Cautionary Statement Regarding Forward-Looking Information





Forward Looking Statements



This Quarterly Report on Form 10-Q contains, and other periodic and current
reports, press releases and other public stockholder communications of
BankFinancial Corporation may contain, forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as amended.
Forward-looking statements may include statements relating to our future plans,
strategies and expectations, as well as our future revenues, expenses, earnings,
losses, financial performance, financial condition, asset quality metrics and
future prospects. Forward looking statements are generally identifiable by use
of the words "believe," "may," "will," "should," "could," "continue," "expect,"
"estimate," "intend," "anticipate," "preliminary," "project," "plan," or similar
expressions. Forward looking statements speak only as of the date made. They are
frequently based on assumptions that may or may not materialize, and are subject
to numerous uncertainties that could cause actual results to differ materially
from those anticipated in the forward looking statements. We intend all
forward-looking statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995, and are including this statement for the purpose of invoking these
safe harbor provisions.



Factors that could cause actual results to differ materially from the results
anticipated or projected and which could materially and adversely affect our
operating results, financial condition or future prospects include, but are not
limited to: (i) the impact of re-pricing and competitors' pricing initiatives on
loan and deposit products? (ii) interest rate movements and their impact on the
economy, customer behavior and our net interest margin? (iii) changes in U.S.
Government or State Government budgets, appropriations or funding allocation
policies or practices affecting our credit exposures to U.S. Government or State
governments, agencies or related entities, or borrowers dependent on the receipt
of Federal or State appropriations, including but not limited to, defense,
healthcare, transportation, education and law enforcement programs? (iv) less
than anticipated loan and lease growth? (v) effects of the adoption of the
Financial Accounting Standards Board's (FASB) Accounting Standards Codification
Topic 326: Measurement of Credit Losses on Financial Instruments ("ASC 326") on
the Bank's allowance for credit losses due to the operation of the underlying
model? (vi) for any significant credit exposure, borrower-specific adverse
developments with respect to the adequacy of cash flows, liquidity or
collateral? (vii) the inherent credit risks of lending activities, including
risks that could cause changes in the level and direction of loan delinquencies
and charge-offs? (viii) adverse economic conditions in general, or specific
events such as a pandemic or national or international war, act of conflict or
terrorism, and in the markets in which we lend that could result in increased
delinquencies in our loan portfolio or a decline in the value of our investment
securities and the collateral for our loans? (ix) declines in real estate values
that adversely impact the value of our loan collateral, other real estate owned
("OREO"), asset dispositions and the level of borrower equity in their
investments? (x) results of supervisory monitoring or examinations by regulatory
authorities, including the possibility that a regulatory authority could, among
other things, require us to increase our allowance for credit losses or
adversely change our loan classifications, write-down assets, reduce credit
concentrations or maintain specific capital levels? (xi) changes, disruptions or
illiquidity in national or global financial markets? (xii) monetary and fiscal
policies of the U.S. Government, including policies of the U.S. Treasury and the
Federal Reserve Board? (xiii) factors affecting our ability to retain
or access deposits or cost-effective funding, including changes in public
confidence, withdrawals of deposits not insured by the FDIC or the availability
of other borrowing sources for any reason? (xiv) legislative or regulatory
changes that have an adverse impact on our products, services, operations and
operating expenses? (xv) higher federal deposit insurance premiums? (xvi) higher
than expected overhead, infrastructure and compliance costs? (xvii) changes in
accounting principles, policies or guidelines? (xviii) the effects of any
federal government shutdown or failure to enact legislation related to the
maximum permitted amount of U.S. Government debt obligations? and (xix) privacy
and cybersecurity risks, including the risks of business interruption and the
compromise of confidential customer information resulting from intrusions.



These risks and uncertainties, together with the Risk Factors and other
information set forth in the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 2022, as well as Part II, Items 1A of our subsequent
Quarterly Reports on Form 10-Q, and other filings we make with the SEC, should
be considered in evaluating forward-looking statements and undue reliance
should not be placed on such statements. Forward looking statements speak only
as of the date they are made. We do not undertake any obligation to update any
forward-looking statement in the future, or to reflect circumstances and events
that occur after the date on which the forward-looking statement was made.



Critical Accounting Policies



Critical accounting policies are defined as those that are reflective of
significant judgments and uncertainties, and could potentially result in
materially different results under different assumptions and conditions. We
believe that the most critical accounting policies upon which our financial
condition and results of operation depend, and which involve the most complex
subjective decisions or assessments, are included in the discussion entitled
"Critical Accounting Policies" in Item 7, "Management's Discussion and Analysis
of Financial Condition and Results of Operations," in the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 2022, as filed with
the SEC.



Overview


We reported net income of $2.6 million, or $0.21 per common share for the quarter ended March 31, 2023. At March 31, 2023, the Company had total assets of $1.544 billion, total loans of $1.225 billion, total deposits of $1.315 billion and stockholders' equity of $152.4 million.





Total net loans were stable during the quarter ended March 31, 2023.  Total
commercial loans and leases decreased by $8.8 million as a $21.6 million decline
in equipment finance balances was partially offset by a $12.7 million increase
in commercial loans and line of credit balances.  Multi-family mortgage and
nonresidential real estate loans increased by $10.9 million due to reduced loan
prepayment activity during the first quarter of 2023.



Yields on loan originations were 8.67% in the first quarter of 2023, compared to
6.88% in the fourth quarter of 2022, reflecting the growth in commercial finance
balances and higher yields on variable-rate lines of credit due to the increase
in the Wall Street Journal Prime Rate.



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Cash and interest-bearing deposits totaled $77.0 million as of March 31, 2023,
compared to $66.8 million as of December 31, 2022. To provide additional
liquidity during a period in which public confidence in the banking industry was
uncertain, we sold $43.1 million in U.S. Government Treasury notes in March 2023
at a loss of $454,000.  At March 31, 2023, the investment securities portfolio
totaled $170.2 million, with an average duration of 1.34 years.



Total deposits were $1.315 billion as of March 31, 2023, a decrease of $59.7
million (4.3%) compared to December 31, 2022.  Total FDIC-insured or
collateralized public-funds deposits represented 84% of total deposits as of
March 31, 2023.   The decrease in deposits during the first quarter of 2023 was
primarily due to an $18.1 million seasonal decline in balances involving
collateralized public funds / tax collection depositors (compared to a $15.1
million seasonal decline in the first quarter of 2022), $19.8 million in
disbursements from estate, trust, and family office accounts, $10.9 million in
funds transferred from deposit accounts to our Trust Department and
approximately $12.5 million in withdrawals from retail accounts due to increased
rate competition for retail money market and certificate of deposit accounts.



Total borrowings increased by $35.0 million during the first quarter of 2023.
To maintain appropriate asset-liability matching on new Equipment Finance and
Nonresidential Real Estate loan originations during the first quarter of 2023,
we borrowed $25.0 million in Federal Home Loan Bank term advances with a
weighted-average duration of 30 months at a gross interest rate of 4.25% during
March 2023.



Net interest income increased by $2.7 million during the quarter ended March 31,
2023, due to higher yields on loans, investment securities and deposits held in
other financial institutions. Our net interest margin was 3.66% as of March 31,
2023, compared to 3.59% as of December 31, 2022.



Noninterest income declined by $1.1 million during the quarter ended March 31,
2023.  Deposit services and trust/insurance income increased modestly during the
first quarter of 2023.  In January 2023 we completed the previously announced
closings of our Hazel Crest and Naperville branches. During the first quarter of
2023, we recorded a total valuation adjustment of $553,000 based on the pending
offers and valuations for these locations.  In addition, as noted above, we
recorded $454,000 of losses on the sales of investment securities. The combined
effect of the investment portfolio sales activity and the valuation
adjustment related to the branch office closure activity reduced noninterest
income by $0.06 per share on an after-tax basis.



Noninterest expense remained stable.  Compensation and benefits increased by
$189,000 compared to the fourth quarter of 2022 due to $239,000
of seasonally-higher payroll tax expense.  The increase in compensation expense
was partially offset by decreases in information technology and other
expenses.



The Company's ratio of nonperforming loans to total loans increased to 0.72% as
of March 31, 2023, compared to 0.13% as of December 31, 2022.  In February 2023,
we received notice that the timely repayment of a U.S. Government finance
transaction may be disrupted. The government equipment finance transaction, with
an aggregate principal balance of $8.4 million as of March 31, 2023, was placed
on nonaccrual status pending the required federal contract claim process. Our
allowance for credit losses increased to 0.81% of total loans as of March 31,
2023 due to a $1.9 million increase in the allowance related to the adoption of
ASC 326 and a $85,000 provision in the allowance for credit losses - loans for
the first quarter of 2023.



The Company's capital position remained strong, with a Tier 1 leverage ratio
of 10.03% as of March 31, 2023. The Company recorded a net reduction of retained
earnings of $1.7 million upon adoption of ASC 326.  The Company
repurchased 48,604 of its common shares during the quarter ended March 31, 2023.
The Company's tangible book value per common share increased to $12.00 per
share as of March 31, 2023.





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SELECTED FINANCIAL DATA



The following summary information is derived from the consolidated financial
statements of the Company. For additional information, reference is made to the
Consolidated Financial Statements of the Company and related notes included
elsewhere in this Quarterly Report.



                                                                    December 31,
                                                March 31, 2023          2022           Change
                                                                (In thousands)
Selected Financial Condition Data:
Total assets                                   $      1,544,110     $  1,575,442     $   (31,332 )
Loans, net                                            1,225,288        1,226,743          (1,455 )
Securities, at fair value                               170,239          210,338         (40,099 )
Deposits                                              1,315,214        1,374,934         (59,720 )
Borrowings                                               35,000                -          35,000
Subordinated notes, net of unamortized
issuance costs                                           19,645           19,634              11
Equity                                                  152,359          151,671             688




                                                            Three Months Ended
                                                                March 31,
                                                  2023            2022           $ Change
                                                              (In thousands)
Selected Operating Data:
Interest income                                $    16,160     $    11,418     $      4,742
Interest expense                                     2,660             643            2,017
Net interest income                                 13,500          10,775            2,725
Provision for credit losses                             48             276             (228 )
Net interest income after provision for
credit losses                                       13,452          10,499            2,953
Noninterest income                                     313           1,444           (1,131 )
Noninterest expense                                 10,292          10,289                3
Income before income taxes                           3,473           1,654            1,819
Income tax expense                                     840             386              454
Net income                                     $     2,633     $     1,268     $      1,365




                                                                Three Months Ended
                                                                    March 31,
                                                               2023            2022
Selected Financial Ratios and Other Data:
Performance Ratios:
Return on assets (ratio of net income to average total
assets) (1)                                                        0.68 %   

0.30 % Return on equity (ratio of net income to average equity) (1)

                                                                6.96     

3.24


Average equity to average assets                                   9.75     

9.39


Net interest rate spread (1) (2)                                   3.41     

2.66


Net interest margin (1) (3)                                        3.66     

2.73


Efficiency ratio (4)                                              74.51     

84.20


Noninterest expense to average total assets (1)                    2.65     

2.47


Average interest-earning assets to average
interest-bearing liabilities                                     135.85     

139.03


Dividends declared per share                               $       0.10     $      0.10
Dividend payout ratio                                             48.36 %        104.33 %




                                                      At March 31, 2023       At December 31, 2022
Asset Quality Ratios:
Nonperforming assets to total assets (5)                            0.66 %                     0.13 %
Nonperforming loans to total loans                                  0.72                       0.13
Allowance for credit losses to nonperforming loans                113.20                     494.16
Allowance for credit losses to total loans                          0.81                       0.66
Capital Ratios:
Equity to total assets at end of period                             9.87 %                     9.63 %
Tier 1 leverage ratio (Bank only)                                  10.52 %                    10.31 %
Other Data:
Number of full-service offices                                        18                         20
Employees (full-time equivalents)                                    202                        203




(1) Ratios annualized.

(2) The net interest rate spread represents the difference between the yield on

average interest-earning assets and the cost of average interest-bearing

liabilities for the period.

(3) The net interest margin represents net interest income divided by average

total interest-earning assets for the period.

(4) The efficiency ratio represents noninterest expense, divided by the sum of

net interest income and noninterest income.

(5) Nonperforming assets include nonperforming loans and foreclosed assets.










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Comparison of Financial Condition at March 31, 2023 and December 31, 2022





Total assets decreased $31.3 million, or 2.0%, to $1.544 billion at March 31,
2023, from $1.575 billion at December 31, 2022. The decrease in total assets was
primarily due to decreases in securities and loans receivable, partially offset
by an increase in cash and cash equivalents.  Securities decreased $40.1 million
to $170.2 million, due to the sale of $43.1 million of U.S. Treasury Notes.
Cash and cash equivalents increased $10.2 million to $77.0 million at March 31,
2023, from $66.8 million at December 31, 2022.



Our loan portfolio consists primarily of investment and business loans
(multi-family, nonresidential real estate, and commercial loans and leases),
which together totaled 98.1% of gross loans at March 31, 2023. During the three
months ended March 31, 2023, multi-family loans increased by $7.3 million, or
1.4%, nonresidential real estate loans increased by $3.7 million, or 3.1%,
and commercial loans and leases decreased by $8.8 million, or 1.6%.  The
increase in multi-family loans was due to $17.1 million of originations,
partially offset by payments and payoffs of $10.2 million. The decrease in
commercial loans and leases was primarily due to decreases in government,
corporate and middle market leases of $8.6 million, $8.9 million and $5.1
million, respectively.



Our primary lending area for regulatory purposes consists of the counties in the
State of Illinois where our branch offices are located, and contiguous counties.
We currently derive the most significant portion of our revenues from these
geographic areas. We also engage in multi-family mortgage lending activities in
carefully selected metropolitan areas outside our primary lending area, and we
engage in certain types of commercial lending and commercial equipment finance
activities on a nationwide basis. At March 31, 2023, $317.6 million (58.5%), of
our multi-family mortgage loans were in the Chicago, Illinois Metropolitan
Statistical Area; $75.7 million (14.0%), were in Texas; $72.0 million
(13.3%), were in Florida and $28.5 million (5.2%), were in North Carolina. This
information reflects the location of the collateral for the loan and does not
necessarily reflect the location of the borrowers. At March 31, 2023, our
concentration within the nonresidential real estate portfolio was retail
shopping malls of $53.1 million (43.1%); industrial of $16.7 million (13.6%);
office buildings of $16.2 million (13.2%); mixed use buildings of $14.0 million
(11.4%), and single tenant commercial properties of $6.5 million (5.3%).



Total liabilities decreased $32.0 million, or 2.2%, to $1.392 billion at March
31, 2023, from $1.424 billion at December 31, 2022, due to a decrease in total
deposits, partially offset by the increase in borrowings.  Total deposits
decreased $59.7 million, or 4.3%, to $1.315 billion at March 31, 2023, from
$1.375 billion at December 31, 2022.  Interest-bearing NOW accounts
decreased $40.0 million, or 10.0%, to $360.4 million at March 31, 2023,
from $400.4 million at December 31, 2022. Money market accounts
decreased $29.6 million, or 9.8%, to $273.3 million at March 31, 2023,
from $302.9 million at December 31, 2022.  Savings accounts decreased $3.8
million, or 1.9%, to $200.7 million at March 31, 2023, from $204.5 million at
December 31, 2022. Noninterest-bearing demand deposits
increased $6.9 million, or 2.4%, to $287.5 million at March 31, 2023,
from $280.6 million at December 31, 2022. Retail certificates of deposit
increased $6.6 million, or 3.5%, to $193.1 million at March 31, 2023,
from $186.5 million at December 31, 2022. Core deposits (which consists of
savings, money market, noninterest-bearing demand and NOW accounts)
represented 85.3% of total deposits at March 31, 2023, compared to 86.4% at
December 31, 2022.



Total stockholders' equity was $152.4 million at March 31, 2023, compared
to $151.7 million at December 31, 2022. The increase in total stockholders'
equity was primarily due to the net income of $2.6 million for the three months
ended March 31, 2023 and a $1.5 million increase, net of tax, of accumulated
other comprehensive loss on our securities portfolio, partially offset by our
repurchase of 48,604 shares of our common stock during the three months ended
March 31, 2023 at a total cost of $502,000, our declaration and payment of cash
dividends totaling $1.3 million during the same period, and the one-time
recording of a cumulative effect of change in accounting principle with the
adoption of ASC 326 of $1.7 million on January 1, 2023.



Operating Results for the Three Months Ended March 31, 2023 and 2022





Net Income. Net income was $2.6 million for the three months ended March 31,
2023, compared to $1.3 million for the three months ended March 31, 2022.
Earnings per basic and fully diluted share of common stock were $0.21 for the
three months ended March 31, 2023, compared to $0.10 for the three months
ended March 31, 2022.



Net Interest Income. Net interest income was $13.5 million for the three months
ended March 31, 2023, and $10.8 million for the three months ended March 31,
2022. Net interest income increased $2.7 million, primarily due to a
$4.7 million increase in interest income.



The increase in net interest income was due in substantial part to the
increase in the weighted average yield on interest-earning assets. The yield on
interest-earning assets increased 150 basis points to 4.39% for the three months
ended March 31, 2023, from 2.89% for the three months ended March 31, 2022. The
cost of interest-bearing liabilities increased 75 basis points to 0.98% for the
three months ended March 31, 2023, from 0.23% for the three months ended March
31, 2022.  Total average interest-earning assets decreased $106.8 million, or
6.7%, to $1.494 billion for the three months ended March 31, 2023, from
$1.601 billion for the same period in 2022.  Total average interest-bearing
liabilities decreased $51.6 million, or 4.5%, to $1.100 billion for the three
months ended March 31, 2023, from $1.152 billion for the same period in 2022.
The decrease in interest-bearing liabilities is partially attributable to the
decrease in deposits of $60.6 million, partially offset by the increase in FHLB
advances in the first quarter of 2023.  Our net interest rate spread increased
by 75 basis points to 3.41% for the three months ended March 31, 2023,
from 2.66% for the same period in 2022, due primarily to an increase in the
yield on loans receivable, securities and interest-bearing deposits in other
financial institutions.  Our net interest margin increased by 93 basis points to
3.66% for the three months ended March 31, 2023, from 2.73% for the same period
in 2022, due to an increase in the yield on interest-earning assets.



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Average Balance Sheets



The following table sets forth average balance sheets, average yields and costs,
and certain other information. No tax-equivalent yield adjustments were made, as
the effect of these adjustments would not be material. Average balances are
daily average balances. Nonaccrual loans are included in the computation of
average balances, but have been reflected in the table as loans carrying a zero
yield. The yields set forth below include the effect of deferred fees and
expenses and discounts and premiums that are amortized or accreted to interest
income or expense, however, the Company believes that the effect of these
inclusions is not material.



                                                                          

For the Three Months Ended March 31,


                                                                 2023                                                 2022
                                              Average                                              Average
                                            Outstanding                                          Outstanding
                                              Balance        Interest       Yield/Rate (1)         Balance        Interest       Yield/Rate (1)
                                                                                  (Dollars in thousands)
Interest-earning Assets:
Loans                                      $   1,225,636     $  14,393                 4.76 %   $   1,050,668     $  10,813                 4.17 %

Securities                                       212,344         1,114                 2.13           116,360           299                 1.04
Stock in FHLB and FRB                              7,490            92                 4.98             7,490            85                 4.60
Other                                             48,778           561                 4.66           426,522           221                 0.21
Total interest-earning assets                  1,494,248        16,160                 4.39         1,601,040        11,418                 2.89
Noninterest-earning assets                        59,197                                               65,046
Total assets                               $   1,553,445                                        $   1,666,086
Interest-bearing Liabilities:
Savings deposits                           $     203,547            90                 0.18     $     204,080            31                 0.06
Money market accounts                            288,195           836                 1.18           328,546           115                 0.14
NOW accounts                                     386,509           679                 0.71           390,313           132                 0.14
Certificates of deposit                          188,070           695                 1.50           204,030           167                 0.33
Total deposits                                 1,066,321         2,300     

           0.87         1,126,969           445                 0.16
Borrowings and Subordinated notes                 33,629           360                 4.34            24,595           198                 3.26
Total interest-bearing liabilities             1,099,950         2,660                 0.98         1,151,564           643                 0.23
Noninterest-bearing deposits                     273,771                                              335,385
Noninterest-bearing liabilities                   28,307                                               22,645
Total liabilities                              1,402,028                                            1,509,594
Equity                                           151,417                                              156,492
Total liabilities and equity               $   1,553,445                                        $   1,666,086
Net interest income                                          $  13,500                                            $  10,775
Net interest rate spread (2)                                                           3.41 %                                               2.66 %
Net interest-earning assets (3)            $     394,298                                        $     449,476
Net interest margin (4)                                                                3.66 %                                               2.73 %
Ratio of interest-earning assets to
interest-bearing liabilities                      135.85 %                                             139.03 %




(1) Annualized.

(2) Net interest rate spread represents the difference between the yield on

average interest-earning assets and the cost of average interest-bearing

liabilities.

(3) Net interest-earning assets represents total interest-earning assets less

total interest-bearing liabilities.




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




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Allowance and Provision for Credit Losses





The ACL is a significant estimate in our unaudited consolidated financial
statements, affecting both earnings and capital. The methodology adopted
influences, and is influenced by, the Bank's overall credit risk management
processes. The ACL is recorded in accordance with US GAAP to provide an adequate
reserve for expected credit losses that is reflective of management's best
estimate of what is expected to be collected.  All estimates of credit losses
should be based on a careful consideration of all significant factors affecting
the collectability as of the evaluation date. The ACL is established through the
provision for credit loss expense charged to income.



The provision for credit losses - loans for the three months ended March 31,
2023 was $85,000, compared to $276,000 for the corresponding period in 2022.
The Company adopted the ASC 326 on January 1, 2023, and recorded a one-time
increase of $1.9 million for the change in accounting principle with the
adoption.  The provision for credit losses - loans varies based primarily on
forecasted unemployment rates, loan growth, net charge-offs, collateral
values associated with collateral dependent loans and qualitative factors.



There were no reserves established for loans individually evaluated at March 31,
2023 or December 31, 2022.  Net charge-offs were $89,000 for the three months
ended March 31, 2023, compared to net charge-offs of $205,000 for the three
months ended March 31, 2022.



The allowance for credit losses as a percentage of nonperforming loans was 113.20% at March 31, 2023, compared to 494.16% at December 31, 2022.





Noninterest Income



                                                     Three Months Ended
                                                         March 31,
                                                   2023              2022           Change
                                                           (Dollars in thousands)
Deposit service charges and fees               $        816       $       781     $        35
Loan servicing fees                                     129               101              28
Trust and insurance commissions and
annuities income                                        367               338              29
(Loss) earnings on bank-owned life insurance            (84 )              28            (112 )
Losses on sales of securities                          (454 )               -            (454 )
Valuation adjustment on bank premises
held-for-sale                                          (553 )               -            (553 )
Other                                                    92               196            (104 )
                                               $        313       $     1,444     $    (1,131 )




Noninterest income decreased $1.1 million, or 78.3%, to $313,000, for the three
months ended March 31, 2023, compared to $1.4 million for the same period in
2022, due to the sales of investment securities at a loss to improve liquidity
and a valuation adjustment that we recorded on two retail branches that we
closed in January 2023 to improve operating efficiency. We recorded $454,000
of losses on sales of securities for the three months ended March 31, 2023; we
also recorded a valuation adjustment of $553,000 for the three months ended
March 31, 2023, at the time of transfer of two of our retail branches to
premises held-for sale.





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Noninterest Expense



                                     Three Months Ended
                                          March 31,
                                      2023          2022        Change
                                          (Dollars in thousands)

Compensation and benefits $ 5,555 $ 5,480 $ 75 Office occupancy and equipment 2,038 2,134 (96 ) Advertising and public relations 190 142

           48
Information technology                    849          851           (2 )
Professional fees                         317          373          (56 )
Supplies, telephone and postage           359          347           12
FDIC insurance premiums                   154          116           38
Other                                     830          846          (16 )
Total noninterest expense          $   10,292     $ 10,289     $      3




Noninterest expense remained at $10.3 million for the three months ended March
31, 2023 and 2022.  Compensation and benefits increased $75,000, or 1.4%, to
$5.6 million for the three months ended March 31, 2023, from $5.5 million for
the same period in 2022.



Income Taxes



We recorded income tax expense of $840,000 for the three months ended March 31,
2023, compared to $386,000 for the three months ended March 31, 2022. Our
combined state and federal effective tax rate for the three months ended March
31, 2023 was 24.2%, compared to 23.3% for the three months ended March 31,
2022.




Criticized and Classified Assets





The Company categorizes loans into risk categories based on relevant information
about the ability of borrowers to service their debt, including current
financial information, historical payment experience, credit documentation,
public information, and current economic trends, among other factors. The
Company analyzes loans individually by classifying the loans as to credit risk.
Risk ratings are updated any time the situation warrants.   The following table
sets forth the criticized and classified loans:



                                                                       December 31,
                                                   March 31, 2023

2022 Quarter Change


                                                                  (Dollars in thousands)
Criticized - Special Mention:
One-to-four family residential real estate         $            16     $           4     $            12
Commercial loans and leases:
Asset-based and factored receivables                           348               873                (525 )
Commercial loans and leases - Equipment finance:
Government                                                  10,468                 -              10,468
Corporate - Other                                              582               644                 (62 )
Consumer                                                         5                 4                   1
                                                   $        11,419     $       1,525     $         9,894

Classified - Performing Substandard:
One-to-four family residential real estate         $           280     $         327     $           (47 )
Multi-family mortgage                                          148                 -                 148
Commercial loans and leases:
Asset-based and factored receivables                         3,748             3,815                 (67 )
Commercial loans and leases - Equipment finance:
Government                                                      52                52                   -
Corporate - Investment-rated                                     -               130                (130 )
Corporate - Other                                               46                44                   2
Consumer                                                         5                 4                   1
                                                   $         4,279     $       4,372     $           (93 )




In February 2023, we received an informal notice of non-renewal of a contract
securing the repayment of a software financing transaction in its commercial
loan and leasing portfolio with a U.S. Government agency.  The transaction had
an aggregate principal balance of $10.5 million as of December 31, 2022 with a
payment due date of March 25, 2023.  We are currently waiting for either
an official notification of renewal, or a formal letter of non-renewal pursuant
to the underlying federal government contract, from the contracting officer.
Given the uncertainty of the receipt of timely payment, we assigned a "Special
Mention" credit rating as of March 31, 2023.



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Nonperforming Loans and Assets





We review loans on a regular basis, and generally place loans on nonaccrual
status when either principal or interest is 90 days or more past due. In
addition, we place loans on nonaccrual status when we do not expect to receive
full payment of interest or principal. Interest accrued and unpaid at the time a
loan is placed on nonaccrual status is reversed from interest income. Interest
payments received on nonaccrual loans are recognized in accordance with our
significant accounting policies. Once a loan is placed on nonaccrual status, the
borrower must generally demonstrate at least six consecutive months of
contractual payment performance before the loan is eligible to return to accrual
status. We may have loans classified as 90 days or more delinquent and still
accruing. Generally, we do not utilize this category of loan classification
unless: (1) the loan is repaid in full shortly after the period end date;
(2) the loan is well secured and there are no asserted or pending legal barriers
to its collection; or (3) the borrower has remitted all scheduled payments and
is otherwise in substantial compliance with the terms of the loan, but the
processing of loan payments actually received or the renewal of the loan has not
occurred for administrative reasons. At March 31, 2023, we had no loans in this
category.


The following table sets forth the amounts and categories of our nonperforming loans and nonperforming assets:





                                                                   December 31,
                                               March 31, 2023          2022           Quarter Change
                                                               (Dollars in thousands)
Nonaccrual loans:
One-to-four family residential real estate     $            55     $          92     $            (37 )
Commercial loans and leases - Equipment
finance:
Government                                               8,420                 -                8,420
Corporate - Investment-rated                                 3                 -                    3
Corporate - Other                                            -               331                 (331 )
Middle market                                              306               891                 (585 )
Small ticket                                                78                88                  (10 )
Consumer                                                     -                 5                   (5 )
                                                         8,862             1,407                7,455
Loans past due over 90 days, still accruing                  -               238                 (238 )

Foreclosed assets:
Foreclosed assets                                          472               472                    -
Other foreclosed assets                                    921                 4                  917
                                                         1,393               476                  917

Total nonperforming assets                     $        10,255     $       

2,121 $ 8,134

Ratios:


Allowance for credit losses to total loans                0.81 %            0.66 %
Allowance for credit losses to nonperforming
loans                                                   113.20            

494.16


Nonperforming loans to total loans                        0.72              

0.13


Nonperforming assets to total assets                      0.66              

0.13


Nonaccrual loans to total loans                           0.72              

0.11


Nonaccrual loans to total assets                          0.57              0.09




Nonperforming Assets



Nonperforming assets increased $8.1 million to $10.3 million at March 31,
2023 from $2.1 million at December 31, 2022. Vehicles and small construction
equipment collateral repossessed in connection with equipment finance
leases were transferred from nonaccrual loans to other foreclosed assets during
the three months ended March 31, 2023.



In February 2023, we received a formal notice of non-renewal of a contract
securing the repayment of a software financing transaction in its commercial
loan and leases portfolio with a U.S. Government military department. The
transaction had an aggregate principal balance of $8.4 million as of December
31, 2022.  We reviewed the financing transaction with outside counsel with
experience in enforcing U.S. government contracts and related claims.  Based on
counsel's evaluation, we believe that we have meritorious claims for recovery of
the contract amounts due under the federal Contract Disputes Act.  In addition,
depending on the specific circumstances, there may also be additional claims for
recovery from the prime contractor and software vendor.  Accordingly, there was
no provision made for an allowance for credit losses as of March 31, 2023;
however, due to the formal confirmation of non-renewal of the federal contract
and the expected duration of the claims process, we placed the credit exposure
on nonaccrual status as of March 31, 2023.





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Liquidity and Capital Resources





Liquidity. The overall objective of our liquidity management is to ensure the
availability of sufficient cash funds to meet all financial commitments and to
take advantage of investment opportunities. We manage liquidity in order to meet
deposit withdrawals on demand or at contractual maturity, to repay borrowings as
they mature, and to fund new loans and investments as opportunities arise.



Our primary sources of funds are deposits, principal and interest payments on
loans and securities, and, to a lesser extent, wholesale borrowings, the
proceeds from maturing securities and short-term investments, the sales of loans
and securities and lease payments. The scheduled amortization of loans and
securities, as well as proceeds from borrowings, are predictable sources of
funds. Other funding sources, however, such as deposit inflows, mortgage
prepayments and mortgage loan sales are greatly influenced by market interest
rates, economic conditions and competition. We anticipate that we will have
sufficient funds available to meet current loan commitments and lines of credit
and maturing certificates of deposit that are not renewed or extended. We
generally remain fully invested and utilize FHLB advances as an additional
source of funds. We had $35.0 million of FHLB advances outstanding at March 31,
2023 and none at December 31, 2022, respectively.



The Company is a separate legal entity from BankFinancial, NA. The Company must
provide for its own liquidity to pay any dividends to its stockholders and to
repurchase shares of its common stock, and for other corporate purposes.  The
Company's primary source of liquidity is dividend payments it receives from the
Bank.  The Bank's ability to pay dividends to the Company is subject to
regulatory limitations. The Company completed the issuance of $20.0 million of
subordinated notes in 2021, at a rate of 3.75% maturing on May 15, 2031. At
March 31, 2023, the Company (on an unconsolidated, stand-alone basis) had liquid
assets of $11.8 million.  In 2020, the Company obtained a $5.0 million unsecured
line of credit with a correspondent bank to provide a secondary source of
liquidity. Interest is payable at a rate of the Prime rate minus 0.50%. The line
of credit has been extended since its original maturity date and the current
maturity date is March 29, 2024. The line of credit had no outstanding balance
at March 31, 2023.


As of March 31, 2023, we were not aware of any known trends, events or uncertainties that had or were reasonably likely to have a material adverse impact on our liquidity. As of March 31, 2023, we had no other material commitments for capital expenditures.





Capital Management - Bank. The overall objectives of our capital management are
to ensure the availability of sufficient capital to support loan, deposit and
other asset and liability growth opportunities and to maintain sufficient
capital to absorb unforeseen losses or write-downs that are inherent in the
business risks associated with the banking industry. We seek to balance the need
for higher capital levels to address such unforeseen risks and the goal to
achieve an adequate return on the capital invested by our stockholders.



The Bank is subject to regulatory capital requirements administered by the
federal banking agencies. The capital adequacy guidelines and prompt corrective
action regulation, involve the quantitative measurement of assets, liabilities,
and certain off-balance-sheet items calculated under regulatory accounting
practices. Capital amounts and classifications are also subject to qualitative
judgments by regulators. The failure to meet minimum capital requirements can
result in regulatory actions. The net unrealized gain or loss on
available-for-sale securities is not included in computing regulatory capital.



The federal banking agencies have developed a "Community Bank Leverage Ratio"
(the ratio of a bank's tangible equity capital to average total consolidated
assets) for financial institutions with assets of less than $10 billion. A
"qualifying community bank" that exceeds this ratio will be deemed to be in
compliance with all other capital and leverage requirements, including the
capital requirements to be considered "well capitalized" under Prompt Corrective
Action statutes. The federal banking agencies may consider a financial
institution's risk profile when evaluating whether it qualifies as a
community bank for purposes of the capital ratio requirement. The federal
banking agencies must set the minimum capital for the new Community Bank
Leverage Ratio at not less than 8% and not more than 10%.  A banking
organization that had a leverage ratio of 9% or greater and met certain other
criteria could elect to use the Community Bank Leverage Ratio framework. A
financial institution can elect to be subject to this new definition, and
opt-out of this new definition, at any time. As a qualifying community bank,
we elected to be subject to this definition beginning in the second quarter of
2020.  As of March 31, 2023, the Bank's Community Bank Leverage
Ratio was 10.52%.



Prompt corrective action regulations provide five classifications:
well-capitalized, adequately capitalized, undercapitalized, significantly
undercapitalized, and critically undercapitalized, although these terms are not
used to represent overall financial condition. If only adequately capitalized,
regulatory approval is required to accept brokered deposits. If
undercapitalized, capital distributions are limited, as is asset growth and
expansion, and capital restoration plans are required.



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The Company and the Bank have each adopted Regulatory Capital Policies that
target a Tier 1 leverage ratio of at least 7.5% and a total risk-based capital
ratio of at least 10.5% at the Bank. The minimum capital ratios set forth in the
Regulatory Capital Policies will be increased and other minimum capital
requirements will be established if and as necessary. In accordance with the
Regulatory Capital Policies, the Bank will not pursue any acquisition or growth
opportunity, declare any dividend or conduct any stock repurchase that would
cause the Bank's total risk-based capital ratio and/or its Tier 1 leverage ratio
to fall below the targeted minimum capital levels or the capital levels required
for capital adequacy plus the capital conservation buffer ("CCB"). The minimum
CCB is 2.5%. As of March 31, 2023 the Bank was well-capitalized under the
regulatory framework for prompt corrective action. There are no conditions or
events that management believes have changed the Bank's prompt corrective action
capitalization category.



The Bank is subject to regulatory restrictions on the amount of dividends it may
declare and pay to the Company without prior regulatory approval, and to
regulatory notification requirements for dividends that do not require prior
regulatory approval.


Actual and required capital amounts and ratios for the Bank were:



                                                              Required for Capital Adequacy
                                       Actual                           Purposes
                                Amount         Ratio         Amount                 Ratio
                                                   (Dollars in thousands)
March 31, 2023
Community Bank Leverage
Ratio                          $ 163,249         10.52 %   $   139,676                    9.00 %

December 31, 2022
Community Bank Leverage
Ratio                          $ 165,252         10.31 %   $   144,288                    9.00 %



Quarterly Cash Dividends. The Company declared cash dividends of $0.10 per share for each of the three months ended March 31, 2023 and March 31, 2022.

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