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Union Bankshares
UNB
#9280
Rank
$0.11 B
Marketcap
๐Ÿ‡บ๐Ÿ‡ธ United States
Country
$24.68
Share price
3.26%
Change (1 day)
-19.45%
Change (1 year)
๐Ÿฆ Banks๐Ÿ’ณ Financial services
Categories
  1. Union Bankshares
  2. Quarterly Reports (10-Q)
  3. Financial Year FY2025 Q1

Union Bankshares - 10-Q quarterly report FY2025 Q1


Text size:
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2025

Commission file number: 001-15985

UNION BANKSHARES, INC.
VT03-0283552
20 LOWER MAIN STREET, P.O. BOX 667
MORRISVILLE, VT 05661

Registrant’s telephone number:      802-888-6600

Former name, former address and former fiscal year, if changed since last report: Not applicable

Securities registered pursuant to section 12(b) of the Act:
Common Stock, $2.00 par valueUNBNasdaq Stock Market
(Title of class)(Trading Symbol)(Exchanges registered on)

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 and post such files).
Yes ☒      No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☐
Accelerated filer
☐
Non-accelerated filer
☒
Smaller reporting company
☒
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes ☐      No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of April 25, 2025.
Common Stock, $2 par value 4,538,600 shares


 
UNION BANKSHARES, INC.
TABLE OF CONTENTS

PART I FINANCIAL INFORMATION
 
Consolidated Balance Sheets
1
Consolidated Statements of Income
2
Consolidated Statements of Comprehensive Income (Loss)
3
Consolidated Statements of Changes in Stockholders' Equity
4
Consolidated Statements of Cash Flows
5
7
 
24
40
40
 
PART II OTHER INFORMATION
 
40
40
41
41
 
41



PART I FINANCIAL INFORMATION
Item 1. Financial Statements
UNION BANKSHARES, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
March 31, 2025December 31, 2024
(Unaudited)
Assets(Dollars in thousands)
Cash and due from banks$4,772 $5,168 
Federal funds sold and overnight deposits8,940 10,670 
Cash and cash equivalents13,712 15,838 
Interest bearing deposits in banks7,959 9,462 
Investment securities available-for-sale247,892 250,504 
Other investments1,739 1,754 
Total investments249,631 252,258 
Loans held for sale4,055 5,204 
Loans1,161,159 1,155,736 
Allowance for credit losses on loans(8,110)(7,680)
Net deferred loan costs2,162 2,162 
Net loans1,155,211 1,150,218 
Premises and equipment, net19,988 20,225 
Other assets74,276 75,153 
Total assets$1,524,832 $1,528,358 
Liabilities and Stockholders’ Equity
Liabilities 
Deposits 
Noninterest bearing$232,550 $226,048 
Interest bearing682,886 714,862 
Time265,940 227,984 
Total deposits1,181,376 1,168,894 
Borrowed funds240,696 259,696 
Subordinated notes16,281 16,273 
Accrued interest and other liabilities16,405 17,015 
Total liabilities1,454,758 1,461,878 
Commitments and Contingencies
Stockholders’ Equity
Common stock, $2.00 par value; 7,500,000 shares authorized; 5,012,084 shares
  issued at March 31, 2025 and December 31, 2024
10,024 10,024 
Additional paid-in capital3,190 3,031 
Retained earnings92,589 91,722 
Treasury stock at cost; 473,486 shares at March 31, 2025
  and 474,075 shares at December 31, 2024
(4,295)(4,300)
Accumulated other comprehensive loss(31,434)(33,997)
Total stockholders' equity70,074 66,480 
Total liabilities and stockholders' equity$1,524,832 $1,528,358 


See accompanying notes to unaudited interim consolidated financial statements.

Union Bankshares, Inc. Page 1

UNION BANKSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
 Three Months Ended
March 31,
 20252024
Interest and dividend income(Dollars in thousands, except per share data)
Interest and fees on loans$16,047 $13,372 
Interest on debt securities:
Taxable1,412 1,093 
Tax exempt388 518 
Dividends203 80 
Interest on federal funds sold and overnight deposits152 443 
Interest on interest bearing deposits in banks93 115 
Total interest and dividend income18,295 15,621 
Interest expense
Interest on deposits5,410 5,239 
Interest on borrowed funds2,472 1,231 
Interest on subordinated notes143 143 
Total interest expense8,025 6,613 
    Net interest income10,270 9,008 
Credit loss expense (benefit), net235 (230)
    Net interest income after credit loss expense (benefit)10,035 9,238 
Noninterest income
Wealth management income276 255 
Service fees1,657 1,662 
Net gains on sales of loans held for sale389 287 
Net (losses) gains on other investments(35)95 
Other income153 268 
Total noninterest income2,440 2,567 
Noninterest expenses
Salaries and wages3,911 3,553 
Employee benefits1,581 1,489 
Occupancy expense, net652 569 
Equipment expense1,049 943 
Other expenses2,631 2,669 
Total noninterest expenses9,824 9,223 
        Income before provision for income taxes2,651 2,582 
Provision for income taxes
150 165 
        Net income$2,501 $2,417 
Basic earnings per common share$0.55 $0.53 
Diluted earnings per common share$0.55 $0.53 
Weighted average number of common shares outstanding4,538,361 4,519,209 
Weighted average common and potential common shares for diluted EPS4,566,970 4,537,181 
Dividends per common share$0.36 $0.36 

See accompanying notes to unaudited interim consolidated financial statements.

Union Bankshares, Inc. Page 2

UNION BANKSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

Three Months Ended
March 31,
20252024
(Dollars in thousands)
Net income$2,501 $2,417 
Other comprehensive income (loss), net of tax:
Investment securities available-for-sale:
Net unrealized holding gains (losses) arising during the period on investment securities available-for-sale2,563 (2,939)
Total other comprehensive income (loss)2,563 (2,939)
Total comprehensive income (loss)$5,064 $(522)

See accompanying notes to unaudited interim consolidated financial statements.


Union Bankshares, Inc. Page 3

UNION BANKSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited)
Three Month Periods Ended March 31, 2025 and 2024
 Common Stock   Accumulated
other
comprehensive loss		 
 Shares,
net of
treasury		AmountAdditional
paid-in
capital		Retained
earnings		Treasury
stock		Total
stockholders’
equity
 (Dollars in thousands, except per share data)
Balances, December 31, 20244,538,009 $10,024 $3,031 $91,722 $(4,300)$(33,997)$66,480 
  Net income— — — 2,501 — — 2,501 
  Other comprehensive income— — — — — 2,563 2,563 
  Dividend reinvestment plan589 — 13 — 5 — 18 
  Cash dividends declared
      ($0.36 per share)
— — — (1,634)— — (1,634)
  Stock based compensation expense— — 146 — — — 146 
Balances, March 31, 20254,538,598 $10,024 $3,190 $92,589 $(4,295)$(31,434)$70,074 
Balances, December 31, 20234,518,848 $9,991 $2,621 $89,472 $(4,322)$(31,955)$65,807 
  Net income— — — 2,417 — — 2,417 
  Other comprehensive loss— — — — — (2,939)(2,939)
  Dividend reinvestment plan540 — 11 — 5 — 16 
  Cash dividends declared
      ($0.36 per share)
— — — (1,627)— — (1,627)
  Stock based compensation expense— — 146 — — — 146 
Balances, March 31, 20244,519,388 $9,991 $2,778 $90,262 $(4,317)$(34,894)$63,820 
See accompanying notes to unaudited interim consolidated financial statements.

Union Bankshares, Inc. Page 4

UNION BANKSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
 Three Months Ended
March 31,
 20252024
Cash Flows From Operating Activities(Dollars in thousands)
Net income$2,501 $2,417 
Adjustments to reconcile net income to net cash provided by operating activities: 
Depreciation380 418 
Credit loss expense (benefit)235 (230)
Deferred income tax provision12 11 
Net amortization of premiums on investment securities143 132 
Equity in losses of limited partnerships452 412 
Stock based compensation expense146 146 
Net increase in unamortized loan costs— (55)
Proceeds from sales of loans held for sale26,148 21,996 
Origination of loans held for sale(24,610)(22,054)
Net gains on sales of loans held for sale(389)(287)
Net gains on disposals of premises and equipment— (19)
Net losses (gains) on other investments35 (95)
Increase in accrued interest receivable(744)(257)
Amortization of debt issuance costs8 8 
Increase in other assets(35)(1,250)
(Decrease) increase in other liabilities(222)568 
Net cash provided by operating activities4,060 1,861 
Cash Flows From Investing Activities 
Interest bearing deposits in banks 
Proceeds from maturities and redemptions4,980 2,241 
Purchases(3,477)(1,992)
Investment securities available-for-sale
Proceeds from maturities, calls and paydowns5,762 4,133 
Purchases— (1,299)
Net purchases of other investments(20)(36)
Net decrease (increase) in nonmarketable stock462 (2,477)
Net increase in loans(5,427)(5,899)
Recoveries of loans charged off5 1 
Net purchases of premises and equipment(143)(385)
Investments in limited partnerships(194)(604)
Proceeds from sales of premises and equipment— 19 
Net cash provided (used) in investing activities1,948 (6,298)

Union Bankshares, Inc. Page 5

 Three Months Ended
March 31,
 20252024
Cash Flows From Financing Activities(Dollars in thousands)
Advances on long-term borrowings30,000 85,000 
Repayment of long-term borrowings(20,000)(25,000)
Net (decrease) increase in short-term borrowings outstanding(29,000)25,000 
Net increase (decrease) in noninterest bearing deposits6,502 (28,864)
Net decrease in interest bearing deposits(31,976)(115,791)
Net increase in time deposits37,956 10,696 
Dividends paid(1,616)(1,611)
Net cash used by financing activities(8,134)(50,570)
Net decrease in cash and cash equivalents(2,126)(55,007)
Cash and cash equivalents
Beginning of period15,838 77,666 
End of period$13,712 $22,659 
Supplemental Disclosures of Cash Flow Information 
Interest paid$8,288 $6,301 
Dividends paid on Common Stock:
Dividends declared$1,634 $1,627 
Dividends reinvested(18)(16)
$1,616 $1,611 

See accompanying notes to unaudited interim consolidated financial statements.

Union Bankshares, Inc. Page 6

UNION BANKSHARES, INC. AND SUBSIDIARY
NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
Note 1.    Basis of Presentation
The accompanying unaudited interim consolidated financial statements of Union Bankshares, Inc. and Subsidiary (together, the Company) as of March 31, 2025, and for the three months ended March 31, 2025 and 2024, have been prepared in conformity with GAAP for interim financial information, general practices within the banking industry, and the accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (2024 Annual Report). The Company's sole subsidiary is Union Bank. In the opinion of the Company’s management, all adjustments, consisting only of normal recurring adjustments and disclosures necessary for a fair presentation of the information contained herein, have been made. This information should be read in conjunction with the Company’s 2024 Annual Report. The results of operations for the interim period are not necessarily indicative of the results of operations to be expected for the full fiscal year ending December 31, 2025, or any future interim period.
The Company is a “smaller reporting company” and as permitted under the rules and regulations of the SEC, has elected to provide its consolidated statements of income, comprehensive income, cash flows and changes in stockholders’ equity for a two year, rather than three year, period. The Company has also elected to provide certain other scaled disclosures in this report, as permitted for smaller reporting companies. Certain amounts in the 2024 consolidated financial statements have been reclassified to conform to the current year presentation.
In addition to the definitions set forth elsewhere in this report, the acronyms, abbreviations and capitalized terms identified below are used throughout this Form 10-Q, including Part I. "Financial Information" and Part II. "Other Information". The following is provided to aid the reader and provide a reference page when reviewing this Form 10-Q.
ACL:Allowance for credit lossesFHLMC/Freddie Mac:Federal Home Loan Mortgage Corporation
AFS:Available-for-saleGAAP:Generally accepted accounting principles in the United States
ASC:Accounting Standards CodificationHTM:Held-to-maturity
ASU:Accounting Standards UpdateICS:Insured Cash Sweeps of the IntraFi Network
Board:Board of DirectorsMBS:Mortgage-backed security
bp or bps:Basis point(s)MSRs:Mortgage servicing rights
CDARS:Certificate of Deposit Accounts Registry Service of the IntraFi NetworkOAO:Other assets owned
CECL:Current expected credit lossOCI:Other comprehensive income (loss)
Company:Union Bankshares, Inc. and SubsidiaryOREO:Other real estate owned
DCF:
Discounted cash flowRSU:Restricted stock unit
DRIP:Dividend Reinvestment and Stock Purchase PlanSBA:U.S. Small Business Administration
EPS:Earnings per shareSEC:U.S. Securities and Exchange Commission
FASB:Financial Accounting Standards BoardUnion:Union Bank, the sole subsidiary of Union Bankshares, Inc
FDIC:Federal Deposit Insurance CorporationUSDA:U.S. Department of Agriculture
FDICIA:The Federal Deposit Insurance Corporation Improvement Act of 19912014 Equity Plan:2014 Equity Incentive Plan, as amended
FHLB:Federal Home Loan Bank of Boston
2024 Equity Plan:
2024 Equity Incentive Plan
FRB
Federal Reserve Bank of Boston
2024 Annual Report:Annual Report on Form 10-K for the year ended December 31, 2024

Note 2. Legal Contingencies
In the normal course of business, the Company is involved in various legal and other proceedings. In the opinion of management, any liability resulting from such proceedings is not expected to have a material adverse effect on the Company’s consolidated financial condition or results of operations.



Union Bankshares, Inc. Page 7

Note 3. Per Share Information
The following table presents the reconciliation between the calculation of basic EPS and diluted EPS for the three months ended March 31, 2025 and 2024:
For the Three Months
Ended March 31,
20252024
(Dollars in thousands, except per share data)
Net income$2,501 $2,417 
Weighted average common shares outstanding for basic EPS4,538,361 4,519,209 
Dilutive effect of stock-based awards (1)28,609 17,972 
Weighted average common and potential common shares for diluted EPS4,566,970 4,537,181 
Earnings per common share:
Basic EPS$0.55 $0.53 
Diluted EPS$0.55 $0.53 
____________________
(1)Dilutive effect of stock based awards represents the effect of assumed vesting of all outstanding equity compensation awards, which currently consist solely of restricted stock units to be settled in common stock. Unvested awards do not have dividend or dividend equivalent rights.

Note 4. Recent Accounting Pronouncements

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures. This ASU requires public entities, such as the Company, to provide enhanced disclosures on the amount of income taxes paid disaggregated by type and jurisdiction. Adoption is required for annual periods beginning after December 15, 2024 and is not expected to have a material impact on the Company's consolidated financial statements.
In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. Under ASU No. 2024-03, public business entities, such as the Company, are required to disclose in the notes to their financial statements disaggregated information about certain costs and expenses in both annual and interim filings. ASU 2024-03 is effective for the Company for annual reporting periods beginning after December 15, 2026, and is not expected to have a material impact on the Company's consolidated financial statements.

Note 5. Investment Securities

Debt securities AFS as of the balance sheet dates consisted of the following:
March 31, 2025Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Fair
Value
 (Dollars in thousands)
U.S. Government-sponsored enterprises$28,913 $— $(2,850)$26,063 
Agency mortgage-backed201,091 80 (28,698)172,473 
State and political subdivisions55,663 14 (8,794)46,883 
Corporate2,500 1 (28)2,473 
Total$288,167 $95 $(40,370)$247,892 

Union Bankshares, Inc. Page 8

December 31, 2024Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Fair
Value
 (Dollars in thousands)
U.S. Government-sponsored enterprises$29,664 $— $(3,449)$26,215 
Agency mortgage-backed206,170 — (32,895)173,275 
State and political subdivisions55,737 14 (7,201)48,550 
Corporate2,500 2 (38)2,464 
Total$294,071 $16 $(43,583)$250,504 
There were no investment securities HTM at March 31, 2025 or December 31, 2024. At such dates, investment securities AFS with fair value of $95.7 million and $96.0 million, respectively, were pledged as collateral for FHLB borrowings and other credit subject to collateralization, public unit deposits or for other purposes as required or permitted by law. Investment securities AFS pledged as collateral for discount window borrowings at the FRB consisted of U.S. government-sponsored enterprises and Agency MBS with a fair value of $9.7 million at March 31, 2025 and December 31, 2024.

The amortized cost and estimated fair value of debt securities by contractual scheduled maturity as of March 31, 2025 were as follows:
Amortized
Cost		Fair
Value
Available-for-sale(Dollars in thousands)
Due in one year or less$1,020 $1,020 
Due from one to five years14,410 13,372 
Due from five to ten years11,403 10,182 
Due after ten years60,243 50,845 
 87,076 75,419 
Agency mortgage-backed201,091 172,473 
Total debt securities available-for-sale$288,167 $247,892 

Actual maturities may differ for certain debt securities that may be called by the issuer prior to the contractual maturity. Actual maturities usually differ from contractual maturities on agency MBS because the mortgages underlying the securities may be prepaid, usually without any penalties. Therefore, these agency MBS are shown separately and are not included in the contractual maturity categories in the above maturity summary.

Information pertaining to all AFS debt securities with gross unrealized losses, for which an ACL has not been recorded, as of the balance sheet dates, aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:
March 31, 2025Less Than 12 Months12 Months and overTotal
 Number
of
Securities		Fair
Value		Gross
Unrealized
Losses		Number
of
Securities		Fair
Value		Gross
Unrealized
Losses		Number
of
Securities		Fair
Value		Gross
Unrealized
Losses
(Dollars in thousands)
U.S. Government-
  sponsored enterprises		1 $1,931 $(64)26 $24,132 $(2,786)27 $26,063 $(2,850)
Agency mortgage-backed8 28,308 (333)87 130,242 (28,365)95 158,550 (28,698)
State and political
  subdivisions		1 1,522 (51)52 44,846 (8,743)53 46,368 (8,794)
Corporate2 998 (1)2 973 (27)4 1,971 (28)
Total12 $32,759 $(449)167 $200,193 $(39,921)179 $232,952 $(40,370)

Union Bankshares, Inc. Page 9

December 31, 2024Less Than 12 Months12 Months and overTotal
 Number
of
Securities		Fair
Value		Gross
Unrealized
Losses		Number
of
Securities		Fair
Value		Gross
Unrealized
Losses		Number
of
Securities		Fair
Value		Gross
Unrealized
Losses
(Dollars in thousands)
U.S. Government-
  sponsored enterprises		1 $2,012 $(69)26 $24,203 $(3,380)27 $26,215 $(3,449)
Agency mortgage-backed11 43,367 (784)87 129,908 (32,111)98 173,275 (32,895)
State and political
  subdivisions		1 1,564 (8)52 46,470 (7,193)53 48,034 (7,201)
Corporate1 499 (1)3 1,463 (37)4 1,962 (38)
Total14 $47,442 $(862)168 $202,044 $(42,721)182 $249,486 $(43,583)

AFS debt securities in unrealized loss positions are evaluated for impairment related to credit losses at least quarterly. For AFS debt securities in an unrealized loss position, management first assesses whether it intends to sell, or it is more likely than not that the Company will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through earnings. For AFS debt securities that do not meet the above criteria, management evaluates whether the decline in fair value has resulted from credit losses 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 and the issuer, among other factors. If this assessment indicates that a credit loss exists, management compares the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an ACL is recorded, limited to the amount that the fair value of the security is less than its amortized cost basis. For AFS debt securities, any decline in fair value that has not been recorded through an ACL is recognized in other comprehensive income (loss), net of applicable taxes.

No ACL for AFS debt securities was recorded at March 31, 2025 or December 31, 2024. Accrued interest receivable on AFS debt securities totaled $885 thousand and $1.2 million at March 31, 2025 and December 31, 2024, respectively, and is excluded from the estimate of credit losses.

There were no sales of investment securities AFS for the three months ended March 31, 2025 or 2024.
Note 6.  Loans
Loans receivable that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at their unpaid principal balances, adjusted for any charge-offs, the ACL, and any deferred fees or costs on originated loans and unamortized premiums or discounts on purchased loans.
Loan interest income is accrued daily on outstanding balances. The following accounting policies, related to accrual and nonaccrual loans, apply to all portfolio segments and loan classes, which the Company considers to be the same. The accrual of interest is normally discontinued when a loan is specifically determined to be impaired and/or management believes, after considering collection efforts and other factors, that the borrower's financial condition is such that collection of interest is doubtful. In general, loans that are 90 days or more past due are placed in nonaccrual, unless there are circumstances that cause management to believe the collection of interest is not doubtful. Generally, any unpaid interest previously accrued on those loans is reversed against current period interest income. A loan may be restored to accrual status when its financial status has significantly improved and there is no principal or interest past due. A loan may also be restored to accrual status if the borrower makes six consecutive monthly payments or the lump sum equivalent. Income on nonaccrual loans is generally not recognized unless a loan is returned to accrual status or after all principal has been collected. Interest payments received on such loans are generally applied as a reduction of the loan principal balance. Delinquency status is determined based on contractual terms for all portfolio segments and loan classes. Loans past due 30 days or more are considered delinquent. Loans are considered in process of foreclosure when a judgment of foreclosure has been issued by the court.
Loan origination fees and direct loan origination costs are deferred and amortized as an adjustment of the related loan's yield using methods that approximate the interest method. The Company generally amortizes these amounts over the estimated average life of the related loans.
The Company evaluates the risk characteristics of its loans based on regulatory call report code with segmentation based on the underlying collateral or purpose for certain loan types.

Union Bankshares, Inc. Page 10

The composition of Net loans as of the balance sheet dates, by regulatory call report code segmentation based on underlying collateral or purpose for certain loan types, was as follows:
March 31,
2025		December 31,
2024
Residential real estate(Dollars in thousands)
Non-revolving residential real estate$441,149 $445,425 
Revolving residential real estate22,177 21,884 
Construction real estate
Commercial construction real estate51,385 54,985 
Residential construction real estate56,089 51,202 
Commercial real estate
Non-residential commercial real estate334,444 330,010 
Multi-family residential real estate106,392 104,328 
Commercial34,310 35,175 
Consumer2,824 2,523 
Municipal112,389 110,204 
    Gross loans1,161,159 1,155,736 
ACL on loans(8,110)(7,680)
Net deferred loan costs2,162 2,162 
    Net loans$1,155,211 $1,150,218 
Qualifying residential first mortgage loans and certain commercial real estate loans with an aggregate carrying value of $401.9 million and $394.5 million were pledged as collateral for borrowings from the FHLB under a blanket lien at March 31, 2025 and December 31, 2024, respectively.
Accrued interest receivable on loans totaled $6.3 million and $5.2 million at March 31, 2025 and December 31, 2024, respectively, and is excluded from the estimate of credit losses described in Note 7.

Note 7.  Allowance for Credit Losses on Loans and Off-Balance Sheet Credit Exposures
The level of the ACL on loans represents management's estimate of expected credit losses over the expected life of the loans at the balance sheet date. For all loan segments, loan losses are charged against the ACL on loans when management believes the loan balance is uncollectible or in accordance with federal guidelines. Subsequent recoveries, if any, are credited to the ACL on loans.
The ACL on loans is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. The ACL on loans is comprised of reserves measured on a collective (pool) basis based on a lifetime loss-rate model when similar risk characteristics exist. Loans that do not share risk characteristics are evaluated on an individual basis, generally larger non-accruing commercial loans.
The Company uses the DCF method to estimate expected credit losses for all loan pools. For each of the loan segments, the Company generates cash flow projections at the instrument level wherein payment expectations are adjusted for estimated prepayment speed, curtailments, time to recovery, and loss rates. The modeling of expected prepayment speeds, curtailment rates, and time to recovery are based on historical benchmark data.
The Company uses regression analysis of historical internal and peer data to determine suitable loss drivers to utilize when modeling lifetime loss rates. This analysis also determines how expected loss rates will react to forecasted levels of the loss drivers. For all loan pools utilizing the DCF method, management utilizes and forecasts national unemployment as a loss driver.
For all DCF models, management has determined that four quarters represents a reasonable and supportable forecast period and reverts back to a historical loss rate over four quarters on a straight-line basis. Management leverages economic projections from a reputable and independent third party to inform its loss driver forecasts over the four-quarter forecast period.
The combination of adjustments for credit expectations (default and loss) and timing expectations (prepayment, curtailment, and time to recovery) produces an expected cash flow stream at the instrument level that represents the sum of expected losses to determine the estimated ACL on loans.

Union Bankshares, Inc. Page 11

The ACL on loans evaluation also considers various qualitative factors, including changes in policy and/or underwriting standards, actual or expected changes in economic trends and conditions, changes in the nature and volume of the portfolio, changes in credit and lending staff/administration, problem loan trends, credit risk concentrations, loan review results, changes in the value of underlying collateral for loans, and changes in the regulatory and business environment.
Certain loans are individually evaluated for estimated credit losses, including those greater than $500 thousand that are classified as substandard or doubtful and are on nonaccrual or that have other unique characteristics differing from the segment. Specific reserves are established when appropriate for such loans based on the present value of expected future cash flows of the loan or the estimated realizable value of the collateral, if any.
Risk characteristics relevant to each portfolio segment are as follows:
•Residential real estate - Loans in this segment are collateralized by owner-occupied 1-4 family residential real estate, second and vacation homes, 1-4 family investment properties, home equity and second mortgage loans. Repayment is dependent on the credit quality of the individual borrower. The overall health of the economy, including unemployment rates and housing prices, could have an effect on the credit quality of this segment.
•Construction real estate - Loans in this segment include residential and commercial construction properties, commercial real estate development loans (while in the construction phase of the projects), land and land development loans. Repayment is dependent on the credit quality of the individual borrower and/or the underlying cash flows generated by the properties being constructed. The overall health of the economy, including unemployment rates, housing prices, vacancy rates and material costs, could have an effect on the credit quality of this segment.
•Commercial real estate - Loans in this segment are primarily properties occupied by businesses or income-producing properties. The underlying cash flows generated by the properties may be adversely impacted by a downturn in the economy as evidenced by a general slowdown in business or increased vacancy rates which, in turn, could have an effect on the credit quality of this segment. Management requests business financial statements at least annually and monitors the cash flows of these loans.
•Commercial - Loans in this segment are made to businesses and are generally secured by non-real estate assets of the business. Repayment is expected from the cash flows of the business. A weakened economy, and resultant decreased consumer or business spending, could have an effect on the credit quality of this segment.
•Consumer - Loans in this segment are made to individuals for personal expenditures, such as automobile purchases, and include unsecured loans. Repayment is primarily dependent on the credit quality of the individual borrower. The overall health of the economy, including unemployment, could have an effect on the credit quality of this segment.
•Municipal - Loans in this segment are made to municipalities located within the Company's service area. Repayment is primarily dependent on taxes or other funds collected by the municipalities. Management considers there to be minimal risk surrounding the credit quality of this segment.



Union Bankshares, Inc. Page 12

Changes in the ACL on loans, by segment of loans, for the three months ended March 31, 2025 and 2024 were as follows:
For The Three Months Ended March 31, 2025Balance,
December 31, 2024		Charge-OffsRecoveriesCredit Loss Expense (Benefit)Balance,
March 31, 2025
(Dollars in thousands)
Non-revolving residential real estate$3,212 $— $5 $(351)$2,866 
Revolving residential real estate280 — — (80)200 
Residential real estate3,492 — 5 (431)3,066 
Commercial construction real estate651 — — 171 822 
Residential construction real estate102 — — 94 196 
Construction real estate753 — — 265 1,018 
Non-residential commercial real estate2,766 — — 489 3,255 
Multi-family residential real estate212 — — 46 258 
Commercial real estate2,978 — — 535 3,513 
Commercial377 — — 50 427 
Consumer6 (4)— 5 7 
Municipal74 — — 5 79 
Total$7,680 $(4)$5 $429 $8,110 

For The Three Months Ended March 31, 2024Balance,
December 31, 2023		Charge-OffsRecoveriesCredit Loss Expense (Benefit)Balance,
March 31, 2024
(Dollars in thousands)
Non-revolving residential real estate$2,361 $— $1 $483 $2,845 
Revolving residential real estate159 — — 88 247 
Residential real estate2,520 — 1 571 3,092 
Commercial construction real estate1,035 — — (615)420 
Residential construction real estate163 — — (70)93 
Construction real estate1,198 — — (685)513 
Non-residential commercial real estate2,182 — — 272 2,454 
Multi-family residential real estate244 — — (36)208 
Commercial real estate2,426 — — 236 2,662 
Commercial352 — — (45)307 
Consumer5 — — 1 6 
Municipal65 — — — 65 
Total$6,566 $— $1 $78 $6,645 



Union Bankshares, Inc. Page 13

The Company's ACL on off-balance sheet credit exposures is recognized as a liability within Accrued interest and other liabilities on the consolidated balance sheets, with adjustments to the ACL recognized in Credit loss expense (benefit) in the consolidated statements of income. The Company's activity in the ACL on off-balance sheet credit exposures for the three months ended March 31, 2025 and 2024 were as follows:
For the Three Months Ended March 31,
20252024
ACL on Off-Balance Sheet Credit Exposures(Dollars in thousands)
Balance at beginning of period$1,071 $1,233 
Credit loss benefit(194)(308)
Balance at end of period$877 $925 

Risk and collateral ratings are assigned to loans and are subject to ongoing monitoring by lending and credit personnel, with such ratings updated annually or more frequently if warranted. The following is an overview of the Company's loan rating system:
1-3 Rating - Pass
Risk-rating grades "1" through "3" comprise those loans ranging from those with lower than average credit risk, defined as borrowers with high liquidity, excellent financial condition, strong management, favorable industry trends or loans secured by highly liquid assets, through those with marginal credit risk, defined as borrowers that, while creditworthy, exhibit some characteristics requiring special attention by the account officer.
4-4.5 Rating - Satisfactory/Monitor
Borrowers exhibit potential credit weaknesses or downward trends warranting management's attention. While potentially weak, these borrowers are currently marginally acceptable; no loss of principal or interest is envisioned. When warranted, these credits may be monitored on the watch list.
5-7 Rating - Substandard
Borrowers exhibit well defined weaknesses that jeopardize the orderly liquidation of debt. The loan may be inadequately protected by the net worth and paying capacity of the obligor and/or the underlying collateral is inadequate.



Union Bankshares, Inc. Page 14

The following tables summarize the Company's loans by year of origination and by loan ratings applied by management to the Company's loans by segment as of March 31, 2025 and December 31, 2024:
March 31, 202520252024202320222021PriorRevolvingTotal
Residential Real Estate(Dollars in thousands)
Pass$6,855 $79,880 $66,217 $96,741 $77,891 $76,531 $— $404,115 
Satisfactory/Monitor1,538 5,179 6,436 10,789 3,601 8,359 — 35,902 
Substandard— 25 — 1,106 — 1 — 1,132 
Non-revolving residential real estate8,393 85,084 72,653 108,636 81,492 84,891 — 441,149 
Pass— — — — — — 20,694 20,694 
Satisfactory/Monitor— — — — — — 1,460 1,460 
Substandard— — — — — — 23 23 
Revolving residential real estate— — — — — — 22,177 22,177 
Construction Real Estate
Pass1,913 8,663 1,574 4,442 1,459 1,181 — 19,232 
Satisfactory/Monitor— 16,455 2,149 — 1,174 215 — 19,993 
Substandard— — 12,160 — — — — 12,160 
Commercial construction real estate1,913 25,118 15,883 4,442 2,633 1,396 — 51,385 
Pass3,460 37,394 6,133 965 — — — 47,952 
Satisfactory/Monitor1,183 2,152 872 171 2,130 1,629 — 8,137 
Substandard— — — — — — — — 
Residential construction real estate4,643 39,546 7,005 1,136 2,130 1,629 — 56,089 
Commercial Real Estate
Pass4,563 3,406 8,564 47,779 29,530 77,047 6,681 177,570 
Satisfactory/Monitor1,529 54,653 18,971 18,269 15,821 28,151 14,926 152,320 
Substandard— — — — — 4,533 21 4,554 
Non-residential commercial real estate6,092 58,059 27,535 66,048 45,351 109,731 21,628 334,444 
Pass— 1,050 279 4,297 9,973 37,785 — 53,384 
Satisfactory/Monitor— 1,211 5,620 14,864 10,212 20,849 — 52,756 
Substandard— — — — — 252 — 252 
Multi-family residential real estate— 2,261 5,899 19,161 20,185 58,886 — 106,392 
Pass932 2,862 2,012 2,879 1,417 7,453 3,491 21,046 
Satisfactory/Monitor410 1,860 2,748 2,030 1,925 2,581 948 12,502 
Substandard— 47 — — — — 715 762 
Commercial1,342 4,769 4,760 4,909 3,342 10,034 5,154 34,310 
Pass681 1,001 683 78 34 218 23 2,718 
Satisfactory/Monitor106 — — — — — — 106 
Substandard— — — — — — — — 
Consumer787 1,001 683 78 34 218 23 2,824 
Pass4,786 91,863 10,199 683 524 4,334 — 112,389 
Satisfactory/Monitor— — — — — — — — 
Substandard— — — — — — — — 
Municipal4,786 91,863 10,199 683 524 4,334 — 112,389 
Total Loans$27,956 $307,701 $144,617 $205,093 $155,691 $271,119 $48,982 $1,161,159 


Union Bankshares, Inc. Page 15

December 31, 202420242023202220212020PriorRevolvingTotal
Residential Real Estate(Dollars in thousands)
Pass$83,371 $70,515 $100,168 $79,234 $27,326 $51,661 $— $412,275 
Satisfactory/Monitor5,381 5,065 10,744 3,642 2,450 5,627 — 32,909 
Substandard— — — — 158 83 — 241 
Non-revolving residential real estate88,752 75,580 110,912 82,876 29,934 57,371 — 445,425 
Pass— — — — — — 20,516 20,516 
Satisfactory/Monitor— — — — — — 1,344 1,344 
Substandard— — — — — — 24 24 
Revolving residential real estate— — — — — — 21,884 21,884 
Construction Real Estate
Pass8,968 2,216 4,514 1,460 559 714 — 18,431 
Satisfactory/Monitor13,524 15,276 1,760 5,800 53 141 — 36,554 
Substandard— — — — — — — — 
Commercial construction real estate22,492 17,492 6,274 7,260 612 855 — 54,985 
Pass34,189 8,725 960 — — — — 43,874 
Satisfactory/Monitor2,199 1,547 136 2,307 1,139 — — 7,328 
Substandard— — — — — — — — 
Residential construction real estate36,388 10,272 1,096 2,307 1,139 — — 51,202 
Commercial Real Estate
Pass3,427 10,481 49,645 31,969 17,227 64,073 5,431 182,253 
Satisfactory/Monitor48,068 17,365 15,874 13,967 5,297 27,610 14,954 143,135 
Substandard— — — — 1,606 2,969 47 4,622 
Non-residential commercial real estate51,495 27,846 65,519 45,936 24,130 94,652 20,432 330,010 
Pass1,720 283 4,329 10,115 1,853 31,787 — 50,087 
Satisfactory/Monitor563 2,484 14,980 10,291 5,535 20,132 — 53,985 
Substandard— — — — — 256 — 256 
Multi-family residential real estate2,283 2,767 19,309 20,406 7,388 52,175 — 104,328 
Pass3,224 2,583 4,417 1,517 370 7,492 3,483 23,086 
Satisfactory/Monitor1,958 2,438 899 1,977 203 2,595 1,295 11,365 
Substandard— — — — — — 724 724 
Commercial5,182 5,021 5,316 3,494 573 10,087 5,502 35,175 
Pass1,253 777 105 53 66 188 24 2,466 
Satisfactory/Monitor57 — — — — — — 57 
Substandard— — — — — — — — 
Consumer1,310 777 105 53 66 188 24 2,523 
Pass93,280 10,482 1,363 606 1,272 3,201 — 110,204 
Satisfactory/Monitor— — — — — — — — 
Substandard— — — — — — — — 
Municipal93,280 10,482 1,363 606 1,272 3,201 — 110,204 
Total Loans$301,182 $150,237 $209,894 $162,938 $65,114 $218,529 $47,842 $1,155,736 

Gross charge-offs for the three months ended March 31, 2025 consisted of two consumer loans totaling $4 thousand that were originated in 2023. There were no gross charge-off for the three months ended March 31, 2024.



Union Bankshares, Inc. Page 16

A summary of current and past due loans as of March 31, 2025 and December 31, 2024 follows:
March 31, 202530-59 Days60-89 Days90 Days and OverTotal Past DueCurrentTotal
(Dollars in thousands)
Residential real estate
Non-revolving residential real estate$1,832 $— $695 $2,527 $438,622 $441,149 
Revolving residential real estate— — — — 22,177 22,177 
Construction real estate
Commercial construction real estate82 — — 82 51,303 51,385 
Residential construction real estate— — — — 56,089 56,089 
Commercial real estate
Non-residential commercial real estate289 — — 289 334,155 334,444 
Multi-family residential real estate— — — — 106,392 106,392 
Commercial— — 48 48 34,262 34,310 
Consumer— — — — 2,824 2,824 
Municipal— — — — 112,389 112,389 
Total$2,203 $— $743 $2,946 $1,158,213 $1,161,159 

December 31, 202430-59 Days60-89 Days90 Days and OverTotal Past DueCurrentTotal
(Dollars in thousands)
Residential real estate
Non-revolving residential real estate$1,560 $1,158 $241 $2,959 $442,466 $445,425 
Revolving residential real estate— — — — 21,884 21,884 
Construction real estate
Commercial construction real estate— — — — 54,985 54,985 
Residential construction real estate— — — — 51,202 51,202 
Commercial real estate
Non-residential commercial real estate355 46 — 401 329,609 330,010 
Multi-family residential real estate— — — — 104,328 104,328 
Commercial45 — — 45 35,130 35,175 
Consumer— 4 — 4 2,519 2,523 
Municipal— — — — 110,204 110,204 
Total$1,960 $1,208 $241 $3,409 $1,152,327 $1,155,736 
A summary of nonaccrual loans as of March 31, 2025 and December 31, 2024 follows:
March 31, 2025NonaccrualNonaccrual With No Allowance for Credit Losses90 Days and Over and Accruing
Residential real estate(Dollars in thousands)
Non-revolving residential real estate$670 $— $25 
Construction real estate
Commercial construction real estate12,160 — — 
Commercial real estate
Non-residential commercial real estate1,593 1,593 — 
Commercial541 — — 
Total$14,964 $1,593 $25 


Union Bankshares, Inc. Page 17

December 31, 2024NonaccrualNonaccrual With No Allowance for Credit Losses90 Days and Over and Accruing
Residential real estate(Dollars in thousands)
Non-revolving residential real estate$— $— $241 
Commercial real estate
Non-residential commercial real estate1,652 1,652 — 
Total$1,652 $1,652 $241 
There were no loans in process of foreclosure at March 31, 2025 and one residential real estate loan totaling $8 thousand in process of foreclosure at December 31, 2024. Aggregate interest on nonaccrual loans not recognized was $416 thousand as of March 31, 2025 and $235 thousand as of December 31, 2024.
Loans that do not share risk characteristics are evaluated on an individual basis. Loans that are individually evaluated and collateral dependent represent loans that the Company has determined foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and the Company expects repayment of the loan to be provided substantially through the sale of the collateral. For these loans, the ACL is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan at the measurement date.
The following table presents collateral dependent loans to borrowers experiencing financial difficulty by loan class and collateral type as of the balance sheet dates:
March 31, 2025December 31, 2024
(Dollars in thousands)
Commercial construction real estate$12,160 $— 
Non-residential commercial real estate4,187 4,246 
Commercial541 500 
Total$16,888 $4,746 

Collateral dependent loans are loans for which the repayment is expected to be provided substantially by the underlying collateral and there are no other available and reliable sources of repayment.

Occasionally, the Company modifies loans to borrowers experiencing financial difficulty by providing interest rate reductions, term extensions, payment deferrals or principal forgiveness. When principal forgiveness is provided, the amount of forgiveness is charged off against the ACL on loans. There were no loan modifications to borrowers experiencing financial difficulty during the three months ended March 31, 2025 or 2024.
The following table presents the performance of loans as of March 31, 2025 that have been modified in the last twelve months:
March 31, 2025CurrentPast Due
30-89 Days		Past Due 90 Days and Over
(Dollars in thousands)
Non-revolving residential real estate$12 $— $— 
Non-residential commercial real estate2,849 — — 
Commercial44 — — 

There were no loans to borrowers experiencing financial difficulty that were modified within the previous twelve months that had subsequently defaulted during the three months ended March 31, 2025. Loans are considered defaulted at 90 days past due.

At March 31, 2025, the Company was not committed to lend any additional funds to borrowers experiencing financial difficulty for which the Company modified the terms of the loans in the form of principal forgiveness, an interest rate reduction, an other-than-insignificant payment delay, or a term extension.



Union Bankshares, Inc. Page 18

Note 8.  Stock Based Compensation
Under the Union Bankshares, Inc. 2024 Equity Plan, a total of 250,000 shares of the Company’s common stock have been reserved for equity awards of incentive stock options, nonqualified stock options, restricted stock and RSUs to eligible officers and (except for awards of incentive stock options) nonemployee directors. Shares available for issuance of awards under the 2024 Equity Plan consist of unissued shares of the Company’s common stock and/or shares held in treasury. The 2024 Equity Plan replaces, and is substantially similar to, the Company’s 2014 Equity Plan.

RSUs. Each outstanding RSU represents the right to receive one share of the Company's common stock upon satisfaction of applicable vesting conditions. The general terms of the awards are described in the Company's 2024 Annual Report. Prior to vesting, the RSUs do not earn dividends or dividend equivalents, nor do they bear any voting rights.
The following table summarizes the RSUs awarded to Company executives in 2025 under the 2024 Equity Compensation Plan, and the number of such RSUs remaining unvested as of March 31, 2025:
Number of RSUs GrantedWeighted Average Grant Date Fair ValueNumber of Unvested RSUs
2025 Award18,139$32.70 18,139
Total18,13918,139

The following table summarizes the RSUs awarded to Company executives in 2023 and 2024 under the 2014 Equity Plan, and the number of such RSUs remaining unvested as of March 31, 2025:
Number of RSUs GrantedWeighted Average Grant Date Fair ValueNumber of Unvested RSUs
2023 Award19,282$26.90 2,508
2024 Award19,910$28.87 11,280
Total39,19213,788

No new grants will be made under the 2014 Equity Plan.
Unrecognized compensation expense related to the unvested RSUs under both plans as of March 31, 2025 and 2024 was $740 thousand and $680 thousand, respectively, and $393 thousand as of December 31, 2024.
On May 15, 2024, the Company's board of directors, as a component of total director compensation, granted an aggregate of 3,736 RSUs to the Company's non-employee directors under the 2014 Equity Incentive Plan. Each RSU represents the right to receive one share of the Company's common stock upon satisfaction of applicable vesting conditions. The RSUs will vest in May 2025, subject to continued board service through the vesting date, other than in the case of the director's death or disability. Prior to vesting, the RSUs do not earn dividends or dividend equivalents, nor do they bear any voting rights. Unrecognized director compensation expense related to the unvested RSUs as of March 31, 2025 was $16 thousand.

Note 9. Subordinated Notes
In August 2021, the Company completed the private placement of $16.5 million in aggregate principal amount of fixed-to-floating rate subordinated notes due 2031 (the "Notes") to certain qualified institutional buyers and accredited investors. The Notes initially bear interest, payable semi-annually, at the rate of 3.25% per annum, until September 1, 2026. From and including September 1, 2026, the interest rate applicable to the outstanding principal amount due will reset quarterly to the then current three-month secured overnight financing rate (SOFR) plus 263 basis points. At its option, the Company may redeem the Notes, in whole or in part, beginning with the interest payment date of September 1, 2026 but not generally prior thereto, and on any scheduled interest payment date thereafter. The Notes qualify as Tier 2 capital instruments for the Company under bank holding company regulatory capital guidelines.
The Company used the proceeds primarily to provide additional Tier 1 capital to the Company's wholly-owned subsidiary, Union Bank, to support its growth and for other general corporate purposes.
The unamortized issuance costs of the Notes were $219 thousand and $227 thousand at March 31, 2025 and December 31, 2024, respectively. The Company recorded $8 thousand of issuance costs in interest expense for the three months ended March 31, 2025 and 2024. The Notes are presented net of unamortized issuance costs in the consolidated balance sheets.



Union Bankshares, Inc. Page 19

Note 10. Other Comprehensive Income (Loss)
Accounting principles generally require recognized revenue, expenses, gains and losses be included in net income or loss. Certain changes in assets and liabilities, such as the after tax effect of unrealized gains and losses on investment securities AFS that have not been recorded through an ACL are not reflected in the consolidated statements of income. The cumulative effect of such items, net of tax effect, is reported as a separate component of the equity section of the consolidated balance sheets (Accumulated OCI). OCI, along with net income, comprises the Company's total comprehensive income or loss.

As of the balance sheet dates, the components of Accumulated OCI, net of tax, were:
March 31, 2025December 31, 2024
 (Dollars in thousands)
Net unrealized losses on investment securities AFS$(31,434)$(33,997)

The following tables disclose the tax effects allocated to each component of OCI for the three months ended March 31:
 Three Months Ended
March 31, 2025March 31, 2024
Before-Tax AmountTax ExpenseNet-of-Tax AmountBefore-Tax Amount
Tax Benefit
Net-of-Tax Amount
Investment securities AFS:(Dollars in thousands)
Net unrealized holding gains (losses) arising during the period on investment securities AFS$3,294 $(731)$2,563 $(3,767)$828 $(2,939)
Total other comprehensive income (loss)$3,294 $(731)$2,563 $(3,767)$828 $(2,939)
There were no reclassification adjustments from OCI for the three months ended March 31, 2025 or 2024.
Note 11. Fair Value Measurement
The Company utilizes FASB ASC Topic 820, Fair Value Measurement, as guidance for accounting for assets and liabilities carried at fair value. This standard defines fair value as the price that would be received, without adjustment for transaction costs, to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The guidance in FASB ASC Topic 820 establishes a three-level fair value hierarchy, which prioritizes the inputs used in measuring fair value. A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The three levels of the fair value hierarchy are:
•Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
•Level 2 - Quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability;
•Level 3 - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

The following is a description of the valuation methodologies used for the Company’s assets that are measured on a recurring basis at estimated fair value:
Investment securities AFS: Certain U.S. Treasury notes have been valued using unadjusted quoted prices from active markets and therefore have been classified as Level 1. However, the majority of the Company’s AFS securities have been valued utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include market maker bids, quotes and pricing models. Inputs to the pricing models include recent trades, benchmark interest rates, spreads and actual and projected cash flows.
Mutual funds: Mutual funds have been valued using unadjusted quoted prices from active markets and therefore have been classified as Level 1.


Union Bankshares, Inc. Page 20

Assets measured at fair value on a recurring basis at March 31, 2025 and December 31, 2024, segregated by fair value hierarchy level, are summarized below:
 Fair Value Measurements
 Fair
Value		Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)		Significant
Other
Observable
Inputs
(Level 2)		Significant
Unobservable
Inputs
(Level 3)
March 31, 2025:(Dollars in thousands)
Debt securities AFS:
U.S. Government-sponsored enterprises$26,063 $2,754 $23,309 $— 
Agency mortgage-backed172,473 — 172,473 — 
State and political subdivisions46,883 — 46,883 — 
Corporate2,473 — 2,473 — 
Total debt securities$247,892 $2,754 $245,138 $— 
Other investments:
Mutual funds$1,739 $1,739 $— $— 
December 31, 2024:    
Debt securities AFS:    
U.S. Government-sponsored enterprises$26,215 $2,702 $23,513 $— 
Agency mortgage-backed173,275 — 173,275 — 
State and political subdivisions48,550 — 48,550 — 
Corporate2,464 — 2,464 — 
Total debt securities$250,504 $2,702 $247,802 $— 
Other investments:
Mutual funds$1,754 $1,754 $— $— 

There were no transfers in or out of Levels 1 and 2 during the three months ended March 31, 2025 or the year ended December 31, 2024, nor were there any Level 3 assets at any time during these periods. Certain other assets and liabilities are measured at fair value on a nonrecurring basis, that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). Assets and liabilities measured at fair value on a nonrecurring basis in periods after initial recognition, such as collateral dependent individually evaluated loans, MSRs and OREO, were not considered material at March 31, 2025 or December 31, 2024. The Company has not elected to apply the fair value method to any financial assets or liabilities other than those situations where other accounting pronouncements require fair value measurements.

FASB ASC Topic 825, Financial Instruments, requires disclosure of the estimated fair value of financial instruments. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Management’s estimates and assumptions are inherently subjective and involve uncertainties and matters of significant judgment. Changes in assumptions could dramatically affect the estimated fair values.

Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. Certain financial instruments and all nonfinancial instruments may be excluded from disclosure requirements. Thus, the aggregate fair value amounts presented may not necessarily represent the actual underlying fair value of such instruments of the Company.



Union Bankshares, Inc. Page 21

As of the balance sheet dates, the estimated fair values and related carrying amounts of the Company's significant financial instruments were as follows:
March 31, 2025
Fair Value Measurements
Carrying
Amount		Estimated Fair
Value		Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)		Significant
Other
Observable
Inputs
(Level 2)		Significant
Unobservable
Inputs
(Level 3)
(Dollars in thousands)
Financial assets
Cash and cash equivalents$13,712 $13,712 $13,712 $— $— 
Interest bearing deposits in banks7,959 7,959 — 7,959 — 
Investment securities249,631 249,631 4,493 245,138 — 
Loans held for sale4,055 4,110 — 4,110 — 
Loans, net
Residential real estate461,123 429,540 — — 429,540 
Construction real estate106,656 105,719 — — 105,719 
Commercial real estate438,144 417,539 — — 417,539 
Commercial33,946 32,753 — — 32,753 
Consumer2,823 2,769 — — 2,769 
Municipal112,519 109,937 — — 109,937 
Accrued interest receivable7,213 7,213 — 885 6,328 
Nonmarketable equity securities10,889 N/AN/AN/AN/A
Financial liabilities
Deposits
Noninterest bearing$232,550 $232,550 $232,550 $— $— 
Interest bearing682,886 682,886 682,886 — — 
Time265,940 265,200 — 265,200 — 
Borrowed funds
Long-term240,696 242,195 — 242,195 — 
Subordinated notes16,281 16,831 — 16,831 — 
Accrued interest payable3,056 3,056 — 3,056 — 

Union Bankshares, Inc. Page 22

 December 31, 2024
 Fair Value Measurements
Carrying
Amount		Estimated Fair
Value		Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)		Significant
Other
Observable
Inputs
(Level 2)		Significant
Unobservable
Inputs
(Level 3)
(Dollars in thousands)
Financial assets
Cash and cash equivalents$15,838 $15,838 $15,838 $— $— 
Interest bearing deposits in banks9,462 9,449 — 9,449 — 
Investment securities252,258 252,258 4,456 247,802 — 
Loans held for sale5,204 5,303 — 5,303 — 
Loans, net
Residential real estate464,691 425,103 — — 425,103 
Construction real estate105,633 103,672 — — 103,672 
Commercial real estate432,173 395,713 — — 395,713 
Commercial34,863 33,096 — — 33,096 
Consumer2,522 2,477 — — 2,477 
Municipal110,336 108,163 — — 108,163 
Accrued interest receivable6,470 6,470 — 1,226 5,244 
Nonmarketable equity securities11,352 N/AN/AN/AN/A
Financial liabilities
Deposits
Noninterest bearing$226,048 $226,048 $226,048 $— $— 
Interest bearing714,862 714,862 714,862 — — 
Time227,984 226,890 — 226,890 — 
Borrowed funds
Short-term29,000 28,946 — 28,946 — 
Long-term230,696 229,613 — 229,613 — 
Subordinated notes16,273 16,128 — 16,128 — 
Accrued interest payable3,319 3,319 — 3,319 — 
The carrying amounts in the preceding tables are included in the consolidated balance sheets under the applicable captions. Accrued interest receivable and nonmarketable equity securities are included in Other assets in the consolidated balance sheets.

Note 12. Subsequent Events
Subsequent events represent events or transactions occurring after the balance sheet date but before the financial statements are issued. Financial statements are considered “issued” when they are widely distributed to shareholders and others for general use and reliance in a form and format that complies with GAAP. Events occurring subsequent to March 31, 2025 have been evaluated as to their potential impact to the consolidated financial statements.
On April 16, 2025, the Company declared a regular quarterly cash dividend of $0.36 per share, payable May 1, 2025, to stockholders of record on April 26, 2025.


Union Bankshares, Inc. Page 23

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
GENERAL
The following discussion and analysis focuses on those factors that, in management's view, had a material effect on the financial position of the Company as of March 31, 2025 and December 31, 2024, and its results of operations for the three months ended March 31, 2025 and 2024. This discussion is being presented to provide a narrative explanation of the consolidated financial statements and should be read in conjunction with the consolidated financial statements and related notes and with other financial data appearing elsewhere in this filing and with the Company's 2024 Annual Report. In the opinion of the Company's management, the interim unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments and disclosures necessary to fairly present the Company's consolidated financial position and results of operations for the interim periods presented. Management is not aware of the occurrence of any events after March 31, 2025 which would materially affect the information presented.
Please refer to Note 1 in the Company's unaudited interim consolidated financial statements at Part I, Item 1 of this Report for definitions of acronyms, abbreviations and capitalized terms used throughout the following discussion and analysis.

CAUTIONARY ADVICE ABOUT FORWARD LOOKING STATEMENTS
The Company, "we," "us," "our," may from time to time make written or oral statements that are considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may include financial projections, statements of plans and objectives for future operations, estimates of future economic performance or conditions and assumptions relating thereto. The Company may include forward-looking statements in its filings with the SEC, in its reports to stockholders, including this quarterly report, in press releases, other written materials, and in statements made by senior management to analysts, rating agencies, institutional investors, representatives of the media and others.

Forward-looking statements are based on the current assumptions underlying the statements and other information with respect to the beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions of management and the financial condition, results of operations, future performance and business are only expectations of future results. Although the Company believes that the expectations reflected in the Company’s forward-looking statements are reasonable when made, the Company’s actual results could differ materially from those projected in the forward-looking statements as a result of, among other factors, changes in interest rates; competitive pressures from other financial institutions; general economic conditions on a national basis or in the local markets in which the Company operates; downgrades of U.S. government securities; eroding public confidence in the banking system; changes in consumer behavior due to changing political, business and economic conditions, including the impact of inflation, federal tariff and trade policies and legislative or regulatory initiatives; changes in the value of securities and other assets in the Company’s investment portfolio; increases in loan and lease default and charge-off rates; the adequacy of the ACL; decreases in deposit levels that necessitate increases in borrowing to fund loans and investments; operational risks to the Company and our vendors, including, but not limited to, cybersecurity incidents, fraud, natural disasters and future pandemics; changes in regulation, war, terrorism, civil unrest; changes in economic assumptions and adverse economic developments; the risk that goodwill and intangibles recorded in the Company’s financial statements will become impaired; changes in assumptions used in making such forward-looking statements; and the other risks and uncertainties detailed in the Company’s 2024 Annual Report.

In addition to the uncertainties detailed in the Company's 2024 Annual Report, the banking industry continues to be faced with an inverted yield curve, unrealized securities losses, and higher funding costs.

When evaluating forward-looking statements to make decisions about the Company and our stock, investors and others are cautioned to consider these and other risks and uncertainties, and are reminded not to place undue reliance on such statements. Investors should not consider the foregoing list of factors to be a complete list of risks or uncertainties. Forward-looking statements speak only as of the date they are made and the Company undertakes no obligation to update them to reflect new or changed information or events, except as may be required by federal securities laws.

Non-GAAP Financial Measures
Under SEC Regulation G, public companies making disclosures containing financial measures that are not in accordance with GAAP must also disclose, along with each non-GAAP financial measure, certain additional information, including a reconciliation of the non-GAAP financial measure to the closest comparable GAAP financial measure, as well as a statement of the company’s reasons for utilizing the non-GAAP financial measure. The SEC has exempted from the definition of non-GAAP

Union Bankshares, Inc. Page 24

financial measures certain commonly used financial measures that are not based on GAAP. However, two non-GAAP financial measures commonly used by financial institutions, namely tax-equivalent net interest income and tax-equivalent net interest margin (as presented in the tables in the section labeled Yields Earned and Rates Paid), have not been specifically exempted by the SEC, and may therefore constitute non-GAAP financial measures under Regulation G. We are unable to state with certainty whether the SEC would regard those measures as subject to Regulation G. Management believes that these non-GAAP financial measures are useful in evaluating the Company’s financial performance and facilitate comparisons with the performance of other financial institutions. However, that information should be considered supplemental in nature and not as a substitute for related financial information prepared in accordance with GAAP.

CRITICAL ACCOUNTING POLICIES
The Company has established various accounting policies which govern the application of GAAP in the preparation of the Company's consolidated financial statements. Certain accounting policies involve significant judgments and assumptions by management which have a material impact on the reported amount of assets, liabilities, capital, revenues and expenses and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The SEC has defined a company's critical accounting policies as the ones that are most important to the portrayal of the company's financial condition and results of operations, and which require management to make its most difficult and subjective judgments, often as a result of the need to make estimates on matters that are inherently uncertain. Based on this definition, management has identified the accounting policies and judgments most critical to the Company. They include establishing the amount of ACL and valuing our intangible assets. The judgments and assumptions used by management are based on historical experience and other factors, which are believed to be reasonable under the circumstances. Because of the nature of the judgments and assumptions made by management, actual results could differ from estimates and have a material impact on the carrying value of assets, liabilities, or capital, and/or the results of operations of the Company.
Please refer to the Company's 2024 Annual Report on Form 10-K for a more in-depth discussion of the Company's critical accounting policies. There have been no changes to the Company's critical accounting policies since the filing of that report.

OVERVIEW
The current macroeconomic and geopolitical environment is subject to a number of uncertainties, including geopolitical conflicts, tariffs or changes in trade policies, capital markets volatility, and inflation. These and other factors may contribute to slower or negative economic growth and a challenging business environment for our customers. While we remain confident in the resilience and strength of our business and financial model, the current macroeconomic and geopolitical environment could negatively impact our financial condition and results of operations. For more information about these risks, please see “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024.

Consolidated net income increased $84 thousand, or 3.5%, to $2.5 million for the first quarter of 2025 compared to $2.4 million for the first quarter of 2024. The increase in net income was due to the combined effects of a $1.26 million increase in net interest income and a decrease of $15 thousand in income tax expense, partially offset by increases of $601 thousand in noninterest expenses and $465 thousand in credit loss expense, and a decrease of $127 thousand in noninterest income.

At March 31, 2025, the Company had total consolidated assets of $1.52 billion, including gross loans and loans held for sale (total loans) of $1.17 billion, deposits of $1.18 billion, borrowed funds of $240.7 million, subordinated notes of $16.3 million and stockholders' equity of $70.1 million.

The Company's total capital increased to $70.1 million at March 31, 2025 from $66.5 million at December 31, 2024. This increase primarily reflects an improvement of $2.6 million in accumulated other comprehensive loss due to an increase in the fair market value of the Company's AFS investment securities, net income of $2.5 million for the first three months of 2025, partially offset by regular cash dividends declared of $1.6 million. (See Capital Resources on page 39.) These changes also resulted in an increase in the Company's book value per share to $15.44 at March 31, 2025 from $14.65 at December 31, 2024.


Union Bankshares, Inc. Page 25

The following unaudited per share information and key ratios depict several measurements of performance or financial condition at or for the three months ended March 31, 2025 and 2024:
 Three Months Ended or At March 31,
 20252024
Return on average assets (1)0.65 %0.68 %
Return on average equity (1)14.60 %15.08 %
Net interest margin (1)(2)2.88 %2.68 %
Efficiency ratio (3)75.73 %79.68 %
Net interest spread (4)2.41 %2.23 %
Loan to deposit ratio98.63 %88.56 %
Net loan charge-offs to average loans not held for sale
— %— %
ACL on loans to loans not held for sale0.70 %0.64 %
Nonperforming assets to total assets (5)0.98 %0.13 %
Equity to assets4.60 %4.50 %
Total capital to risk weighted assets12.63 %13.36 %
Book value per share$15.44 $14.12 
Basic earnings per share$0.55 $0.53 
Diluted earnings per share$0.55 $0.53 
Dividends paid per share$0.36 $0.36 
Dividend payout ratio (6)65.45 %67.92 %
__________________
(1)Annualized.
(2)The ratio of tax equivalent net interest income to average earning assets. See page 28 for more information.
(3)The ratio of noninterest expenses to tax equivalent net interest income and noninterest income, excluding securities gains (losses).
(4)The difference between the average yield on earning assets and the average rate paid on interest bearing liabilities. See page 28 for more information.
(5)Nonperforming assets are loans or investment securities that are in nonaccrual or 90 or more days past due as well as OREO or OAO.
(6)Cash dividends declared and paid per share divided by consolidated net income per share.

RESULTS OF OPERATIONS
Net Interest Income. The largest component of the Company’s operating income is net interest income, which is the difference between interest and dividend income received from earning assets and interest expense paid on interest bearing liabilities. Net interest income is affected by various factors including, but not limited to, changes in interest rates, loan and deposit pricing strategies, funding strategies, the volume and mix of interest earning assets and interest bearing liabilities, and the level of nonperforming assets. Net interest margin is calculated as the net interest income on a fully tax equivalent basis as a percentage of average earning assets.

Interest earned on average earning assets for the three months ended March 31, 2025 was $18.3 million compared to $15.6 million for the three months ended March 31, 2024, an increase of $2.7 million, or 17.1%. The average earning asset base increased $104.4 million between periods and the average yield on average earning assets increased 46 bps to 5.06% for the three months ended March 31, 2025 compared to 4.60% for the three months ended March 31, 2024.

The average yield on federal funds sold and overnight deposits decreased 188 bps and its related interest income also decreased by $291 thousand between the three month comparison periods due to a decrease in the average balance maintained in Union's master account at the FRB and a decrease in average rate paid on these balances. Interest income on investment securities increased $189 thousand between comparison periods due to an increase in the average yield of 33 bps despite a decrease in the average balance of the portfolio of $12.2 million. The reduction in volume of the portfolio between periods was primarily related to the previously disclosed balance sheet repositioning transaction in the third quarter of 2024, whereby $38.5 million of lower yielding AFS debt securities were sold and proceeds of $26.0 million were reinvested in higher yielding AFS debt securities. Interest income on loans increased $2.7 million between the three month comparison periods due to an increase in the average volume of loans outstanding of $131.5 million and an increase of 40 bps in the average yield.

Union Bankshares, Inc. Page 26


Average interest bearing liabilities increased $108.0 million between the three month comparison periods primarily due to an increase in borrowed funds, partially offset by decreases in each of the deposit classes. The average rate paid on interest bearing liabilities increased 28 bps to 2.65% for the first quarter of 2025 compared to 2.37% for the first quarter of 2024. Interest expense increased $1.4 million, to $8.0 million for the three months ended March 31, 2025 compared to $6.6 million for the three months ended March 31, 2024. Interest expense on borrowed funds increased $1.2 million, or 100.8%, for the comparison periods due to an increase of $125.9 million in the average volume despite a decrease of 7 bps in the average rate paid. Higher rates paid on customer deposit accounts, despite lower balances, resulted in an increase in interest expense of $171 thousand, or 3.26%, between periods.

The net interest spread increased 18 bps to 2.41% for the first quarter of 2025, from 2.23% for the same period last year, reflecting the net effect of the 46 bps increase in the average yield earned on interest earning assets, which was partially offset by the 28 bps increase in the average rate paid on interest bearing liabilities between periods. The net interest margin increased 20 bps during the first quarter of 2025 compared to the same period last year as a result of the changes discussed above.



Union Bankshares, Inc. Page 27

The following tables show for the periods indicated the total amount of tax equivalent interest income recorded from average interest earning assets, the related average tax equivalent yields, the tax equivalent interest expense associated with average interest bearing liabilities, the related tax equivalent average rates paid, and the resulting tax equivalent net interest spread and margin.
 Three Months Ended March 31,
 20252024
 Average
Balance (1)		Interest
Earned/
Paid		Average
Yield/
Rate		Average
Balance (1)		Interest
Earned/
Paid		Average
Yield/
Rate
 (Dollars in thousands)
Average Assets:      
Federal funds sold and overnight deposits$19,417 $152 3.14 %$34,891 $443 5.02 %
Interest bearing deposits in banks8,800 93 4.28 %14,247 115 3.26 %
Investment securities (2), (3)291,736 1,800 2.52 %303,889 1,611 2.19 %
Loans, net (2), (4)1,155,014 16,047 5.71 %1,023,474 13,372 5.31 %
Nonmarketable equity securities10,996 203 7.48 %5,058 80 6.36 %
Total interest earning assets (2)1,485,963 18,295 5.06 %1,381,559 15,621 4.60 %
Cash and due from banks4,624   4,457 
Premises and equipment20,138   20,906 
Other assets23,256   18,790 
Total assets$1,533,981   $1,425,712 
Average Liabilities and Stockholders' Equity:  
Interest bearing checking accounts$304,632 1,021 1.36 %$312,336 1,038 1.34 %
Savings/money market accounts404,908 1,890 1.89 %406,391 1,653 1.64 %
Time deposits254,865 2,499 3.98 %263,665 2,548 3.89 %
Borrowed funds and other liabilities244,221 2,472 4.05 %118,296 1,231 4.12 %
Subordinated notes16,276 143 3.55 %16,242 143 3.53 %
Total interest bearing liabilities1,224,902 8,025 2.65 %1,116,930 6,613 2.37 %
Noninterest bearing deposits223,450   227,866 
Other liabilities17,123   16,794 
Total liabilities1,465,475   1,361,590 
Stockholders' equity68,506   64,122 
Total liabilities and stockholders’ equity$1,533,981   $1,425,712 
Net interest income $10,270   $9,008 
Net interest spread (2)  2.41 %  2.23 %
Net interest margin (2) 2.88 %  2.68 %
__________________
(1)Average balances are calculated based on a daily averaging method.
(2)Average yields reported on a tax equivalent basis using a marginal federal corporate income tax rate of 21%.
(3)Average balances of investment securities are calculated on the amortized cost basis and include nonaccrual securities, if applicable.
(4)Includes loans held for sale as well as nonaccrual loans, unamortized costs and unamortized premiums and is net of the ACL on loans.


Union Bankshares, Inc. Page 28

Tax exempt interest income amounted to $1.7 million and $1.3 million for the three months ended March 31, 2025 and 2024, respectively. The following table presents the effect of tax exempt income on the calculation of net interest income, using a marginal federal corporate income tax rate of 21% for the 2025 and 2024 three month comparison periods:
 For The Three Months Ended March 31,
 20252024
 (Dollars in thousands)
Net interest income, as presented$10,270 $9,008 
Effect of tax-exempt interest  
Investment securities35 56 
Loans225 137 
Net interest income, tax equivalent$10,530 $9,201 

Rate/Volume Analysis. The following table describes the extent to which changes in average interest rates earned and paid (on a fully tax-equivalent basis) and changes in volume of average interest earning assets and interest bearing liabilities have affected the Company's interest income and interest expense during the periods indicated. For each category of interest earning assets and interest bearing liabilities, information is provided on changes attributable to:
•changes in volume (change in volume multiplied by prior rate);
•changes in rate (change in rate multiplied by prior volume); and
•total change in rate and volume.

Changes attributable to both rate and volume have been allocated proportionately to the change due to volume and the change due to rate.
 Three Months Ended March 31, 2025
Compared to
Three Months Ended March 31, 2024
Increase/(Decrease) Due to Change In
 VolumeRateNet
 (Dollars in thousands)
Interest earning assets:   
Federal funds sold and overnight deposits$(158)$(133)$(291)
Interest bearing deposits in banks(52)30 (22)
Investment securities(58)247 189 
Loans, net1,704 971 2,675 
Nonmarketable equity securities107 16 123 
Total interest earning assets$1,543 $1,131 $2,674 
Interest bearing liabilities:
Interest bearing checking accounts$(29)$12 $(17)
Savings/money market accounts(13)250 237 
Time deposits(95)46 (49)
Borrowed funds1,259 (18)1,241 
Subordinated notes— — — 
Total interest bearing liabilities$1,122 $290 $1,412 
Net change in net interest income$421 $841 $1,262 

Credit Loss Expense (Benefit). Credit loss expense or benefit is made up of credit loss expense on loans and credit loss expense on off-balance sheet credit exposures. Credit loss expense on loans results from net charge-offs, changes to the projected loss drivers, prepayment speeds, curtailments and time to recovery that the Company forecasted over the reasonable and supportable forecast periods and changes in the volume and mix of the loan portfolio. Credit loss expense on off-balance sheet credit exposures results from changes in outstanding commitments and changes in funding rates and assumed loss rates period over period. For further details, see FINANCIAL CONDITION - Allowance for Credit Losses on Loans and Commitments, Contingent Liabilities, and Off-Balance-Sheet Arrangements below.


Union Bankshares, Inc. Page 29

Credit loss expense (benefit) was made up of the following components for the following periods:
For the Three Months Ended March 31,
20252024
(Dollars in thousands)
Credit loss expense for loans
$429 $78 
Credit loss benefit for off-balance sheet credit exposures
(194)(308)
Credit loss expense (benefit), net$235 $(230)

Noninterest Income. The following table sets forth the components of noninterest income and changes between the three month comparison periods of 2025 and 2024:
 For the Three Months Ended March 31,
 20252024$ Variance% Variance
 (Dollars in thousands)
Wealth management income$276 $255 $21 8.2 
Service fees1,657 1,662 (5)(0.3)
Net gains on sales of loans held for sale389 287 102 35.5 
Income from Company-owned life insurance119 117 2 1.7 
Other income34 151 (117)(77.5)
Net (losses) gains on other investments(35)95 (130)(136.8)
Total noninterest income$2,440 $2,567 $(127)(4.9)

The significant changes in noninterest income for the three months ended March 31, 2025 compared to the same period of 2024 are described below:
•Wealth management income: Wealth management income increased as managed fiduciary accounts grew between March 31, 2025 and 2024, as did the value of assets within those accounts.
•Net gains on sales of loans held for sale. Residential mortgage loans totaling $25.8 million were sold during the three months ended March 31, 2025 compared to sales of $21.7 million during the same period in 2024. The increase of $102 thousand in net gains on sales of loans reflects the higher sales volume and higher premiums obtained on sales in 2025.
•Other income. The Company received $117 thousand in prepayment penalties from the early payoff of loans during the first quarter of 2024 that were not received during the same period of 2025.
•Net (losses) gains on other investments. Participants in the 2020 Amended and Restated Nonqualified Excess Plan elect to defer receipt of current compensation from the Company or its subsidiary and select designated reference investments consisting of investment funds. The performance of those funds, over which the Company has no control, resulted in net losses of $35 thousand and net gains of $95 thousand for the three months ended March 31, 2025 and 2024, respectively.



Union Bankshares, Inc. Page 30

Noninterest Expenses. The following table sets forth the components of noninterest expenses and changes between the three month comparison periods ended March 31, 2025 and 2024:
 For the Three Months Ended March 31,
 20252024$ Variance% Variance
 (Dollars in thousands)
Salaries and wages$3,911 $3,553 $358 10.1 
Employee benefits1,581 1,489 92 6.2 
Occupancy expense, net652 569 83 14.6 
Equipment expense1,049 943 106 11.2 
FDIC insurance assessment338 242 96 39.7 
ATM and debit card expense275 302 (27)(8.9)
Electronic banking expenses157 106 51 48.1 
Advertising and public relations149 178 (29)(16.3)
Legal expense65 44 21 47.7 
Training and development50 72 (22)(30.6)
Donations
44 169 (125)(74.0)
Amortization of MSRs, net16 40 (24)(60.0)
Other expenses1,537 1,516 21 1.4 
Total noninterest expenses
$9,824 $9,223 $601 6.5 

The significant changes in noninterest expenses for the three months ended March 31, 2025 compared to the same period in 2024 are described below:
•Salaries and wages. Salaries and wages increased $358 thousand for the three months ended March 31, 2025 compared to the same period in 2024 primarily due to annual salary adjustments for the 2025 fiscal year and to an increase of $60 thousand in the accrual related to the annual incentive plan payments to select officers of Union during the first quarter of 2025 compared to 2024.
•Employee benefits. Employee benefit expense increased $92 thousand for the three months ended March 31, 2025 compared to the same period in 2024 primarily due to increases of $113 thousand in premium expense for the Company's medical and dental plans, $37 thousand in payroll taxes and $80 thousand in 401k contributions expense. These increases were partially offset by a decrease of $138 thousand in employee benefit expense related to the Company's deferred compensation plans.
•Occupancy expense, net. The increase in occupancy expense is primarily due to increases in utilities and repair and maintenance expenses as a result of the winter conditions experienced during the three months ended March 31, 2025 compared to 2024.
•Equipment expense. Equipment expense increased between the three month comparison periods primarily due to an increase in software license and maintenance costs.
•FDIC insurance assessment. The FDIC insurance assessment increased by $96 thousand between the three month comparison periods due to an increase in the assessment rate as well as overall growth in net assets.
•ATM and debit card expense. During the first quarter of 2025, debit card contract incentive credits were received resulting in a decrease in expense for the three months ended March 31, 2025 compared to 2024.
•Electronic banking expenses. The increase in electronic banking expense related to software initiatives that were implemented to the online banking platform in the fourth quarter of 2024.
•Advertising and public relations. The decrease in advertising and public relations costs is primarily related to advertising campaigns and business development activities during the first quarter of 2024 that did not occur in 2025.
•Legal expense. The $21 thousand increase in legal expense between periods primarily relates to an increase in loan collection legal expenses during the first quarter of 2025 compared to 2024.
•Training and development. The cost associated with attending conferences and educational events during 2025 decreased $22 thousand compared to events attended in 2024.

Union Bankshares, Inc. Page 31

•Donations. Charitable donations are made as part of the Company's on-going commitment to enhancing the economic vitality and social welfare of our communities. Donations decreased $125 thousand between comparison periods primarily due to contributions made during the first quarter of 2024 related to a state tax credit program to assist a local affordable housing project and local non-profit rehabilitation projects that did not recur in 2025.
•Amortization of MSRs, net. Income from MSRs is derived from servicing rights acquired through the sale of loans on which servicing is retained. Capitalized servicing rights are initially recorded at fair value and amortized in proportion to, and over the period of, the estimated future servicing period of the underlying loans. The amortization of MSRs exceeded new capitalized MSRs during both comparison periods, resulting in net expense of $16 thousand and $40 thousand for the three months ended March 31, 2025 and 2024, respectively.
Provision for Income Taxes. The Company has provided for current and deferred federal income taxes for the three months ended March 31, 2025 and 2024. The Company's net provision for income taxes was $150 thousand and $165 thousand for the three months ended March 31, 2025 and 2024, respectively. The Company's effective federal corporate income tax rate was 4.9% for the three months ended March 31, 2025, compared to 8.8% for the same period in 2024.
Amortization expense related to limited partnership investments is included as a component of income tax expense and amounted to $452 thousand for the three months ended March 31, 2025 compared to $412 thousand for the same period in 2024. These investments provide tax benefits, including tax credits. Low income housing and rehabilitation tax credits with respect to limited partnership investments are also included as a component of income tax expense and amounted to $483 thousand for the three months ended March 31, 2025 and $450 thousand for the three months ended March 31, 2024.

FINANCIAL CONDITION
At March 31, 2025, the Company had total consolidated assets of $1.52 billion, including gross loans and loans held for sale (total loans) of $1.17 billion, investment securities AFS of $247.9 million, deposits of $1.18 billion, borrowed funds of $240.7 million, subordinated notes of $16.3 million and stockholders' equity of $70.1 million. The Company’s total assets at March 31, 2025 decreased $3.5 million, or 0.2%, from $1.53 billion at December 31, 2024, and increased $107.2 million, or 7.6%, compared to March 31, 2024.
Federal funds sold and overnight deposits decreased $1.7 million, or 16.2%, to $8.9 million as of March 31, 2025, from $10.7 million at December 31, 2024.
Net loans and loans held for sale increased $3.8 million, or 0.3%, to $1.16 billion, representing 76.0% of total assets at March 31, 2025, compared to $1.16 billion, or 75.6% of total assets at December 31, 2024. (See Loans Held for Sale and Loan Portfolio below.)
Total deposits increased $12.5 million, or 1.1%, to $1.18 billion at March 31, 2025, from $1.17 billion at December 31, 2024. Noninterest bearing deposits increased by $6.5 million, or 2.9%, interest bearing deposits decreased by $32.0 million, or 4.5%, and time deposits increased by $38.0 million, or 16.6%. (See Deposits on page 36.)
Borrowed funds consisted of FHLB advances of $240.7 million and $259.7 million at March 31, 2025 and December 31, 2024, respectively. (See Borrowings on page 37.)
Stockholders’ equity increased from $66.5 million at December 31, 2024 to $70.1 million at March 31, 2025, reflecting a decrease of $2.6 million in accumulated other comprehensive loss due to an increase in the fair market value of the Company's AFS investment securities, net income of $2.5 million for the first three months of 2025, an increase of $146 thousand in additional paid in capital from the vesting of stock based compensation, and an $18 thousand increase due to the issuance of common stock under the DRIP, partially offset by cash dividends declared of $1.6 million. (See Capital Resources on page 39.)

Loans Held for Sale and Loan Portfolio. Total loans (including loans held for sale) increased $4.3 million, or 0.4%, to $1.17 billion, representing 76.4% of assets at March 31, 2025, from $1.16 billion, representing 76.0% of assets at December 31, 2024. The total loan portfolio at March 31, 2025 increased $127.6 million compared to the March 31, 2024 level of $1.04 billion, which represented 73.2% of assets. The Company’s loans consist primarily of adjustable-rate and fixed-rate mortgage loans secured by one-to-four family, multi-family residential or commercial real estate. Real estate secured loans represented $1.02 billion, or 87.2% of total loans at March 31, 2025 and $1.01 billion, or 87.3% of total loans at December 31, 2024. The net change in the Company's loan portfolio from December 31, 2024 (see table below) resulted primarily from an increase in the volume of residential construction, municipal and commercial real estate loans originated.


Union Bankshares, Inc. Page 32

The composition of the Company's loan portfolio, including loans held for sale, as of March 31, 2025 and December 31, 2024 was as follows:
 March 31, 2025December 31, 2024
Loan ClassAmountPercentAmountPercent
Residential real estate(Dollars in thousands)
Non-revolving residential real estate$441,149 37.9 $445,425 38.4 
Revolving residential real estate22,177 1.9 21,884 1.9 
Construction real estate
Commercial construction real estate51,385 4.4 54,985 4.7 
Residential construction real estate56,089 4.8 51,202 4.4 
Commercial real estate
Non-residential commercial real estate334,444 28.7 330,010 28.4 
Multi-family residential real estate106,392 9.1 104,328 9.0 
Commercial34,310 3.0 35,175 3.0 
Consumer2,824 0.3 2,523 0.3 
Municipal112,389 9.6 110,204 9.5 
Loans held for sale4,055 0.3 5,204 0.4 
Total loans1,165,214 100.0 1,160,940 100.0 
ACL on loans(8,110) (7,680) 
Unamortized net loan costs2,162  2,162  
Net loans and loans held for sale$1,159,266  $1,155,422  
The Company originates and sells qualified residential mortgage loans in various secondary market avenues to mitigate long-term interest rate risk and generate fee income, with a majority of sales made to the FHLMC/Freddie Mac, generally with servicing rights retained. At March 31, 2025, the Company serviced a $1.16 billion residential real estate mortgage portfolio, of which $4.1 million was held for sale and approximately $694.8 million of which was serviced for unaffiliated third parties.
The Company sold $25.8 million of qualified residential real estate loans to the secondary market during the first three months of 2025 compared to sales of $21.7 million during the first three months of 2024. Residential mortgage loan origination activity was strong throughout 2025. Despite low housing inventory and higher interest rates, purchase activity in the Company's markets is stable, with continued construction loan activity.
The Company also originates commercial real estate and commercial loans under various SBA, USDA and State sponsored programs which provide a government agency guaranty for a portion of the loan amount. There was $2.1 million guaranteed under these various programs at March 31, 2025 on an aggregate balance of $2.6 million in subject loans.
The Company serviced $36.4 million of commercial and commercial real estate loans for unaffiliated third parties as of March 31, 2025. This included $35.5 million of commercial or commercial real estate loans the Company originated and participated out to other financial institutions. These loans were participated in the ordinary course of business on a nonrecourse basis, for liquidity or credit concentration management purposes.
The Company capitalizes MSRs for all loans sold with servicing retained. The unamortized balance of MSRs on loans sold with servicing retained was $1.7 million at March 31, 2025, with an estimated market value in excess of the carrying value as of such date. Management periodically evaluates and measures the servicing assets for impairment.
Qualifying residential first lien mortgage loans and certain commercial real estate loans with a combined carrying value of $401.9 million were pledged as collateral for borrowings from the FHLB under a blanket lien at March 31, 2025.

Asset Quality. The Company, like all financial institutions, is exposed to certain credit risks, including those related to the value of the collateral that secures its loans and the ability of borrowers to repay their loans. Consistent application of the Company’s conservative loan policies has helped to mitigate this risk and has been prudent for both the Company and its customers. Management closely monitors the Company’s loan and investment portfolios, OREO and OAO for potential problems and reports to the Company’s and Union’s Board at regularly scheduled meetings. Board approved policies set forth portfolio diversification levels to mitigate concentration risk and the Company participates large credits out to other financial institutions to further mitigate that risk.

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Repossessed assets, nonaccrual loans, and loans that are 90 days or more past due are considered to be nonperforming assets. The following table details the composition of the Company's nonperforming assets and amounts utilized to calculate certain asset quality ratios monitored by the Company's management as of the balance sheet dates and March 31, 2024:
March 31,
2025		December 31,
2024		March 31,
2024
 (Dollars in thousands)
Nonaccrual loans$14,964 $1,652 $1,813 
Loans past due 90 days or more and still accruing interest25 241 60 
Total nonperforming assets$14,989 $1,893 $1,873 
ACL on loans$8,110 $7,680 $6,645 
Net recoveries$(1)$(22)$(1)
Total loans outstanding$1,165,214 $1,160,940 $1,037,584 
Total average loans outstanding$1,155,014 $1,077,543 $1,023,474 
The increase in nonaccrual loans at March 31, 2025 primarily relates to a commercial construction loan that was placed in nonaccrual during the first quarter of 2025.

The following table shows trends of certain asset quality ratios monitored by the Company's management as of the balance sheet dates and March 31, 2024:
 March 31,
2025		December 31,
2024		March 31,
2024
(Dollars in thousands)
ACL on loans to total loans outstanding0.70 %0.66 %0.64 %
ACL on loans to nonperforming loans54.11 %405.71 %354.78 %
ACL on loans to nonaccrual loans54.20 %464.89 %366.52 %
Nonperforming loans to total loans1.29 %0.16 %0.18 %
Nonperforming assets to total assets0.98 %0.12 %0.13 %
Nonaccrual loans to total loans1.28 %0.14 %0.17 %
Delinquent loans (30 days to nonaccruing) to total loans1.48 %0.43 %0.43 %
Net charge-offs (recoveries) to total average loans— %— %— %
Residential real estate— %(0.01)%— %
Net recoveries
$(5)$(24)$(1)
Total average loans$468,285 $441,561 $419,763 
Commercial— %— %— %
Net recoveries$— $(1)$— 
Total average loans$34,711 $38,949 $40,065 
Consumer0.15 %0.12 %— %
Net charge-offs
$4 $3 $— 
Total average loans$2,663 $2,499 $2,521 
All other loan categories did not have charge-offs or recoveries for any of the periods presented above.
There were no loans in process of foreclosure at March 31, 2025 and one residential real estate loan totaling $8 thousand in process of foreclosure at December 31, 2024. The aggregate interest income not recognized on nonaccrual loans approximated $416 thousand and $235 thousand as of March 31, 2025 and December 31, 2024, respectively.
The Company had loans rated substandard that were on performing status totaling $1.2 million and $768 thousand at March 31, 2025 and December 31, 2024, respectively. In management's view, substandard loans represent a higher degree of risk of becoming nonperforming loans in the future.
Allowance for Credit Losses on Loans. Some of the Company’s loan customers ultimately do not make all of their contractually scheduled payments, requiring the Company to charge off a portion or all of the remaining principal balance due. The Company maintains an ACL to absorb such losses. The level of the ACL on loans at March 31, 2025 represents

Union Bankshares, Inc. Page 34

management's estimate of expected credit losses over the expected life of the loans at the balance sheet date. The Company's policy and methodologies for establishing the ACL on loans, described in the Company's 2024 Annual Report did not change during the first three months of 2025. The Company's ACL on loans was $8.1 million and $7.7 million at March 31, 2025 and December 31, 2024, respectively.
The following table reflects activity in the ACL on loans for the three months ended March 31, 2025 and 2024:
 For the Three Months Ended March 31,
 20252024
 (Dollars in thousands)
Balance at beginning of period$7,680 $6,566 
Charge-offs(4)— 
Recoveries5 1 
Net recoveries1 1 
Credit loss expense
429 78 
Balance at end of period$8,110 $6,645 
The following table (net of loans held for sale) shows the internal breakdown by risk component of the Company's ACL on loans and the percentage of loans in each category to total loans in the respective portfolios at the dates indicated:
 March 31, 2025December 31, 2024
 AmountPercentAmountPercent
Residential real estate(Dollars in thousands)
Non-revolving residential real estate$2,866 38.0 $3,212 38.5 
Revolving residential real estate200 1.9 280 1.9 
Construction real estate
Commercial construction real estate822 4.4 651 4.8 
Residential construction real estate196 4.8 102 4.4 
Commercial real estate
Non-residential commercial real estate3,255 28.8 2,766 28.6 
Multi-family residential real estate258 9.2 212 9.0 
Commercial427 3.0 377 3.0 
Consumer7 0.2 6 0.2 
Municipal79 9.7 74 9.6 
Total$8,110 100.0 $7,680 100.0 

Notwithstanding the categories shown in the table above or any specific allocation under the Company's ACL methodology, all funds in the ACL on loans are available to absorb loan losses in the portfolio, regardless of loan category or specific allocation.
Management believes, in its best estimate, that the ACL on loans at March 31, 2025 is appropriate to cover expected credit losses over the expected life of the Company’s loan portfolio as of such date. However, there can be no assurance that the Company will not sustain losses in future periods which could be greater than the size of the ACL on loans at March 31, 2025. In addition, our banking regulators, as an integral part of their examination process, periodically review our ACL. Such agencies may require us to recognize adjustments to the ACL based on their judgments about information available to them at the time of their examination. A large adjustment to the ACL on loans for losses in future periods could require increased credit loss expense to replenish the ACL on loans, which could negatively affect earnings.
Investment Activities. The Company's investment securities classified as AFS, which are carried at fair value, decreased $2.6 million to $247.9 million, comprising 16.3% of total assets, compared to $250.5 million, or 16.4% of total assets, at December 31, 2024. The decrease between periods is due to returns of principal of $5.8 million, partially offset by a decrease in unrealized losses of $3.3 million.
Net unrealized losses in the Company’s AFS investment securities portfolio were $40.3 million as of March 31, 2025, compared to net unrealized losses of $43.6 million as of December 31, 2024. The Company’s Accumulated OCI component of stockholders’ equity at March 31, 2025 reflected cumulative net unrealized losses on investment securities of $31.4 million.

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There were no securities classified as HTM at March 31, 2025 or December 31, 2024. The unrealized losses in the Company's AFS investment securities portfolio are primarily attributable to changes in long term interest rates which are tied to the pricing indexes for the securities. No declines in value were deemed by management to be impairment related to credit losses at March 31, 2025. Deterioration in credit quality and/or imbalances in liquidity that may result from changes in financial market conditions might adversely affect the fair values of the Company’s investment portfolio and the amount of gains or losses ultimately realized on the sale of such securities and may also increase the potential that credit losses may be identified in future periods, resulting in credit loss expense recorded in earnings.
Investment securities AFS with a fair value of $95.7 million and $96.0 million were pledged as collateral for FHLB borrowings and other credit subject to collateralization, public unit deposits or for other purposes as required or permitted by law at March 31, 2025 and December 31, 2024, respectively. Investment securities AFS pledged as collateral for discount window borrowings at the FRB consisted of U.S. Government-sponsored enterprises and Agency MBS with a fair value of $9.7 million at March 31, 2025 and December 31, 2024.
Deposits. The following table shows information concerning the Company's average deposits by account type and weighted average nominal rates at which interest was paid on such deposits for the three months ended March 31, 2025 and 2024:
 Three Months Ended
March 31, 2025		Three Months Ended
March 31, 2024
 Average
Amount		Percent
of Total
Deposits		Average
Rate		Average
Amount		Percent
of Total
Deposits		Average
Rate
 (Dollars in thousands)
Nontime deposits:      
Noninterest bearing deposits$223,450 18.8 — $227,866 18.8 — 
Interest bearing checking accounts304,632 25.6 1.36 %312,336 25.8 1.34 %
Money market accounts259,277 21.8 2.93 %259,265 21.4 2.54 %
Savings accounts145,631 12.3 0.04 %147,126 12.2 0.04 %
Total nontime deposits932,990 78.5 1.27 %946,593 78.2 1.14 %
Total time deposits254,865 21.5 3.98 %263,665 21.8 3.89 %
Total deposits$1,187,855 100.0 1.85 %$1,210,258 100.0 1.74 %
During the first three months of 2025, average total deposits decreased by $22.4 million, or 1.9%, compared to the three months ended March 31, 2024. The average balance of total nontime deposits decreased $13.6 million between periods primarily due to decreases of $4.4 million in noninterest bearing deposits, $1.5 million in savings accounts, and $7.7 million in interest bearing checking accounts. The decrease in average noninterest bearing deposits is primarily attributable to customers spending down deposit balances, the loss of deposit dollars to competing financial institutions and brokerage firms, and customers shifting monies into time deposits as they continue to seek higher yields. The average balance in total time deposits decreased $8.8 million between periods due to a $48.8 million decrease in average retail brokered deposits, partially offset by an increase of $40.0 million in average customer time deposit accounts as customers took advantage of higher rate paying CDs.
The Company participates in CDARS, which permits it to offer full deposit insurance coverage to its customers by exchanging deposit balances with other CDARS participants. CDARS also provides the Company with an additional source of funding and liquidity through the purchase of deposits. There were no purchased CDARS at March 31, 2025 or December 31, 2024. There were $11.3 million and $13.3 million of time deposits of $250,000 or less on the balance sheet at March 31, 2025 and December 31, 2024, respectively, which were exchanged with other CDARS participants.
The Company also participates in the ICS program, a service through which it can offer its customers demand or savings deposit products with access to unlimited FDIC insurance, while receiving reciprocal deposits from other FDIC-insured banks. Like the exchange of certificate of deposit accounts through CDARS, exchange of demand or savings deposits through ICS provides a depositor with full deposit insurance coverage of excess balances, thereby helping the Company retain the full amount of the deposit on its balance sheet. As with the CDARS program, in addition to reciprocal deposits, participating banks may also purchase one-way ICS deposits. There were $504 thousand purchased ICS deposits at March 31, 2025 and no purchased ICS deposits at December 31, 2024. There were $202.6 million and $256.5 million in exchanged ICS demand and money market deposits on the balance sheet at March 31, 2025 and December 31, 2024, respectively.
At March 31, 2025 there were $30.0 million of retail brokered deposits at a weighted average rate of 4.35% issued under a master certificate of deposit program with a deposit broker for a three month and twelve month terms for the purpose of providing a supplemental source of funding and liquidity. There were no retail brokered deposits at December 31, 2024.

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Uninsured deposits have been estimated to include deposits with balances greater than the FDIC insurance coverage limit of $250 thousand. This estimate by management is based on the same methodologies and assumptions used for regulatory reporting requirements. At March 31, 2025, the Company had total estimated uninsured deposit accounts totaling $462.2 million, or 39.1% of total deposits. Uninsured deposits include $26.2 million of municipal deposits that were collateralized under applicable state regulations by investment securities or letters of credit issued by the FHLB at March 31, 2025, as described below under Borrowings.
The following table provides a maturity distribution of the Company’s time deposits in amounts in excess of the $250 thousand FDIC insurance limit at March 31, 2025 and December 31, 2024:
March 31, 2025December 31, 2024
 (Dollars in thousands)
Within 3 months$16,011 $24,544 
3 to 6 months21,206 16,004 
6 to 12 months25,025 20,257 
Over 12 months1,114 918 
 $63,356 $61,723 

Borrowings. Advances from the FHLB are another key source of funds to support earning assets. These funds are also used to manage the Bank's interest rate and liquidity risk exposures. Borrowed funds included FHLB advances of $240.7 million with a weighted average rate of 4.08% at March 31, 2025 and $259.7 million with a weighted average rate of 4.17% at December 31, 2024. Union is required to invest in $100 par value stock of the FHLB in an amount to satisfy unpaid principal balances on qualifying loans, plus an amount to satisfy an activity based requirement. The stock is nonmarketable, and is redeemable by the FHLB at par value. With the decrease in FHLB advances outstanding at March 31, 2025, the investment in FHLB Class B common stock has decreased to $10.8 million at March 31, 2025 compared to $11.2 million at December 31, 2024. Union's investment in FHLB stock is carried at cost in Other assets on the consolidated balance sheets.
The Company has the authority, up to its available borrowing capacity with the FHLB, to collateralize public unit deposits with letters of credit issued by the FHLB. FHLB letters of credit in the amount of $42.3 million and $47.3 million were utilized as collateral for these deposits at March 31, 2025 and December 31, 2024, respectively. The Company's reimbursement obligations to the FHLB relating to these letters of credit are secured by pledged collateral, which reduces the Company's available borrowing capacity with the FHLB. Total fees paid by the Company in connection with the issuance of these letters of credit were $12 thousand and $11 thousand for the three months ended March 31, 2025 and 2024, respectively.
In August 2021, the Company completed the private placement of $16.5 million in aggregate principal amount of fixed-to-floating rate subordinated notes due 2031 to certain qualified institutional buyers and accredited investors. The Notes initially bear interest, payable semi-annually, at the rate of 3.25% per annum, until September 1, 2026. From and including September 1, 2026, the interest rate applicable to the outstanding principal amount due will reset quarterly to the then current three-month secured overnight financing rate (SOFR) plus 263 basis points. The Notes are presented in the consolidated balance sheets net of unamortized issuance costs of $219 thousand and $227 thousand at March 31, 2025 and December 31, 2024, respectively.

Commitments, Contingent Liabilities, and Off-Balance-Sheet Arrangements. The Company is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers, to reduce its own exposure to fluctuations in interest rates and to implement its strategic objectives. These financial instruments include commitments to extend credit, standby letters of credit, interest rate caps and floors written on adjustable-rate loans, commitments to participate in or sell loans, commitments to buy or sell securities, certificates of deposit or other investment instruments and risk-sharing commitments or guarantees on certain sold loans. Such instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized on the balance sheet. The contractual or notional amounts of these instruments reflect the extent of involvement the Company has in a particular class of financial instruments.
The Company's maximum exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual or notional amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments. For interest rate caps and floors written on adjustable-rate loans, the contractual or notional amounts do not represent the Company’s exposure to credit loss. The Company controls the risk of interest rate cap agreements through credit approvals, borrowing limits, and monitoring procedures. The Company generally requires collateral or other security to support financial instruments with credit risk.


Union Bankshares, Inc. Page 37

The following table details the contractual or notional amount of financial instruments that represented credit risk at the balance sheet dates:
March 31, 2025December 31, 2024
 (Dollars in thousands)
Commitments to originate loans$31,951 $47,696 
Unused lines of credit182,167 191,392 
Standby and commercial letters of credit1,544 1,640 
Credit card arrangements123 154 
FHLB Mortgage Partnership Finance credit enhancement obligation, net913 865 
Commitment to purchase investment in a real estate limited partnership2,000 2,000 
Total$218,698 $243,747 
Commitments to originate loans are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Loan commitments generally have a fixed expiration date or other termination clause and may require payment of a fee. Since many of the loan commitments are expected to expire without being drawn upon and not all credit lines will be utilized, the total commitment amounts do not necessarily represent future cash requirements. Lines of credit incur seasonal volume fluctuations due to the nature of some customers' businesses, such as tourism. The decrease in commitments to originate loans at March 31, 2025 from December 31, 2024 is primarily related to a decrease in commercial construction loan commitments of $9.2 million and municipal loan commitments of $6.5 million between periods.
The Company did not hold any derivative or hedging instruments at March 31, 2025 or December 31, 2024.
In addition to commitments with credit risks arising from the Company’s financial instruments, in the normal course of business the Company enters into other types of contractual arrangements from time to time that represent off-balance sheet commitments such as contracts for the purchase or lease of property, including real property for its banking premises.
The Company records an ACL on off-balance sheet credit exposures through a charge or credit to Credit loss expense (benefit) on the consolidated statements of income to account for the change in the ACL on off-balance sheet exposures between reporting periods. The ACL on off-balance sheet credit exposures totaled $877 thousand and $1.1 million at March 31, 2025 and December 31, 2024, respectively, and was included in Accrued interest and other liabilities on the consolidated balance sheets. There was $194 thousand and $308 thousand of credit loss benefit for off-balance sheet credit exposures recorded for the three months ended March 31, 2025 and 2024, respectively.

Liquidity. Liquidity is a measurement of the Company’s ability to meet potential cash requirements, including ongoing commitments to fund deposit withdrawals, repay borrowings, fund investment and lending activities, purchase and lease commitments, and for other general business purposes. The primary objective of liquidity management is to maintain a balance between sources and uses of funds to meet our cash flow needs in the most economical and expedient manner. The Company’s principal sources of funds are deposits; whole-sale funding options including purchased deposits, amortization, prepayment and maturity of loans, investment securities, interest bearing deposits and other short-term investments; sales of securities and loans AFS; earnings; and funds provided from operations. Contractual principal repayments on loans have been a relatively predictable source of funds. Deposit flows and loan and investment prepayments are less predictable and can be significantly influenced by market interest rates, economic conditions, and rates offered by our competitors. Managing liquidity risk is essential to maintaining both depositor confidence and earnings stability.
As of March 31, 2025, Union, as a member of FHLB, had access to unused lines of credit up to $42.8 million over and above the $285.3 million in combined outstanding FHLB borrowings and other credit, subject to collateralization and to the purchase of required FHLB Class B common stock and evaluation by the FHLB of the underlying collateral available. This line of credit can be used for either short-term or long-term liquidity or other funding needs.
Union also maintains an IDEAL Way Line of Credit with the FHLB. The total line available was $551 thousand at March 31, 2025. There were no borrowings against this line of credit as of such date. Interest on this line is chargeable at a rate determined by the FHLB and payable monthly. Should Union utilize this line of credit, qualified portions of the loan and investment portfolios would collateralize these borrowings.
In addition to its borrowing arrangements with the FHLB, Union maintains a pre-approved federal funds line of credit totaling $15.0 million with an upstream correspondent bank, a master brokered deposit agreement with a brokerage firm, and one-way buy options with CDARS and ICS. At March 31, 2025, there were $30.0 million in retail brokered deposits issued under a master certificate of deposit program with a broker, $504 thousand in purchased ICS deposits, no purchased CDARS deposits and no outstanding advances on the correspondent line.

Union Bankshares, Inc. Page 38

Union's investment and residential loan portfolios also provide a significant amount of contingent liquidity that could be accessed in a reasonable time period through sales of those portfolios. Additional contingent liquidity sources are available with further access to the brokered deposit market and through the discount window at the FRB. These sources are considered as liquidity alternatives in our contingent liquidity plan. Management believes the Company has sufficient liquidity to meet all reasonable borrower, depositor, and creditor needs in the present economic environment. However, any projections of future cash needs and flows are subject to substantial uncertainty, including factors outside the Company's control.

Capital Resources. Capital management is designed to maintain an optimum level of capital in a cost-effective structure that meets target regulatory ratios, supports management’s internal assessment of economic capital, funds the Company’s business strategies and builds long-term stockholder value. Dividends are generally in line with long-term trends in earnings per share and conservative earnings projections, while sufficient profits are retained to support anticipated business growth, fund strategic investments, maintain required regulatory capital levels and provide continued support for deposits. The Company continues to evaluate growth opportunities both through internal growth or potential acquisitions.
In August 2021, the Company completed the private placement of $16.5 million in aggregate principal amount of fixed-to-floating rate subordinated notes due 2031 to certain qualified institutional buyers and accredited investors. The Notes are structured to qualify as Tier 2 capital for the Company under regulatory capital guidelines for bank holding companies. Proceeds from the sale of the Notes were utilized primarily to provide additional Tier 1 capital to Union to support its growth and for other general corporate purposes.
Stockholders’ equity increased from $66.5 million at December 31, 2024 to $70.1 million at March 31, 2025, reflecting a decrease of $2.6 million in accumulated other comprehensive loss due to an increase in the fair market value of the Company's AFS investment securities, net income of $2.5 million for the first three months of 2025, an increase of $146 thousand in additional paid in capital from the vesting of stock-based compensation, and an $18 thousand increase due to the issuance of common stock under the DRIP. These increases were partially offset by cash dividends declared of $1.6 million during the three months ended March 31, 2025. The components of other comprehensive loss are illustrated in Note 10 of the unaudited consolidated financial statements.
The Company has 7,500,000 shares of $2.00 par value common stock authorized. As of March 31, 2025, the Company had 5,012,084 shares issued, of which 4,538,598 were outstanding and 473,486 were held in treasury.
In December 2024, the Company's Board reauthorized for 2025 and 2026 a limited stock repurchase plan that was initially established in May of 2010. The limited stock repurchase plan allows the repurchase of up to a fixed number of shares of the Company's common stock each calendar quarter in open market purchases or privately negotiated transactions, as management deems advisable and as market conditions may warrant. The repurchase authorization for a calendar quarter (currently 2,500 shares) expires at the end of that quarter to the extent it has not been exercised, and is not carried forward into future quarters. The quarterly repurchase authorization expires on December 31, 2026, unless reauthorized. The Company had no repurchases under this program during the first three months of 2025.
The Company maintains a DRIP whereby registered stockholders may elect to reinvest cash dividends and make optional cash contributions to purchase additional shares of the Company's common stock. The Company has reserved 200,000 shares of its common stock for issuance and sale under the DRIP. As of March 31, 2025, 13,763 shares of stock had been issued from treasury stock under the DRIP.
The Company (on a consolidated basis) and Union are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on the Company's and Union's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and Union must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. The Company's and Union's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
Under the standard regulatory capital guidelines, banking organizations must have a minimum total risk-based capital ratio of 8.0%, a minimum Tier I risk-based capital ratio of 6.0%, a minimum common equity Tier I risk-based capital ratio of 4.5%, and a minimum leverage ratio of 4.0% in order to be "adequately capitalized." In addition to these requirements, banking organizations must maintain a 2.5% capital conservation buffer consisting of common Tier I equity, increasing the minimum required total risk-based capital, Tier I risk-based and common equity Tier I capital to risk-weighted assets they must maintain to avoid limits on capital distributions and certain bonus payments to executive officers and similar employees.


Union Bankshares, Inc. Page 39

As shown in the table below, as of March 31, 2025, both the Company and Union met all capital adequacy requirements to which they are subject and Union exceeded the requirements for a "well capitalized" bank under the FDIC's Prompt Corrective Action framework. There were no conditions or events between March 31, 2025 and the date of this report that management believes have changed either company’s regulatory capital category.
 ActualFor Capital Adequacy PurposesTo Be Well Capitalized Under Prompt Corrective Action Provisions
As of March 31, 2025AmountRatioAmountRatioAmountRatio
 (Dollars in thousands)
Company:
Total capital to risk weighted assets$124,554 12.63 %$78,894 8.00 %N/AN/A
Tier I capital to risk weighted assets99,285 10.07 %59,157 6.00 %N/AN/A
Common Equity Tier 1 to risk weighted assets99,285 10.07 %44,368 4.50 %N/AN/A
Tier I capital to average assets99,285 6.31 %62,938 4.00 %N/AN/A
Union:
Total capital to risk weighted assets$123,859 12.57 %$78,828 8.00 %$98,535 10.00 %
Tier I capital to risk weighted assets114,871 11.66 %59,110 6.00 %78,814 8.00 %
Common Equity Tier 1 to risk weighted assets114,871 11.66 %44,333 4.50 %64,036 6.50 %
Tier I capital to average assets114,871 7.31 %62,857 4.00 %78,571 5.00 %
Dividends paid by Union are the primary source of funds available to the Company for payment of dividends to its stockholders. Union is subject to certain requirements imposed by federal banking laws and regulations, which among other things, establish minimum levels of capital and restrict the amount of dividends that may be distributed by Union to the Company.
Quarterly cash dividends of $0.36 per share were paid during the first quarter of 2025 and were declared in April for the second quarter, payable on May 1, 2025 to stockholders of record on April 26, 2025.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Omitted, in accordance with the regulatory relief available to smaller reporting companies in SEC Release Nos. 33-10513 (effective September 10, 2018).

Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures. The Company’s Chief Executive Officer and Chief Financial Officer, with the assistance of the Disclosure Control Committee, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of March 31, 2025. Based on this evaluation they concluded that those disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files with the Commission is accumulated and communicated to the Company’s management, including its principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required information.
Changes in Internal Controls over Financial Reporting. There was no change in the Company's internal control over financial reporting, as defined in Rule 13a-15(f) of the Exchange Act, during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II  OTHER INFORMATION

Item 1. Legal Proceedings.
In the normal course of business, the Company is involved in various legal and other proceedings. In the opinion of management, any liability resulting from such proceedings is not expected to have a material adverse effect on the Company’s consolidated financial condition or results of operations.

Union Bankshares, Inc. Page 40


Item 1A. Risk Factors
There have been no material changes in the risk factors discussed in Part I-Item 1A, "Risk Factors" in the Company’s 2024 Annual Report since the date of the filing of that report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
The Company did not issue any unregistered shares during the quarter ended March 31, 2025.
There were no repurchases of the Company's equity securities during the quarter ended March 31, 2025.
Item 6. Exhibits.
31.1Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
32.2Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101
The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) the unaudited consolidated balance sheets, (ii) the unaudited consolidated statements of income for the three months ended March 31, 2025 and 2024, (iii) the unaudited consolidated statements of comprehensive income for the three months ended March 31, 2025 and 2024, (iv) the unaudited consolidated statements of changes in stockholders' equity, (iv) the unaudited consolidated statements of cash flows and (v) related notes.
104Cover page interactive data file (embedded within exhibit 101).
____________________
*    This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
Union Bankshares, Inc.
May 14, 2025/s/ David S. Silverman
 David S. Silverman
 Director, President and Chief Executive Officer
 
May 14, 2025/s/ Karyn J. Hale
 Karyn J. Hale
 Chief Financial Officer
 (Principal Financial Officer)


Union Bankshares, Inc. Page 41

EXHIBIT INDEX
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  
Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
  
Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101
The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) the unaudited consolidated balance sheets, (ii) the unaudited consolidated statements of income for the three months ended March 31, 2025 and 2024, (iii) the unaudited consolidated statements of comprehensive income for the three months ended March 31, 2025 and 2024, (iv) the unaudited consolidated statements of changes in stockholders' equity, (iv) the unaudited consolidated statements of cash flows and (v) related notes.
104Cover page interactive data file (embedded within exhibit 101).
____________________
*    This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Union Bankshares, Inc. Page 42

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