Community Financial System Inc 2025年季度报告

FORM10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period endedJune 30, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period fromtoCommission File Number:001-13695 (Exact name of registrant as specified in its charter) Securities registered pursuant to Section12(b)of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required tofile such reports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for suchshorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company” and “emerging growth company” in Rule12b-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 periodfor complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the ExchangeAct.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes☐No☒ Number of shares of common stock, par value $1.00 per share, outstanding as of the close of business on July 31, 2025:52,857,077shares TABLE OF CONTENTS PartI.Financial Information Item1.Financial Statements (Unaudited)Consolidated Statements of Condition June 30, 2025 and December31, 20243Consolidated Statements of Income Three and six months ended June 30, 2025 and 20244Consolidated Statements of Comprehensive Income Three and six months ended June 30,2025 and 20245Consolidated Statements of Changes in Shareholders’ Equity Three and six months endedJune 30, 2025 and 20246Consolidated Statements of Cash Flows Six months ended June 30, 2025 and 20248Notesto the Consolidated Financial Statements June 30, 20259Item2.Management’s Discussion and Analysis of Financial Condition and Results of Operations40Item3.Quantitative and Qualitative Disclosures about Market Risk68Item4.Controls and Procedures70PartII.Other InformationItem1.Legal Proceedings70Item1A.Risk Factors70Item2.Unregistered Sales of Equity Securities and Use of Proceeds70Item3.Defaults Upon Senior Securities71Item4.Mine Safety Disclosures71Item5.Other Information71Item6.Exhibits72 COMMUNITY FINANCIAL SYSTEM, INC.CONSOLIDATED STATEMENTS OF CONDITION (Unaudited)(In Thousands, Except Share Data) COMMUNITY FINANCIAL SYSTEM,INC.CONSOLIDATED STATEMENTS OF INCOME (Unaudited)(In Thousands, Except Per-Share Data) COMMUNITY FINANCIAL SYSTEM,INC.CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)(In Thousands) Table of Contents Table of Contents COMMUNITY FINANCIAL SYSTEM,INC.CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)(In Thousands) COMMUNITY FINANCIAL SYSTEM, INC.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)JUNE 30, 2025 NOTEA: BASIS OF PRESENTATION The interim financial data as of and for the three and six months ended June 30, 2025 is unaudited; however, inthe opinion of Community Financial System, Inc. (the “Company”), the interim data includes all adjustments,consisting only of normal recurring adjustments, necessary to present fairly the results for the interim periods inconformity with generally accepted accounting principles in the United States of America (“GAAP”) and Article10 of Regulation S-X. The results of operations for the interim periods are not necessarily indicative of the resultsthat may be expected for the full year or any other interim period. The Company’s unaudited interim consolidatedfinancial statements and notes thereto should be read in conjunction with the Company’s audited annualconsolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K forthe year ended December 31, 2024 filed with the Securities and Exchange Commission (“SEC”) on February 28,2025. NOTEB: ACQUISITIONS Pending Acquisition On June 25, 2025, the Company, through its subsidiary Community Bank, N.A. (“CBNA”), entered into anagreement with Santander Bank, N.A. (“Santander”) to acquire seven branch locations in the Allentown,Pennsylvania area including certain branch-related loans and deposits. In addition, CBNA’s who