libor	11-Jan-24	27-Mar-24		(10,969)

										$	(20,960)

All interest swaps are carried at fair value in accordance with FASB ASC 815 “Derivatives and Hedging.”

10. INCOME TAXES

Items that gave rise to significant portions of deferred income taxes are as follows:


	March 31,		September 30,
	2021		2020

	(Dollars in Thousands)
Deferred tax assets:
Allowance for loan losses	$	2,074	$	2,071
Nonaccrual interest		625		561
Accrued vacation		16		16
Capital loss carryforward		4		4
Split dollar life insurance		9		9
Post-retirement benefits		70		72
Realized loss on equity securities		—		3
Unrealized losses on interest rate swaps		2,637		3,596
Deferred compensation		756		781
Goodwill		52		58
Lease liability		276		—
Other		104		48
Employee benefit plans		214		187
Total deferred tax assets		6,837		7,406
Valuation allowance		(4)		(4)
Total deferred tax assets, net of valuation allowance		6,833		7,402

Deferred tax liabilities:
Property		173		137
Right of Use		251		—
Realized gain on equity securities		9		—
Unrealized gains on available for sale securities		2,227		2,813
Purchase accounting adjustments		359		321
Deferred loan fees		401		229
Total deferred tax liabilities		3,420		3,500
Net deferred tax assets	$	3,413	$	3,902

The Company establishes a valuation allowance for deferred tax assets when management believes that the use of the deferred tax assets is not likely to be fully realized through future reversals of existing taxable temporary differences and/or, to a lesser extent, future taxable income. The tax deduction generated by the redemption of the shares of a mutual fund held by the Bank and the subsequent impairment charge on the assets acquired through the redemption in kind are considered capital losses and can only be utilized to the extent of capital gains recognized over a five year

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period, resulting in the establishment of a valuation allowance for the carryforward period. The valuation allowance totaled $4,000 at both March 31, 2021 and September 30, 2020.

There is currently no liability for uncertain tax positions and no known unrecognized tax benefits. The Company recognizes, when applicable, interest and penalties related to unrecognized tax benefits in the provision for income taxes in the consolidated statements of operations as a component of income tax expense. The Company’s federal and state income tax returns for taxable years through September 30, 2016 have been closed for purposes of examination by the Internal Revenue Service and the Pennsylvania Department of Revenue.

11. STOCK COMPENSATION PLANS

The Company maintains the 2008 Recognition and Retention Plan (“RRP”) which is administered by a committee of the Board of Directors of the Company. The RRP provides for the grant of shares of common stock of the Company to officers, employees and directors of the Company. In order to fund the grant of shares under the RRP, the RRP purchased 213,528 shares (on a converted basis) of the Company’s common stock in the open market for an aggregating cost of approximately $2.5 million, at an average purchase price per share of $11.49. The Company made sufficient contributions to the RRP to fund these purchases. During February 2015, shareholders approved the 2014 Stock Incentive Plan (the “2014 SIP”). As part of the 2014 SIP, a maximum of 285,655 shares of common stock can be awarded as restricted stock awards or units, of which 233,500 shares were awarded during February 2015. In August 2016, the Company granted 7,473 awards covering shares under the RRP and 3,027 shares under the 2014 SIP. In March 2017, the Company granted awards covering 17,128 shares under the 2014 SIP. In March 2018, the Company granted awards covering 8,209 shares under the RRP and 18,291 shares under the 2014 SIP. Shares subject to awards under either plan generally vest at the rate of 20% per year over five years. No further grants may be made pursuant to the RRP in accordance with its terms.

Compensation expense related to the shares subject to restricted stock awards granted is recognized ratably over the five-year vesting period in an amount which totals the grant date fair value multiplied by the number of shares subject to the grant. During the three and six months ended March 31, 2021, an aggregate of $41,000 and $84,000, respectively, was recognized in compensation expense for the grants pursuant to the RRP and the 2014 SIP. During the three and six months ended March 31, 2020, $120,000 and $256,000, respectively, was recognized in compensation expense for the grants pursuant to the RRP and the 2014 SIP. At March 31, 2021, approximately $239,000 in additional compensation expense for unvested shares awarded related to the RRP and 2014 SIP remained unrecognized.

A summary of the Company’s non-vested stock award activity for the six months ended March 31, 2021 is presented in the following table:


	Six Months Ended
	March 31, 2021
	Number of	Weighted Average
	Shares	Grant Date Fair Value
Non-vested stock awards at October 1, 2020	23,056	$	17.78
Granted	—		—
Forfeited	—		—
Vested	(8,128)		18.03
Non-vested stock awards at March 31, 2021	14,928	$	17.66

The Company maintains the 2008 Stock Option Plan (the “Option Plan”) which authorizes the grant of stock options to officers, employees and directors of the Company to acquire shares of common stock with an exercise price at least equal to the fair market value of the common stock on the grant date. Options generally become vested and exercisable at the rate of 20% per year over five years and are generally exercisable for a period of ten years after the grant date. A total of 533,808 shares (on a converted basis) of common stock were approved for future issuance pursuant to the Option Plan. As of September 30, 2018, all of the options had been awarded under the Option Plan. The 2014 SIP reserved up to 714,145 shares for issuance pursuant to options. Options to purchase 605,000 shares were awarded during February 2015 pursuant to the 2014 SIP. During August 2016, the Company granted options covering 18,866

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shares under the Option Plan and 8,634 shares under the 2014 SIP. In March 2017, the Company granted options covering 22,828 shares under the 2014 SIP. In May 2017, the Company granted options covering 25,000 shares under the 2014 SIP and 283 shares under the Option Plan. In March 2018, the Company granted options covering 159,265 shares under the 2014 SIP and 18,235 shares under the Option Plan. In July 2019, the Company granted options covering 39,702 shares under the 2014 SIP. In September 2020, the Company granted 12,500 shares under the 2014 SIP. No further grants may be made pursuant to the Option Plan.

A summary of the status of the Company’s stock options under the Option Plan and the 2014 SIP as of March 31, 2021 is presented below:


	Six Months Ended
	March 31, 2021
	Number of	Weighted Average
	Shares	Exercise Price
Options outstanding at October 1, 2020	571,258	$	14.58
Granted	—		—
Exercised	(15,000)		12.23
Forfeited	(39,500)		18.42
Outstanding at March 31, 2021	516,758	$	14.36
Exercisable at March 31, 2021	400,231	$	13.70

The weighted average remaining contractual term was approximately 5.1 years for options outstanding as of March 31, 2021.

The estimated fair value of options granted during fiscal 2009 was $2.98 per share, $2.92 for options granted during fiscal 2010, $3.34 for options granted during fiscal 2013, $4.67 for the options granted during fiscal 2014, $4.58 for options granted during fiscal 2015, $2.13 for options granted during fiscal 2016, $3.18 for options granted during fiscal 2017, $3.63 for options granted during fiscal 2018, $3.38 for options granted in fiscal 2019 and $2.31 for options granted in 2020. The fair value for grants made in fiscal 2017 was estimated on the date of grant using the Black-Scholes pricing model with the following assumptions: an exercise and fair value of $17.43, term of seven years, volatility rate of 14.37%, interest rate of 2.22% and a yield rate of 0.69%. The fair value for grants made in fiscal 2018 was estimated on the date of grant using the Black-Scholes pricing model with the following assumptions: an exercise and fair value of $18.46, term of seven years, volatility rate of 15.90%, interest rate of 2.82% and a yield rate of 1.08%. The fair value for grants made in fiscal 2019 was estimated on the date of grant using the Black-Scholes pricing model with the following assumptions: an exercise and fair value of $18.16, term of seven years, volatility rate of 17.76%, interest rate of 1.87% and a yield rate of 1.10%. The fair value for grants made in fiscal 2020 was estimated on the date of grant using the Black-Scholes pricing model with the following assumptions: an exercise and fair value of $10.00, term of seven years, volatility rate of 33.22%, interest rate of 0.41% and a yield rate of 2.80%.

During the three and six months ended March 31, 2021, $41,000 and $84,000, respectively, was recognized in compensation expense for options granted pursuant to the Option Plan and the 2014 SIP. During the three and six months ended March 31, 2020, $117,000 and $270,000, respectively, was recognized in compensation expense for options granted pursuant to the Option Plan and the 2014 SIP.

At March 31, 2021, there was approximately $339,000 in additional compensation expense to be recognized for awarded options which remained outstanding and unvested at such date. The weighted average period over which this expense will be recognized is approximately 2.4 years.

12. COMMITMENTS AND CONTINGENT LIABILITIES

At March 31, 2021, the Company had $55.0 million in outstanding commitments to originate loans with market interest rates ranging from 3.13% to 4.50%. At September 30, 2020, the Company had $29.9 million in outstanding commitments to originate loans with market interest rates ranging from 3.25% to 4.75%. The aggregate undisbursed portion of loans-in-process amounted to $89.9 million at March 31, 2021 and $86.9 million at September 30, 2020.

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The Company also had commitments under unused lines of credit of $45.9 million as of March 31, 2021 and $40.1 million as of September 30, 2020 and letters of credit outstanding of $1.1 million as of March 31, 2021 and $1.1 million as of September 30, 2020.

Among the Company’s contingent liabilities are exposures to limited recourse arrangements with respect to the Company’s sales of whole loans and participation interests. At March 31, 2021, the exposure, which represents a portion of credit risk associated with the interests sold, amounted to $1.0 million. This exposure is for the life of the related loans and payables, on our proportionate share, as actual losses are incurred.

The Company is involved in various legal proceedings occurring in the ordinary course of business. Management of the Company, based on discussions with litigation counsel, believes that such proceedings will not have a material adverse effect on the financial condition, operations or cash flows of the Company. However, there can be no assurance that any of the outstanding legal proceedings to which the Company is a party will not be decided adversely to the Company’s interests and not have a material adverse effect on the financial condition and operations of the Company.

13. FAIR VALUE MEASUREMENT

The fair value estimates presented herein are based on pertinent information available to management as of March 31, 2021 and September 30, 2020, respectively. Although management is not aware of any factors that would significantly affect the fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date and, therefore, current estimates of fair value may differ significantly from the amounts presented herein.

Generally accepted accounting principles used in the United States establish a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value.

The three broad levels of hierarchy are as follows:

Level 1 Quoted prices in active markets for identical assets or liabilities.

Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; 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 or liabilities.

Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities; Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

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Those assets and liabilities as of March 31, 2021 which are measured at fair value on a recurring basis are as follows:


	Category Used for Fair Value Measurement
	Level 1		Level 2		Level 3		Total

	(Dollars in Thousands)

Assets:
Securities available for sale:
U.S. Government and agency obligations	$	—	$	10,893	$	—	$	10,893
State and political subdivisions		—		79,351		—		79,351
Mortgage-backed securities - U.S. Government agencies		—		179,701		—		179,701
Corporate bonds		—		83,862		—		83,862
Equity securities		54		—		—		54
Total	$	54	$	353,807	$	—	$	353,861

Liabilities:
Interest rate swap contracts	$	—	$	14,881	$	—	$	14,881
Total	$	—	$	14,881	$	—	$	14,881

Those assets and liabilities as of September 30, 2020 which are measured at fair value on a recurring basis are as follows:


	Category Used for Fair Value Measurement
	Level 1		Level 2		Level 3		Total

	(Dollars in Thousands)

Assets:
Securities available for sale:
U.S. Government and agency obligations	$	—	$	22,394	$	—	$	22,394
State and political subdivisions		—		79,621		—		79,621
Mortgage-backed securities - U.S. Government agencies		—		236,566		—		236,566
Corporate bonds		—		81,783		—		81,783
Equity securities		51		—		—		51
Total	$	51	$	420,364	$	—	$	420,415

Liabilities:
Interest rate swap contracts	$	—	$	20,960	$	—	$	20,960
Total	$	—	$	20,960	$	—	$	20,960

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The fair value of financial instruments has been determined by the Company using available market information and appropriate valuation methodologies. However, considerable judgment is necessarily required to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.


					Fair Value Measurements at
	Carrying		Fair		March 31, 2021
	Amount		Value		(Level 1)		(Level 2)		(Level 3)

	(Dollars in Thousands)
Assets:
Investment and mortgage-backed securities held to maturity	$	22,270	$	23,460	$	—	$	23,460	$	—
Loans receivable, net		620,875		622,637		—		—		622,637

Liabilities:
Certificates of deposit		301,922		311,058		311,058		—		—
Advances from FHLB - long-term		251,639		261,171		261,171		—		—


					Fair Value Measurements at
	Carrying		Fair		September 30, 2020
	Amount		Value		(Level 1)		(Level 2)		(Level 3)

	(Dollars in Thousands)
Assets:
Investment and mortgage-backed securities held to maturity	$	22,860	$	24,330	$	—	$	24,330	$	—
Loans receivable, net		588,300		593,768						593,768

Liabilities:
Certificates of deposit		269,610		278,224		278,224		—		—
Advances from FHLB - long-term		260,253		274,172		274,172		—		—

14. GOODWILL AND OTHER INTANGIBLE ASSETS

The Company’s goodwill and intangible assets are related to the acquisition of Polonia Bancorp, Inc. on January 1, 2017.


	Balance						Balance
	October 1,		Additions/				March 31,		Amortization
	2020		Adjustments		Amortization		2021		Period

					(Dollars in Thousands)
Goodwill	$	6,102	$	—	$	—	$	6,102
Core deposit intangible		340		—		(49)		291	10 years
	$	6,442	$	—	$	(49)	$	6,393

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As of March 31, 2021, the current fiscal year and the future fiscal periods amortization expense for the core deposit intangible is:


(in Thousands)

2021	$	44
2022		78
2023		64
2024		49
2025		34
Thereafter		22
	$	291

15. LEASES

Operating leases in which the Company is the lessee are recorded as operating lease Right of Use ("ROU") assets and operating lease liabilities, included in other assets and other liabilities, respectively, on the consolidated statement of financial condition. The Company does not currently have any finance leases. Operating lease ROU assets represent the right to use an underlying asset during the lease term and operating lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and operating lease liabilities were recognized on October 1, 2019, the date of adoption of ASU 2016-02 based on the present value of the remaining lease payments using a discount rate that represents the Company's incremental borrowing rate at the date of initial application.

Operating lease expense, which is comprised of amortization of the ROU assets and the implicit interest accreted on the operating lease liability, is recognized on a straight line basis over the lease term of the operating lease, and is recorded in office occupancy expense in the consolidated statements of operations. The leases relate to Bank branches with remaining lease terms of generally five to nine years.

As of March 31, 2021, operating lease ROU assets were $1.2 million and operating lease liabilities were $1.3 million. Operating lease costs of $51,000 and $102,000, respectively, were recognized for the three and six month periods ended March 31, 2021.

The following table summarizes other information related to our operating leases:


March 31, 2021
Weighted-average remaining lease term - operating leases in years	6.85
Weighted-average discount rate - operating leases	2.0	%

The following table presents aggregate lease maturities and obligations as of March 31, 2021:


(Dollars in Thousands)

2021	$	105
2022		213
2023		216
2024		220
2025		231
2025 and thereafter		423
Total lease payments		1,408
Less: interest		96
Present value of lease liabilities	$	1,312

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our unaudited consolidated financial statements included elsewhere in this Form 10-Q and with our Annual Report on Form 10-K for the year ended September 30, 2020 (the “Form 10-K”).

Overview. Prudential Bancorp, Inc. (the “Company”) was formed by Prudential Bancorp, Inc. of Pennsylvania to become the successor holding company for Prudential Bank (the “Bank”) (formerly known as Prudential Savings Bank) as a result of the second-step conversion of Prudential Mutual Holding Company completed in October 2013. The Company’s results of operations are primarily dependent on the results of the Bank, which is a wholly owned subsidiary of the Company. The Company’s results of operations depend to a large extent on net interest income, which primarily is the difference between the income earned on its loan and securities portfolios and the cost of funds, which is the interest paid on deposits and borrowings. Results of operations are also affected by our provision for loan losses, non-interest income (which includes impairment charges) and non-interest expense. Non-interest expense principally consists of salaries and employee benefits, office occupancy expense, depreciation, data processing expense, payroll taxes and other expenses. Our results of operations are also significantly affected by general economic and competitive conditions, especially changes resulting from the COVID-19 pandemic and the governmental actions taken to address it including shelter-in-place orders and required closing of non-essential businesses, as well as changes in interest rates, government policies and actions of regulatory authorities. Future changes in applicable laws, regulations or government policies may materially impact our financial condition and results of operations.

The Bank is subject to regulation by the Federal Deposit Insurance Corporation (the “FDIC”) and the Pennsylvania Department of Banking and Securities (the “Department”). The Bank’s main office is located in Philadelphia, Pennsylvania, with nine additional full-service banking offices located in Philadelphia, Delaware and Montgomery Counties in Pennsylvania. The Bank’s primary business consists of attracting deposits from the general public and using those funds together with borrowings to originate loans and to invest primarily in U.S. Government and agency securities and mortgage-backed securities. In 2005, the Bank formed PSB Delaware, Inc., a Delaware corporation, as a subsidiary of the Bank. In 2006, all mortgage-backed securities then owned by the Company’s predecessor were transferred to PSB Delaware, Inc. PSB Delaware, Inc.’s activities are included as part of the consolidated financial statements.

Critical Accounting Policies. In reviewing and understanding financial information for the Company, you are encouraged to read and understand the significant accounting policies used in preparing our financial statements. These policies are described in Note 1 of the notes to our unaudited consolidated financial statements included in Item 1 hereof as well as in Note 2 to our audited consolidated financial statements included in the Form 10-K. The accounting and financial reporting policies of the Company conform to accounting principles generally accepted in the United States of America (“U.S. GAAP”) and to general practices within the banking industry. Accordingly, the financial statements require certain estimates, judgments and assumptions, which are believed to be reasonable, based upon the information available. These estimates and assumptions affect the reported amounts of assets and liabilities as well as contingent assets and contingent liabilities at the date of the financial statements and the reported amounts of income and expenses during the periods presented. The following accounting policies comprise those that management believes are the most critical to aid in fully understanding and evaluating our reported financial results. These policies require numerous estimates or economic assumptions that may prove inaccurate or may be subject to variations which may significantly affect our reported results and financial condition for the period or in future periods.

Allowance for Loan Losses. The allowance for loan losses is established through a provision for loan losses charged to expense. Losses are charged against the allowance for loan losses when management believes that the collectability in full of the principal of a loan is unlikely. Subsequent recoveries are added to the allowance. The allowance for loan losses is maintained at a level that management considers adequate to provide for estimated losses and impairments based upon an evaluation of known and inherent losses in the loan portfolio that are both probable and reasonable to estimate. For the quarter ended March 31, 2021, the analysis took into account the exposure to credit deterioration due to the COVID-19 pandemic. Loan impairment is evaluated based on the fair value of collateral or estimated net

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realizable value. It is the policy of management to provide for losses on unidentified loans in its portfolio in addition to criticized and classified loans.

Management monitors its allowance for loan losses at least quarterly and makes adjustments to the allowance through the provision for loan losses as economic conditions and other pertinent factors indicate. The quarterly review and adjustment of the qualitative factors employed in the allowance methodology and the updating of historic loss experience allow for timely reaction to emerging conditions and trends. In this context, a series of qualitative factors are used in a methodology as a measurement of how current circumstances are affecting the loan portfolio. Included in these qualitative factors are:

●

Levels of past due, classified, criticized and non-accrual loans, troubled debt restructurings and loan modifications;

●

Nature and volume of loans;

●

Changes in lending policies and procedures, underwriting standards, collections, charge-offs and recoveries and for commercial loans, the level of loans being approved with exceptions to the Bank’s lending policy;

●

Experience, ability and depth of management and staff;

●

National and local economic and business conditions, including various market segments, especially in light of the effects of the COVID-19 pandemic and actions taken to address it on both the national and local economies;

●

Quality of the Bank’s loan review system and the degree of Board oversight;

●

Concentrations of credit and changes in levels of such concentrations; and

●

Effect of external factors on the level of estimated credit losses in the current portfolio.

In determining the allowance for loan losses, management has established a general pooled allowance. Values assigned to the qualitative factors and those developed from historic loss experience provide a dynamic basis for the calculation of reserve factors for both pass-rated loans (the general pooled allowance) and those for criticized and classified loans. The amount of the specific allowance is determined through a loan-by-loan analysis of certain large dollar commercial real estate loans, construction and land development loans and multi-family loans. Loans not individually reviewed are evaluated as a group using reserve factor percentages based on historical loss experience and the qualitative factors described above. In determining the appropriate level of the general pooled allowance, management makes estimates based on internal risk ratings, which take into account such factors as debt service coverage, loan-to-value ratios and external factors. Estimates are periodically measured against actual loss experience.

This evaluation is inherently subjective as it requires material estimates including, among others, exposure at default, the amount and timing of expected future cash flows on impaired loans, value of collateral, estimated losses on our commercial, construction and residential loan portfolios and historical loss experience. All of these estimates may be susceptible to significant change. While management analyzed its allowance in light of the COVID-19 pandemic, such analysis is being continually refined and reviewed in light of the ongoing nature of the effects of the COVID-19 pandemic.

While management uses the best information available to make loan loss allowance evaluations, adjustments to the allowance may be necessary based on changes in economic and other conditions or changes in accounting guidance. In addition, the Department and the FDIC, as an integral part of their examination processes, periodically review our allowance for loan losses. The Department and the FDIC may require the recognition of adjustments to the allowance for loan losses based on their judgment of information available to them at the time of their examination. To the extent that actual outcomes differ from management’s estimates, additional provisions to the allowance for loan losses may be required that would adversely affect earnings in future periods.

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Investment and mortgage-backed securities available for sale. Where quoted prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated using quoted prices of securities with similar characteristics or discounted cash flows and are classified within Level 2 of the fair value hierarchy. In certain cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within Level 3 of the valuation hierarchy. There were no securities with a Level 3 classification as of March 31, 2021 or September 30, 2020.

Management evaluates securities for other-than-temporary impairment at least on a quarterly basis, and more frequently when economic or market concerns warrant such evaluation. In light of the COVID-19 pandemic, management is taking into account the effects the pandemic may have on securities and their impairment. The Company determines whether the unrealized losses are temporary or are considered other than temporary. The evaluation is based upon factors such as the creditworthiness of the issuers/guarantors, the underlying collateral, if applicable, and the continuing performance of the securities. In addition, the Company also considers the likelihood that the security will be required to be sold because of regulatory concerns, our internal intent not to dispose of the security prior to maturity and whether the entire cost basis of the security is expected to be recovered. In determining whether the cost basis will be recovered, management evaluates other facts and circumstances that may be indicative of an “other-than-temporary” impairment condition. This includes, but is not limited to, an evaluation of the type of security, length of time and extent to which the fair value has been less than cost, and near-term prospects of the issuer.

In addition, certain assets are measured at fair value on a non-recurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). The Company measures impaired loans and other real estate owned at fair value on a non-recurring basis.

Valuation techniques and models utilized for measuring financial assets and liabilities are reviewed and validated by the Company at least quarterly.

Derivatives. The Company uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the payment of either fixed or variable-rate amounts in exchange for the receipt of variable or fixed-rate amounts from a counterparty. The Company uses interest rate swaps to manage its exposure to changes in fair value. Interest rate swaps designated as fair value hedges involve the receipt of variable-rate payments from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount.

Income Taxes. The Company accounts for income taxes in accordance with U.S. GAAP. The Company records deferred income taxes that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Management exercises significant judgment in the evaluation of the amount and timing of the recognition of the resulting tax assets and liabilities. The judgments and estimates required for the evaluation are updated based upon changes in business factors and the tax laws. If actual results differ from the assumptions and other considerations used in estimating the amount and timing of tax recognized, there can be no assurance that additional expenses will not be required in future periods.

In evaluating our ability to recover deferred tax assets, we consider all available positive and negative evidence, including our past operating results and our forecast of future taxable income. In determining future taxable income, we make assumptions for the amount of taxable income, the reversal of temporary differences and the implementation of feasible and prudent tax planning strategies. These assumptions require us to make judgments about our future taxable income and are consistent with the plans and estimates we use to manage our business. Any reduction in estimated future taxable income may require us to record an additional valuation allowance against our deferred tax assets. An increase in the valuation allowance would result in additional income tax expense in the period and could have a significant impact on our future earnings.

U.S. GAAP prescribes a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The Company recognizes, when applicable, interest and penalties related to unrecognized tax

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benefits in the provision for income taxes in the consolidated income statement. Assessment of uncertain tax positions requires careful consideration of the technical merits of a position based on management’s analysis of tax regulations and interpretations. Significant judgment may be involved in the assessment of the tax position.

Forward-looking Statements. This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, expectations or predictions of future financial or business performance, conditions relating to the Company. These forward-looking statements include statements with respect to the Company’s beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, that are subject to significant risks and uncertainties, and are subject to change based on various factors (some of which are beyond the Company’s control). The words “may,” “could,” “should,” “would,” “will,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan” and similar expressions are intended to identify forward-looking statements.

In addition to factors previously disclosed in the reports filed by the Company with the Securities and Exchange Commission (“SEC”) and those identified elsewhere in this Form 10-Q, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the strength of the United States economy in general and the strength of the local economies in which the Company conducts its operations; general economic conditions; the scope and duration of the COVID-19 pandemic; the effects of the COVID-19 pandemic, including on the Company’s credit quality and operations as well as its impact on general economic conditions; legislative and regulatory changes including actions taken by governmental authorities in response to the COVID-19 pandemic; monetary and fiscal policies of the federal government; the effect of the Federal Reserve’s Open Market Committee’s reduction in the federal funds rate to near zero percent; changes in tax policies, rates and regulations of federal, state and local tax authorities including the effects of the Tax Reform Act; changes in interest rates, deposit flows, the cost of funds, demand for loan products, including potential declines in demand due to the COVID-19 pandemic, and the demand for financial services, in each case as may be affected by the COVID-19 pandemic, competition, changes in the quality or composition of the Company’s loan, investment and mortgage-backed securities portfolios; geographic concentration of the Company’s business; fluctuations in real estate values, especially in light of the COVID-19 pandemic; the adequacy of loan loss reserves; the risk that goodwill and intangibles recorded in the Company’s financial statements will become impaired; changes in accounting principles, policies or guidelines and other economic, competitive, governmental and technological factors affecting the Company’s operations, markets, products, services and fees.

The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company to reflect events or circumstances occurring after the date of this Form 10-Q.

For a complete discussion of the assumptions, risks and uncertainties related to our business, readers are encouraged to review the Company’s filings with the SEC, including the “Risk Factors” section in the Company’s most recent Form 10-K, as supplemented by its quarterly or other reports subsequently filed with the SEC.

Market Overview. The worldwide COVID-19 pandemic has caused significant volatility and disruption in the financial markets both in the United States and globally. We are working with both residential and commercial borrowers to help them meet the unexpected financial challenges stemming from the COVID-19 pandemic and will continue to do so.

The Company continues to focus on the credit quality of its customers, especially in light of the COVID-19 pandemic, closely monitoring the financial status of borrowers throughout the Company’s markets, gathering information, working on early detection of potential problems, taking pre-emptive steps where necessary and performing the analysis required to maintain adequate reserves for loan losses.

The Company continues to maintain capital well in excess of regulatory requirements.

The following discussion provides further details on the financial condition of the Company at March 31, 2021 and September 30, 2020, and the results of operations for the three and six months ended March 31, 2021 and 2020.

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COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 2021 AND SEPTEMBER 30, 2020

At March 31, 2021, the Company had total assets of $1.2 billion decreasing slightly by $19.3 million as compared to total assets at September 30, 2020. At March 31, 2021, net loans receivable increased by $32.6 million to $620.9 million from $588.3 million at September 30, 2020, combined with an $18.1 million increase in cash and cash equivalents. Offsetting the increase in net loans and cash equivalents, was a $67.1 million decrease in investment securities to $376.1 million as of March 31, 2021 as compared to $443.2 million at September 30, 2020 primarily as a result of calls and paydowns of amortizing U.S. government agencies and mortgage-backed securities.

Total liabilities decreased by $20.5 million during the second quarter to $1.1 billion at March 31, 2021 due primarily to a $33.6 million decrease in FHLB borrowings and a $6.1 million decrease in interest rate swap contracts. Offsetting the decrease was a $22.8 million increase in deposits, primarily in certificates of deposit, on terms more favorable than the maturing FHLB advances.

Total stockholders’ equity increased by $1.1 million to $130.3 million at March 31, 2021 from $129.1 million at September 30, 2020. The increase was primarily due to net income of $3.6 million. Also contributing to the increase was a $1.4 million increase in the fair value of investment securities held for sale and in connection with interest rate swap arrangements. These increases were partially offset by net stock repurchases totaling $2.7 million and dividend payments totaling $1.1 million during the six months ended March 31, 2021.

COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED MARCH 31, 2021 AND 2020

Net income. The Company reported net income of $1.7 million, or $0.22 per basic share and $0.21 per diluted share, for the quarter ended March 31, 2021 as compared to $2.9 million, or $0.33 per basic share and $0.32 per diluted share, for the same quarter in fiscal 2020. For the six months ended March 31, 2021, the Company reported net income of $3.6 million, or $0.44 per basic share and $0.44 per diluted share as compared to $5.4 million, or $0.61 per basic and $0.60 per diluted share, for the same period in fiscal 2020. The 2020 periods included significant gains on sales of investment securities available for sale.

Net interest income. Although average interest-earning assets declined by $114.4 million for the three months ended March 31, 2021 as compared to the same period in 2020, net interest income for the second quarter of fiscal 2021 amounted to $5.7 million, decreasing by only $64,000 as compared to the same period in 2020. The $1.5 million decrease in interest income was offset almost completely by a decrease of $1.5 million in interest paid on deposits and borrowings. The weighted average cost of borrowings and deposits decreased 41 basis points to 1.52% for the quarter ended March 31, 2021 from 1.93% for the same period in 2020 due to decreases in market rates of interest which affected both deposit and borrowing costs. Although the weighted average yield on interest-earning assets decreased during the quarter ended March 31, 2021, it did so to lesser degree due to the more rapid repricing of our interest-bearing liabilities than our interest-earning assets. The weighted average yield on our interest-earning assets declined by 15 basis points, to 3.45% for the quarter ended March 31, 2021 from the comparable period in 2020 due to the decline in market rates of interest, in particular as a result of the Federal Reserve’s Open Market Committee’s action to reduce the Federal Funds Rate in early 2020 in an effort to address potential disruption in the markets occasioned by the COVID-19 pandemic.

In addition, with the unexpected significant decline in the Wall Street Journal Prime Rate (“WSJ Prime”) during the second half of fiscal 2020 as a result of actions taken to address the COVID-19 pandemic, a significant portion of the Company’s commercial real estate and construction loan loans which bear generally adjustable rates experienced downward adjustments in the interest rates borne by such loans beginning in the third quarter of fiscal 2020.

Average interest-earning assets declined by $117.8 million for the six months ended March 31, 2021 as compared to the same period in 2020. However, due to relative shifts in yields earned and rates paid which offset such declines in net interest income was $11.4 million, decreasing by $723,000 as compared to the same period in fiscal 2020. The decrease was due to a decrease of $3.7 million, or 16.1%, in interest income partially offset by a $3.0 million, or

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27.7%, decrease in interest paid on deposits and borrowings. The decrease in interest income was due to the decrease in the weighted average balance of interest-earning assets and by the 25 basis point decline in the weighted average yield earned on our interest-earning assets. The weighted average cost of borrowings and deposits decreased to a greater degree, decreasing to 1.55% during the six months ended March 31, 2021 from 1.96% during the comparable period in 2020 primarily due to decreases in market rates of interest.

For the three and six months ended March 31, 2021, the net interest margin was 2.08% and 2.05%, respectively, compared to 1.89% and 1.96% for the same periods in fiscal 2020, respectively. The margin improvement experienced in the 2021 periods in large part reflected the more rapid decline in liability costs compared to asset yields in response to the declining interest rate environment. or

Average balances, net interest income, and yields earned and rates paid. The following table shows for the periods indicated the total dollar amount of interest earned from average interest-earning assets and the resulting yields, as well as the interest expense on average interest-bearing liabilities and the resulting costs, expressed both in dollars and rates, the interest rate spread and the net interest margin. Average yields and rates have been annualized. Tax-exempt income and yields have not been adjusted to a tax-equivalent basis. All average balances are based on monthly balances. Management does not believe that the monthly averages differ significantly from what the daily averages would be.


	Three Months							Three Months
	Ended March 31,							Ended March 31,
	2021							2020
						Average							Average
	Average					Yield/		Average					Yield/
	Balance		Interest			Rate (1)		Balance		Interest			Rate (1)

Interest-earning assets:
Investment securities	$	204,708	$	1,643		3.25	%	$	233,774	$	2,010		3.45	%
Mortgage-backed securities		197,221		1,428		2.94			360,822		2,562		2.85
Loans receivable (2)		612,255		6,388		4.23			574,912		6,334		4.42
Other interest-earning assets		99,802		6		0.02			58,881		104		0.71
Total interest-earning assets		1,113,986		9,465		3.45			1,228,389		11,010		3.60
Cash and non-interest-bearing balances		2,198							2,509
Non-interest-earning assets		65,628							50,648
Total assets	$	1,181,812						$	1,281,546
Interest-bearing liabilities:
Savings accounts	$	64,803	$	2		0.01		$	78,491	$	7		0.04
Checking and money market accounts		372,493		873		0.95			172,790		409		0.95
Certificate accounts		293,826		1,085		1.50			464,866		2,449		2.11
Total deposits		731,122		1,960		1.09			716,147		2,865		1.60
Advances from Federal Home Loan Bank		267,599		1,779		2.70			368,336		2,356		2.57
Advances from borrowers for taxes and insurance		1,994		1		0.20			3,205		1		0.13
Total interest-bearing liabilities		1,000,715		3,740		1.52			1,087,688		5,222		1.93
Non-interest-bearing liabilities
Non-interest-bearing demand accounts		29,781							18,873
Other liabilities		20,464							33,731
Total liabilities		1,050,960							1,140,292
Stockholders' equity		130,852							141,254
Total liabilities and stockholders' equity	$	1,181,812						$	1,281,546
Net interest-earning assets	$	113,271						$	140,701
Net interest income, interest rate spread			$	5,725		1.93	%			$	5,788		1.67	%
Net interest margin (3)						2.08	%						1.89	%
Average interest-earning assets to average interest-bearing liabilities				111.32	%						112.94	%

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	Six Months Ended							Six Months Ended
	March 31,							March 31,
	2021							2020
						Average							Average
	Average					Yield/		Average					Yield/
	Balance		Interest			Rate (1)		Balance		Interest			Rate (1)

Interest-earning assets:
Investment securities (1)	$	207,264	$	3,357		3.25	%	$	232,582	$	4,095		3.51	%
Mortgage-backed securities		210,837		3,044		2.90			366,061		5,355		2.92
Loans receivable (2)		606,888		12,663		4.18			582,709		13,163		4.51
Other interest-earning assets		90,711		90		0.20			52,171		224		0.86
Total interest-earning assets		1,115,700		19,154		3.44			1,233,523		22,837		3.69
Cash and non interest-bearing balances		2,352							2,316
Non-interest-earning assets		67,520							53,446
Total assets	$	1,185,572						$	1,289,285
Interest-bearing liabilities:
Savings accounts	$	62,367	$	3		0.01		$	79,229	$	13		0.03
Checking and money market accounts		372,121		1,839		0.99			150,559		774		1.03
Certificate accounts		282,764		2,287		1.62			477,511		5,201		2.17
Total deposits		717,252		4,129		1.15			707,299		5,988		1.69
Advances from Federal Home Loan Bank		279,900		3,615		2.59			379,041		4,716		2.48
Advances from borrowers for taxes and insurance		2,306		2		0.17			2,985		2		0.13
Total interest-bearing liabilities		999,458		7,746		1.55			1,089,325		10,706		1.96
Non-interest-bearing liabilities
Non-interest-bearing demand accounts		29,160							18,807
Other liabilities		25,875							32,734
Total liabilities		1,054,493							1,140,866
Stockholders' equity		131,079							148,419
Total liabilities and stockholders' equity	$	1,185,572						$	1,289,285
Net interest-earning assets	$	116,242						$	144,198
Net interest income, interest rate spread			$	11,408		1.89	%			$	12,131		1.73	%
Net interest margin (3)						2.05	%						1.96	%
Average interest-earning assets to average interest-bearing liabilities				111.63	%						113.24	%

(1)

Yields and rates for the three and six month periods are annualized.

(2)

Includes non-accrual loans. Calculated net of unamortized deferred fees, undisbursed portion of loans-in-process and the allowance for loan losses.

(3)

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

Provision for loan losses. The Company recorded no provision for loan losses for the three and six months ended March 31, 2020 as the $3.0 million provision expense incurred in fiscal 2020, combined with minimal recent charge-offs was deemed sufficient to maintain the allowance at a level sufficient to cover all interest and known losses in the current portfolio. A $500,000 and $625,000, respectively, provision expense was required for the comparable periods in 2020. During the three and six month periods ended March 31, 2021, the Company recorded recoveries of $15,000 and $51,000, respectively, and did not record any charge offs in either of the periods. During the three and six month periods ended March 31, 2020, the Company recorded recoveries of $7,000 and $17,000, respectively, and recorded three charge offs aggregating $74,000. Although our COVID-19 loan deferrals were as high as $149.7 million during portions of fiscal 2020, all existing deferrals had ended by September 30, 2020. All such loans were current as of March 31, 2021.

The allowance for loan losses totaled $8.4 million, or 1.3% of total loans and 64.0% of total non-performing loans at March 31, 2021 (which included loans acquired at their fair value as a result of the acquisition of Polonia Bancorp, Inc. (“Polonia”) as of January 1, 2017) as compared to $8.3 million, or 1.4% of total loans and 63.7% of total non-

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performing loans at September 30, 2020. The Company believes that the allowance for loan losses at March 31, 2021 was sufficient to cover all inherent and known losses associated with the loan portfolio at such date.

At March 31, 2021, the Company’s non-performing assets totaled $13.1 million or 1.1% of total assets as compared to $13.0 million or 1.1% of total assets at September 30, 2020. Non-performing assets at March 31, 2021 included five construction loans aggregating $8.3 million, 25 one-to-four family residential mortgage loans aggregating $3.5 million, and three commercial real estate loans aggregating $1.3 million. At March 31, 2021, the Company had four loans totaling $4.9 million that were classified as troubled debt restructurings (“TDRs”). One TDR is on non-accrual and consists of a $399,000 loan secured by a single-family residential property which is performing in accordance with the restructured terms. The three remaining TDRs totaling $4.5 million are also classified as non-accrual and are a part of a lending relationship totaling $10.1 million (after taking into account the previously disclosed $1.9 million write-down recognized during the quarter ending March 31, 2017 related to this borrowing relationship). The primary project of the borrower (the development of a 169-unit townhouse project in Bristol Borough, Pennsylvania) is the subject of litigation between the Bank and the borrower. As previously disclosed, subsequent to the commencement of the litigation, the borrower filed for bankruptcy under Chapter 11 (Reorganization) of the federal bankruptcy code in June 2017. The Bank moved the underlying litigation noted above with the borrower and the Bank from state court to the federal bankruptcy court in which the bankruptcy proceeding is being heard. The state litigation is stayed pending the resolution of the bankruptcy proceedings. As of March 31, 2021, twenty-three units have been sold in the project with a portion of the proceeds of each sale being applied against the outstanding debt. See Item 1- Legal Proceedings in Part II of this Form 10-Q for more information about the litigation.

At March 31, 2021, the Company had $3.1 million of loans delinquent 30-89 days as to interest and/or principal. Such amount consisted of eight one-to-four family residential loans totaling $671,000, three commercial real estate loans in the aggregate amount of $2.4 million and one consumer loan of $57,000. At September 30, 2020, the Company had $845,000 of loans delinquent 30-89 days as to interest and/or principal. Such amount consisted of seven one-to-four family residential loans totaling $750,000 and two consumer loans totaling $95,000.

At March 31, 2021, the Company also had a total of 20 loans aggregating $11.2 million that had been designated “special mention”. These loans consist of 13 one-to-four family residential loans totaling $1.4 million and seven commercial real estate loans totaling $9.8 million. At September 30, 2020, we had a total of 21 loans aggregating $11.4 million designated as “special mention”.

The following table shows the amounts of non-performing assets (defined as non-accruing loans, accruing loans 90 days or more past due as to principal and/or interest and real estate owned) as of March 31, 2021 and September 30, 2020. At neither date did the Company have any loans 90 days or more past due that were accruing.


	March 31,			September 30,
	2021			2020

Non-accruing loans:
One-to-four family residential	$	3,475		$	3,095
Commercial real estate		1,328			1,417
Construction and land development		8,250			8,525
Total non-accruing loans		13,053			13,037
Other real estate owned, net		—			—
Total non-performing assets	$	13,053		$	13,037

Total non-performing loans as a percentage of loans		2.10	%		2.22	%
Total non-performing loans as a percentage of total assets		1.08	%		1.07	%
Total non-performing assets as a percentage of total assets		1.08	%		1.07	%

Non-interest income. Non-interest income amounted to $575,000 and $1.1 million for the three and six month periods ended March 31, 2021, respectively, compared to $2.7 million and $3.5 million, respectively, for the comparable

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periods in fiscal 2020. Both of the 2020 periods included significant gains on the sale of various investment securities of $2.4 million and $2.7 million for the quarter and six months ended March 31, 2020, respectively.

Non-interest expense. For the three and six month periods ended March 31, 2021, non-interest expense decreased $110,000 or 2.5% and $33,000 or 0.4%, respectively, compared to the same periods in the prior fiscal year. Non-interest expense decreased in both of the fiscal 2021 periods primarily due in part to the reductions in other real estate, advertising and depreciation expenses. The Company maintained its focus on the continued implementation of operating efficiencies.

Income tax expense. For the three-month period ended March 31, 2021, the Company recorded income tax expense of $235,000, compared to income tax expense of $572,000 for the same period in fiscal 2020. For the six month period ended March 31, 2021, the Company recorded an income tax expense of $521,000 as compared to a tax expense of $1.1 million for the same period in fiscal 2020. The reduction in tax expense was primarily due to reductions in net income before taxes for the applicable fiscal 2021 periods.

COVID-19 Related Information

As noted above, in response to the current situation surrounding the COVID-19 pandemic, the Company is providing assistance to its customers in a variety of ways. The Company participated in the Paycheck Protection Program offered under the CARES Act as a Small Business Administration (“SBA”) lender. We are currently working with a third party in order for our customers to be able to participate in the updated PPP loan program adopted as part of the COVID-19 stimulus bill enacted in March 2020 and part of the 2021 Consolidated Appropriations Act.

The primary method of relief is to allow the borrower to defer their loan payments for three months (and extending the term of the loan accordingly). The CARES Act and regulatory guidelines suspend temporarily the determination of certain loan modifications related to the COVID-19 pandemic from being treated as TDRs. See “Asset Quality” above”.

While the Company’s banking operations were not restricted by the government stay-at-home orders, the Company took steps to protect its employees and customers by providing for remote working for many employees, enhancing cleaning procedures for the Company’s offices, in particular its branch offices, requiring face masks to be worn by employees and maintaining appropriate social distancing in our offices. The Company continues to assess and monitor the COVID-19 pandemic and will take additional such steps as are necessary to protect its employees and assist its depositor and borrower customers during this difficult time.

LIQUIDITY AND CAPITAL RESOURCES

The Company’s liquidity, represented by cash and cash equivalents, is a product of its operating, investing and financing activities. Our primary sources of funds are deposits, scheduled principal and interest payments on loans, loan prepayments and the maturity of loans, mortgage-backed securities and other investments, and other funds provided from operations. While scheduled payments from the amortization of loans and mortgage-backed securities and maturing investment securities are relatively predictable sources of funds, deposit flows and loan and securities prepayments can be greatly influenced by market rates of interest, economic conditions and competition. The Company also maintains excess funds in short-term, interest-earning assets that provide additional liquidity. At March 31, 2021, the Company’s cash and cash equivalents amounted to $135.2 million. In addition, its available-for-sale investment securities amounted to an aggregate of $353.8 million at such date.

We use our liquidity to fund existing and future loan commitments, to fund maturing certificates of deposit and demand deposit withdrawals, to invest in other interest-earning assets, and to meet operating expenses. At March 31, 2021, the Company had $55.0 million in outstanding commitments to originate loans, not including loans in process. The Company also had commitments under unused lines of credit of $45.9 million and letters of credit outstanding of $1.1 million at March 31, 2021. Certificates of deposit as of March 31, 2021 that are maturing in one year or less totaled $220.5 million.

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In addition to cash flows from loan and securities payments and prepayments as well as from sales of available for sale securities, we have significant borrowing capacity available to fund liquidity needs should the need arise. Our borrowings consist solely of advances from the FHLB of Pittsburgh, of which we are a member. Under terms of the collateral agreement with the FHLB, we pledge residential mortgage loans, certain investment securities as well as our stock in the FHLB as collateral for such advances. At March 31, 2021, we had $251.6 million in outstanding FHLB advances and had the ability to obtain an additional $105.4 million in FHLB advances. The Bank maintains unsecured borrowing facilities with ACBB and PNC for $12.5 million and $10.0 million, respectively. There were no draws on either facility as of March 31, 2021. The Bank has also obtained approval to borrow from the Federal Reserve Bank discount window.

We anticipate that we will continue to have sufficient funds and alternative funding sources to meet our current commitments.

The following table summarizes the Company’s and Bank’s regulatory capital ratios as of March 31, 2021 and September 30, 2020 and compares them to current regulatory guidelines. The Company is not subject to capital ratios imposed by Basel III on bank holding companies because the Company is deemed to be a small bank holding company. Accordingly, the Company’s regulatory capital ratios are provided for informational purposes only.


						To Be
						Well Capitalized
						Under Prompt
			Required for Capital			Corrective
			Adequacy			Action
	Ratio		Purposes			Provisions


March 31, 2021:
Tier 1 capital (to average assets)
Company	10.67	%		N/A			N/A
Bank	10.49	%		4.00	%		5.0	%
Tier 1 Common (to risk-weighted assets)
Company	16.85	%		N/A			N/A
Bank	16.55	%		4.5	%		6.5	%
Tier 1 capital (to risk-weighted assets)
Company	16.85	%		N/A			N/A
Bank	16.55	%		6.0	%		8.0	%
Total capital (to risk-weighted assets)
Company	18.04	%		N/A			N/A
Bank	17.74	%		8.0	%		10.0	%

September 30, 2020:
Tier 1 capital (to average assets)
Company	10.34	%		N/A			N/A
Bank	10.51	%		4.00	%		5.0	%
Tier 1 Common (to risk-weighted assets)
Company	17.21	%		N/A			N/A
Bank	16.88	%		4.5	%		6.5	%
Tier 1 capital (to risk-weighted assets)
Company	17.21	%		N/A			N/A
Bank	16.88	%		6.0	%		8.0	%
Total capital (to risk-weighted assets)
Company	18.41	%		N/A			N/A
Bank	18.08	%		8.0	%		10.0	%

Effective January 1, 2020, qualifying community banking organizations may elect to comply with a greater than 9% community bank leverage ratio (the “CBLR”) requirement in lieu of the currently applicable requirements for calculating and reporting risk-based capital ratios (which requirement has been temporarily decreased to 8.5% under the CARES Act). The CBLR is equal to Tier 1 capital divided by average total consolidated assets. In order to qualify for the CBLR election, a community bank must (i) have a leverage capital ratio greater than 9 percent, (2) have less than $10 billion in average total consolidated assets, (3) not exceed certain levels of off-balance sheet exposure and trading assets plus trading liabilities and (4) not be an advanced approaches banking organization. A community bank that meets the above qualifications and elects to utilize the CBLR is considered to have satisfied the risk-based and

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leverage capital requirements in the generally applicable capital rules and is also considered to be “well capitalized” under the prompt corrective action rules. The Bank choose to not elect to use the CBLR requirement.

IMPACT OF INFLATION AND CHANGING PRICES

The financial statements, accompanying notes, and related financial data of the Company presented herein have been prepared in accordance with generally accepted accounting principles which require the measurement of financial position and operating results in terms of historical dollars, without considering changes in the relative purchasing power of money over time due to inflation.

Unlike most industrial companies, substantially all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates have a more significant impact on a financial institution’s performance than the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as the price of goods and services, since such prices are affected by inflation to a larger extent than interest rates. In the current interest rate environment, liquidity and the maturity structure of the Company’s assets and liabilities are critical to the maintenance of acceptable performance levels.

How We Manage Market Risk. Market risk is the risk of loss from adverse changes in market prices and rates. Our market risk arises primarily from interest rate risk which is inherent in our lending, investment and deposit gathering activities. To that end, management actively monitors and manages interest rate risk exposure. In addition to market risk, our primary risk is credit risk on our loan portfolio. We attempt to manage credit risk through our loan underwriting and oversight policies.

The principal objective of our interest rate risk management function is to evaluate the interest rate risk embedded in certain balance sheet accounts, determine the level of risk appropriate given our business strategy, operating environment, capital and liquidity requirements and performance objectives, and manage the risk consistent with approved guidelines. We seek to manage our exposure to risks from changes in interest rates while at the same time trying to improve our net interest spread. We monitor interest rate risk as such risk relates to our operating strategies. We have established an Asset/Liability Committee which is comprised of our President and Chief Executive Officer, Chief Financial Officer, Chief Lending Officer, Treasurer and Controller. The Asset/Liability Committee meets on a regular basis and is responsible for reviewing our asset/liability policies and interest rate risk position. Both the extent and direction of shifts in interest rates are uncertainties that could have an adverse impact on future earnings.

In recent years, as a part of our asset/liability management strategy we primarily have reduced our investment in longer term fixed-rate callable agency bonds, increased our origination or purchase of hybrid adjustable-rate single-family residential mortgage loans, commercial real estate and construction loans (which typically bear adjustable rates indexed to the WSJ Prime) and increased our portfolio of step-up callable agency bonds and agency issued collateralized mortgage-backed securities (“CMOs”) with short effective lives. In addition, during the past year we implemented interest rate swaps to reduce funding cost for a five year period. However, notwithstanding the foregoing steps, we remain subject to a significant level of interest rate risk in a low interest rate environment due to the high proportion of our loan portfolio that consists of fixed-rate loans as well as our decision in prior periods to invest a significant amount of our assets in long-term, fixed-rate investment and mortgage-backed securities.

Gap Analysis. The matching of assets and liabilities may be analyzed by examining the extent to which such assets and liabilities are “interest rate sensitive” and by monitoring the Company’s interest rate sensitivity “gap.” An asset or liability is said to be interest rate sensitive within a specific time period if it will mature or reprice within that time period. The interest rate sensitivity gap is defined as the difference between the amount of interest-earning assets maturing or repricing within a specific time period and the amount of interest-bearing liabilities maturing or repricing within that same time period. A gap is considered positive when the amount of interest rate sensitive assets exceeds the amount of interest rate sensitive liabilities. A gap is considered negative when the amount of interest rate sensitive liabilities exceeds the amount of interest rate sensitive assets. During a period of rising interest rates, a negative gap would tend to affect adversely net interest income while a positive gap would tend to result in an increase in net interest income. Conversely, during a period of falling interest rates, a negative gap would tend to result in an increase in net interest income while a positive gap would tend to adversely affect net interest income.

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The following table sets forth the amounts of our interest-earning assets and interest-bearing liabilities outstanding at March 31, 2021, which we expect, based upon certain assumptions, to reprice or mature in each of the future time periods shown (the “GAP Table”). Except as stated below, the amounts of assets and liabilities shown which reprice or mature during a particular period were determined in accordance with the earlier of the term to repricing or the contractual maturity of the asset or liability. The table sets forth an approximation of the projected repricing of assets and liabilities at March 31, 2021, on the basis of contractual maturities, anticipated prepayments, and scheduled rate adjustments within a three-month period and subsequent selected time intervals. The loan amounts in the table reflect principal balances expected to be redeployed and/or repriced as a result of contractual amortization, anticipated prepayments of adjustable-rate loans and fixed-rate loans, and as a result of contractual rate adjustments on adjustable-rate loans. Annual prepayment rates for variable-rate and fixed-rate single-family and multi-family residential and commercial mortgage loans are assumed to range from 10.9% to 27.4%. The annual prepayment rate for mortgage-backed securities is assumed to range from 0.5% to 28.0%. For savings accounts, checking accounts and money markets, the decay rates vary on an annual basis over a ten year period.


				More than			More than			More than
	3 Months			3 Months			1 Year			3 Years			More than			Total
	or Less			to 1 Year			to 3 Years			to 5 Years			5 Years			Amount

	(Dollars in Thousands)
Interest-earning assets(1):
Investment and mortgage-backed securities(2)	$	18,946		$	38,878		$	89,144		$	81,706		$	134,589		$	363,263
Loans receivable(3)		183,257			98,314			172,413			75,294			100,553			629,831
Other interest-earning assets (4)		133,104			1,106			996			—			—			135,206
Total interest-earning assets	$	335,307		$	138,298		$	262,553		$	157,000		$	235,142		$	1,128,300

Interest-bearing liabilities:
Savings accounts	$	3,858		$	11,286		$	17,102		$	13,086		$	109,947		$	155,279
Checking and money market accounts		7,797			23,390			96,971			75,343			100,782			304,283
Certificate accounts		50,335			95,208			144,552			11,827			—			301,922
Advances from Federal Home Loan Bank		17,364			27,619			187,656			19,000			—			251,639
Real estate tax escrow accounts		1,623			—			—			—			—			1,623
Total interest-bearing liabilities	$	80,977		$	157,503		$	446,281		$	119,256		$	210,729		$	1,014,746

Interest-earning assets less interest-bearing liabilities	$	254,330		$	(19,205)		$	(183,728)		$	37,744		$	24,413		$	113,554

Cumulative interest-rate sensitivity gap(5)	$	254,330		$	235,125		$	51,397		$	89,141		$	113,554


Cumulative interest-rate gap as a percentage of total assets at March 31, 2021		21.12	%		19.53	%		4.27	%		7.40	%		9.43	%

Cumulative interest-earning assets as a percentage of cumulative interest-bearing liabilities at March 31, 2021		414.08	%		198.59	%		107.51	%		111.09	%		111.19	%

(1)

Interest-earning assets are included in the period in which the balances are expected to be redeployed and/or repriced as a result of anticipated prepayments, scheduled rate adjustments and contractual maturities.

(2)

For purposes of the gap analysis, investment securities are reflected at amortized cost.

(3)

For purposes of the gap analysis, loans receivable includes non-performing loans and is gross of the allowance for loan losses and unamortized deferred loan fees, but net of the undisbursed portion of loans-in-process.

(4)

Includes FHLB stock.

(5)

Cumulative interest-rate sensitivity gap represents the difference between interest-earning assets and interest-bearing liabilities.

Certain shortcomings are inherent in the method of analysis presented in the foregoing table. For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates.

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Additionally, certain assets, such as variable-rate loans, have features which restrict changes in interest rates both on a short-term basis and over the life of the asset. Further, in the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the table. Finally, the ability of many borrowers to service their variable-rate loans may be adversely affected in the event of an interest rate increase.

Net Portfolio Value Analysis. Our interest rate sensitivity also is monitored by management through the use of a model which generates estimates of the changes in our net portfolio value (“NPV”) over a range of interest rate scenarios. NPV is the present value of expected cash flows from assets, liabilities and off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is defined as the NPV in that scenario divided by the market value of assets in the same scenario. The “Sensitivity Measure” is the decline in the NPV ratio, in basis points, caused by a 0% increase or decrease in rates, whichever produces a larger decline. The following table sets forth our NPV as of March 31, 2021 and reflects the changes to NPV as a result of immediate and sustained changes in interest rates as indicated.


Change in
Interest Rates							NPV as % of Portfolio
In Basis Points	Net Portfolio Value						Value of Assets
(Rate Shock)	Amount		$Change		% Change		NPV Ratio		Change

	(Dollars in Thousands)

300	$	132,849	$	(27,611)	(17.21)	%	11.81	%	(1.63)	%
200	$	142,156	$	(18,304)	(11.41)	%	12.40	%	(1.04)	%
100	$	152,117	$	(8,344)	(5.20)	%	13.00	%	(0.44)	%
Static	$	160,460	$	—	—		13.44	%	—
(100)	$	161,388	$	927	0.58	%	13.38	%	(0.06)	%
(200)	$	166,052	$	5,591	3.48	%	13.60	%	0.16	%
(300)	$	183,263	$	22,802	14.21	%	14.76	%	1.32	%

At September 30, 2020, the Company’s NPV was $152.4 million or 12.3% of the market value of assets. Following a 200 basis point increase in interest rates, the Company’s “post shock” NPV at said date would have been $160.9 million or 13.6% of the market value of assets. Conversely, a 200 basis point decrease in interest rates would result in a post shock NPV of $166.0 million or 13.0% of the market value of assets.

As is the case with the GAP table, certain shortcomings are inherent in the methodology used in the above interest rate risk measurements. Modeling changes in NPV requires the making of certain assumptions which may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the models presented assume that the composition of our interest sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and also assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration to maturity or repricing of specific assets and liabilities. Accordingly, although the NPV model provides an indication of interest rate risk exposure at a particular point in time, such model is not intended to and does not provide a precise forecast of the effect of changes in market interest rates on net interest income and will differ from actual results.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

At March 31, 2021, there had not been any material change to the market risk disclosure contained in the Company’s Annual Report on Form 10-K for the year ended September 30, 2020, set forth in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation –Exposure to Changes in Interest Rates.”

ITEM 4. CONTROLS AND PROCEDURES

Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of the end of period covered by this report, our

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disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and regulations and are operating in an effective manner.

No change in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f) under the Securities Exchange Act of 1934) occurred during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II

Item 1. Legal Proceedings

On March 31, 2016, Island View Properties, Inc. t/a Island View Crossing II and Renato J. Gualtieri (“Plaintiffs”) filed a complaint against the Bank in the Court of Common Pleas of Philadelphia County (the “CCP Action”) asserting, among other things, that the Bank breached various loan agreements and related agreements for a development known as Island View Crossing. In its complaint, Plaintiffs seek the amount of $27 million. The Company filed objections to the complaint seeking to dismiss significant portions of Plaintiffs’ claims. On August 31, 2016, the Court dismissed the majority of the claims. After that order, the Company filed an answer denying Plaintiffs’ claims as well as a counterclaim seeking damages for failure to pay the outstanding loans and not completing the project. Discovery was ongoing and a trial was scheduled for October 2, 2017. On June 30, 2017, Plaintiff Island View Crossing II filed a Chapter 11 bankruptcy and on or about July 18, 2017, the Bank removed the CCP Action to bankruptcy court (the “Removed Action”).

Within the bankruptcy, Island View Crossing II, as the debtor and the Chapter 11 Trustee, filed a separate adversary proceeding against the Bank seeking to avoid certain collateral mortgages made by Island View as well as seeking to avoid certain loans made to Island View Crossing II including, but not limited to, a $1.4 million loan and a $5.5 million loan. The complaint was filed on or about March 3, 2018 and that action was ultimately consolidated with the Removed Action.

The discovery phase of litigation has concluded. A mediation was conducted on September 24, 2020, which did not result in a settlement. Currently, the parties have each filed motions for summary judgment which are pending with the Court. A pretrial conference with the Court will be conducted at some point after that date.

Given the stage of the case and pending motions, we are unable to determine the likelihood of an unfavorable outcome at this time. The Bank, however, intends to vigorously defend against all claims.

The Company is involved in various legal proceedings occurring in the ordinary course of business. Management of the Company, based on discussions with litigation counsel, does not believe that such proceedings will have a material adverse effect on the financial condition or operations of Prudential Bancorp. There can be no assurance that any of the outstanding legal proceedings to which the Company is a party will not be decided adversely to the Company’s interests and have a material adverse effect on the financial condition and operations of the Company.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended September 30, 2020, as such factors could materially affect the Company’s business, financial condition, or future results of operations. As of March 31, 2021, no material changes have occurred to the risk factors of the Company as reported in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2020 filed in December 2020. The risks described in the 2020 Annual Report on Form 10-K are not the only risks that the Company faces. Additional risks and uncertainties not currently known to the Company, or that the Company currently deems to be immaterial, also may have a material adverse impact on the Company’s business, financial conditions, or results of operations.

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

(a)

and (b) Not applicable.

(c)

The Company’s repurchases of equity securities for the three months ended March 31, 2021 were as follows:


				Total Number
				of Shares
				Purchased as
				Part of	Maximum Number
	Total			Publicly	of Shares that May
	Number of	Average		Announced	Yet Be Purchased
	Shares	Price Paid		Plans or	Under Plans or
Period	Purchased	Per Share		Programs (1)	Programs (1)
January 1 - 31, 2021	—	$	—	—	222,830
February 1 - 28, 2021	32,839		13.17	32,839	189,991
March 1 - 31, 2021	34,661		14.73	34,661	155,330
	67,500	$	13.97	67,500

(1)

On June 18, 2020 the Company announced a new stock repurchase program to repurchase up to 407,600 shares of common stock, approximately 5% of the Company’s outstanding shares of common stock, over a one-year period or such longer period of time as may be necessary to complete such repurchases.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable

Item 6. Exhibits


Exhibit No.		Description
31.1		Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2		Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32.0		Section 1350 Certifications
101		The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, formatted in Inline XBRL: (i) Consolidated Statements of Financial Condition, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Stockholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Unaudited Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
101.SCH		XBRL Taxonomy Extension Schema Document.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB		XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF		XBRL Taxonomy Extension Definitions Linkbase Document.
104		Cover Page Interactive Data (formatted as Inline XBRL and contained in Exhibit 101.

Table of Contents

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.


	PRUDENTIAL BANCORP, INC.

Date: May 17, 2021	By: /s/ Dennis Pollack
	Dennis Pollack
	President and Chief Executive Officer

Date: May 17, 2021	By: /s/ Jack E. Rothkopf
	Jack E. Rothkopf
	Senior Vice President, Chief Financial Officer and Treasurer