OP Bancorp

two 1531
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
FORM 10-K
________________________
(Mark One)
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2024
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: 001-38437
OP BANCORP
(Exact Name of Registrant as Specified in its Charter)
California
81-3114676
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
1000 Wilshire Blvd., Suite 500,
Los Angeles, CA
90017
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (213) 892-9999
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, no par value
OPBK
The Nasdaq Global Market
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒
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, smaller reporting company, or an emerging growth company. See the definitions of
“large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☐
Accelerated filer
☒
Non-accelerated filer
☐
Smaller reporting company
☒
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section
404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to
previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers
during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The aggregate market value of the common stock held by non-affiliates of the Registrant, based on the closing price of the common stock as of June 30, 2024, the last business day of the Registrant’s
most recently completed second fiscal quarter, as reported on The Nasdaq Global Market, was approximately $113,661,000.
The number of shares outstanding of the Registrant’s Common Stock as of March 21, 2025 was 14,914,261.

TABLE OF CONTENTS
Cautionary Note Regarding Forward-Looking Statements
1
PART I
Item 1.
Business.
3
Item 1A.
Risk Factors.
20
Item 1B.
Unresolved Staff Comments.
46
Item 1C.
Cybersecurity.
46
Item 2.
Properties.
48
Item 3.
Legal Proceedings.
50
Item 4.
Mine Safety Disclosures.
50
PART II
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
51
Item 6.
[Reserved]
51
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
52
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk.
76
Item 8.
Financial Statements and Supplementary Data.
77
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
77
Item 9A.
Controls and Procedures.
77
Item 9B.
Other Information.
78
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
78
PART III
Item 10.
Directors, Executive Officers and Corporate Governance.
80
Item 11.
Executive Compensation.
90
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
96
Item 13.
Certain Relationships and Related Transactions, and Director Independence.
97
Item 14.
Principal Accountant Fees and Services.
99
PART IV
Item 15.
Exhibits and Financial Statement Schedules.
100
Item 16.
Form 10-K Summary.
101
SIGNATURES
102

Cautionary Note Regarding Forward-Looking Statements
Certain matters set forth herein constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
Rule 175 promulgated thereunder, and 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder. All statements that are
not statements of historical fact are forward-looking, and readers should not construe these statements of assurances of expected or intended results, or of
promises that management will take a given course of action or pursue the currently expected strategies and objectives. Forward-looking statements in this
report include comments about the Company’s current business plans and expectations regarding future operating results, as well as management’s statements
about expected future events and economic developments, plans, strategies and objectives. All such statements reflect the current intentions, beliefs and
expectations of the Company’s executive management based on currently available information and current and expected market conditions. Forward-looking
statements can sometimes be identified by the use of forward-looking language, such as “likely result in,” “expects,” “anticipates,” “estimates,” “forecasts,”
“projects,” “intends to,” or may include other similar words or phrases, such as “believes,” “plans,” “trend,” “objective,” “continues,” “remains,” or similar
expressions, or future or conditional verbs, such as “will,” “would,” “should,” “could,” “may,” “might,” “can,” or similar verbs.
Our forward-looking statements are subject to risks and uncertainties that could cause actual results, performance or achievements to differ materially
from those projected or could cause us to change plans or strategies or otherwise to take actions that differ from those we currently expect. These risks and
uncertainties, some of which are beyond management's control, include, but are not limited to:
•
our ability to anticipate and respond to technological changes and challenges, including our ability to identify and timely and effectively respond
to cyber-security risks, including those posed by the increasing use of artificial intelligence, such as data security breaches, "denial of service"
attacks, "hacking" and identify theft affecting us, our clients or our third party vendors or service providers, which risks continue to grow more
serious with the rise of artificial intelligence and increasingly sophisticated attacks on infrastructure, information, and software;
•
risks of geographic concentration of our client base, our loans, and the collateral securing our loans, as those clients and assets may be particularly
subject to natural disasters and to events and conditions that directly or indirectly affect those regions, including the particular risks of natural
disasters (including earthquakes, fires, and flooding) and other events that disproportionately affect our primary operating markets;
•
government, quasi-governmental and extra-governmental actions in response to actual or expected economic, political or social events, such as
disease outbreaks, domestic or international terrorism, or war or other hostilities, as such government actions restrict our ability to conduct
business or that have the effect of reducing our customers’ ability to maintain compliance with their borrowing obligations or that affect their need
for deposit liquidity or increased borrowing capacity;
•
public confidence in the Bank and the banking system generally, and current volatility and market uncertainties on the banking system generally
and our Bank in particular;
•
inflationary pressures and interest rate fluctuations, which could have an adverse effect on our profitability, reduce our margins and yields, the fair
value of financial instruments or our level of loan originations, or increase the level of defaults, losses and prepayments on loans to clients,
whether held in the portfolio or in the secondary market;
•
external economic and/or market factors, such as changes in monetary and fiscal policies and laws, including the interest rate policies of the
Federal Reserve, inflation or deflation, changes in the demand for loans, and fluctuations in consumer spending, borrowing and savings habits,
which may have an adverse impact on our financial condition;
•
business and economic conditions, particularly those affecting our primary market areas and customer concentrations;
•
management's ability to assess and accurately estimate the risk of losses in our credit portfolio and to establish and maintain adequate reserves to
offset those risks;
•    economic, market and political factors that affect our borrowers’ ability to repay and timely to perform their obligations under their borrowing
obligations;
1

•
continued or increasing competition from other financial institutions, credit unions, and non-bank financial services companies, many of which
are subject to different and potentially less restrictive regulations than us;
•
liquidity, earnings and other factors that impact the Bank’s ability to continue paying dividends to the Company, which would restrict the
Company's ability to meet its operating capital needs;
•
increased capital requirements imposed by banking regulators, which may require us to raise capital at a time when capital is not available on
favorable terms or at all, or may limit our ability to invest in growing our business;
•
the effectiveness and operation of the internal controls we maintain to address the risks inherent to the business of banking, including but not
limited to our ability to detect promptly any physical security breach, employee misfeasance or malfeasance, data security violation, disclosure
controls and procedures, or internal control over financial reporting;
•
changes in our management personnel or our inability to retain, motivate and hire qualified management personnel;
•
disruptions, security breaches, or other adverse events affecting the third-party vendors who perform several of our critical processing functions;
•
the effects of natural disasters, such as earthquakes, drought, pandemic diseases (such as the coronavirus) or extreme weather events, any of
which may affect services we use or affect our customers, employees or third parties with which we conduct business; and
•
our ability to manage and respond to changes in the foregoing.
The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in this report,
including the information disclosed under Item 1A – Risk Factors . Because of these risks and other uncertainties, our actual future results, performance or
achievement, or industry results, may be materially different from the results indicated by the forward-looking statements in this report. In addition, our past
results of operations are not necessarily indicative of our future results. You should read all forward-looking statements in the context of the foregoing and
should not consider them to be reliable predictions of future events or as assurances of a particular level of performance or intended course of action. Any
forward-looking statement speaks only as of the date on which it is made, and we do not undertake any obligation to update or review any forward-looking
statement, whether as a result of new information, future developments or otherwise.
2

PART I
Item 1. Business.
Unless we state otherwise or the context otherwise requires, references in this Annual Report on Form 10-K (this "Report") to “we”, “our”, “us,”
“ourselves,” “the company” and “the Company” refer to OP Bancorp, a California corporation, and its consolidated wholly-owned subsidiary, Open Bank, a
California corporation, which is referred to as “Open Bank” or “the Bank”.
Our Company
We began operations in 2005 as a California chartered banking association under the name First Standard Bank. In
2010, we rebranded the bank as “Open Bank” and in 2016, we incorporated OP Bancorp in California as a bank holding company with Open Bank as our sole
subsidiary. We are headquartered in Los Angeles, California, and our common stock is quoted on The Nasdaq Global Market under the ticker symbol, "OPBK."
Our commercial banking activities are operated through Open Bank, our wholly owned banking subsidiary. The Bank offers commercial banking services to
small and medium-sized businesses, their owners and retail customers with a focus on the Korean-American community. Having grown our branch and loan
production office network, we now operate through eleven full service branches located in the greater metropolitan area of Los Angeles, Orange, and Santa
Clara Counties in California, the Dallas metropolitan area in Texas, Clark County in Nevada, and five loan production offices in the Korean-American
communities in Pleasanton, California, Atlanta, Georgia, Aurora, Colorado, Lynnwood, Washington, and Fairfax, Virginia.
As of December 31, 2024, we had consolidated total assets of $2.37 billion, total deposits of $2.03 billion, total loans outstanding, net of $24.8 million
of allowance for credit losses, of $1.93 billion, and total shareholders’ equity of $205.0 million.
We provide our customers with a high degree of service, convenience and the financial products we believe they need to achieve their financial
objectives, by offering a customer-oriented product mix, competitive pricing, and convenient locations. Our lending activities are diversified and include
commercial real estate, commercial and industrial, SBA, home mortgage, and consumer loans. We generally lend in markets where we have a physical
presence through our branch and loan production offices. We attract retail deposits through our branch network which offers a wide range of deposit products
for business and consumer banking customers. We offer a multitude of other products and services to our customers to complement our lending and deposit
business.
We have a strong, values-based corporate culture rooted in personal community-based relationship banking that permeates throughout our entire
organization. We strive to provide quality customer service that exceeds our customers’ expectations. We also heavily invest in our Korean-American
communities through our annual contributions to the Open Stewardship Foundation. We believe that our customers value a banking partner that is
knowledgeable about their business needs with a willingness and commitment to reinvest in our communities. We assure our customers that banking with us
indirectly provides them an opportunity to contribute to their community. We believe our strategic approach creates opportunities for expanding our banking
relationships with new and existing customers who value personalized attention, local decision making and view us as an alternative to the large-consolidated
Korean-American financial institutions.
We established the Open Stewardship Foundation in 2011 to actively support civic organizations, schools and other eligible charitable non-profit
organizations that provide public benefit services in the communities we serve. The Foundation operates through a board of directors that includes individuals
who are members of our board of directors and executive management team, including our President and Chief Executive Officer and our Chairman of the
Board. The Foundation board of directors reviews and approves award grants. We have committed to contribute annually 10% of our consolidated net income
after taxes to the Foundation. Since inception, we have donated more than $17.5 million to the Foundation, aiding over 230 local non-profits.
We plan to continue to leverage our experienced management team, our personal relationship, community banking focus in the attractive Korean-
American communities in which we serve, and our diversified lending approach to drive future organic growth. While other institutions frequently enter new
geographies through acquisitions, we have grown our geographic footprint through de novo branches, while remaining true to our business model. Although
our growth has historically been organic, we are amenable to considering opportunistic strategic acquisitions to enhance our long-term growth strategy.
3

Our Strategies
Our vision is to be the leading Korean-American community-based commercial bank in the Korean-American communities we serve, to meet the
financial needs of underserved small- and medium-sized businesses and individuals, and to give back to these communities.
Our more specific strategic initiatives are discussed below.
•
Leverage our Franchise in the Korean-American Communities We Serve. The Korean-American banking landscape has seen increased
consolidation among the larger Korean-American financial institutions that do business in our market areas. We believe that customers at these
larger institutions will look for an alternative banking experience tailored towards their specific financial objectives. We strive to be the most
prominent alternative to the larger Korean-American financial institutions. We differentiate ourselves from our competitors by developing
meaningful and personal relationships with our customers, and providing superior service. These qualities make Open Bank an attractive choice
for small- to medium-sized businesses, professionals and individuals. Our strong financial performance and growth derives, in part, from small-
and medium-sized businesses’ and individuals’ desire for quality, personal relationship banking, local and responsive decision making and flexible
and competitive pricing of deposit and loan products. Our commitment to the Open Stewardship Foundation raises our profile and reinforces our
position as a community partner committed to the success of the communities we serve.
•
Focus on Organic Growth. We intend to continue to grow organically. We believe the markets in which we operate currently provide meaningful
opportunities to expand our commercial customer base and increase our market share. We also seek to offer our various banking products,
including our deposit products, residential loan products and cash management services to our commercial loan and SBA borrowers, which we
believe provides a basis for expanding our banking relationships. We believe we have built a scalable platform that will support our continual
organic growth. Although we are currently focused on organic growth, we will also look for opportunistic strategic acquisitions that complement
our commercial banking and the strong personal community-based relationship orientation of our franchise.
•
Increase our Share of Lower-Cost Deposits. We believe the quality of our customer base and access to stable funding from reliable deposits are
key drivers of our success. We have a strong deposit base, characterized by a high level of core deposits, a high proportion of noninterest-bearing
accounts and relatively low funding costs. As of December 31, 2024, deposits accounted for 93.8% of our total liabilities. Core deposits, which
we define as all deposits excluding time deposits exceeding $250,000, accounted for 72.1% of total deposits. Our cost of total deposits was 3.48%
for the year ended December 31, 2024. To generate new accounts we employ conventional marketing and advertising initiatives and leverage our
community commitment activities. Small businesses are a significant source of low cost deposits and represent opportunities for future growth.
We believe that small business owners value both our ability to provide convenience to the banking activities and access to local, responsive
decision makers. Commercial accounts also generally have higher deposit balances and transaction volumes than individual deposit accounts. We
believe that our convenient branch network, personal relationship-driven culture, diversified product offering, and flexible pricing allow us to
accelerate deposit growth. We plan to continue investing in our brand, our community reputation, employees, and product capabilities to further
improve customer loyalty with a view toward growing our high quality deposit portfolio.
•
Branch Expansion. We intend to continue our strategy of opening and developing de novo branches particularly into Korean-American populated
areas. We have pursued this growth strategy since the beginning of 2012 when we only had one branch location. As of December 31, 2024, we
had eleven branches in total, nine of which are in the greater metropolitan areas of Los Angeles, Orange, and Santa Clara Counties in California.
We will continue to review future potential target areas for de novo expansion based on our ability to attract experienced bankers within such
targeted regions.
•
Expand and Diversify our Commercial Lending. We are committed to continuing to expand and grow our commercial loan portfolios, while
maintaining what we believe are conservative underwriting standards. We expect to increase our commercial lending business in our expanding
branch network, where we can continue to leverage our ability to develop personal, community-based relationships and leverage our quality
service model into new opportunities. We believe we can leverage our personalized customer service, extensive knowledge of our local markets
and high visibility community activities to attract and retain customers seeking alternatives to the larger Korean-American financial institutions.
4

•
Preserve Our Asset Quality Through Disciplined Lending Practices. Our approach to credit management uses well-defined policies and
procedures, disciplined underwriting criteria and ongoing risk management. This approach has allowed us to maintain loan growth with a
diversified portfolio of high quality assets. We have implemented policies and procedures for credit underwriting and administration, which have
enabled us to maintain strong asset quality while at the same time growing our banking business. We believe our credit culture supports
accountable bankers, who maintain an ability to expand our customer base as well as make sound decisions. Our compensation philosophy and
our corporate strategy and policies are designed to mitigate the risks associated with inappropriate lending activities, and we believe our credit
quality is a direct result of these strategies. As of December 31, 2024, our ratio of nonperforming assets to total assets was 0.38% and our ratio of
nonperforming loans to total loans was 0.40%.
Our Competitive Strengths
Our management team has identified the following competitive strengths that we believe will allow us to continue to achieve our principal objective of
increasing shareholder value and generating consistent earnings growth through the organic and strategic expansion of our commercial banking franchise:
•
Experienced Leadership and Management Team. Our experienced executive management team and senior leaders have exhibited the ability to
strengthen shareholder value by consistently growing profitably. The members of our executive management team have, on average, more than 32
years’ experience working for large, billion-dollar-plus financial institutions in our markets during various economic cycles. The members of our
executive team have been with Open Bank for an average of 10 years. Our executive management team has instilled a transparent and
entrepreneurial culture that rewards leadership, innovation, and problem solving.
•
Personal Relationship-Based Customer Service. We strive to differentiate ourselves from our competition by providing the best “relationship-
based” services to small- and medium-sized businesses and their owners and the residents in the Korean-American communities in which we
operate. We accomplish this by striving to provide our customers with a superior level of personal and responsive service delivered by
experienced bankers in a manner that timely meets our customers’ financial objectives. Our management team’s significant banking and lending
experience in our markets gives us a unique understanding of the commercial banking needs of our customers, which allows us to tailor our
products and services to meet our customers’ financial objectives. To enhance our relationships with our customers and to identify and meet their
particular needs, each customer is assigned a relationship officer (including our SBA borrowers). Approximately 58.3% of our borrowers also
have a deposit relationship with us, providing us with visibility into their liquidity profile and contributing to our ability to manage our asset
quality.
•
Strong Community Relationships. A primary mission of Open Bank is to meet the financial services needs of underserved customers in our
markets, and we strive to distinguish ourselves by giving back to these communities. In October 2011, we established the Open Stewardship
Foundation to actively support local civic organizations, schools, and public services. We have committed to fund the Foundation in an amount
equal to 10% of our annual consolidated net income after taxes. This commitment is in our annual operating budget each year. We believe that our
community commitment distinguishes us from our competitors and enhances and expands business relationships within the Korean-American
communities we serve. Since inception, we have donated over $17.5 million to the Foundation, aiding over 230 local non-profits. Our board and
management team has strong ties and relationships within the Korean-American communities where we operate. The Foundation and our
employees and board of directors are involved in community activities that enhance our relationships with a variety of industry leadership groups,
including the Korean-American Federation of Los Angeles, the Korean-American Chamber of Commerce of Los Angeles, the Korean-American
Manufacturers Association, the Korean-American CPA Society of Southern California, California KAGRO Association, and the Korean Real
Estate Brokers Association of Southern California. Affiliation with these local organizations provide our management team with knowledge of
local markets and industries, as well as market developments that may impact the evolving business environment in which we operate.
•
Strong Risk Management Practices. We place significant emphasis on risk management as an integral component of our organizational culture.
We believe our comprehensive risk management system is designed to make sure that we have sound policies, procedures, and practices for the
management of key risks under our risk framework (which includes market, operational, liquidity, interest rate sensitivity, credit, regulatory, legal
and reputational risk) and that any exceptions to written policy are reported by senior management to
5

our board of directors or audit committee. Our risk management practices are overseen by the chairman of our audit committee and the chairman
of Open Bank’s risk and compliance committees, who have more than 21 years of combined banking experience, and our chief risk officer, who
has more than 22 years of banking experience. We believe that our enterprise risk management philosophy has been important in gaining and
maintaining the confidence of our various constituencies, along with growing our business and footprint within our markets. We also believe our
strong risk management practices are manifested in our asset quality metrics.
•
Efficient and Scalable Platform with Capacity to Support Our Growth. Our management team has built an efficient and scalable corporate
infrastructure within our commercial banking franchise, including the areas of banking processes, technology, data processing, underwriting and
risk management, which we believe will support our continued growth. While expanding our infrastructure, several departmental functions have
been outsourced to gain the experience of outside professionals, while at the same time achieving more favorable economics and cost-effective
solutions. Such outsourced areas include partial internal audit function, select loan review, interest rate risk management and stress testing. This
outsourcing strategy is designed to control costs while adding enhanced controls and service levels. We believe that our scalable infrastructure
will continue to allow us to efficiently and effectively manage our anticipated growth.
Market Area
We are headquartered in Los Angeles, California. We currently have one branch in our headquarters building in the downtown Los Angeles financial
district and a total of eight other branches in the Los Angeles/Orange County metropolitan area, as well as a branch in the Bay area and additional branches in
Nevada and Texas, as well as loan production offices in the Bay Area and in suburban ares of Atlanta, Seattle, Denver and Northern Virginia. The economic
base of these areas is heavily dependent on small- and medium-sized businesses.
Deposit Products
We offer customers traditional retail deposit products through our branch network and the ability to access their accounts through online and mobile
banking platforms. We offer a variety of deposit accounts with a wide range of interest rates and terms such as demand, savings, money market and time
deposits, with the goal of attracting a wide variety of customers, including small- to medium-sized businesses. We consider our core deposits, defined as all
deposits except for time deposits exceeding $250,000, to be our primary and most valuable low-cost funding source for our lending business, and as of
December 31, 2024, core deposits represented 72.1% of our total deposits. We strive to retain an attractive deposit mix from both large and small customers
and a broad market reach, which has resulted in our top 10 customers accounting for only 7.4% of all deposits as of December 31, 2024. We believe our
competitive pricing and products, convenient branch locations, and quality personal customer service enable us to attract and retain customer deposits. We
employ conventional marketing and advertising initiatives and leverage our community commitment activities, including our Foundation, to generate new
accounts. We typically require, depending on the circumstances and the type of relationship, our borrowers to maintain deposit accounts. Approximately 58.3%
of our borrowers have a deposit relationship with us. Interest rates, maturity terms, service fees and withdrawal penalties are established on a periodic basis.
Deposit rates and terms are based primarily on current operating strategies and market interest rates, liquidity requirements and our deposit growth goals. We
utilize wholesale deposits to supplement our core retail deposits for funding purposes, including brokered accounts. As of December 31, 2024, wholesale
deposits totaled $433.3 million, or 21.4% of total deposits. As of December 31, 2024, we had $2.03 billion of deposits, and our cost of deposits was 3.48% for
the year ended December 31, 2024.
Lending Activities
Our lending strategy is to maintain a broadly diversified loan portfolio based on the type of customer (i.e., businesses versus individuals and across
various business segments), type of loan product (e.g., commercial real estate, commercial and industrial loans, etc.), geographic location and industries in
which our business customers are engaged (e.g., manufacturing, retail, hospitality, etc.). We principally focus our lending activities on loans that we originate
from borrowers located in our market areas. We serve the credit needs of high-quality business and individual borrowers in the communities that we serve.
We offer a variety of loans, including commercial real estate loans (including loans secured by owner occupied commercial properties), SBA loans,
mortgage warehouse lines of credit and commercial and industrial loans to local manufacturing and industrial companies and other businesses. We also offer
consumers residential mortgage loans,
6

unsecured term loans, and unsecured lines of credit. Lending activities originate from the relationships and efforts of our bankers, with an emphasis on
providing banking solutions tailored to meet our customers’ needs while maintaining our underwriting standards.
As of December 31, 2024 and 2023, our loan portfolio consists of the following:
December 31,
($ in thousands)
2024
2023
Commercial real estate
$
980,247 
$
885,585 
SBA
253,710 
239,692 
Commercial and industrial
213,097 
120,970 
Home mortgage
509,524 
518,024 
Consumer
274 
1,574 
Gross loans receivable
$
1,956,852 
$
1,765,845 
For additional information concerning our loan portfolio, see “Management’s Discussion and Analysis of Financial Condition and Results of
Operations—Financial Condition—Loans.”
Concentrations of Credit Risk. Most of our lending activity is conducted with businesses and individuals in our market areas. As of December 31,
2024, our loan portfolio consists primarily of commercial real estate loans, which were $980.2 million and constituted 50.1% of our total loans, home mortgage
loans, which were $509.5 million and constituted 26.0% of our total loans, SBA loans, which were $253.7 million and constituted 13.0% of our total loans, and
commercial and industrial loans, including trade finance loans, which were $213.1 million and constituted 10.9% of our total loans. Our commercial real estate
loans are secured by first liens on real property. The remaining commercial and industrial loans are typically secured by general business assets, accounts
receivable, inventory, real estate and/or the corporate guaranty of the borrower and personal guaranty of its principals. The geographic concentration subjects
the loan portfolio to the general economic conditions within Southern California. The risks created by such concentrations have been considered by
management in the determination of the adequacy of the allowance for credit losses. Management believes the allowance for credit losses is adequate to cover
estimated lifetime expected losses in our loan portfolio as of December 31, 2024.
Sound risk management practices and appropriate levels of capital are essential elements of a sound commercial real estate lending program.
Concentrations of commercial real estate exposures add a dimension of risk that compounds the risks inherent in individual loans. Interagency guidance on
commercial real estate concentrations describe sound risk management practices, which include board and management oversight, portfolio management,
management information systems, market analysis, portfolio stress testing and sensitivity analysis, credit underwriting standards, and credit risk review
functions. Management has implemented these practices in order to monitor concentrations in commercial real estate in our loan portfolio.
Large Credit Relationships. As of December 31, 2024, the aggregate amount of loans and commitments to our 10 and 25 largest borrowers (including
related entities) amounted to approximately $304.9 million, or 15.6% of total loans, and $515.4 million, or 26.3% of total loans, respectively, compared to
$229.4 million, or 11.7% of total loans, and $417.5 million, or 21.3% of total loans, respectively, as of December 31, 2023. The increase in 2024 was primarily
attributable to additional commitments on new mortgage warehouse lines of credit.
Loan Underwriting and Approval. Historically, we believe we have made sound, high quality loans while recognizing that lending money involves a
degree of business risk. We have loan policies designed to assist us in managing this business risk. These policies provide a general framework for our loan
origination, monitoring and funding activities, as well as our incentive compensation programs, while recognizing that not all risks can be anticipated or
completely controlled. Open Bank’s board of directors delegates loan authority, up to the board-approved limits, to its Loan & Credit Policy Committee, which
is comprised of members of its board of directors. Our board of directors also delegates limited lending authority to our internal management loan committee,
which is comprised of members of our executive management team. The objective of our approval process is to provide a disciplined, collaborative approach to
larger credits while maintaining responsiveness to client needs.
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Loan decisions are documented detailing the borrower’s business, purpose of the loan, evaluation of the repayment source and the associated risks,
evaluation of collateral, covenants and monitoring requirements, and the risk rating rationale. Our strategy for approving or disapproving loans is to follow
conservative loan policies and apply consistent underwriting practices, which include, but are not limited to:
•
maintaining close relationships among our customers and their designated banker to ensure ongoing credit monitoring and loan servicing;
•
granting credit on a sound basis with full knowledge of the purpose and source of repayment for such credit;
•
ensuring that primary and secondary sources of repayment are adequate in relation to the amount of the loan;
•
developing and maintaining targeted levels of diversification for our loan portfolio as a whole and for loans within each category; and
•
ensuring that each loan is properly documented and that any insurance coverage requirements are satisfied.
Managing credit risk is an enterprise-wide process. Our strategy for credit risk management includes well-defined, centralized credit policies, uniform
underwriting criteria and ongoing risk monitoring and review processes for all credit exposures. Our processes emphasize early-stage review of loans, regular
credit evaluations and management reviews of loans, which supplement the ongoing and proactive credit monitoring and loan servicing provided by our
bankers. Our Chief Credit Officer provides company-wide credit oversight and periodically reviews all credit risk portfolios to ensure that the risk
identification processes are functioning properly and that our credit standards are followed. In addition, a third-party loan review is performed to assist in the
identification of problem assets and to confirm our internal risk rating of loans. We attempt to identify potential problem loans early in an effort to seek
aggressive resolution of these situations before the loans become a loss, record any necessary charge-offs promptly and maintain adequate allowance levels for
estimated lifetime expected losses on a collective basis in the loan portfolio.
Our loan policies generally include other underwriting guidelines for loans collateralized by real estate. These underwriting standards are designed to
determine the maximum loan amount that a borrower has the capacity to repay based upon the type of collateral securing the loan and the borrower’s income.
Such loan policies include maximum amortization schedules and loan terms for each category of loans collateralized by liens on real estate.
In addition, our loan policies provide guidelines for: personal guarantees; an environmental review; loans to employees, executive officers and
directors; problem loan identification; maintenance of an adequate allowance for credit losses and other matters relating to lending practices.
Lending Limits. Our lending activities are subject to a variety of lending limits imposed by federal law. In general, the Bank is subject to a legal
lending limit on loans to a single borrower based on the Bank’s capital level. The dollar amounts of the Bank’s lending limit increases or decreases as the
Bank’s capital increases or decreases. The Bank is able to sell participations in its larger loans to other financial institutions, which allows it to manage the risk
involved in these loans and to meet the lending needs of its customers that require extensions of credit in excess of these limits.
As of December 31, 2024, the Bank’s legal lending limit on loans to a single borrower was $60.8 million for secured loans and $36.5 million for
unsecured loans. We rarely extend loans that approach these limits, and in the limited instances we do, we monitor these credits carefully so as to mitigate the
disproportionate risks that could arise with lending relationships of this magnitude.
Our loan policies provide general guidelines for loan-to-value ratios that restrict the size of loans to a maximum percentage of the value of the
collateral securing the loans, which percentage varies by the type of collateral. Our internal loan-to-value limitations follow limits established by applicable
law.
We provide a variety of loans to meet our customers’ needs. The section below discusses our general loan categories:
Commercial Real Estate Loans. We offer commercial real estate loans collateralized by real estate, which may be owner occupied or non-owner
occupied real estate. Commercial real estate lending typically involves higher loan principal amounts and the repayment is dependent, in large part, on
sufficient income from the properties securing the loans to cover operating expenses and debt service. We believe that our management team has extensive
knowledge of our borrowers and the markets where we operate. We further believe that our management team takes a conservative approach to commercial
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real estate lending, focusing on what we believe to be high quality credits with low loan-to-value ratios, income-producing properties with strong cash flow
characteristics, and strong collateral profiles.
We require our commercial real estate loans to be secured by what we believe to be well-managed property with adequate margins, and we generally
obtain a personal guarantee from responsible parties. Our commercial real estate loans are secured by professional office buildings, shopping centers,
manufacturing facilities, and special purpose properties such as restaurants, retail operations and service stations. We originate both fixed- and adjustable-rate
loans with terms up to 25 years. Fixed-rate loans have provisions that allow us to call the loan after five to seven years. Adjustable-rate loans are generally
based on the prime rate and adjust with the prime rate. As of December 31, 2024, approximately 76.1% of the commercial real estate loan portfolio consisted of
fixed rate loans. Loan amounts generally do not exceed 70% of the lesser of the appraised value or the purchase price depending on the property audits we
utilize.
Our total commercial real estate loan portfolio totaled $980.2 million as of December 31, 2024. We had nonperforming commercial real estate loans of
$1.9 million, or 0.20% of total commercial real estate loans, as of December 31, 2024.
Payments on loans secured by such properties are often dependent on the successful operation (in the case of owner occupied real estate) or
management (in the case of non-owner occupied real estate) of the properties. Accordingly, repayment of these loans may be subject to adverse conditions in
the real estate market or the economy to a greater extent than other types of loans. In underwriting commercial real estate loans, we seek to minimize these
risks in a variety of ways, including giving careful consideration to the property’s age, condition, operating history, future operating projections, current and
projected market rental rates, vacancy rates, location and physical condition. The underwriting analysis also may include credit verification, reviews of
appraisals, environmental hazard reports, the borrower’s liquidity and leverage, management experience of the owners or principals, economic condition and
industry trends.
SBA Loans. We offer SBA loans for qualifying businesses for loan amounts up to $5 million. The Bank primarily extends SBA loans known as SBA
7(a) loans and SBA 504 loans. SBA 7(a) loans are typically extended for working capital needs, purchase of inventory, purchase of machinery and equipment,
debt refinance, business acquisitions, start-up financing or to purchase or construct owner-occupied commercial property. SBA 7(a) loans are typically term
loans with maturities up to 10 years for loans not secured by real estate and up to 25 years for real estate secured loans. SBA loans are fully amortizing with
monthly payments of principal and interest. SBA 7(a) loans are typically floating rate loans that are secured by business assets and/or real estate. Depending on
the loan amount, each loan is typically guaranteed 75% to 90% by the SBA, with a maximum gross loan amount to any one small business borrower of $5.0
million and a maximum SBA guaranteed amount of $3.75 million.
We are generally able to sell the guaranteed portion of the SBA 7(a) loans in the secondary market at a premium, while earning servicing fee income
on the sold portion over the remaining life of the loan. In addition to the interest yield earned on the unguaranteed portion of the SBA 7(a) loans that are not
sold, we recognize income from gains on sales and from loan servicing on the SBA 7(a) loans that are sold.
SBA 504 loans are typically extended for the purpose of purchasing owner-occupied commercial real estate or long-term capital equipment. SBA 504
loans are typically extended for up to 20 years or the life of the asset being financed. SBA 504 loans are financed as a participation loan between the Bank and
the SBA through a Certified Development Company (“CDC”). Generally, the loans are structured to give the Bank a 50% first deed of trust (“TD”), the CDC a
40% second TD, and the remaining 10% is funded by the borrower. Interest rates for the first TD Bank loans are subject to normal bank commercial rates and
terms and the second TD CDC loans are fixed for the life of the loans based on certain indices.
We originate SBA loans through our branch staff, loan production officers, marketing officers and SBA brokers.
All of our SBA loans are originated through our SBA Loan Department. The SBA Loan Department is staffed by loan officers who provide assistance
to qualified businesses. The Bank has been designated as an SBA Preferred Lender, which is the highest designation awarded by the SBA. This designation
generally facilitates a more efficient marketing and approval process for SBA loans. We have attained SBA Preferred Lender status nationwide.
As of December 31, 2024, our SBA loan portfolio totaled $253.7 million, of which $232.0 million was secured by real estate and $21.7 million was
unsecured or secured by business assets. Our nonperforming SBA loans, as of December 31, 2024, were $5.9 million.
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Commercial and Industrial Loans. We have significant expertise in the small- to medium-sized commercial and industrial lending market, including
trade finance loans. We believe our success is the result of our product and market expertise, and our focus on delivering high-quality, customized and quick
turnaround service for our clients. The high-quality nature of our services is due to our focus on maintaining an appropriate balance between prudent,
disciplined underwriting, on the one hand, and flexibility in our decision making and responsiveness to our clients, on the other hand. This focus on quality has
allowed us to grow our commercial and industrial loan portfolio, while maintaining strong asset quality.
We provide a mix of variable and fixed rate commercial and industrial loans. The loans are typically made to small- and medium-sized manufacturing,
wholesale, retail and service businesses for various needs, including working capital needs, business expansions and for international trade financing. We
extend commercial business loans on an unsecured and secured basis working capital, accounts receivable and inventory financing, machinery and equipment
purchases, and other business purposes. Generally, short-term loans have maturities ranging from six months to one year, and “term loans” have maturities
ranging from five to seven years. Loans are generally intended to finance current transactions and typically provide for periodic principal payments, with
interest payable monthly. Term loans generally provide for floating interest rates, with monthly payments of both principal and interest. Repayment of secured
and unsecured commercial loans substantially depends on the borrower’s underlying business, financial condition and cash flows, as well as the sufficiency of
the collateral. Compared to real estate, the collateral may be more difficult to monitor, evaluate and sell. Where the borrower is a corporation, partnership or
other entity, we typically require personal guarantees from significant equity holders.
Our trade finance unit supplies financial needs to many of our commercial and industrial loan customers. The unit provides, international letters of
credit, SWIFT, and export advice. Our trade finance unit has a correspondent relationship with many of the largest banks in South Korea. All of our
international letters of credit, SWIFT, and export advice are denominated in U.S. dollars.
The total commercial and industrial loan portfolio totaled $213.1 million as of December  31, 2024. We had no nonperforming commercial and
industrial loans as of December 31, 2024.
In general, commercial and industrial loans may involve increased credit risk and, therefore, typically yield a higher return. The increased risk in
commercial and industrial loans derives from the expectation that such loans generally are serviced principally from the operations of the business, and those
operations may not be successful. Any interruption or discontinuance of operating cash flows from the business, which may be influenced by events not under
the control of the borrower, such as economic events and changes in governmental regulations, could materially affect the ability of the borrower to repay the
loan. In addition, the collateral securing commercial and industrial loans generally includes moveable property, such as equipment and inventory, which may
decline in value more rapidly than we anticipate, exposing us to increased credit risk. As a result of these additional complexities, variables and risks,
commercial and industrial loans require extensive underwriting and servicing.
Mortgage Warehouse Lines of Credits. We offer mortgage warehouse lines of credit (“WHLOC”) for financing mortgage loans to non-bank third
party mortgage originators (“TPO”). These loans are intended to finance 1 to 4-unit residential properties. Each advance against the WHLOC is collateralized
by an executed mortgage note. TPO sells mortgage notes on the secondary market to investors that may include banks, correspondents, aggregators or
Government Sponsored Enterprise (“GSE”), with the proceeds of those secondary market sales flowing directly to Open Bank to repay that specific loan
advance. Typically, the mortgage notes are sold to an investor within a short period of time and are subject to various curtailment schedules.
Home Mortgage Loans. We originate residential real estate loans collateralized by owner occupied and non-owner occupied properties located in our
market areas enabling borrowers to purchase or refinance existing homes. We offer adjustable-rate mortgage loans with the interest rate fixed for the first five
years, followed by rate adjustments each year with terms up to 30 years. The relative amount of adjustable-rate mortgage loans that can be originated at any
time is largely determined by the demand for such loans in a competitive environment and the effect each has on our interest rate risk. We originate home loans
directly through our retail branch network and through our correspondent lender network. We also purchase home mortgage loans from TPO based on the
review of their underwriting and file quality as opportunities arise.
Loans collateralized by single-family residential real estate generally are originated in amounts of no more than 70% of the appraised value. In
connection with such loans, we retain a valid lien on the real estate, obtain a title insurance policy that insures that the property is free from encumbrances and
require hazard insurance.
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Loan fees on these products, interest rates and other provisions of mortgage loans are determined by us on the basis of our own pricing criteria and
competitive market conditions. The interest rates charged on our adjustable-rate loans are set at specified spreads based on SOFR rates.
While home mortgage loans are normally originated with up to 30-year terms, such loans typically remain outstanding for substantially shorter periods
of time because borrowers often prepay their loans in full either upon sale of the underlying property pledged as security or upon refinancing the original loan.
In addition, all of the mortgage loans in our loan portfolio contain due-on-sale clauses providing that the Bank may declare the unpaid amount due and payable
upon the sale of the property securing the loan.
The total home mortgage loan portfolio totaled $509.5 million as of December 31, 2024. There were no nonperforming single-family residential real
estate loans as of December 31, 2024.
Consumer Loans. We offer unsecured lines of credit and term loans to high net worth individuals. Consumer loans are underwritten based on the
individual borrower’s income, current debt level, and past credit history. The terms of consumer loans are up to seven years. Consumer loans entail greater risk
than do residential real estate loans because they are unsecured. Consumer loan collections are dependent on the borrower’s continuing financial stability, and
thus are more likely to be adversely affected by job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws
may limit the amount which can be recovered on such loans.
The total consumer loan portfolio totaled $0.3 million as of December 31, 2024. We had no nonperforming consumer loans as of December 31, 2024.
The procedures for underwriting consumer loans include an assessment of the applicant’s payment history and the applicant’s credit worthiness.
Loan Participations. When loans exceed our lending limit, we as the lead bank will sell a portion of the loan in order to remain within our lending
limit. We also sell loan participations to reduce risk and manage credit concentrations in particular businesses and industries. Banks with which we participate
are generally located in California. We do not participate in syndicated loans (loans made by a group of lenders who share or participate in a specific loan) with
a larger regional financial institution as the lead lender.
Investment Activities
We manage our securities portfolio and cash to maintain adequate liquidity and to ensure the safety and preservation of invested principal, with a
secondary focus on yield and returns. Some specific goals of our investment portfolio are as follows:
•
provide a ready source of balance sheet liquidity, ensuring adequate availability of funds to meet fluctuations in loan demand, deposit balances
and other changes in balance sheet volumes and composition;
•
serve as a tool to manage asset-quality diversification of our assets; and
•
provide a vehicle to help manage our interest rate risk profile pursuant to our established policies and maximize our overall return.
With the exception of U.S. government agency issues, no one type or segment of security exceeds 40% of the portfolio.
Open Bank’s board of directors is responsible for the oversight of investment activities and has delegated the responsibility of monitoring our
investment activities to the Asset/Liability Management Board Committee (“ALM”). Our investment policy is reviewed and approved annually by ALM and
ratified by our board of directors.
ALM establishes risk limits and policy for conducting investment activities. ALM receives quarterly reports from management’s Asset Liability
Management Committee (“ALCO”), which approves investment strategies and meets monthly to review investment reports and monitor investment activities.
ALCO receives investment related reports and any policy exceptions from the investment officer, who is appointed by ALM and responsible for ensuring
compliance and implementation of investment policy guidelines. Day-to-day activities pertaining to the securities portfolio are conducted by the investment
officer under the supervision of our Chief Executive Officer and Chief Financial Officer. We actively
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monitor our investments on an ongoing basis to identify any material changes in the securities. At lease quarterly we also review our securities for potential
other-than-temporary impairment.
Limits for investment transactions are based on total transaction amount and require approval if they exceed designated thresholds. Investment
transactions up to $10 million require Chief Executive Officer and Chief Financial Officer approval. Investment transactions that exceed $10 million, but up to
$30 million, require ALCO approval and any investment transactions that exceed $30 million must be pre-approved by ALM.
Other Products and Services
We offer banking products and services that are competitively priced with a focus on convenience and accessibility. We offer a full suite of online
banking solutions including access to account balances, online transfers, online bill payment and electronic delivery of customer statements, mobile banking
solutions for iPhone and Android phones, including remote check deposit with mobile bill pay. We offer ATMs and banking by telephone, mail and personal
appointment. We offer debit cards with no ATM surcharges or foreign ATM fees for checking customers. We also offer direct deposit, cashier’s checks, person
to person payments, wire transfer services and automated clearing house (“ACH”) services.
We offer a full array of commercial cash management services designed to be competitive with banks of all sizes. Cash management services include
balance reporting (including current day and previous day activity), transfers between accounts, wire transfer initiation, ACH origination and stop payments.
Cash management deposit products consist of remote deposit capture, positive pay, zero balance accounts and sweep accounts.
We evaluate our services on an ongoing basis and will add or remove services based upon the perceived needs and financial requirements of our
customers, competitive factors and our financial and other capabilities. Future services may also be significantly influenced by improvements and
developments in technology and evolving state and federal laws and regulations.
Competition
In our primary markets in Southern California, we view the Korean-American direct banking market competition as comprised of eight banks divided
into four segments: large publicly-traded banks (two banks), medium-sized banks (two publicly-traded banks, including Open Bank, and one locally-owned
bank), a small locally-owned bank, and banks that are subsidiaries of Korean banks (two banks). Excluding two banks that are subsidiaries of Korean banks, all
six banks, including Open Bank, are based in California.
In addition to Korean-American banks, we also compete with other banks in the region, particularly with Chinese-American banks in our market
areas. In certain geographic markets where we currently operate, there is overlap between Chinese-American, Korean-American and other Asian-American
banks for loan and deposit business. We aim to grow both organically and potentially through acquisitions in these markets.
The banking and financial services industry is highly competitive. The increasingly competitive environment is a result primarily of changes in
regulation, changes in technology and product delivery systems, and the accelerating pace of consolidation among financial services providers. We compete for
loan and deposit customers with other commercial banks, savings and loan associations, securities and brokerage companies, mortgage companies, insurance
companies, finance companies, money market funds, credit unions, and other nonbank financial service providers. Many of these competitors, including the
majority of the other Korean-American banks located in greater Los Angeles County, have a longer operating history, are much larger in total assets and
capitalization, have greater access to capital markets and offer a broader range of financial services than we do.
Large commercial bank competitors have, among other advantages, the ability to finance wide-ranging and effective advertising campaigns and to
allocate their investment resources to areas of highest yield and demand. Many of the major banks operating in our market area offer certain services, which we
do not offer directly (but some of which we offer through correspondent institutions). By virtue of their greater total capitalization, such banks also have
substantially higher lending limits (restricted to a percentage of our total shareholders’ equity, depending upon the nature of the loan transaction) than us.
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In addition to other banks, our competitors include savings institutions, credit unions, thrift and loan companies and numerous non-banking
institutions, such as finance companies, leasing companies, insurance companies, brokerage firms, and investment banking firms located in our primary market
area. In recent years, increased competition has also developed from specialized finance and non-finance companies that offer money market and mutual funds,
wholesale finance, credit card, and other consumer finance services, including online banking services and personal finance software. We also face growing
competition from so-called “online businesses” with few or no physical locations. Strong competition for deposit and loan products affects the rates of those
products as well as the terms on which they are offered to customers.
To the extent that we are affected by more general competitive trends in the industry, those trends are focused towards increased consolidation and
competition. Strong competitors, other than financial institutions, have entered banking markets with focused products targeted at highly profitable customer
segments. Many of these competitors are able to compete across geographic boundaries and provide customers increasing access to meaningful alternatives to
banking services in nearly all significant products. Mergers between financial institutions have placed additional pressure on banks within the industry to
streamline their operations, reduce expenses, and increase revenues to remain competitive.
Technological innovations have also resulted in increased competition in the financial services industry. Such innovations have, for example, made it
possible for non-depository institutions to offer customers automated transfer payment services that previously have been considered traditional banking
products. In addition, many customers now expect a choice of several delivery systems and channels, including telephone, mail, home computer, ATMs, self-
service branches and/or in store branches. In addition to other banks, the sources of competition for such high-tech products include savings associations, credit
unions, brokerage firms, money market and other mutual funds, asset management groups, finance and insurance companies, and mortgage banking firms.
Information Technology Systems
We have made and continue to make significant investments in our information technology systems and staff for our banking and lending operations
and cash management activities. We believe this investment will support our continued growth and enable us to enhance our capabilities to offer new products
and overall customer experience, and to provide scale for future growth and acquisitions. We utilize a nationally recognized software vendor, and their support
allows us to outsource our data processing. Our internal network and e-mail systems are outsourced to a third party and we have a back-up site at our Buena
Park location. This back-up site provides for redundancy and disaster recovery capabilities.
The majority of our other systems including our electronic funds transfer, transaction processing and our online banking services are hosted by third-
party service providers. The scalability of this infrastructure will support our growth strategy. In addition, the tested capability of these vendors to automatically
switch over to standby systems should allow us to recover our systems and provide business continuity quickly in case of a disaster.
Coexistence Agreement between the Bank and Open Bank S.A.
We have not registered the trademark “Open Bank” under the trademark laws of the United States. Open Bank, S.A., a corporation organized and
existing under the laws of Spain with its principal office located in Ciudad Grupo Santander, Av. Catabria Boadilla del Monte Madrid Spain (“Open Bank
S.A.”) originally registered the trademark “Open Bank” (U.S. Registration No. 3397518) in 2008 with the United States Patent and Trademark Office. Open
Bank S.A. provides financial services in Spain and solicits financial services in the United States through the internet. Open Bank S.A. is not licensed to engage
in banking services in the United States, California and, to our knowledge, in any other state in the United States. In February 2014, we entered into a
Coexistence Agreement with Open Bank S.A. (the “Coexistence Agreement”), under which both parties agreed that we may use the name “Open Bank” in
connection with banking and banking related services in the state of California and the cities of New York, Dallas, Atlanta, Chicago, Seattle and Fort Lee, New
Jersey (the “Permitted Markets”). We agreed to limit all of the Bank’s marketing, advertising, publicity, soliciting and or media efforts using the “Open Bank”
name to primarily the Korean-American community in the Permitted Markets. However, we have the right under the Coexistence Agreement to market through
the internet. The Coexistence Agreement states that these limitations are not intended to mean that we should in any way engage in discriminatory tactics or
policy or in any way discriminate against non-Korean-American customers or potential customers. Under the Coexistence Agreement, Open Bank S.A. retains
the right to use and market its services in relation to its registered trademark in any state or territory in the United States. We further agreed not to challenge
Open Bank, S.A.’s trademark registration or any future applications by Open Bank S.A. The Coexistence Agreement has no termination date and is perpetual.
If Open Bank S.A. decides to become a licensed bank in California or in any of the other Permitted Markets,
13

depending on its business and marketing plan, there could be confusion created by the use of the name “Open Bank” which could have a material adverse
impact on our ability to build its brand in the Permitted Markets. In addition, if Open Bank, S.A. were to assert that we breached the Coexistence Agreement,
Open Bank, S.A. could file for an injunction, seek to have the Bank change its name or seek monetary damages, any of which could have a material adverse
impact on our financial condition and results of operations. There are no approval rights of either party for any of the actions or no actions that either party may
take under the Coexistence Agreement. To our knowledge Open Bank, S.A. has not initiated any business or marketing activities in the United States other than
on the worldwide interest through its website.
Human Capital Resources
Our vision is to be known as a faith-based community bank focused on relationship banking. We have invested in developing a distinct corporate
culture guided by a core set of values. These values underlie everything we do, including the way we engage with customers and vendors, collaborate with
colleagues, do business and manage our resources. Our values are fostered by stewardship, integrity, teamwork, and excellence. We believe our commitment to
our communities, culture and quality of our people have been catalysts of our success and will continue to propel our future.
We aim to recruit and retain a workforce that embraces our culture and values through our hiring process. We also believe that our overall capabilities,
culture and opportunities for career growth will allow us to continue to attract talented and entrepreneurial commercial and retail bankers from larger financial
institutions.
We are dedicated to building and fostering an excellent relationship with our employees by promoting a healthy work environment, comprehensive
total rewards package, open communications, and employee involvement.
We provide medical, dental, vision, life & disability, flexible spending accounts, and other supplemental benefits. We offer a 401(k) plan, which
allows participants to contribute and invest a portion of each paycheck with a competitive employer match.
We support employees’ personal ambitions and professional development by providing on-the-job training and educational assistance, including
reimbursement for eligible expenses associated with attending trainings or educational programs. Additionally, in an effort to foster diversity and inclusion, we
have a formal Affirmative Action Plan and other training/outreach programs to ensure equal employment opportunity. We developed these components to
recruit, retain, and reward top talent and remain an employer of choice by employees. We believe that our culture and values are among the attributes that our
prospective employees find most attractive, and that these traits permeate throughout our organization and allow us to recruit talented individuals in ways that
larger, less personalized financial institutions cannot.
As of December 31, 2024, we had 231 full-time equivalent employees, compared with 222 full-time equivalent employees as of December 31, 2023.
Our executive team is comprised of three females and five males.
We consider our relationship with our employees to be good and have not experienced interruptions of operations due to labor disagreements.
Litigation
From time to time, we are party to claims and legal proceedings arising in the ordinary course of business. There are currently no claims or legal
proceedings filed against us.
Corporate Information
Our principal executive office is located at 1000 Wilshire Boulevard, Suite 500, Los Angeles, California 90017, telephone number: (213) 892-9999.
Our website address is www.myopenbank.com. The Company makes available, free of charge, through the Company’s website, the Company’s annual reports
on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports. The Company makes these reports available
through its website on the same day they appear on the SEC website.
14

Supervision and Regulation
General
We are extensively regulated under U.S. federal and state law. The effects of these laws and regulations affect our ability to make management
decisions and to conduct our operations, and over recent years the volume, scope and complexity of these regulations have expanded substantially. The
combined application of these laws and regulations applies to virtually every aspect of our business, and to a substantial degree affects our relationships with
clients, vendors, and affiliates as well. Further, the cost of complying with these laws and regulations, and the potential penalties, liabilities or other
consequences of failure to comply, has risen dramatically in recent years, and we do not expect that these costs or associated risks will be ameliorated in the
foreseeable future. As a result, our growth and earnings performance may be affected not only by management decisions and general economic conditions, but
also by federal and state statutes and by the regulations and policies of various bank regulatory agencies.
Federal and state banking laws impose a comprehensive system of supervision, regulation and enforcement on the operations of banks, their holding
companies and affiliates. These laws are intended primarily for the protection of the FDIC’s Deposit Insurance Fund and bank customers rather than
shareholders. Federal and state laws, and the related regulations of the bank regulatory agencies, affect, among other things, the scope of business, the kinds
and amounts of investments banks and bank holding companies may make, their reserve requirements, capital levels relative to operations, the nature and
amount of collateral for loans, the establishment of branches, the ability to merge, consolidate and acquire, dealings with insiders and affiliates and the payment
of dividends.
With respect to the Company, we are regulated and examined by the California Department of Financial Protection and Innovation (“DFPI”), the
Federal Reserve Bank of San Francisco. Heritage Bank of Commerce files reports with and is examined by the FDIC, the DFPI, and the Consumer Financial
Protection Bureau (“CFPB”). In addition to banking and financial institutions laws and regulations, we are subject to a broad swath of other regulatory
frameworks applicable to public companies generally, including federal and state tax laws, accounting rules developed by the Financial Accounting Standards
Board (“FASB”), and federal and state securities laws. These statutes, regulations, regulatory policies and rules are significant to the financial condition and
results of operations of the Company and its subsidiaries, including the Bank. This section offers a brief summary of the most significant aspects of applicable
banking laws and regulations, but the implications and effects of these laws and regulations upon our business is far too extensive to be described completely,
and readers should refer to the section of this Report entitled “Item 1A, Risk Factors,” for certain effects of these laws and regulations that may have a
particular effect on our assets, results of operations and financial condition. We have not attempted to summarize laws of general applicability, such as
corporate, tax, securities and accounting regulations, or other laws, such as employment laws, that may also have a material impact upon our business.
This supervisory and regulatory framework subjects banks and bank holding companies to periodic examination by their respective regulatory
agencies, which results in examination reports and ratings that, while not publicly available, can affect the conduct and growth of their businesses. These
examinations consider not only compliance with applicable laws and regulations, but also capital levels, asset quality and risk, management ability and
performance, earnings, liquidity, and various other factors. The regulatory agencies have broad discretion to impose restrictions and limitations on the
operations of a regulated entity where the agencies determine, among other things, that such operations are unsafe or unsound, fail to comply with applicable
law or are otherwise inconsistent with laws and regulations or with the supervisory policies of these agencies. Further, federal bank regulatory agencies have
broad enforcement powers, including the power to terminate deposit insurance, impose substantial fines and other civil and criminal penalties, and appoint a
conservator or receiver for financial institutions. Failure to comply with applicable laws and regulations could subject us and our officers and directors to
administrative sanctions and potentially substantial civil money penalties. In addition, the appropriate federal bank regulatory agency may appoint the FDIC as
conservator or receiver for a depository institution (or the FDIC may appoint itself, under certain circumstances) if any one or more of a number of
circumstances exist, including, without limitation, the fact that the depository institution is undercapitalized and has no reasonable prospect of becoming
adequately capitalized, fails to become adequately capitalized when required to do so, fails to submit a timely and acceptable capital restoration plan or
materially fails to implement an accepted capital restoration plan. The DFPI also has broad enforcement powers over us, including the power to impose orders,
remove officers and directors, impose fines and appoint supervisors and conservators.
The following is a summary of the material elements of the supervisory and regulatory framework applicable to the Company and its subsidiary, the
Bank. It does not describe all of the applicable statutes, regulations and regulatory
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policies, nor does it restate all of the requirements of those that are described. The descriptions are qualified in their entirety by reference to the particular
statutory or regulatory provision.
Regulatory Capital Requirements
The Bank is subject to a comprehensive capital framework (the “Capital Rules”) adopted by Federal banking regulators (including the Federal Reserve
and the FDIC), and similar rules will apply to the Company once its total assets exceed $3 billion or if it engages in certain types of activities. The Capital
Rules implement the Basel III framework for strengthening the regulation, supervision and risk management of banks, as well as certain provisions of the
Dodd-Frank Act. The Capital Rules generally recognize three components, or tiers, of capital: common equity Tier 1 capital, additional Tier 1 capital and Tier 2
capital. Common equity Tier  1 capital generally consists of retained earnings and common stock instruments (subject to certain adjustments), as well as
accumulated other comprehensive income (“AOCI”) except to the extent that the institution exercises a one-time irrevocable option to exclude certain
components of AOCI. We exercised the opt-out election regarding the treatment of AOCI in part to avoid significant variations in our capital levels resulting in
changes in the fair market value of our available-for-sale investment securities portfolio as interest rates fluctuate. Additional Tier 1 capital generally includes
non-cumulative preferred stock and related surplus subject to certain adjustments and limitations. Tier 2 capital generally includes certain capital instruments
(such as subordinated debt) and portions of the amounts of the allowance for credit losses, subject to certain requirements and deductions. The term “Tier 1
capital” means common equity Tier 1 capital plus additional Tier 1 capital, and the term “total capital” means Tier 1 capital plus Tier 2 capital.
The Capital Rules generally measure an institution’s capital using four capital measures or ratios. The common equity Tier 1 capital ratio is the ratio of
the institution’s common equity Tier 1 capital to its total risk-weighted assets. The Tier 1 risk-based capital ratio is the ratio of the institution’s Tier 1 capital to
its total risk-weighted assets. The total risk-based capital ratio is the ratio of the institution’s total capital to its total risk-weighted assets. The Tier 1 leverage
ratio is the ratio of the institution’s Tier 1 capital to its average total consolidated assets. To determine risk-weighted assets, assets of an institution are generally
placed into a risk category as prescribed by the regulations and given a percentage weight based on the relative risk of that category. An asset’s risk-weighted
value will generally be its percentage weight multiplied by the asset’s value as determined under generally accepted accounting principles. In addition, certain
off-balance-sheet items are converted to balance-sheet credit equivalent amounts, and each amount is then assigned to one of the risk categories. An
institution’s federal regulator may require the institution to hold more capital than would otherwise be required under the Capital Rules if the regulator
determines that the institution’s capital requirements under the Capital Rules are not commensurate with the institution’s credit, market, operational or other
risks.
To be adequately capitalized, both the Company and the Bank are required to have a common equity Tier 1 capital ratio of at least 4.5% or more, a
Tier 1 leverage ratio of 4.0% or more, a Tier 1 risk-based ratio of 6.0% or more and a total risk-based ratio of 8.0% or more. In addition to the preceding
requirements, both the Company and the Bank are required to maintain a “conservation buffer” consisting of common equity Tier 1 capital, which is at least
2.5% above each of the required minimum levels. An institution that does not meet the conservation buffer will be subject to restrictions on certain activities
including payment of dividends, stock repurchases and discretionary bonuses to executive officers.
The Capital Rules set forth the manner in which certain capital elements are determined, including but not limited to, requiring certain deductions
related to mortgage servicing rights and deferred tax assets. The Capital Rules permit holding companies with less than $15 billion in total assets as of
December 31, 2009 (which includes the Company) to continue to include trust preferred securities issued prior to May 19, 2010 in Tier 1 capital, generally up
to 25% of other Tier 1 capital.
The Capital Rules also prescribe the methods for calculating certain risk-based assets and risk-based ratios. Higher or more sensitive risk weights are
assigned to various categories of assets, among which are credit facilities that finance the acquisition, development or construction of real property, certain
exposures or credits that are 90 days past due or are nonaccrual, foreign exposures, certain corporate exposures, securitization exposures, equity exposures and
in certain cases mortgage servicing rights and deferred tax assets.
The Company
General. As a bank holding company, we are subject to regulation, supervision and periodic examination by the Federal Reserve under the Bank
Holding Company Act of 1956, as amended (the “BHCA”), and by the DFPI in accordance with the California Financial Code. OP Bancorp is required to file
with the Federal Reserve periodic reports of
16

its operations and such additional information as the Federal Reserve may require. In accordance with Federal Reserve laws and regulations, the Company is
required to act as a source of financial strength to the Bank and to commit resources to support the Bank in circumstances where the Company might not
otherwise do so.
Permitted Activities. The BHCA generally prohibits a bank holding company from acquiring direct or indirect ownership or control of more than 5%
of the voting shares of any company that is not a bank or whose business is not “closely related to banking.” The Federal Reserve has the power to order any
bank holding company or its subsidiaries to terminate any activity or to terminate its ownership or control of any subsidiary when the Federal Reserve has
reasonable grounds to believe that continuing such activity, ownership or control constitutes a serious risk to a subsidiary's financial soundness, safety or
stability.
Source of Strength Doctrine. Federal Reserve policy historically required bank holding companies to act as a source of financial and managerial
strength to their subsidiary banks. Dodd-Frank codified this policy as a statutory requirement. The Company is required to act as a source of strength to the
Bank and to commit capital and financial resources to support the Bank, including at times when the Company may not be in a financial position to do so. The
Company must stand ready to use its available resources to provide adequate capital to the Bank during periods of financial stress or adversity. The Company
must also maintain the financial flexibility and capital raising capacity to obtain additional resources for assisting the Bank. The Company’s failure to meet its
source of strength obligations may constitute an unsafe and unsound practice, a violation of the Federal Reserve’s regulations, or both. The source of strength
doctrine most directly affects bank holding companies whose subsidiary bank fails to maintain adequate capital levels. In such situation, the subsidiary bank
will be required by the bank’s federal regulator to take “prompt corrective action.” Any capital loans by a bank holding company to its subsidiary bank are
subordinate in right of payment to deposits and to certain other indebtedness of the bank. In the event of a bank holding company’s bankruptcy, its commitment
to a federal bank regulatory agency to maintain the capital of its subsidiary bank will be assumed by the bankruptcy trustee and entitled to priority of payment.
Dividend Payments, Stock Redemptions and Repurchases. In addition to the requirements of the California Corporations Code, which imposes
certain solvency tests and board-level approval requirements, the Federal Reserve may require a bank holding company to eliminate, defer or significantly
reduce dividends to shareholders if: (i) the bank holding company’s net income available to shareholders for the past four quarters, net of dividends previously
paid during that period, is not sufficient to fully fund the dividends; (ii) the prospective rate of earnings retention is inconsistent with the bank holding
company’s capital needs and overall current and prospective financial condition; or (iii) the bank holding company will not meet, or is in danger of not
meeting, its minimum regulatory capital adequacy ratios. The Capital Rules also require that a holding company seeking to pay dividends must maintain 2.5%
in common equity Tier 1 capital attributable to the capital conservation buffer. See “Supervision and Regulation—Regulatory Capital Requirements,” above.
Acquisitions, Activities and Change in Control. The BHCA and the California Financial Code also substantially govern an institution’s ability to
grow by acquisition. These regulations include extensive application filing and approval requirements as well as substantive regulation over the projected
operations and financial performance of institutions proposing to merge or to be acquired. These laws and regulations afford regulators, including the Federal
Reserve, the FDIC and the DFPI with expansive authority and discretion and may affect the availability, timing and cost of initiatives that financial institutions
might take as a means to effectuate strategic growth.
Regulation and Supervision of The Bank
General. The Bank is a California state-chartered commercial bank that is a member of the Federal Reserve System and whose deposits are insured by
the FDIC. The Bank is thus subject to regulation, supervision, and regular examination by the DFPI and the Federal Reserve as the Bank’s primary federal
regulator. The regulations of these agencies govern most aspects of a bank’s business. The federal bank regulatory agencies have broad enforcement powers,
including the power to terminate deposit insurance, impose substantial fines and other civil and criminal penalties, and appoint a conservator or receiver for
financial institutions. Failure to comply with applicable laws and regulations could subject us and our officers and directors to administrative sanctions and
potentially substantial civil money penalties. DFPI also has broad enforcement powers over us, including the power to impose orders, remove officers and
directors, impose fines and appoint supervisors and conservators.
Brokered Deposit Restrictions. Well capitalized institutions are not subject to limitations on brokered deposits, while an adequately capitalized
institutions is able to accept, renew or roll over brokered deposits only with a waiver from
17

the FDIC and subject to certain restrictions on the yield paid on such deposits. Undercapitalized institutions are generally not permitted to accept, renew, or roll
over brokered deposits. As of December 31, 2024, the Bank was eligible to accept brokered deposits without limitations.
Loans to One Borrower. With certain limited exceptions, the maximum amount that a California bank may lend to any borrower at any one time
(including the obligations to the bank of certain related entities and related persons of the borrower) may not exceed 25% (and unsecured loans may not exceed
15%) of the bank’s shareholders’ equity, allowance for credit losses, and any capital notes and debentures of the bank. We generally do not have banking
relationships that approach these limitations.
Tie in Arrangements. Federal law prohibits a bank holding company and any subsidiary banks from engaging in certain tie in arrangements in
connection with the extension of credit. For example, the Bank may not extend credit, lease or sell property, furnish any services, fix or vary the consideration
for any of the foregoing on the condition that: (i) the client must obtain or provide some additional credit, property or services from or to the Bank other than a
loan, discount, deposit or trust services; (ii) the client must obtain or provide some additional credit, property or service from or to HCC or the Bank; or (iii) the
client must not obtain some other credit, property or services from competitors, except reasonable requirements to assure soundness of credit extended.
Deposit Insurance. The Bank is a member of the Deposit Insurance Fund (“DIF”) administered by the FDIC, which insures client deposit accounts.
The amount of federal deposit insurance coverage is $250,000 per depositor, for each account ownership category at each depository institution. The $250,000
amount is subject to periodic adjustments. In order to maintain the DIF, member institutions are assessed insurance premiums based on an insured institution’s
average consolidated total assets less its average tangible equity capital.
Each institution is provided an assessment rate, which is generally based on the risk that the institution presents to the DIF. Institutions with less than
$10 billion in assets generally have an assessment rate that can range from 2.5 to 32 basis points per annum. However, the FDIC has flexibility to adopt
assessment rates without additional rule-making provided that the total base assessment rate increase or decrease does not exceed 2 basis points.
Dividend Payments. Heritage Commerce Corp has paid a quarterly dividend to our shareholders every quarter since 2013. The primary source of
funds for HCC is dividends from the Bank. Under the California Financial Code, the Bank is permitted to pay a dividend in the following circumstances: (i)
without the consent of either the DFPI or the Bank’s shareholders, in an amount not exceeding the lesser of (a) the retained earnings of the Bank; or (b) the net
income of the Bank for its last three fiscal years, less the amount of any distributions made during the prior period; (ii) with the prior approval of the DFPI, in
an amount not exceeding the greatest of: (a) the retained earnings of the Bank; (b) the net income of the Bank for its last fiscal year; or (c) the net income for
the Bank for its current fiscal year; and (iii) with the prior approval of the DFPI and the Bank’s shareholders (i.e., HCC) in connection with a reduction of its
contributed capital.
Risk Management. Bank regulatory agencies have increasingly emphasized the importance of sound risk management processes and strong internal
controls when evaluating the activities of the financial institutions they supervise. Properly managing risks has been identified as critical to the conduct of safe
and sound banking activities and has become even more important as new technologies, product innovation, and the size and speed of financial transactions
have changed the nature of banking markets. The agencies have identified a spectrum of risks facing a banking institution including, but not limited to, credit,
market, liquidity, operational, legal, and reputational risk. In particular, recent regulatory pronouncements have focused on operational risk, which arises from
the potential that inadequate information systems, operational problems, breaches in internal controls, fraud, or unforeseen catastrophes will result in
unexpected losses. New products and services, third-party risk management and cybersecurity are critical sources of operational risk that financial institutions
are expected to address in the current environment. The Bank is expected to have active board and senior management oversight; adequate policies, procedures,
and limits; adequate risk measurement, monitoring, and management information systems; and comprehensive internal controls.
Anti-Money Laundering and the Office of Foreign Assets Control Regulation. We are subject to federal laws aiming to counter money laundering
and terrorist financing, as well as transactions with persons, companies and foreign governments sanctioned by the United States. These laws and regulations
are intended to detect, identify, track and prevent money-laundering, money transfers to prohibited nations and entities, and certain types of financial crimes.
These laws and regulations impose strict reporting and compliance obligations on financial institutions, and violations can carry substantial fines, civil money
penalties and other sanctions, as well as restrictions on an institution’s business. Regulatory authorities routinely examine financial institutions for compliance
with these obligations, and failure of a financial institution to
18

maintain and implement adequate programs to combat money laundering and terrorist financing, or to comply with all of the relevant laws or regulations, could
have serious legal and reputational consequences for the institution, including causing applicable bank regulatory authorities not to approve merger or
acquisition transactions when regulatory approval is required or to prohibit such transactions even if approval is not required. Regulatory authorities have
imposed cease and desist orders and civil money penalties against institutions found to be violating these obligations.
Concentrations in Commercial Real Estate. Concentration risk exists when a financial institution deploys too many assets to a specific industry or
segment of the economy with the potential to produce losses large enough to threaten the financial institution’s health. Concentration stemming from CRE is
one area of regulatory concern. Regulatory guidance provides supervisory criteria, including the following numerical indicators, to assist bank examiners in
identifying banks with potentially significant CRE loan concentrations that may warrant greater supervisory scrutiny: (i) CRE loans exceeding 300% of capital
and increasing 50% or more in the preceding three years; or (ii) construction and land development loans exceeding 100% of capital. The guidance does not
limit banks’ levels of CRE lending activities, but rather guides institutions in developing risk management practices and levels of capital that are commensurate
with the level and nature of their CRE concentrations. As of December 31, 2024, using regulatory definitions in the CRE Concentration Guidance, our CRE
loans represented 311% of the Bank total risk-based capital, as compared to 306% as of December 31, 2023. If the regulatory agencies become concerned
about our CRE loan concentrations, they could limit our ability to grow by restricting approvals for the establishment or acquisition of branches, or approvals
of mergers or other acquisition opportunities.
Readers also should note that in addition to the formal concentration guidance, a substantial portion of our business activities, operations and assets
are located in or heavily dependent upon the Los Angeles, California, metropolitan area, which suffered an unprecedented series of wildfires in January 2025
that heavily damaged certain parts of the area and that can be expected to have a significant impact upon our customer base and on the collateral values
protecting certain of our loans. This area is subject to a wide variety of other natural disasters, including earthquakes and flooding, as well as being the home of
various potential geopolitical targets that may give rise to an elevated risk of civil unrest or terrorist activity. Accordingly, we are subject to geographic
concentration risks that are described in greater detail in “Item 1A, Risk Factors.”
Consumer Protection. We are subject to a number of federal and state consumer protection laws that extensively govern our relationship with our
clients. These laws include, among others, the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Truth in Lending Act, the Truth in Savings Act,
the Electronic Fund Transfer Act, the Expedited Funds Availability Act, the Home Mortgage Disclosure Act, the Fair Housing Act, the Real Estate Settlement
Procedures Act, the Fair Debt Collection Practices Act, the Service Members Civil Relief Act, the Military Lending Act, and these laws’ respective state law
counterparts, as well as state usury laws and laws regarding unfair, deceptive or abusive acts and practices (“UDAAP”). The consumer protection laws
applicable to us, among other things, require disclosures of the cost of credit and terms of deposit accounts, provide substantive consumer rights, prohibit
discrimination in credit transactions, regulate the use of credit report information, provide financial privacy protections, prohibit UDAAP practices, restrict our
ability to raise interest rates and subject us to substantial regulatory oversight. Many states and local jurisdictions have consumer protection laws analogous to
those listed above.
Violations of applicable consumer protection laws can result in significant potential liability from litigation brought by clients, including actual and
statutory damages, restitution and attorneys’ fees. Federal bank regulators, state attorneys general, and state and local consumer protection agencies may also
seek to enforce consumer protection requirements and obtain these and other remedies, including regulatory sanctions, client rescission rights, and civil money
penalties. Non-compliance with consumer protection requirements may also result in our failure to obtain any required bank regulatory approval for merger or
acquisition transactions we may wish to pursue or prohibition from engaging in such transactions even if approval is not required.
Cybersecurity. The federal bank regulatory agencies have increased their focus on cybersecurity through guidance, examination and regulations.
Financial institutions are required to design multiple layers of security controls to establish lines of defense and ensure that their risk management processes
address the risk posed by compromised customer credentials and include security measures to authenticate customers accessing internet-based services of the
financial institution. The management of a financial institution is expected to maintain sufficient business continuity planning processes to ensure the rapid
recovery, resumption and maintenance of operations in the event of a cyber-attack. A financial institution is also expected to develop appropriate processes to
enable recovery of data and business operations and address rebuilding network capabilities and restoring data if the institution or its critical service providers
fall victim to
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a cyber-attack. If we fail to observe the regulatory guidance, we could be subject to various regulatory sanctions, including financial penalties.
Financial institutions also must comply with the final rule issued by the federal bank regulatory agencies to improve sharing of information about
cyber incidents that may affect the U.S. banking system. The rule requires financial institutions to notify their primary federal regulator of any significant
computer-security incidents as soon as possible and no later than 36 hours after they determine that a cyber-incident occurred. Notification is required for
incidents that have materially affected (or are reasonably likely to materially affect) the viability of a financial institution’s operations, its ability to deliver
banking products and services, or the stability of the financial sector. We do not anticipate this rule to have a material impact on our operations at this time.
State regulators have also been increasingly active in implementing privacy and cybersecurity standards and regulations. Recently, several states,
including California, have adopted laws and/or regulations requiring certain financial institutions to implement cybersecurity programs and providing detailed
requirements with respect to these programs, including data encryption requirements. Many such states, including California, have also recently implemented
or modified their data breach notification and data privacy requirements. We expect this trend of state-level activity in those areas to continue, and we continue
to monitor relevant legislative and regulatory developments in California where many of our customers are located.
In the ordinary course of business, we rely on electronic communications and information systems to conduct our operations and to store sensitive
data. We employ a layered, defensive approach that leverages people, processes and technology to manage and maintain cybersecurity controls. We employ a
variety of preventative and detective tools to monitor, block, and provide alerts regarding suspicious activity, as well as to report on any suspected advanced
persistent threats. Notwithstanding the strength of our defensive measures, the threat from cyber-attacks is severe, attacks are sophisticated and increasing in
volume, and attackers respond rapidly.
Item 1A. Risk Factors.
You should carefully consider the risks and uncertainties described below, together with the information included elsewhere in this Report and other
documents we file with the SEC. The following risks and uncertainties described below are those that we have identified as material. Events or circumstances
arising from one or more of these risks could adversely affect our business, financial condition, operating results and prospects and the value and price of our
common stock could decline. The risks identified below are not intended to be a comprehensive list of all risks we face. Additional risks and uncertainties not
presently known to us, or that we may currently view as not material, may also adversely impact our business, financial condition, and results of operations.
Summary of Risk Factors
The following is a summary of the most significant risks and uncertainties that we believe could adversely affect our business, financial condition and
results of operations. The summary should be read in conjunction with the more detailed risk factors set forth in this “Risk Factors” section and the other
information contained in this Report.
Risks Related to Our Business
•
Interruptions, cyber-attacks, fraudulent activity
•
Rapid technological developments
•
Adverse economic conditions in Asia, particularly South Korea
•
Monetary Policy and the Federal Reserve
•
Fluctuations in interest rates
•
Losses on our securities portfolio, particularly from increases in interest rates
•
Liquidity risks
•
Decline in general business and economic conditions
Risks Related to Our Loans
•
Negative changes in the economy affecting real estate values and liquidity
•
Commercial borrowers present risks
•
Small and medium business loans subject to greater risks from adverse business developments
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•
Risks from non-qualified single family home mortgage lending business
•
Unreliability of loan appraisals used in real property loan decisions
•
Increased regulatory scrutiny of commercial real estate concentrations
•
Lack of seasoning of our loan portfolio due to recent growth over the last five years
Risks Related to our SBA Loan Program
•
Dependence on U.S. federal government SBA loan program
•
Recognition of gains on sale of loans and servicing asset valuations subject to our assumptions we use
•
Credit risks from non-guaranteed portion of SBA loans we retain and do not sell
•
Credit risks from SBA loans we sell as a result of repurchase obligations
Risks Related to Our Deposits
•
Concentrations of deposit relationships
•
Competition for deposits may increase cost of deposits negatively affecting our deposit growth
Risks Related to Management
•
Success depends on the skills of our management and their retention
•
Competition for skilled and experienced senior level management employees
Risks Related to Credit Quality
•
Our business ability to manage credit risk
•
Nonperforming assets demand management time to resolve and can affect our financial results
•
Allowance for credit losses may be insufficient to absorb potential losses in our loan portfolio
Risks Related to our Growth Strategy
•
Inability to continue the growth of loans and deposits
•
Limited ability to expand because of an existing license agreement for the use of “Open Bank”
•
Managing risks of opening new branches
•
Managing risks of adding new lines of business
Risks Related to Our Capital
•
Increased regulatory requirements
•
Raising new capital
•
Commitment to contribute 10% of our after tax income to the Open Stewardship Foundation
Competition Risks
•
Competition among financial institutions, many of whom are much larger, have greater capital, more advanced technology
•
Focus on marketing to the Korean-American geographic areas we serve
Other Business Risks
•
Soundness of other financial institutions
•
Severe weather, natural disasters (including fire and earthquakes), wide spread disease or pandemics (including the COVID-19 pandemic), acts of
war, and terrorism
•
Climate change could have material negative impact
Risks Related to Our Reputation
•
Failure to maintain a favorable reputation with our customers and communities
•
Risks associated with cyberattacks, cybersecurity incidents, and loss or compromise of customer information
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•
Failure of our risk management framework
•
Difficulties of our third-party providers, termination of their services, or their failure to comply with regulatory requirements
•
Employee misconduct
Finance and Accounting Risks
•
Reliance on risk management processes and analytical and forecasting models
•
Realization of our deferred tax assets
•
Changes in accounting standards
•
Failure to maintain effective controls
Legislative and Regulatory Risks
•
Legislative and regulatory actions now or in the future increase our costs, impact our business and financial results
•
Federal and state regulatory exams
•
Complaints and allegations of discriminatory lending practices
•
Noncompliance with the Bank Secrecy Act and other anti-money laundering statutes and regulations
Risks Related to Our Common Stock
•
Small trading volume
•
Volatile trading price of our common stock
•
Equity research analysts interest in our common stock, unfavorable commentary or downgrade of our common stock
•
Changes in dividend policy
•
Potential dilution from issuance of additional equity securities
•
Charter documents and California law may have an anti-takeover effect limiting changes of control
•
Reduced regulatory and reporting requirements as a smaller reporting company
Risks Related to Our Business
Interruptions, cyber-attacks, fraudulent activity or other security breaches could have a material adverse effect on our business.
In the normal course of business, we collect, store, share, process and retain sensitive and confidential information regarding our customers. We
devote significant resources and management focus to ensuring the integrity of our systems, against damage from fires or other natural disasters; power or
telecommunications failures; acts of terrorism or wars or other catastrophic events; breaches, physical break-ins or errors resulting in interruptions and
unauthorized disclosure of confidential information, through information security and business continuity programs. Notwithstanding, our facilities and
systems are vulnerable to interruptions, external or internal security breaches, acts of vandalism, computer viruses, misplaced or lost data, programming or
human errors, force majeure events, or other similar events.
As a bank, we are susceptible to fraudulent activity that may be committed against us or our customers, which may result in financial losses or
increased costs to us or our customers, disclosure or misuse of our information or our customer's information, misappropriation of assets, privacy breaches
against our customers, litigation or damage to our reputation. Such fraudulent activity may take many forms, including check fraud, electronic fraud, wire
fraud, phishing, social engineering and other dishonest acts. Reported incidents of fraud and other financial crimes have increased throughout the United States
and globally. Increased use of the Internet and telecommunications technologies (including mobile devices) to conduct financial and other business transactions
and operations, coupled with the increased sophistication and activities of organized crime, perpetrators of fraud, hackers, terrorists and others increases our
security risks. In addition to cyber-attacks or other security breaches involving the theft of sensitive and confidential information, hackers continue to engage in
attacks against large financial institutions. These attacks include denial of service attacks designed to disrupt external customer facing services, and
ransomware attacks designed to deny organizations access to key internal resources or systems. While we have policies and procedures designed to prevent
such losses, there can be no assurance that such losses will not occur. We are not able to anticipate or implement effective preventive measures against all
security breaches of these types, especially because the techniques used change frequently and because attacks can
22

originate from a wide variety of sources. We employ detection and response mechanisms designed to contain and mitigate security incidents, but early
detection may be thwarted by sophisticated attacks and malware designed to avoid detection. The payment methods that we offer are subject to potential fraud
and theft by criminals, who are becoming increasingly more sophisticated, seeking to obtain unauthorized access to or exploit weaknesses that may exist in the
payment systems where we may be liable for losses. Breaches of information security also may occur through intentional or unintentional acts by those having
access to our systems or our customers' or counterparties' confidential information, including employees.
The access by unauthorized persons to, or the improper disclosure by us of, confidential information regarding our customers or our own proprietary
information, software, methodologies and business secrets, failures or disruptions in our communications, information and technology systems, or our failure to
adequately address them, could negatively affect our customer relationship management, general ledger, deposit, loan or other systems. We cannot assure that
such breaches, failures or interruptions will not occur or, if they do occur, that they will be adequately addressed by us or the third parties on which we rely.
Our insurance may not fully cover all types of losses. The occurrence of any failures or interruptions of our communications, information and technology
systems could damage our reputation, result in a loss of customer business, subject us to additional regulatory scrutiny or expose us to civil litigation and
possible financial liability, any of which could have a material adverse effect on our business, financial condition or results of operations. We could be required
to provide notices of security breaches. Such failures could result in increased regulatory scrutiny, legal liability, a loss of confidence in the security of our
systems, our payment cards, products and services, and negative effects on our brand which could have a material adverse effect on our business, financial
condition and results of operations.
We may not keep pace with the rapid technological developments in the financial services industry. Fraudulent and other illegal activity involving
our products, services and systems could adversely affect our financial position and results of operations.
The financial services industry is subject to rapid technological changes, of which we cannot predict the effects on our business. We expect that new
services and technologies applicable to our industry will continue to emerge, and these new services and technologies may be superior to, or render obsolete,
the technologies we currently utilize in our products and services. These rapid changes increase cybersecurity risks to our Company and our third-party vendors
and service providers, including the risk of security breaches, “denial of service” attacks, “hacking” and identity theft. Criminals are using increasingly
sophisticated methods to engage in illegal activities, including through the use of deposit account products and customer information and may also see their
effectiveness enhanced by the use of artificial intelligence. A single significant incident of fraud, or increases in the overall level of fraud, involving our
products and services could result in reputational damage to us. Such damage could reduce the use and acceptance of our products and services or lead to
greater regulation that would increase our compliance costs. Fraudulent activity could also result in the imposition of regulatory sanctions, including significant
monetary fines, which could adversely affect our business, results of operations and financial condition. To address the challenges that we face with respect to
fraudulent activity, we maintain certain risk control policies and procedures, both internally and with respect to our third-party vendors and service providers,
that make it more difficult for to fraudulently obtain and use our products and services. However, our inability to keep pace with technological changes,
including our ability to identify and address cybersecurity risks, may significantly affect our financial position and results of operation.
Adverse conditions in Asia and elsewhere could adversely affect our business.
Although we believe we have minimal exposure to customers that have direct economic ties to South Korea and other countries in Asia, we are still
likely to feel the effects of adverse economic and political conditions in South Korea and Asia, including the effects of rising inflation or slowing growth and
volatility in the real estate and stock markets in South Korea and other regions. U.S. and global economic policies, military tensions in North Korea, and
unfavorable global economic conditions may adversely impact the South Korean and other Asian economies. In addition, pandemics and other public health
crises or concerns over the possibility of such crises could create economic and financial disruptions in the region. A significant deterioration of economic
conditions in Asia, and in South Korea in particular, could expose us to, among other things, economic and transfer risk, and we could experience an outflow of
deposits by those of our customers with connections to Asia. Transfer risk may result when an entity is unable to obtain the foreign exchange needed to meet its
obligations or to provide liquidity. This may adversely impact the recoverability of investments with, or loans made to, such entities. Adverse economic
conditions in Asia, and in South Korea in particular, may also negatively impact asset values and the profitability and liquidity of our customers who operate in
this region.
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Monetary policies and regulations of the Federal Reserve could adversely affect our business, financial condition and results of operations.
In addition to being affected by general economic conditions, our earnings and growth are affected by the policies of the Federal Reserve. An
important function of the Federal Reserve is to regulate the money supply and credit conditions. Among the instruments used by the Federal Reserve to
implement these objectives are open market purchases and sales of U.S. government securities, adjustments of the discount rate and changes in banks’ reserve
requirements against bank deposits. These instruments are used in varying combinations to influence overall economic growth and the distribution of credit,
bank loans, investments and deposits. Their use also affects interest rates charged on loans or paid on deposits. The monetary policies and regulations of the
Federal Reserve have had a significant effect on the operating results of commercial banks in the past and are expected to continue to do so in the future.
Fluctuations in interest rates may reduce net interest income and otherwise negatively impact our financial condition and results of operations.
Shifts in short-term interest rates may reduce net interest income, which is the principal component of our earnings. Net interest income is the
difference between the amounts received by us on our interest-earning assets and the interest paid by us on our interest-bearing liabilities. When interest rates
rise, the rate of interest we receive on our assets, such as loans, rises more quickly than the rate of interest that we pay on our interest-bearing liabilities, such as
deposits, which may cause our profits to increase. When interest rates decrease, the rate of interest we receive on our assets, such as loans, declines more
quickly than the rate of interest that we pay on our interest-bearing liabilities, such as deposits, which may cause our profits to decrease. The impact on
earnings is more adverse when the slope of the yield curve flattens, that is, when short-term interest rates increase more than long-term interest rates or when
long-term interest rates decrease more than short-term interest rates.
Changes in interest rates could influence our ability to originate loans and deposits. Historically, there has been an inverse correlation between the
demand for loans and interest rates. Loan origination volume usually declines during periods of rising or high interest rates and increases during periods of
declining or low interest rates. For example, mortgage production historically, including refinancing activity, declines in rising interest rate environments.
Changes in interest rates can also affect the level of loan refinancing activity, which impacts the amount of prepayment penalty income we receive on
loans we hold. Because prepayment penalties are recorded as interest income when received, the extent to which they increase or decrease during any given
period could have a significant impact on the level of net interest income and net income we generate during that time. A decrease in our prepayment penalty
income resulting from any change in interest rates or as a result of regulatory limitations on our ability to charge prepayment penalties could therefore
adversely affect our net interest income, net income or results of operations.
An increase in interest rates that adversely affects the ability of borrowers to pay the principal or interest on loans may lead to an increase in
nonperforming assets and a reduction of income recognized, which could have a material adverse effect on our results of operations and cash flows. Further,
when we place a loan on nonaccrual status, we reverse any accrued but unpaid interest receivable, which decreases interest income. Subsequently, we continue
to have a cost to fund the loan, which is reflected as interest expense, without any interest income to offset the associated funding expense. Thus, an increase in
the amount of nonperforming assets would have an adverse impact on net interest income.
Changes in interest rates also can affect the value of loans, securities and other assets. Rising interest rates will result in a decline in value of the fixed-
rate debt securities we hold in our investment securities portfolio. The unrealized losses resulting from holding these securities would be recognized in
accumulated other comprehensive income and reduce total shareholders’ equity. Unrealized losses do not negatively impact our regulatory capital ratios.
However, tangible common equity and the associated ratios would be reduced. If debt securities in an unrealized loss position are sold, such losses become
realized and will reduce our regulatory capital ratios.
We could recognize losses on securities held in our securities portfolio, particularly if interest rates increase or economic and market conditions
deteriorate.
Factors beyond our control can significantly influence the fair value of securities in our portfolio and can cause potential adverse changes to the fair
value of these securities. For example, fixed-rate securities acquired by us are generally subject to decreases in market value when interest rates rise. Additional
factors include, but are not limited to, rating agency downgrades of the securities or our own analysis of the value of the security, defaults by the issuer or
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individual mortgagors with respect to the underlying securities, or instability in the credit markets. Any of the foregoing factors could cause other-than-
temporary impairment in future periods and result in realized losses. The process for determining whether impairment is other-than-temporary usually requires
difficult, subjective judgments about the future financial performance of the issuer and any collateral underlying the security in order to assess the probability
of receiving all contractual principal and interest payments on the security. Because of changing economic and market conditions affecting interest rates, the
financial condition of issuers of the securities and the performance of the underlying collateral, we may recognize realized and/or unrealized losses in future
periods, which could have a material adverse effect on our business, financial condition and results of operations.
Liquidity risks could affect operations and adversely affect our business, financial condition, and results of operations.
Liquidity is essential to our business. An inability to raise funds through deposits, borrowings, the sale of loans and/or investment securities and
through other sources could have a substantial negative effect on our liquidity. Our most important source of funds consists of our customer deposits. Such
deposit balances can decrease when customers perceive alternative investments, such as money market funds, bonds and the stock market, as providing a better
risk/return tradeoff. If customers move money out of bank deposits and into other investments, we could lose a relatively low cost source of funds, which
would require us to seek wholesale funding alternatives in order to continue to grow, thereby increasing our funding costs and reducing our net interest income
and net income.
Other primary sources of funds consist of cash from operations, investment maturities and sales, and sale of loans. Additional liquidity is provided by
our ability to borrow from the Federal Reserve Bank of San Francisco and the Federal Home Loan Bank of San Francisco. We also may borrow from third-
party lenders from time to time. Our access to funding sources in amounts adequate to finance or capitalize our activities or on terms that are acceptable to us
could be impaired by factors that affect us directly or the financial services industry or economy in general, such as disruptions in the financial markets or
negative views and expectations about the prospects for the financial services industry.
Any decline in available funding could adversely impact our ability to continue to implement our strategic plan, including our ability to originate
loans, invest in securities, meet our expenses, or to fulfill obligations such as repaying our borrowings or meeting deposit withdrawal demands, any of which
could have a material adverse effect on our liquidity, business, financial condition and results of operations.
A decline in general business and economic conditions and any regulatory responses to such conditions could have a material adverse effect on
our business, financial position and results of operations.
Our business and operations are sensitive to general business and economic conditions in the United States, generally, and particularly the state of
California and the Los Angeles-Long Beach-Anaheim, California Metropolitan Statistical Areas. These areas are significantly exposed to natural disasters,
particularly earthquakes, flooding, storms and wildfires. In particular, certain localized areas of Los Angeles were heavily damaged in a series of wildfires that
occurred in January 2025, causing hundreds of billions of dollars in damage and disrupting businesses and residents throughout the area. Although we are not
aware of direct effects upon a substantial portion of our customer base, the effects of these events are still being discovered, and it is possible that the fires, or
the effects of those fires, may ultimately reduce the ability of our customers to repay loans to the Bank or may impair collateral values securing our loans.
Further, these and other unfavorable or uncertain economic and market conditions could lead to credit quality concerns related to borrower repayment
ability and collateral protection as well as reduced demand for the products and services we offer. Geopolitical developments, such as existing and potential
trade wars and other events beyond our control, can increase levels of political and economic unpredictability globally and increase the volatility of global
financial markets. Concerns about the performance of international economies, especially in Europe and emerging markets, and economic conditions in Asia,
particularly the economies of China, South Korea and Japan, can impact the economy and financial markets here in the United States. If the national, regional
and local economies experience worsening economic conditions, including high levels of unemployment, our growth and profitability could be constrained.
Weak economic conditions are characterized by, among other indicators, inflation, deflation, elevated levels of unemployment, fluctuations in debt and equity
capital markets, increased delinquencies on mortgage, commercial and consumer loans, residential and commercial real estate price declines, and lower home
sales and commercial activity. Economic pressure on consumers and uncertainty regarding continuing economic improvement may result in changes in
consumer and business spending, borrowing and saving habits.
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Risks Related to Our Loans
Because a significant portion of our loan portfolio is comprised of real estate loans, negative changes in the economy affecting real estate values
and liquidity could impair the value of collateral securing our real estate loans and result in loan and other losses.
At December 31, 2024, approximately 88.0% of our loan portfolio was comprised of loans with real estate as a primary or secondary component of
collateral. As a result, adverse developments affecting real estate values in our market areas could increase the credit risk associated with our real estate loan
portfolio. The market value of real estate can fluctuate significantly in a short period of time as a result of market conditions in the geographic area in which the
real estate is located. Real estate values and real estate markets are generally affected by changes in national, regional or local economic conditions, the rate of
unemployment, fluctuations in interest rates and the availability of loans to potential purchasers, changes in tax laws and other governmental statutes,
regulations and policies and acts of nature, such as earthquakes and other natural disasters. Adverse changes affecting real estate values and the liquidity of real
estate in one or more of our markets could increase the credit risk associated with our loan portfolio, significantly impair the value of property pledged as
collateral on loans and affect our ability to sell the collateral upon foreclosure without a loss or additional losses, which could result in losses that would
adversely affect profitability. Such declines and losses would have a material adverse effect on our business, financial condition and results of operations.
Many of our loans are to commercial borrowers, which have a higher degree of risk than other types of loans.
As of December 31, 2024, we had $1.45 billion of commercial loans, consisting of $980.2 million of commercial real estate loans, $253.7 million of
SBA loans, and $213.1 million of commercial and industrial loans, including trade finance loans, for which real estate is not the primary source of collateral.
Commercial loans represented 73.9% of our total loan portfolio as of December 31, 2024. Commercial loans are often larger and involve greater risks than
other types of lending. Because payments on such loans are often dependent on the successful operation or development of the property or business involved,
repayment of such loans is often more sensitive than other types of loans to adverse conditions in the real estate market or the general business climate and
economy. Accordingly, a downturn in the real estate market and a challenging business and economic environment may increase our risk related to commercial
loans, particularly commercial real estate loans. Unlike home mortgage loans, which generally are made on the basis of the borrowers’ ability to make
repayment from their employment and other income and which are secured by real property whose value tends to be more easily ascertainable, commercial
loans typically are made on the basis of the borrowers’ ability to make repayment from the cash flow of the commercial venture. Our commercial and industrial
loans are primarily made based on the identified cash flow of the borrower and secondarily on the collateral underlying the loans. Most often, collateral
consists of accounts receivable, inventory and equipment. Inventory and equipment may depreciate over time, may be difficult to appraise and may fluctuate in
value based on the success of the business. Accounts receivable may be uncollectable. If the cash flow from business operations is reduced, the borrower’s
ability to repay the loan may be impaired. Due to the larger average size of each commercial loan as compared with other loans such as residential loans, as
well as collateral that is generally less readily-marketable, losses incurred on a small number of commercial loans could have a material adverse effect on our
business, financial condition and results of operations.
The small- and medium-sized businesses that we lend to may have fewer resources to weather adverse business developments, which may impair a
borrower’s ability to repay a loan, and such impairment could adversely affect our business, financial condition and results of operations.
We target our business development and marketing strategy primarily to serve the banking and financial services needs of small- to medium-sized
businesses. These businesses generally have fewer financial resources in terms of capital or borrowing capacity than larger entities, frequently have smaller
market shares than their competition, may be more vulnerable to economic downturns, often need significant additional capital to expand or compete and may
experience substantial volatility in operating results, any of which may impair a borrower’s ability to repay a loan. In addition, the success of a small- and
medium-sized business often depends on the management talents and efforts of one or two people or a small group of people, and the death, disability or
resignation of one or more of these people could have a material adverse impact on the business and its ability to repay its loan. If general economic conditions
negatively impact the markets in which we operate and our borrowers are otherwise affected by adverse business developments, our business, financial
condition and results of operations may be adversely affected.
Our single family residential loan product consists primarily of non-qualified single family home mortgage loans which may be considered less
liquid and more risky.
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As of December 31, 2024, our single family home mortgage loan portfolio amounted to $509.5 million or 26.0% of our total loan portfolio. As of
December 31, 2024, most of our single family home mortgage loans were non-qualified mortgage loans, and our non-qualified single family home mortgage
loans had an average loan-to-value of 57%. We originated $44.2 million and $65.0 million of single family home mortgage loans for the years ended
December 31, 2024 and 2023, respectively. We did not purchase single family home mortgage loans for the year ended December 31, 2024, compared to a
$11.2 million purchase of single family home mortgage loans from TPO for the year ended December 31, 2023.
The non-qualified single-family home mortgage loans that we originate are designed to assist mainly Korean-Americans who have recently
immigrated to the United States and those Korean-Americans without sufficient documentation to qualify for a traditional home mortgage loan and as such are
willing to provide higher down payment amounts and pay higher interest rates and fees in return for reduced documentation requirements. Non-qualified
single-family home mortgage loans are considered to have a higher degree of risk and are less liquid than qualified single-family home mortgage loans because
non-qualified loans are not able to be securitized and can only be sold directly to other financial institutions. Qualified loans require a minimum of two years of
tax returns for borrowers to demonstrate their ability to repay the loan and other standard documentation to qualify for securitization. For non-qualified loans
we do not require the standard documentation required for qualified loans. For example, we will typically require only one year of tax returns and only pay-
stub verification of employment. We attempt to address this enhanced risk through our underwriting process, including requiring larger down payments and, in
some cases, interest reserves.
Increased scrutiny by regulators of commercial real estate concentrations could restrict our activities and impose financial requirements or limits
on the conduct of our business.
Banking regulators are giving commercial real estate lending greater scrutiny, and may require banks with higher levels of commercial real estate
loans to implement improved underwriting, internal controls, risk management policies and portfolio stress testing, as well as possibly higher levels of
allowances for losses and capital levels as a result of commercial real estate lending growth and exposures. Therefore, we could be required to raise additional
capital or restrict our future growth as a result of our higher level of commercial real estate loans.
Our use of appraisals in deciding whether to make a loan on or secured by real property does not ensure the value of the real property collateral.
In considering whether to make a loan secured by real property we generally require an appraisal of the property. However, an appraisal is only an
estimate of the value of the property at the time the appraisal is conducted, and an error in fact or judgment could adversely affect the reliability of an appraisal.
In addition, events occurring after the initial appraisal may cause the value of the real estate to decrease. As a result of any of these factors the value of
collateral securing a loan may be less than estimated, and if a default occurs, we may not recover the outstanding balance of the loan.
We may suffer losses in our loan portfolio despite our underwriting practices.
We mitigate the risks inherent in our loan portfolio by adhering to sound and proven underwriting practices, managed by experienced and
knowledgeable credit professionals. These practices include analysis of a borrower’s prior credit history, financial statements, tax returns, and cash flow
projections, valuations of collateral based on reports of independent appraisers and verifications of liquid assets. Although we believe that our underwriting
criteria is appropriate for the various kinds of loans we make, we may incur losses on loans that meet our underwriting criteria, and these losses may exceed the
amounts set aside as reserves in our allowance for credit losses.
Lack of seasoning of our loan portfolio could increase risk of credit defaults in the future.
As a result of the organic growth of our loan portfolio over the past five years, a large portion of our loans and of our lending relationships are of
relatively recent origin. In general, loans do not begin to show signs of credit deterioration or default until they have been outstanding for some period of time,
a process referred to as “seasoning.” As a result, a portfolio of older loans will usually behave more predictably than a newer portfolio.
Because a large portion of our portfolio is relatively new, the current level of delinquencies and defaults may not represent the level that may prevail
as the portfolio becomes more seasoned. If delinquencies and defaults increase, we may be required to increase our provision for credit losses, which could
materially and adversely affect our business, financial
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condition and results of operations. For information about the average age of our loans, see “Management’s Discussion and Analysis of Financial Condition
and Results of Operations-Financial Condition-Nonperforming Loans.”
Risks Related to our SBA Loan Program
SBA lending is an important part of our business. Our SBA lending program is dependent upon the U.S. federal government, and we face specific
risks associated with originating SBA loans.
Our SBA lending program is dependent upon the U.S. federal government. As an approved participant in the SBA Preferred Lender’s Program (an
“SBA Preferred Lender”), we enable our clients to obtain SBA loans without being subject to the potentially lengthy SBA approval process necessary for
lenders that are not SBA Preferred Lenders. The SBA periodically reviews the lending operations of participating lenders to assess, among other things,
whether the lender exhibits prudent risk management. When weaknesses are identified, the SBA may request corrective actions or impose enforcement actions,
including revocation of the lender’s SBA Preferred Lender status. If we lose our status as an SBA Preferred Lender, we may lose some or all of our customers
to lenders who are SBA Preferred Lenders, and as a result we could experience a material adverse effect to our financial results. Any changes to the SBA
program, including but not limited to changes to the level of guarantee provided by the federal government on SBA loans, changes to program specific rules
impacting volume eligibility under the guaranty program, as well as changes to the program amounts authorized by Congress may also have a material adverse
effect on our business. In addition, any default by the U.S. government on its obligations or any prolonged government shutdown could, among other things,
impede our ability to originate SBA loans or sell such loans in the secondary market, which could have a material adverse effect on our business, financial
condition and results of operations.
The SBA’s 7(a) Loan Program is the SBA’s primary program for helping start-up and existing small businesses, with financing guaranteed for a
variety of general business purposes. Generally, we sell the guaranteed portion of our SBA 7(a) loans in the secondary market. These sales result in premium
income for us at the time of sale and create a stream of future servicing income, as we retain the servicing rights to these loans. For the reasons described
above, we may not be able to continue originating these loans or sell them in the secondary market. Furthermore, even if we are able to continue to originate
and sell SBA 7(a) loans in the secondary market, we might not continue to realize premiums upon the sale of the guaranteed portion of these loans or the
premiums may decline due to economic and competitive factors. When we originate SBA loans, we incur credit risk on the non-guaranteed portion of the loans,
and if a customer defaults on a loan, we share any loss and recovery related to the loan pro-rata with the SBA. If the SBA establishes that a loss on an SBA
guaranteed loan is attributable to significant technical deficiencies in the manner in which the loan was originated, funded or serviced by us, the SBA may seek
recovery of the principal loss related to the deficiency from us. Generally, we do not maintain reserves or loss allowances for such potential claims and any
such claims could materially and adversely affect our business, financial condition and results of operations.
The laws, regulations and standard operating procedures that are applicable to SBA loan products may change in the future. We cannot predict the
effects of these changes on our business and profitability. Because government regulation greatly affects the business and financial results of all commercial
banks and bank holding companies and especially our organization, changes in the laws, regulations and procedures applicable to SBA loans could adversely
affect our ability to operate profitably.
The recognition of gains on the sale of SBA loans and servicing asset valuations reflect certain assumptions.
We expect that gains on the sale of U.S. government guaranteed loans will comprise a significant component of our revenue. The gain on such sales
recognized for the years ended December 31, 2024 and 2023 was $8.3 million and $7.8 million, respectively. The determination of these gains is based on
assumptions regarding the value of unguaranteed loans retained, servicing rights retained and deferred fees and costs, and net premiums paid by purchasers of
the guaranteed portions of U.S. government guaranteed loans. The value of retained unguaranteed loans and servicing rights are determined based on market
derived factors such as prepayment rates, current market conditions and recent loan sales. Deferred fees and costs are determined using internal analysis of the
cost to originate loans. Significant errors in assumptions used to compute gains on sale of loans or servicing asset valuations could result in material revenue
misstatements, which may have a material adverse effect on our business, results of operations and profitability. In addition, while such valuations are subject
to validation by an independent third party we believe these valuations reflect fair value, if they do not, then our business, financial condition and results of
operations may be materially and adversely affected.
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The non-guaranteed portion of SBA loans that we retain on our balance sheet as well as the guaranteed portion of SBA loans that we sell could
expose us to various credit and default risks.
We originated $159.6 million of SBA loans for the year ended December 31, 2024, compared to $141.5 million of SBA loans for the year ended
December 31, 2023. We sold $127.2 million of SBA loans for the year ended December 31, 2024, compared to $145.0 million for the year ended December 31,
2023, of the guaranteed portion of our SBA loans. We generally retain the non-guaranteed portions of the SBA loans that we originate. As of December 31,
2024, we held $258.3 million of SBA loans on our balance sheet, of which $253.7 million, or 98%, consisted of the non-guaranteed portion of SBA loans and,
of which $4.6 million, or 2%, consisted of the guaranteed portion of SBA loans which we intend to sell in 2023. The non-guaranteed portion of SBA loans have
a higher degree of credit risk and risk of loss as compared to the guaranteed portion of such loans. We generally retain the non-guaranteed portions of the SBA
loans that we originate and sell, and to the extent the borrowers of such loans experience financial difficulties, our financial condition and results of operations
would be materially and adversely impacted.
When we sell the guaranteed portion of SBA loans in the ordinary course of business, we are required to make certain representations and warranties
to the purchaser about the SBA loans and the manner in which they were originated. Under these agreements, we may be required to repurchase the guaranteed
portion of the SBA loan if we have breached any of these representations or warranties, in which case we may record a loss. In addition, if repurchase and
indemnity demands increase on loans that we sell from our portfolio, our business, financial condition and results of operations could be materially and
adversely affected.
Risks Related to Our Deposits
Our deposit portfolio includes significant concentrations and a large percentage of our deposits is attributable to a relatively small number of
clients.
As a commercial bank, we provide services to a number of clients whose deposit levels vary considerably and have some seasonality. Our 10 largest
retail depositor relationships accounted for approximately 7.4% of our deposits as of December 31, 2024. Our largest retail depositor relationship accounted for
approximately 1.1% of our deposits as of December 31, 2024. These deposits can and do fluctuate substantially. The depositors are not concentrated in any
industry or business. Our largest wholesale depositor relationship accounted for approximately 14.7% of our deposits as of December 31, 2024. The loss of any
combination of these depositors, or a significant decline in the deposit balances due to ordinary course fluctuations related to these customers’ businesses,
would adversely affect our liquidity and require us to raise deposit rates to attract new deposits, purchase federal funds or borrow funds on a short-term basis to
replace such deposits. Depending on the interest rate environment and competitive factors, low cost deposits may need to be replaced with higher cost funding,
resulting in a decrease in net interest income and net income. While these events could have a material impact on our results, we expect, in the ordinary course
of business, that these deposits will fluctuate and believe we are capable of mitigating this risk, as well as the risk of losing one of these depositors, through
additional liquidity, and business generation in the future. However, should a significant number of these customers leave, it could have a material adverse
effect on our business, financial condition and results of operations.
Intense competition among U.S. banks for customer deposits, may increase our cost of retaining current deposits or procuring new deposits, and
may otherwise negatively affect our ability to grow our deposit base.
Any changes we make to the rates offered on our deposit products to remain competitive with other financial institutions may adversely affect our
profitability and liquidity. Interest-bearing accounts earn interest at rates established by management based on competitive market factors. The demand for the
deposit products we offer may also be reduced due to a variety of factors, such as demographic patterns, changes in customer preferences, reductions in
consumers’ disposable income, regulatory actions that decrease customer access to particular products, or the availability of competing products.
Risks Related to our Management
We are highly dependent on our management team, and the loss of our senior executive officers or other key employees could harm our ability to
implement our strategic plan, impair our relationships with customers and adversely affect our business, results of operations and growth prospects.
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Our success depends, in large degree, on the skills of our management team and our ability to retain, recruit and motivate key officers and employees.
Our senior management team has significant industry experience, and their knowledge and relationships would be difficult to replace. Further, we believe that
our focus on particular aspects of our communities, including the Korean culture and language and our Christian leadership principles, would call for any
replacements to embody these same traits, which may make it more difficult to replace management team members and other employees who leave the
Company or who retire. Leadership changes occur from time to time, and we cannot predict whether significant resignations will occur or whether we will be
able to recruit additional qualified personnel. Competition for senior executives and skilled personnel in the financial services and banking industry is intense,
which means the cost of hiring, incentivizing and retaining talent may continue to increase. We need to continue to attract and retain key employees and to
recruit qualified individuals to succeed existing key personnel to ensure the continued growth and successful operation of our business. In addition, as a
provider of relationship-based commercial banking services, we must attract and retain qualified banking personnel to continue to grow our business, and
competition for such personnel can be intense. Our ability to effectively compete for senior executives and other qualified personnel by offering competitive
compensation and benefit arrangements may be restricted by applicable banking laws and regulations. In addition, to attract and retain personnel with
appropriate skills and knowledge to support our business, we may offer a variety of benefits, which could reduce our earnings. The loss of the services of any
senior executive and, in particular, Ms. Min Kim, our President and Chief Executive Officer, or other key personnel, or the inability to recruit and retain
qualified personnel in the future, could have a material adverse effect on our business, financial condition and results of operations.
Similarly, we recently announced and have begun to implement a leadership succession plan pursuant to which, among other things, Ms. Kim will
retire as our Chief Executive Officer and will assume the role of Chair of our Board of Directors, and will be succeeded in the CEO role by Mr. Sang Oh
effective July 1, 2025. We announced in February 2025 that Ms. Christine Oh, our longtime Chief Financial Officer, will accept the role of Chief Operating
Officer and will be succeeded in her CFO role by Jaehyun Park. While our Board of Directors has carefully considered and begun to implement these plans,
there can be no assurance that these changes will not prove disruptive, or that they ultimately will be successful in promoting our strategic goals and assuring a
smooth leadership transition. Unexpected failures or shortcomings as these changes occur may have a material adverse effect upon our business, financial
condition and results of operations.
Risks Related to our Credit Quality
Our business depends on our ability to successfully manage credit risk.
The operation of our business requires us to manage credit risk. As a lender, we are exposed to the risk that our borrowers will be unable to repay their
loans according to their terms, and that the collateral securing repayment of their loans, if any, may not be sufficient to ensure repayment. In addition, there are
risks inherent in making any loan, including risks with respect to the period of time over which the loan may be repaid, risks relating to proper loan
underwriting, risks resulting from changes in economic and industry conditions and risks inherent in dealing with individual borrowers. To manage credit risk
successfully, we must, among other things, maintain disciplined and prudent underwriting standards and ensure that our bankers follow those standards. The
weakening of these standards for any reason, such as an attempt to attract higher yielding loans, a lack of discipline or diligence by our employees in
underwriting and monitoring loans, the inability of our employees to adequately adapt policies and procedures to changes in economic or any other conditions
affecting borrowers and the quality of our loan portfolio, may result in loan defaults, foreclosures and additional charge-offs and may necessitate that we
significantly increase our allowance for credit losses, each of which could adversely affect our net income. As a result, our inability to successfully manage
credit risk could have a material adverse effect on our business, financial condition and results of operations.
Nonperforming assets take significant time to resolve and adversely affect our results of operations and financial condition, and could result in
further losses in the future.
As of December 31, 2024, our nonperforming loans (which consist of nonaccrual loans, loans past due 90 days or more and still accruing interest and
loans modified under troubled debt restructurings) totaled $7.8 million, or 0.40% of our gross loans, and 0.33% of total assets.
Our nonperforming assets adversely affect our net income in various ways. We do not record interest income on nonaccrual loans or other real estate
owned, thereby adversely affecting our net interest income, net income and returns on assets and equity, and our loan administration costs increase, which
together with reduced interest income adversely affects our efficiency ratio. When we take collateral in foreclosure and similar proceedings, we are required to
mark the collateral
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to its then-fair market value, which may result in a loss. These nonperforming loans and other real estate owned also increase our risk profile and the level of
capital our regulators believe is appropriate for us to maintain in light of such risks. The resolution of nonperforming assets requires significant time
commitments from management and can be detrimental to the performance of their other responsibilities. If we experience increases in nonperforming loans
and nonperforming assets, our net interest income may be negatively impacted and our loan administration costs could increase, each of which would have an
adverse effect on our net income and related ratios, such as return on assets and equity.
Our allowance for credit losses may prove to be insufficient to absorb potential losses in our loan portfolio.
Current U.S. generally accepted accounting principles (“GAAP”) requires credit loss recognition using a methodology that estimates current expected
credit losses for the life of the loan and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.
A significant source of risk arises from the possibility that we could sustain losses because borrowers, guarantors and related parties may fail to
perform in accordance with the terms of their loans. The underwriting and credit monitoring policies and procedures that we have adopted to address these risks
may not prevent losses that could have a material adverse effect on our business, financial condition, results of operations and cash flows. We maintain an
allowance for credit losses to provide for losses resulting from loan defaults and non-performance. The allowance is increased for loan growth. We also make
various assumptions and judgments about the collectability of loans in our portfolio, including the creditworthiness of borrowers, the strength of the economy
and the value of the real estate and other assets serving as collateral for the repayment of loans. In determining the adequacy of the allowance for credit losses,
we rely on our historic loss experience and our evaluation of economic conditions. If our assumptions prove to be incorrect, our allowance for credit losses may
not be sufficient to cover losses in our loan portfolio, and adjustments may be necessary to address different economic conditions or adverse developments in
the loan portfolio. Consequently, a problem with one or more loans could require us to significantly increase our provision for credit losses.
Environmental liabilities could materially and adversely affect our business and financial condition.
In the course of our business, we may foreclose and take title to real estate, and could be subject to environmental liabilities with respect to these
properties. We may be held liable to a governmental entity or to third parties for property damage, personal injury, investigation and clean-up costs incurred by
these parties in connection with environmental contamination, or may be required to investigate or clear up hazardous or toxic substances, or chemical releases
at a property. The costs associated with investigation or remediation activities could be substantial. In addition, as the owner or former owner of any
contaminated site, we may be subject to common law claims by third parties based on damages, and costs resulting from environmental contamination
emanating from the property. If we ever become subject to significant environmental liabilities, our business, financial condition and results of operations could
be materially and adversely affected.
Risks Related to our Growth Strategy
We may not be able to continue growing our business, particularly if we cannot increase loans and deposits through organic growth.
We have grown our consolidated assets to $2.37 billion as of December 31, 2024 from $2.15 billion as of December 31, 2023. Our deposits have
grown to $2.03 billion as of December 31, 2024 from $1.81 billion as of December 31, 2023. Our ability to continue to grow successfully will depend to a
significant extent on our capital resources. It also will depend, in part, upon our ability to attract deposits and grow our loan portfolio and investment
opportunities and on whether we can continue to fund growth while maintaining cost controls and asset quality, as well on other factors beyond our control,
such as national, regional and local economic conditions and interest rate trends. Further, we have expanded by establishing de novo branches in the Bay Area
of California and in the Atlanta, Georgia, Las Vegas, Nevada, and Washington, DC, metropolitan area, and loan production offices in some of these locations as
well as in the Dallas, Texas area. These efforts may prove less successful or more expensive than we have estimated, and in certain cases could materially and
adversely affect our results of operation or our financial condition.
There is risk related to acquisitions.
We plan to continue to grow our business organically. However, from time to time, we may consider opportunistic strategic acquisitions that we
believe support our long-term business strategy. When considering acquisition opportunities we face significant competition from numerous other financial
services institutions, many of which will have greater
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financial resources than we do. Accordingly, attractive acquisition opportunities may not be available to us. There can be no assurance that we will be
successful in identifying or completing any future acquisitions. Acquisitions of financial institutions involve operational risks and uncertainties and acquired
companies may have unforeseen liabilities, exposure to asset quality problems, key employee and customer retention problems and other problems that could
negatively affect our organization. We may not be able to complete future acquisitions and, if we do complete such acquisitions, we may not be able to
successfully integrate the operations, management, products and services of the entities that we acquire and eliminate redundancies. The integration process
could result in the loss of key employees or disruption of the combined entity’s ongoing business or inconsistencies in standards, controls, procedures, and
policies that adversely affect our ability to maintain relationships with customers and employees or achieve the anticipated benefits of the transaction. The
integration process may also require significant time and attention from our management that they would otherwise direct at servicing existing business and
developing new business. We may not be able to realize any projected cost savings, synergies or other benefits associated with any such acquisition we
complete. We cannot determine all potential events, facts and circumstances that could result in loss or give assurances that our investigation or mitigation
efforts will be sufficient to protect against any such loss.
Our ability to expand our business or make strategic acquisitions outside of California may be limited by our license agreement that restricts our
ability to use the name “Open Bank.”
The intellectual property rights to the use of our name “Open Bank” will continue to be one of the components of our strategy to build a relationship
community bank focused on the Korean-American population base. We have not registered the trademark “Open Bank” under the trademark laws of the United
States. Open Bank, S.A., a corporation organized and existing under the laws of Spain with its principal office located in Ciudad Grupo Santander, Av. Catabria
Boadilla del Monte Madrid Spain (“Open Bank S.A.”) originally registered the trademark “Open Bank” (U.S. Registration No. 3397518) in 2008 with the
United States Patent and Trademark Office. Open Bank S.A. provides financial services in Spain and solicits financial services in the United States through the
internet. Open Bank S.A. is not licensed to engage in banking services in the United States or California and to our knowledge in any other state in the United
States. In February 2014, we entered into a Coexistence Agreement with Open Bank S.A. (the “Coexistence Agreement”), under which both parties agreed that
we may use the name “Open Bank” in connection with banking and banking related services in the state of California and the cities of New York, Dallas,
Atlanta, Chicago, Seattle and Fort Lee, New Jersey (the “Permitted Markets”). We agreed to limit all of the Bank’s marketing, advertising, publicity, soliciting
and or media efforts using the “Open Bank” name to primarily the Korean-American community in the Permitted Markets, however, we have the right under
the Coexistence Agreement to market through the internet. The Coexistence Agreement states that these limitations are not intended to mean that we should in
any way engage in discriminatory tactics or policy or in any way discriminate against non-Korean-American customers or potential customers. Under the
Coexistence Agreement, Open Bank S.A. retains the right to use and market its services in relation to its registered trademark in any state or territory in the
United States. The Bank further agreed not to challenge Open Bank, S.A.’s trademark registration or any future applications by Open Bank S.A. The
Coexistence Agreement has no termination date and is perpetual. If Open Bank S.A. decides to become a licensed bank in California or in any of the other
Permitted Markets, depending on its business and marketing plan, there could be confusion created by the use of the name “Open Bank” which could have a
material adverse impact on our ability to build our brand in the Permitted Markets. In addition, if Open Bank, S.A. were to assert that we breached the
Coexistence Agreement, Open Bank, S.A. could file for an injunction, seek to have us change our name or seek monetary damages, all of which could have a
material adverse impact on our financial condition and results of operations. There are no approval rights of either party for any of the actions or omissions that
either party may take under the Coexistence Agreement.
To date we have not received notice that we are in breach of the Coexistence Agreement or that our business cannot be operated as currently
conducted and as proposed to be conducted. Additionally, to our knowledge, Open Bank S.A. had not undertaken any actions to engage in any business or
marketing activities in the United States other than have a presence on the internet through their website. However, the Coexistence Agreement restricts our
potential geographic expansion beyond the Permitted Markets, which could affect our overall growth over the long term.
As we expand our business outside of California markets, we will encounter risks that could adversely affect us.
We primarily operate in California markets with a concentration of Korean-American individuals and businesses. However, one of our strategies is to
expand beyond California into other domestic markets that have concentrations of Korean-American individuals and businesses. For example, we have loan
production operations in Atlanta, Georgia, Aurora, Colorado, and Lynnwood and Seattle, Washington, and a full service branch with a commercial lending
center in Carrollton, Texas, all of which have relatively high concentrations of Korean-American individuals and businesses. In the
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course of this expansion, we will encounter significant risks and uncertainties that could have a material adverse effect on our operations. These risks and
uncertainties include increased expenses and operational difficulties arising from, among other things, our ability to attract sufficient business in new markets,
to manage operations in noncontiguous market areas, to comply with all of the various local laws and regulations, and to anticipate events or differences in
markets in which we have no current experience.
We must effectively manage our branch growth strategy.
We seek to expand our franchise safely and consistently. A successful growth strategy requires us to manage multiple aspects of our business
simultaneously, such as following adequate loan underwriting standards, balancing loan and deposit growth without increasing interest rate risk or compressing
our net interest margin, maintaining sufficient capital, maintaining proper systems and controls, and recruiting, training and retaining qualified professionals.
We also may experience a lag in profitability associated with new branch openings. As part of our general growth strategy we may expand into additional
communities or attempt to strengthen our position in our current markets by opening new offices, subject to any regulatory constraints on our ability to open
new offices. To the extent that we are able to open additional offices, we are likely to experience the effects of higher operating expenses relative to operating
income from the new operations for a period of time which would have a material adverse effect on our levels of reported net income, return on average equity
and return on average assets.
New lines of business or new products and services may subject us to additional risks.
From time to time, we may implement or may acquire new lines of business or offer new products and services within existing lines of business. There
are substantial risks and uncertainties associated with these efforts, particularly in instances where the markets are not fully developed. In developing and
marketing new lines of business and new products and services we may invest significant time and resources. We may not achieve target timetables for the
introduction and development of new lines of business and new products or services and price and profitability targets may not prove feasible. External factors,
such as regulatory compliance obligations, competitive alternatives, and shifting market preferences, may also impact the successful implementation of a new
line of business or a new product or service. Furthermore, any new line of business and/or new product or service could have a significant impact on the
effectiveness of our system of internal controls. Failure to successfully manage these risks in the development and implementation of new lines of business or
new products or services could have a material adverse effect on our business, financial condition and results of operations.
Risks Related to Our Capital
We are subject to more stringent capital requirements.
The failure to meet applicable regulatory capital requirements could result in one or more of our regulators placing limitations or conditions on our
activities, including our growth initiatives, or restricting the commencement of new activities, and could affect customer and investor confidence, our costs of
funds and FDIC insurance costs, our ability to pay dividends on our common stock, our ability to make acquisitions, and could materially adversely affect our
business, financial condition and results of operations.
We may need to raise additional capital in the future, and if we fail to maintain sufficient capital, whether due to losses, an inability to raise
additional capital or otherwise, our financial condition, liquidity and results of operations, as well as our ability to maintain regulatory compliance, would
be adversely affected.
We face significant capital and other regulatory requirements as a financial institution. Although management believes that the Company has sufficient
capital to fund operations and growth initiatives for at least the next twenty-four months based on our estimated future operations, we may need to raise
additional capital in the future to provide us with sufficient capital resources and liquidity to meet our commitments and business needs. Our ability to raise
additional capital depends on conditions in the capital markets, economic conditions and a number of other factors, including investor perceptions regarding the
banking industry, market conditions and governmental activities, and on our financial condition and performance. Any occurrence that may limit our access to
the capital markets may adversely affect our capital costs and our ability to raise capital. Moreover, if we need to raise capital in the future, we may have to do
so when many other financial institutions are also seeking to raise capital and would have to compete with those institutions for investors. We, therefore, may
not be able to raise additional capital if needed or on terms acceptable to us.
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We are committed to contribute 10% of our consolidated after tax net income to the Open Stewardship Foundation.
The Open Stewardship Foundation (“Foundation”) is our platform for our community outreach activities. We support the Foundation through our
commitment formalized in the Bank’s bylaws to donate an amount equal to 10% of our consolidated after tax net income to the Foundation, subject to legal and
regulatory restrictions. This commitment, therefore, reduces our net income and our ability to build capital through our retained earnings.
Competitive Risks
We face strong competition from financial services companies and other companies that offer commercial banking services, which could harm our
business.
Our operations consist of offering commercial banking services to generate both interest and noninterest income. Many of our competitors offer the
same, or a wider variety of, banking and related financial services within our market areas. These competitors include national banks, regional banks and other
community banks. We also face competition from many other types of financial institutions, including savings and loan institutions, finance companies,
brokerage firms, insurance companies, credit unions, mortgage banks and other financial intermediaries. In addition, a number of out-of-state financial
intermediaries have opened production offices or otherwise solicit deposits in our market areas. Additionally, we face growing competition from so-called
“online businesses” with few or no physical locations, including online banks, lenders and consumer and commercial lending platforms, as well as automated
retirement and investment service providers. Many of these competing institutions have much greater financial and marketing resources than we have. Due to
their size, many competitors can achieve larger economies of scale and may offer a broader range of products and services than we can. If we are unable to
offer competitive products and services, our business may be negatively affected. Some of the financial services organizations with which we compete are not
subject to the same degree of regulation as is imposed on bank holding companies and federally insured financial institutions or are not subject to increased
supervisory oversight arising from regulatory examinations. As a result, these non-bank competitors have certain advantages over us in accessing funding and
in providing various services and they may be subject to lower regulatory costs.
New technology and other changes are allowing parties to effectuate financial transactions that previously required the involvement of banks. For
example, consumers can maintain funds in brokerage accounts or mutual funds that would have historically been held as bank deposits. Consumers can also
complete transactions such as paying bills and transferring funds directly without the assistance of banks. The process of eliminating banks as intermediaries,
known as “disintermediation,” could result in the loss of fee income, as well as the loss of customer deposits and the related income generated from those
deposits. The loss of these revenue streams and access to lower cost deposits as a source of funds could have a material adverse effect on our business, financial
condition and results of operations.
Increased competition in our markets may result in reduced loans, deposits and commissions and brokers’ fees, as well as reduced net interest margin
and profitability. Ultimately, we may not be able to compete successfully against current and future competitors. If we are unable to attract and retain banking
and mortgage loan customers and expand our sales market for such loans, we may be unable to continue to grow our business, and our financial condition and
results of operations may be materially and adversely affected.
Our modest size makes it more difficult for us to compete.
Our modest size makes it more difficult for us to compete with other financial institutions which are generally larger and can more easily afford to
invest in the marketing and technologies needed to attract and retain customers. Because our principal source of income is the net interest income we earn on
our loans and investments after deducting interest paid on deposits and other sources of funds, our ability to generate the revenues needed to cover our
expenses and finance such investments is limited by the size of our loan and investment portfolios. Accordingly, we are not always able to offer new products
and services as quickly as our competitors. As a smaller institution, we are also disproportionately affected by the continually increasing costs of compliance
with new banking and other regulations.
We focus on marketing our services to a limited segment of the population and any adverse change impacting such segment is likely to have an
adverse impact on us.
Our marketing focuses primarily on the banking needs of small- and medium-sized businesses, professionals and residents in the Korean-American
communities that we serve. This demographic concentration makes us more prone to
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circumstances that particularly affect this segment of the population. As a result, our financial condition and results of operations are subject to changes in the
economic conditions affecting these communities. Our success depends upon the business activity, population, income levels, deposits and real estate activity
in these communities. Although our customers’ business and financial interests may extend well beyond these communities, adverse economic conditions that
affect these communities could reduce our growth rate, affect the ability of our customers to repay their loans to us and generally affect our financial condition
and results of operations. Because of our geographic concentration, we are less able than regional or national financial institutions to diversify our credit risks
across multiple markets.
We have a continuing need for technological change, and we may not have the resources to effectively implement new technology or we may
experience operational challenges when implementing new technology.
The financial services industry is continually undergoing rapid technological change with frequent introductions of new technology-driven products
and services. The effective use of technology increases efficiency and enables financial institutions to better serve customers and to reduce costs. Our future
success depends, in part, upon our ability to address the needs of our customers by using technology to provide products and services that will satisfy customer
demands, as well as to create additional efficiencies in our operations.
Many of our competitors have substantially greater resources to invest in technological improvements than we do. We may not be able to effectively
implement new, technology-driven products and services or be successful in marketing these products and services to our customers which would put us at a
competitive disadvantage. In addition, the implementation of technological changes and upgrades to maintain current systems and integrate new ones may also
cause service interruptions, transaction processing errors and system conversion delays and may cause us to fail to comply with applicable laws. Failure to
successfully keep pace with technological change affecting the financial services industry and avoid interruptions, errors and delays could have a material
adverse effect on our business, financial condition or results of operations.
We expect that new technologies and business processes applicable to the consumer credit industry will continue to emerge, and these new
technologies and business processes may be better than those we currently use. Because the pace of technological change is high and our industry is intensely
competitive, we may not be able to sustain our investment in new technology as critical systems and applications become obsolete or as better ones become
available. A failure to maintain current technology and business processes could cause disruptions in our operations or cause our products and services to be
less competitive, all of which could have a material adverse effect on our business, financial condition and results of operations.
Other Risks Related to Our Business
The costs and effects of litigation, investigations or similar matters, or adverse facts and developments related thereto, could materially affect our
business, operating results and financial condition.
We may from time to time become involved in a variety of litigation, investigations or similar matters arising out of our business. It is inherently
difficult to assess the outcome of these matters, and we may not prevail in any proceedings or litigation. Any claims and lawsuits, and the disposition of such
claims and lawsuits, whether through settlement or litigation, could be time-consuming and expensive to resolve, divert management attention from executing
our business plan, and lead to attempts on the part of other parties to pursue similar claims. Any claims asserted against us, regardless of merit or eventual
outcome may harm our reputation. Any adverse determination related to pending or other litigation could have a material adverse effect on our business,
financial condition and results of operations.
We may be adversely affected by the soundness of other financial institutions.
Our ability to engage in routine funding transactions could be adversely affected by the actions and commercial soundness of other financial
institutions. Financial services companies are interrelated as a result of trading, clearing, counterparty, and other relationships. We have exposure to different
industries and counterparties, and through transactions with counterparties in the financial services industry, including brokers and dealers, commercial banks,
investment banks, and other institutional clients. As a result, defaults by, or even rumors or questions about, one or more financial services companies, or the
financial services industry generally, have led to market-wide liquidity problems and could lead to losses or defaults by us or by other institutions. These losses
or defaults could have a material adverse effect on our business, financial condition and results of operations.
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Severe weather, natural disasters, pandemics, acts of war or terrorism and other external events could significantly impact our business.
Severe weather, natural disasters (including fires and earthquakes), wide spread disease or pandemics (including the COVID-19 pandemic), acts of
war or terrorism and other adverse external events could have a significant impact on our ability to conduct business. Such events could affect the stability of
our deposit base, impair the ability of borrowers to repay outstanding loans, impair the value of collateral securing loans, cause significant property damage,
result in loss of revenue and/or cause us to incur additional expenses. For example, our primary market areas in Southern California are subject to earthquakes
and fires. Operations in our market areas could be disrupted by both the evacuation of large portions of the population as well as damage to and/or lack of
access to our banking and operation facilities. Although management has established disaster recovery policies and procedures, the occurrence of any such
events could have a material adverse effect on our business, financial condition and results of operations.
Climate change could have a material negative impact on the Company and our customers.
The Company’s business, as well as the operations and activities of our clients, could be negatively impacted by climate change. Climate change
presents both immediate and long-term risks to the Company and its clients, and these risks are expected to increase over time. Climate change presents multi-
faceted risks, including: operational risk from the physical effects of climate events on the Company and its clients’ facilities and other assets; credit risk from
borrowers with significant exposure to climate risk; transition risks associated with the transition to a less carbon-dependent economy; and reputational risk
from stakeholder concerns about our practices related to climate change, the Company’s carbon footprint, and the Company’s business relationships with
clients who operate in carbon-intensive industries.
Federal and state banking regulators and supervisory authorities, investors, and other stakeholders have increasingly viewed financial institutions as
important in helping to address the risks related to climate change both directly and with respect to their clients, which may result in financial institutions
coming under increased pressure regarding the disclosure and management of their climate risks and related lending and investment activities. Given that
climate change could impose systemic risks upon the financial sector, either via disruptions in economic activity resulting from the physical impacts of climate
change or changes in policies as the economy transitions to a less carbon-intensive environment, the Company may face regulatory risk of increasing focus on
the Company’s resilience to climate-related risks, including in the context of stress testing for various climate stress scenarios. Ongoing legislative or
regulatory uncertainties and changes regarding climate risk management and practices may result in higher regulatory, compliance, credit, and reputational
risks and costs.
Risks Related to Our Reputation and Operations
Our ability to maintain our reputation is critical to the success of our business, and the failure to do so may materially adversely affect our
business and the value of our common stock.
We are a community bank, and our reputation is one of the most valuable components of our business. Threats to our reputation can come from many
sources, including adverse sentiment about financial institutions generally, unethical practices, employee misconduct, failure to deliver minimum standards of
service or quality, compliance deficiencies, and questionable or fraudulent activities of our customers. Negative publicity regarding our business, employees, or
customers, with or without merit, may result in the loss of customers, investors and employees, costly litigation, a decline in revenues and increased
governmental regulation. If our reputation is negatively affected, by the actions of our employees or otherwise, our business and, therefore, our operating
results and the value of our common stock may be materially adversely affected.
Our risk management framework may not be effective in mitigating risks and/or losses to us.
Our risk management framework is comprised of various processes, systems and strategies, and is designed to manage the types of risk to which we
are subject, including, among others, credit, market, liquidity, interest rate and compliance. Our framework also includes financial or other modeling
methodologies that involve management assumptions and judgment. Our risk management framework may not be effective under all circumstances and may
not adequately mitigate any risk or loss to us. If our risk management framework is not effective, we could suffer unexpected losses and our business, financial
condition, results of operations or growth prospects could be materially and adversely affected. We may also be subject to potentially adverse regulatory
consequences.
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Interruptions, cyberattacks, fraudulent activity or other security breaches may have a material adverse effect on our business.
Our business is highly dependent on the collection, storage, transmittal, sharing, processing and retention of information about our customers and
employees. To accomplish these activities, we rely heavily upon electronic infrastructure that we own or that we obtain via license or other contractual
arrangements with third parties. These technologies affect, among other things, our customers’ ability to access and transfer funds, initiate and pay loans and
leases, communicate with our customer service teams, and engage in a variety of other activities that form the foundation of modern financial services
businesses. Likewise, our employee data and related technologies allow us to communicate with our employees about routine and extraordinary matters,
compensate our staff, maintain timekeeping, payroll and benefits records, and comply with an increasingly complex web of labor and employment laws and
regulations. The loss, interruption or disruption of these systems may damage our relationships with customers and correspondingly may harm our reputation.
Compromises or interruptions in our employment-related systems may cause challenges in our relationships with our employees, upon whom we are heavily
dependent in the conduct of our business and the development and maintenance of our relationships with customers and prospective customers.
There have been a number of recent and well-publicized incidents involving various types of cybersecurity lapses, some of which have had substantial
adverse impacts upon targeted businesses and on customers of even some of the world’s most prominent cybersecurity and financial services firms. Similarly,
extremely sophisticated criminal and nation-state organizations routinely target and exploit information technology networks, data systems, and other critical
infrastructure. One of the most prominent recent events resulted in a widespread failure of a large cybersecurity platform, some of the consequences of which
are not yet, and may not soon be, fully known or estimable.
We devote significant resources and management focus to ensuring the integrity of our systems against cybercriminals and similar actors, as well as
against threats from fires and other natural disasters; power or telecommunications failures; acts of terrorism or wars or other catastrophic events; breaches,
physical break-ins or errors resulting in interruptions and unauthorized disclosure of confidential information, through information security and business
continuity programs. Likewise, we have made, and we continue to make, substantial investments in systems that are intended to protect against these
vulnerabilities, including real-time threat detection and warning, security programs and protocols, backup and alternative-access systems, virus and malware
protection programs, and a wide variety of other protective measures.
Notwithstanding these investments, cybersecurity measures are, by their nature, largely reactive, and threats are constantly evolving. We expect that
the development of AI-based technologies will accelerate both the number and the sophistication of these threats. We routinely experience attempts to exploit
our networks and systems, and we must continue investing in increasingly advanced (and concomitantly expensive) technology to counteract these threats.
Further, if our systems cannot timely detect and mitigate vulnerabilities, or cannot promptly respond to threats, we may experience damage to or interruptions
in the availability of our computer networks, or we may experience a loss of data, unauthorized use or disclosure of customer information, or a loss of customer
funds as a result of unauthorized access to customer accounts. Likewise, breaches of our payroll, benefits, and other employee-related systems may give rise to
liability under employment laws and may damage our relationships with our employees.
Disruptions or failures in the physical infrastructure, controls or operating systems that support our businesses and customers, failures of the third
parties on which we rely to adequately or appropriately provide their services or perform their responsibilities, or our failure to effectively manage or oversee
our third-party relationships, could result in business disruptions, loss of revenue or customers, legal or regulatory proceedings, remediation and other costs,
violations of applicable privacy and other laws, reputational damage, customer harm, or other adverse consequences, any of which could materially adversely
affect our results of operations or financial condition. Further, new and evolving SEC regulations, as well as federal and state banking and consumer privacy
laws and regulations, could require us to provide notices of security breaches. Such disclosures could result in increased regulatory scrutiny, exacerbate our
potential legal liability, and result in a loss of confidence in the security of our systems or an adverse perception of our products and services.
The access by unauthorized persons to, or the improper disclosure by us or our third-party vendors of, confidential information regarding our
customers or our own proprietary information, software, methodologies and business secrets, failures or disruptions in our communications, information and
technology systems, or our failure to adequately address them, could negatively affect our customer relationship management, online banking, accounting or
other systems. We cannot assure readers that such breaches, failures or interruptions will not occur or, if they do occur, that they will be adequately addressed
by us or the third parties on which we rely.
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Accordingly, any failures or interruptions of our communications, information and technology systems could damage our reputation, result in a loss of
customer business, subject us to additional regulatory scrutiny or expose us to civil litigation and possible financial liability, any of which could have a material
adverse effect on our business, financial condition or results of operations.
Our cybersecurity investments may create unforeseen implementation challenges that confer unexpected disruptions, unbudgeted costs, or delays
in adaptation to crucial threats.
Enhancements and upgrades to our infrastructure or computer systems may be time-consuming, may entail significant costs, and may themselves
create risks associated with implementing new systems and integrating them with existing ones. Due to the complexity and interconnectedness of our systems,
the process of enhancing our infrastructure and operating systems, including their security measures and controls, also can create an inherent risk of system
disruptions and security issues. Similarly, we may not be able to timely recover critical business processes or operations that have been disrupted, which may
further increase any associated costs and consequences of such disruptions. Although we have enterprise incident response processes, business continuity plans
and other safeguards in place to help provide operational resiliency, our business operations may be adversely affected by significant and widespread disruption
to our physical infrastructure or computer systems that support our businesses and customers.
Our relatively small size requires us to be heavily reliant upon third-party vendors for cybersecurity expertise. Those vendors may themselves be
subject to vulnerabilities, and their failures may be harmful to our business.
As a smaller bank holding company and a small community bank, we lack the resources available to larger institutions to recruit, train and retain a
large staff focused on data security. Instead, like most community banks, we rely heavily on third-party vendors and other service providers for these functions.
As financial institutions and technology systems become more interconnected and more complex, any operational incident at a third party, such as a vendor or
customer, may increase our operational risks, including from information breaches or loss, breakdowns, disruptions or failures of their own systems or
infrastructure, or any deficiencies in the performance of their responsibilities. These risks are increased to the extent we rely on a single-source vendor or
provider. If a third-party vendor or service provider is not fully effective in assisting us in protecting our data and systems, we may be held responsible for any
resulting failures, and even a failure by a third party could damage or jeopardize our relationships with our customers. Further, a recent and well-publicized
cybersecurity incident involving the failure of one of the world’s most sophisticated security platforms resulted in extensive outages of that provider’s customer
systems, the effect of which was a cascading failure of several of that firm’s clients’ networks. Such interruptions, occurring as a result of the acts or omissions
of one or more of our vendors, could result in liability to our customers, as well as reputational harm and a potential interruption of our business.
Cybersecurity incidents, failures or lapses could give rise to regulatory harms to the Company or the Bank.
As cybersecurity threats become increasingly widespread and sophisticated, federal and state banking and privacy regulations are becoming
correspondingly complex and prevalent, and the penalties for the actual or suspected violations of such rules are becoming increasingly substantial.
Accordingly, we must meet stringent and increasingly costly regulatory requirements regarding our own obligations, as well as our reliance on third-party
service providers, and any failure by us or our third-party service providers to comply with applicable laws, rules, regulations, or internal policies could result
in the Company or the Bank becoming subject to fines, penalties, or business restrictions, as well as to increased costs to remediate any actual or perceived
deficiencies and potentially to legal and other costs associated with defending against such regulatory sanctions.
System failure or breaches of our network security could subject us to increased operating costs as well as litigation and other liabilities.
In the normal course of business, we directly or through third parties collect, store, share, process and retain sensitive and confidential information
regarding our customers. We devote significant resources and management focus to ensuring the integrity of our systems, against damage from fires or other
natural disasters; power or telecommunications failures; acts of terrorism or wars or other catastrophic events; breaches, physical break-ins or errors resulting in
interruptions and unauthorized disclosure of confidential information, through information security and business continuity programs. Notwithstanding, our
facilities and systems, and those of third party service providers, are vulnerable to interruptions, external or internal security breaches, acts of vandalism,
computer viruses, misplaced or lost data, programming or human errors, force majeure events, or other similar events. We outsource certain aspects of our data
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processing and other operational functions to certain third-party providers. If our third-party providers encounter difficulties including those resulting from
breach, breakdowns or other disruptions in communication services, cyber-attacks and security breaches or if we otherwise have difficulty in our ability to
deliver products and services to our customers and otherwise conduct business operations and could have a material adverse effect on our business, financial
condition and results of operations.
As a bank, we are susceptible to fraudulent activity that may be committed against us or our customers, which may result in financial losses or
increased costs to us or our customers, disclosure or misuse of our information or our customer's information, misappropriation of assets, privacy breaches
against our customers, litigation or damage to our reputation. Such fraudulent activity may take many forms, including check fraud, electronic fraud, wire
fraud, phishing, social engineering and other dishonest acts. Reported incidents of fraud and other financial crimes have increased through the U.S. We have
also experienced losses due to apparent fraud and other financial crimes. Increased use of the Internet and telecommunications technologies (including mobile
devices) to conduct financial and other business transactions and operations, coupled with the increased sophistication and activities of organized crime,
perpetrators of fraud, hackers, terrorists and others increases our security risks. In addition to cyber-attacks or other security breaches involving the theft of
sensitive and confidential information, hackers continue to engage in attacks against large financial institutions. These attacks include denial of service attacks
designed to disrupt external customer facing services, and ransomware attacks designed to deny organizations access to key internal resources or systems.
While we have policies and procedures designed to prevent such losses, there can be no assurance that such losses will not occur. We are not able to anticipate
or implement effective preventive measures against all security breaches of these types, especially because the techniques used change frequently and because
attacks can originate from a wide variety of sources. We employ detection and response mechanisms designed to contain and mitigate security incidents, but
early detection may be thwarted by sophisticated attacks and malware designed to avoid detection. Further, our cardholders use their debit and credit cards to
make purchases from third parties or through third party processing services. As such, we are subject to risk from data breaches of such third party's
information systems or their payment processors. The payment methods that we offer also subject us to potential fraud and theft by criminals, who are
becoming increasingly more sophisticated, seeking to obtain unauthorized access to or exploit weaknesses that may exist in the payment systems where we
may be liable for losses. Breaches of information security also may occur through intentional or unintentional acts by those having access to our systems or our
customers' or counterparties' confidential information, including employees.
The access by unauthorized persons to, or the improper disclosure by us of, confidential information regarding our customers or our own proprietary
information, software, methodologies and business secrets, failures or disruptions in our communications, information and technology systems, or our failure to
adequately address them, could negatively affect our customer relationship management, general ledger, deposit, loan or other systems. We cannot assure that
such breaches, failures or interruptions will not occur or, if they do occur, that they will be adequately addressed by us or the third parties on which we rely.
Our insurance may not fully cover all types of losses. The occurrence of any failures or interruptions of our communications, information and technology
systems could damage our reputation, result in a loss of customer business, subject us to additional regulatory scrutiny or expose us to civil litigation and
possible financial liability, any of which could have a material adverse effect on our business, financial condition or results of operations. We could be required
to provide notices of security breaches. Such failures could result in increased regulatory scrutiny, legal liability, a loss of confidence in the security of our
systems, our payment cards, products and services, and negative effects on our brand which could have a material adverse effect on our business, financial
condition and results of operations.
Our operations could be interrupted if our third-party service providers experience difficulty, terminate their services or fail to comply with
banking regulations.
We depend to a significant extent on relationships with third party service providers. Specifically, we utilize third party core banking services and
receive credit card and debit card services, branch capture services, Internet banking services and services complementary to our banking products from
various third party service providers. These types of third party relationships are subject to increasingly demanding regulatory requirements where we must
maintain and continue to enhance our due diligence and ongoing monitoring and control over our third party vendors. We may be required to renegotiate our
agreements to meet these enhanced requirements, which could increase our costs. If our service providers experience difficulties or terminate their services and
we are unable to replace them, our operations could be interrupted. It may be difficult for us to timely replace some of our service providers, which may be at a
higher cost due to the unique services they provide. A third party provider may fail to provide the services we require, or meet contractual requirements,
comply with applicable laws and regulations, or suffer a cyber-attack or other security breach. We expect that our regulators will hold us responsible for
deficiencies of our third party relationships which could result in
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enforcement actions, including civil money penalties or other administrative or judicial penalties or fines, or customer remediation, any of which could have a
material adverse effect on our business, financial condition or results of operations.
We depend on the accuracy and completeness of information provided by customers and counterparties and any misrepresented information could
adversely affect our business, financial condition and results of operations.
In deciding whether to extend credit or to enter into other transactions with customers and counterparties, we rely on information furnished to us by or
on behalf of such customers and counterparties, including financial statements and other financial information. Some of the information regarding customers
provided to us is also used in our proprietary credit decision making and scoring models, which we use to determine whether to do business with customers and
the risk profiles of such customers which are subsequently utilized by counterparties who lend us capital to fund our operations. We also rely on representations
of customers and counterparties as to the accuracy and completeness of that information and, with respect to financial statements, on reports of independent
auditors. While we have a practice of seeking to independently verify some of the customer information that we use in deciding whether to extend credit or to
agree to a loan modification, including employment, assets, income and credit score, not all customer information is independently verified, and if any of the
information that is independently verified (or any other information considered in the loan review process) is misrepresented and such misrepresentation is not
detected prior to loan funding, the value of the loan may be significantly lower than expected. Whether a misrepresentation is made by the applicant, another
third party or one of our employees, we generally bear the risk of loss associated with the misrepresentation. We may not detect all misrepresented information
in our originations or from service providers we engage to assist in the approval process. Any such misrepresented information could have a material adverse
effect on our business, financial condition and results of operations.
Employee misconduct could expose us to significant legal liability and reputational harm.
We are vulnerable to reputational harm because we operate in an industry in which integrity and the confidence of our customers are of critical
importance. Our employees could engage in fraudulent, illegal, wrongful or suspicious activities, and/or activities resulting in consumer harm that adversely
affects our customers and/or our business. The precautions we take to detect and prevent such misconduct may not always be effective and regulatory sanctions
and/or penalties, serious harm to our reputation, financial condition, customer relationships and ability to attract new customers. In addition, improper use or
disclosure of confidential information by our employees, even if inadvertent, could result in serious harm to our reputation, financial condition and current and
future business relationships. If our internal controls against operational risks fail to prevent or detect an occurrence of such employee error or misconduct, or if
any resulting loss is not insured or exceeds applicable insurance limits, it could have a material adverse effect on our business, financial condition and results of
operations.
Finance and Accounting Risks
Our accounting estimates and risk management processes rely on analytical and forecasting models.
Processes that management uses to estimate our expected credit losses and to measure the fair value of financial instruments, as well as the processes
used to estimate the effects of changing interest rates and other market measures on our financial condition and results of operations, depend upon the use of
analytical and forecasting models. These models reflect assumptions that may not be accurate, particularly in times of market stress or other unforeseen
circumstances. Even if these assumptions are accurate, the models may prove to be inadequate or inaccurate because of other flaws in their design or their
implementation.
If the models that management uses for interest rate risk and asset liability management are inadequate, we may incur increased or unexpected losses
upon changes in market interest rates or other market measures. If the models that management uses for determining our probable credit losses are inadequate,
the allowance for credit losses may not be sufficient to support future charge offs. If the models that management uses to measure the fair value of financial
instruments are inadequate, the fair value of such financial instruments may fluctuate unexpectedly or may not accurately reflect what we could realize upon
sale or settlement of such financial instruments. Any such failure in management’s analytical or forecasting models could have a material adverse effect on our
business, financial condition and results of operations.
We have significant deferred tax assets and we cannot assure that it will be fully realized.
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Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between the carrying amounts and tax basis of
assets and liabilities computed using enacted tax rates. We regularly assess available positive and negative evidence to determine whether it is more likely than
not that our net deferred tax asset will be realized. Realization of a deferred tax asset requires us to apply significant judgment and is inherently speculative
because it requires estimates that cannot be made with certainty. As of December 31, 2024 we had net deferred tax assets of $13.3 million. If we were to
determine at some point in the future that we will not achieve sufficient future taxable income to realize our net deferred tax asset, we would be required, under
U.S. generally accepted accounting principles, to establish a full or partial valuation allowance which would require us to incur a charge to operations for the
period in which the determination was made.
Changes in accounting standards could materially impact our financial statements.
From time to time, the FASB or the SEC may change the financial accounting and reporting standards that govern the preparation of our financial
statements. Such changes may result in us being subject to new or changing accounting and reporting standards. In addition, the bodies that interpret the
accounting standards (such as banking regulators or outside auditors) may change their interpretations or positions on how these standards should be applied.
These changes may be beyond our control, can be hard to predict and can materially impact how we record and report our financial condition and results of
operations. In some cases, we could be required to apply a new or revised standard retrospectively, or apply an existing standard differently, also
retrospectively, in each case resulting in our needing to revise or restate prior period financial statements. Restating or revising our financial statements may
result in reputational harm or may have other adverse effects on us.
Failure to maintain effective internal controls over financial reporting could have a material adverse effect on our business and stock price.
As a public company with SEC reporting obligations, we are required to document and test our internal control procedures to satisfy the requirements
of Section 404 of the Sarbanes‑Oxley Act, which require annual assessments by management of the effectiveness of our internal control over financial
reporting. We are an emerging growth company, and are therefore exempt from the auditor attestation requirement of Section 404(b) of Sarbanes‑Oxley until
such time as we no longer qualify as an emerging growth company. Regardless of whether we qualify as an emerging growth company, we still need to
implement and maintain substantial internal control systems and procedures in order to satisfy the reporting requirements under the Exchange Act and
applicable requirements.
During the course of our assessment, we may identify deficiencies that we are unable to remediate in a timely manner. Testing and maintaining our
internal control over financial reporting may also divert management’s attention from other matters that are important to the operation of our business. We may
not be able to conclude on an ongoing basis that we have effective internal control over financial reporting in accordance with Section 404 of Sarbanes‑Oxley.
If we conclude that our internal control over financial reporting is not effective, we cannot be certain as to the timing of the completion of our evaluation,
testing and remediation actions or their effect on our operations. Moreover, any material weaknesses or other deficiencies in our internal control over financial
reporting may impede our ability to file timely and accurate reports with the SEC. Any of the above could cause investors to lose confidence in our reported
financial information or our common stock listing on The Nasdaq Global Market to be suspended or terminated, which could have a negative effect on the
trading price of our common stock. In addition, we could become subject to investigations by the SEC, the Board of Governors of the Federal Reserve System,
the FDIC, the DFPI or other regulatory authorities, which could require additional financial and management resources. These events could have a material
adverse effect on our business, financial condition and results of operations.
Legislative and Regulatory Risks
We are subject to extensive government regulation that could limit or restrict our activities, which in turn may adversely impact our ability to
increase our assets and earnings.
We operate in a highly regulated environment and are subject to supervision and regulation by a number of governmental regulatory agencies,
including the Federal Reserve, the FDIC and the DFPI. Regulations adopted by these agencies, which are generally intended to provide protection for
depositors and customers rather than for the benefit of shareholders, govern a comprehensive range of matters relating to ownership and control of our shares,
our acquisition of other companies and businesses, permissible activities, maintenance of adequate capital levels, and other aspects of our operations. These
bank regulators possess broad authority to prevent or remedy unsafe or unsound practices or violations of
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law. The laws and regulations applicable to the banking industry could change at any time, and we cannot predict the effects of these changes on our business,
profitability or growth strategy. Increased regulation could increase our cost of compliance and adversely affect profitability. Moreover, certain of these
regulations contain significant punitive sanctions for violations, including monetary penalties and limitations on a bank’s ability to implement components of
its business plan, such as expansion through mergers and acquisitions or the opening of new branch offices. In addition, changes in regulatory requirements
may add costs associated with compliance efforts. Furthermore, government policy and regulation, particularly as implemented through the Federal Reserve
System, significantly affect credit conditions. Negative developments in the financial industry and the impact of new legislation and regulation in response to
those developments could negatively impact our business operations and adversely impact our financial performance. In addition, adverse publicity and
damage to our reputation arising from the failure or perceived failure to comply with legal, regulatory or contractual requirements could affect our ability to
attract and retain customers.
Federal and state regulators periodically examine our business, and we may be required to remediate adverse examination findings.
The Federal Reserve, the FDIC, and the DFPI periodically examine our business, including our compliance with laws and regulations. If, as a result of
an examination, a banking agency were to determine that our financial condition, capital resources, asset quality, earnings prospects, management, liquidity or
other aspects of any of our operations had become unsatisfactory, or that we were in violation of any law or regulation, they may take a number of different
remedial actions as they deem appropriate. These actions include the power to (i) enjoin “unsafe or unsound” practices, (ii) require correction of any conditions
resulting from any violation or practice, (iii) issue an administrative order that can be judicially enforced, (iv) direct an increase in our capital, (v) restrict our
growth, (vi) assess civil money penalties, and (vii) fine or remove officers and directors. If it is determined that such conditions cannot be corrected or there is
an imminent risk of loss to depositors, the regulatory agencies may terminate our deposit insurance and place us into receivership or conservatorship. Any
regulatory action against us could have an adverse effect on our business, financial condition and results of operations.
We face a risk of noncompliance and enforcement action with the BSA and other anti-money laundering statutes and regulations.
The BSA, the USA Patriot Act and other laws and regulations require financial institutions, among other duties, to institute and maintain an effective
anti-money laundering program and to file reports such as suspicious activity reports and currency transaction reports. We are required to comply with these
and other anti-money laundering requirements. The federal banking agencies and Financial Crimes Enforcement Network are authorized to impose significant
civil money penalties for violations of those requirements and have recently engaged in coordinated enforcement efforts against banks and other financial
services providers with the U.S. Department of Justice, Drug Enforcement Administration and Internal Revenue Service. We are also subject to increased
scrutiny of compliance with the rules enforced by the Office of Foreign Assets Control. If our policies, procedures and systems are deemed deficient, we would
be subject to liability, including fines and regulatory actions, which may include restrictions on our ability to pay dividends and the necessity to obtain
regulatory approvals to proceed with certain aspects of our business plan, including our acquisition plans. Failure to maintain and implement adequate
programs to combat money laundering and terrorist financing could also have serious reputational consequences for us. Any of these results could have a
material adverse effect on our business, financial condition and results of operations.
Regulations relating to privacy, information security and data protection could increase our costs, affect or limit how we collect and use personal
information.
We are subject to various privacy, information security and data protection laws, including requirements concerning security breach notification, and
we could be negatively impacted by these laws. For example, our business is subject to the Gramm-Leach-Bliley Act of 1999 which, among other things: (i)
imposes certain limitations on our ability to share nonpublic personal information about our customers with nonaffiliated third parties; (ii) requires that we
provide certain disclosures to customers about our information collection, sharing and security practices and afford customers the right to “opt out” of any
information sharing by us with nonaffiliated third parties (with certain exceptions); and (iii) requires that we develop, implement and maintain a written
comprehensive information security program containing safeguards appropriate based on our size and complexity, the nature and scope of our activities, and
the sensitivity of customer information we process, as well as plans for responding to data security breaches. Various state and federal banking regulators and
states have also enacted data security breach notification requirements with varying levels of individual, consumer, regulatory or law enforcement notification
in certain circumstances in the event of a security breach.
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Moreover, state and federal legislators and regulators in the United States are increasingly adopting or revising data privacy, information security and data
protection laws that potentially could have a significant impact on our current and planned privacy, data protection and information security-related practices,
our collection, use, sharing, retention and safeguarding of consumer or employee information.
Compliance with current or future privacy, data protection and information security laws (including those regarding security breach notification)
affecting customer or employee data to which we are subject could result in higher compliance and technology costs and could restrict our ability to provide
certain products and services, which could have a material adverse effect on our business, financial condition and results of operations. Our failure to comply
with privacy, data protection and information security laws could result in potentially significant regulatory or governmental investigations or actions,
litigation, fines, sanctions and damage to our reputation, which could have a material adverse effect on our business, financial condition and results of
operations.
Risks Related to Our Common Stock
The trading volume in our common stock is less than that of other larger financial services companies.
Although our common stock is listed for trading on The Nasdaq Global Market its trading volume is generally less than that of other, larger financial
services companies, and investors are not assured that a liquid market will exist at any given time for our common stock. A public trading market having the
desired characteristics of depth, liquidity and orderliness depends on the presence in the marketplace at any given time of willing buyers and sellers of our
common stock. This presence depends on the individual decisions of investors and general economic and market conditions over which we have no control.
Given the lower trading volume of our common stock, significant sales of our common stock, or the expectation of these sales, could cause our stock price to
fall.
The trading price of our common stock could be volatile.
The market price of our common stock may be volatile and could be subject to wide fluctuations in price in response to various factors, some of which
are beyond our control. These factors include, among other things:
•
actual or anticipated variations in our quarterly results of operations;
•
recommendations by securities analysts;
•
operating and stock price performance of other companies that investors deem comparable to us;
•
news reports relating to trends, concerns and other issues in the financial services industry generally;
•
perceptions in the marketplace regarding us and/or our competitors;
•
fluctuations in the stock price and operating results of our competitors;
•
domestic and international economic factors unrelated to our performance;
•
general market conditions and, in particular, developments related to market conditions for the financial services industry;
•
new technology used, or services offered, by competitors; and
•
changes in government regulations.
In addition, if the market for stocks in our industry, or the stock market in general, experiences a loss of investor confidence, the trading price of our
common stock could decline for reasons unrelated to our business, financial condition or results of operations. If any of the foregoing occurs, it could cause our
stock price to fall and may expose us to lawsuits that, even if unsuccessful, could be costly to defend and a distraction to management.
An investment in our common stock is not an insured deposit.
An investment in our common stock is not a bank deposit and, therefore, is not insured against loss by the FDIC, any other deposit insurance fund or
by any other public or private entity. Investment in our common stock is inherently risky for the reasons described herein, and is subject to the same market
forces that affect the price of common stock in any company. As a result, if you acquire our common stock, you could lose some or all of your investment.
If equity research analysts do not publish research or reports about our business, or if they do publish such reports but issue unfavorable
commentary or downgrade our common stock, the price and trading volume of our common stock could decline.
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The trading market for our common stock could be affected by whether equity research analysts publish research or reports about us and our business.
We cannot predict at this time whether any research analysts will publish research and reports on us and our common stock. If one or more equity analysts do
cover us and our common stock and publish research reports about us, the price of our stock could decline if one or more securities analysts downgrade our
stock or if those analysts issue other unfavorable commentary or cease publishing reports about us or our business.
If any of the analysts who elect to cover us downgrades our stock, our stock price could decline rapidly. If any of these analysts ceases coverage of us,
we could lose visibility in the market, which in turn could cause our common stock price or trading volume to decline and our common stock to be less liquid.
Our dividend policy and/or share repurchase program may change without notice, and our future ability to pay dividends or repurchase or redeem
shares is subject to restrictions.
Since 2019, our board of directors have declared quarterly cash dividends on our common stock and have approved stock repurchase programs that
authorized the repurchase of up to 2,620,000 shares of common stock. As of December 31, 2024, we repurchased an aggregate of 2,020,000 shares at an
average price of 8.60% per share. However, we have no obligation to continue doing so and may change our dividend policy and/or share repurchase program
at any time without notice to holders of our common stock. Holders of our common stock are only entitled to receive such cash dividends, as our board of
directors, in its discretion, may declare out of funds legally available for such payments. Furthermore, consistent with our strategic plans, growth initiatives,
capital availability, projected liquidity needs, and other factors, we have made, and will continue to make, capital management decisions and policies that could
adversely affect the amount of dividends paid to holders of our common stock and the maintenance of share repurchase program.
We are a separate and distinct legal entity from our subsidiary, the Bank. We receive substantially all of our revenue from dividends from the Bank,
which we use as the principal source of funds to pay our expenses. Various federal and/or state laws and regulations limit the amount of dividends that the Bank
may pay us. Such limits are also tied to the earnings of our subsidiary. If the Bank does not receive regulatory approval or if the Bank’s earnings are not
sufficient to make dividend payments to us while maintaining adequate capital levels, our ability to pay our expenses and our business, financial condition or
results of operations could be materially and adversely impacted.
As a bank holding company, we are subject to regulation by the Federal Reserve. The Federal Reserve has indicated that bank holding companies
should carefully review their dividend policy in relation to the organization’s overall asset quality, current and prospective earnings and level, composition and
quality of capital. The guidance provides that we inform and consult with the Federal Reserve prior to declaring and paying a dividend that exceeds earnings
for the period for which the dividend is being paid or that could result in an adverse change to our capital structure, including interest on our debt obligations. If
required payments on our debt obligations are not made or are deferred, or dividends on any preferred stock we may issue are not paid, we will be prohibited
from paying dividends on our common stock.
The Capital Rules also introduced a new capital conservation buffer on top of the minimum risk-based capital ratios. Failure to maintain a capital
conservation buffer above certain levels will result in restrictions on the Bank’s ability to make dividend payments, repurchases, redemptions or other capital
distributions. These requirements, and any other new regulations or capital distribution constraints, could adversely affect the ability of the Bank to pay
dividends to the Company and, in turn, affect our ability to pay dividends on our common stock.
We have limited the circumstances in which our directors will be liable for monetary damages.
We have included in our articles of incorporation a provision to eliminate the liability of directors for monetary damages to the maximum extent
permitted by California law. The effect of this provision will be to reduce the situations in which we or our shareholders will be able to seek monetary damages
from our directors. Our bylaws also have a provision providing for indemnification of our directors and executive officers and advancement of litigation
expenses to the fullest extent permitted or required by California law, including circumstances in which indemnification is otherwise discretionary. Also, we
have entered into agreements with our officers and directors in which we similarly agreed to provide indemnification that is otherwise discretionary.
Future equity issuances could result in dilution, which could cause our common stock price to decline.
We are generally not restricted from issuing additional shares of our common stock, up to the 50 million shares of voting common stock and 10
million shares of preferred stock authorized in our articles of incorporation (subject to Nasdaq
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shareholder approval rules), which in each case could be increased by a vote of a majority of our shares. We may issue additional shares of our common stock
in the future pursuant to current or future equity compensation plans, upon conversions of preferred stock or debt, upon exercise of warrants or in connection
with future acquisitions or financings. If we choose to raise capital by selling shares of our common stock for any reason, the issuance could have a dilutive
effect on the holders of our common stock and could have a material negative effect on the market price of our common stock.
We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely
affect holders of our common stock, which could depress the price of our common stock.
Although there are currently no shares of our preferred stock issued and outstanding, our articles of incorporation authorize us to issue up to 10
million shares of one or more series of preferred stock. Our board of directors also has the power, without shareholder approval (subject to Nasdaq shareholder
approval rules), to set the terms of any series of preferred stock that may be issued, including voting rights, dividend rights, preferences over our common stock
with respect to dividends or in the event of a dissolution, liquidation or winding up and other terms. In the event that we issue preferred stock in the future that
has preference over our common stock with respect to payment of dividends or upon our liquidation, dissolution or winding up, or if we issue preferred stock
with voting rights that dilute the voting power of our common stock, the rights of the holders of our common stock or the market price of our common stock
could be adversely affected. In addition, the ability of our board of directors to issue shares of preferred stock without any action on the part of our shareholders
(subject to Nasdaq shareholder approval rules) may impede a takeover of the Company and prevent a transaction perceived to be favorable to our shareholders.
Provisions in our charter documents and California law may have an anti-takeover effect, and there are substantial regulatory limitations on
changes of control of bank holding companies.
Our articles of incorporation and bylaws contain a number of provisions relating to corporate governance and rights of shareholders that might
discourage future takeover attempts. As a result, shareholders who might desire to participate in such transactions may not have an opportunity to do so. In
addition, these provisions will also render the removal of our board of directors or management more difficult. Our bylaws provide that shareholders seeking to
make nominations of candidates for election as directors, or to bring other business before an annual meeting of the shareholders, must provide timely notice of
their intent in writing and follow specific procedural steps in order for nominees or shareholder proposals to be brought before an annual meeting.
The California General Corporation Law, or the CGCL, could make it more difficult for a third party to acquire us, even if doing so would be
perceived to be beneficial by our shareholders.
Under the California Financial Code, no person shall, directly or indirectly, acquire control of a California state bank or its holding company unless
the DFPI has approved such acquisition of control. A person would be deemed to have acquired control of the Company if such person, directly or indirectly,
has the power (i) to vote 25% or more of the voting power of the Company or (ii) to direct or cause the direction of the management and policies of the
Company. For purposes of this law, a person who directly or indirectly owns or controls 10% or more of our outstanding common stock would be presumed to
control the Company.
Federal regulators generally would prohibit any company that is not engaged in financial activities and activities that are permissible for a bank
holding company or a financial holding company from acquiring control of the Company. “Control” is generally defined as ownership of 25% or more of the
voting stock or other exercise of a controlling influence. In addition, any existing bank holding company would need the prior approval of the Federal Reserve
before acquiring 5% or more of our voting stock. The Change in Bank Control Act of 1978, as amended, prohibits a person or group of persons from acquiring
control of a bank holding company unless the Federal Reserve has been notified and has not objected to the transaction. Under a rebuttable presumption
established by the Federal Reserve, the acquisition of 10% or more of a class of voting stock of a bank holding company with a class of securities registered
under Section 12 of the Exchange Act, such as the Company, could constitute acquisition of control of the bank holding company.
The foregoing provisions of California and federal law could make it more difficult for a third party to acquire a majority of our outstanding voting
stock, by discouraging a hostile bid, or delaying, preventing or deterring a merger, acquisition or tender offer in which our shareholders could receive a
premium for their shares, or effect a proxy contest for control of our company or other changes in our management.
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We are a smaller reporting company and the reduced regulatory and reporting requirements applicable to smaller reporting companies may make
our common stock less attractive to investors.
We are permitted to comply with, and we generally elect to comply with, certain reduced reporting requirements for “smaller reporting companies”
within the meaning of the rules of the SEC. These rules, among other things, limit our obligation to report on certain matters, including an audit of our reports
on internal control over financial reporting, reduced burdens for certain aspects of executive compensation reporting, and a reduction in our obligation to file
current reports on Form 8-K pertaining to material cybersecurity incidents. These same rules also afford us certain expanded timelines for filing quarterly and
annual reports with the SEC. For as long as we continue to meet the standards as a smaller reporting company, we may take advantage of these reduced
regulatory and reporting requirements. We cannot predict if investors will find our common stock less attractive because of our reliance on certain of these
exemptions. If some investors find our common stock less attractive as a result, then there may be a less active trading market for our common stock, our stock
price may be more volatile and the price of our common stock may decline.
Item 1B. Unresolved Staff Comments.
None.
Item 1C. Cybersecurity.
Risk Management and Strategy
We believe that our cybersecurity program provides effective protection of client information and of our operating systems from known and
reasonably expected risks, while also promoting the timely detection of, and defense against, cyberattacks and other unauthorized access to our information
technology (“IT”) systems. In order to accomplish these goals, we maintain up-to-date information security and monitoring controls, which we believe
mitigates cybersecurity risks and threats while optimizing the utility of our systems. At the same time, cyberattacks are increasingly common, sophisticated and
destructive, and several large, highly sophisticated financial institutions have been successfully targeted in recent years, leading to significant losses of client
data, denials and loss of online banking and other data services, and other critical functions that have become essential to modern banking. These events also
have carried significant reputational risk for the successfully targeted institutions. In order to mitigate these risks, our Information Security Officer ("ISO") is
responsible for our cybersecurity programs and for the detection of and response to any identified threats and incidents. That individual also reports regularly to
our Board of Directors, oversees certain policies and procedures that are intended to guard against, detect, and respond to potential breaches of our IT systems.
Managing Material Risks & Integrated Overall Risk Management
We have strategically integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of
cybersecurity risk management. Our procedures and security program are the guiding policies over our cybersecurity risk management. Additionally, our IT
team uses the best currently available tools to help protect against cybercriminals. We leverage the latest encryption practices and cyber technologies on our
systems, devices, and third-party connections and further review vendor encryption to ensure proper information security safeguards are maintained. Our
employees are responsible for complying with our cybersecurity standards and complete training to understand the behaviors and technical requirements
necessary to keep information secure.
Engaging Third Parties for Risk Management
We recognize the complexity and evolving nature of cybersecurity threats, which is why we engage a range of external experts, including
cybersecurity consultants, in evaluating and testing our risk management systems. Our IT security team partners with third-parties to perform annual
penetration testing, vulnerability scanning, and monitoring of any potentially suspicious activity across the Company.
Oversight of Third-party Risk
We also maintain a third party risk management program that applies to all third-party vendor relationships. Our Board of Directors has ultimate
responsibility for providing oversight for third-party risk management and holding management accountable. The Board provides clear guidance to regarding
strategic goals and acceptable risk appetite with respect to third-party relationships. The Board reviews this policy on at least an annual basis to assure that we
implement
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procedures and practices have been established by management. Our chief risk officer is responsible for development and implementation of third-party risk
management policies, procedures, and practices, commensurate with the Company’s strategic goals, risk appetite and the level of risk and complexity of its
third-party relationships. This individual regularly reports to the Board of Directors regarding third-party risk management activities. The Company’s internal
audit staff also determines the frequency and scope of audits to examine the effectiveness of our third party risk management program.
The Company recognizes that not all third-party relationships present the same level of risk, and therefore not all third-party relationships require the
same level, degree or type of oversight or risk management. As part of its risk management program, management analyzes the specific risks associated with
each third-party relationship, including but not limited to, cybersecurity and information security related risks.
Risks from Cybersecurity Threats
We have not encountered cybersecurity risks or threats that have materially impaired our business strategy, results of operations, or financial
condition.
Governance
The Board recognizes the importance of managing risks associated with cybersecurity threats. The Board has established robust oversight procedures
to promote effective governance in managing cybersecurity risks because of the significance of these threats to our operational integrity and shareholder
confidence.
Board of Directors Oversight
The Board Risk and Compliance Committee ("BRCC") is central to the Board’s oversight of cybersecurity risks. The BRCC currently oversees
various risk areas such as regulatory compliance, CRA, BSA/AMLA, enterprise risk management, cybersecurity, technology, and third-party risk management.
The committee ensures that the Board maintains appropriate expertise to assure the appropriate management of cybersecurity risk. The BRCC reports
periodically to the Board on the effectiveness of cybersecurity risk management processes and cybersecurity risk trends. The Board also receives specific
reports from senior management with oversight responsibility for cybersecurity risks within the Company. These reports include risk assessments of
cybersecurity and related risks, as well as the company’s vulnerability to those risks. The BRCC reviews an annual evaluation of the company’s cybersecurity
posture and the effectiveness of its risk management strategies, identifying areas for improvement and ensuring the cybersecurity efforts are integrated with the
overall risk management framework.
Management’s Role in Managing Risk
The ISO plays a pivotal role in informing the BRCC on cybersecurity risks. Jointly with the Chief Risk Officer, the ISO reports quarterly to the BRCC
on a range of topics, including:
•
Current cybersecurity landscape and risks;
•
Status of ongoing cybersecurity incidents, threats and strategies;
•
Internal and external test result and remediation efforts;
•
Enforcement of ongoing awareness training on information security;
•
Cybersecurity incident reporting and post-incident reviews; and
•
Compliance with regulatory requirements and evolving industry trends.
The ISO reports to the BRCC on the status and impact of any information security related developments and strategic initiatives, and depending on the
severity of the situation, directly to the Board of Directors. In addition to regular meetings, the BRCC, the ISO, Chief Risk Officer, Chief Information Officer,
and Chief Executive Officer maintain an ongoing dialogue regarding emerging or potential cybersecurity risks that we face, particularly as a financial
institution. The Company’s Management Risk and Compliance Committee also reports directly to the BRCC regarding our risk management initiatives. The
BRCC also receives quarterly reports from the Executive IT Committee and IT department in order to say informed on all aspects of cybersecurity risk
affecting the Company.
Risk Management Personnel
47

Primary responsibility for assessing, monitoring and managing our cybersecurity risks rests with the ISO, who has extensive cybersecurity program
management experience working in various information security roles, including teaching as an information security instructor at a University. The ISO holds
various information security qualifications, such as a doctoral degree in information technology and cyber security and holds the Certified Information Systems
Security Professional ("CISSP") certification. The ISO and Chief Risk Officer are responsible for managing the disclosure and communications related to
cybersecurity incidents. Our Chief Risk Officer chairs the Management Compliance and Risk Committee independently and has more than 20 years of
experience in compliance and risk management.
Monitoring Cybersecurity Incidents
The company utilizes various industry-leading systems to provide 24/7 threat detection and response capability, many of which provide proactive
measures to shut threats down before they can harm the organization. Additionally, the company’s incident response team periodically performs proactive
measures, searching for potential indicators of threats, compromise, and bad actors on our network. Endpoint and network detection tools alert IT staff of
security events that warrant further analysis. The ISO is kept abreast of all active investigations. If an incident is identified, we attempt to contain the threat is
immediately, such as if systems could be taken offline to stop the spread of an attack. Eradication of an attacker’s artifacts, such as user accounts and malicious
code, would then be performed. The Company maintains Business Continuity and Disaster Recovery plans, processes, and technology to restore systems
affected by a cybersecurity incident. The ISO may determine that an incident has the potential to be materially relevant and would escalate that determination
to the executive management, including Chief Executive Officer, Chief Risk Officer, Chief Information Officer, Chief Financial Officer, and other leaders and
advisors of the Company. In addition, we maintain insurance that we believe is customary against certain insurable cybersecurity risks. However, certain
aspects of cybersecurity risks are not insurable, and the availability, extent, and cost of coverage may limit our recourse to these sources of risk mitigation.
Reporting to Board of Directors
The ISO, in his capacity as such, regularly reports to management and the BRCC on all aspects related to cybersecurity risks and incidents. This
ensures that the highest levels of management are kept informed of our cybersecurity and the potential risks we face. In the event of certain cybersecurity
matters which present increasing concern, our policies require escalating these cybersecurity and risk management decisions to the full Board.
Item 2. Properties.
Corporate Offices
Our corporate offices are located at 1000 Wilshire Blvd., Los Angeles, California 90017 on the fifth floor of a twenty-two story Class-A type office
building. Our corporate office space consists of 19,072 square feet and is subject to a lease which expires in January 2030. The current monthly rent for the
fifth floor is $42,720 and is subject to 3.1% annual increases until the lease expires.
48

Branch Offices
Office
Location
Wilshire Office
1000 Wilshire Blvd., Suite 100
Los Angeles, CA 90017
Fashion District Office
747 East 10th Street, Suite 310
Los Angeles, CA 90021
Aroma Office
3680 Wilshire Blvd., Suite 101
Los Angeles, CA 90010
Olympic Office
3030 West Olympic Blvd., Suite 110
Los Angeles, CA 90006
Western Office
550 South Western Avenue
Los Angeles, CA 90020
Gardena Office
15435 South Western Avenue, Suite 100-D
Gardena, CA 90249
Buena Park Office
5141 Beach Blvd., Building 2 Suite E
Buena Park, CA 90621
Santa Clara Office
2998 East El Camino Real
Santa Clara, CA 95051
Carrollton Office
2540 Old Denton Road, Suite 314
Carrollton, TX 75006
Cerritos Office
11811 South Street
Cerritos, CA 90703
Spring Mountain Office
5599 Spring Mountain Road, Suite 100
Las Vegas, Nevada 89146
Wilshire Office. The Wilshire Office is located on the first floor at 1000 Wilshire Blvd, Los Angeles, California, where our corporate offices are also
located. The office consists of 11,115 square feet and is subject to a lease which expires in January 2030. The current monthly rent is $24,171 and is subject to
3.0% annual increases until the lease expires.
Fashion District Office. The Fashion District Office is located on the third floor in a four-story multi-tenant multi-use stand-alone building in
Downtown, Los Angeles, California. The office consists of approximately 2,189 square foot and is subject to a lease which expires in June 2027. The current
monthly rent is $6,142 and is subject to 3.0% annual increases until the lease expires. We have reserved the right to extend the term of the lease for two
additional periods of five years.
Aroma Office. In June 2013, we leased approximately 2,734 square feet on the ground floor in a five-story multi-tenant multi-use stand-alone building
located in Koreatown, Los Angeles, California. We extended the lease for a period of five years until March 2028. The current monthly rent is $8,960 and is
subject to annual increases equal to the Consumer Price Index (CPI), not to exceed 3.0%, until the lease expires. We have reserved the right to extend the term
of the lease for an additional period of five years.
Olympic Office. In April 2014, we leased approximately 3,800 square feet in a one-story shopping strip building. The current monthly rent is $11,635
and is subject to annual CPI adjustments until the lease expires in March 2029. We have reserved the right to extend the term of the lease for an additional
period of five years.
Western Office. In June 2015, we leased a building with approximately 12,450 square feet. The current monthly rent is $50,544 and is subject to 3.0%
annual increases until the lease expires in May 2025. We have reserved the right to extend the term of the lease for two additional periods of five years each.
The office utilizes approximately 4,000 square feet, and the remaining space, including the common area, is being used by two other departments.
49

Gardena Office. The Gardena Office is located on the first floor in a two-story multi-tenant, multi-use, stand-alone building. The office consists of
approximately 1,520 square feet and is subject to a lease which expires on August, 2027. The current monthly rent payment is $5,479 and is subject to 3.0%
annual increases until the lease expires.
Buena Park Office. The Buena Park Office is located on a Class-A shopping strip building. The office consists of approximately 3,047 square feet and
is subject to a lease which expires on March 2028. The current monthly rent is $13,358 and is subject to annual CPI adjustments until the lease expires. We
have reserved the right to extend the term of the lease for an additional period of five years.
Santa Clara Office. In August 2017, we leased approximately 2,678 square feet in a building. The current monthly rent is $10,790 and is subject to
annual increases of 3.0% until the lease expires in August 2027. We have reserved the right to extend the term of the lease for two additional periods of five
years each.
Carrollton Office. In September 2018, we leased approximately 5,532 square feet in a commercial shopping center. The monthly rent is fixed at
$16,135 until April 2024 and is subject to increase to $18,440 per month thereafter for the next five years until the lease expires in April 2029. We have
reserved the right to extend the term of the lease for two additional periods of five years each.
Cerritos Office. In September 2021, we leased approximately 2,750 square feet on the ground floor in a commercial shopping center. The monthly rent
is fixed at $6,875 until October 2026 and is subject to increase to $7,563 per month thereafter until the lease expires in October 2031. We have reserved the
right to extend the term of the lease for two additional periods of five years each.
Spring Mountain Office. In December 2022, we leased approximately 2,650 square feet on the corner space of a building located in a newly-built
commercial shopping center. The monthly rent is fixed at $10,000 until December 2024 and is subject to annual increases of 3.0% until the lease expires in
December 2032. We have reserved the right to extend the term of the lease for two additional periods of five years each.
Loan Production Offices
We maintain loan production offices in Pleasanton, California; Atlanta, Georgia; Aurora, Colorado; Lynnwood, Washington; and Fairfax, Virginia.
Item 3. Legal Proceedings.
In the normal course of business, we are subject to legal proceedings or claims. Management has reviewed all legal claims against us and possible loss
contingencies, and does not expect the amounts to be material to any of the consolidated financial statements.
Item 4. Mine Safety Disclosures.
Not applicable.
50

PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Our common stock is traded on The Nasdaq Global Market under the symbol “OPBK.” As of March 21, 2025, we had 159 record holders of our
common stock, not including beneficial owners whose shares are held in record names of brokers or other nominees.
Dividends
OP Bancorp maintains a policy of returning capital to shareholders in a manner, and at times and amounts, that provide for what we believe is an
optimum balance between preserving liquidity and capital to assure compliance with applicable regulatory requirements and state laws, on the one hand, while
providing an attractive total return to shareholders after giving effect to fluctuations in our stock price.
Consistent with this policy, on July 28, 2022, the Company increased a quarterly cash dividend from $0.10 per share to $0.12 per share ($0.48 per
share on an annualized basis and an annual yield of 3.0% based on a common share price of $15.81 per share as of December 31, 2024). We believe that
current level of dividends is reasonable based on our review of our overall risk profile, and an evaluation of our current and anticipated capital, asset quality,
earnings, liquidity and sensitivity position. However, the amount of dividends to be paid will be subject to our capital requirements, our financial condition and
results of operations, tax considerations, statutory and regulatory limitations, and general economic conditions. We cannot assure you that we will pay
dividends in the future, or that any such dividends will not be reduced or eliminated in the future.
As a holding company, our ability to pay cash dividends is affected by the ability of our bank subsidiary, the Bank, to pay cash dividends. The ability
of the Bank (and our ability) to pay cash dividends in the future and the amount of any such cash dividends is and could be in the future further influenced by
bank regulatory requirements and approvals and capital guidelines.
For information on the statutory and regulatory limitations on the ability of the Company to pay dividends and on the Bank to pay dividends to the
Company see “Item 1 — Business — Supervision and Regulation — The Company — Dividend Payments, Stock Redemptions, and Repurchases” and “—
The Bank — Dividend Payments.”
Securities Authorized for Issuance Under Equity Compensation Plans
For information on the Securities Authorized for Issuance under the Company’s Equity Compensation Plan see “Item 12. Security Ownership of
Certain Beneficial Owners and Management and Related Stockholder Matters — Securities Authorized for Issuance Under Equity Compensation Plans.”
Recent Sales of Unregistered Securities
None.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
None.
Item 6. [Reserved]
51

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated
financial statements and the related notes thereto contained in this Report. Some of the information contained in this discussion and analysis or set forth
elsewhere in this Report, including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risks
and uncertainties. You should review the sections titled “Cautionary Note Regarding Forward-Looking Statements” and “Part II, Item 1A. Risk Factors” for a
discussion of forward-looking statements and important factors that could cause actual results to differ materially from the results described in or implied by
the forward-looking statements contained in the following discussion and analysis.
OVERVIEW
We are a bank holding company headquartered in Los Angeles, California. Substantially all of our business activities consist of commercial
community banking activities, which are conducted through Open Bank, our wholly owned banking subsidiary. We offer commercial banking services to small
and medium-sized businesses, their owners and retail customers primarily in the Korean-American communities within our primary market areas. We currently
operate eight branches in Los Angeles and Orange Counties in California, one branch in Santa Clara, California, one branch in Carrollton, Texas and one
branch near Las Vegas, Nevada. We have five loan production offices in Pleasanton, California, Atlanta, Georgia, Aurora, Colorado, Lynnwood, Washington,
and Fairfax, Virginia.
Our results of operations depend primarily on our net interest income. We drive our income from interest received on our loan portfolio, the fee
income we receive in connection with our deposits, and the sale and service of SBA loans. Our major operating expenses are the interest we pay on deposits
and other borrowings, the salaries and related benefits we pay our management and staff, and the rent we pay on our leased properties. We rely primarily on
locally-generated deposits, mostly from the Korean-American market within California, to fund our loan activities.
Banking Economy and Recent Developments
In recent periods, our earnings have been affected by a series of fluctuations in the “discount rate” for short-term borrowings updated by the Federal
Reserve Board Open Markets Committee in response to perceived inflationary pressures. These fluctuations have included both negative and positive
adjustments, but speaking generally, these rates are substantially higher than in years prior to 2022. Financial institutions and markets have struggled to keep
pace with the effects of these adjustments, which have affected interest rate pricing on both loans and deposits. While such adjustments are commonplace and
tend to affect the banking industry as a whole, the pace and degree of these adjustments have been nearly unprecedented, resulting in banks, including the
Bank, experiencing substantial pressure on multiple fronts. In particular, banks have been forced to increase interest rates paid on deposits in order to meet
competitive pressures from other financial institutions, as well as experiencing rapid and significant fluctuations in the value of treasury securities and other
investments. Increases in market interest rates have significantly increased the Bank’s cost of funds and have exerted downward pressure on our net interest
margins, and the expected reductions in rates anticipated for late 2024 and early 2025 have not materialized. Further, as interest rates increased rapidly, and
remain at unexpectedly elevated levels, the values of our investment portfolios have suffered as securities issued at what are now below-market interest rates
have lost value. Hedging these risks in the face of such unpredictability has likewise proven challenging and costly.
The fluctuations in market interest rates also affected loan pricing, which had multiple effects, including a reduction in borrowing (and thus a
reduction in interest paid to banks) as rates increased and remain elevated, by customers that have the ability to avoid or defer additional indebtedness, a
decline in the origination of new loans, and an increase in credit risk as borrowers who faced rising interest rates, especially on variable-rate loans, found it
more difficult to comply with their loan obligations. The combination of these factors also has exerted downward pressure on our fee income, the volume of
our interest-earning assets and our net interest income.
We believe we have adapted well to these shifts in the banking economy, and our success in weathering the challenges to date owes to the loyalty of
our customers and the dedication of our employees and management. We also believe we are well-positioned to continue to weather these challenges and
unpredictability as the economic and geopolitical conditions remain relatively volatile. At the same time, these conditions have forced us to redirect our efforts
toward liquidity and capital management, thus limiting our growth and our near-term profitability.
52

The following significant items are of note as of or for the periods presented:
As of December 31, 2024 compared to as of December 31, 2023
•
Total assets were $2.37 billion, an increase of $218.3 million, or 10.2%, from $2.15 billion.
•
Gross loans were $1.96 billion, an increase of $191.0 million, or 10.8%, from $1.77 billion.
•
Total deposits were $2.03 billion, an increase of $219.7 million, or 12.2%, from $1.81 billion.
•
Shareholders’ equity was $205.0 million, an increase of $12.4 million, or 6.4%, from $192.6 million.
For the year ended December 31, 2024 compared to 2023
•
Net interest income decreased to $65.6 million, a decrease of $3.1 million, or 4.5%, from $68.7 million.
•
Net income was $21.1 million or $1.39 per diluted common share, a decrease of $2.8 million, or 11.9%, from $23.9 million or $1.55 per diluted
common share.
For the year ended December 31, 2023 compared to 2022
•
Net interest income decreased to $68.7 million, a decrease of $8.2 million, or 10.7%, from $76.9 million.
•
Net income was $23.9 million or $1.55 per diluted common share, a decrease of $9.4 million, or 28.2%, from $33.3 million or $2.14 per diluted
common share.
53

SELECTED FINANCIAL DATA
Year Ended December 31,
($ in thousands, except share and per share data)
2024
2023
2022
Income Statement Data:
Interest income
$
137,620 
$
121,665 
$
88,212 
Interest expense
72,012 
52,978 
11,301 
Net interest income
65,608 
68,687 
76,911 
Provision for credit losses
2,757 
1,651 
2,976 
Noninterest income
16,427 
14,181 
17,619 
Noninterest expense
50,199 
47,726 
44,830 
Income before income taxes
29,079 
33,491 
46,724 
Income tax expense
8,010 
9,573 
13,414 
Net income
21,069 
23,918 
33,310 
Per Share Data:
Basic income per share
$
1.39 
$
1.55 
$
2.15 
Diluted income per share
1.39 
1.55 
2.14 
Book value per share
13.83 
12.84 
11.59 
Shares of common stock outstanding
14,819,866 
15,000,436 
15,270,344 
Performance Ratios:
Return on average assets
0.92 %
1.13 %
1.74 %
Return on average equity
10.68 
13.05 
19.57 
Yield on total loans
6.63 
6.33 
5.25 
Yield on average interest-earning assets
6.26 
5.96 
4.79 
Cost of average interest-bearing liabilities
4.74 
4.10 
1.22 
Cost of deposits
3.48 
2.70 
0.65 
Net interest margin
2.99 
3.37 
4.18 
Efficiency ratio
61.19 
57.59 
47.42 
    Represent noninterest expense divided by the sum of net interest income and noninterest income.
(1)
(1)
54

As of December 31,
($ in thousands)
2024
2023
Balance Sheet Data:
Gross loans
$
1,956,852 
$
1,765,845 
Loans held for sale
4,581 
1,795 
Allowance for credit losses
24,796 
21,993 
Total assets
2,366,013 
2,147,730 
Total deposits
2,027,285 
1,807,558 
Shareholders’ equity
204,993 
192,626 
Asset Quality Data:
Nonperforming loans to gross loans
0.40 %
0.34 %
Allowance for credit losses to nonperforming loans
317 
362 
Allowance for credit losses to gross loans
1.27 
1.25 
Balance Sheet and Capital Ratios:
Gross loans to deposits
96.53 %
97.69 %
Noninterest-bearing deposits to deposits
24.91 
28.92 
Average equity to average total assets
8.63 
8.62 
Leverage ratio
9.27 
9.57 
Common equity tier 1 ratio
11.35 
12.52 
Tier 1 risk-based capital ratio
11.35 
12.52 
Total risk-based capital ratio
12.60 
13.77 
Critical Accounting Policies and Estimates
Our accounting and reporting policies conform to accounting principles generally accepted in GAAP and conform to general practices within the
industry in which we operate. To prepare financial statements in conformity with GAAP, management makes estimates, assumptions and judgments based on
available information. These estimates, assumptions and judgments affect the amounts reported in the financial statements and accompanying notes. These
estimates, assumptions and judgments are based on information available as of the date of the financial statements and, as this information changes, actual
results could differ from the estimates, assumptions and judgments reflected in the financial statement. In particular, management has identified several
accounting policies that, due to the estimates, assumptions and judgments inherent in those policies, are critical in understanding our financial statements.
The following is a discussion of the critical accounting policies and significant estimates that require us to make complex and subjective judgments.
Additional information about these policies can be found in the “Notes to Consolidated Financial Statements, Note 1. Business and Summary of Significant
Accounting Policies.”
Allowance for Credit Losses
We employ a modeled approach that takes into account current and future economic conditions to estimate lifetime expected losses on a collective
basis. With the adoption of CECL, we elected not to consider accrued interest receivable in our estimated credit losses because we write off uncollectible
accrued interest receivable in a timely manner. We consider writing off accrued interest amounts once the amounts become 90 days past due to be considered
within a timely manner. We have elected to write off accrued interest receivable by reversing interest income. We use transition matrices to develop the
Probability of Default ("PD") and Loss Given Default ("LGD") approach, incorporating quantitative factors and qualitative considerations in the calculation of
the allowance for credit losses for collectively assessed loans. The model provides forecasts of PD and LGD based on national unemployment rates using
regression analysis. We incorporate future economic conditions using a weighted multiple scenario approach: baseline and adverse. We apply a reasonable and
supportable period of one year for the baseline scenario and two years for the adverse scenario, after which loss assumptions revert to historical loss
information through a one-year reversion period for the baseline scenario and a two-year reversion period for the adverse scenario. We make critical accounting
estimates, including the
55

judgments made in the application of significant accounting policies, sensitivity to change, and the likelihood of materially different reported results if different
assumptions were used.
As part of our allowance for credit losses process, sensitivity analyses are performed to assess the impact of how changing certain key assumptions
could impact our estimated allowance for credit losses as of December 31, 2024. We calculated alternative values for the allowance for credit losses by severely
changing key assumptions, such as macroeconomic inputs from the economic forecasts, prepayment rates, historical loss factors, among others, and the
calculated allowance for the quantitative component would have been between $5.8 million and $12.4 million higher than our estimate for the allowance as of
December 31, 2024, depending on the forecast scenario. These sensitivity analyses provide approximations of possible outcomes under hypothetically severe
conditions and assist management in making informed decisions on key assumptions. These analyses, however, are not intended to estimate changes in the
overall allowance for credit losses as they do not capture all the potentially unknown variables that could arise in the forecast period, and do not represent
management's view of expected credit losses as of December 31, 2024. Management believes that the estimate for the allowance for credit losses was
reasonable and appropriate as of December 31, 2024.
In order to quantify the credit risk impact of other trends and changes within the loan portfolio, we utilize qualitative adjustments to the modeled
estimated loss approaches. The parameters for making adjustments are established under a Credit Risk Matrix that provides different possible scenarios for
each of the factors listed below. The Credit Risk Matrix and the possible scenarios enable the Bank to qualitatively adjust the loss rates. This matrix considers
the following nine factors, which are patterned after the guidelines provided under the Federal Financial Institutions Examination Council Interagency Policy
Statement on the Allowance for Credit Losses, updated to reflect the adoption of CECL:
•    Changes in lending policies and procedures, including changes in underwriting standards and practices for collection, charge-offs, and recoveries;
•    Actual and expected changes in national and local economic and business conditions and developments in which the institution operates that affect
the collectivity of loans;
•    Changes in the nature and volume of the loan portfolio;
•    Changes in the experience, ability, and depth of lending management and staff;
•    Changes in the volume and severity of past due loans, the volume of nonaccrual loans, and the volume and severity of adversely classified loans;
•    Changes in the quality of the credit review function;
•    Changes in the value of the underlying collateral for loans that are not collateral-dependent;
•    The existence, growth, and effect of any concentrations of credit, and
•    The effect of other external factors, such as the regulatory, legal and technological environments; competition; and events such as natural disasters.
RESULTS OF OPERATIONS
Net Income
We reported net income for the year ended December 31, 2024 of $21.1 million, a decrease of $2.8 million, or 11.9%, compared to net income of
$23.9 million for the same period of 2023. The decrease, driven primarily by the ongoing economic uncertainties and the related unpredictability of market
interest rates, was primarily due to a $3.1 million decrease in net interest income and a $2.5 million increase in noninterest expense, offset by a $2.2 million
increase in noninterest income and a $1.6 million decrease in income tax expense.
We reported net income for the year ended December 31, 2023 of $23.9 million, a decrease of $9.4 million, or 28.2%, compared to net income of
$33.3 million for the same period of 2022. The decrease was primarily due to a $8.2 million decrease in net interest income, a $3.4 million decrease in
noninterest income and a $2.9 million increase in noninterest expense, offset by a $3.8 million decrease income tax expense and a $1.3 million decrease in
provision for credit losses.
56

Year Ended December 31,
($ in thousands)
2024
2023
2022
$ Change 2024 vs.
2023
$ Change 2023 vs.
2022
Interest income
$
137,620 
$
121,665 
$
88,212 
$
15,955 
$
33,453 
Interest expense
72,012 
52,978 
11,301 
19,034 
41,677 
Net interest income
65,608 
68,687 
76,911 
(3,079)
(8,224)
Provision for credit losses
2,757 
1,651 
2,976 
1,106 
(1,325)
Noninterest income
16,427 
14,181 
17,619 
2,246 
(3,438)
Noninterest expense
50,199 
47,726 
44,830 
2,473 
2,896 
Income before income tax expense
29,079 
33,491 
46,724 
(4,412)
(13,233)
Income tax expense
8,010 
9,573 
13,414 
(1,563)
(3,841)
Net income
$
21,069 
$
23,918 
$
33,310 
$
(2,849)
$
(9,392)
Net Interest Income
The management of interest income and expense is fundamental to our financial performance. Net interest income, the difference between interest
income and interest expense, is the largest component of our total revenue. Management closely monitors both total net interest income and the net interest
margin (net interest income divided by average earning assets). We seek to maximize net interest income without exposing us to excessive interest rate risk
through our asset and liability policies. Interest rate risk is managed by monitoring the pricing, maturity and repricing options of all classes of interest-bearing
assets and liabilities. Our net interest margin is also adversely impacted by the reversal of interest on nonaccrual loans and the reinvestment of loan payoffs into
lower yielding investment securities and other short-term investments.
The following table presents, for the periods indicated, information about: (i) weighted average balances, the total dollar amount of interest income
from interest-earning assets and the resultant average yields, (ii) average balances, the total dollar amount of interest expense on interest-bearing liabilities and
the resultant average rates, (iii) net interest income, (iv) the interest rate spread, and (v) the net interest margin.
57

Year Ended December 31,
2024
2023
($ in thousands)
Average
Balance
Interest
and Fees
Yield /
Rate
Average
Balance
Interest
and Fees
Yield /
Rate
Interest-earning assets:
Interest-bearing deposits in other banks
$
109,579 
$
5,766 
5.26 %
$
78,676 
$
4,040 
5.14 %
Federal funds sold and other investments
16,371 
1,266 
7.74 
14,963 
1,031 
6.89 
Available-for-sale debt securities
194,969 
6,227 
3.19 
202,167 
6,131 
3.03 
Commercial real estate loans
929,890 
56,883 
6.12 
857,124 
48,312 
5.64 
SBA loans
263,442 
27,978 
10.62 
260,507 
28,514 
10.95 
Commercial and industrial loans
178,533 
13,765 
7.71 
119,135 
9,189 
7.71 
Home mortgage loans
504,030 
25,648 
5.09 
507,125 
24,384 
4.81 
Consumer & other loans
835 
87 
10.32 
987 
64 
6.51 
Loans
1,876,730 
124,361 
6.63 
1,744,878 
110,463 
6.33 
Total interest-earning assets
2,197,649 
137,620 
6.26 
2,040,684 
121,665 
5.96 
Noninterest-earning assets
87,745 
84,757 
Total assets
$
2,285,394 
$
2,125,441 
Interest-bearing liabilities:
Money market deposits and others
$
346,104 
$
14,135 
4.08 %
$
374,116 
$
13,830 
3.70 %
Time deposits
1,084,107 
53,986 
4.98 
841,804 
35,605 
4.23 
Total interest-bearing deposits
1,430,211 
68,121 
4.76 
1,215,920 
49,435 
4.07 
Borrowings
88,186 
3,891 
4.41 
77,114 
3,543 
4.59 
Total interest-bearing liabilities
1,518,397 
72,012 
4.74 
1,293,034 
52,978 
4.10 
Noninterest-bearing liabilities:
Noninterest-bearing deposits
528,877 
613,797 
Other noninterest-bearing liabilities
40,839 
35,377 
Total noninterest-bearing liabilities
569,716 
649,174 
Shareholders’ equity
197,281 
183,233 
Total liabilities and shareholders’ equity
$
2,285,394 
$
2,125,441 
Net interest income / interest rate spreads
$
65,608 
1.52 %
$
68,687 
1.86 %
Net interest margin
2.99 %
3.37 %
Cost of deposits
3.48 %
2.70 %
Cost of funds
3.52 %
2.78 %
Includes income and average balances for Federal Home Loan Bank (“FHLB”) and Pacific Coast Bankers Bank stock, CRA qualified mutual fund, term federal funds,
interest-earning time deposits and other miscellaneous interest-earning assets.
Average loan balances include non-accrual loans and loans held for sale.
(1)
(2)
(1)
(2)
58

Year Ended December 31,
2023
2022
($ in thousands)
Average
Balance
Interest
and Fees
Yield /
Rate
Average
Balance
Interest
and Fees
Yield /
Rate
Interest-earning assets:
Interest-bearing deposits in other banks
$
78,676 
$
4,040 
5.14 %
$
79,482 
$
1,399 
1.76 %
Federal funds sold and other investments
14,963 
1,031 
6.89 
11,810 
598 
5.06 
Available-for-sale debt securities
202,167 
6,131 
3.03 
170,479 
3,351 
1.97 
Commercial real estate loans
857,124 
48,312 
5.64 
777,776 
37,861 
4.87 
SBA loans
260,507 
28,514 
10.95 
321,757 
24,073 
7.48 
Commercial and industrial loans
119,135 
9,189 
7.71 
142,630 
7,217 
5.06 
Home mortgage loans
507,125 
24,384 
4.81 
334,984 
13,660 
4.08 
Consumer & other loans
987 
64 
6.51 
1,071 
53 
4.95 
Loans
1,744,878 
110,463 
6.33 
1,578,218 
82,864 
5.25 
Total interest-earning assets
2,040,684 
121,665 
5.96 
1,839,989 
88,212 
4.79 
Noninterest-earning assets
84,757 
76,883 
Total assets
$
2,125,441 
$
1,916,872 
Interest-bearing liabilities:
Money market deposits and others
$
374,116 
$
13,830 
3.70 %
$
475,414 
$
5,305 
1.12 %
Time deposits
841,804 
35,605 
4.23 
445,169 
5,905 
1.33 
Total interest-bearing deposits
1,215,920 
49,435 
4.07 
920,583 
11,210 
1.22 
Borrowings
77,114 
3,543 
4.59 
2,089 
91 
4.36 
Total interest-bearing liabilities
1,293,034 
52,978 
4.10 
922,672 
11,301 
1.22 
Noninterest-bearing liabilities:
Noninterest-bearing deposits
613,797 
796,175 
Other noninterest-bearing liabilities
35,377 
27,829 
Total noninterest-bearing liabilities
649,174 
824,004 
Shareholders’ equity
183,233 
170,196 
Total liabilities and shareholders’ equity
$
2,125,441 
$
1,916,872 
Net interest income / interest rate spreads
$
68,687 
1.86 %
$
76,911 
3.57 %
Net interest margin
3.37 %
4.18 %
Cost of deposits
2.70 %
0.65 %
Cost of funds
2.78 %
0.66 %
Includes income and average balances for Federal Home Loan Bank (“FHLB”) and Pacific Coast Bankers Bank stock, CRA qualified mutual fund, term federal funds,
interest-earning time deposits and other miscellaneous interest-earning assets.
Average loan balances include non-accrual loans and loans held for sale.
Changes in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing
liabilities, as well as changes in average interest rates. The following tables set forth the effects of changing rates and volumes on our net interest income
during the period shown. Information is provided with respect to (i) effects on interest income attributable to changes in volume (change in volume multiplied
by prior rate) and (ii) effects on interest income attributable to changes in rate (changes in rate multiplied by prior volume). Change applicable to both volume
and rate have been allocated to volume and rate ratably.
(1)
(2)
(1)
(2)
59

Year Ended December 31,
2024 vs 2023
Increases (Decreases) Due to Change in
($ in thousands)
Volume
Rate
Total
Interest-earning assets:
Interest-bearing deposits in other banks
$
1,607 
$
119 
$
1,726 
Federal funds sold and other investments
112 
123 
235 
Available-for-sale debt securities
(167)
263 
96 
Commercial real estate loans
4,232 
4,339 
8,571 
SBA loans
423 
(959)
(536)
Commercial and industrial loans
4,704 
(128)
4,576 
Home mortgage loans
3 
1,261 
1,264 
Consumer & other loans
(12)
35 
23 
Total loans
9,350 
4,548 
13,898 
Total interest-earning assets
10,902 
5,053 
15,955 
Interest-bearing liabilities:
Money market deposits and others
(2,098)
2,403 
305 
Time deposits
11,283 
7,098 
18,381 
Total interest-bearing deposits
9,185 
9,501 
18,686 
Borrowings
499 
(151)
348 
Total interest-bearing liabilities
9,684 
9,350 
19,034 
Net interest income
$
1,218 
$
(4,297)
$
(3,079)
Year Ended December 31,
2023 vs 2022
Increases (Decreases) Due to Change in
($ in thousands)
Volume
Rate
Total
Interest-earning assets:
Interest-bearing deposits in other banks
$
(28)
$
2,669 
$
2,641 
Federal funds sold and other investments
238 
195 
433 
Available-for-sale debt securities
803 
1,977 
2,780 
Commercial real estate loans
4,167 
6,284 
10,451 
SBA loans
(5,493)
9,934 
4,441 
Commercial and industrial loans
(1,716)
3,688 
1,972 
Home mortgage loans
7,937 
2,787 
10,724 
Consumer & other loans
(5)
16 
11 
Total loans
4,890 
22,709 
27,599 
Total interest-earning assets
5,903 
27,550 
33,453 
Interest-bearing liabilities:
Money market deposits and others
(1,527)
10,052 
8,525 
Time deposits
11,914 
17,786 
29,700 
Total interest-bearing deposits
10,387 
27,838 
38,225 
Borrowings
3,349 
103 
3,452 
Total interest-bearing liabilities
13,736 
27,941 
41,677 
Net interest income
$
(7,833)
$
(391)
$
(8,224)
60

2024 Compared to 2023
Net interest income decreased $3.1 million, or 4.5%, to $65.6 million for the year ended December 31, 2024 from $68.7 million for the same period of
2023, primarily due to higher interest expense on interest-bearing deposits, partially offset by higher interest income on loans and higher interest income on
interest-bearing deposits in other banks as our deposit costs repriced quicker than our interest-earning asset yields following the Federal Reserve’s rate
increases.
Interest expense on interest-bearing deposits increased $18.7 million to $68.1 million for the year ended December 31, 2024, compared with $49.4
million for the same period of 2023. The increase was primarily due to a $214.3 million, or 17.6%, increase in average balance of interest-bearing deposits and
a 69 basis point increase in average cost of interest-bearing deposits driven by the Federal Reserve's rate increases.
Interest income on loans increased $13.9 million to $124.4 million for the year ended December 31, 2024, compared with $110.5 million for the same
period of 2023, primarily due to a $131.9 million, or 7.6%, increase in average balance of loans and a 30 basis point increase in average yield on loans as a
result of the Federal Reserve's rate increase.
Interest income on interest-bearing deposits in other banks increased $1.7 million, or 42.7%, to $5.8 million for the year ended December 31, 2024,
compared with $4.0 million for the same period of 2023. The increase was primarily due to a $30.9 million, or 39.3%, increase in average balance of interest-
bearing deposits in other banks and a 12 basis point increase in average yield of interest-bearing deposits in other banks.
Net interest margin was 2.99% for the year ended December 31, 2024, a 38 basis point decrease from 3.37% for the same period of 2023, primarily
due to a 34 basis point decrease in net interest spread from the higher increase in average cost of interest-bearing deposits compared to the increase in average
yield on loans.
2023 Compared to 2022
Net interest income decreased $8.2 million, or 10.7%, to $68.7 million for the year ended December 31, 2023 from $76.9 million for the same period
of 2022, primarily due to higher interest expense on deposits, partially offset by higher interest income on loans and investments.
Interest expense on deposits increased $38.2 million to $49.4 million for the year 2023, compared with $11.2 million for the same period of 2022. The
increase was primarily due to a 32.1% increase in average balance of interest-bearing deposits and a 285 basis point increase in average cost of interest-bearing
deposits driven by the Federal Reserve's rate increases.
Average balance of interest-bearing deposits increased $295 million or 32.1% compared with the same period of 2022 because a $167 million increase
in average balance of loans and a $182 million decrease in noninterest-bearing deposits for the year 2023 were primarily funded through the increase in
interest-bearing deposits. Average cost of interest-bearing deposits increased a 285 basis point to 4.1% for the year ended December 31, 2023, from 1.2% for
the same period of 2022, primarily due to the Federal Reserve’s rate increases.
Interest income on total investments, including interest-bearing deposits in other banks and available-for-sale debt securities, increased $5.9 million
primarily due to a 175 basis point increase in average yield on total investments to 3.79% for the year 2023 from 2.04% for the same period of 2022 driven by
the Federal Reserve’s rate increases and higher yields on securities purchased in 2023.
Interest income on loans increased $27.6 million to $110.5 million for the year 2023 compared with $82.9 million for the year 2022, primarily due to a
$167 million increase in average balance of loans and a 108 basis point increase in average yield on loans.
Net interest margin was 3.37% for the year ended December 31, 2023, a 81 basis point decrease from 4.18% for the same period of 2022, primarily
due to a 171 basis point decrease in net interest spread from the higher increase in average cost of interest-bearing deposits compared to the increase in average
yield on loans and investments.
Provision for Credit Losses
Credit risk is inherent in the business of making loans. We establish an allowance for credit losses both on loans and off-balance sheet commitments
through charges to earnings, which are shown in the statements of operations as the
61

provision for credit losses. Specifically identifiable and quantifiable known losses are promptly charged off against the allowance. The provision for credit
losses is determined by conducting a quarterly evaluation of the adequacy of our allowance for credit losses and charging the shortfall or excess, if any, to the
current quarter’s expense. This has the effect of creating variability in the amount and frequency of charges to earnings. The provision for credit losses and
level of allowance for each period are dependent upon many factors, including loan growth, net charge-offs, changes in the composition of the loan portfolio,
delinquencies, management’s assessment of the quality of the loan portfolio, the valuation of problem loans and the general economic conditions in our market
area.
2024 Compared to 2023
The provision for credit losses was $2.8 million for the year ended December 31, 2024, an increase of $1.1 million, compared to $1.7 million for the
same period of 2023, reflecting an ongoing period of relatively elevated interest rates and the related impacts on our customers and on the values of the
collateral securing our loans. The provision for credit losses on loans increased $2.9 million, and provision for credit losses on off-balance sheet exposure
decreased $156 thousand.
The provision for credit losses on loans of $2.9 million for the year ended December 31, 2024 was primarily due to a $3.2 million increase in the
quantitative general reserve driven by changes in historical loss factors and increases in loan balances and a $889 thousand increase in specific reserves from
two SBA relationships, partially offset by a $1.4 million decrease in the qualitative reserve resulted from net improvements in asset quality metrics and
economic conditions compared to those as of December 31, 2023. Reversal of credit losses on off-balance sheet exposure of $156 thousand was primarily due
to a change in calculation method for revolving accounts using expected funding amount instead of unfunded commitment amount.
2023 Compared to 2022
The provision for credit losses was $1.7 million for the year ended December 31, 2023, compared to $3.0 million for the same period of 2022. The
$1.7 million in the provision for credit losses was mainly composed of a $735 thousand increase in qualitative reserves and a $754 thousand increase in net
charge-offs for the year 2023. The qualitative reserves were primarily due to upward adjustments to qualitative factors based on deteriorating economic and
business conditions in 2023 compared to 2022 and an increasing trend in nonperforming and classified loans in our loan portfolio. There was no change in
quantitative reserves in 2023 as a $450 thousand increase in reserves from loan growth in 2023 was offset by an equivalent release of reserves from decreases
in historical loss factors.
Noninterest Income
While interest income remains the largest single component of total revenues, noninterest income is also an important component. A portion of our
noninterest income is associated with SBA lending activity, consisting of gains on the sale of loans sold in the secondary market and servicing income from
loans sold with servicing retained. Other sources of noninterest income include service charges on deposit.
2024 Compared to 2023
The following table sets forth the various components of our noninterest income for the years ended December 31, 2024 and 2023:
Year Ended December 31,
($ in thousands)
2024
2023
$ Change
% Change
Noninterest income:
Service charges on deposits
$
3,261 
$
2,123 
$
1,138 
53.6 %
Loan servicing fees, net of amortization
2,898 
2,449 
449 
18.3 
Gain on sale of loans
8,313 
7,843 
470 
6.0 
Other income
1,955 
1,766 
189 
10.7 
Total noninterest income
$
16,427 
$
14,181 
$
2,246 
15.8 %
62

Noninterest income for the year ended December 31, 2024 was $16.4 million, an increase of $2.2 million, or 15.8%, compared to $14.2 million for the
same period of 2023, primarily due to increases in service charge on deposits, gain on sale of loans and loan servicing fees.
Service charges on deposits was $3.3 million for the year ended December 31, 2024, compared to $2.1 million for the same period of 2023, an
increase of $1.1 million, or 53.6%, primarily due to an increase in deposit analysis fees from an increase in the number of analysis accounts.
Gain on sale of loans was $8.3 million for the year ended December 31, 2024, compared to $7.8 million for the same period of 2023, an increase of
$470 thousand, or 6.0%. The increase was primarily due to a higher average sales premium rate, primarily offset by a lower sold amount in SBA loans. We sold
$127.2 million of SBA loans with an average premium of 7.97% for the year ended December 31, 2024, compared to a sale of $145.0 million of SBA loans
with an average premium of 6.65% in the same period of 2023.
Loan servicing fees was $2.9 million for the year ended December 31, 2024, compared to $2.4 million for the same period of 2023, an increase of
$449 thousand, or 18.3%, primarily due to a decrease in servicing fee amortization driven by lower loan payoffs in loan servicing portfolio.
2023 Compared to 2022
The following table sets forth the various components of our noninterest income for the years ended December 31, 2023 and 2022:
Year Ended December 31,
($ in thousands)
2023
2022
$ Change
% Change
Noninterest income:
Service charges on deposits
$
2,123 
$
1,675 
$
448 
26.7 %
Loan servicing fees, net of amortization
2,449 
2,416 
33 
1.4 
Gain on sale of loans
7,843 
12,285 
(4,442)
(36.2)
Other income
1,766 
1,243 
523 
42.1 
Total noninterest income
$
14,181 
$
17,619 
$
(3,438)
(19.5)%
Noninterest income for the year ended December 31, 2023 was $14.2 million, a decrease of $3.4 million, or 19.5%, compared to $17.6 million for the
same period of 2022, primarily due to a decrease in gain on sale of loans, partially offset by increased in other income and service charges on deposits.
Gain on sale of loans was $7.8 million for the year ended December 31, 2023, compared to $12.3 million for the same period of 2022, a decrease of
$4.4 million or 36.2%. The decrease was primarily due to a lower sold amount in SBA loans and a lower average sales premium. We sold $145.0 million of
SBA loans with an average premium of 6.65% for the year ended December 31, 2023, compared to a sale of $181.9 million of SBA loans with an average
premium of 7.45% in the same period of 2022.
Other income was $1.8 million for the year ended December 31, 2023, compared to $1.2 million, an increase of $523 thousand or 42.1%, primarily
due to a $479 thousand increase in a holding gain on our equity in equity investments. Equity investments had an unrealized holding gain of $48 thousand as of
December 31, 2023 compared to an unrealized holding loss of $431 thousand as of December 31, 2022.
Service charges on deposit was $2.1 million for the year ended December 31, 2023, compared to $1.7 million for the same period of 2022, an increase
of $448 thousand or 26.7%, primarily due to an increase in deposit analysis fees from an increase in the number of analysis accounts.
63

Noninterest Expense
2024 Compared to 2023
The following table sets forth the major components of our noninterest expense for the years ended December 31, 2024 and 2023:
Year Ended December 31,
($ in thousands)
2024
2023
$ Change
% Change
Noninterest expense:
Salaries and employee benefits
$
31,717 
$
29,593 
$
2,124 
7.2 %
Occupancy and equipment
6,673 
6,490 
183 
2.8 
Data processing and communication
2,245 
2,109 
136 
6.4 
Professional fees
1,535 
1,571 
(36)
(2.3)
FDIC insurance and regulatory assessments
1,672 
1,457 
215 
14.8 
Promotion and advertising
533 
614 
(81)
(13.2)
Directors' fees
640 
680 
(40)
(5.9)
Foundation donation and other contributions
2,108 
2,400 
(292)
(12.2)
Other expenses
3,076 
2,812 
264 
9.4 
Total noninterest expense
$
50,199 
$
47,726 
$
2,473 
5.2 %
Noninterest expense for the year ended December 31, 2024 was $50.2 million, an increase of $2.5 million, or 5.2%, compared to $47.7 million for the
same period of 2023, primarily due to increases in salaries and employee benefits expense, other expenses, and FDIC insurance and regulatory assessments,
partially offset by a decrease in foundation donation and other contributions.
Salaries and employee benefits for the year ended December 31, 2024 was $31.7 million, an increase of $2.1 million, or 7.2%, compared with $29.6
million for the same period of 2023. The increase was primarily due to an increase in the number of employees to support our growth, an increase from
employee salary adjustments in 2024, and an increase in employee marketing incentives.
Other expenses for the year ended December 31, 2024 was $3.1 million, an increase of $264 thousand, or 9.4%, compared with $2.8 million for the
same period of 2023. The increase was primarily due to an increase in customer services expenses related to the increase in the number of analysis accounts.
FDIC insurance and regulatory assessments for the year ended December  31, 2024 was $1.7 million, an increase of $215 thousand, or 14.8%,
compared with $1.5 million for the same period of 2023. The increase was primarily due to increases in assessment base and rate from our balance sheet
growth and increased reliance on brokered deposits.
Foundation donations and other contributions for the year ended December  31, 2024 was $2.1 million, a decrease of $292 thousand, or 12.2%,
compared with $2.4 million for the same period of 2023. The decrease was primarily due to lower donation accruals for Open Stewardship Foundation as a
result of lower net income.
2023 Compared 2022
The following table sets forth the major components of our noninterest expense for the years ended December 31, 2023 and 2022:
64

Year Ended December 31,
($ in thousands)
2023
2022
$ Change
% Change
Noninterest expense:
Salaries and employee benefits
$
29,593 
$
27,189 
$
2,404 
8.8 %
Occupancy and equipment
6,490 
5,964 
526 
8.8 
Data processing and communication
2,109 
2,085 
24 
1.2 
Professional fees
1,571 
1,620 
(49)
(3.0)
FDIC insurance and regulatory assessments
1,457 
813 
644 
79.2 
Promotion and advertising
614 
543 
71 
13.1 
Directors' fees
680 
682 
(2)
(0.3)
Foundation donation and other contributions
2,400 
3,393 
(993)
(29.3)
Other expenses
2,812 
2,541 
271 
10.7 
Total noninterest expense
$
47,726 
$
44,830 
$
2,896 
6.5 %
Noninterest expense for the year ended December 31, 2023 was $47.7 million, compared with $44.8 million for the same period of 2022, an increase
of $2.9 million or 6.5%.
Salaries and employee benefits for the year ended December 31, 2023 was $29.6 million, compared to $27.2 million for the same period of 2022, an
increase of $2.4 million, or 8.8%. The increase was primarily due to a $1.0 million increase from a 17.2 increase in average number of full-time employees to
224.4 in 2023 from 207.2 in 2022, and a $850 thousand decrease in loan origination costs as a result of lower loan originations in 2023.
Occupancy and equipment for the year ended December 31, 2023 was $6.5 million, compared to $6.0 million for the same period of 2022, an increase
of $526 thousand, or 8.8%. The increase was primarily due to the opening of Spring Mountain Office in Las Vegas, Nevada and two renewed leases for
branches in California.
FDIC insurance and regulatory assessments for the year ended December 31, 2023 was $1.5 million, compared to $813 thousand, an increase of $644
thousand, or 79.2%. The increase was primarily due to our deposit growth from the same period of 2022 and an increase in FDIC assessment fees in 2023.
Foundation donations and other contributions for the year ended December 31, 2023 was $2.4 million, compared to $3.4 million, a decrease of $993
thousand, or 29.3%. The decrease was primarily due to lower donation accruals for Open Stewardship Foundation as a result of lower net income.
Income Tax Expense
Income tax expense was $8.0 million for the year ended December 31, 2024, compared to $9.6 million for the same period of 2023, primarily due to a
$4.4 million, or 13.2%, decrease in income before income tax to $29.1 million for the year ended December 31, 2024 from $33.5 million for the same period of
2023. Effective tax rates were 27.5% and 28.6% for the years ended December 31, 2024 and 2023, respectively.
Income tax expense was $9.6 million for the year ended December 31, 2023, compared to $13.4 million for the same period of 2022, primarily due to
a $13.2 million or 28.3% decrease in income before income tax to $33.5 million in 2023 from $46.7 million for 2022. Effective tax rates were 28.6% and
28.7% for the years ended December 31, 2023 and 2022, respectively.
Realization of deferred tax assets is primarily dependent upon us generating sufficient future taxable income to obtain benefit from the reversal of net
deductible temporary differences, along with the utilization of tax credit carry forwards and the net operating loss carry forwards for Federal and California
state income tax purposes. The amount of deferred tax assets considered realizable is subject to adjustment in future periods based on estimates of future
taxable income. Under GAAP a valuation allowance is required to be recognized if it is “more likely than not” that the deferred tax assets will not be realized.
The determination of the realizability of the deferred tax assets is highly subjective and dependent upon judgment concerning management’s evaluation of both
positive and negative evidence, including forecasts
65

of future income, cumulative losses, applicable tax planning strategies, and assessments of current and future economic and business conditions.
We recognized net deferred tax assets of $14.9 million and $13.3 million as of December 31, 2024 and 2023, respectively. After consideration of the
matters in the preceding paragraph, we have determined that it is more likely than not that net deferred tax assets as of December 31, 2024 will be fully realized
in future years.
FINANCIAL CONDITION
Investment Portfolio
The securities portfolio is the second largest component of our interest earning assets, and the structure and composition of this portfolio is important
to an analysis of our financial condition. The portfolio serves the following purposes: (i) it provides a source of pledged assets for securing certain deposits and
borrowed funds, as may be required by law or by specific agreement with a depositor or lender; (ii) it provides liquidity to even out cash flows from the loan
and deposit activities of customers; (iii) it can be used as an interest rate risk management tool, because it provides a large base of assets, the maturity and
interest rate characteristics of which can be changed more readily than the loan portfolio to better match changes in the deposit base and our other funding
sources; and (iv) it is an alternative interest-earning use of funds when loan demand is weak or when deposits grow more rapidly than loans.
We classify our securities as either available-for-sale or held-to-maturity at the time of purchase. Accounting guidance requires available-for-sale
securities to be marked to fair value with an offset to accumulated other comprehensive income (loss), a component of shareholders’ equity. Monthly
adjustments are made to reflect changes in the fair value of our available-for-sale securities.
All securities in our investment portfolio were classified as available-for-sale as of December 31, 2024. There were no held-to-maturity or trading
securities in our investment portfolio as of December  31, 2024. All available-for-sale securities are carried at fair value and consist of U.S. government
agencies or sponsored agency securities and tax-exempt municipal securities.
The following table summarizes the fair value of the available-for-sale securities portfolio as of the dates presented:
December 31, 2024
December 31, 2023
($ in thousands)
Amortized
Cost
Fair Value
Unrealized Loss
Amortized
Cost
Fair Value
Unrealized Loss
U.S. Government agencies or sponsored
agency securities:
Residential mortgage-backed securities
$
41,521 
$
37,076 
$
(4,445)
$
48,318 
$
43,877 
$
(4,441)
Residential collateralized mortgage
obligations
160,187 
143,041 
(17,146)
162,142 
144,459 
(17,683)
Municipal securities - tax exempt
5,830 
5,792 
(38)
5,726 
5,914 
188 
Total available-for-sale debt
securities
$
207,538 
$
185,909 
$
(21,629)
$
216,186 
$
194,250 
$
(21,936)
Available-for-sale debt securities decreased $8.3 million, or 4.3%, to $185.9 million as of December 31, 2024 from $194.3 million as of December 31,
2023, primarily due to principal paydowns and maturity of $27.7 million, partially offset by security purchases of $19.1 million for the year ended
December  31, 2024. No issuer of the available-for-sale securities, other than U.S. Government and its agencies, comprised more than ten percent of our
shareholders’ equity as of December 31, 2024 and 2023.
Certain securities have fair values less than amortized cost and, therefore, contain unrealized losses. The unrealized losses were primarily attributable
to interest rate movement, not credit quality. These securities (Fannie Mae, Ginnie Mae, and Freddie Mac) are guaranteed or sponsored by agencies of the U.S.
government, and the issuers of the securities are of high credit quality. We believe that the net unrealized losses presented in the previous tables are temporary
66

and no credit losses are expected, particularly because we generally hold these securities as interest-earning assets rather than selling them at times when
market conditions mitigate against that investment decision. As a result, we expect full collection of the carrying amount of these securities, do not intend to
sell the securities in an unrealized loss position, and believe it is more-likely-than-not we will not have to sell these securities prior to recovery of amortized
cost. Accordingly, for available-for-sale debt securities, we did not have allowance for credit losses as of December 31, 2024 and 2023.
The following table sets forth certain information regarding contractual maturities and the weighted average yields of our investment securities as of
the dates presented. Expected maturities may differ from contractual maturities if borrowers have the right to call or prepay obligations with or without call or
prepayment penalties.
December 31, 2024
Due in One Year or Less
Due after One Year Through Five
Years
Due after Five Years Through
Ten Years
Due after Ten Years
($ in thousands)
Amortized
Cost
Weighted
Average Yield
Amortized
Cost
Weighted
Average Yield
Amortized
Cost
Weighted
Average Yield
Amortized
Cost
Weighted
Average Yield
U.S. Government agencies or sponsored
agency securities:
Residential mortgage-backed securities
$
22 
2.37 %
$
1,034 
2.22 %
$
785 
2.33 %
$
39,680 
2.21 %
Residential collateralized mortgage
obligations
— 
— 
138 
1.87 
2,032 
1.34 
158,017 
3.07 
Municipal securities - tax exempt
— 
— 
— 
— 
— 
— 
5,830 
5.20 
Total available-for-sale debt securities
$
22 
2.37 %
$
1,172 
2.18 %
$
2,817 
1.62 %
$
203,527 
2.96 %
We have not used interest rate swaps or other derivative instruments to hedge fixed rate loans or securities to otherwise mitigate interest rate risk.
Loans
Our loans represent the largest portion of our earning assets, substantially greater than the securities portfolio or any other asset category, and the
quality and diversification of the loan portfolio is an important consideration when reviewing our financial condition.
The loan distribution table that follows sets forth our gross loans outstanding, and the percentage distribution in each category as of the dates
indicated:
December 31, 2024
December 31, 2023
($ in thousands)
Amount
% of Total
Amount
% of Total
Commercial real estate
$
980,247 
50.1 % $
885,585 
50.2 %
SBA—real estate
231,962 
11.9 
224,695 
12.7 
SBA—non-real estate
21,748 
1.1 
14,997 
0.8 
Commercial and industrial
213,097 
10.9 
120,970 
6.9 
Home mortgage
509,524 
26.0 
518,024 
29.3 
Consumer
274 
— 
1,574 
0.1 
Gross loans receivable
1,956,852 
100.0 %
1,765,845 
100.0 %
Allowance for credit losses
(24,796)
(21,993)
Loans receivable, net
$
1,932,056 
$
1,743,852 
     Includes net deferred loan costs (fees) and unamortized premiums (unaccreted discounts) of $(702) thousand and $140 thousand as of December 31, 2024 and 2023,
respectively.
Gross loans increased $191.0 million, or 10.8%, to $1.96 billion as of December 31, 2024, compared to $1.77 billion as of December 31, 2023. The
increase was primarily attributable to new loan production of $502.8 million, partially offset by loan payoffs and paydowns of $188.2 million and loan sales of
$130.0 million.
(1)
(1)
67

The following tables presents the contractual loan maturities by loan category and the contractual distribution of loans to changes in interest rates as of
December 31, 2024 and 2023:
December 31, 2024
Due in One Year or Less
Due after One Year Through Five
Years
Due after Five Years
($ in thousands)
Fixed Rate
Adjustable Rate
Fixed Rate
Adjustable Rate
Fixed Rate
Adjustable Rate
Total
Commercial real estate
$
77,086 
$
59,061 
$
477,801 
$
107,076 
$
191,553 
$
67,670 
$
980,247 
SBA—real estate
— 
— 
— 
58 
— 
231,904 
231,962 
SBA—non- real estate
— 
136 
— 
3,017 
— 
18,595 
21,748 
Commercial and industrial
87,899 
48,147 
8,924 
27,069 
20,224 
20,834 
213,097 
Home mortgage
— 
— 
— 
— 
509,524 
— 
509,524 
Consumer
27 
247 
— 
— 
— 
— 
274 
Gross loans
$
165,012 
$
107,591 
$
486,725 
$
137,220 
$
721,301 
$
339,003 
$
1,956,852 
December 31, 2023
Due in One Year or Less
Due after One Year Through Five
Years
Due after Five Years
($ in thousands)
Fixed Rate
Adjustable Rate
Fixed Rate
Adjustable Rate
Fixed Rate
Adjustable Rate
Total
Commercial real estate
$
66,776 
$
84,427 
$
414,863 
$
79,933 
$
192,074 
$
47,512 
$
885,585 
SBA—real estate
— 
— 
— 
25 
— 
224,670 
224,695 
SBA—non- real estate
— 
116 
1 
3,535 
— 
11,345 
14,997 
Commercial and industrial
18,478 
30,172 
7,996 
27,154 
23,644 
13,526 
120,970 
Home mortgage
— 
— 
— 
— 
495,425 
22,599 
518,024 
Consumer
— 
1,574 
— 
— 
— 
— 
1,574 
Gross loans
$
85,254 
$
116,289 
$
422,860 
$
110,647 
$
711,143 
$
319,652 
$
1,765,845 
Our loan portfolio is concentrated in commercial real estate, which includes unguaranteed balances in SBA loans, home mortgage and commercial
(primarily manufacturing, wholesale, and services oriented entities). We do not have any material concentrations by industry or group of industries in the loan
portfolio. However, 88.0% of our gross loans were secured by real property as of December 31, 2024, compared to 92.2% as of December 31, 2023.
Loans — Commercial Real Estate: We have established concentration limits in our loan portfolio for commercial real estate loans, commercial and
industrial loans, and unsecured lending, among others. All loan types are within established limits. We use underwriting guidelines to assess the borrowers’
historical cash flow to determine debt service, and we further stress test the debt service under higher interest rate scenarios. Financial and performance
covenants are used in commercial lending agreements to allow us to react to a borrower’s deteriorating financial condition, should that occur.
Commercial real estate loans include owner-occupied and non-occupied commercial real estate. We originate both fixed and adjustable rate loans.
Adjustable rate loans are based on the Wall Street Journal prime rate. Our commercial real estate loan portfolio totaled $980.2 million as of December 31, 2024
compared to $885.6 million as of December 31, 2023. During the year ended December 31, 2024, we originated $219.9 million of commercial real estate loans.
As of December 31, 2024, approximately 76.1% of the commercial real estate portfolio consisted of fixed-rate loans. Our policy maximum loan-to-value, or
LTV, is 70% for commercial real estate loans. As of December 31, 2024, our average loan to value for commercial real estate loans was 54.0%.
Loans — SBA: We are designated as an SBA Preferred Lender under the SBA Preferred Lender Program. We offer mostly SBA 7(a) variable-rate
loans. We generally sell the 75% guaranteed portion of the SBA loans that we originate. Our SBA loans are typically made to small-sized manufacturing,
wholesale, retail, hotel/motel and service businesses for working capital needs or business expansions. SBA loans have maturities up to 25 years. Typically,
non-real estate secured loans mature in less than 10 years. Collateral may also include inventory, accounts receivable and equipment, and may include personal
guarantees. Our unguaranteed SBA loans collateralized by real estate are monitored by collateral type and included in our commercial real estate Concentration
Guidance.
68

As of December 31, 2024, our SBA portfolio totaled $253.7 million, compared to $239.7 million as of December 31, 2023. We originated $159.6
million for the year ended December 31, 2024. We sold SBA loans of $127.2 million with a 7.97% average premium during the year ended December 31,
2024.
From our total SBA loan portfolio, $232.0 million is secured by real estate and $21.7 million is unsecured or secured by business assets as of
December 31, 2024.
Loans — Commercial and Industrial: Commercial and industrial loans totaled $213.1 million as of December 31, 2024, compared to $121.0 million
as of December 31, 2023. We originated $78.9 million for the year ended December 31, 2024.
Loans - Home Mortgage: We originate mainly non-qualified, alternative documentation single-family home mortgage loans (“home mortgage”)
primarily through our retail branch network and our correspondent lender network. The primary loan product is a five-year or seven-year hybrid adjustable rate
mortgage, which reprices after five years to a selected SOFR plus certain spreads. We also purchase residential mortgage loans from third party mortgage
originators based on the review of their underwriting and file quality as opportunities arise.
Home mortgage loans totaled $509.5 million as of December 31, 2024, compared to $518.0 million as of December 31, 2023. For the year ended
December 31, 2024, we originated $44.2 million of home mortgage loans. There was no home mortgage loan purchase from third party mortgage originators
for the same period.
Loan Servicing
As of December 31, 2024 and 2023, we serviced $700.9 million and $707.4 million, respectively, of SBA loans for others. Activity for loan servicing
rights was as follows:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Beginning balance
$
11,741 
$
12,759 
$
12,720 
Additions from loans sold with servicing retained
2,841 
3,400 
4,424 
Amortized to expense
(3,748)
(4,418)
(4,385)
Ending balance
$
10,834 
$
11,741 
$
12,759 
Loan servicing rights are reported on our Consolidated Balance Sheets and reported net of amortization.
Allowance for Credit Losses
We adopted ASU 2016-13 using a modified retrospective approach on January 1, 2023 without electing the fair value option on eligible financial
instruments under ASU 2019-05. We replaced the current incurred loss accounting model with the Current Expected Credit Losses ("CECL") approach for
financial instruments measured at amortized cost and other commitments to extend credit. CECL requires the immediate recognition of estimated credit losses
expected to occur over the estimated remaining life of the asset. The forward-looking concept of CECL requires loss estimates to consider historical
experience, current conditions and reasonable and supportable forecasts.
The adoption of this ASU increased the allowance for credit losses by $1.9 million and allowance for off-balance sheet commitments by $184
thousand. We also recorded a deferred tax assets of $624 thousand and a decrease to opening retained earnings of $1.5 million on January 1, 2023. The increase
to allowance for credit losses was primarily longer duration of home mortgage loans, offset primarily by shorter duration of commercial and industrial loans.
We did not record an allowance for credit losses on our available-for-sale debt securities as a result of this adoption. Disclosures for periods after January 1,
2023 are presented in accordance with ASC 326 while prior period amounts continue to be reported in accordance with previously applicable standards and the
accounting policies.
The allowance for credit losses was $24.8 million as of December 31, 2024, compared to $22.0 million as of December 31, 2023. Provision of credit
losses of $2.8 million was recorded for the year ended December 31, 2024, compared to $1.7 million for the same period in 2023.
69

Analysis of the Allowance for Credit Losses
The following table provides an analysis of the allowance for credit losses, provision for credit losses and net charge-offs, by category, for the years
ended December 31, 2024, 2023 and 2022:
As of and for the Year Ended December 31, 2024
($ in thousands)
Beginning
Provision (Reversal)
Net (Charge-offs)
Recoveries
Ending
Commercial real estate
$
7,915 
$
1,375 
$
— 
$
9,290 
SBA—real estate
1,657 
3,966 
(66)
5,557 
SBA—non- real estate
147 
271 
— 
418 
Commercial and industrial
1,215 
673 
(44)
1,844 
Home mortgage
11,045 
(3,361)
— 
7,684 
Consumer
14 
$
(11)
— 
3 
Total
$
21,993 
$
2,913 
$
(110)
$
24,796 
Gross loans
$
1,956,852 
Allowance for credit losses to gross loans
1.27 %
Average loans
$
1,863,731 
Net (charge-offs) recoveries to average gross
loans
(0.01)%
Excludes loans held for sale.
As of and for the Year Ended December 31, 2023
($ in thousands)
Beginning
Impact of CECL
Adoption
Provision
(Reversal)
Net (Charge-offs)
Recoveries
Ending
Commercial real estate
$
6,951 
$
875 
$
723 
$
(634)
$
7,915 
SBA—real estate
1,607 
(238)
321 
(33)
1,657 
SBA—non- real estate
207 
(142)
73 
9 
147 
Commercial and industrial
1,643 
(320)
(11)
(97)
1,215 
Home mortgage
8,826 
1,753 
466 
— 
11,045 
Consumer
7 
$
(4)
10 
1 
14 
Total
$
19,241 
$
1,924 
$
1,582 
$
(754)
$
21,993 
Gross loans
$
1,765,845 
Allowance for loan losses to gross loans
1.25 %
Average loans
$
1,744,878 
Net (charge-off) recoveries to average gross
loans
(0.04)%
Excludes loans held for sale.
(1)
(1)
(1)    
(1)
(1)
(1)    
70

As of and for the Year Ended December 31, 2022
($ in thousands)
Beginning
Provision (Reversal)
Net (Charge-offs)
Recoveries
Ending
Commercial real estate
$
8,150 
$
(1,199)
$
— 
$
6,951 
SBA—real estate
2,022 
(409)
(6)
1,607 
SBA—non- real estate
199 
66 
(58)
207 
Commercial and industrial
2,848 
(1,205)
— 
1,643 
Home mortgage
2,891 
5,935 
— 
8,826 
Consumer
13 
$
(7)
1 
7 
Total
$
16,123 
$
3,181 
$
(63)
$
19,241 
Gross loans
$
1,678,292 
Allowance for loan losses to gross loans
1.15 %
Average loans
$
1,509,067 
Net (charge-off) recoveries to average gross
loans
— %
Excludes loans held for sale.
The following table presents an allocation of the allowance for credit losses by portfolio as of December 31, 2024 and 2023:
December 31, 2024
December 31, 2023
($ in thousands)
Amount
% to Total
Amount
% to Total
Commercial real estate
$
9,290 
37.5 % $
7,915 
36.0 %
SBA—real estate
5,557 
22.4 
1,657 
7.5 
SBA—non- real estate
418 
1.7 
147 
0.7 
Commercial and industrial
1,844 
7.4 
1,215 
5.5 
Home mortgage
7,684 
31.0 
11,045 
50.2 
Consumer
3 
— 
14 
0.1 
Total
$
24,796 
100.0 % $
21,993 
100.0 %
Nonperforming Assets
Loans are considered delinquent when principal or interest payments are past due 30 days or more. Delinquent loans may remain on accrual status
between 30 days and 90 days past due. Loans on which the accrual of interest has been discontinued are designated as non-accrual loans. Typically, the accrual
of interest on loans is discontinued when principal or interest payments are 90 days past due or when, in the opinion of management, there is a reasonable
doubt as to collectability in the normal course of business. When loans are placed on non-accrual status, all interest previously accrued, but not collected, is
reversed against current period interest income. Income on non-accrual loans is subsequently recognized only to the extent that cash is received, and the loan’s
principal balance is deemed collectible. Loans are restored to accrual status when loans become well-secured and management believes full collectability of
principal and interest is probable.
Nonperforming loans include loans that are 90 days past due and still accruing, loans accounted for on a non-accrual basis, and accruing restructured
loans. Nonperforming assets consist of nonperforming loans plus other real estate owned ("OREO").
Nonperforming loans were $7.8 million as of December 31, 2024, compared to $6.1 million as of December 31, 2023. Nonperforming loans excluded
the guaranteed portion of SBA loans of $16.3 million and $2.0 million as of December 31, 2024 and 2023, respectively.
(1)
(1)
(1)    
71

Real estate we acquire as a result of foreclosure or by deed-in-lieu of foreclosure is classified as OREO until being sold, and is initially recorded at fair
value less costs to sell when acquired, establishing a new cost basis. As of December 31, 2024, OREO totaled $1.2 million, which is secured by a mix-use
property in Los Angeles with 90% guaranteed by SBA. There was no OREO as of December 31, 2023.
The following table sets forth the allocation of our nonperforming assets among our different asset categories as of the dates indicated. Nonperforming
loans include non-accrual loans, loans past due 90 days or more and still accruing interest, and loans modified under troubled debt restructurings.
($ in thousands)
December 31, 2024
December 31, 2023
Nonaccrual loans
$
7,820 
$
6,082 
Past due loans 90 days or more and still accruing
— 
— 
Total nonperforming loans
7,820 
6,082 
Other real estate owned
1,237 
— 
Total nonperforming assets
$
9,057 
$
6,082 
Nonperforming loans to gross loans
0.40 %
0.34 %
Nonperforming assets to total assets
0.38 
0.28 
Allowance for credit losses to nonperforming loans
317 
362 
Excludes guaranteed portion of SBA loans of $16.3 million and $2.0 million as of December 31, 2024 and 2023, respectively.
Deposits and Other Sources of Funds
We gather deposits primarily through our branch locations. We offer a variety of deposit products including demand deposits accounts, interest-
bearing products, savings accounts and certificate of deposits. We dedicate continuing effort into gathering noninterest demand deposits accounts through
marketing to our existing and new loan customers, customer referrals, our marketing staff and various involvement with community networks.
The following table show the composition of deposits by type as of the dates presented:
December 31, 2024
December 31, 2023
($ in thousands)
Amount
Percent
Amount
Percent
Noninterest-bearing demand
$
504,928 
24.9 %
$
522,751 
28.9 %
Interest-bearing:
Money market and others
329,095 
16.2 
399,018 
22.1 
Time deposits (greater than $250)
565,813 
27.9 
433,892 
24.0 
Time deposits ($250 or less)
627,449 
31.0 
451,897 
25.0 
Total interest-bearing
1,522,357 
75.1 
1,284,807 
71.1 
Total deposits
$
2,027,285 
100.0 %
$
1,807,558 
100.0 %
The following tables set forth the maturity of time deposits as of December 31, 2024:
Maturity Within:
($ in thousands)
Three
Months
Three to
Six Months
Six to Twelve
Months
After
Twelve Months
Total
Time deposits (greater than $250)
$
206,324 
$
149,639 
$
209,399 
$
451 
$
565,813 
Time deposits ($250 or less)
202,931 
123,639 
281,308 
19,571 
627,449 
Total time deposits
$
409,255 
$
273,278 
$
490,707 
$
20,022 
$
1,193,262 
(1)
(1)
72

Other than deposits, we also utilized FHLB advances as a supplementary funding source to finance our operations. The advances from the FHLB are
collateralized by residential and commercial real estate loans. As of December 31, 2024 and 2023, we had maximum borrowing capacity from the FHLB of
$677.0 million and $655.9 million, respectively. We had borrowings from FHLB of $95.0 million and $105.0 million as of December 31, 2024 and 2023,
respectively. We had estimated uninsured deposits of $961.7 million, or 47.4% of total deposits, and $781.0 million, or 43.2% of total deposits, as of
December 31, 2024 and 2023, respectively.
Liquidity and Capital Resources
Liquidity refers to our ability to meet the cash flow requirements of depositors and borrowers, while at the same time meeting our operating, capital
and strategic cash flow needs, while effectively balancing the related costs. We continuously monitor our liquidity position to ensure that assets and liabilities
are managed in a manner that will meet all short-term and long-term cash requirements. Our primarily objective concerning liquidity is to manage our position
to meet our customers' daily cash flow needs, while maintaining an appropriate balance between assets and liabilities to meet the return on investment
objectives of our shareholders. We strive to meet our short-term and long-term liquidity requirements through cash flow from operations, redeployment of
prepaying and maturing balances in our loan and investment portfolios, and increases in customer deposits. We expect that other alternative sources of funds
will supplement these primary sources to the extent necessary to meet additional liquidity requirements on either a short-term or long-term basis.
Deposits are the primary funding source for the Bank. Deposits provide a stable source of funding and reduce our reliance on the wholesale funding
markets. The following table presents the loan and deposit balances, the loans-to-deposit ratios, and deposits as a percentage of total liabilities as of
December 31, 2024 and 2023:
($ in thousands)
December 31, 2024
December 31, 2023
Deposits
$
2,027,285 
$
1,807,558 
Deposits as a % of total liabilities
93.8 %
92.5 %
Loans, net
$
1,932,056 
$
1,743,852 
Loans-to-deposits ratio
95.3 %
96.5 %
In addition to deposits, we have access to various sources of wholesale funding, as well as borrowing capacity at the FHLB, Federal Reserve, and
correspondent banks to sustain an adequate liquid asset portfolio, meet daily cash demands and allow management flexibility to execute the business strategy.
Economic conditions and the stability of capital markets impact the access to and the cost of wholesale funding. The access to capital markets is also affected
by the ratings received from various credit rating agencies.
We had $100.0 million of unsecured federal funds lines with no amounts advanced as of December 31, 2024 and 2023. In addition, on such dates we
had lines of credit from the Federal Reserve discount window of $215.1 million and $183.0 million, respectively. The Federal Reserve discount window lines
were collateralized by a pool of commercial real estate loans and commercial and industrial loans totaling $278.9 million and $251.0 million as of
December 31, 2024 and 2023, respectively. We did not have any borrowings outstanding with the Federal Reserve as of December 31, 2024 or 2023, and our
borrowing capacity is limited only by eligible collateral.
Based on the values of loans pledged as collateral, we had $401.9 million of additional borrowing availability with the FHLB as of December 31,
2024. We also maintain relationships in the capital markets with brokers to issue certificates of deposit and money market accounts.
We maintain access to additional liquidity that we believe is more than adequate, including highly liquid assets on our balance sheet and available
unused borrowings from other financial institutions. The following table presents our liquid assets and available borrowings as of December 31, 2024 and
2023:
73

($ in thousands)
December 31, 2024
December 31, 2023
% Change
Liquid assets:
Cash and cash equivalents
$
134,943 
$
91,216 
47.9 %
AFS debt securities
185,909 
194,250 
(4.3)
Liquid assets
$
320,852 
$
285,466 
12.4 %
Liquid assets to total deposits
15.8 %
15.8 %
Available borrowings:
FHLB
$
401,900 
$
363,615 
10.5 %
Federal Reserve Bank
215,115 
182,989 
17.6 
Pacific Coast Bankers Bank
50,000 
50,000 
— 
Zions Bank
25,000 
25,000 
— 
First Horizon Bank
25,000 
25,000 
— 
Total available borrowings
$
717,015 
$
646,604 
10.9 %
Total available borrowings to total deposits
35.4 %
35.8 %
(0.4)%
Liquid assets and available borrowings to total deposits
51.2 %
51.6 %
(0.4)%
The following tables summarizes short- and long-term material cash requirements as of December 31, 2024, which we believe that we will be able to
fund these obligations through cash generated from our operations and available alternative sources of funds:
Material Cash Requirements
($ in thousands)
Within
One Year
One to
Three Years
Three to
Five Years
After Five
Years
Indeterminable
maturity
Total
Deposits
$
1,173,240 
$
19,501 
$
521 
$
— 
$
834,023 
$
2,027,285 
Operating lease commitments
1,999 
4,569 
3,233 
546 
— 
10,347 
Advances from FHLB
95,000 
— 
— 
— 
— 
95,000 
Commitments to fund investment for Low
Income Housing Tax Credit
5,568 
1,590 
104 
360 
— 
7,622 
Total contractual obligations
$
1,275,807 
$
25,660 
$
3,858 
$
906 
$
834,023 
$
2,140,254 
Includes deposits with no defined maturity, such as noninterest-bearing demand, savings and money market.
Excludes accrued interest.
In addition to contractual obligations, other commitments of us impact liquidity. These include unused commitments to extend credit, standby letters
of credit and commercial letters of credit. Since many of these commitments expire without being drawn upon, and each customer must continue to meet the
conditions established in the contract, the total amount of these commercial commitments does not necessarily represent the future cash requirements of us. Our
liquidity sources have been, and are expected to be, sufficient to meet the cash requirements of our lending activities. Information about our loan commitments,
standby letters of credit and commercial letters of credit is provided in Note 9. Commitments and Contingencies to the unaudited consolidated financial
statements in this Report.
Capital Requirements
We are subject to various regulatory capital requirements administered by the federal and state banking regulators, although, as a “smaller bank
holding company,” we are not subject to most of these standards at the holding company level. These standards are, however, applicable to the Bank, and
failure to meet regulatory capital requirements may result in certain mandatory and possible additional discretionary actions by regulators that, if undertaken,
could have a direct material effect on our consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for “prompt
corrective action”, the Bank must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance sheet items
as calculated under regulatory accounting policies. The capital amounts and classifications are subject to qualitative judgments by the federal banking
regulators regarding components,
(1)
(1)
(2)
(1)
(2)
74

risk weightings and other factors. Qualitative measures established by regulation to ensure capital adequacy required us to maintain minimum amounts and
various ratios of CET1 capital, Tier 1 capital and total capital to risk-weighted assets and of Tier 1 capital to average consolidated assets, referred to as the
“leverage ratio.”
The table below also summarizes the capital requirements applicable to us and the Bank in order to be considered “well-capitalized” from a regulatory
perspective, as well as our and the Bank’s capital ratios as of December 31, 2024 and 2023. The Bank exceeded all regulatory capital requirements under the
Basel III Capital Rules and were considered to be “well-capitalized” as of the dates reflected in the table below. As of December  31, 2024, the FDIC
categorized us as well-capitalized under the prompt corrective action framework. There have been no conditions or events since December 31, 2024 that
management believes would change this classification.
As of December 31, 2024
Actual
Regulatory Capital Ratio
Requirements
Minimum to be Considered
"Well Capitalized"
Regulatory Capital Ratio
Requirements, including fully
phased in Capital
Conservation Buffer
($ in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
Amount
Ratio
Total capital (to risk-weighted assets)
Consolidated
$
244,659 
12.60 %
 N/A
N/A
 N/A
N/A
N/A
N/A
Bank
242,966 
12.50 
$
155,463 
8.00 %
$
194,328 
10.00 %
$
204,053 
10.50 %
Tier 1 capital (to risk-weighted assets)
Consolidated
220,390 
11.35 
 N/A
N/A
 N/A
N/A
N/A
N/A
Bank
218,675 
11.25 
116,597 
6.00 
155,463 
8.00 
165,186 
8.50 
CET1 capital (to risk-weighted assets)
Consolidated
220,390 
11.35 
 N/A
N/A
 N/A
N/A
N/A
N/A
Bank
218,675 
11.25 
87,448 
4.50 
126,313 
6.50 
136,035 
7.00 
Tier 1 leverage (to average assets)
Consolidated
220,390 
9.27 
 N/A
N/A
 N/A
N/A
N/A
N/A
Bank
218,675 
9.20 
95,055 
4.00 
118,819 
5.00 
95,055 
4.00 
The capital requirements are only applicable to the Bank, and our ratios are included for comparison purpose.
(1)
(1)    
75

As of December 31, 2023
Actual
Regulatory Capital Ratio
Requirements
Minimum to be Considered
"Well Capitalized"
Regulatory Capital Ratio
Requirements, including fully
phased in Capital
Conservation Buffer
($ in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
Amount
Ratio
Total capital (to risk-weighted assets)
Consolidated
$
229,544 
13.77 %
N/A
N/A
N/A
N/A
N/A
N/A
Bank
227,773 
13.66 
$
133,353 
8.00 %
$
166,691 
10.00 %
$
175,025 
10.50 %
Tier 1 capital (to risk-weighted assets)
Consolidated
208,707 
12.52 
N/A
N/A
N/A
N/A
N/A
N/A
Bank
206,936 
12.41 
100,014 
6.00 
133,353 
8.00 
141,687 
8.50 
CET1 capital (to risk-weighted assets)
Consolidated
208,707 
12.52 
N/A
N/A
N/A
N/A
N/A
N/A
Bank
206,936 
12.41 
75,011 
4.50 
108,349 
6.50 
116,684 
7.00 
Tier 1 leverage (to average assets)
Consolidated
208,707 
9.57 
N/A
N/A
N/A
N/A
N/A
N/A
Bank
206,936 
9.49 
87,207 
4.00 
109,008 
5.00 
87,207 
4.00 
    The capital requirements are only applicable to the Bank, and our ratios are included for comparison purpose.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Market risk represents the risk of loss due to changes in market values of assets and liabilities. We incur market risk in the normal course of business
through exposures to market interest rates, equity prices, and credit spreads. We have identified interest rate risk as our primary source of market risk.
Interest Rate Risk
Interest rate risk is the risk to earnings and value arising from changes in market interest rates. Interest rate risk arises from timing differences in the
repricing and maturities of interest-earning assets and interest-bearing liabilities (repricing risk), changes in the expected maturities of assets and liabilities
arising from embedded options, such as borrowers’ ability to prepay home mortgage loans at any time and depositors’ ability to redeem certificates of deposit
before maturity (option risk), changes in the shape of the yield curve where interest rates increase or decrease in a nonparallel fashion (yield curve risk), and
changes in spread relationships between different yield curves, such as U.S. Treasuries and SOFR (basis risk).
Our board’s asset liability committee, or ALM, establishes broad policy limits with respect to interest rate risk. Our management’s asset liability
committee, or ALCO, establishes specific operating guidelines within the parameters of the policies set by the ALM. In general, we seek to minimize the
impact of changing interest rates on net interest income and the economic values of assets and liabilities. Our ALCO monitors the level of interest rate risk
sensitivity on a quarterly basis to ensure compliance with the ALM-approved risk limits. The policy requires a periodic review of all key assumptions used,
such as identifying appropriate interest rate scenarios, setting loan prepayment rates based on historical analysis, and noninterest-bearing and interest-bearing
deposit durations based on historical analysis.
Interest rate risk management is an active process that encompasses monitoring loan and deposit flows complemented by investment and funding
activities. Effective management of interest rate risk begins with understanding the dynamic characteristics of assets and liabilities and determining the
appropriate interest rate risk posture given business forecasts, management objectives, market expectations, and policy constraints.
An asset sensitive position refers to a balance sheet position in which an increase in short-term interest rates is expected to generate higher net interest
income, as rates earned on our interest-earning assets would reprice upward more quickly than rates paid on our interest-bearing liabilities, thus expanding our
net interest margin. Conversely, a liability sensitive position refers to a balance sheet position in which an increase in short-term interest rates is expected to
generate
(1)
(1)
76

lower net interest income, as rates paid on our interest-bearing liabilities would reprice upward more quickly than rates earned on our interest-earning assets,
thus compressing our net interest margin.
Interest rate risk measurement is calculated and reported to the ALCO and ALM at least quarterly. The information reported includes period-end
results and identifies any policy limits exceeded, along with an assessment of the policy limit breach and the action plan and timeline for resolution, mitigation,
or assumption of the risk.
Evaluation of Interest Rate Risk
We use a net interest income simulation model to measure and evaluate potential changes in our net interest income. We run various hypothetical
interest rate scenarios at least quarterly and compare these results against a scenario with no changes in interest rates. We use two approaches to model interest
rate risk: Earnings at Risk, or EAR, and Economic Value of Equity, or EVE. Under EAR, net interest income is modeled utilizing various assumptions for
assets and liabilities. EVE measures the period end market value of assets minus the market value of liabilities and the change in this value as rates change.
EVE is a period end measurement.
Our simulation model incorporates various assumptions, which we believe are reasonable but which may have a significant impact on results such as:
(i) the timing of changes in interest rates; (ii) shifts or rotations in the yield curve; (iii) re-pricing characteristics for market-rate-sensitive instruments; (iv)
varying loan prepayment speeds for different interest rate scenarios; and (v) the overall growth and mix of assets and liabilities. Because of limitations inherent
in any approach used to measure interest rate risk, simulation results are not intended as a forecast of the actual effect of a change in market interest rates on
our results but rather as a means to better plan and execute appropriate asset-liability management strategies and manage our interest rate risk.
Potential changes to our net interest income in hypothetical rising and declining rate scenarios calculated as of December 31, 2024 and 2023 are
presented in the following table. The projections assume (1) immediate, parallel shifts downward of the yield curve of 100, 200 and 300 basis points and (2)
immediate, parallel shifts upward of the yield curve of 100, 200, and 300 basis points over 12 months.
Net Interest Sensitivity
Economic Value of Equity Sensitivity
December 31, 2024
December 31, 2023
December 31, 2024
December 31, 2023
+300 basis points
7.10 %
1.57 %
(21.91)%
(41.40)%
+200 basis points
5.28 
2.39 
(11.24)
(18.75)
+100 basis points
2.80 
1.54 
(3.95)
(6.32)
-100 basis points
(2.04)
(0.97)
3.43 
5.58 
-200 basis points
(2.29)
(0.14)
1.76 
3.41 
-300 basis points
(1.05)
1.77 
(3.20)
(3.47)
Item 8. Financial Statements and Supplementary Data.
The Financial Statements required by this Item 8 is contained on pages F-1 through F-43 of this 10-K and are incorporated herein by reference.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Evaluation of disclosure controls and procedures
The Company’s management, including our President and Chief Executive Officer and our Chief Financial Officer, have evaluated the effectiveness of
our “disclosure controls and procedures” (as defined in Rule 13a-15(e) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)), as
of the end of the period covered in this Report. Based on such evaluation, our President and Chief Executive Officer and our Chief Financial Officer have
concluded that, as of the end of such period, the Company’s disclosure controls and procedures were effective as of that
77

date to provide reasonable assurance that the information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that information required to be disclosed
by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its
President and Chief Executive Officer and its Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Management’s Annual Report on Internal Control over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange
Act Rules 13a-15(f) and 15d-15(f)). Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has conducted an
evaluation of the effectiveness of our internal control over financial reporting as of December  31, 2024, based on criteria established in Internal Control
Integrated Framework by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework). This evaluation applies to policies and
procedures that:
•
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of a
company;
•
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of a company are being made only in accordance with authorizations
of management and the board of directors of the company; and
•
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of a company’s assets that
could have a material effect on its financial statements.
However, because of the inherent limitations in these policies and procedures, internal control over financial reporting may not prevent or detect
misstatements, including misstatements that may later prove to be material. Also, projections of any evaluation of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
Our management concluded that, as of December 31, 2024, our internal control over financial reporting was effective based on these criteria
The independent registered public accounting firm of Crowe LLP, as auditors of our consolidated financial statements included in this Report, has
issued an audit report on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024. That report is set forth herein
beginning at page F-1.
Changes in internal control over financial reporting
There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the
Exchange Act), during the period covered by this Report, that have materially affected, or are reasonably likely to materially affect, the Company’s internal
control over financial reporting.
Limitations on Effectiveness of Controls and Procedures and Internal Control over Financial Reporting
In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any
controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In
addition, the design of disclosure controls and procedures and internal control over financial reporting must reflect the fact that there are resource constraints
and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Item 9B. Other Information.
None.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
78

Not applicable.
79

PART III
Item 10. Directors, Executive Officers and Corporate Governance.
THE BOARD OF DIRECTORS
The Board of Directors oversees our business and monitors the performance of management. In accordance with corporate governance principles, the
Board does not involve itself in day-to-day operations. The directors keep themselves informed through, among other things, discussions with the Chief
Executive Officer, other key executives and our principal outside advisors (legal counsel, outside auditors, and other consultants), by reading reports and other
materials that we send them and by participating in Board and committee meetings.
Pursuant to OP Bancorp’s Articles of Incorporation and Bylaws, our Board of Directors is authorized to have not less than seven members nor more
than 13 members, and is currently comprised of seven members. The exact number of directors may be fixed from time to time within the range set forth in our
Bylaws or amendment thereof duly adopted by the vote of a majority of the shares entitled to vote represented at a duly held meeting at which a quorum is
present, or by the written consent of the holders of a majority of the outstanding shares entitled to vote, or by resolution of our Board. Our Board of Directors
has affirmatively determined that six of our seven current directors qualify as independent directors based upon the rules of The Nasdaq Stock Market and the
SEC. There are no arrangements or understandings between any of the directors and any other person pursuant to which he or she was selected as a director.
The following provides biographical information for our directors, including their names, ages and year in which they began serving as a director of
the Company. All of the directors of Open Bank became members of the OP Bancorp board of directors when we reorganized into our present bank holding
company structure in 2016. The age indicated in each director’s biography is as of March 28, 2025.
Brian Choi. Mr. Choi, age 75, a director of the Bank since 2008, has served as the Chairman of the Board of the Bank since 2010, and OP Bancorp
since 2016. Mr. Choi has served as Chairman and Chief Executive Officer of Universal Financing Corporation since 1991, and as Chairman and Chief
Executive Officer of Ehese Investments, LLC since 2001. Mr. Choi has previous experience as a bank director with Alaska First Bank & Trust (formerly First
Interstate Bank of Alaska) where he served on the Board from 1999 through 2008. He was the president of the Korean Community of Anchorage, Alaska from
2003 to 2004. He was the President of the Korean Christian Businessmen’s Committee of North America from 2006 to 2008. He also served as the President of
the Federation of Korean American Association of Northwest States of United States of America, which included Oregon, Washington, Idaho, Montana, and
Alaska from 2010 to 2012. Mr. Choi is a graduate of Korea University where he received a Bachelor of Science in Political Science and Foreign Relations. Mr.
Choi contributes to the Board over 21 years of leadership and substantial experience in the community banking industry. He brings a wide-ranging
understanding of the bank management, finance and operations. His leadership ability, judgment and prior business executive experience led the Board to elect
him as Chairman of the Board.
Soo Hun Jung, M.D. Dr. Jung, age 75, has served as a Board member since the founding of the Bank in 2005. He is a medical doctor who has been in
private medical practice since 1982. Dr. Jung obtained his medical degree from Pusan National University College of Medicine, Pusan, South Korea, in 1975.
He subsequently completed his general surgery internship at Mount Sinai Hospital, New York, in 1979 and his internal medicine residency at Hospital of the
Good Samaritan (affiliated with U.S.C. Medical School) Los Angeles, in 1982. Dr. Jung is affiliated with various hospitals and medical associations. He is a
Member of the Board of Good Samaritan Medical Practice Association; Good Samaritan Hospital, and Korean-American Medical Group. In addition, he is a
member of American Medical Association, American College of Physicians, and Korean Medical Association. He serves as Clinical Assistant Professor of
Medicine for U.S.C. School of Medicine. As a long-term member of the Board, Mr. Jung has a broad-based understanding of the Company and the Bank and is
deeply committed to the community through his medical practice and affiliations with medical organizations and associations.
Hyung J. Kim. Mr. Kim, age 62, has served as a Board member since 2023. He is a founder and CEO of KLK Capital Management LLC, California-
based investment firm. Prior to establishing his own investment firm, he served as Vice President at Merrill Lynch, with more than 20 years of experience in the
finance industry. In addition to receiving his Bachelor of Arts in Chemistry from Binghamton University, he holds his Certified Financial Planner professional
designation and the Financial Industry Regulatory Authority (FINRA) Series 3, 7, and 66 licenses. With his extensive
80

knowledge and understanding of macroeconomics and finance, he contributes to the Board with historical economic trends, current headlines, and forecasting
economic trends.
Min J. Kim. Ms. Kim, age 65, has served as the President and Chief Executive Officer and a member of the Board of the Company and the Bank
since April 2010. She has over 39 years of banking experience in the Korean banking community. Prior to joining the Bank, she served as Chief Executive
Officer and President of Nara Bancorp and Nara Bank (now Bank of Hope and Hope Bancorp Inc) for three and half years assuming those positions in 2006.
From 1996 to March 2006, Ms. Kim served in various executive positions with Nara Bancorp and Nara Bank, including Executive Vice President and Chief
Operating Officer, Executive Vice President and Chief Credit Officer, and Senior Vice President and Chief Credit Administrator. Prior to joining Nara Bancorp
and Nara Bank in 1995, Ms. Kim served in numerous positions with Hanmi Bank, including Vice President and Manager of the Western Street Branch of
Hanmi Bank in Los Angeles from 1985 to 1995. Ms. Kim has a Bachelor of Sciences degree in Finance from the University of Southern California. Ms. Kim
contributes to the Board her breadth of knowledge of the Company’s bank business, markets, community and culture. She provides the Board with an overall
perspective of all facets of the Company’s business, financial condition and strategic direction.
Sunny Kwon. Ms. Kwon, age 68, has served as a Board member since 2023. She is the President of UNI & Good Friend Insurance, an independent
retail insurance brokerage in the Greater Los Angeles area. She has over 40 years of leading insurance experience within the Korean and American insurance
industries. She has also been an active, founding member of KAIFPA, the Korean American Insurance and Financial Professional Association, since 1985,
where she has not only held a Board Member seat since then but has been Board Chair in 2002-2003 and 2020-2022. Ms. Kwon commenced her active
Member Advisory Council of United Valley Agencies in 2022. She is serving as a Board Member of the Korean American Chamber of Commerce of Orange
County in 2023.
Yong Sin Shin. Ms. Shin, age 65, has served as a Board member since the founding of the Bank in 2005. She is the President and Secretary of CJS
Groups Inc (DBA Bicici & Coty Fashion), an apparel manufacturer and wholesaler in Los Angeles, California which she founded in 1994. Ms. Shin was a
fashion designer and co-manager of Coty Fashion in Sao Paulo, Brazil, from 1985 to 1994. Ms. Shin obtained her Bachelor of Science in Dietary Nutrition
from University of Sao Paulo, Sao Paulo, Brazil, in 1982. Ms. Shin co-founded her own manufacturing and wholesale business in Los Angeles, California and
contributes to the Board her substantial business acumen developed though years of proven entrepreneurial success. Also as an active member of the Korean
American Chamber of Commerce in Los Angeles she brings to the Board various business and cultural insights from the local community.
Myung Shin Sohn. Mr. Sohn, age 51, has served as a Board member since 2024. He is the Managing Partner of Dow & Sohn CPAs, Professional
Corporation, and has over 15 years of distinguished experience in the public accounting industry. With his deep understanding of Generally Accepted
Accounting Principles (GAAP) and Generally Accepted Audit Standards (GAAS), he provides accounting, tax, and business consulting services to domestic
and international companies across the United States. His expertise extends to international tax compliance issues and Korean International Financial Reporting
Standards (KIFRS) allowing him to offer comprehensive solutions tailored to clients operating in a global landscape. Mr. Sohn graduated with a Master of
Business Administration in Accountancy from California State University Fullerton. In addition to his professional accomplishments, he is deeply committed to
making impactful contributions to the community. From 2018 to 2023, he served as a Publication and Social Networking Service (SNS) Officer at the Korean-
American CPA Society of Southern California (KACPA) playing a pivotal role in advancing the organization's mission and objectives. Presently, he holds the
position of Chief Financial Officer at the Korea Franchise Association USA (KFAUSA) and the Korean American United Foundation (KAUF), where he
contributes significantly to the growth and success of these non-profit organizations.
Board Leadership Structure
The Board of Directors is committed to maintaining an independent Board, and for many years a majority of the Board has been comprised of
independent directors. Further, it is the practice of the Company to separate the roles of Chairman of the Board and Chief Executive Officer in recognition of
the differences between the two roles. The Chief Executive Officer is responsible for setting our strategic direction and the day-to-day leadership and
performance. The Chairman of the Board provides guidance to the Chief Executive Officer, sets the agenda for Board meetings, presides over meetings of the
full Board (including executive sessions), and facilitates communication among the independent directors and between the independent directors and the Chief
Executive Officer. The Board further believes that the separation of the duties of the Chief Executive Officer and the Chairman of the Board eliminates any
inherent conflict of interest that
81

may arise when the roles are combined, and that an independent director who has not served as an executive of the Company can best provide the necessary
leadership and objectivity required as Chairman of the Board.
Risk Management and Oversight
The Board of Directors has ultimate authority and responsibility for overseeing our risk management. The Board of Directors monitors, reviews and
reacts to material enterprise risks identified by management. The Board receives specific reports from executive management on financial, credit, liquidity,
interest rate, capital, operational, legal compliance and reputation risks and the degree of exposure to those risks. The Board helps ensure that management is
properly focused on risk by, among other things, reviewing and discussing the performance of senior management and business line leaders. Board committees
have responsibility for risk oversight in specific areas. The Audit Committee oversees financial, accounting and internal control risk management policies. The
Human Resources & Compensation Committee assesses and monitors risks in our compensation program. The Nomination & Governance Committee oversees
the nomination and evaluation of the Board and is responsible for overseeing our corporate governance principles. The Bank’s Risk and Compliance
Committee oversees the risk and compliance programs, adherence to management policies and procedures, compliance with regulatory requirements and
information technology strategies and activities. The Bank’s Loan & Credit Policy Committee is primarily responsible for credit and other risks arising in
connection with our lending activities, which includes overseeing management committees that also address these risks. The Bank’s Asset/Liability
Management Committee monitors our interest rate risk, with the goal of structuring our asset-liability composition to maximize net interest income while
minimizing the adverse impact of changes in interest rates on net interest income and capital.
Committees of the Board
Our Board of Directors has established standing committees in connection with the discharge of its responsibilities. These committees include the
Audit Committee, the Human Resource & Compensation Committee, and the Nomination & Governance Committee. Our Board of Directors also may
establish such other committees as it deems appropriate, in accordance with applicable law and regulations and our articles and bylaws.
Audit Committee
The Company has a separately designated standing Audit Committee as required by the rules of The Nasdaq Stock Market. The Audit Committee
charter adopted by the Board sets out the responsibilities, authority and specific duties of the Audit Committee. The Audit Committee charter is available on the
Company’s website at www.myopenbank.com under the “Investor Relations” tab.
The responsibilities of the Audit Committee include the following:
•
oversee the quality and integrity of regulatory and financial accounting, financial statements, financial reporting processes and systems of internal
accounting and financial controls;
•
oversee the annual independent audit of the Company’s financial statements and internal control over financial reporting, the engagement of the
independent registered public accounting firm and the evaluation of the independent registered public accounting firm’s qualifications,
independence and performance;
•
oversee and retain internal audit and/or outsourced internal audit and review;
•
oversee the performance of our internal/external audit function and independent registered public accounting firm;
•
approve related-person transactions subject to Item 404 of Regulation S-K; and
•
review and discuss the annual audited financial statements with management and the independent auditors prior to publishing the annual report
and filing the Annual Report on Form 10-K with the SEC.
Each member of the Audit Committee meets the independence criteria as defined by applicable rules and regulations of the SEC for audit committee
membership and is independent and is “financially sophisticated” as defined by the applicable rules and regulations of the Nasdaq Stock Market. The members
of the Audit Committee are Brian Choi, Soo Hun Jung, M.D., Sunny Kwon, Hyung J. Kim, Yong Sin Shin, and Myung Shin Sohn (committee chair). The Audit
Committee met twelve times in 2024.
82

Human Resources & Compensation Committee
The Company has a separately designated Human Resources & Compensation Committee (“HRCC”), which consists entirely of independent directors
as defined by the applicable rules and regulations of the Nasdaq Stock Market. The Human Resources & Compensation Committee has adopted a charter,
which is available on our website at www.myopenbank.com under the “Investor Relations” tab. The Human Resources & Compensation Committee has the
following responsibilities:
•
annually review the Company’s competitive position for each component of the overall human resource and compensation plan (especially base
salary, annual incentives, long term incentives, and supplemental executive benefit programs);
•
review trends in compensation in all industries;
•
annually review with the Chief Executive Officer, the Company’s compensation strategy to assure that the Chief Executive Officer and the
management team (senior vice president and above) and their compensation is in relation to their contributions to the Company’s growth,
profitability, and meeting strategic goals;
•
annually review and recommend for approval to the Board the overall performance and total compensation for the Chief Executive Officer,
including agreed upon goals and objectives relevant to the Chief Executive Officer’s compensation, evaluate the performance of the Chief
Executive Officer in light of those goals and objectives, and set the Chief Executive Officer’s compensation level based upon this evaluation,
taking into consideration the Company’s performance and relative shareholder return, and the value of similar incentive awards to Chief
Executive Officers at comparable companies;
•
annually review and recommend to the Board the annual director’s compensation and any additional compensation for services on committees of
the Board, service as a committee or Board chairman, meeting fees or any other benefit payable by virtue of the director’s position as a member
of the Board;
•
evaluate and approve recommendations from the Chief Executive Officer regarding compensation and other employment related matters such as
hiring, promotions, terminations or severance payments for all executive vice presidents, and post review of recommendations from the CEO
regarding compensation and other employment related matters such as hiring, compensation, promotions, terminations or severance payments for
all senior vice presidents;
•
periodically review and recommend to the Board all matters pertaining to broad based benefit plans of the Company, equity plans, senior
management or director bonus plans and pension plans and performance based plans;
•
review, establish and modify, as it sees fit, all employment policies and procedures related to officers and directors;
•
administer the annual executive incentive compensation plan in a manner consistent with the Company’s compensation strategy including the
following incentive plan elements: eligibility and participation; annual allocation and actual award of equity incentive grants paid to the Chief
Executive Officer and the members of the management team; corporate financial goals as they relate to total compensation; total funds reserved
for payment under the plan; and annual review of the incentive equity and cash management incentive plan;
•
recommend to the Board for approval of the submission to shareholders of all new equity-related incentive plans, and administer the Company’s
long term incentive programs in a manner consistent with the terms of the plans including the following: eligibility; vesting terms and conditions;
and total shares reserved for grants;
•
annually review the Chief Executive Officer and management succession plan;
•
in consultation with management, oversee regulatory compliance with respect to compensation matters, including overseeing the Company’s
policies on structuring compensation programs to preserve tax deductibility;
•
perform any other duties or responsibilities the Board may expressly delegate to the committee from time to time on matters relating to the
Company’s compensation programs; and
•
review and approve general employee welfare benefit plans and other plans on an as needed basis.
83

The members of the Human Resources & Compensation Committee are Brian Choi, Soo Hun Jung, M.D., Sunny Kwon (committee chair), Hyung J.
Kim, Yong Sin Shin, and Myung Shin Sohn. The Committee met six times in 2024.
Nomination & Governance Committee
The Company has a separately designated the Nomination & Governance Committee, which consists of entirely independent directors as defined by
the applicable rules and regulations of the Nasdaq Stock Market. The Nomination & Governance Committee has adopted a charter, which is available on the
Company’s website at www.myopenbank.com under the “Investor Relations” tab.
The purposes of the Nomination & Governance Committee include the following responsibilities:
•
identify individuals qualified to become Board members;
•
recommend to the Board director nominees for election at each annual meeting of shareholders or to fill vacancies on the Board;
•
formulate and recommend for adoption by the full Board a policy for consideration of nominees for election to the Board who are recommended
by shareholders of the Company;
•
consider candidates recommended by the shareholders of the Company in accordance with the Board’s policy for such consideration;
•
consider the certain qualifications and factors when evaluating and selecting potential new directors in accordance with the Corporate Governance
Guidelines, see “Corporate Governance and Board Matters – Nomination of Directors”;
•
in considering diversity of the Board (in all aspects of the term) as a criteria for selecting nominees to the Board the committee shall take into
account various factors and perspectives, including differences of viewpoint, high quality business and professional experience, education, skills
and other individual qualities and attributes that contribute to Board heterogeneity, as well as race, gender and national origin; and
•
consider the impact of a material change in qualifications of a director arising from the retirement or a change in the principal occupation, position
or responsibility of a director as such a change relates to continued service on the Board;
•
evaluate Board performance and annually review the appropriate skills and characteristics required of Board members in the context of the current
make-up or the Board, including such factors as business and professional experience, diversity and personal skills in finance, real estate capital
markets, government regulation, financial reporting and other areas that are expected to contribute to an effective Board;
•
review the effectiveness, structure and operation of committees of the Board and the qualifications of members of the Board committees, and
recommend to the Board the directors to serve or be removed as members of each committee and to recommend additional committee members to
fill any vacancies;
•
develop for Board approval a set of corporate governance guidelines applicable to the Company and its subsidiary, periodically review and assess
these and their application, and recommend to the Board any changes that the Committee deems appropriate; and
•
develop for Board approval the Code of Business Conduct and Business Ethics Policy and periodically review and assess the codes and their
application, and recommend to the Board any changes that the committee deems appropriate.
The members of the Nomination & Governance Committee are Brian Choi (committee chair), Soo Hun Jung, M.D, Sunny Kwon, Hyung J. Kim, Yong
Sin Shin, and Myung Shin Sohn. The Committee met four times during 2024.
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EXECUTIVE OFFICERS OF THE COMPANY
The following table sets forth certain information regarding our executive officers, including their names, ages and positions. The ages indicated in the
table are as of March 28, 2025.
Name
Age
Position
Min J. Kim
65
President and Chief Executive Officer of the Company and the Bank
Sang K. Oh
53
Executive Vice President and Chief Executive Officer In Transit of the Company and the Bank
Christine Y. Oh
58
Executive Vice President and Chief Operating Officer of the Company and the Bank
Jaehyun Park
53
Executive Vice President and Chief Financial Officer of the Company and the Bank
Yeong Gwon Pak
54
Executive Vice President and Chief Credit Officer of the Company and the Bank
Ki Won Yoon
64
Executive Vice President and Chief Lending Officer of the Bank
Ryan Shin
52
Executive Vice President and Chief SBA Officer of the Bank
Jae H. Park
46
Executive Vice President and Chief Risk Officer of the Bank
Wesley Won
53
Executive Vice President and Chief Technology Officer of the Bank
The business experience of each of our executive officers, other than Ms. Kim, is set forth below. Biographical information for Ms. Kim is included
under “The Board of Directors” section above. No executive officer has any family relationship, as defined in Item 401 of Regulation S-K, with any other
executive officer or any of our current directors. There are no arrangements or understandings between any of the officers and any other person pursuant to
which he or she was selected as an officer.
Sang K. Oh. Mr. Oh was appointed Executive Vice President and Chief Executive Officer of the Bank and the Company in August 2024. Prior to the
appointment, he served as Executive Vice President and Chief Credit Officer of the Company and the Bank since October 2020. Mr. Oh has over 28 years of
banking experience, all with Bank of Hope, Los Angeles, California. Prior to joining the Bank, he served as Senior Vice President and Senior Credit
Administrator at Bank of Hope since 2007, and served in a various senior lending positions with Bank of Hope since 1997. Mr. Oh has a Bachelor of Arts in
Business Economics with a Minor in Accounting from the University of California, Los Angeles, and is a graduate of Pacific Coast Banking School.
Christine Y. Oh. Ms. Oh was appointed Executive Vice President and Chief Operating Officer of the Company and the Bank in March 2025, after
serving as Chief Financial Officer of the Bank since July 2010 and of the Company since March 2016. Ms. Oh has over 34 years of banking experience. Prior
to joining the Bank, from January 2010 to July 2010 she served as Interim Chief Financial Officer and Controller of Nara Bank and Nara Bancorp (now Bank
of Hope and Hope Bancorp Inc, respectively), headquartered in Los Angeles, California. Prior to assuming those former positions, Ms. Oh served as Senior
Vice President and Controller of Nara Bancorp and Nara Bank. Ms. Oh served as Interim Chief Financial Officer of Nara Bancorp and Nara Bank from March
2005 to July 2005. She joined Nara Bank in 1993. Prior to joining Nara Bank, Ms. Oh was a credit analyst at Center Bank where she started her banking career
in 1991. Ms. Oh has a Bachelor of Science in Accounting from California State University, Northridge.
Jaehyun Park. Mr. Park was appointed as Executive Vice President and Chief Financial Officer of the Company and the Bank in March 2025. Prior to
the appointment, he has served Senior Vice President and Controller of the Company and the Bank since June 2014. Prior to joining the Bank, Mr. Park had
served various roles in finance areas at Nara Bank (now Bank of Hope), headquartered in Los Angeles, California since April 2005. Mr. Park holds a Bachelor
of Science in Economics from Korea University, South Korea, a Master of Science in Finance and a Juris Doctor from Suffolk University in Boston,
Massachusetts.
Yeong Gwon Pak. Mr. Pak previously served as Senior Vice President and District Manager at Bank of Hope from July 2022 until his departure in
December 2024. Prior to that he had served in various executive roles at Commonwealth Business Bank since June 2015, including, most recently, as
Executive Vice President and Chief Lending Officer from June 2020 to June 2022. Mr. Pak has more than 20 years of banking experience in community banks
throughout the greater Los Angeles area, and has a Bachelor of Arts in Molecular and Cellular Biology from the University of California, Berkeley.
Ki Won Yoon. Ms. Yoon has served as Executive Vice President and Chief Lending Officer since October 2013. Ms. Yoon has over 37 years of relevant
lending experience, with strong ties in the Korean-American business community.
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Prior to joining Open Bank, Ms. Yoon was District Manager at BBCN Bank (now Bank of Hope and Hope Bancorp Inc), which she joined in 1999, and where
she managed a loan portfolio of over $450 million. Ms. Yoon has a Bachelor of Arts in Food & Nutrition from Sook Myung Women’s University and is a
graduate of Pacific Coast Banking School.
Ryan Shin. Mr. Shin has served as Executive Vice President and Chief SBA Officer of the Bank since February 2022. Mr. Shin has over 26 years of
banking experience including 12 years as Senior Vice President & SBA Manager of Open Bank during which he led the Bank’s SBA lending by establishing
the department structure and expanding the loan production. Prior to joining the Bank, he served as Senior Vice President & SBA Manager of US Metro Bank,
Mirae Bank and Pacific Union Bank. Mr. Shin has a Bachelor of Science in Business Administration with Accounting concentration from California State
University, Fullerton.
Jae H. Park. Mr. Park joined the Bank as Executive Vice President and Chief Risk Officer in June 2022, bringing with him two decades of banking
experience and specialized expertise in regulatory compliance, anti-money laundering/bank secrecy act, Community Reinvestment Act, and risk management.
Prior to his current role, Mr. Park served as Executive Vice President and Chief Risk Officer at Sunwest Bank since 2021 and EVP/Chief Compliance Officer at
First Choice Bank from 2013 to 2021. He holds a Bachelor of Arts degree in Mathematics from the University of Washington, has completed the Executive
Leadership Training from University of Washington Foster School of Business Executive Education, and is a graduate of Pacific Coast Banking School. Mr.
Park's professional credentials include Certified Regulatory Compliance Manager (CRCM), Certified Advanced AML Audit Specialist (CAMS-Audit),
Certified AML and Fraud Professional (CAFP), and Certified Information Privacy Professional (CIPP/US).
Wesley Won Mr. Won was appointed Executive Vice President and Chief Technology Officer in March 2025. He previously served as Senior Vice
President and Chief Information Officer since April 2022 and has been with the Bank since September 2010, initially joining as MIS Manager. With over two
decades of experience in financial technology and operations, Mr. Won held various leadership roles in Information Technology at Hanmi Bank from 2001 to
2009 and at Nara Bank (now Bank of Hope) from 1996 to 2009. Before his banking career, he honorably served in the U.S. Marine Corps. Mr. Won holds a
Master of Business Administration from the Graziadio School of Business and Management at Pepperdine University in Malibu, California.
CORPORATE GOVERNANCE AND BOARD MATTERS
The Board of Directors is committed to good business practices, transparency in financial reporting and the highest level of corporate governance. To
that end, the Board continually reviews its governance policies and practices, as well as the requirements of the Sarbanes-Oxley Act of 2002 and the listing
standards of the Nasdaq Stock Market, to help ensure that such policies and practices are compliant and up to date.
Board of Directors
Board Independence
In 2024, six out of seven members of the Board of Directors were independent directors, as defined by the applicable rules and regulations of the
Nasdaq Stock Market, as follows:
Brian Choi, Chairman of the Board
Soo Hun Jung, M.D.
Hyung J. Kim
Sunny Kwon
Yong Sin Shin
Myung Shin Sohn
Board and Committee Meeting Attendance
During the fiscal year ended December 31, 2024, our Board of Directors held a total of fourteen meetings. Each incumbent director who was a
director during 2024 attended each such meeting and each meeting held by the standing committees of the Board on which such director served.
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Director Attendance at Annual Meetings of Shareholders
The Board believes it is important for all directors to attend the Annual Meeting of Shareholders in order to show their support for the Company and to
provide an opportunity for shareholders to communicate any concerns to them. The Company’s policy is to encourage, but not require, attendance by each
director at the Company’s Annual Meeting of Shareholders. All of the directors of the Company are encouraged to attend the Annual Meeting of Shareholders
and at the 2024 Annual Meeting of Shareholders all of our directors were in attendance.
Communications with the Board
Shareholders may communicate with the Board of Directors, including a committee of the Board or individual directors, by writing to the Corporate
Secretary, OP Bancorp, 1000 Wilshire Boulevard, Suite 500, Los Angeles, CA 90017 or delivered via e-mail to christine.oh@myopenbank.com. Each
communication from a shareholder should include the following information in order to permit shareholder status to be confirmed and to provide an address to
forward a response if deemed appropriate:
•
if the person submitting the communication is a security holder, a statement of the type and amount of the securities of the Company that the
person holds;
•
if the person submitting the communication is not a security holder and is submitting the communication to the non-management directors as an
interested party, the nature of the person’s interest in the Company;
•
any special interest, meaning an interest not in the capacity of a shareholder of the Company, of the person in the subject matter of the
communication; and
•
the address, telephone number and e-mail address, if any, of the person submitting the communication.
Upon receipt, each communication shall be entered into an intake record maintained for this purpose, including the name of the person submitting the
communication, the date and time of receipt of the communication, the information concerning the person submitting the communication required to
accompany the communication and a brief statement of the subject matter of the communication. The record shall also indicate the action taken with respect to
the communication. The Corporate Secretary or her personnel will review all communications to determine whether the communication satisfies the procedural
requirements for submission and whether the substance of the communication is of a type that is appropriate for delivery to the Board of Directors under the
criteria set forth in our procedures for communications with directors. Communications determined to be appropriate for delivery to directors, shall be
assembled and delivered to the directors on a periodic basis. Our procedures regarding the handling of security holder communications were approved by a
majority of our independent directors.
Nomination of Directors
The Company has a Nomination & Governance Committee. The duties of the Nomination & Governance Committee include the recommendation of
candidates for election to the Company’s Board of Directors.
The Nomination & Governance Committee’s minimum qualifications for a director are persons of high ethical character who have both personal and
professional integrity, which is consistent with the image and values of the Company. The Corporate Governance & Nominating Committee considers some or
all of the following criteria in considering candidates to serve as directors:
•
commitment to ethical conduct and personal and professional integrity as evidenced through the person’s business associations, service as a
director or executive officer or other commitment to ethical conduct and personal and professional integrity as evidenced organizations and/or
education;
•
objective perspective and mature judgment developed through business experiences and/or educational endeavors;
•
the candidate’s ability to work with other members of the Board and management to further the Company’s goals and increase shareholder value;
•
the ability and commitment to devote sufficient time to carry out the duties and responsibilities as a director;
•
experience at policy making levels in various organizations and in areas that are relevant to the Company’s activities;
87

•
the skills and experience of the potential nominee in relation to the capabilities already present on the Board;
•
broad experience in business, finance or administration, and familiarity with national and international business matters;
•
familiarity with the commercial banking industry;
•
prominence and reputation, and ability to enhance the reputation of the Company;
•
activities and associations of each candidate to ensure that there is no legal impediment, conflict of interest, or other consideration that might
hinder or prevent service on the Board;
•
in considering diversity of the Board (in all aspects of the term) as a criteria for selecting nominees to the Board the committee shall take into
account various factors and perspectives, including differences of viewpoint, high quality business and professional experience, education, skills
and other individual qualities and attributes that contribute to Board heterogeneity, as well as race, gender and national origin; and
•
consider the impact of a material change in qualifications of a director arising from the retirement or a change in the principal occupation, position
or responsibility of a director as such a change relates to continued service on the Board.
The Nomination & Governance Committee does not have a separate policy for consideration of any director candidates recommended by
shareholders. Instead, the Nomination & Governance Committee considers any candidate meeting the requirements for nomination by a shareholder set forth in
the Company’s Bylaws (as well as applicable laws and regulations) in the same manner as any other director candidate. The Nomination & Governance
Committee believes that requiring shareholder recommendations for director candidates to comply with the requirements for nominations in accordance with
the Company’s Bylaws ensures that the Nomination & Governance Committee receives at least the minimum information necessary for it to begin an
appropriate evaluation of any such director nominee.
Section 2.4 of the Company’s Bylaws provides that any shareholder must give advance written notice to the Company of an intention to nominate a
director at a shareholder meeting. Notice of intention to make any nominations must be made in writing and delivered to the Chief Executive Officer or
President at the principal executive offices of the Company no more than 60 days prior to any meeting of shareholders called for the election of directors, and
no more than 10 days after the date of notice of such meeting is sent to the shareholders, provided, however, that if only 10 days’ notice of the meeting is given
to shareholders such notice of intention to nominate shall be received by the Chief Executive Officer or President of the Company not later than the time fixed
in the notice of meeting for the opening of the meeting.
Such notification shall contain the following information to the extent known to the notifying shareholder: (i) the name and address of each proposed
nominee; (ii) the principal occupation of each proposed nominee; (iii) the number of shares of voting stock of the Company owned by each proposed nominee;
(iv) the name and residence address of the notifying shareholder; and (v) the number of shares of voting stock of the Company owned by the notifying
shareholder. Nominations not made in accordance with the Bylaws shall be disregarded by the chairman of the meeting, and the inspectors of election shall
then disregard all votes cast for each such nominee.
Diversity of the Board of Directors
In considering diversity of the Board (in all aspects of that term) as a criteria for selecting nominees in accordance with its charter, the Nomination &
Governance Committee takes into account various factors and perspectives, including differences of viewpoint, high quality business and professional
experience, education, skills and other individual qualities and attributes that contribute to Board heterogeneity, as well as race, gender and national origin. The
Committee does not assign specific weights to particular criteria and no particular criterion is necessarily applicable to all prospective nominees. The
Committee seeks persons with leadership experience in a variety of contexts and industries. The Committee believes that this expansive conceptualization of
diversity is the most effective means to implement Board diversity. The Nomination & Governance Committee will assess the effectiveness of this approach as
part of its annual review of its charter.
Term of Office
Directors serve for a one-year term or until their successors are elected. The Board does not have term limits, instead preferring to rely upon the
evaluation procedures described herein as the primary methods of ensuring that each director continues to act in a manner consistent with the best interests of
the shareholders and the Company.
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Board Committees
The Board may delegate portions of its responsibilities to committees of its members. These standing committees of the Board meet at regular
intervals to attend to their particular areas of responsibility. These committees include: Audit Committee, the Human Resource & Compensation Committee,
and the Nomination & Governance Committee. Each member of these committees is independent, as defined by the applicable rules and regulations of the
Nasdaq Stock Market. The committee chair determines the agenda, the frequency and the length of the meetings and receives input from committee members.
Executive Sessions
Independent directors meet in executive sessions throughout the year including meeting annually to consider and act upon the recommendation of the
Human Resource & Compensation Committee regarding the compensation and performance of the Chief Executive Officer.
Evaluation of Board Performance
A Board assessment is conducted annually in accordance with an established evaluation process and includes performance of committees. The
Nomination & Governance Committee oversees this process and reviews the assessment with the full Board.
Management Performance and Compensation
The Human Resource and Compensation Committee reviews and approves the Chief Executive Officer’s evaluation of the top management team on
an annual basis. The Board (largely through the Human Resource & Compensation Committee) evaluates the compensation plans for senior management and
other employees to ensure they are appropriate, competitive and properly reflect the Company’s objectives and performance.
Code of Business Conduct and Business Ethics Policy
Our Board of Directors has adopted a Code of Business Conduct and Business Ethics Policy that applies to all of our directors and employees. The
code provides fundamental ethical principles to which these individuals are expected to adhere to and will operate as a tool to help our directors, officers and
employees understand the high ethical standards required for employment by, or association with, our Company. This policy governs whistleblowing and the
protection of whistleblowers, related party transactions, conflicts of interest, and a variety of other requirements applicable to our officers and directors.
Additionally, our Code of Business Conduct and Business Ethics Policy sets forth our insider trading policies and governs the purchase, sale, hedging and other
acquisitions and dispositions of our securities, as well as the securities of publicly traded companies with whom we have a business relationship, and is
designed to promote compliance with all applicable insider trading laws, listing standards, rules and regulations. Our Code of Business Conduct and Business
Ethics Policy is available on our website at www.myopenbank.com under the “Investor Relations” tab. We expect that any amendments to the code, or any
waivers of its requirements, will be disclosed on our website, as well as any other means required by Nasdaq Stock Market rules.
Reporting of Complaints/Concerns Regarding Accounting or Auditing Matters
The Company’s Board of Directors has adopted procedures for receiving and responding to complaints or concerns regarding accounting and auditing
matters. These procedures were designed to provide a channel of communication for employees and others who have complaints or concerns regarding
accounting or auditing matters involving the Company.
Employee concerns may be communicated in a confidential or anonymous manner to the Audit Committee of the Board. The Audit Committee
Chairman will make a determination on the level of inquiry, investigation or disposal of the complaint. All complaints are discussed with the Company’s senior
management and monitored by the Audit Committee for handling, investigation and final disposition. The Chairman of the Audit Committee will report the
status and disposition of all complaints to the Board of Directors.
Delinquent Section 16(a) Reports
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Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the Company’s directors, executive officers and persons who own more
than ten percent of a registered class of the Company’s equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership
of common stock and other equity securities. They are required by SEC rules and regulations to furnish the Company with copies of all Section 16(a) forms
they file.
To the Company’s knowledge based solely on review of the copies of such reports furnished to the Company, all Section 16(a) filing requirements
applicable to our executive officers and directors were complied with during the year ended December 31, 2024, with the exception of the following:
Name
Transaction
Date Filed
Ryan Shin
Acquisition of Restricted Stock Units
Form 4 filed 5/31/2024
Brian Choi
Acquisition of Restricted Stock Units; Acquisition of Common Stock
Form 4 filed 7/2/2024
Soo Hun Jung
Acquisition of Restricted Stock Units; Acquisition of Common Stock
Form 4 filed 7/2/2024
Yong Sin Shin
Acquisition of Restricted Stock Units; Acquisition of Common Stock
Form 4 filed 7/2/2024
Hyung J. Kim
Acquisition of Restricted Stock Units; Acquisition of Common Stock
Form 4 filed 7/2/2024
Sunny Kwon
Acquisition of Restricted Stock Units; Acquisition of Common Stock
Form 4 filed 7/2/2024
Ernest Dow
Acquisition of Common Stock
Form 4 filed 7/2/2024
Item 11. Executive Compensation.
The following table sets forth information regarding the compensation paid, awarded to, or earned for our fiscal years ended December 31, 2024 and
2023 for each of our named executive officers.
Name and Principal Position
Year
Salary
($)
Stock Awards
Non Equity
Incentive Plan
Compensation (2)
Other
Compensation
(3) ($)
Total
Compensation
($)
Min J. Kim
2024
$
576,300 
$
— 
$
315,900 
$
23,100 
$
915,300 
President and Chief Executive Officer
2023
562,185 
— 
557,300 
27,778 
1,147,263 
Christine Y. Oh
2024
337,461 
— 
65,700 
22,648 
425,809 
Executive Vice President and Chief Financial
Officer
2023
324,458 
97,200  (1)
112,700 
21,868 
556,226 
Sang K. Oh
2024
287,390 
— 
55,900 
19,086 
362,376 
Executive Vice President and Chief Credit
Officer
2023
276,317 
— 
96,300 
18,979 
391,596 
(1)
On May 25, 2023, the Company granted 12,000 shares of stock awards to Ms. Oh. The grant date fair value was based on the number of shares granted and the closing price of the
Company's stock on the grant date, which was $8.10.
(2)
Cash bonuses awarded under the Company's Management Incentive Plan, described below. Amounts for 2024 were determined and paid in March 2025.
 
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(3)
Other Compensation for the named executive officers for our fiscal year ended December 31, 2024 includes the following:
Name
Perquisites (i)
Company
401(k)
Match (ii)
Total
“Other
Compensation”
Min J. Kim
$
2,400 
$
20,700 
$
23,100 
Christine Y. Oh
2,400 
20,248 
22,648 
Sang K. Oh
2,400 
16,686 
19,086 
(i)
Amounts reflect cell phone allowance
(ii)
Amounts reflect Company matching contribution under the 401(k) Plan.
General
We compensate our named executive officers through a combination of base salary, annual bonuses, equity awards, and other benefits including
perquisites. Our Human Resources & Compensation Committee, sometimes referred to as the HRCC, believes the executive compensation packages that we
provide to our executives, including the named executive officers, should include both cash and equity compensation that reward performance as measured
against established corporate goals. Each element of compensation is designed to achieve a specific purpose and to contribute to a total package that is
competitive with similar packages provided by other institutions that compete for the services of individuals like our named executive officers.
2024 Risk Assessment
Each year, the Company performs a risk analysis of each of its compensation programs. If warranted, the HRCC will recommend changes to address
concerns or considerations raised in the risk review process. Changes may be recommended for the program design or its oversight and administration in order
to mitigate unreasonable risk, if any is determined to exist. The HRCC has concluded that the Company’s compensation arrangements do not encourage any
employees to take unnecessary or excessive risks. We do not believe that any risks arising from our compensation policies and practices are reasonably likely to
have a material adverse effect on the Company.
Chief Executive Officer Agreement
On November 1, 2017, we entered into an employment agreement with Ms. Kim, our President and Chief Executive Officer. The agreement provides
for an initial three-year term and thereafter renews annually for a one-year term unless terminated by either party upon 45 days written notice prior to the end
of the then-current term. An addendum to this agreement was executed on June 24, 2021, which extended the initial term to December 31, 2024. Under the
terms of the agreement, Ms. Kim was initially entitled to an annual base salary of $410,000 subject to annual minimum increases of 3%, the actual amount as
determined by the Board of Directors’ annual review of executive salaries. Her salary was last increased to $576,300 in April 2023. In addition to her salary,
she is eligible to participate in the annual Management Incentive Plan, and will be entitled to equity award grants in accordance with the Company’s equity
incentive plans and as approved by the Board of Directors. The Company provides Ms. Kim, at the same level of cost to other employees, group life, health,
accident and disability insurance coverage for herself and her dependents. She is entitled to six weeks paid vacation annually. She received an automobile
allowance in the amount of $1,200 per month in 2018 and for the first quarter of 2019. Effective April 2019, the monthly automobile allowance in the amount
of $1,200 was rolled into Ms. Kim’s base salary. If Ms. Kim’s employment is terminated without Cause she will be entitled to 175% of her base salary paid
over a period of 12 months and the Company will pay her COBRA health insurance premiums for 12 months. If Ms. Kim’s employment is terminated by the
Company without Cause or if she resigns for Good Reason (as each such concept is defined in Mr. Kim’s employment agreement) within six months before or
two years after a Change in Control, she will be paid 225% of her base salary over 12 months and the Company will pay her COBRA health insurance
premiums for 24 months. The agreement provides that if any payments to Ms. Kim are limited by Section 280G of the Internal Revenue Code of 1986, as
amended (the “Internal Revenue Code” or the “Code”), our obligations will be limited to such amounts that results in the greatest amount of the payment that is
deductible for federal minimum tax purposes after taking into account all other compensation payments to or for the benefit of Ms. Kim that are included in
determining the deductibility of such payments under Section 280G. The agreement contains a non-solicitation provision, whereby Ms. Kim may not solicit the
Company’s employees for two years after the termination of her employment.
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For purposes of Ms. Kim’s contract the following terms are defined as follows:
“Cause” means: (i) the willful and continuing failure to perform her obligations to the Company; (ii) the conviction of, or plea of nolo contendere to,
a crime of embezzlement or fraud or any felony under the laws of the United States or any state thereof; (iii) the breach of fiduciary responsibility; (iv) an act
of dishonesty that is injurious to the Company; (v) engagement in one or more unsafe or unsound banking practices that has an adverse effect on the Company;
(vi) removal or permanent suspension from banking pursuant to regulatory and other applicable state or federal laws; (vii) an act or omission that leads to a
harm (financial or reputational or otherwise) to the Company; or (viii) a material breach of Company policies as may be in effect from time to time.
“Change in Control” means the first to occur of (a) the consummation of the acquisition by any “person” (as such term is defined in Section 13(d) or
14(d) of the Exchange Act) of “beneficial ownership” (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of more than fifty percent
(50%) of the combined voting power of the then outstanding voting securities of the Company; or (b) the consummation by the Company of: (i) a merger,
consolidation, or similar transaction if the Company’s shareholders immediately before such merger or consolidation do not, as a result of such merger or
consolidation, own, directly or indirectly, more than fifty percent (50%) of the combined voting power of the then outstanding voting securities of the entity
resulting from such merger, consolidation or similar transaction in substantially the same proportion as their ownership of the combined voting power of the
voting securities of the Company outstanding immediately before such merger or consolidation; or (ii) a complete liquidation or dissolution of, or an agreement
for the sale or other disposition of all or substantially all of the assets of, the Company (including a transaction described in clause (a) or (b) as if applicable to
the Bank or a sale of substantially all of the Bank’s assets). Notwithstanding any provision of this definition to the contrary, a Change in Control shall not be
deemed to have occurred solely because more than fifty percent (50%) of the combined voting power of the then outstanding securities of the Company are
acquired by (i) a trustee or other fiduciary holding securities under one or more employee benefit plans maintained by the Company or an affiliate thereof or
(ii) any corporation that, immediately prior to such acquisition, is owned directly or indirectly by the Company’s shareholders in the same proportion as their
ownership of “Voting Securities” immediately prior to such acquisition. Further, notwithstanding any provision of this definition to the contrary, in the event
that any amount or benefit under the agreement constitutes deferred compensation under the Section 409A of the Internal Revenue Code and the settlement of
or distribution of such amount or benefit is to be triggered by a change in control, then such settlement or distribution shall be subject to the event constituting
the change in control also constituting a “change in control event” (as defined in Section 409A).
“Good Reason” means the occurrence of any one of the following events, unless Ms. Kim agrees in writing that such event shall not constitute “Good
Reason”: (i) a material, adverse change in the nature, scope, or status of Ms. Kim’s position, authorities, or duties from those in effect immediately prior to the
applicable change in control; (ii) a material reduction in her aggregate compensation or benefits in effect immediately prior to the applicable Change in
Control; or (iii) a relocation of Ms. Kim’s primary place of employment of more than fifty (50) miles from the her primary place of employment immediately
prior to the applicable Change in Control. Prior to the Ms. Kim’s termination of service for Good Reason, Ms. Kim must give the Company written notice of
the existence of the condition that gives rise to an event of a Good Reason within 90 days of its occurrence and then the Company has 30 days to cure the
situation.
Management Incentive Plan
The Company offers eligible executives an opportunity to earn cash bonuses in addition to their annual base salaries. Each year the management
incentive plan (“Management Incentive Plan”) is reviewed and approved by the HRCC. The Management Incentive Plan for 2024 and 2023 provides an
opportunity for the executive officers and key employees to earn a bonus up to their designated percentage cap based on their base salary. The limits for the
Management Incentive Plan for 2024 and 2023 were up to 100% of the annual base salary respectively for the President and Chief Executive Officer and up to
35% of their annual base salary respectively for the other executive officers.
Specific bonuses payouts are recommended by the President and Chief Executive Officer to the HRCC. The HRCC reviews the recommendations and
based on its evaluation, recommends the final bonus amounts paid. In addition, the Board has the discretion to approve any additional cash bonuses or
adjustments to the accrual and/or distribution under the Management Incentive Plan as they deem appropriate and in line with the profits and the growth of the
Company. However, no eligible executive would receive a bonus if he or she achieved less than 80% of performance goals set forth in the Management
Incentive Plan for 2024 and 2023. The availability of bonuses and the amounts earned is based on various metrics approved by the HRCC. These metrics may
change from year to year.
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For 2024, the President and Chief Executive Officer and the other executive officers were each assigned Bank Goals and Individual Goals with
different weight allocations. The Bank Goals consisted of achieving three financial targets: ROA of 1.01%, return on equity (“ROE”) of 11.30% and an
efficiency ratio of 57.35%. The Individual Goals were customized to each individual’s respective responsibilities. For the President and Chief Executive
Officer, the weight allocation was 70% in Bank Goals and 30% in Individual Goals. For the other executive officers, the weight allocation was 60% in Bank
Goals and 40% in Individual Goals. In 2024, our ROA was 0.92%, ROE was 10.68%, and the efficiency ratio was 61.19%. Based on the Bank and Individual
performance, the HRCC determined that Ms. Kim should receive a bonus amount of $315,900, equal to 54.8% of her annual base salary for 2024, Ms. Oh
should receive $65,700, equal to 19.4% of her annual base salary for 2024 and Mr. Oh should receive $55,900, equal to 19.3% of his annual base salary for
2024.
For 2023, the President and Chief Executive Officer and the other executive officers were each assigned Bank Goals and Individual Goals with
different weight allocations. The Bank Goals consisted of achieving three financial targets: ROA of 1.17%, return on equity (“ROE”) of 13.52% and an
efficiency ratio of 56.64%. The Individual Goals were customized to each individual’s respective responsibilities. For the President and Chief Executive
Officer, the weight allocation was 70% in Bank Goals and 30% in Individual Goals. For the other executive officers, the weight allocation was 60% in Bank
Goals and 40% in Individual Goals. In 2023, our ROA was 1.13%, ROE was 13.05%, and the efficiency ratio was 57.59%. Based on the Bank and Individual
performance, the HRCC determined that Ms. Kim should receive a bonus amount of $557,300, equal to 97% of her annual base salary for 2023, Ms. Oh should
receive $112,700, equal to 34% of her annual base salary for 2023 and Mr. Oh should receive $96,300, equal to 34% of his annual base salary for 2023.
Benefits and Other Perquisites
The named executive officers are eligible to participate in the same benefit plans designed for all of our full-time employees, including health, dental,
vision, disability and basic group life insurance coverage. We also provide our employees, including our named executive officers, with various retirement
benefits. Our retirement plans are designed to assist our employees in planning for retirement and securing appropriate levels of income during retirement. The
purpose of our retirement plans is to attract and retain quality employees, including executives, by offering benefit plans similar to those typically offered by
our competitors.
Open Bank Employee’s 401(k) Plan. The Open Bank Employee’s 401(k) Plan is designed to provide retirement benefits to all eligible full-time and
part-time employees of the Company and its subsidiary. The 401(k) Plan provides employees with the opportunity to save for retirement on a tax-favored basis.
Named executive officers, all of whom were eligible during 2024, may elect to participate in the 401(k) Plan on the same basis as all other employees.
Employees may defer 1% to 100% of their compensation to the 401(k) Plan up to the applicable IRS limit. We currently match employee contributions on the
first 6% of employee compensation ($1 for each $1). The Company match is contributed in the form of
cash and is invested according to the employee’s current investment allocation. No discretionary profit sharing contribution was made to the 401(k) Plan for
2024 or 2023.
Company Owned Life Insurance or COLI Policies. In 2014, the Company purchased single premium COLI Policies for certain executives and senior
officers of the Company and to use the income from the COLI Policies to offset benefit expenses. Further, the Company benefits from any future death benefits
paid out under these COLI Policies. The Company entered into arrangements with certain executive and senior officers to pay their beneficiaries a death
benefit. The amount of the arrangement for executive officers was equal to 20% of the net amount of insurance, and for senior officers between 10% and 15%
of the net amount of insurance. If the officer or director retires or is terminated, the arrangement terminates.
Health and Welfare Benefits. Our named executive officers are eligible to participate in our standard health and welfare benefits program, which
offers medical, dental, vision, life, accident, and disability coverage to all of our eligible employees. We do not provide the named executive officers with any
health and welfare benefits that are not generally available to our other employees.
Perquisites. We provide our named executive officers with certain perquisites that we believe are reasonable and consistent with our overall
compensation program to better enable us to attract and retain superior employees for key positions. The HRCC periodically reviews the levels of perquisites
and other personal benefits provided to named executive officers. Based on this periodic review, perquisites are awarded or adjusted on an individual basis. The
perquisites received by our named executive officers in 2024 included a cell phone allowance.
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Executive Change in Control Plan
In connection with our initial public offering, our Board of Directors adopted an Executive Change in Control Plan, or Severance Plan. Participants in
the Severance Plan are selected by the HRCC and the Board of Directors. Our Chief Executive Officer is not eligible to participate in the Severance Plan. If a
participant in the Severance Plan is terminated without cause or resigns for a “good reason” within a determined period of time before or following a “change
in control”, the participant will be paid an individually determined severance amount and benefits. Upon termination of the participant’s employment in a
manner that results in severance to the participant under the Severance Plan, the participant agrees not to solicit employees and not solicit customers to
terminate their relationships with the Company for a period of one year.
Ms. Christine Oh is a participant in the Severance Plan. If she is terminated without cause within six months before or 12 months after a change in
control (the “change in control period”) or she resigns for good reason during the change in control period, she would be entitled to 150% her base salary and
the Company will pay her COBRA health insurance premiums for 12 months.
The terms “cause,” “change in control” and “good reason” have substantially the same meanings as provided in Ms. Min J. Kim’s employment
agreement, as described above.
Equity Based Plans
2021 Equity Incentive Plan
On June 24, 2021, the shareholders of Open Bank approved the 2021 Equity Incentive Plan (the “2021 Plan”). The purpose of the 2021 Plan is to
advance the interest of the Company and its shareholders by providing an incentive to attract, retain and reward key employees, officers, and non-employee
directors of the Company and the Bank.
The 2021 Plan authorized up to 1,500,000 shares of the Company's common stock for issuance of equity awards including stock options and restricted
stock units. Option exercise prices are the fair market value of the underlying stock as of the grant date. Restricted stock units are valued at the fair market
value on the date of grant. As of December 31, 2024, 250,088 restricted stock units at an average issue price of $11.78 were outstanding. There were no stock
options granted under the 2021 Plan. As of December 31, 2024, 1,078,188 shares were available for future grants in either stock options or restricted stock
awards under the 2021 Plan.
The 2021 Plan authorized up to 1,500,000 shares of the Company's common stock for issuance of equity awards including stock options and restricted
stock units. Option exercise prices are the fair market value of the underlying stock as of the grant date. Restricted stock units are valued at the fair market
value on the date of grant. As of December 31, 2024, 250,088 restricted stock units at an average issue price of $11.78 were outstanding. There were no stock
options granted under the 2021 Plan. As of December 31, 2024, 1,078,188 shares were available for future grants in either stock options or restricted stock
awards under the 2021 Plan.
Outstanding Equity Awards
The following table provides information for each of our named executive officers regarding outstanding stock awards held by the officers as of
December 31, 2024.
Stock Awards
Name
Number of
Shares or Units
of Stock That
Have Not
Vested
(#) (1)
Market Value
of Shares or
Units of Stock
That Have
Not
Vested ($) (2)
Christine Y. Oh
18,000 
$
284,580 
Sang K. Oh
18,000 
284,580 
(1)
This column represents the unvested restricted stock units granted. With regard to 18,000 restricted stock units for Ms. Oh, 10,000 restricted stock units vest at the end of three years from the
date of grant of February 24, 2022 and 12,000 restricted stock units vest 1/3rd per year from the date of
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grant of May 25, 2023, subject to continuing service. With regard to 18,000 restricted stock units for Mr. Oh, 45,000 restricted stock units vest 1/5th per year from the date of grant of June 24,
2021, subject to continuing service.
(2)
The market value of the shares of restricted stock units that have not vested is calculated by multiplying the number of shares of stock underlying the restricted stock units that have not vested by
the closing price of our common stock as of December 31, 2024, which was $15.81.
Director Compensation
The following table sets forth compensation paid or awarded to, or earned by, each of our directors (except for Min J. Kim, whose compensation is
disclosed under “—Summary Compensation Table”) during 2024. Officers do not earn additional compensation for director service.
Name
Fees Earned or
Paid in Cash ($) (1)
Stock Awards ($) (2)(3)
Total
Brian Choi
$
84,000 
$
41,999 
$
125,999 
Soo Hun Jung, M.D.
60,000 
30,002 
90,002 
Hyung J. Kim
60,000 
30,002 
90,002 
Sunny Kwon
60,000 
30,002 
90,002 
Yong Sin Shin
60,000 
30,002 
90,002 
Myung Shin Sohn
35,000 
30,002 
65,002 
(1)
Excludes reimbursement for traveling and other expenses and stock-based expenses relating to equity awards granted in prior years under our equity plans.
(2)
On June 27, 2024, the Company granted an aggregate 20,646 shares of stock awards to directors (excluding Ms. Kim). The grant date fair value was based on the number of shares granted and
the closing price of the Company's stock on the grant date, which was $9.30.
(3)
The following table presents the number of shares underlying unvested stock awards held by each of our directors as of December 31, 2024.
Name
Number of Shares Underlying Unvested
Stock Awards
Brian Choi
4,516 
Ernest E. Dow
3,226 
Soo Hun Jung, M.D.
3,226 
Hyung J. Kim
3,226 
Sunny Kwon
3,226 
Yong Sin Shin
3,226 
Myung Shin Sohn
3,226 
The Company paid fees to the non-officer directors for attendance at Board of Directors and Board of Directors’ committee meetings or for
performing other services in connection with operation of the Company. The Chairman of the Board received $7,000 per month and all other directors received
$5,000 per month. Directors receive reimbursement for their out-of-pocket expenses incurred in connection with their duties as directors, including their
attendance at director meetings.
Grants of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information
Our policy is to not grant stock options in anticipation of the release of material nonpublic information, such as a significant positive or negative
earnings announcement, and not time the public release of such information based on grant dates. Additionally, we do not grant stock options or similar equity
awards during periods in which there is material nonpublic information about the Company or Bank, including (i) during our “blackout” periods or outside
“trading windows” established under our Insider Trading Policy or (ii) at any time between four business days prior to or one business day following the filing
of our periodic reports or a Form 8-K that discloses material nonpublic information. These restrictions do not apply to restricted stock awards, restricted stock
units, or other types of equity awards that do not include an exercise price related to the market price of our common stock on the date of grant.
Our executive officers are not permitted to choose the grant date for their grants. The grants are effective on the date on which they are approved.
However, if such date is during a blackout or a filing window, the grants will not be effective until after the second business day following the earnings
announcement, unless such day is within a filing
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window, in which case such grants will not be effective until after the second business day following the filing of the applicable report.
During the 2024 fiscal year, none of our NEOs were awarded options with an effective grant date during any period beginning four business days
before the filing or furnishing of a Form 10-Q, Form 10-K, or Form 8-K that disclosed material nonpublic information and ending one business day after the
filing or furnishing of such reports. We do not backdate or reprice stock options or other equity awards.
Compensation Committee Interlocks and Insider Participation
None of the members of our Human Resources & Compensation Committee will be or will have been one of our officers or employees. In addition,
none of our executive officers serves or has served as a member of the compensation committee or other Board committee performing equivalent functions of
any entity that has one or more executive officers serving as one of our directors or on our Human Resources & Compensation Committee.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Beneficial Ownership of Common Stock
The following table sets forth information as of March 21, 2025, pertaining to beneficial ownership of the Company’s common stock by persons
known to the Company to own 5% or more of the Company’s common stock, nominees to be elected to the Board of Directors, the executive officers named in
the Summary Compensation Table presented in this proxy statement, and all directors and executive officers of the Company, as a group. This information has
been obtained from the Company’s records, or from information furnished directly by the individual or entity to the Company.
For purposes of the following table, shares issuable pursuant to stock options which may be exercised within 60 days of March 21, 2025, are deemed
to be issued and outstanding and have been treated as outstanding in determining the amount and nature of beneficial ownership and in calculating the
percentage of ownership of those individuals possessing such interest, but not for any other individuals.
Name of Beneficial Owner 
Shares
Beneficially
Owned (2) (3)
Percent
of
Class
Directors and Executive Officers:
 
Brian Choi
1,303,562 
8.74 %
Soo Hun Jung, M.D.
241,988 
1.62 %
Hyung J. Kim
3,601 
0.02 %
Sunny Kwon
3,601 
0.02 %
Yong Sin Shin
494,036 
3.31 %
Myung Shin Sohn
20,400 
0.14 %
Min J. Kim
611,425 
4.10 %
Sang K. Oh
27,000 
0.18 %
Christine Y. Oh
136,790 
0.92 %
All directors and executive officers as a group (15 individuals)
2,978,250 
19.97 %
Manulife Financial Corporation
887,695  (3)
5.95 %
AllianceBernstein L.P.
807,646  (4)
5.42 %
(1)
Except as otherwise noted, the address for all persons is c/o OP Bancorp, 1000 Wilshire Boulevard, Suite 500, Los Angeles, California 90017.
(2)
Subject to applicable community property laws and shared voting and investment power with a spouse, the persons listed have sole voting and investment power with respect to such shares
unless otherwise noted.
(3)
Represents the number of common shares beneficially owned by Manulife Financial Corporation (“MFC”) and MFC’s indirect, wholly-owned subsidiaries, Manulife Investments (US) LLC
(“MIM (US)”) and Manulife Investment Management Limited (“MIML”). The address of MFC and MIMIL is 200 Bloor Street East, Toronto, Ontario, Canada, M4W 1E5 and the address of
MIM (US) is 197 Clarendon Street, Boston, Massachusetts 02116. The foregoing information has been obtained from the shareholder’s Schedule 13G filed with the SEC on February 14, 2022.
(1)
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(4)
Represents the number of common shares beneficially owned by AllianceBernstein L.P. The address of AllianceBernstein L.P. is 501 Commerce Street, Nashville, TN 37203. The foregoing
information has been obtained from the shareholder’s Schedule 13G filed with the SEC on February 14, 2024.
The following table summarizes our equity compensation plans as of December 31, 2024:
Securities Authorized for Issuance Under Equity Compensation Plans
Plan Category
Number of securities
to be issued upon
exercise of outstanding
options, warrants
and rights
(a)
Weighted average
exercise price of
outstanding options,
warrants and rights
(b)
Number of securities
remaining available for
future issuance under
equity compensation
plans excluding
securities
reflected in Column (a)
(c)
Equity compensation plans approved by security holders
250,088 
$
11.78 
1,078,188 
Equity compensation plans not approved by security holders
— 
— 
— 
Total
250,088 
$
11.78 
1,078,188 
Item 13. Certain Relationships and Related Transactions, and Director Independence.
Policy and Procedures Regarding Related Party Transactions
Our Board of Directors has adopted a written Statement of Policy with Respect to Related Party Transactions. Under this policy, any “related party
transaction” may be consummated or may continue only if the Audit Committee approves or ratifies the transaction in accordance with the guidelines in the
policy and if the transaction is on terms comparable to those that could be obtained in arm’s length dealings with an unrelated third party. For purposes of this
policy, a “related person” means: (i) any person who is, or at any time since the beginning of the Company’s last fiscal year was, a director or executive officer
of the Company or a nominee to become a director of the Company; (ii) any person who is known to be the beneficial owner of more than 5% of any class of
the Company’s voting securities; (iii) any immediate family member of any of the foregoing persons, which means any child, stepchild, parent, stepparent,
spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law of the director, executive officer, nominee or more
than 5% beneficial owner, and any person (other than a tenant or employee) sharing the household of such director, executive officer, nominee or more than 5%
beneficial owner; and (iv) any firm, corporation or other entity in which any of the foregoing persons is employed or is a partner, principal or in a similar
position, or in which such person has a 10% or greater beneficial ownership interest.
A “related party transaction” is a transaction in which the Company or its subsidiary is a participant and in which a related person had or will have a
direct or indirect interest, other than transactions involving: (i) less than $5,000 when aggregated with all similar transactions; (ii) customary bank deposits and
accounts (including certificates of deposit); and (iii) loans and commitments to lend included in such transactions that are made in the ordinary course of
business on substantially the same terms, including interest rates and collateral, as those prevailing for comparable transactions with other persons of similar
creditworthiness, and do not involve more than the normal risk of collectability or present other unfavorable features to the Company.
A related party who has a position or relationship with a firm, corporation, or other entity that engaged in a transaction with the Company shall not be
deemed to have an indirect material interest within the meaning of this policy where the interest in the transaction arises only: (i) from such related party’s
position as a director of another corporation or organization that is party to the transaction; (ii) from the direct or indirect ownership by the related party of less
than a 10% equity interest in another person (other than a partnership) which is a party to the transaction; or (iii) from the related party’s position as a limited
partner in a partnership in which the related party has an interest of less than 10%, and the related party is not a general partner of and does not hold another
position in the partnership.
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The Board of Directors has determined that the Audit Committee is best suited to review and approve related party transactions. The Committee
considers all of the relevant facts and circumstances available to the Committee, including (if applicable) but not limited to: (i) the benefits to the Company; (ii)
the impact on a director’s independence in the event the related person is a director, an immediate family member of a director or an entity in which a director
is a partner, shareholder or executive officer; (iii) the availability of other sources for comparable products or services; (iv) the terms of the transaction; and (v)
the terms available to unrelated third parties or to employees generally. No member of the Audit Committee may participate in any review, consideration or
approval of any related person transaction with respect to which such member or any of his or her immediate family members is the related person. The
Committee will approve only those related person transactions that are in, or are not inconsistent with, the best interests of the Company and its shareholders,
as the Committee determines in good faith. The Audit Committee will convey its decision to the Board of Directors. The Chief Executive Officer will convey
the decision to the appropriate persons within the Company
Ordinary Banking Relationships
Certain of our officers, directors and principal shareholders, as well as their immediate family members and affiliates, are customers of, or have or
have had transactions with us in the ordinary course of business. These transactions include deposits, loans and other financial services related transactions.
Related party transactions are made in the ordinary course of business, on substantially the same terms, including interest rates and collateral (where
applicable), as those prevailing at the time for comparable transactions with persons not related to us, and do not involve more than normal risk of collectability
or present other features unfavorable to us. Any loans we originate with officers, directors and principal shareholders, as well as their immediate family
members and affiliates, are approved by our Board of Directors in accordance with the bank regulatory requirements
As of December 31, 2024, our officers and directors as well as their immediate families and affiliated companies, taken as a group, were not indebted
directly or indirectly to us, while deposits from this group totaled $2.3 million as of such date. We expect to continue to enter into transactions in the ordinary
course of business on similar terms with our officers, directors and principal shareholders, as well as their immediate family members and affiliates.
Open Stewardship Foundation
In 2011, the Open Stewardship Foundation, a non-profit organization, was created to actively support civic organizations, schools and other eligible
charitable non-profit organizations that provide public benefit services in the communities we serve. We have committed to fund the Foundation in an amount
equal to 10% of our consolidated annual income after taxes each year. We also permit the Foundation to use our premises for activities on behalf of non-profit
organizations. This commitment is included in our annual operating budget each year and the Board of Directors and management believe that such activities
have benefited us through stronger and expanded business relationships within the Korean-American community. Since inception, we have donated over $17.5
million to the Foundation, aiding over 230 local non-profits. The Foundation’s Board of Directors is comprised of five of our current and former directors,
Brian Choi, Ernest E. Dow, Min J. Kim, Soo Hun Jung, and Yong Sin Shin. Our Chief Financial Officer serves as the president of the Foundation. Our directors
and officers receive no additional compensation for their service at the Foundation. The Board of Directors of the Foundation maintains a selection committee
that is responsible for reviewing and recommending grant applications from local nonprofits. The selection committee has four members annually selected by
the Foundation Board of Directors. We do not control the Foundation’s activities, and accordingly, we do not consolidate the financial statements of the
Foundation.
Other Related Party Transactions
Other than the compensation arrangements with directors and executive officers described in “Executive Compensation” and the ordinary banking
relationships described above, none of our directors, executive officers or beneficial holders of more than 5% of our capital stock, or their immediate family
members or entities affiliated with them, had or will have a direct or indirect material interest, in any transactions to which we have been a party.
Insider Trading and Code of Business Conduct and Ethics
The Company’s Code of Business Conduct and Ethics Policy is intended to promote compliance with all applicable laws and regulations and to
require of the Company’s officers and directors the appropriate standards of good judgment and high ethical standards that our shareholders and customers
have a right to expect. This policy governs insider trading, whistleblowing and the protection of whistleblowers, related party transactions, conflicts of interest,
and a variety of other requirements applicable to our officers and directors. A copy of the Company’s Code of Business Conduct and
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Ethics is available under the Corporate Governance tab on the Company’s investor relations website, https://opbancorp.q4ir.com/governance/corporate-
governance/default.aspx.
Director Independence
In 2024, six out of seven members of the Board of Directors were independent directors, as defined by the applicable rules and regulations of the
Nasdaq Stock Market, as follows:
Brian Choi, Chairman of the Board
Soo Hun Jung, M.D.
Hyung J. Kim
Sunny Kwon
Yong Sin Shin
Myung Shin Sohn
Item 14. Principal Accountant Fees and Services.
The following table summarizes the aggregate fees billed to the Company by its independent auditor:
Category of Services
Fiscal Year 2024
Fiscal Year 2023
Audit fees
$
673,050 
$
597,795 
Audit-related fees
— 
— 
Tax fees
69,221 
57,008 
All other fees
— 
— 
Total accounting fees
$
742,271 
$
654,803 
Audit fees relate to professional services rendered in connection with the audit of the Company’s annual financial statements and internal controls for 2024, quarterly review of financial
statements included in the Company’s Quarterly Reports on Form 10-Q, and audit services provided in connection with other statutory and regulatory filings.
Tax fees were related to tax services provided to Company, including annual Federal and State tax return, quarterly tax estimates, and any assistance, review, or resolution of tax notice.
The ratio of Tax fees and All other fees to Total accounting fees was 9.3% for 2024 and 8.7% for 2023.
In considering the nature of the services provided by the independent registered public accounting firm, the Audit Committee determined that such
services are compatible with the provision of independent audit services. The Audit Committee discussed these services with the independent registered public
accounting firm and Company management to determine that they are permitted under the rules and regulations concerning auditor independence promulgated
by the SEC and the Public Company Accounting Oversight Board.
(1)
(2)
(1)
(2)
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PART IV
Item 15. Exhibits and Financial Statements.
Exhibit
Number
Description
3.1
Articles of Incorporation of OP Bancorp (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Form S-1 Registration Statement
(Registration No. 333-223444) filed on March 5, 2018)
3.2
Amended and Restated Bylaws of OP Bancorp (incorporated herein by reference to Exhibit 3.2 to the Registrant’s Form S-1 Registration
Statement (Registration No. 333-223444) filed on March 5, 2018)
3.3
First Amendment to the Amended and Restated Bylaws of OP Bancorp (incorporated herein by reference to Exhibit 3.3 to the Registrant’s
Annual Report on Form 10-K (File No. 001-38437) filed on March 15, 2021)
4.1
Specimen common stock certificate of OP Bancorp (incorporated herein by reference to Exhibit 4.1 to the Registrant’s Form S-1 Registration
Statement (Registration No. 333-223444) filed on March 5, 2018)
4.2
Description of Securities Registered under Section 12 of Securities Exchange Act of 1934, as amended (incorporated herein by reference to
Exhibit 4.2 to the Registrant’s Annual Report on Form 10-K (File No. 001-38437) filed on March 16, 2020)
10.1*
Employment Agreement, dated November 1, 2017, between OP Bancorp and Min J. Kim (incorporated herein by reference to Exhibit 10.1 to
the Registrant’s Form S-1 Registration Statement (Registration No. 333-223444) filed on March 5, 2018)
10.2*
Employment Offer Letter, dated June 10, 2010, from First Standard Bank to Christine Oh (incorporated herein by reference to Exhibit 10.2 to
the Registrant’s Form S-1 Registration Statement (Registration No. 333-223444) filed on March 5, 2018)
10.3*
Employment Offer Letter, dated September 9, 2013, from First Standard Bank to Ki Won Yoon (incorporated herein by reference to Exhibit
10.4 to the Registrant’s Form S-1 Registration Statement (Registration No. 333-223444) filed on March 5, 2018)
10.8*
OP Bancorp 2017 Management Incentive Plan (incorporated herein by reference to Exhibit 10.12 to the Registrant’s Form S-1 Registration
Statement (Registration No. 333-223444) filed on March 5, 2018)
10.9*
OP Bancorp Change in Control Severance Plan (incorporated herein by reference to Exhibit 10.13 to the Registrant’s Form S-1 Registration
Statement (Registration No. 333-223444) filed on March 5, 2018)
10.10*
Form of Indemnification Agreement entered into with all of the directors and executive officers of OP Bancorp (incorporated herein by
reference to Exhibit 10.14 to the Registrant’s Form S-1 Registration Statement (Registration No. 333-223444) filed on March 5, 2018)
10.11
Coexistence Agreement with Open Bank S.A. (incorporated herein by reference to Exhibit 10.15 to the Registrant’s Form S-1 Registration
Statement (Registration No. 333-223444) filed on March 5, 2018)
10.12*
Employment Offer Letter, dated September 24, 2020, from Open Bank to Sang Kyo Oh (incorporated herein by reference to Exhibit 10.1 to
the Registrant’s Current Report on Form 8-K (File No. 001-38437) filed on October 1, 2020)
10.13*
Employment Offer Letter, dated September 18, 2020, from Open Bank to Ihnsuk J. Bang (incorporated herein by reference to Exhibit 10.17 to
the Registrant's Annual Report on Form 10-K (File No. 001-38437) filed on March 18, 2022).
10.14*
Addendum to Employee Agreement, dated June 24, 2021, between OP Bancorp, Open Bank and Min J. Kim (incorporated herein by
reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 001-38437) filed on June 25, 2021)
10.15*
2021 Equity Incentive Plan (incorporated herein by reference to Exhibit 4.6 to the Registrant’s Form S-8 Registration Statement (Registration
No. 333-257362) filed on June 24, 2021
10.16*
Form of Restricted Stock Unit Agreement under the OP Bancorp 2021 Equity Incentive Plan (incorporated herein by reference to Exhibit
10.20 to the Registrant's Annual Report on Form 10-K (File No. 001-38437) filed on March 28, 2022).
19.1
OP Bancorp Insider Trading Policy, filed herewith
21.1
Subsidiaries of OP Bancorp (incorporated herein by reference to Exhibit 21.1 to the Registrant’s Form S-1 Registration Statement
(Registration No. 333-223444) filed on March 5, 2018)
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23.1
Consent of Crowe, LLP, filed herewith.
31.1
Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
31.2
Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
32.1
Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
32.2
Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
97.1
OP Bancorp Incentive Compensation Recovery Policy, filed herewith.
101.INS
Inline XBRL Instance Document, filed herewith.
101.SCH
Inline XBRL Taxonomy Extension Schema Document, filed herewith.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document, filed herewith.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document, filed herewith.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document, filed herewith.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document, filed herewith.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101).
Item 16. Form 10-K Summary.
None.
101

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
OP Bancorp
Date: March 28, 2025
By:
/s/ MIN J. KIM
Min J. Kim
President and Chief Executive Officer
POWER OF ATTORNEY AND SIGNATURES
KNOW ALL PERSONS BY THESE PRESENT, that each person whose signature appears below constitutes and appoints each of Min J. Kim and
Christine Y. Oh, his or her attorney-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual
Report on Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that said attorney-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on
behalf of the Registrant in the capacities and on the dates indicated.
Signature / Name
Title
Date
/s/ MIN J. KIM
President, Chief Executive Officer and Director (Principal Executive Officer)
March 28, 2025
Min J. Kim
/s/ JAEHYUN PARK
Executive Vice President & Chief Financial Officer (Principal Financial and
Accounting Officer)
March 28, 2025
Jaehyun Park
/s/ BRIAN CHOI
Director
March 28, 2025
Brian Choi
/s/ SOO HUN JUNG
Director
March 28, 2025
Soo Hun Jung
/s/ HYUNG J. KIM
Director
March 28, 2025
Hyung J. Kim
/s/ SUNNY KWON
Director
March 28, 2025
Sunny Kwon
/s/ YONG SIN SHIN
Director
March 28, 2025
Yong Sin Shin
/s/ MYUNG SHIN SOHN
Director
March 28, 2025
Myung Shin Sohn
102

Index to Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm (PCAOB ID Number 173).
F-1
Consolidated Balance Sheets as of December 31, 2024 and 2023.
F-3
Consolidated Statements of Income for the Years Ended December 31, 2024, 2023 and 2022.
F-4
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2024, 2023 and 2022.
F-5
Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2024, 2023 and 2022.
F-6
Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022.
F-7
Notes to Consolidated Financial Statements.
F-9

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Shareholders and the Board of Directors of OP Bancorp
Los Angeles, California
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of OP Bancorp (the "Company") as of December 31, 2024 and 2023, the related consolidated
statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December
31, 2024, and the related notes (collectively referred to as the "financial statements"). We also have audited the Company’s internal control over financial
reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework: (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO).
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024
and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024 in conformity with
accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective
internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework: (2013) issued by
COSO.
Change in Accounting Principle
As discussed in Note 1 to the financial statements, the Company has changed its method of accounting for credit losses effective January 1, 2023, due to the
adoption of Financial Accounting Standards Board (FASB) Accounting Standards Codifications No. 326, Financial Instruments – Credit Losses (ASC 326).
The Company adopted the new credit loss standard using the modified retrospective method such that prior period amounts are not adjusted and continue to be
reported in accordance with previously applicable generally accepted accounting principles.
Basis for Opinions
The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its
assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control
over Financial Reporting. Our responsibility is to express an opinion on the Company’s financial statements and an opinion on the Company’s internal control
over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)
("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over
financial reporting was maintained in all material respects.
Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to
error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and
disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as
well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding
of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness
of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We
believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over
financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect
the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
F-1

as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial
statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to
be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our
especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the financial
statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on
the accounts or disclosures to which it relates.
Allowance for Credit Losses – Loans
As of December 31, 2024, the Bank had a gross loan portfolio of $1.96 billion and a related allowance for credit losses (ACL) on loans of $24.8 million. As
described in Notes 1 and 3 to the financial statements, the Company uses a probability of default (PD)/loss given default (LGD) quantitative model using
transition matrices and a qualitative framework to estimate expected credit losses on loans held for investment. The quantitative component of the model
provides forecasts of PD and LGD based on forecasted national unemployment rates using regression analysis and under a weighted multiple scenario
approach. The Company’s qualitative framework is designed to quantify the credit risk impact of other trends and changes within the loan portfolio. The
parameters for making adjustments are established under a credit risk matrix that provides different possible scenarios for the qualitative factor adjustments.
We identified auditing the qualitative factor adjustments to the allowance for credit losses on loans to be a critical audit matter as it involved significant audit
effort and especially subjective auditor judgment to evaluate the subjective judgment made by management related to the determination of qualitative factor
adjustments, including the development of the qualitative framework.
The primary procedures we performed to address this critical audit matter included:
•
Testing the design and operating effectiveness of controls over management’s determination of qualitative factor adjustments, including relevance and
reliability of data used to develop the qualitative factor adjustments, the mathematical accuracy of qualitative factor adjustments derived from
management’s credit risk matrix, the appropriateness of the qualitative framework and the reasonableness of management’s judgments and significant
assumptions used to develop the qualitative factor adjustments.
•
Substantively testing management’s process for developing the qualitative factor adjustments, which included testing the relevance and reliability of
data used to develop the qualitative factor adjustments, evaluating the mathematical accuracy of qualitative factor adjustments derived from
management’s credit risk matrix, evaluating the appropriateness of the qualitative framework and evaluating the reasonableness of significant
assumptions used in the development of the qualitative factor adjustments.
•
Analytically comparing trends within the qualitative factors to trends within the portfolio and other economic data for reasonableness, which included
comparison to the prior period end and evaluating the reasonableness of the qualitative factors as of period end.
Crowe LLP
We have served as the Company's auditor since 2016.
Costa Mesa, California
March 28, 2025
F-2

OP BANCORP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
December 31,
($ in thousands)
2024
2023
ASSETS
Cash and cash equivalents
$
134,943 
$
91,216 
Available-for-sale debt securities, at fair value
185,909 
194,250 
Other investments
16,437 
16,276 
Loans held for sale
4,581 
1,795 
Loans receivable, net of allowance for credit losses of $24,796 and $21,993 as of December 31,
2024 and 2023, respectively
1,932,056 
1,743,852 
Premises and equipment, net
5,449 
5,248 
Accrued interest receivable
9,188 
8,259 
Servicing assets
10,834 
11,741 
Company owned life insurance
22,912 
22,233 
Deferred tax assets, net
14,893 
13,309 
Other real estate owned
1,237 
— 
Operating right-of-use assets
7,415 
8,497 
Other assets
20,159 
31,054 
Total assets
$
2,366,013 
$
2,147,730 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Deposits:
Noninterest-bearing
$
504,928 
$
522,751 
Interest-bearing:
Money market and others
329,095 
399,018 
Time deposits greater than $250
565,813 
433,892 
Other time deposits
627,449 
451,897 
Total deposits
2,027,285 
1,807,558 
Federal Home Loan Bank advances
95,000 
105,000 
Accrued interest payable
16,067 
12,628 
Operating lease liabilities
7,857 
9,341 
Other liabilities
14,811 
20,577 
Total liabilities
2,161,020 
1,955,104 
Shareholders’ equity
Preferred stock no par value; 10,000,000 shares authorized; no shares issued or outstanding as of
December 31, 2024 and 2023
— 
— 
Common stock – no par value; 50,000,000 shares authorized as of December 31, 2024 and 2023;
14,819,866 and 15,000,436 shares issued and outstanding as of December 31, 2024 and 2023,
respectively
73,697 
76,280 
Additional paid-in capital
11,928 
10,942 
Retained earnings
134,781 
120,855 
Accumulated other comprehensive loss
(15,413)
(15,451)
Total shareholders’ equity
204,993 
192,626 
Total liabilities and shareholders' equity
$
2,366,013 
$
2,147,730 
See accompanying notes to consolidated financial statements
F-3

OP BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
Year Ended December 31,
($ in thousands, except per share data)
2024
2023
2022
INTEREST INCOME
Interest and fees on loans
$
124,361 
$
110,463 
$
82,864 
Interest on available-for-sale debt securities
6,227 
6,131 
3,351 
Other interest income
7,032 
5,071 
1,997 
Total interest income
137,620 
121,665 
88,212 
Interest expense
Interest on deposits
68,121 
49,435 
11,210 
Interest on borrowings
3,891 
3,543 
91 
Total interest expense
72,012 
52,978 
11,301 
Net interest income
65,608 
68,687 
76,911 
Provision for credit losses
2,757 
1,651 
2,976 
Net interest income after provision for credit losses
62,851 
67,036 
73,935 
NONINTEREST INCOME
Service charges on deposits
3,261 
2,123 
1,675 
Loan servicing fees, net of amortization
2,898 
2,449 
2,416 
Gain on sale of loans
8,313 
7,843 
12,285 
Other income
1,955 
1,766 
1,243 
Total noninterest income
16,427 
14,181 
17,619 
NONINTEREST EXPENSE
Salaries and employee benefits
31,717 
29,593 
27,189 
Occupancy and equipment
6,673 
6,490 
5,964 
Data processing and communication
2,245 
2,109 
2,085 
Professional fees
1,535 
1,571 
1,620 
FDIC insurance and regulatory assessments
1,672 
1,457 
813 
Promotion and advertising
533 
614 
543 
Directors’ fees
640 
680 
682 
Foundation donation and other contributions
2,108 
2,400 
3,393 
Other expenses
3,076 
2,812 
2,541 
Total noninterest expense
50,199 
47,726 
44,830 
INCOME BEFORE INCOME TAX EXPENSE
29,079 
33,491 
46,724 
Income tax expense
8,010 
9,573 
13,414 
NET INCOME
$
21,069 
$
23,918 
$
33,310 
EARNINGS PER SHARE - BASIC
$
1.39 
$
1.55 
$
2.15 
EARNINGS PER SHARE - DILUTED
$
1.39 
$
1.55 
$
2.14 
See accompanying notes to consolidated financial statements
F-4

OP BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Year Ended December 31,
($ in thousands)
2024
2023
2022
Net income
$
21,069 
$
23,918 
$
33,310 
Other comprehensive income (loss)
Change in unrealized gain (loss) on available-for-sale debt securities, net of tax
effect
216 
2,392 
(16,646)
Change in unrealized loss on cash flow hedge, net
(178)
— 
— 
Total other comprehensive income (loss)
38 
2,392 
(16,646)
Comprehensive income
$
21,107 
$
26,310 
$
16,664 
See accompanying notes to consolidated financial statements
F-5

OP BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
Common Stock
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Shareholders’
Equity
($ in thousands, except per share data)
Shares
Outstanding
Amount
Balance at January 1, 2022
15,137,808  $
78,718  $
8,645  $
79,056  $
(1,197) $
165,222 
Net income
— 
— 
— 
33,310 
— 
33,310 
Other comprehensive loss
— 
— 
— 
— 
(16,646)
(16,646)
Stock issued under stock-based compensation
plans, net of forfeiture
132,536 
608 
(81)
— 
— 
527 
Stock-based compensation, net
— 
— 
1,179 
— 
— 
1,179 
Cash dividends declared ($0.44 per share)
— 
— 
— 
(6,676)
— 
(6,676)
Balance at December 31, 2022
15,270,344 
79,326 
9,743 
105,690 
(17,843)
176,916 
Cumulative effect related to adoption of ASC
326, net of tax
— 
— 
— 
(1,484)
— 
(1,484)
Adjusted balance at January 1, 2023
15,270,344 
79,326 
9,743 
104,206 
(17,843)
175,432 
Net income
— 
— 
— 
23,918 
— 
23,918 
Other comprehensive income
— 
— 
— 
— 
2,392 
2,392 
Stock issued under stock-based compensation
plans, net of forfeiture
178,576 
888 
(98)
— 
— 
790 
Stock-based compensation, net
— 
— 
1,297 
— 
— 
1,297 
Repurchase of common stock
(448,484)
(3,934)
— 
— 
— 
(3,934)
Cash dividends declared ($0.48 per share)
— 
— 
— 
(7,269)
— 
(7,269)
Balance at December 31, 2023
15,000,436 
76,280 
10,942 
120,855 
(15,451)
192,626 
Net income
— 
— 
— 
21,069 
— 
21,069 
Other comprehensive income
— 
— 
— 
— 
38 
38 
Stock issued under stock-based compensation
plans, net of forfeiture
98,058 
160 
(197)
— 
— 
(37)
Stock-based compensation, net
— 
— 
1,183 
— 
— 
1,183 
Repurchase of common stock
(278,628)
(2,743)
— 
— 
— 
(2,743)
Cash dividends declared ($0.48 per share)
— 
— 
— 
(7,143)
— 
(7,143)
Balance at December 31, 2024
14,819,866  $
73,697  $
11,928  $
134,781  $
(15,413) $
204,993 
See accompanying notes to consolidated financial statements
F-6

OP BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended December 31,
($ in thousands)
2024
2023
2022
Cash flows from operating activities
Net income
$
21,069 
$
23,918 
$
33,310 
Adjustments to reconcile net income to net cash and cash equivalents provided by
operating activities:
Provision for credit losses
2,757 
1,651 
2,976 
Depreciation and amortization of premises and equipment
1,361 
1,336 
1,367 
Amortization of net premiums on securities
59 
235 
629 
Amortization of servicing assets
3,748 
4,418 
4,385 
Accretion of net discounts on loans
(2,216)
(2,840)
(4,868)
Amortization of low income housing partnerships
1,696 
1,325 
697 
Stock-based compensation, net
1,183 
1,297 
1,179 
Deferred income taxes
(1,600)
626 
1,081 
Gain on sale of loans
(8,313)
(7,843)
(12,285)
Earnings on company owned life insurance
(679)
(620)
(479)
Net change in fair value of equity investment with readily determinable fair
value
32 
(48)
431 
Origination of loans held for sale
(134,666)
(107,610)
(137,642)
Proceeds from sales of loans held for sale
137,352 
154,593 
196,531 
Net change in:
Accrued interest receivable
(929)
(1,079)
(2,396)
Other assets
11,448 
(7,543)
269 
Accrued interest payable
3,439 
9,857 
2,213 
Other liabilities
(4,397)
(3,831)
(3,664)
Net cash from operating activities
31,344 
67,842 
83,734 
Cash flows from investing activities
Net change in loans receivable
(183,557)
(57,932)
(138,998)
Proceeds from matured, called, or paid-down securities available for sale
27,671 
24,368 
32,191 
Purchase of company owned life insurance
— 
— 
(10,000)
Purchase of loans
(6,421)
(27,604)
(225,133)
Purchase of available-for-sale debt securities
(19,082)
(5,647)
(115,819)
Purchase of equity investments
(101)
(85)
(53)
Purchase of Federal Home Loan Bank stock
(87)
(4,045)
(1,477)
Purchase of premises and equipment, net
(1,562)
(2,184)
(1,412)
Investments in low-income housing partnerships
(4,282)
(2,843)
(1,076)
Net cash from investing activities
(187,421)
(75,972)
(461,777)
Cash flows from financing activities
Net change in deposits
219,727 
(78,213)
351,705 
Cash received from stock option exercises
160 
888 
608 
Proceeds from Federal Home Loan Bank advances
20,000 
105,000 
— 
Repayment of Federal Home Loan Bank advances
(30,000)
— 
— 
Repurchase of common stock
(2,743)
(3,934)
— 
Cash dividend paid on common stock
(7,143)
(7,269)
(6,676)
F-7

Payments related to tax-withholding for vested restricted stock awards
(197)
(98)
(81)
Net cash from financing activities
199,804 
16,374 
345,556 
Net change in cash and cash equivalents
43,727 
8,244 
(32,487)
Cash and cash equivalents at beginning of period
91,216 
82,972 
115,459 
Cash and cash equivalents at end of period
$
134,943 
$
91,216 
$
82,972 
Supplemental cash flow information:
Cash paid during the period for:
Income taxes
$
8,263 
$
8,393 
$
14,493 
Interest
68,573 
43,121 
9,088 
Supplemental noncash disclosure:
Initial recognition of right-of-use assets
$
984 
$
1,369 
$
1,961 
New commitments to low income housing partnership investments
— 
6,000 
5,000 
Transfer of loan to other real estate owned
1,237 
— 
— 
See accompanying notes to consolidated financial statements
F-8

OP BANCORP AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Business and Basis of Presentation
OP Bancorp ("Company") is a California corporation and bank holding company for Open Bank (“Bank”). The Company commenced operation as a
bank holding company on June 1, 2016, and substantially all of its assets, operations and business are owned and conducted through the Bank. The Bank is a
California state-chartered and Federal Deposit Insurance Corporation ("FDIC")-insured financial institution, which began its operations on June 10, 2005.
Headquartered in downtown Los Angeles, California, Open Bank operates primarily in the traditional banking business arena that includes accepting deposits
and making loans and investments. Open Bank's primary deposit products are demand and time deposits, and the primary lending products are commercial
business loans to small to medium sized businesses. OP Bancorp is operating with eleven full-service branches located in California, Washington, Nevada and
Texas, and five loan production offices located in California, Georgia, Washington, Colorado, and Virginia.
Basis of Presentation: The consolidated financial statements of the Company have been prepared in conformity with accounting principles generally
accepted in the United States of America (“GAAP”).
Use of Estimates: To prepare financial statements in conformity with GAAP, management makes estimates and assumptions based on available
information. These estimates and assumptions affect the amounts reported in the financial statements and the disclosures provided, and actual results could
differ.
Concentration of Risk: Most of the Company’s customers are located within Los Angeles County and the surrounding area. The concentration of
loans originated in this area may subject the Company to the risk of adverse impacts of economic, regulatory or other developments that could occur in
Southern California. The Company has significant concentration in commercial real estate loans. The Company obtains what it believes to be sufficient
collateral to secure potential losses. The extent and value of the collateral obtained varies based upon the details underlying each loan agreement.
Segments: Our chief operating decision maker (“CODM”), the Chief Executive Officer, manages the Company’s business activities as one single
operating and reportable segment at the consolidated level. Accordingly, our CODM uses consolidated net income to measure segment profit or loss, allocate
resources and assess performance. Further, the CODM reviews and utilizes net interest income, noninterest income and noninterest expenses (compensation
and benefits, information services, occupancy and general, administrative and other) at the consolidated level to manage the Company’s operations.
Cash Flows: Cash and cash equivalents include cash, deposits with other financial institutions with original maturities less than 90 days, and federal
funds sold. Net cash flows are reported for customer loan and deposit transactions.
Securities: Securities are classified as held to maturity and carried at amortized cost when management has the positive intent and ability to hold them
to maturity. Securities are classified as available-for-sale when they might be sold before maturity. Securities available for sale are carried at fair value, with
unrealized holding gains and losses reported in other comprehensive income, net of tax. Interest income includes amortization of purchase premium or
discount. Premiums and discounts on securities are amortized on the level-yield method without anticipating prepayments. Gains and losses on sales are
recorded on the trade date and determined using the specific identification method.
Securities available for sale are measured at fair value and are subject to impairment testing. For securities available for sale in an unrealized loss
position, management evaluates whether the decline in fair value has resulted in from a credit-related loss or other factors. In making this assessment,
management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse
conditions specifically related to the security, among other factors. Management (1) recognizes an allowance for credit losses by a charge to earnings for the
credit-related component of the decline in fair value, and (2) recognize in other comprehensive income (loss) any non-credit related components of the fair
value decline. If the amount of the amortized cost basis expected to be recovered increases in a future period, the valuation reserve would be reduced, but not
more than the amount of the current existing reserve for that security. The Company does not recognize a separate allowance for expected credit losses for
accrued interest receivable and records reversals of accrued interest receivable as reductions of interest income.
F-9

Other Investments: Other investments includes the followings: (i) Federal Home Loan Bank (“FHLB”) Stock - the Bank is a member of the FHLB
system. Members are required to own a certain amount of stock based on the level of borrowings and other factors, and may invest in additional amounts.
FHLB stock is carried at cost, classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value. Both cash
and stock dividends are reported as income; (ii) Pacific Coast Bankers Bank (“PCBB”) Stock - the Bank is a member of PCBB. PCBB stock is carried at cost,
classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value. Both cash and stock dividends are
reported as income; and (iii) the Company’s investment in a mutual fund to satisfy the Company’s requirements under the Community Reinvestment Act
(“CRA”). CRA mutual fund is reported at fair value. Unrealized gains and losses on a CRA fund are recognized in other income in the Consolidated Statements
of Income.
Loans Held for Sale: Certain Small Business Administration (“SBA”) loans that may be sold prior to maturity are designated as held for sale at
origination and are recorded at the lower of their cost or fair value less costs to sell, determined on an aggregate basis. A valuation allowance is established if
the market value of such loans is lower than their cost, and operations are charged or credited for valuation adjustments. Origination fees on loans held for sale,
net of certain costs of processing and closing the loans, are deferred until the time of sale and are included in the computation of the gain or loss from the sales
of the related loans. A portion of the premium on sale of SBA loans is recognized as gains on sales of loans at the time of the sale. These loans are generally
sold with servicing retained.
Loans Receivable: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the
principal balance outstanding, net of deferred loan fees and costs and an allowance for credit losses. Interest income is accrued on the unpaid principal balance.
Loan origination fees, net of certain direct origination costs, are deferred and recognized in interest income using the level-yield method without anticipating
prepayments. The recorded investment in loans includes accrued interest receivable, deferred loan fees and costs, and unearned income.
The accrual of interest income on commercial real estate and other commercial and industrial loans is discontinued at the time the loan is 90 days
delinquent unless the loan is well-secured and in process of collection. Consumer loans are typically charged off no later than 120 days past due. Past due status
is based on the contractual terms of the loan. In all cases, loans are placed on nonaccrual status or charged-off at an earlier date if collection of principal or
interest is considered doubtful. Nonaccrual loans and loans past due 90 days still on accrual include both smaller balance homogeneous loans that are
collectively evaluated for impairment and individually classified impaired loans.
All interest accrued but not received for loans placed on nonaccrual status is reversed against interest income. Interest received on such loans is
accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and
interest amounts contractually due are brought current and future payments are reasonably assured.
Allowance for Credit Losses: The Company employs a modeled approach that takes into account current and future economic conditions to estimate
lifetime expected losses on a collective basis. With the adoption of Current Expected Credit Losses, the Company elected not to consider accrued interest
receivable in its estimated credit losses because the Company writes off uncollectible accrued interest receivable in a timely manner. The Company considers
writing off accrued interest amounts once the amounts become 90 days past due to be considered within a timely manner. The Company has elected to write off
accrued interest receivable by reversing interest income. The Company uses transition matrices to develop the Probability of Default ("PD") and Loss Given
Default ("LGD") approach, incorporating quantitative factors and qualitative considerations in the calculation of the allowance for credit losses for collectively
assessed loans. The model provides forecasts of PD and LGD based on national unemployment rates using regression analysis. The Company incorporates
future economic conditions using a weighted multiple scenario approach: baseline and adverse. The Company applies a reasonable and supportable period of
one year for the baseline scenario and two years for the adverse scenario, after which loss assumptions revert to historical loss information through a one-year
reversion period for the baseline scenario and a two-year reversion period for the adverse scenario. Additionally, the Company aggregated loan portfolio based
on similar risk characteristic. The Company does not recognize a separate allowance for expected credit losses for accrued interest receivable and records
reversals of accrued interest receivable as reductions of interest income. The Company reverses previously accrued but uncollected interest when an asset is
placed on nonaccrual status. Accrued interest receivable and the related allowance for expected credit losses is included as a component of other assets. The
Company uses the Call Report codes and loan risk ratings for loan segmentation in allowance for credit losses.
F-10

In order to quantify the credit risk impact of other trends and changes within the loan portfolio, the Company utilizes qualitative adjustments to the
modeled estimated loss approaches. Included in the qualitative portion of our analysis of the allowance for credit losses are key inputs including GDP,
unemployment rates, interest rates, asset quality ratios, loan portfolio concentration, California house price index and commercial real estate price index. The
parameters for making adjustments are established under a Credit Risk Matrix that provides different possible scenarios for each of the factors listed below. The
Credit Risk Matrix and the possible scenarios enable the Bank to qualitatively adjust the loss rates. This matrix considers the following nine factors, which are
patterned after the guidelines provided under the Federal Financial Institutions Examination Council Interagency Policy Statement on the Allowance for Credit
Losses, updated to reflect the adoption of Current Expected Credit Losses:
•    Changes in lending policies and procedures, including changes in underwriting standards and practices for collection, charge-offs, and recoveries;
•    Actual and expected changes in national and local economic and business conditions and developments in which the institution operates that affect
the collectivity of loans;
•    Changes in the nature and volume of the loan portfolio;
•    Changes in the experience, ability, and depth of lending management and staff;
•    Changes in the volume and severity of past due loans, the volume of nonaccrual loans, and the volume and severity of adversely classified loans;
•    Changes in the quality of the credit review function;
•    Changes in the value of the underlying collateral for loans that are not collateral-dependent;
•    The existence, growth, and effect of any concentrations of credit, and
•    The effect of other external factors, such as the regulatory, legal and technological environments; competition; and events such as natural disasters.
The Company segments loans primarily by Call Report codes (collateral type) and loan risk ratings, considering that the same type of loans share
considerable similar risk characteristics. For loans that do not share similar risk characteristics such as nonaccrual loans above $500 thousand, the Company
evaluates these loans on an individual basis in accordance with ASC 326. Such nonaccrual loans are considered to have different risk profiles than performing
loans and are therefore evaluated individually. The Company elected to collectively assess nonaccrual loans with balances below $500 thousand along with the
performing and accrual loans, in order to reduce the operational burden of individually assessing small nonaccrual loans with immaterial balances. For
individually assessed loans, the allowance for credit losses is measured using either 1) the present value of future cash flows discounted at the loan’s effective
interest rate; or 2) the fair value of the collateral, if the loan is collateral-dependent. For the collateral-dependent loans, the Company obtains a new appraisal to
determine the fair value of collateral. The appraisals are based on an “as-is” valuation. To ensure that appraised values remain current, the Company obtains
updated appraisals every twelve months from a qualified independent appraiser. If the fair value of the collateral is less than the amortized balance of the loan,
the Company recognizes an allowance for credit losses with a corresponding charge to the provision for credit losses.
The Company maintains a separate allowance for credit losses for its off-balance sheet commitments. The Company uses an estimated funding rate to
allocate an allowance to undrawn exposures. This funding rate is used as a credit conversion factor to capture how much undrawn lines of credit can potentially
become drawn at any point. The funding rate is determined based on a look-back period of 8 quarters. Credit loss is not estimated for off-balance sheet
commitments that are unconditionally cancellable by the Company.
Servicing Assets: When SBA loans are sold with servicing retained, servicing assets are initially recorded at fair value with the income statement
effect recorded in gains on sales of loans. Fair value is based on a valuation model that calculates the present value of estimated future net servicing income.
The valuation model incorporates assumptions that market participants would use in estimating future net servicing income, such as the cost to service, the
discount rate, prepayment speeds, and default rates and losses. The Company compares the valuation model inputs and results to published industry data in
order to validate the model results and assumptions. Servicing assets are subsequently measured using the amortization method which requires servicing assets
to be amortized into noninterest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans.
F-11

Servicing assets are evaluated for impairment based upon the fair value of the assets as compared to their carrying amount. Impairment is recognized
through a valuation allowance to the extent that fair value is less than the carrying amount. If the Company later determines that all or a portion of the
impairment no longer exists, a reduction of the valuation allowance may be recorded as an increase to income. Changes in the valuation allowances are
reported with other income on the income statement. The fair values of servicing rights are subject to fluctuations as a result of changes in estimated and actual
prepayment speeds, default rates, and losses.
Servicing fee income, which is reported on the income statement as other income, is recorded for fees earned for servicing loans. The fees are based
on a contractual percentage of the outstanding principal and are recorded as income when earned. The amortization of servicing assets is netted against loan
servicing fee income. Late fees and ancillary fees related to loan servicing are not material.
Derivative Instruments and Hedging Activities: FASB ASC 815, Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for
derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses
derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged
items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s
objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and
disclosures about credit-risk-related contingent features in derivative instruments.
As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of
derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge
accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a
hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are
considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of
forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the
hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value
hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to
economically hedge certain of its risk, even though hedge accounting does not apply, or the Company elects not to apply hedge accounting. For a fair value
hedge, the gain or loss on the derivative, as well as the offsetting loss or gain on the hedged item attributable to the hedged risk, are recognized in current
earnings as fair values change. For a cash flow hedge, the gain or loss on the derivative is reported in other comprehensive income and is reclassified into
earnings in the same period during which the hedged transaction affects earnings. Changes in fair value of derivatives not designated are reported currently in
earnings, as non-interest income.
The Company discontinues hedge accounting when it determines that the derivative is no longer effective in offsetting changes in the fair value or
cash flows of the hedged item, the derivative is settled or terminates, a hedged forecasted transaction is no longer probable, a hedged firm commitment is no
longer firm, or treatment of the derivative as a hedge is no longer appropriate or intended. When hedge accounting is discontinued, subsequent changes in fair
value of the derivative are recorded as non-interest income. When a fair value hedge is discontinued, the hedged asset or liability is no longer adjusted for
changes in fair value and the existing basis adjustment is amortized or accreted over the remaining life of the asset or liability. When a cash flow hedge is
discontinued but the hedged cash flows or forecasted transactions are still expected to occur, gains or losses that were accumulated in other comprehensive
income are amortized into earnings over the same periods which the hedged transactions will affect earnings.
In accordance with the FASB’s fair value measurement guidance in Accounting Standards Update ("ASU") No. 2011-04, the Company made an
accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by
counterparty portfolio.
Company Owned Life Insurance: The Company has purchased life insurance policies on certain key executives. Company owned life insurance is
recorded at the amount that can be realized under the insurance contract at the balance sheet date, which is the cash surrender value adjusted for other charges
or other amounts due that are probable at settlement.
F-12

Transfers of Financial Assets: Transfers of financial assets are accounted for as sales when control over the assets has been relinquished. Control
over transferred assets is deemed to be surrendered when the assets have been isolated from the Company, the transferee obtains the right (free of conditions
that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and the Company does not maintain effective control over the
transferred assets through an agreement to repurchase them before their maturity.
Premises and Equipment: Premises and equipment are stated at cost, less accumulated depreciation. Equipment and furnishings are depreciated over
3 to 10 years, and leasehold improvements are amortized over the lesser of the terms of the respective leases or the estimated useful lives. The straight-line
method of depreciation is used for financial reporting purposes. Repairs and maintenance are charged to operating expenses as incurred.
Other Real Estate Owned ("OREO"): Real estate acquired by foreclosure or deed in lieu of foreclosure is recorded at fair value at the date of
foreclosure, establishing a new cost basis by a charge to the allowance for credit losses, if necessary. Other real estate owned is carried at the lower of our
carrying value of the property or its fair value, less estimated carrying costs and costs of disposition. Fair value is based on current appraisals less estimated
selling costs. Any subsequent write-downs are charged against operating expenses and recognized as a valuation allowance. Operating expenses and related
income of such properties and gains and losses on their disposition are included in other income or expenses.
Operating Lease Right of Use ("ROU') Assets and Lease Liabilities: The ROU assets and lease liabilities are recognized based on the present
value of the future minimum lease payments over the lease term at commencement date. The lease terms include periods covered by options to extend or
terminate the lease if we are reasonably certain to exercise such options. We use our incremental borrowing rate to determine the present value of our lease
liabilities, and we do not recognize ROU assets or lease liabilities for short-term leases.
We determine if a contract arrangement is a lease at inception and we primarily enter into operating lease contracts for our branch locations, office
space, and certain equipment. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We did not possess any leases that
have variable lease payments or residual value guarantees as of December 31, 2024.
Loan Commitments and Related Financial Instruments: Financial instruments include off-balance sheet credit instruments, such as commitments
to make loans and commercial letters of credit, issued to meet customer financing needs. The face amount for these items represents the exposure to loss,
before considering customer collateral or ability to repay. Such financial instruments are recorded when they are funded.
Low Income Housing Partnership Investments: The Company records the low income housing partnership investments, net of amortization, using
the proportional amortization method and the Company reports it to other assets on the Consolidated Balance Sheets. The Company recognizes tax credits in
income tax expense on the Consolidated Statement of Income. The commitments to fund the low income housing partnership investments are also recorded and
included to other liabilities on the Consolidated Balance Sheets. The Company utilizes the year to date tax credits on the Company’s income tax returns for the
year.
Stock-Based Compensation: Compensation cost is recognized for stock options and restricted stock awards issued to employees based on the fair
value of the awards at the date of grant. A Black-Scholes model is utilized to estimate the fair value of stock options, while the market price of the Company’s
common stock at the date of the grant is used for restricted stock awards. Compensation cost is recognized over the required service period, generally defined
as the vesting period. For awards with graded vesting, compensation cost is recognized on a straight-line basis over the requisite service period for the entire
award.
Earnings per Common Share: Basic and diluted earnings per share ("EPS") is based on the two-class method prescribed in ASC Topic 260, Earnings
Per Share (ASC 260). Stock options and restricted stock awards are considered outstanding for this calculation unless unearned. Diluted earnings per common
share includes the dilutive effect of additional potential common shares issuable under stock-based compensation plans. Earnings and dividends per share are
restated for all stock splits and stock dividends through the date of issuance of the financial statements.
Income Taxes: Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities.
Deferred tax assets and liabilities are the expected future tax amounts for the temporary
F-13

differences between carrying amounts and tax bases of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces
deferred tax assets to the amount expected to be realized.
A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax
examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on
examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The Company does not expect the total amount of
unrecognized tax benefits to significantly increase or decrease in the next twelve months.
The Company recognizes interest and/or penalties related to income tax matters in income tax expense. There were no interest or penalties recognized
in the years ended December 31, 2024 or 2023.
Comprehensive Income: Comprehensive income consists of net income and other comprehensive income. Other comprehensive income includes
unrealized gains and losses on available-for-sale ("AFS") debt securities, which are also recognized as separate components of shareholders’ equity, net of tax.
Loss Contingencies: Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when
the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there now are such matters that
will have a material effect on the financial statements.
Fair Value of Financial Instruments: Fair values of financial instruments are estimated using relevant market information and other assumptions, as
more fully disclosed in Note 13—Fair Value of Financial Instruments. Fair value estimates involve uncertainties and matters of significant judgment regarding
interest rates, credit risk, prepayments, and other factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market
conditions could significantly affect these estimates.
New Accounting Pronouncements Adopted
Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") 2016-13, Financial Instruments — Credit Losses (Topic
326): Measurement of Credit Losses on Financial Instruments. The Company adopted ASU 2016-13 using a modified retrospective approach on January 1,
2023 without electing the fair value option on eligible financial instruments under ASU 2019-05. The Company replaced the current incurred loss accounting
model with the Current Expected Credit Losses ("CECL") approach for financial instruments measured at amortized cost and other commitments to extend
credit. CECL requires the immediate recognition of estimated credit losses expected to occur over the estimated remaining life of the asset. The forward-
looking concept of CECL requires loss estimates to consider historical experience, current conditions and reasonable and supportable forecasts.
The adoption of this ASU increased the allowance for credit losses by $1.9  million and allowance for off-balance sheet commitments by
$184 thousand. The Company also recorded a deferred tax assets of $624 thousand and a decrease to opening retained earnings of $1.5 million on January 1,
2023. The increase to allowance for credit losses was primarily longer duration of home mortgage loans, offset primarily by shorter duration of commercial and
industrial ("C&I") loans. The Company did not record an allowance for credit losses on the Company’s available-for-sale debt securities as a result of this
adoption. Disclosures for periods after January 1, 2023 are presented in accordance with ASC 326 while prior period amounts continue to be reported in
accordance with previously applicable standards and the accounting policies.
F-14

The following table illustrates the impact of ASU 2016-13:
January 1, 2023, Adoption Date
($ in thousands)
As Reported
Pre-ASU 2016-13
Impact
Assets:
Loans:
Commercial real estate
$
7,826 
$
6,951 
$
875 
SBA—real estate
1,369 
1,607 
(238)
SBA—non-real estate
65 
207 
(142)
C&I
1,323 
1,643 
(320)
Home mortgage
10,579 
8,826 
1,753 
Consumer
3 
7 
(4)
Allowance for credit losses on loans
$
21,165 
$
19,241 
$
1,924 
Liabilities:
Allowance for credit losses on off-balance sheet commitments
$
446 
$
262 
$
184 
FASB issued ASU 2022-02, Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. ("ASU 2022-
02"). ASU 2022-02 eliminates the accounting guidance for troubled debt restructurings in Accounting Standards Codification (“ASC”) Subtopic 310-40,
Receivables - Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors
when a borrower is experiencing financial difficulty. Additionally, ASU 2022-02 requires entities to disclose current-period gross write-offs by year of
origination for financing receivables and net investments in leases within the scope of ASC Subtopic 326-20, Financial Instruments - Credit Losses - Measured
at Amortized Cost. The Company adopted ASU 2022-02 on January 1, 2023, and the adoption of ASU 2022-02 did not have a significant impact on its
consolidated financial statements.
FASB ASU No. 2023-02 - Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the
Proportional Amortization Method. This ASU permits reporting entities to elect to account for tax equity investments, regardless of the tax credit program for
which the income tax credits are received, using the proportional amortization method if certain conditions are met. Under the proportional amortization
method, an entity amortizes the initial cost of the investment in proportion to the income tax credits and other income tax benefits received and recognizes the
net amortization and income tax credits and other income tax benefits in the Statement of Income as a component of income tax expense. A reporting entity
makes an accounting policy election to apply the proportional amortization method on a tax-credit-program-by-tax-credit-program basis rather than electing to
apply the proportional amortization method at the reporting entity level or to individual investments. The Company adopted ASU No. 2023-02 on January 1,
2024, and the adoption did not have a material impact on its consolidated financial statements.
FASB ASU No. 2023-07 - Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This expands disclosures about a public
entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public
entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources. ASU 2023-
07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024 and should be
applied retrospectively. The Company adopted ASU 2023-07 in 2024 and it did not have an impact on the Company's financial position or results of operation
as it impacts disclosures only.
Recently Issued Accounting Pronouncement under Evaluation
FASB ASU No. 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU amends the disclosure requirements for
income taxes, including the requirement for further disaggregation of the income tax rate reconciliation and income taxes paid disclosures. The amendments in
this guidance must be applied prospectively, with the option to apply retrospectively. This guidance is effective for fiscal years beginning after December 15,
2024. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a
significant impact on the consolidated financial statements.
F-15

Note 2. Securities
The following table summarizes the amortized cost, the corresponding amounts of gross unrealized gains and losses, and estimated fair value of
available-for-sale ("AFS") debt securities as of December 31, 2024 and 2023:
December 31, 2024
($ in thousands)
Amortized
Cost
Gross
Unrealized
Gain
Gross
Unrealized
Loss
Fair
Value
U.S. Government agencies or sponsored agency securities:
Residential mortgage-backed securities
$
41,521 
$
— 
$
(4,445)
$
37,076 
Residential collateralized mortgage obligations
160,187 
312 
(17,458)
143,041 
Municipal securities - tax exempt
5,830 
37 
(75)
5,792 
Total AFS debt securities
$
207,538 
$
349 
$
(21,978)
$
185,909 
December 31, 2023
($ in thousands)
Amortized
Cost
Gross
Unrealized
Gain
Gross
Unrealized
Loss
Fair
Value
U.S. Government agencies or sponsored agency securities:
Residential mortgage-backed securities
$
48,318 
$
— 
$
(4,441)
$
43,877 
Residential collateralized mortgage obligations
162,142 
67 
(17,750)
144,459 
Municipal securities - tax exempt
5,726 
189 
(1)
5,914 
Total AFS debt securities
$
216,186 
$
256 
$
(22,192)
$
194,250 
There were no sales of AFS debt securities during the years ended December 31, 2024 and 2023.
The amortized cost and estimated fair value of AFS debt securities as of December 31, 2024, by contractual maturity, are shown below:
($ in thousands)
Amortized Cost
Fair Value
One year or less
$
22 
$
22 
After one year through five years
1,172 
1,134 
After five years through ten years
2,817 
2,577 
After ten years
203,527 
182,176 
Total AFS debt securities
$
207,538 
$
185,909 
Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or
prepayment penalties. As of December 31, 2024 and 2023, there were no holdings of securities of any one issuer, other than the U.S. Government and its
agencies, in an amount greater than 10% of shareholders’ equity.
F-16

The following table presents the fair value and the associated gross unrealized losses on AFS debt securities by length of time those individual
securities in each category have been in a continuous loss as of December 31, 2024 and 2023:
December 31, 2024
Less Than 12 Months
12 Months or Longer
Total
($ in thousands)
Fair Value
Unrealized
Loss
Fair Value
Unrealized
Loss
Fair Value
Unrealized
Loss
U.S. Government agencies or
sponsored agency securities:
Residential mortgage-backed
securities
$
5,442  $
(133)
$
31,634 
$
(4,312)
$
37,076 
$
(4,445)
Residential collateralized
mortgage obligations
27,614 
(214)
93,236 
(17,244)
120,850 
(17,458)
Municipal securities - tax exempt
895 
(19)
1,788 
(56)
2,683 
(75)
Total AFS debt securities
$
33,951 
$
(366)
$
126,658  $
(21,612)
$
160,609  $
(21,978)
December 31, 2023
Less Than 12 Months
12 Months or Longer
Total
($ in thousands)
Fair Value
Unrealized
Loss
Fair Value
Unrealized
Loss
Fair Value
Unrealized
Loss
U.S. Government agencies or
sponsored agency securities:
Residential mortgage-backed
securities
$
6,488  $
(59)
$
37,389 
$
(4,382)
$
43,877 
$
(4,441)
Residential collateralized
mortgage obligations
25,439 
(177)
105,963 
(17,573)
131,402 
(17,750)
Municipal securities - tax exempt
1,842 
(1)
— 
— 
1,842 
(1)
Total AFS debt securities
$
33,769 
$
(237)
$
143,352  $
(21,955)
$
177,121  $
(22,192)
Available-for-sale debt securities are measured at fair value and are subject to impairment testing. A security is impaired if the fair value of the
security is less than its amortized cost basis. When an available-for-sale debt security is considered impaired, the Company must determine if the decline in fair
value has resulted from a credit-related loss or other factors and then, (1) recognize an allowance for credit losses by a charge to earnings for the credit-related
component of the decline in fair value, and (2) recognize in other comprehensive income (loss) any non-credit related components of the fair value decline. If
the amount of the amortized cost basis expected to be recovered increases in a future period, the valuation reserve would be reduced, but not more than the
amount of the current existing reserve for that security.
As of December 31, 2024, the Company's AFS debt securities consisted of 90 securities, of which 84 were in an unrealized loss position.
The unrealized losses from the decline in fair value is attributable to changes in interest rates, and not credit quality. The issuers of the AFS debt
securities are of high credit quality. Approximately 97% of the AFS debt securities are residential mortgage-backed securities and residential collateralized
mortgage obligations that were issued by U.S. government-sponsored agencies, such as Ginnie Mae, Fannie Mae and Freddie Mac. The remaining 3% of the
AFS debt securities are tax-exempt municipal securities.
F-17

All securities are performing and the Company believes that the unrealized losses presented in the previous tables are temporary and no credit losses
are expected. As a result, the Company expects full collection of the carrying amount of these securities, does not intend to sell the securities in an unrealized
loss position, and it was more-likely-than-not the Company will not have to sell these securities prior to recovery of amortized cost. Accordingly, for available-
for-sale debt securities, the Company did not have allowance for credit losses as of December 31, 2024 and 2023.
As of December 31, 2024 and 2023, there were no pledged securities to secure public deposits, borrowing and letters of credit from the Federal Home
Loan Bank System ("FHLB") and the Board of Governors of the Federal Reserve System, and for other purposes required or permitted by law.
The following table presents the other investments, which are included in other investments on the Consolidated Balance Sheets as of December 31,
2024 and 2023:
December 31,
($ in thousands)
2024
2023
FHLB stock
$
12,615 
$
12,528 
Pacific Coast Bankers Bank ("PCBB") stock
190 
190 
Mutual fund - Community Reinvestment Act ("CRA") qualified
3,532 
3,463 
Time deposits placed in other banks
100 
95 
Total other investments
$
16,437 
$
16,276 
The Company has equity investment in a mutual fund with readily determinable fair value of $3.5 million as of December 31, 2024 and 2023, which is
measured at fair value with changes in fair value recorded in net income. The Company invested in the mutual fund for CRA purposes. For the mutual fund, the
Company recorded unrealized losses of $32 thousand and unrealized gains of $48 thousand for the years ended December 31, 2024 and 2023, respectively. The
unrealized gains (losses) of the mutual fund are included in other income in the consolidated statements of income.
Note 3. Loans and Allowance for Credit Losses on Loans
The following table presents the composition of the loan portfolio as of December 31, 2024 and 2023:
December 31,
($ in thousands)
2024
2023
Commercial real estate
$
980,247 
$
885,585 
SBA—real estate
231,962 
224,695 
SBA—non-real estate
21,748 
14,997 
C&I
213,097 
120,970 
Home mortgage
509,524 
518,024 
Consumer
274 
1,574 
Gross loans receivable
1,956,852 
1,765,845 
Allowance for credit losses
(24,796)
(21,993)
Loans receivable, net
$
1,932,056 
$
1,743,852 
Includes net deferred loan fees and net unamortized discounts of $702 thousand as of December 31, 2024 and net deferred loan costs and net unamortized
premiums of $140 thousand as of December 31, 2023.
No loans were outstanding to related parties as of December 31, 2024 and 2023.
(1)
(1)
F-18

The following table summarizes the activity in the allowance for credit losses on loans by portfolio segment for the years ended December 31, 2024,
2023 and 2022:
($ in thousands)
Commercial
Real Estate
SBA—
Real Estate
SBA —Non-
Real Estate
C&I
Home Mortgage
Consumer
Total
Balance as of January 1, 2022
$
8,150 
$
2,022 
$
199 
$
2,848 
$
2,891 
$
13 
$
16,123 
Provision for (reversal of) credit losses
(1,199)
(409)
66 
(1,205)
5,935 
(7)
3,181 
Charge-offs
— 
(14)
(127)
— 
— 
— 
(141)
Recoveries
— 
8 
69 
— 
— 
1 
78 
Balance as of December 31, 2022
6,951 
1,607 
207 
1,643 
8,826 
7 
19,241 
Impact of CECL adoption
875 
(238)
(142)
(320)
1,753 
(4)
1,924 
Provision for (reversal of) credit losses
723 
321 
73 
(11)
466 
10 
1,582 
Charge-offs
(686)
(46)
(35)
(97)
— 
— 
(864)
Recoveries
52 
13 
44 
— 
— 
1 
110 
Balance as of December 31, 2023
7,915 
1,657 
147 
1,215 
11,045 
14 
21,993 
Provision for (reversal of) credit losses
1,375 
3,966 
271 
673 
(3,361)
(11)
2,913 
Charge-offs
— 
(66)
(27)
(44)
— 
— 
(137)
Recoveries
— 
— 
27 
— 
— 
— 
27 
Balance as of December 31, 2024
$
9,290 
$
5,557 
$
418 
$
1,844 
$
7,684 
$
3 
$
24,796 
Collateral-dependent loans are loans where repayment is expected to be provided solely by the sale of the underlying collateral and there are no other
available and reliable sources of repayment. The estimated credit losses for these loans are based on the collateral’s fair value less selling costs. In most cases,
the Company records a partial charge-off to reduce the loan’s carrying value to the collateral’s fair value less selling costs at the time of foreclosure.
As of December 31, 2024 and 2023, there were $7.7 million and $5.2 million, respectively, of collateral-dependent loans which are primarily secured
by SBA—real estate and residential real estate. The allowance for credit losses allocated to these loans as of December 31, 2024 and 2023 was $1.2 million and
$355 thousand, respectively.
The following table represents the amortized cost basis of collateral-dependent loans by class of loans as of December 31, 2024 and 2023, for which
repayment is expected to be obtained through the sale of the underlying collateral.
($ in thousands)
Hotel / Motel
Retail
Single-Family
Residential
Total
As of December 31, 2024
Commercial real estate
$
1,580 
$
363 
$
— 
$
1,943 
SBA—real estate
3,702 
2,006 
— 
5,708 
Total
$
5,282 
$
2,369 
$
— 
$
7,651 
As of December 31, 2023
SBA—real estate
$
2,923 
$
— 
$
— 
$
2,923 
Home mortgage
— 
— 
2,241 
2,241 
Total
$
2,923 
$
— 
$
2,241 
$
5,164 
Excludes guaranteed portion of SBA loans of $15.2 million as of December 31, 2024. There was no guaranteed portion of SBA loans as of December 31, 2023.
(1)
(1)    
F-19

The following table presents the recorded investment in nonaccrual loans and loans past due 90 or more days and still accruing interest, by portfolio as
of December 31, 2024 and 2023:
($ in thousands)
Nonaccrual Loans
with a Related
Allowance for Credit
Losses
Nonaccrual Loans
without a Related
Allowance for Credit
Losses
Total Nonaccrual
Loans
90 or More
Days
Past Due &
Still Accruing
Total
As of December 31, 2024
Commercial real estate
$
363 
$
1,580 
$
1,943 
$
— 
$
1,943 
SBA—real estate
2,006 
3,702 
5,708 
— 
5,708 
SBA—non-real estate
169 
— 
169 
— 
169 
Total
$
2,538 
$
5,282 
$
7,820 
$
— 
$
7,820 
As of December 31, 2023
SBA—real estate
$
2,302 
$
1,136 
$
3,438 
$
— 
$
3,438 
SBA—non-real estate
154 
— 
154 
— 
154 
Home mortgage
249 
2,241 
2,490 
— 
2,490 
Total
$
2,705 
$
3,377 
$
6,082 
$
— 
$
6,082 
Excludes guaranteed portion of loans of $16.3 million and $2.0 million as of December 31, 2024 and 2023, respectively.
Nonaccrual loans and loans past due 90 or more days and still accruing interest include both homogeneous loans that are collectively and individually
evaluated for impairment and individually classified impaired loans.
The following table represents the aging analysis of the recorded investment in past due loans as of December 31, 2024 and 2023:
($ in thousands)
30-59 Days
Past Due
60-89 Days
Past Due
> 90 Days
Past Due
Total
Past Due
Loans Not
Past Due
Total
As of December 31, 2024
Commercial real estate
$
— 
$
— 
$
362 
$
362 
$
979,885 
$
980,247 
SBA—real estate
237 
75 
2,006 
2,318 
229,644 
231,962 
SBA—non-real estate
254 
138 
2 
394 
21,354 
21,748 
C&I
15 
— 
— 
15 
213,082 
213,097 
Home mortgage
2,774 
5,594 
— 
8,368 
501,156 
509,524 
Consumer
— 
— 
— 
— 
274 
274 
Total
$
3,280 
$
5,807 
$
2,370 
$
11,457 
$
1,945,395 
$
1,956,852 
As of December 31, 2023
Commercial real estate
$
— 
$
— 
$
— 
$
— 
$
885,585 
$
885,585 
SBA—real estate
1,868 
932 
1,983 
4,783 
219,912 
224,695 
SBA—non-real estate
154 
— 
— 
154 
14,843 
14,997 
C&I
— 
— 
— 
— 
120,970 
120,970 
Home mortgage
4,076 
2,730 
2,491 
9,297 
508,727 
518,024 
Consumer
— 
— 
— 
— 
1,574 
1,574 
Total
$
6,098 
$
3,662 
$
4,474 
$
14,234 
$
1,751,611 
$
1,765,845 
Excludes guaranteed portion of loans of $8.7 million and $1.9 million as of December 31, 2024 and 2023, respectively.
Excludes accrued interest receivables of $8.1 million and $7.3 million as of December 31, 2024 and 2023, respectively.
Loan Modifications to Borrowers Experiencing Financial Difficult: On January 1, 2023, the Company adopted ASU No. 2022-02, “Financial
Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures”, which eliminated the accounting guidance for troubled debt
restructurings (“TDRs”) while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors when a borrower is experiencing
financial difficulty. This guidance was applied on a prospective basis. Upon adoption of this guidance, the Company no
(1)
(1)    
(1)
(2)
(1)
(2)
F-20

longer establishes a specific reserve for modifications to borrowers experiencing financial difficulty, unless those loans do not share the same risk
characteristics with other loans in the portfolio. Provided that is not the case, these modifications are included in their respective cohort and the allowance for
credit losses is estimated on a pooled basis consistent with the other loans with similar risk characteristics.
Modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal or interest forgiveness, other than
insignificant payment deferrals, other than insignificant term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or
repossession of collateral. No charge-offs of previously modified loans were recorded for the years ended December 31, 2024 and 2023.
The following table presents the amortized cost of modified loans and the financial effects of the modification for the years ended December 31, 2024
and 2023 by loan class and modification type:
Year Ended December 31, 2024
Modification Type
Percentage to Each
Loan Segment
($ in thousands)
Payment Delay
Interest Only
Term Extension
Total
Commercial real estate
$
1,580 
$
— 
$
— 
$
1,580 
0.16 %
SBA—real estate
3,702 
391 
— 
4,093 
1.76 %
C&I
— 
— 
400 
400 
0.19 %
Total
$
5,282 
$
391 
$
400 
$
6,073 
Excludes guaranteed portion of SBA loans of $7.4 million.
Year Ended December 31, 2023
Modification Type
Percentage to Each Loan
Segment
($ in thousands)
Payment Delay
Term Extension
Total
Commercial real estate
$
— 
$
625 
$
625 
0.07 %
SBA—real estate
2,969 
— 
2,969 
0.57 %
SBA—non-real estate
131 
— 
131 
0.87 %
C&I
354 
— 
354 
0.16 %
Total
$
354 
$
625 
$
4,079 
Excludes guaranteed portion of SBA loans of $2.4 million.
The Company tracks the performance of modified loans. A modified loan may become delinquent and may result in a payment default (generally 90
days past due) subsequent to modification. There were no loans that received a modification within the last 12 months at December 31, 2024 that subsequently
defaulted.
The Company had no additional commitments to lend to borrowers whose loans were modified as of December  31, 2024. The Company had
additional commitments totaling $3.6 million to lend to borrowers whose loans were modified as of December 31, 2023.
The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the
effectiveness of its modification efforts. The following table presents financial performance of such loans that have been modified in the last 12 months as of
December 31, 2024 and 2023:
Payment Performance as of December 31, 2024
($ in thousands)
Current
30 - 89 Days Past Due
90+ Days Past Due
Total
Commercial real estate
$
1,580 
$
— 
$
— 
$
1,580 
SBA—real estate
4,093 
— 
— 
4,093 
C&I
400 
— 
— 
400 
Total
$
6,073 
$
— 
$
— 
$
6,073 
(1)
(1)
(1)
(1)
(1)
F-21

Excludes guaranteed portion of SBA loans of $7.4 million.
Payment Performance as of December 31, 2023
($ in thousands)
Current
30 - 89 Days Past Due
90+ Days Past Due
Total
Commercial real estate
$
625 
$
— 
$
— 
$
625 
SBA—real estate
2,232 
— 
737 
2,969 
SBA—non-real estate
131 
— 
— 
131 
Home mortgage
354 
— 
— 
354 
Total
$
3,342 
$
— 
$
737 
$
4,079 
Excludes guaranteed portion of SBA loans of $2.4 million.
The following tables describe the financial effect of the loan modifications made to borrowers experiencing financial difficulty for the periods
presented:
Financial Effect
Modification & Loan Types
Description of Financial Effect
Year Ended December 31, 2024
Payment Delay:
Commercial real estate
Deferment of Payment by a weighted average of:
0.5 years
SBA—real estate
Deferment of Payment by a weighted average of:
0.9 years
Term Extension:
C&I
Extended term by a weighted average of:
0.6 years
Interest Only:
SBA—real estate
Interest only Payment by a weighted average of:
0.5 years
Financial Effect
Modification & Loan Types
Description of Financial Effect
Year Ended December 31, 2023
Payment Delay:
SBA—real estate
Deferment of Payment by a weighted average of:
0.7 years
SBA—non-real estate
Deferment of Payment by a weighted average of:
0.2 years
Home mortgage
Deferment of Payment by a weighted average of:
0.5 years
Term Extension:
Commercial real estate
Extended term by a weighted average of:
1.0 year
Credit Quality Indicators: The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service
their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among
other factors. For consumer loans, a credit grade is established at inception, and generally only adjusted based on performance. The Company analyzes loans
individually by classifying the loans as to credit risk. This analysis is performed on a quarterly basis. The Company uses the following definitions for risk
ratings:
Special Mention—Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these
potential weaknesses may result in deterioration of the repayment prospects for the loan or of the Company’s credit position at some future date.
Substandard—Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the
collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses
(1)
(1)
(1)
F-22

that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not
corrected.
Doubtful—Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the
weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.
Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass-rated loans.
The following table presents the loan portfolio's amortized cost by loan type, risk rating and year of origination as of December 31, 2024 and 2023:
F-23

December 31, 2024
Term Loans by Origination Year
Revolving
Loans
Revolving
Loans
Converted to
Term Loans
Total
($ in thousands)
2024
2023
2022
2021
2020
Prior
Commercial real estate
Pass
$
201,141 
$
85,056 
$
190,968 
$
137,425 
$
88,993 
$
250,291 
$
17,012 
$
— 
$
970,886 
Special mention
— 
— 
579 
2,246 
— 
— 
— 
— 
2,825 
Substandard
— 
1,580 
319 
— 
— 
4,637 
— 
— 
6,536 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
201,141 
$
86,636 
$
191,866 
$
139,671 
$
88,993 
$
254,928 
$
17,012 
$
— 
$
980,247 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
SBA— real estate
Pass
$
31,441 
$
26,508 
$
41,375 
$
18,819 
$
16,166 
$
72,440 
$
— 
$
— 
$
206,749 
Special mention
— 
— 
2,345 
— 
— 
739 
— 
— 
3,084 
Substandard
— 
1,182 
9,965 
2,868 
— 
8,114 
— 
— 
22,129 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
31,441 
$
27,690 
$
53,685 
$
21,687 
$
16,166 
$
81,293 
$
— 
$
— 
$
231,962 
Current period charge-offs
$
— 
$
— 
$
— 
$
66 
$
— 
$
— 
$
— 
$
— 
$
66 
SBA—non-real estate
Pass
$
10,443 
$
4,498 
$
1,837 
$
154 
$
1,303 
$
2,621 
$
— 
$
— 
$
20,856 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
— 
483 
— 
157 
154 
— 
— 
794 
Doubtful
— 
— 
— 
— 
— 
98 
— 
— 
98 
Subtotal
$
10,443 
$
4,498 
$
2,320 
$
154 
$
1,460 
$
2,873 
$
— 
$
— 
$
21,748 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
27 
$
— 
$
— 
$
27 
C&I
Pass
$
19,712 
$
11,525 
$
14,016 
$
18,122 
$
3,356 
$
2,664 
$
140,278 
$
3,024 
$
212,697 
Special mention
— 
— 
— 
— 
— 
— 
400 
— 
400 
Substandard
— 
— 
— 
— 
— 
— 
— 
— 
— 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
19,712 
$
11,525 
$
14,016 
$
18,122 
$
3,356 
$
2,664 
$
140,678 
$
3,024 
$
213,097 
Current period charge-offs
$
— 
$
44 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
44 
Home mortgage
Pass
$
42,112 
$
63,000 
$
284,208 
$
70,326 
$
17,749 
$
32,129 
$
— 
$
— 
$
509,524 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
— 
— 
— 
— 
— 
— 
— 
— 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
42,112 
$
63,000 
$
284,208 
$
70,326 
$
17,749 
$
32,129 
$
— 
$
— 
$
509,524 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
Consumer
Pass
$
27 
$
— 
$
— 
$
— 
$
— 
$
— 
$
247 
$
— 
$
274 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
— 
— 
— 
— 
— 
— 
— 
— 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
27 
$
— 
$
— 
$
— 
$
— 
$
— 
$
247 
$
— 
$
274 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
Total loans
Pass
$
304,876 
$
190,587 
$
532,404 
$
244,846 
$
127,567 
$
360,145 
$
157,537 
$
3,024 
$
1,920,986 
Special mention
— 
— 
2,924 
2,246 
— 
739 
400 
— 
6,309 
Substandard
— 
2,762 
10,767 
2,868 
157 
12,905 
— 
— 
29,459 
Doubtful
— 
— 
— 
— 
— 
98 
— 
— 
98 
Subtotal
$
304,876 
$
193,349 
$
546,095 
$
249,960 
$
127,724 
$
373,887 
$
157,937 
$
3,024 
$
1,956,852 
Current period charge-offs
$
— 
$
44 
$
— 
$
66 
$
— 
$
27 
$
— 
$
— 
$
137 
Excludes accrued interest receivables of $8.1 million as of December 31, 2024.
(1)
(1)
F-24

December 31, 2023
Term Loans by Origination Year
Revolving
Loans
Revolving
Loans
Converted to
Term Loans
Total
($ in thousands)
2023
2022
2021
2020
2019
Prior
Commercial real estate
Pass
$
97,114 
$
207,860 
$
154,872 
$
97,137 
$
138,908 
$
163,320 
$
21,059 
$
— 
$
880,270 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
319 
— 
— 
— 
4,996 
— 
— 
5,315 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
97,114 
$
208,179 
$
154,872 
$
97,137 
$
138,908 
$
168,316 
$
21,059 
$
— 
$
885,585 
Current period charge-offs
$
— 
$
457 
$
121 
$
— 
$
91 
$
17 
$
— 
$
— 
$
686 
SBA— real estate
Pass
$
31,920 
$
44,504 
$
26,188 
$
22,732 
$
28,244 
$
64,442 
$
— 
$
— 
$
218,030 
Special mention
— 
— 
— 
— 
— 
1,428 
— 
— 
1,428 
Substandard
— 
1,787 
1,079 
1,136 
— 
1,235 
— 
— 
5,237 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
31,920 
$
46,291 
$
27,267 
$
23,868 
$
28,244 
$
67,105 
$
— 
$
— 
$
224,695 
Current period charge-offs
$
— 
$
— 
$
46 
$
— 
$
— 
$
— 
$
— 
$
— 
$
46 
SBA—non-real estate
Pass
$
5,408 
$
2,584 
$
200 
$
1,556 
$
950 
$
3,423 
$
— 
$
— 
$
14,121 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
591 
— 
— 
— 
187 
— 
— 
778 
Doubtful
— 
— 
— 
— 
— 
98 
— 
— 
98 
Subtotal
$
5,408 
$
3,175 
$
200 
$
1,556 
$
950 
$
3,708 
$
— 
$
— 
$
14,997 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
35 
$
— 
$
— 
$
35 
C&I
Pass
$
15,117 
$
17,939 
$
22,098 
$
4,695 
$
1,720 
$
1,734 
$
55,106 
$
2,561 
$
120,970 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
— 
— 
— 
— 
— 
— 
— 
— 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
15,117 
$
17,939 
$
22,098 
$
4,695 
$
1,720 
$
1,734 
$
55,106 
$
2,561 
$
120,970 
Current period charge-offs
$
17 
$
— 
$
80 
$
— 
$
— 
$
— 
$
— 
$
— 
$
97 
Home mortgage
Pass
$
72,182 
$
304,346 
$
79,585 
$
18,634 
$
8,939 
$
31,848 
$
— 
$
— 
$
515,534 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
2,241 
249 
— 
— 
— 
— 
— 
2,490 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
72,182 
$
306,587 
$
79,834 
$
18,634 
$
8,939 
$
31,848 
$
— 
$
— 
$
518,024 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
Consumer
Pass
$
4 
$
— 
$
— 
$
— 
$
77 
$
— 
$
1,493 
$
— 
$
1,574 
Special mention
— 
— 
— 
— 
— 
— 
— 
— 
— 
Substandard
— 
— 
— 
— 
— 
— 
— 
— 
— 
Doubtful
— 
— 
— 
— 
— 
— 
— 
— 
— 
Subtotal
$
4 
$
— 
$
— 
$
— 
$
77 
$
— 
$
1,493 
$
— 
$
1,574 
Current period charge-offs
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
$
— 
Total loans
Pass
$
221,745 
$
577,233 
$
282,943 
$
144,754 
$
178,838 
$
264,767 
$
77,658 
$
2,561 
$
1,750,499 
Special mention
— 
— 
— 
— 
— 
1,428 
— 
— 
1,428 
Substandard
— 
4,938 
1,328 
1,136 
— 
6,418 
— 
— 
13,820 
Doubtful
— 
— 
— 
— 
— 
98 
— 
— 
98 
Subtotal
$
221,745 
$
582,171 
$
284,271 
$
145,890 
$
178,838 
$
272,711 
$
77,658 
$
2,561 
$
1,765,845 
Current period charge-offs
$
17 
$
457 
$
247 
$
— 
$
91 
$
52 
$
— 
$
— 
$
864 
(1)
F-25

Excludes accrued interest receivables of $7.3 million as of December 31, 2023.
Note 4. Premises and Equipment
The following table presents information regarding the premises and equipment as of December 31, 2024 and 2023:
December 31,
($ in thousands)
2024
2023
Leasehold improvements
$
10,019 
$
9,135 
Furniture and fixtures
4,902 
4,814 
Equipment and others
3,831 
3,504 
Total premises and equipment
18,752 
17,453 
Accumulated depreciation
(13,303)
(12,205)
Total premises and equipment, net
$
5,449 
$
5,248 
Total depreciation expense included in occupancy and equipment expenses was $1.4 million, $1.3  million and $1.4  million for the years ended
December 31, 2024, 2023 and 2022, respectively.
Note 5. Servicing Assets
The Company recognizes the right to service SBA loans for others as servicing assets when the servicing income the Company receives is more than
adequate compensation. Servicing assets are accounted for using the amortization method. Under this method, the Company amortizes the servicing assets over
the period of the economic life of the assets arising from estimated net servicing revenue.
The Company periodically stratifies its servicing assets into groupings based on risk characteristics and assesses each group for impairment based on
fair value. Based on the results of the impairment test, there was no valuation allowance for impairment as of December 31, 2024 and 2023.
The following table presents an analysis of the changes in activity for loan servicing assets during the years ended December 31, 2024 and 2023:
Year Ended December 31,
($ in thousands)
2024
2023
Beginning balance
$
11,741 
$
12,759 
Additions from loans sold with servicing retained
2,841 
3,400 
Amortized to expense
(3,748)
(4,418)
Ending balance
$
10,834 
$
11,741 
The fair value of the servicing assets was $16.2 million as of December 31, 2024, which was determined using discount rates ranging from 4.07% to
11.29% and prepayment speeds ranging from 12.90% to 13.60%, depending on the stratification of the specific assets.
The fair value of the servicing assets was $17.2 million as of December 31, 2023, which was determined using discount rates ranging from 3.75% to
11.00% and prepayment speeds ranging from 12.80% to 13.20% depending on the stratification of the specific assets.
Note 6. Leases
As a lessee, the Company enters into leases of buildings and our real estate leases primarily relate to bank branches and office space from nonaffiliated
parties with remaining lease terms ranging from 1 to 10 years as of
(1)
F-26

December 31, 2024. Certain lease arrangements contain extension option which are typically around 5 years. As these extension options are not generally
considered reasonably certain of exercise, they are not included in the lease term.
As of December 31, 2024 and 2023, operating right-of-use (“ROU”) assets were $7.4 million and $8.5 million, respectively, and related liabilities
were $7.9 million and $9.3 million, respectively. Short-term operating leases, which are defined as leases with term of twelve months or less, were not
recognized as ROU assets with related lease liabilities as permitted under ASU No. 2016-02. The lease payments on short-term operating leases are immaterial.
The Company did not have any finance leases as of December 31, 2024 and 2023.
Operating lease ROU assets represent the Company’s right to use the underlying asset during the lease term and operating lease liabilities represent the
Company’s obligation to make lease payments arising from the lease. ROU assets and operating lease liabilities are recognized at lease commencement based
on the present value of the remaining lease payments using the Company’s incremental borrowing rate at the lease commencement date. Operating lease
expense, which is comprised of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line
basis over the lease term and is recorded in occupancy expense in the consolidated statements of income. The Company’s occupancy expense also includes
variable lease costs which is comprised of the Company's share of actual costs for utilities, common area maintenance, property taxes, and insurance that are
not included in lease liabilities and are expensed as incurred. Variable lease costs can also include rent escalations based on changes to indices, such as the
Consumer Price Index, where the Company estimates future rent increases and records the actual difference to variable costs.
The table below summarizes total lease cost for the periods indicated:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Operating lease cost
$
2,352 
$
2,280 
$
2,046 
Variable lease cost
985 
844 
859 
Total lease cost
$
3,337 
$
3,124 
$
2,905 
The tables below summarize other information related to the Company’s operating leases as of the associated period:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Operating right-of-use assets
$
7,415 
$
8,497 
$
9,097 
Operating lease liabilities
7,857 
9,341 
10,213 
Weighted average remaining lease term - operating leases
4.7 years
5.5 years
6.3 years
Weighted average discount rate - operating leases
2.45 %
2.47 %
2.44 %
Cash paid for amounts included in the measurement of lease
liabilities:
Operating cash flows from operating leases
$
2,751 
$
2,511 
$
2,253 
Rent expense was $3.3 million, $3.1 million and $2.9 million for the years ended December 31, 2024 and 2023 and 2022, respectively.
F-27

The table below summarizes the remaining contractually obligated lease payments and a reconciliation to the lease liability reported on the
Consolidated Balance Sheets as of December 31, 2024:
($ in thousands)
2025
$
1,999 
2026
2,336 
2027
2,233 
2028
1,802 
2029
1,431 
Thereafter
546 
Total lease payments
10,347 
Discount to present value
(2,490)
Total lease liability
$
7,857 
Note 7. Deposits
Time deposits that exceed the FDIC insurance limit of $250 thousand as of December 31, 2024 and 2023 were $565.8 million and $433.9 million,
respectively.
The following table presents the scheduled contractual maturities of time deposits as of December 31, 2024:
($ in thousands)
2025
$
1,173,240 
2026
19,235 
2027
266 
2028
473 
2029 and thereafter
48 
Total
$
1,193,262 
Deposits from principal officers, directors, and their affiliates as of December 31, 2024 and 2023 were $2.3 million and $1.8 million, respectively.
Note 8. Borrowing Arrangements
As of December 31, 2024, the Company had $95.0 million advances from FHLB with a weighted average interest rate of 4.34% and a weighted
average remaining term of 0.2 years, compared to $105.0 million advances with a weighted average interest rate of 4.65% and a weighted average remaining
term of 0.9 years as of December 31, 2023. The Company has a letter of credit with the FHLB in the amount of $100.0 million and $67.0 million to secure a
public deposit as of December 31, 2024 and 2023, respectively.
The Company had available borrowing capacity from the following institutions as of December 31, 2024:
($ in thousands)
FHLB
$
401,900 
Federal Reserve Bank
215,115 
Pacific Coast Bankers Bank
50,000 
Zions Bank
25,000 
First Horizon Bank
25,000 
Total
$
717,015 
F-28

The Company has pledged approximately $1.41 billion and $1.39 billion of loans as collateral for these lines of credit as of December 31, 2024 and
2023, respectively.
Note 9. Income Taxes
The following table presents the components of income taxes expense (benefit) for the years ended December 31, 2024, 2023 and 2022:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Current income tax expense:
Federal
$
6,610 
$
6,238 
$
7,959 
State
3,000 
3,332 
4,374 
Total current income tax expense
9,610 
9,570 
12,333 
Deferred income tax expense (benefit):
Federal
(982)
217 
783 
State
(618)
(214)
298 
Total deferred income tax expense (benefit)
(1,600)
3 
1,081 
Total income tax expense
$
8,010 
$
9,573 
$
13,414 
The following table presents a reconciliation of the applicable statutory U.S. federal income tax rate to the effective tax rate for the periods indicated:
Year Ended December 31,
2024
2023
2022
Federal statutory income tax rate
21.0 %
21.0 %
21.0 %
Increase (decrease) in tax rate resulting from:
Meals and entertainment
0.2 
0.2 
— 
State income taxes, net of federal tax benefit
7.8 
8.0 
8.4 
Stock option expense and related excess tax benefits
(0.1)
0.1 
— 
Company owned life insurance
(0.5)
(0.4)
(0.2)
Other, net
(0.8)
(0.3)
(0.5)
Effective tax rate
27.6 %
28.6 %
28.7 %
The significant components of deferred tax assets and liabilities as of December 31, 2024 and 2023 are reflected in the following table:
F-29

December 31,
($ in thousands)
2024
2023
Deferred tax assets:
Organizational costs
$
15 
$
18 
Allowance for credit losses
7,331 
6,502 
Loans held for sale
108 
— 
Stock-based compensation
574 
509 
Accrued compensation
322 
302 
Lease liability
2,323 
2,762 
State taxes
645 
675 
Net unrealized loss on AFS debt securities
6,394 
6,485 
Net unrealized loss on swap
75 
— 
Nonaccrual loan interest income
224 
224 
Other
242 
279 
Total deferred tax assets
18,253 
17,756 
Deferred tax liabilities:
Loan origination costs
(388)
(1,110)
Depreciation
(498)
(553)
Right of use asset
(2,192)
(2,512)
Other
(282)
(272)
Total deferred tax liabilities
(3,360)
(4,447)
Net deferred tax asset
$
14,893 
$
13,309 
A valuation allowance for deferred tax assets is recorded when it is more likely than not that some portion or all of the deferred tax assets will not be
realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and tax planning strategies which will create
taxable income during the periods in which those temporary differences become deductible. Management reevaluated all positive and negative evidence that
existed and concluded all deferred tax assets are realizable. Therefore, no valuation allowance was necessary as of December 31, 2024 and 2023.
The Company is subject to U.S. Federal income tax as well as various state taxing jurisdictions. The Company is no longer subject to examination by
Federal taxing authorities for tax years prior to 2021 and for state taxing authorities for tax years prior to 2020.
There were no significant unrealized tax benefits recorded as of December 31, 2024 and 2023 and the Company does not expect any significant
increase in unrealized tax benefits in the next twelve months.
Note 10. Commitments and Contingencies
Off-Balance-Sheet Credit Risk: In the normal course of business, the Company enters into commitments to extend credit such as loan commitments
and standby letters of credits. These commitments expose the Company to varying degrees of credit and market risk and are subject to the same credit and
market risk limitation reviews as those instruments recorded on the Consolidated Balance Sheets. Loan commitments represent arrangements to lend funds or
provide liquidity subject to specified contractual conditions. Standby letters of credit are conditional commitments issued by the Company to guarantee the
performance of a customer to a third party. These commitments generally have fixed expiration dates or contain termination clauses in the event the customer’s
credit quality deteriorates. Since many of the commitments are expected to expire without being drawn upon, the commitment amounts do not necessarily
represent future funding requirements.
The Company applies the same credit underwriting criteria to extend loans and commitments to customers. Each customer’s credit worthiness is
evaluated on a case-by-case basis. Collateral may be obtained based on management’s
F-30

assessment of a customer’s credit. Collateral may include securities, accounts receivable, inventory, property, plant and equipment, and income producing
commercial or other properties.
The following table presents the distribution of undisbursed credit-related commitments as of December 31, 2024 and 2023:
December 31,
($ in thousands)
2024
2023
Loan commitments
$
261,446 
$
257,626 
Standby letter of credit
21,059 
6,707 
Commercial letter of credit
49 
22 
Total undisbursed credit related commitments
$
282,554 
$
264,355 
The majority of these off-balance sheet commitments have a variable interest rate. Management does not anticipate any material losses as a result of
these transactions.
Investments in low-income housing partnership: The Company invests in qualified affordable housing partnerships.
The following table shows the balance of the investments in low-income housing partnerships and the total unfunded commitments related to the
investments in low-income housing partnerships as of December 31, 2024 and 2023:
December 31,
($ in thousands)
2024
2023
Investments in low-income housing partnerships
$
15,191 
$
16,887 
Unfunded commitments to fund investments for low-income housing partnerships
7,622 
11,905 
These balances are reflected in the other assets and other liabilities lines on the Consolidated Balance Sheets. The Company expects to finish fulfilling
these commitments during the year ending 2040.
Under the proportional amortization method, the Company amortizes the initial cost of the investment in proportion to the tax credit and other benefits
received and recognizes the amortization in income tax expense on the Consolidated Statements of Income. The Company recognized amortization expense of
$1.7 million, $1.3 million and $697 thousand for the years ended December 31, 2024, 2023 and 2022, respectively. Additionally, the Company recognized tax
credits and other benefits from the investments in low-income housing partnerships of $2.5 million, $1.7 million and $926 thousand for the years ended
December 31, 2024, 2023 and 2022, respectively.
Note 11. Stock-Based Compensation
The Company has two stock-based compensation plans currently in effect as of December 31, 2024, as described further below. Total compensation
cost that has been charged against earnings for these plans was $1.2 million, $1.3 million and $558 thousand for the years ended December 31, 2024, 2023 and
2022, respectively.
2010 Plan: In 2010, the Board of Directors of the Bank approved a new equity incentive plan for granting stock options and restricted stock awards to
key employees, officers, and non-employee directors of the Bank (the “2010 Plan”). In 2013, the 2010 Plan was amended and approved by the shareholders to
increase the number of shares authorized to be issued under from 1,350,000 shares to 2,500,000 shares of common stock. The 2010 Plan was assumed by the
Company in 2016 at the time of the bank holding company reorganization.
The exercise prices of stock options granted under the plan may not be less than 100% of the fair value of the Company’s stock at the date of grant.
The options, when granted, vest ratably over five years from the date of the grant and expire after ten years if not exercised. The 2010 Plan expired in August
2020, and no further grants can be made under the 2010 Plan.
F-31

Restricted stock awards issued under the 2010 Plan may or may not be subject to vesting provisions. Owners of the restricted stock awards shall have
all of the rights of a shareholder including the right to vote the shares and to all dividends (cash or stock). Compensation expense related to restricted stock
awards will be recognized over the vesting period of the awards based on the fair value of the Company’s common stock at the issue date.
A summary of the stock options outstanding under the 2010 Plan for the year ended December 31, 2024 is as follows:
($ in thousands, except share data)
Number of Options
Outstanding
Weighted Average
Exercise Price
Aggregate Intrinsic
Value
Outstanding, as of January 1, 2024
60,000 
$
8.00 
$
177 
Options granted
— 
— 
Options exercised
(60,000)
8.00 
Options forfeited
— 
— 
Options expired
— 
— 
Outstanding, as of December 31, 2024
— 
$
— 
$
— 
Fully vested and expected to vest
— 
$
— 
$
— 
Vested
— 
$
— 
$
— 
Information related to stock options exercised under the 2010 Plan for the periods indicated follows:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Intrinsic value of options exercised
$
144 
$
186 
$
224 
Cash received from option exercises
160 
720 
480 
Tax provision realized from option exercised
24 
(3)
— 
A summary of the changes in the Company's non-vested restricted stock awards under the 2010 Plan for the year ended December 31, 2024 is as
follows:
($ in thousands, except share data)
Shares Issued
Weighted Average
Grant Date Fair
Value
Aggregate Intrinsic
Value
Non-vested, as of January 1, 2024
10,000 
$
9.69 
$
110 
Awards granted
— 
— 
Awards vested
(10,000)
9.69 
Awards forfeited
— 
— 
Non-vested, as of December 31, 2024
— 
$
— 
$
— 
Information related to vested restricted stock awards under the 2010 Plan for the periods indicated follows:
Information related to vested restricted stock under the 2010 Plan for the periods indicated follows:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Tax benefit (provision) realized from awards vested
$
19 
$
4 
$
— 
F-32

2021 Plan: In 2021, the Board of Directors of the Company approved a new equity incentive plan for granting stock options and restricted stock
awards to key employees, officers, and non-employee directors of the Company and the Bank (the “2021 Plan”). The 2021 Plan was approved by the
Company’s shareholders at the 2021 Annual Meeting. The number of shares authorized to be issued under the 2021 Plan was 1,500,000 shares of the
Company’s common stock.
The exercise prices of stock options granted under the plan may not be less than 100.00% of the fair value of the Company’s stock at the date of grant.
There are no stock options granted under the 2021 Plan as of December 31, 2024.
Restricted stock awards issued under the 2021 Plan may or may not be subject to vesting provisions. Owners of the restricted stock awards shall have
all rights of a shareholder including the right to vote the shares and to all dividends (cash or stock). Compensation expense related to restricted stock awards
will be recognized over the vesting period of the awards based on the fair value of the Company’s common stock at the issue date.
A summary of the changes in the Company’s non-vested restricted stock awards under the 2021 Plan for the year ended December 31, 2024 is as
follows:
($ in thousands, except share data)
Shares Issued
Weighted Average
Grant Date Fair
Value
Aggregate Intrinsic
Value
Non-vested, as of January 1, 2024
278,851 
$
11.45 
$
3,053 
Awards granted
57,566 
10.88 
Awards vested
(75,829)
9.73 
Awards forfeited
(10,500)
12.90 
Non-vested, as of December 31, 2024
250,088 
$
11.78 
$
3,954 
Information related to vested restricted stock awards under the 2021 Plan for the periods indicated follows:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Tax provision realized from awards vested
$
(3)
$
(34)
$
12 
There were 1,078,188 shares available for future grants of either stock options or restricted stock awards under the 2021 Plan as of December 31, 2024.
The Company had approximately $1.0 million of unrecognized compensation cost related to unvested restricted stock awards under the 2021 Plan as of
December 31, 2024. The Company expects to recognize these costs over a weighted average period of 1.2 years.
Note 12. Employee Benefit Plan
The Company sponsors a defined contribution plan, 401(k) profit sharing plan (the “401(k) Plan”), designed to provide retirement benefits financed by
participant contributions, as well as contributions from the Company. Employees are eligible to participate in the 401(k) Plan as of the first day of the first
calendar month after the date they have completed three months of service with the Company and have attained the age of 18. Each employee is allowed to
contribute to the 401(k) Plan up to the maximum percentage allowable, not to exceed the limits of applicable IRS Code Sections. Each year, the Company may,
in its discretion, make matching contributions to the 401(k) Plan. Total employer contributions to the 401(k) Plan amounted to $1,140 thousand, $986 thousand
and $867 thousand for the years ended December 31, 2024 and 2023 and 2022, respectively.
F-33

Note 13. Fair Value of Financial Instruments
Fair value is defined as the price that would be received to sell an asset or the price that would be paid to transfer a liability on the measurement date
and is determined using an exit price in the principal or most advantageous market for the asset or liability in an orderly transaction between market
participants. The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.
Assets and liabilities recorded at fair value on a recurring basis, such as AFS securities and equity investments. Additionally, from time to time, the Company
records fair value adjustments on a nonrecurring basis. These nonrecurring adjustments typically involve application of lower of cost or fair value accounting
and write-downs of individual assets.
The Company classifies its assets and liabilities recorded at fair value as one of the following three categories and a financial instrument’s level within
the fair value hierarchy is based on the lowest level of input significant to the fair value measurement:
Level 1—Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement
date.
Level 2—Significant other 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.
Level 3—Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in
pricing an asset or liability.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Following is a description of the valuation methodologies used for instruments measured at fair value on a recurring basis, as well as the general
classification of such instruments pursuant to the valuation hierarchy.
Securities AFS: The fair values of investment securities are determined by matrix pricing, which is a mathematical technique used to value debt
securities without relying exclusively on quoted prices for the specific securities, but rather by relying on the securities’ relationship to other benchmark quoted
securities (Level 2). Management obtains the fair values of investment securities on a monthly basis from a third-party pricing service.
Other Investment: The Company has an equity investment with readily determinable fair value. The fair value for the equity investment with readily
determinable fair value is obtained from unadjusted quoted prices in active markets on the date of measurement and classified as Level 1.
Derivatives: The fair values of derivatives are based on valuation models using observable market data as of the measurement date (Level 2).
F-34

Assets and liabilities measured at fair value on a recurring basis as of December 31, 2024 and 2023 are summarized below:
Fair Value Measure on a Recurring Basis
($ in thousands)
Total
Fair Value
Quoted
Prices in
Active Markets
(Level 1)
Significant Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
December 31, 2024
Assets:
U.S. Government agencies or sponsored agency securities:
Residential mortgage-backed securities
$
37,076 
$
— 
$
37,076 
$
— 
Residential collateralized mortgage obligations
143,041 
— 
143,041 
— 
Municipal securities - tax exempt
5,792 
— 
5,792 
— 
Other investments:
Mutual fund - CRA qualified
3,532 
3,532 
— 
— 
Derivative financial instruments
368 
— 
368 
— 
Liabilities:
Derivative financial instruments
$
579 
$
— 
$
579 
$
— 
December 31, 2023
Assets:
U.S. Government agencies or sponsored agency securities:
Residential mortgage-backed securities
$
43,877 
$
— 
$
43,877 
$
— 
Residential collateralized mortgage obligations
144,459 
— 
144,459 
— 
Municipal securities - tax exempt
5,914 
— 
5,914 
— 
Other investments:
Mutual fund - CRA qualified
3,463 
3,463 
— 
— 
There were no transfers of assets or liabilities between the Level 1 and Level 2 classifications for the years ended December 31, 2024 or 2023.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
The Company may be required, from time to time, to measure certain assets at fair value on a nonrecurring basis in accordance with GAAP. These
adjustments to fair value usually result from application of lower of cost or fair value and write-downs of individual assets.
Collateral-dependent loans: Collateral-dependent loans are loans where repayment is expected to be provided solely by the sale of the underlying
collateral and there are no other available and reliable sources of repayment. Fair value for collateral-dependent loans are measured based on the value of the
collateral securing these loans and are classified at a Level 3 in the fair value hierarchy. Collateral may include real estate, or business assets including
equipment, inventory and accounts receivable. The value of real estate collateral is determined based on an appraisal by qualified licensed appraisers hired by
the Company. The value of business equipment is based on an appraisal by qualified licensed appraisers hired by the Company if significant, or the
equipment’s net book value on the business’ financial statements. Inventory and accounts receivable collateral are valued based on independent field examiner
review or aging reports. Appraisals may utilize a single valuation approach or a combination or approaches including comparable sales and the income
approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and
income data available for similar loans and collateral underlying such loans. Appraised values are
F-35

reviewed by management using historical knowledge, market considerations, and knowledge of the client and client’s business.
OREO: Fair value of OREO is based primarily on third party appraisals, less costs to sell and result in a Level 3 classification of the inputs for
determining fair value. Appraisals are required annually and may be updated more frequently as circumstances require and the fair value adjustments are made
to OREO based on the updated appraised value of the property.
The following table presents the fair value hierarchy and fair value of assets that were still held and had fair value adjustments measured on a
nonrecurring basis as of December 31, 2024 and 2023:
Fair Value Measure on a Nonrecurring Basis
($ in thousands)
Total
Fair Value
Quoted
Prices in
Active Markets
(Level 1)
Significant Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
December 31, 2024
Collateral-dependent loans:
Commercial real estate
$
173 
$
— 
$
— 
$
173 
SBA—real estate
952 
— 
— 
952 
OREO
1,237 
— 
— 
1,237 
Total
$
2,362 
$
— 
$
— 
$
2,362 
December 31, 2023
Collateral-dependent loans:
SBA—real estate
$
1,432 
$
— 
$
— 
$
1,432 
Total
$
1,432 
$
— 
$
— 
$
1,432 
Total
The following table presents the increase (decrease) in value of certain assets held at the end of the respective reporting periods presented for which a
nonrecurring fair value adjustment was recognized during the period presented:
Year Ended December 31,
($ in thousands)
2024
2023
2022
Collateral-dependent loans:
SBA—real estate
$
— 
$
— 
$
28 
Total
$
— 
$
— 
$
28 
F-36

The following table presents information about significant unobservable inputs utilized in the Company’s nonrecurring Level 3 fair value
measurements as of December 31, 2024 and 2023:
($ in thousands)
Fair Value
Measurements
(Level 3)
Valuation
Techniques
Unobservable
Inputs
Range of
Inputs
Weighted-
Average of
Inputs
December 31, 2024
Collateral-dependent loans:
Commercial real estate
$
173 
Income approach -
income
capitalization
Capitalization rate
5.5% to 7.3%
6.0%
SBA—real estate
539 
Income approach -
income
capitalization
Capitalization rate
5.5% to 7.3%
10.4%
SBA—real estate
413 
Sales comparison
Market data /
purchase price
n/a
n/a
OREO
$
1,237 
Sales comparison
approach
Market data
comparison
(3.7)% to 2.2%
(0.5)%
December 31, 2023
Collateral-dependent loans:
SBA—real estate
$
1,432 
Income approach -
income
capitalization
Capitalization rate
9.3% to 11.0%
9.9%
Weighted-average of inputs is based on the relative fair value of the respective assets as of December 31, 2024 and 2023.
Financial Instruments: The carrying amounts and estimated fair values of financial instruments that are not carried at fair value on a recurring basis as
of December 31, 2024 and 2023 are as follows. These financial assets and liabilities are measured at amortized cost basis on the Company’s Consolidated
Balance Sheets:
December 31, 2024
($ in thousands)
Carrying
Amount
Level 1
Level 2
Level 3
Fair Value
Financial assets:
Cash and cash equivalents
$
134,943 
$
134,943 
$
— 
$
— 
$
134,943 
Loans held for sale
4,581 
— 
4,946 
— 
4,946 
Loans receivable, net
1,932,056 
— 
— 
1,986,813 
1,986,813 
Accrued interest receivable, net
9,188 
181 
888 
8,119 
9,188 
Other investments:
FHLB and PCBB stock
12,805 
N/A
N/A
N/A
N/A
Time deposits placed
100 
— 
100 
— 
100 
Financial liabilities:
Deposits
2,027,285 
— 
2,026,092 
— 
2,026,092 
FHLB advances
95,000 
— 
94,986 
— 
94,986 
Accrued interest payable
16,067 
— 
16,067 
— 
16,067 
(1)
(1)
F-37

December 31, 2023
($ in thousands)
Carrying
Amount
Level 1
Level 2
Level 3
Fair Value
Financial assets:
Cash and cash equivalents
$
91,216 
$
91,216 
$
— 
$
— 
$
91,216 
Loans receivable, net
1,743,852 
— 
— 
1,793,258 
1,793,258 
Accrued interest receivable, net
8,259 
69 
859 
7,331 
8,259 
Other investments:
FHLB and PCBB stock
12,718 
N/A
N/A
N/A
N/A
Time deposits placed
95 
— 
95 
— 
95 
Financial liabilities:
Deposits
1,807,558 
— 
1,808,444 
— 
1,808,444 
FHLB advances
105,000 
— 
104,231 
— 
104,231 
Accrued interest payable
12,628 
— 
12,628 
— 
12,628 
Note 14. Derivative Financial Instruments
Risk Management Objective of Using Derivatives
The Company is exposed to certain risk arising from both its business operations and economic conditions. The Company principally manages its
exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks,
including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative
financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result
in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates.
Cash Flow Hedges of Interest Rate Risk
The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate
movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate
swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments
over the life of the agreements without exchange of the underlying notional amount. During 2024, such derivatives were used to hedge the variable cash flows
associated with existing variable-rate debt. The Company had no fair value hedges nor derivatives not designated as hedges as of December 31, 2024.
For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other
comprehensive income ("OCI") and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings.
Amounts reported in accumulated OCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-
rate debt. During the next 12 months, the Company estimates that an additional $47 thousand will be reclassified as a reduction to interest expense.
F-38

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Balance Sheet as of
December 31, 2024:
Derivative Assets
Derivative Liabilities
($ in thousands)
Notional Amount
Balance Sheet
Location
Fair Value
Notional Amount
Balance Sheet
Location
Fair Value
As of December 31, 2024
Derivatives designated as hedging
instruments:
Interest rate products
$
25,000 
Other assets
$
368 
$
50,000 
Other liabilities
$
579 
Total derivatives designated as hedging
instruments
$
368 
$
579 
As of December 31, 2023, the Company had no derivative financial instruments.
The table below presents the effect of cash flow hedge accounting on accumulated OCI for the and year ended December 31, 2024:
Derivatives in Subtopic 815-20
Hedging Relationships
($ in thousands)
Amount of Gain
(Loss) Recognized
in OCI on
Derivative
Amount of Gain
(Loss) Recognized
in OCI Included
Component
Amount of Gain
(Loss) Recognized
in OCI Excluded
Component
Location of Gain
(Loss) Recognized
from Accumulated
OCI into Income
Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income
Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income
Included
Component
Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income
Excluded
Component
Derivatives in cash flow hedging
relationships:
Interest rate products
$
75 
$
75 
$
— 
Interest expense
$
328 
$
328 
$
— 
Total
$
75 
$
75 
$
— 
$
328 
$
328 
$
— 
The Company had no derivative instruments that affect accumulated OCI for the years ended December 31, 2023 and 2022.
F-39

The table below presents the effect of the Company’s derivative financial instruments on the Statement of Income for the year ended December 31,
2024:
Year Ended December 31, 2024
($ in thousands)
Interest Expense
Total amounts of income and expense line items presented in the statement of financial performance in which the effects of fair
value or cash flow hedges are recorded
$
328 
The effects of cash flow hedging:
Gain (loss) on cash flow hedging relationships in Subtopic 815-20
Interest contracts
Amount of loss reclassified from accumulated OCI into income
$
328 
Amount of gain (loss) reclassified from accumulated OCI into income as a result that a forecasted transaction is no longer probable
of occurring
— 
Amount of loss reclassified from accumulated OCI into income - included component
328 
Amount of gain (loss) reclassified from accumulated OCI into income - excluded component
— 
The Company had no derivative instruments that affect statement of income for the years ended December 31, 2023 and 2022.
The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives as of December 31, 2024.
The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the
location that derivative assets and liabilities are presented on the Balance Sheet:
Offsetting of Derivative Assets
Gross Amounts of
Recognized Assets
Gross Amounts
Offset in the
Balance Sheet
Net Amounts of
Assets presented in
the Balance Sheet
Gross Amounts Not Offset in the Balance Sheet
($ in thousands)
Financial
Instruments
Cash Collateral
Received
Net Amount
As of December 31, 2024
Derivatives
$
368 
$
— 
$
368 
$
— 
$
368 
$
— 
Total
$
368 
$
— 
$
368 
$
— 
$
368 
$
— 
Offsetting of Derivative Liabilities
Gross Amounts of
Recognized
Liabilities
Gross Amounts
Offset in the
Balance Sheet
Net Amounts of
Liabilities
presented in the
Balance Sheet
Gross Amounts Not Offset in the Balance Sheet
($ in thousands)
Financial
Instruments
Cash Collateral
Posted
Net Amount
As of December 31, 2024
Derivatives
$
579 
$
— 
$
579 
$
— 
$
579 
$
— 
Total
$
579 
$
— 
$
579 
$
— 
$
579 
$
— 
As of December 31, 2023, the Company had no derivative financial instruments.
F-40

Note 15. Regulatory Capital Matters
The Bank is subject to certain risk-based capital and leverage ratio requirements under the U.S. Basel III capital rules administered by the federal and
state banking agencies. Failure to be well-capitalized or to meet minimum capital requirements could result in certain mandatory and possible additional
discretionary actions by regulators that, if undertaken, could have an adverse material effect on the Company's operations or financial condition. The Basel III
capital rules also require the Bank to maintain a capital conservation buffer of 2.50% above the minimum risk-based capital ratios in order to absorb losses
during periods of economic stress, effective January 1, 2019. Banking institutions with a ratio of common equity tier 1 capital to risk-weighted assets above the
minimum but below the capital conservation buffer will face constraints on dividends. equity repurchases and compensation based on the amount of the
shortfall. Management believes that as of December 31, 2024 and 2023, the Bank met all capital adequacy requirements to which they are subject to. Based on
recent changes to the Federal Reserve’s definition of a “Small Bank Holding Company” that increased the threshold to $3 billion in assets, the Company is not
currently subject to separate minimum capital measurements. At such time as the Company reaches the $3 billion asset level, it will again be subject to capital
measurements independent of the Bank.
The following table presents the regulatory capital amounts and ratios for the Company and the Bank as of dates indicated:
December 31, 2024
Actual
Required for Capital Adequacy
Purposes
Minimum To be Considered "Well
Capitalized"
($ in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
Total capital (to risk-weighted assets)
Consolidated
$
244,659 
12.60 %
 N/A
N/A
 N/A
N/A
Bank
242,966 
12.50 
$
155,463 
8.00 %
$
194,328 
10.00 %
Tier 1 capital (to risk-weighted assets)
Consolidated
220,390 
11.35 
 N/A
N/A
 N/A
N/A
Bank
218,675 
11.25 
116,597 
6.00 
155,463 
8.00 
Common equity Tier 1 capital (to risk-weighted
 assets)
Consolidated
220,390 
11.35 
 N/A
N/A
 N/A
N/A
Bank
218,675 
11.25 
87,448 
4.50 
126,313 
6.50 
Tier 1 capital (to average assets)
Consolidated
220,390 
9.27 
 N/A
N/A
 N/A
N/A
Bank
218,675 
9.20 
95,055 
4.00 
118,819 
5.00 
The capital requirements are only applicable to the Bank, and the Company's ratios are included for comparison purpose.
(1)
(1)
F-41

December 31, 2023
Actual
Required for Capital Adequacy
Purposes
Minimum To be Considered "Well
Capitalized"
($ in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
Total capital (to risk-weighted assets)
Consolidated
$
229,544 
13.77 %
N/A
N/A
N/A
N/A
Bank
227,773 
13.66 
$
133,353 
8.00 %
$
166,691 
10.00 %
Tier 1 capital (to risk-weighted assets)
Consolidated
208,707 
12.52 
N/A
N/A
N/A
N/A
Bank
206,936 
12.41 
100,014 
6.00 
133,353 
8.00 
Common equity Tier 1 capital (to risk-weighted
 assets)
Consolidated
208,707 
12.52 
N/A
N/A
N/A
N/A
Bank
206,936 
12.41 
75,011 
4.50 
108,349 
6.50 
Tier 1 capital (to average assets)
Consolidated
208,707 
9.57 
N/A
N/A
N/A
N/A
Bank
206,936 
9.49 
87,207 
4.00 
109,008 
5.00 
The capital requirements are only applicable to the Bank, and the Company's ratios are included for comparison purpose.
Note 16. Earnings Per Share
Basic EPS is calculated using the two-class method. Under the two-class method, all earnings (distributed and undistributed) are allocated to common
stock and participating securities. The Company grants restricted stock awards, which entitle recipients to receive nonforfeitable dividends during the vesting
period on a basis equivalent to dividends paid to holders of the Company's common stock. These restricted stock awards meet the definition of participating
securities based on their respective rights to receive nonforfeitable dividends, and they are treated as a separate class of securities in computing basic EPS.
Participating securities are not included as incremental shares in computing diluted EPS.
Diluted EPS incorporates the potential impact of contingently issuable shares. Diluted EPS is calculated under both the two-class and treasury stock
methods, and the more dilutive amount is reported. For each of the periods presented in the table below, diluted EPS calculated under two-class method was
more dilutive.
(1)
(1)
F-42

The following table presents the calculation of net income applicable to common stockholders and basic and diluted EPS for the years ended
December 31, 2024, 2023 and 2022:
Year Ended December 31,
($ in thousands, except share and per share data)
2024
2023
2022
Basic
Net income
$
21,069 
$
23,918 
$
33,310 
Distributed and undistributed earnings allocated to participating securities
(375)
(476)
(704)
Net income allocated to common shares
$
20,694 
$
23,442 
$
32,606 
Weighted average common shares outstanding
14,871,876 
15,149,597 
15,171,240 
Basic earnings per common share
$
1.39 
$
1.55 
$
2.15 
Diluted
Net income allocated to common shares
$
20,694 
$
23,442 
$
32,606 
Weighted average common shares outstanding for basic earnings per common share
14,871,876 
15,149,597 
15,171,240 
Add: Dilutive effects of assumed exercises of stock options
— 
9,260 
60,178 
Average shares and dilutive potential common shares
14,871,876 
15,158,857 
15,231,418 
Diluted earnings per common share
$
1.39 
$
1.55 
$
2.14 
No share of common stock was antidilutive for the years ended December 31, 2024, 2023 and 2022.
Note 17. Parent Company Condensed Financial Statements
The following tables present the Parent Company-only condensed financial statements:
Condensed Balance Sheets
December 31,
($ in thousands)
2024
2023
Assets
Cash and cash equivalents
$
1,463 
$
1,653 
Investment in bank subsidiary
203,278 
190,855 
Other assets
390 
177 
Total assets
$
205,131 
$
192,685 
Liabilities and shareholders' equity
Other liabilities
$
138 
$
59 
Shareholders’ equity
204,993 
192,626 
Total liabilities and shareholders' equity
$
205,131 
$
192,685 
F-43

Condensed Statements of Income and Comprehensive Income
Year Ended December 31,
($ in thousands)
2024
2023
2022
Income
Dividends from bank subsidiary
$
10,560 
$
11,789 
$
6,675 
Expense
Salaries and employee benefits
238 
227 
219 
Occupancy and equipment
56 
49 
49 
Directors’ fees
219 
228 
214 
Other expense
512 
445 
395 
Total expense
1,025 
949 
877 
Income before income tax benefit and undistributed net income of bank subsidiary
9,535 
10,840 
5,798 
Income tax benefit
295 
252 
202 
Equity in undistributed net income of bank subsidiary
11,239 
12,826 
27,310 
Net income
21,069 
23,918 
33,310 
Other comprehensive income (loss), net of tax
38 
2,392 
(16,646)
Comprehensive income
$
21,107 
$
26,310 
$
16,664 
Condensed Statements of Cash Flows
Year Ended December 31,
($ in thousands)
2024
2023
2022
Cash flows from operating activities
Net income
$
21,069 
$
23,918 
$
33,310 
Adjustments:
Equity in undistributed net loss of bank subsidiary
(21,799)
(24,615)
(33,985)
Change in other assets
(213)
145 
(164)
Change in other liabilities
79 
59 
(33)
Net cash used in operating activities
(864)
(493)
(872)
Cash flows from investing activities
Net cash from investing activities
— 
— 
— 
Cash flows from financing activities
Repurchase of common stock
(2,743)
(3,934)
— 
Cash dividend paid on common stock
(7,143)
(7,269)
(6,674)
Proceeds from subsidiaries
10,560 
11,789 
6,675 
Net cash provided by (used in) financing activities
674 
586 
1 
Net change in cash and cash equivalents
(190)
93 
(871)
Cash and cash equivalents at beginning of year
1,653 
1,560 
2,431 
Cash and cash equivalents at end of year
$
1,463 
$
1,653 
$
1,560 
F-44

Exhibit 19.1
OP Bancorp
10. INSIDER TRADING POLICY
Board Approval: June 27, 2024
Table of Contents
I.
POLICY AND PURPOSE
1
II.
PERSONS SUBJECT TO THE POLICY
1
III.
TRANSACTIONS SUBJECT TO THE POLICY
1
IV.
INDIVIDUAL RESPONSIBILITY
1
V.
ADMINISTRATION OF THE POLICY
1
VI.
STATEMENT OF POLICY
2
VII.
GENERAL POLICY
2
VIII.
DEFINITION OF MATERIAL NONPUBLIC INFORMATION
3
IX.
TRANSACTIONS BY FAMILY MEMBERS AND OTHERS
4
X.
TRANSACTIONS BY ENTITIES THAT YOU INFLUENCE OR CONTROL
4
XI.
TRANSACTIONS UNDER COMPANY PLANS
4
XII.
TRANSACTIONS NOT INVOLVING A PURCHASE OR SALE
4
XIII.
POST-TERMINATION TRANSACTIONS
4
XIV.
SPECIAL AND PROHIBITED TRANSACTIONS
5
XV.
SECTION 16 PROCEDURES FOR DIRECTORS AND EXECUTIVE OFFICERS
6
XVI.
ADDITIONAL PROCEDURES
6
A.
RULE 10b5-1 PLANS
8
XVII.
CONSEQUENCES OF VIOLATIONS
8
XVIII.
COMPANY ASSISTANCE
8
XIX.
SCHEDULE A
9
XX.
SCHEDULE B
10
XXI.
CERTIFICATION
11
CONFIDENTIAL
1

I.
POLICY AND PURPOSE
The board of directors of OP Bancorp has adopted this Insider Trading Policy (“Policy”) for our directors, officers, employees and consultants with respect to
the trading of Company’s securities, as well as the securities of publicly traded companies with whom we have a business relationship.
Federal and state securities laws prohibit the purchase or sale of a company’s securities by persons who are aware of material information about that company
that is not generally known or available to the public. These laws also prohibit persons who are aware of such material nonpublic information from disclosing
this information to others who may trade. Companies and their controlling persons are also subject to liability if they fail to take reasonable steps to prevent
insider trading by company personnel.
It is important that you understand the breadth of activities that constitute illegal insider trading and the consequences, which can be severe. Both the U.S.
Securities and Exchange Commission (“SEC”) and the Financial Industry Regulatory Authority investigate and are very effective at detecting insider trading.
The SEC, together with the U.S. Attorneys, pursue insider trading violations vigorously. Cases have been successfully prosecuted against trading by employees
through foreign accounts, trading by family members and friends, and trading involving only a small number of shares.
This Policy is designed to prevent insider trading or allegations of insider trading, and to protect the Company’s reputation for integrity and ethical conduct. It
is your obligation to understand and comply with this Policy.
II.    PERSONS SUBJECT TO THE POLICY
This Policy applies to all officers of the Company and its subsidiaries, all members of the Company’s board of directors and all employees of the
Company and its subsidiaries. The Company may also determine that other persons should be subject to this Policy, such as contractors or
consultants who have access to material nonpublic information. This Policy also applies to a person’s family members, other members of a person’s
household and entities controlled by a person covered by this Policy, as described below.
III.    TRANSACTIONS SUBJECT TO THE POLICY
This Policy applies to transactions in Company’s securities (collectively referred to in this Policy as “Company Securities”), including the
Company’s common stock, options to purchase common stock, restricted stock or any other type of securities that the Company may issue,
including (but not limited to) preferred stock, convertible debentures and warrants, as well as derivative securities that are not issued by the
Company, such as exchange-traded put or call options or swaps relating to Company Securities.
IV    INDIVIDUAL RESPONSIBILITY
Persons subject to this Policy have ethical and legal obligations to maintain the confidentiality of information about the Company and its
subsidiaries and to not engage in transactions in Company Securities while in possession of material nonpublic information. Each individual is
responsible for making sure that s/he complies with this Policy, and that any family member, household member or entity whose transactions are
subject to this Policy, as discussed below, also complies with this Policy. In all cases, the responsibility for determining whether an individual is in
possession of material nonpublic information rests with that individual, and any action on the part of the Company, the Compliance Officer or any
other employee or director pursuant to this Policy (or otherwise) does not in any way constitute legal advice or insulate an individual from liability
under applicable securities laws. You could be subject to severe legal penalties and disciplinary action by the Company for any conduct prohibited
by this Policy or applicable securities laws, as described below in more detail under the heading “Consequences of Violations.”
V.    ADMINISTRATION OF THE POLICY
1

The Company’s Executive Vice-President and Chief Financial Officer shall serve as the Compliance Officer for the purposes of this Policy, and in his
or her absence, the Controller or another employee designated by the Compliance Officer shall be responsible for administration of this Policy. The
Compliance Officer shall consult with the Company’s legal counsel on an as needed basis. All determinations and interpretations by the Compliance
Officer shall be final and not subject to further review, except upon a resolution adopted by the board of directors.
VI.    STATEMENT OF POLICY
Nonpublic information (as defined below) relating to the Company, its subsidiaries, or their respective businesses is the property of the Company. The
Company prohibits the unauthorized disclosure of any such nonpublic information acquired in the work-place or otherwise as a result of an individual’s
employment or other relationship with the Company or any of its subsidiaries, as well as the misuse of any material nonpublic information about the Company
or any of its subsidiaries or their respective businesses in securities trading.
VII.    GENERAL POLICY
Do not trade while in possession of material nonpublic information. From time to time, you may come into possession of material nonpublic information as a
result of your relationship with the Company or its subsidiaries. You may not buy, sell, or trade in any Company Securities at any time while you possesses
material nonpublic information concerning the Company or its subsidiaries. You must wait to trade until any such material nonpublic information is released
and has been public for at least two full trading days (a trading day is a day on which the stock market is open).
Pre-clear trades involving Company securities. If you are unsure about whether information you possess would qualify as material nonpublic information and
whether you therefore should refrain from trading in Company Securities, you should pre-clear any transactions involving Company Securities that you intend
to engage in with the Compliance Officer.
Do not give nonpublic information to others. You may not give nonpublic information concerning the Company or any of its subsidiaries (commonly referred
to as “tipping”) to any other person, including family members, and may not make recommendations or express opinions about trading in Company’s Securities
under any circumstances.
Do not discuss Company information with the press, analysts, or other persons outside of the Company. Announcements of Company information is regulated
by Company policy and may only be made by persons specifically authorized by the Company to make such announcements. Laws and regulations govern the
nature and timing of such announcements to outsiders or the public and unauthorized disclosure could result in substantial liability for you, the Company and
its management. If you receive inquiries from any third party about Company nonpublic information, you should notify the Compliance Officer or the
Company’s Chief Executive Officer immediately.
Do not participate in Internet “chat rooms” (i.e., “blogging”) in which the Company is discussed. Directors, officers and employees of the Company and its
subsidiaries may not participate in on-line dialogues (or similar activities) involving the Company, its subsidiaries or their respective businesses.
Do not use nonpublic information to trade in other companies’ securities. You may not trade in the securities of the Company’s or its subsidiaries’ customers,
vendors, suppliers or other business partners when the you have material nonpublic information concerning the Company or such other persons that you
obtained in the course of their relationship with the Company and its subsidiaries and that would give you an advantage in trading. You should treat material
nonpublic information about the Company’s and its subsidiaries’ customers, vendors, suppliers or other business partners obtained in the course of their
relationship with the Company and its subsidiaries with the same care required with respect to information related directly to the Company and its subsidiaries.
2

There are no exceptions to this Policy, except as specifically noted herein. Transactions that may be necessary or justifiable for independent reasons (such as
the need to raise money for an emergency expenditure), or small transactions, are not exempted from this Policy. The securities laws do not recognize any
mitigating circumstances, and, in any event, even the appearance of an improper transaction must be avoided to preserve the Company’s and its subsidiaries’
reputation for adhering to the highest standards of conduct.
VIII.     DEFINITION OF MATERIAL NONPUBLIC INFORMATION
Material Information. Information is considered “material” if a reasonable investor would consider that information important in making a decision to buy,
hold or sell securities. Any information that could be expected to affect the Company’s stock price, whether it is positive or negative, should be considered
material. There is no bright-line standard for assessing materiality; rather, materiality is based on an assessment of all of the facts and circumstances, and is
often evaluated by enforcement authorities with the benefit of hindsight. While it is not possible to define all categories of material information, some examples
of information that ordinarily would be regarded as material are:
•
Projections of future earnings or losses, or other earnings guidance;
•
Prospective earnings results that are inconsistent with the consensus expectations of the investment community;
•
Changes to previously announced earnings guidance, or the decision to suspend earnings guidance;
•
A pending or proposed merger, acquisition or tender offer;
•
A pending or proposed acquisition or disposition of a significant asset;
•
A pending or proposed joint venture;
•
A Company restructuring;
•
Significant related party transactions;
•
A change in dividend policy, the declaration of a stock split, or an offering of additional securities;
•
Borrowings or other financing transactions out of the ordinary course;
•
The establishment of a repurchase program for Company Securities;
•
Major marketing changes;
•
A change in management;
•
Regulatory issues that may have a material impact on the Company or its subsidiaries;
•
A change in auditors or notification that the auditor’s reports may no longer be relied upon;
•
Restatement of financial statements;
•
Development of a significant new product, process, or service;
•
Pending or threatened significant litigation, or the resolution of such litigation;
•
Severe liquidity problems;
•
The gain or loss of a significant customer;
•
The imposition of a ban on trading in Company Securities or the securities of another company;
•
A cyber security breach or significant incident.
When Information is Considered Public. Information that has not been disclosed to the public is generally considered to be nonpublic information. In order to
establish that the information has been disclosed to the public, it may be necessary to demonstrate that the information has been widely disseminated.
Information generally would be considered widely disseminated if it has been disclosed through the Dow Jones “broad tape,” newswire services, a broadcast on
widely-available radio or television programs, publication in a widely-available newspaper, magazine or news website, or public disclosure documents filed
with the SEC that are available on the SEC’s website. By contrast, information would likely not be considered widely disseminated if it is available only to the
Company’s or its subsidiaries employees, or if it is only available to a select group of analysts, brokers and institutional investors.
Once information is widely disseminated, it is still necessary to afford the investing public with sufficient time to absorb the information. As a general rule,
information should not be considered fully absorbed by the marketplace until after the second business day after the day on which the information is released.
If, for example, the Company were to make an announcement on a Monday, you should not trade in Company Securities until Thursday. Depending on the
particular circumstances, the Company may determine that a longer or shorter period should apply to the release of specific material nonpublic information.
3

IX.    TRANSACTIONS BY FAMILY MEMBERS AND OTHERS
This Policy applies to your family members who reside with you (including a spouse, a child, a child away at college, stepchildren, grandchildren, parents,
stepparents, grandparents, siblings and in-laws), anyone else who lives in your household, and any family members who do not live in your household but
whose transactions in Company Securities are directed by you or are subject to your influence or control, such as parents or children who consult with you
before they trade in Company Securities (collectively referred to as “Family Members”). You are responsible for the transactions of these other persons and
therefore should make them aware of the need to confer with you before they trade in Company Securities, and you should treat all such transactions for the
purposes of this Policy and applicable securities laws as if the transactions were for your own account. This Policy does not, however, apply to personal
securities transactions of Family Members where the purchase or sale decision is made by a third party not controlled by, influenced by or related to you or
your Family Members
X.    TRANSACTIONS BY ENTITIES THAT YOU INFLUENCE OR CONTROL
This Policy applies to any entities that you influence or control, including any corporations, partnerships or trusts (collectively referred to as “Controlled
Entities”), and transactions by these Controlled Entities should be treated for the purposes of this Policy and applicable securities laws as if they were for your
own account.
XI.    TRANSACTIONS UNDER COMPANY PLANS
This Policy does not apply in the case of the following transactions, except as specifically noted:
Stock Option Exercises. This Policy does not apply to the exercise of an employee stock option acquired pursuant to the Company’s plans, or to the exercise of
a tax withholding right pursuant to which a person has elected to have the Company withhold shares subject to an option to satisfy tax withholding
requirements. This Policy does apply, however, to any sale of stock as part of a broker-assisted cashless exercise of an option, or any other market sale for the
purpose of generating the cash needed to pay the exercise price of an option.
Restricted Stock Awards. This Policy does not apply to the vesting of restricted stock units, or the exercise of a tax withholding right pursuant to which you
elect to have the Company withhold shares of stock to satisfy tax withholding requirements upon the vesting of any restricted stock. The Policy does apply,
however, to any market sale of restricted stock.
XII.    TRANSACTIONS NOT INVOLVING A PURCHASE OR SALE
Bona fide gifts are not transactions subject to this Policy, unless the person making the gift has reason to believe that the recipient intends to sell Company
Securities while the officer, employee, or director is aware of material nonpublic information, or the person making the gift is subject to the trading restrictions
specified below under the heading “Additional Procedures” and the sales by the recipient of Company Securities occur during a blackout period.
Transactions in mutual funds, ETFs, index funds, or hedge funds that are invested in Company Securities are not transactions subject to this Policy.
XIII.    POST-TERMINATION TRANSACTIONS
This Policy continues to apply to transactions in Company Securities even after termination of service to the Company or a subsidiary. If an individual is in
possession of material nonpublic information when his or her service terminates, that individual may not trade in Company Securities until that information has
become public or is no longer material. The pre-clearance procedures specified under the heading “Additional Procedures” above, however, will cease to apply
to transactions in Company Securities upon the expiration of any Blackout Period or other
4

Company-imposed trading restrictions applicable at the time of the termination of service. Special rules also apply to persons subject to Section 16 of the
Exchange Act and who leave the Company or a subsidiary.
XIV.    SPECIAL AND PROHIBITED TRANSACTIONS
The Company has determined that there is a heightened legal risk and/or the appearance of improper or inappropriate conduct if the persons subject to this
Policy engage in certain types of transactions. It therefore is the Company’s policy that any persons covered by this Policy may not engage in any of the
following transactions, or should otherwise consider the Company’s preferences as described below:
Speculative transactions. The Company’s directors, officers, and employees may not engage in any transactions that suggest they are speculating in Company’s
Securities (that is, that they are trying to profit in short-term movements, either increases or decreases, in the stock price). The Company’s directors, officers,
and employees may not engage in any short sale, or any equivalent transaction involving Company Securities. A short sale involves selling shares that a party
does not own at a specified price with the expectation that the price will go down so that the party can buy the shares at a lower price before the party has to
deliver them.
Publicly-Traded Options. Given the relatively short term of publicly-traded options, transactions in options may create the appearance that a director, officer, or
employee is trading based on material nonpublic information and focus a director’s, officer’s, or other employee’s attention on short-term performance at the
expense of the Company’s long- term objectives. Accordingly, transactions in put options, call options or other derivative securities, on an exchange or in any
other organized market, are prohibited by this Policy. (Option positions arising from certain types of hedging transactions are governed by the next paragraph
below captioned “Hedging Transactions”).
Hedging Transactions. Hedging or monetization transactions can be accomplished through a number of possible mechanisms, including through the use of
financial instruments such as prepaid variable forwards, equity swaps, collars, and exchange funds. Such hedging transactions may permit a director, officer, or
employee to continue to own Company Securities obtained through employee benefit plans or otherwise, but without the full risks and rewards of ownership.
When that occurs, the director, officer, or employee may no longer have the same objectives as the Company’s other shareholders. Therefore, the Company
strongly discourages you from engaging in such transactions. Any person wishing to enter into such an arrangement must first submit the proposed transaction
for approval by the Compliance Officer. Any request for pre-clearance of a hedging or similar arrangement must be submitted to the Compliance Officer at
least two weeks prior to the proposed execution of documents evidencing the proposed transaction and must set forth a justification for the proposed
transaction.
Margin Accounts and Pledged Securities. Securities held in a margin account as collateral for a margin loan may be sold by the broker without your consent if
you fail to meet a margin call. Similarly, securities pledged (or hypothecated) as collateral for a loan may be sold in foreclosure if the borrower defaults on the
loan. Because a margin sale or foreclosure sale may occur at a time when the pledgor is aware of material nonpublic information or otherwise is not permitted
to trade in Company Securities, directors, officers and other employees are prohibited from holding Company Securities in a margin account or otherwise
pledging Company Securities as collateral for a loan. (Pledges of Company Securities arising from certain types of hedging transactions are governed by the
paragraph above captioned “Hedging Transactions”).
Standing and Limit Orders. Standing and limit orders (except standing and limit orders under approved Rule 10b5-1 Plans, as described below) create
heightened risks for insider trading violations similar to the use of margin accounts. There is no control over the timing of purchases or sales that result from
standing instructions to a broker, and as a result the broker could execute a transaction when a director, officer, or other employee is in possession of material
nonpublic information. The Company therefore discourages placing standing or limit orders on Company Securities. If a person subject to this Policy
determines that they must use a standing order or limit order, the order should be limited to short duration and should otherwise comply with the restrictions
and procedures outlined below under the heading “Additional Procedures.”
5

XV.    SECTION 16 PROCEDURES FOR DIRECTORS AND EXECUTIVE OFFICERS
Directors and executive officers of the Company must report to the SEC all their holdings of and transactions in the Company’s equity securities and must
disgorge to the Company any profits realized from buying and selling (or selling and buying) such securities within any six-month period. When a person first
becomes an insider (i.e., a director or executive officer), a report of beneficial ownership of the Company’s equity securities must be filed on a Form 3 and
thereafter whenever a trade in the Company’s common stock is consummated a Form 4 must be filed with the SEC (except in the case of certain exempt
transactions). These reports must be filed on a timely basis–two business days for trading
transaction and the filing of a Form 4. All delinquent filings must be disclosed in the Company’s annual meeting proxy statement (with the delinquent
individuals identified by name), and they can trigger monetary fines. An insider is generally deemed to be the owner of securities that are owned by a spouse or
child living with the insider, and may also be deemed to be the owner of securities held in a trust of which the insider is a trustee, settlor, or beneficiary or of
securities owned by a corporation or other entity controlled by the insider. Furthermore, an insider is responsible for trading transactions in the Company’s
common stock made from a discretionary account even through the insider does not make the investment decisions with regard to the account.
Profit disgorgement is required if an insider purchases and sells Company’s Securities within a six-month period and vice versa (i.e., sells within six months
before buying). Any “profit”–measured as the difference between the prices of any two “matchable” transactions during the six-month period (i.e., the highest
priced sale and the lowest priced purchase)–must be paid to the Company. The requirement is intentionally arbitrary and, subject to tightly defined regulatory
exemptions, applies to all transactions within any six-month period regardless of whether the insider had inside information or, in fact, made a profit on an
overall basis. This provision is aggressively enforced by a plaintiffs’ bar that monitors SEC filings.
Some transactions, such as the grant and exercise of stock options and the acquisition of securities under employee benefit plans, may be exempt from the
purchase and sale triggers of the short-swing profit rules if procedural requirements established by SEC rules have been satisfied. Absent an exemption, the
receipt of an option, the acquisition of securities through a benefit plan, or the acquisition of a derivative security related to the value of the Company’s
common stock normally will be considered to be a purchase of the underlying security and could be matched against a sale. The Company’s stock option plans
and equity plans are designed and administered in a manner to take advantage of these exemptions.
A retiring director or executive officer may be subject to profit recovery based on transactions occurring during the six months after they depart. If a
director/executive officer purchases shares of the Company, resigns, and sells shares within six months after the purchase, liability may be imposed for any
short-swing profit even though the individual is no longer a director/executive officer at the time of the sale.
Dividend Reinvestments. The reinvestment of Company cash dividends is a “purchase” for purposes of Section 16 and also presents possible issues for Section
16(b) liability. SEC Rule 16a-11 provides an exemption for dividend reinvestments if made pursuant to plan that meets the requirements of the rule. The
Company does not have such a plan in place. Therefore, whether the reinvestment is pursuant to an automatic arrangement with a broker or is a one-off
transaction a Form 4 is required to be filed for each transaction. In addition, as a “purchase” the transaction could be matched against a “sale” transaction 6
months before or 6 months after. A procedure under SEC Rule 16b-3 is permitted to exempt the reinvestment transaction from Section 16(b) (but it would still
have to be reported on a Form 4). In order for the exemption to be available a proposed reinvestment transaction must be approved by the Company’s
compensation committee.
XVI.    ADDITIONAL PROCEDURES
The Company has established additional procedures in order to assist the Company in the administration of this Policy, to facilitate compliance with laws
prohibiting insider trading while in possession of material nonpublic
6

information, and to avoid the appearance of any impropriety. These additional procedures are applicable only to those individuals described below.
Pre-Clearance Procedures. All directors and executive officers, as well as the Family Members and Controlled Entities of such persons, may not engage in any
transaction in Company Securities without first obtaining pre-clearance of the transaction from the Compliance Officer. A request for pre-clearance should be
submitted to the Compliance Officer at least two business days in advance of the proposed transaction. The Compliance Officer is under no obligation to
approve a transaction submitted for pre-clearance, and may determine not to permit the transaction. If a person seeks pre-clearance and permission to engage in
the transaction is denied, then he or she should refrain from initiating any transaction in Company Securities, and should not inform any other person of the
restriction. The Compliance Officer himself or herself may not trade in Company securities unless the Chief Risk Officer has approved the trade(s) in
accordance with the procedures set forth in this policy.
When a request for pre-clearance is made, the requestor should carefully consider whether s/he may be aware of any material nonpublic information about the
Company, and should describe fully those circumstances to the Compliance Officer. The requestor should also indicate whether s/he has effected any non-
exempt “opposite-way” transactions within the past six months. The Compliance Officer will cause a Form 4 to be prepared and filed on your behalf with the
SEC pursuant to Section 16 of the Securities and Exchange Act of 1934. The Form 4 is required to be filed on the second business day after your transaction
date. It is your responsibility to notify the Compliance Officer of your transaction date.
Quarterly Trading Restrictions. All directors, executive officers, and the covered persons listed on Schedule A (referred to in this Policy as “Covered
Persons”) subject to this restriction, as well as their Family Members or Controlled Entities, may not conduct any transactions involving Company’s Securities
(other than as specified by this Policy), during a “Blackout Period” beginning fifteen days prior to the end of each fiscal quarter and ending on the second
business day following the date of the public release of the Company’s earnings results for that quarter. In other words, these persons may only conduct
transactions in Company Securities during the “Window Period” beginning on the second business day following the public release of the Company’s quarterly
(or year-end) earnings and ending fifteen days prior to the close of the next fiscal quarter.
Under certain very limited circumstances, a person subject to this restriction may be permitted to trade during a Blackout Period, but only if the Compliance
Officer concludes that the person does not in fact possess material nonpublic information. Persons wishing to trade during a Blackout Period must contact the
Compliance Officer for approval at least two business days in advance of any proposed transaction involving Company Securities.
Event-Specific Trading Restriction Periods. The Company may on occasion issue interim earnings guidance or other potentially material information by means
of a press release, SEC filing on Form 8-K or other means designed to achieve widespread dissemination of the information. You should anticipate that trading
will be blacked out while the Company is in the process of assembling the information to be released and until the information has been released and fully
absorbed by the market.
From time to time, an event may occur that is material to the Company and is known by only a few directors, officers, and/or employees. So long as the event
remains material and nonpublic, the persons designated by the Compliance Officer may not trade Company Securities. In addition, the Company’s financial
results may be sufficiently material in a particular fiscal quarter that, in the judgment of the Compliance Officer, designated persons should refrain from trading
in Company Securities even sooner than the typical Blackout Period described above. In that situation, the Compliance Officer may notify these persons that
they should not trade in Company’s Securities, without disclosing the reason for the restriction. The existence of an event-specific trading restriction period or
extension of a Blackout Period will not be announced to the Company as a whole, and should not be communicated to any other person. Even if the
Compliance Officer has not designated you as a person who should not trade due to an event-specific restriction, you should not trade while aware of material
nonpublic information. Exceptions will not be granted during an event-specific trading restriction period.
Exceptions. The quarterly trading restrictions and event-driven trading restrictions do not apply to those transactions to which this Policy does not apply, as
described above under the headings “Transactions Under Company Plans” and “Transactions Not Involving a Purchase or Sale.” Further, the requirement for
pre-clearance, the quarterly
7

trading restrictions and event-driven trading restrictions do not apply to transactions conducted pursuant to approved Rule 10b5-1 plans, described under the
heading “Rule 10b5-1 Plans.”
Preparation of Form 3s and Form 4s. The Company will prepared and file with the SEC Form 4s on behalf of the Company’s directors and executive officers.
Sufficient notice of reportable transactions must be provided to the Company so that the Form 4 is properly and timely filed with the SEC (ie, 2 days after the
purchase or sale). While the Company provides this service as an accommodation to the directors and executive officers, it remains such reporting person’s
obligation to assure the filings are properly and timely made.
A.    RULE 10b5-1 PLANS
Rule 10b5-1 under the Exchange Act provides a defense from insider trading liability under Rule 10b-5. In order to be eligible to rely on this defense, a person
subject to this Policy must enter into a Rule 10b5-1 plan for transactions in Company Securities that meets certain conditions specified in the Rule (a “Rule
10b5-1 Plan”). If the plan meets the requirements of Rule 10b5-1, Company Securities may be purchased or sold without regard to certain insider trading
restrictions. To comply with the Policy, a Rule 10b5-1 Plan must meet the requirements of Rule 10b5-1 and the Company’s “Guidelines for Rule 10b5-1
Plans,” set forth on Schedule B. In general, a Rule 10b5- 1 Plan must be entered into at a time when the person entering into the plan is not aware of material
nonpublic information. Once the plan is adopted, the person must not exercise any influence over the amount of securities to be traded, the price at which they
are to be traded or the date of the trade. The plan must either specify (including by formula) the amount, pricing and timing of transactions in advance or
delegate discretion on these matters to an independent third party.
The Company requires that all Rule 10b5-1 Plans be approved in writing in advance by the Compliance Officer and the Company’s legal counsel.
XVII.    CONSEQUENCES OF VIOLATIONS
The purchase or sale of securities while aware of material nonpublic information, or the disclosure of material nonpublic information to others who then trade
in Company Securities, is prohibited by the federal and state laws. Insider trading violations are pursued vigorously by the SEC, U.S. Attorneys and state
enforcement authorities as well as the laws of foreign jurisdictions. Punishment for insider trading violations is severe, and could include significant fines and
imprisonment. Pursuant to applicable law, the penalties for “insider trading” include civil fines of up to three times the profit gained or loss avoided, and
criminal fines of up to $5,000,000 and up to twenty years in jail for each violation. You also can be liable for improper transactions by any person to whom you
have disclosed nonpublic information or made recommendations on the basis of such information as to trading in Company’s Securities (“tippee liability”).
Large penalties have been imposed by federal securities regulators even when the disclosing person did not profit from the trading. Federal securities
regulators, the stock exchanges, and the Financial Industry Regulatory Authority (FINRA) use sophisticated electronic surveillance techniques to uncover
insider trading.
In addition, your failure to comply with this Policy may subject you to Company-imposed sanctions, including dismissal for cause, whether or not your failure
to comply results in a violation of law. Needless to say, a violation of law, or even an SEC investigation that does not result in prosecution, can tarnish a
person’s reputation and irreparably damage a career.
XVIII.    COMPANY ASSISTANCE
Your compliance with this policy is of the utmost importance both for you and for the Company. If you have any questions about this Policy or its application
to any proposed transaction, you may obtain additional guidance from the Compliance Officer, who will if required also consult with the Company’s outside
legal counsel. Do not try to resolve uncertainties on your own, as the rules relating to insider trading are often complex, not always intuitive and carry severe
consequences.
8

XIX.    SCHEDULE A
COVERED PERSONS
Covered Persons / Positions
Members of the board of directors*
Executive Officers*
Executive Vice Presidents
Senior Vice Presidents
Employees of the accounting and finance department
________________
* As such term is defined by Section 16 of the Securities Exchange Act of 1934
9

XX.    Schedule B
Rule 10b5-1 Plan
Guidelines for Rule 10b5-1 Plans
Rule 10b5-1 under the Exchange Act provides a defense from insider trading liability under Rule 10b-5. In order to be eligible to rely on this defense, a person
subject to this Policy must enter into a Rule 10b5-1 plan for transactions in Company Securities (as defined in the Insider Trading Policy) that meets certain
conditions specified in the Rule (a “Rule 10b5-1 Plan”). If the plan meets the requirements of Rule 10b5-1, Company Securities may be purchased or sold
without regard to certain insider trading restrictions. In general, a Rule 10b5-1 Plan must be entered into at a time when the person entering into the plan is not
aware of material nonpublic information. Once the plan is adopted, the person must not exercise any influence over the amount of securities to be traded, the
price at which they are to be traded or the date of the trade. The plan must either specify the amount, pricing and timing of transactions in advance or delegate
discretion on these matters to an independent third party.
As specified in the Company’s Insider Trading Policy, a Rule 10b5-1 Plan must be approved by the Compliance Officer and meet the requirements of Rule
10b5-1 and these guidelines. Any Rule 10b5-1 Plan must be submitted for approval five days prior to the entry into the Rule 10b5-1 Plan. No further pre-
approval of transactions conducted pursuant to the Rule 10b5-1 Plan will be required.
A.
The following guidelines apply to all Rule 10b5-1 Plans:
B.
You may not enter into, modify or terminate a trading program during a blackout period or while in possession of material nonpublic information.
C.
All Rule 10b5-1 Plans must have a duration of at least 6 months and no more than 2 years.
D.
If a Rule 10b5-1 Plan is terminated, you must wait at least 30 days before trading outside of the Rule 10b5-1 Plan.
E.
If a trading program is terminated, you must wait until the commencement of the next Window Period (as defined in the Insider Trading Policy) before
a new Rule 10b5-1 plan may be adopted.
F.
You may not commence sales under a trading program until at least 30 days following the date of establishment of a trading program. Any
modification of a trading program must not take effect for at least 30 days from the date of modification.
Each director and executive officer understands that the approval or adoption of a pre-planned selling program in no way reduces or eliminates such person’s
obligations under Section 16 of the Exchange Act, including such person’s disclosure and short-swing trading liabilities thereunder. If any questions arise, such
person should consult with their own counsel in implementing a Rule 10b5-1 Plan.
10

XXI.    CERTIFICATION
All persons subject to this Policy must certify their understanding of, and intent to comply with, this Policy.
OP BANCORP
INSIDER TRADING POLICY
CERTIFICATION
I certify that:
(i)
I have read and understand the Company’s Insider Trading Policy (the “Policy”). I understand that the Compliance Officer is available to answer any
questions I have regarding the Policy.
(ii) I will continue to comply with the Policy for as long as I am subject to the Policy.
(iii) I understand that my failure to comply in all respects with the Policy is a basis for termination for cause of my employment or other service
relationship with the Company or any of its subsidiaries.
Print Name:
Signature:
Date:
11

Exhibit 31.1
CERTIFICATION PURSUANT TO
RULES 13a-14(a) OR 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Min J. Kim, certify that:
1.
I have reviewed this Annual Report on Form 10-K of OP Bancorp (the “registrant”);
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this
report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-
15(f) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to registrant, including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principle;
(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most
recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably
likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to
the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's
internal control over financial reporting.
Date: March 28, 2025
By:
/s/ MIN J. KIM
Min J. Kim
President and Chief Executive Officer
(Principal Executive Officer)

Exhibit 31.2
CERTIFICATION PURSUANT TO
RULES 13a-14(a) OR 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Jaehyun Park, certify that:
1.
I have reviewed this Annual Report on Form 10-K of OP Bancorp (the “registrant”);
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this
report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-
15(f) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principle;
(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most
recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably
likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to
the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's
internal control over financial reporting.
Date: March 28, 2025
By:
/s/ JAEHYUN PARK
Jaehyun Park
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)

Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, I, Min J. Kim, President and Chief
Executive Officer of OP Bancorp (the “registrant”), hereby certifies that, to the best of knowledge:
(1)
The registrant’s Quarterly Report on Form 10-K for the year ended December 31, 2024 to which this Certification is attached as Exhibit
32.1 (the “Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as
amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the
registrant.
Date: March 28, 2025
By:
/s/ MIN J. KIM
Min J. Kim
President and Chief Executive Officer
(Principal Executive Officer)

Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, I, Jaehyun Park, Executive Vice
President and Chief Financial Officer of OP Bancorp (the “registrant”), hereby certifies that, to the best of knowledge::
(1)
The registrant’s Quarterly Report on Form 10-K for the year ended December 31, 2024 to which this Certification is attached as Exhibit
32.1 (the “Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as
amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the
Company.
Date: March 28, 2025
By:
/s/ JAEHYUN PARK
Jaehyun Park
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)