As filed with the Securities and Exchange Commission on September 12, 2025

Registration No. 333-________

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM S-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

URSB Bancorp, Inc.

United Roosevelt Savings Bank 401(k) & Profit Sharing Plan

(Exact Name of Registrant as Specified in Its Charter)

Maryland	6036	Applied for
(State or Other Jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
Incorporation or Organization)	Classification Code Number)	Identification Number)

11-15 Cooke Avenue

Carteret, New Jersey 07008

(732) 541-5445

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

Kenneth R. Totten

Chairman, President and Chief Executive Officer

URSB Bancorp, Inc.

11-15 Cooke Avenue

Carteret, New Jersey 07008

(732) 541-5445

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)

Copies to:

Lawrence M.F. Spaccasi, Esq.

Kent M. Krudys, Esq.

Victor L. Cangelosi, Esq.

Luse Gorman, PC

5335 Wisconsin Avenue, N.W., Suite 780

Washington, D.C. 20015

(202) 274-2028

Approximate date of commencement of proposed sale to the public: As soon as practicable after this registration statement becomes effective.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: x

If this Form is filed to register additional shares for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: ¨

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

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x	Smaller reporting company	x
		Emerging growth company	x

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 7(a)(2)(B) of the Securities Act: ¨

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

Prospectus Supplement

Interests in

UNITED ROOSEVELT SAVINGS BANK 401(k) & PROFIT SHARING PLAN

Offering of Participation Interests of up to 238,404 Shares of

URSB Bancorp, Inc. Common Stock

In connection with the mutual-to-stock conversion of United Roosevelt, MHC, URSB Bancorp, Inc. (“URSB Bancorp”), a newly formed Maryland corporation and the proposed holding company of United Roosevelt Savings Bank, is offering shares of its common stock for sale at $10.00 per share. Following the completion of the conversion and stock offering, it is expected that the common stock of URSB Bancorp will be quoted on the OTCQB Market.

In connection with the conversion and stock offering, United Roosevelt Savings Bank is allowing participants in the United Roosevelt 401(k) & Profit Sharing Plan (the “401(k) Plan”), to invest a portion of their account balances in URSB Bancorp common stock. This prospectus supplement relates to elections by 401(k) Plan participants to direct the trustee of the 401(k) Plan to invest up to 75% of their account balances in the 401(k) Plan in URSB Bancorp common stock in connection with the conversion and stock offering. Based upon the value of the 401(k) Plan assets at June 30, 2025, the trustee of the 401(k) Plan could purchase up to 238,404 shares of URSB Bancorp common stock on behalf of participants, at the purchase price of $10.00 per share.

Before you consider investing, you should read the prospectus of URSB Bancorp, dated [date], which is enclosed with this prospectus supplement. It contains detailed information regarding the conversion, the stock offering of URSB Bancorp, and the financial condition, results of operations and business of United Roosevelt, MHC and United Roosevelt Savings Bank. This prospectus supplement provides information regarding the 401(k) Plan. You should read this prospectus supplement together with the prospectus and keep both for future reference.

For a discussion of risks that you should consider, see “Risk Factors” beginning on page [#] of the attached prospectus, and “Notice of Your Rights Concerning Employer Securities” in this prospectus supplement.

The interests in the 401(k) Plan and the offering of shares of URSB Bancorp common stock have not been approved or disapproved by the Securities and Exchange Commission, the Board of Governors of the Federal Reserve System, the New Jersey Department of Banking and Insurance, the Federal Deposit Insurance Corporation or any state securities regulator. Any representation to the contrary is a criminal offense.

The securities offered by this prospectus supplement are not deposits or savings accounts and are not insured or guaranteed by the Federal Deposit Insurance Corporation, the Depositors Insurance Fund or any other governmental agency.

This prospectus supplement may be used only in connection with offers and sales by URSB Bancorp in the stock offering of URSB Bancorp common stock that may be acquired within the 401(k) Plan. No one may use this prospectus supplement to reoffer or resell interests in shares of URSB Bancorp common stock acquired through the 401(k) Plan.

You should rely only on the information contained in this prospectus supplement and the attached prospectus. URSB Bancorp, United Roosevelt, MHC, United Roosevelt Savings Bank and the 401(k) Plan have not authorized anyone to provide you with different information.

This prospectus supplement does not constitute an offer to sell or solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make an offer or solicitation in that jurisdiction. Neither the delivery of this prospectus supplement and the attached prospectus nor any sale of URSB Bancorp common stock shall under any circumstances imply that there has not been a change in the affairs of URSB Bancorp, United Roosevelt, MHC, United Roosevelt Savings Bank or the 401(k) Plan since the date of this prospectus supplement, or that the information contained in this prospectus supplement or incorporated by reference is correct as of any time after the date of this prospectus supplement.

The date of this prospectus supplement is [date].

TABLE OF CONTENTS

RISK FACTORS		1

THE OFFERING		1

	Securities Offered	1
	Election to Purchase URSB Bancorp, Inc. Common Stock	2
	Purchase Priorities	2
	Purchases in the Offering and Oversubscriptions	3
	Composition of the URSB Bancorp, Inc. Stock Fund	3
	Minimum and Maximum Investment	4
	Value of the Plan Assets	4
	How to Order Stock in the Offering	4
	Order Deadline	6
	Irrevocability of Transfer Direction	6
	Future Direction to Purchase and Sell Common Stock	6
	Voting Rights of Common Stock	6

DESCRIPTION OF THE 401(k) PLAN		7

	Introduction	7
	Eligibility and Participation	7
	Contributions Under the Plan	8
	Limitations on Contributions	8
	Benefits Under the 401(k) Plan	8
	Investment of Contributions and Account Balances	9
	Performance History	9
	Description of the Investment Funds	10
	URSB Bancorp, Inc. Stock Fund	14
	Withdrawals from the 401(k) Plan	14
	Administration of the 401(k) Plan	14
	Amendment and Termination	15
	Merger, Consolidation or Transfer	15
	Federal Income Tax Consequences	15
	Notice of Your Rights Concerning Employer Securities	16
	Additional ERISA Considerations	17
	Securities and Exchange Commission Reporting and Short-Swing Profit Liability	17
	Financial Information Regarding 401(k) Plan Assets	17

LEGAL OPINION		18

RISK FACTORS

In addition to considering the material risks disclosed under “Risk Factors” beginning on page [#] of the attached prospectus, you should also consider the following:

If you elect to purchase URSB Bancorp common stock using your 401(k) Plan account balance and the stock offering is oversubscribed, you will bear the risk of price changes in the investment funds of the 401(k) Plan.

If you elect to purchase URSB Bancorp common stock using your 401(k) Plan account balance, the 401(k) Plan trustee will sell the designated amount within your 401(k) Plan account among your investment fund balances. If the stock offering is oversubscribed (i.e., there are more orders for URSB Bancorp common stock than shares available for sale in the stock offering) and the 401(k) Plan trustee cannot use any or all of the funds you allocate to purchase URSB Bancorp common stock, the funds that cannot be invested in URSB Bancorp common stock, and any interest earned on such funds, will be reinvested in your existing investment funds of the 401(k) Plan, according to your then existing investment election (i.e., in proportion to your investment direction for future contributions). During the period from when the 401(k) Plan trustee sells a portion of your investment funds until reinvestment of some or all of those funds back into your investment funds as a result of an oversubscription, you will bear the risk of price changes in the investment funds. It is possible that during this period some or all the investment funds may have increased in value more than the amount of any interest you may have earned on the reinvested funds before reinvestment. See “The Offering – Purchases in the Offering and Oversubscriptions” in this prospectus supplement.

THE OFFERING

Securities Offered

United Roosevelt Savings Bank is offering participants in the 401(k) Plan the opportunity to purchase participation interests in shares of URSB Bancorp common stock through the 401(k) Plan. A “participation interest” represents indirect ownership of a share of URSB Bancorp common stock that is acquired by the 401(k) Plan and is equivalent to one share of URSB Bancorp common stock. In this prospectus supplement, “participation interests” are referred to as shares of URSB Bancorp common stock. At the stock offering purchase price of $10.00 per share and allowing participants to use up to 75% of their account balances, the 401(k) Plan may acquire up to 238,404 shares of URSB Bancorp common stock in the stock offering, based on the approximate fair market value of the 401(k) Plan’s assets as of June 30, 2025.

Only employees of United Roosevelt Savings Bank may become participants in the 401(k) Plan and only participants may purchase shares of URSB Bancorp common stock through the 401(k) Plan. However, your investment in shares of URSB Bancorp common stock in connection with the stock offering is subject to the purchase priorities listed below.

Information regarding the 401(k) Plan is contained in this prospectus supplement and information with respect to the consolidated financial condition and results of operations of United Roosevelt, MHC and the business of URSB Bancorp and United Roosevelt Savings Bank is contained in the attached prospectus. The address of the corporate/main office of URSB Bancorp and United Roosevelt Savings Bank is 11-15 Cooke Avenue, Carteret, New Jersey 07008. The telephone number at this address is (732) 541-5445.

Address questions about this prospectus supplement to Kenneth R. Totten, President and CEO, United Roosevelt Savings Bank, 11-15 Cooke Avenue, Carteret, New Jersey 07008; telephone number (732) 541-5445; email: ktotten@ursb.bank.

Direct all questions about the stock offering, the prospectus, or obtaining a stock order form to purchase stock in the stock offering outside the 401(k) Plan to the Stock Information Center at [#] (toll-free), Monday through Friday, between 10:00 a.m. and 4:00 p.m., Eastern time. The Stock Information Center will be closed on bank holidays.

Election to Purchase URSB Bancorp, Inc. Common Stock	In connection with the stock offering, you may elect to designate up to 75% of your 401(k) Plan account balance to a money market fund called “Stock Purchase,” which will be used to subscribe for URSB Bancorp common stock in the stock offering. Before making this election, you should carefully read the prospectus and this prospectus supplement and consider the information set forth on page [#] of this prospectus supplement under “Notice of Your Rights Concerning Employer Securities — The Importance of Diversifying Your Retirement Savings.” The trustee of the URSB Bancorp, Inc. Stock Fund will subscribe to purchase shares of URSB Bancorp common stock at $10.00 per share in accordance with your election. However, your election is subject to the purchase priorities and purchase limitations, as described below.
Purchase Priorities	All 401(k) Plan participants are eligible to elect to subscribe for URSB Bancorp common stock in the stock offering. However, the elections are subject to the purchase priorities in United Roosevelt, MHC’s Plan of Conversion, which provides for a subscription offering and, if necessary, a community offering. In the stock offering, the purchase priorities are as follows and apply in case more shares of URSB Bancorp common stock are ordered than are available for sale (an “oversubscription):
	Subscription Offering:

		(1)	Each person with $50 or more on deposit at United Roosevelt Savings Bank as of the close of business on June 30, 2024, has first priority.

		(2)	United Roosevelt’s Savings Bank’s tax-qualified employee benefit plans, including the United Roosevelt Savings Bank’s employee stock o) Plan, get second priority.

		(3)	Depositors with accounts at United Roosevelt Savings Bank with aggregate balances of at least $50 at the close of business on September 30, 2025, get third priority.

		(4)	Depositors with deposit account at United Roosevelt Savings Bank at the close of business on [voting record date], get fourth priority.

	Community Offering:

	Shares of URSB Bancorp common stock not purchased in the subscription offering may be offered for sale to the general public in a “community offering,” with a preference given to natural persons and trusts of natural persons residing in Middlesex and Monmouth Counties in New Jersey.

	If you fall into subscription offering categories (1), (2) or (4) above, you have subscription rights to purchase URSB Bancorp common stock in the subscription offering in the highest category and you may use funds (up to 75% of your account balance) in the 401(k) Plan to pay for the URSB Bancorp common stock.

	If you fall into purchase priority (1), (2) or (4), you will separately receive offering materials in the mail, including a stock order form. You may use the stock order form to purchase shares of URSB Bancorp common stock outside the 401(k) Plan.

	Additionally, instead of (or in addition to) placing an order outside the 401(k) Plan using the stock order form, you may place an order for the purchase of URSB Bancorp common stock through the 401(k) Plan in the manner described below under “How to Order Stock in the Offering.”

Purchases in the Offering and Oversubscriptions

The trustee of the 401(k) Plan will subscribe for URSB Bancorp common stock in the stock offering in accordance with your election. Once you make your election, the amount that you elect to transfer from your existing investment option(s) for the purchase of URSB Bancorp common stock will be sold from your existing investment option(s) and the proceeds will be transferred to the Stock Purchase option (which will be invested in a money market fund during the stock offering period) pending the completion of the conversion and stock offering several weeks later. After the end of the stock offering period, we will determine whether all or any portion of your order will be filled (if the stock offering is oversubscribed you may not receive any or all of your order, depending on your purchase priority, as described above). The amount that can be used toward your order will be applied to the purchase of URSB Bancorp common stock. Following the closing of the conversion and stock offering, your purchased shares of URSB Bancorp common stock will be transferred to the 401(k) Plan and will be reflected in your 401(k) Plan account as soon as practicable thereafter.

If the stock offering is oversubscribed, and the trustee of the 401(k) Plan is unable to use the full amount allocated by you to purchase URSB Bancorp common stock in the stock offering, the amount that cannot be invested in shares of URSB Bancorp common stock, and any interest earned on that amount, will be transferred from the Stock Purchase option and reinvested in the existing funds of the 401(k) Plan, in accordance with your then existing investment election (in proportion to your investment direction for future contributions). The prospectus describes the allocation procedures in the event of an oversubscription. If you choose not to elect to invest part of your account balances towards the purchase of URSB Bancorp common stock in connection with the stock offering, your account balances will remain in the investment funds of the 401(k) Plan as previously directed by you.

Composition of the URSB Bancorp, Inc. Stock Fund

Shares of URSB Bancorp common stock purchased by the 401(k) Plan in the stock offering will be transferred to the 401(k) Plan and held in the URSB Bancorp, Inc. Stock Fund. The URSB Bancorp, Inc. Stock Fund is neither a mutual fund nor a diversified or managed investment option. Rather, it is merely a recordkeeping mechanism established by the 401(k) Plan custodian to track the shares purchased by 401(k) Plan participants in the conversion and stock offering through the 401(k) Plan. The URSB Bancorp, Inc. Stock Fund will consist solely of shares of URSB Bancorp common stock purchased by participants in the 401(k) Plan, which will be initially valued at $10.00 per share (i.e., the purchase price).

Following the closing of the conversion and stock offering, each day the aggregate value of URSB Bancorp, Inc. Stock Fund will be determined by dividing the total market value of the fund at the end of the day by the total number of shares held in the fund by all participants as of the previous day’s end. The change in share value reflects the day’s change in stock price of URSB Bancorp common stock, and the value of each participation interest should be the same as one share of URSB Bancorp common stock.

Investment in URSB Bancorp common stock involves risks common to investments in shares of common stock. For a discussion of material risks you should consider, see the “Risk Factors” section of the attached prospectus and the section of the prospectus supplement called “Notice of Your Rights Concerning Employer Securities” (see below).

The portion of your 401(k) Plan account invested in the URSB Bancorp, Inc. Stock Fund will be reported to you on your regular 401(k) Plan participant statements. You can also go online at any time to www.principal.com or call (800)547-7754 (toll-free) to review your account balances.

Minimum and Maximum Investment	In connection with the stock offering, the 401(k) Plan will permit you to use up to 75% of your 401(k) Plan account balance for the purchase of URSB Bancorp common stock in the stock offering. The trustee of the 401(k) Plan will subscribe for shares of URSB Bancorp common stock offered for sale in the stock offering, in accordance with each participant’s direction. The trustee will pay $10.00 per share, which will be the same price paid by all other persons who purchase shares in the stock offering. To purchase URSB Bancorp common stock through the 401(k) Plan, the minimum investment is $250, which will purchase 25 shares. No individual may purchase more than $200,000 (20,000 shares) of URSB Bancorp common stock. Furthermore, no person or entity, together with associates or persons acting in concert with such person or entity, may purchase more than $500,000 (50,000 shares) of URSB Bancorp common stock in all categories of the stock offering combined. See the prospectus for further details regarding additional maximum purchase limits for investors in the stock offering.
Value of the Plan Assets	As of June 30, 2025, the market value of the assets of the 401(k) Plan attributable to active and former employees of United Roosevelt Savings Bank was approximately $3,178,724.

How to Order Stock in the Offering	·	You can elect to transfer up to 75% of your current 401(k) Plan account balance (in whole dollar amounts) to the Stock Purchase option, which will be used by the 401(k) Plan trustee to purchase shares of URSB Bancorp common stock. This is done by following the procedures described below. Note the following conditions concerning this election:

	·	Your election is subject to a minimum purchase of 25 shares of common stock, which equals $250.

		Your election, plus any order you placed outside the 401(k) Plan, are together subject to a maximum purchase limit of no more than 20,000 shares of URSB Bancorp common stock, which equals $200,000. The prospectus describes an additional purchase limitation of 50,000 shares of URSB Bancorp common stock, which equals $500,000, for an individual, together with associates or persons acting in concert with such individual.

	·	The election period for the 401(k) Plan purchases ends at 4:00 p.m., Eastern time, on [date] (the “Plan Purchase Period”).

	·	Your election to purchase common stock in the stock offering through the 401(k) Plan will be accepted by Principal Financial Group, the recordkeeper of the 401(k) Plan. After your election is accepted by Principal Financial Group, it will be rounded down to the closest dollar amount divisible by $10.00 and will be used by the trustee to purchase shares of URSB Bancorp common stock sold in the conversion and stock offering. This difference will remain in the Stock Purchase option until the completion of the conversion and stock offering, which is expected to be several weeks after the Plan Purchase Period ends. At that time, the URSB Bancorp common stock purchased based on your election will be transferred to the 401(k) Plan and any remaining funds will be transferred out of the Stock Purchase option for investment in other funds under the 401(k) Plan, based on your election currently on file for future contributions.

	·	The amount you elect to transfer to the Stock Purchase option will be held separately until the completion of the conversion and stock offering. Therefore, this money is not available for distributions, loans, or withdrawals until the conversion and stock offering is completed, which is expected to be several weeks after the 401(k) Plan Purchase Period ends.

	·	Following the completion of the conversion and stock offering, your purchased shares of URSB Bancorp common stock will be reflected in your 401(k) Plan account through the URSB Bancorp, Inc. Stock Fund.

	Follow the steps outlined below to make your election to use your account balance in the 401(k) Plan to purchase shares of URSB Bancorp, Inc. common stock in the stock offering. You are allowed only one election to transfer funds to the Stock Purchase option.

	·	Go to www.principal.com and log into your 401(k) Plan account. In Account Login, click on drop down and choose “Personal,” then “GO.” Enter your Username and Password. If you have not established your Username and Password, click on the link “Establish your Username and Password”, and follow the prompts.

	·	On your Personal Summary Page, choose the line for the 401(k) Plan as adopted by United Roosevelt Savings Bank Plan and click on “View Details” for your 401(k) Plan account.

	·	When you reach “Your Account Overview,” click on “Investments” across the top navigation of the screen, and then click on “Change Investments.”

	·	When you reach the “Change Investments” screen, click on the “box titled “Move Balances.” Then click on “Make a Transfer.”

	·	Click on “Advanced Transfer Features” and choose “dollars,” then enter the amount you would like to transfer “From” each investment. When you have completed transferring “From” each investment, click on “Continue.”

	·	Enter the dollars that you will be transferring into the Stock Purchase account. The Stock Purchase account is a money market investment that will hold the funds until the conversion and stock offering is concluded. All the funds that you transferred “From” other investments must be transferred to another investment. All the dollars must be transferred “To” another investment.


	When you have completed the “To” portion of the transaction, click on “Continue.” You will be taken to a confirmation page. Review your transaction for accuracy. If you need to make changes, click on “Cancel” or “Start Over” or “Previous” to make changes. If the information is correct, click on “Submit Request” to authorize Principal Life Insurance Company to process the request. You will receive a communication in your Message Center confirming your transaction.

Order Deadline	After you completed your online election, you will also need to complete the Stock Information Form and return it either by emailing it to Kenneth R. Totten, President and CEO, at ktotten@ursb.bank, by faxing it to (732) 541-5446 or by delivering it in person, to be received by Kenneth R. Totten. President and CEO, United Roosevelt Savings Bank, 11-15 Cooke Avenue, Carteret, New Jersey 07008. The Stock Information Form must be received no later than 4:00 p.m. on [date].

Irrevocability of Transfer Direction	Once you make an election to transfer amounts to the Stock Purchase option to be used by the 401(k) Plan trustee to purchase URSB Bancorp common stock in connection with the conversion and stock offering, you may not change your election. Your election is irrevocable. You will, however, continue to have the ability to transfer amounts not directed towards the purchase of URSB Bancorp common stock among all the other investment funds on a daily basis.
Future Direction to Purchase and Sell Common Stock	You will be able to purchase URSB Bancorp common stock after the completion of the conversion and stock offering through the 401(k) Plan by investing your future contributions through the URSB Bancorp, Inc. Stock Fund, provided, that no more than 75% of your future contributions (both employer and employee) may be invested in the URSB Bancorp, Inc. Stock Fund. Additionally, after the completion of the conversion and stock offering, you will be able to transfer no more than 75% of your account balance to the URSB Bancorp, Inc. Stock Fund. After the completion of the conversion and stock offering, to the extent that shares are available, the trustee of the 401(k) Plan will acquire shares of URSB Bancorp common stock at your election in open market transactions at the prevailing price, which may be less than or more than $10.00 per share. In addition, a brokerage commission of $0.05 per share of stock purchased will be charged. You may change your investment allocation on a daily basis. However, your ability to buy or sell URSB Bancorp common stock within the 401(k) Plan largely depends upon the existence of an active market for the stock. If URSB Bancorp common stock is illiquid (meaning there are few buyers and sellers of the stock) on the date you elect to buy or sell URSB Bancorp common stock within the 401(k) Plan, your election may not be immediately processed. As a result, the prevailing price for URSB Bancorp, Inc. common stock may be less or more than its fair market value on the date of your election. Special restrictions may apply to purchasing shares of URSB Bancorp common stock by 401(k) Plan participants who are subject to the provisions of Section 16(b) of the Securities Exchange Act of 1934, as amended, relating to the purchase and sale of securities by officers, directors, and principal stockholders of URSB Bancorp. If you are an officer of the URSB Bancorp who is restricted by regulation from selling shares of URSB Bancorp common stock acquired in the conversion and stock offering for one year, the URSB Bancorp common stock that you purchased in the conversion and stock offering through the 401(k) Plan will not be tradable until the one-year trading restriction has lapsed.
Voting Rights of Common Stock	You may direct the 401(k) Plan trustee as to how to vote your shares of URSB Bancorp common stock held in the URSB Bancorp, Inc. Stock Fund, if permitted by United Roosevelt Savings Bank. If the trustee does not receive your voting instructions, the trustee will be directed by United Roosevelt Savings Bank to vote your shares in the same proportion as the voting instructions received from other participants related to their shares of URSB Bancorp common stock held by the 401(k) Plan, provided that such vote is made in accordance with the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). All voting instructions will be kept confidential.

DESCRIPTION OF THE 401(k) PLAN

Introduction

General. United Roosevelt Savings Bank originally adopted the 401(k) Plan effective as of December 1, 1976. In connection with the mutual-to-stock conversion of United Roosevelt Bancorp, MHC, URSB Bancorp desires to allow participants to purchase common stock of URSB Bancorp in their accounts in the 401(k) Plan and United Roosevelt Savings Bank has amended the 401(k) Plan to allow investments in URSB Bancorp common stock. The 401(k) Plan is a tax-qualified plan with a cash or deferred compensation feature established in accordance with the requirements under Section 401(a) and Section 401(k) of the Internal Revenue Code of 1986, as amended (the “Code”).

United Roosevelt Savings Bank intends that the 401(k) Plan, in operation, will comply with the requirements under Section 401(a) and Section 401(k) of the Code. United Roosevelt Savings Bank will adopt any amendments to the 401(k) Plan that may be necessary to ensure the continuing qualified status of the 401(k) Plan under the Code and applicable Treasury Regulations.

ERISA. The 401(k) Plan is an “individual account plan” other than a “money purchase pension plan” within the meaning of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). As such, the 401(k) Plan is subject to all the provisions of Title I (Protection of Employee Benefit Rights) and Title II (Amendments to the Code Relating to Retirement Plans) of ERISA, except for the funding requirements contained in Part 3 of Title I of ERISA, which by their terms do not apply to an individual account plan (other than a money purchase plan). The 401(k) Plan is not subject to Title IV (Plan Termination Insurance) of ERISA. The funding requirements contained in Title IV of ERISA are not applicable to participants or beneficiaries under the 401(k) Plan.

Reference to Full Text of Plan. This prospectus supplement summarizes certain provisions of the 401(k) Plan. These summaries are not complete and are qualified in their entirety by the full text of the 401(k) Plan. Copies of the 401(k) Plan are available to all employees by going to www.Principal.com.

Eligibility and Participation

United Roosevelt Savings Bank employees generally become eligible to enter the 401(k) Plan as participants upon their attainment of age 18 and the completion of three months of service for elective contributions and qualified matching and non-elective contributions. Eligible employees may participate in the 401(k) Plan for employer discretionary contributions upon attaining age 18 and completing one year of service.

As of December 31, 2024, there were approximately 34 active and former employees with account balances in the 401(k) Plan.

Contributions Under the Plan

Elective Deferrals. Participants are permitted to defer up to 75% of their compensation as of the date they become a participant in the 401(k) Plan but may choose a different percentage or choose not to defer at all. The amounts of deferrals are also subject to certain restrictions imposed by the Code. For 2025, participants may defer up to $23,500 and may defer an additional $7,500 if they qualify for catch-up contributions as described in the next paragraph. The compensation of each participant taken into account under the 401(k) Plan is limited by the Code, and for 2025 the limit is $350,000 (this limit may change on an annual basis). Canceling or changing a participant’s contribution percentage can be accomplished by going to www.Principal.com.

Catch-up Contributions. If a participant has made the maximum amount of elective deferrals allowed by the 401(k) Plan or other legal limits and has attained at least age 50 (or will reach age 50 before the end of the tax year, which is December 31), that participant is also eligible to make an additional catch-up contribution. For 2025, the maximum catch-up contribution is $7,500. A participant may authorize United Roosevelt Savings Bank to withhold a specified dollar amount of his or her compensation for this purpose.

Employer Contributions. United Roosevelt Savings Bank currently makes a matching contribution tied to participant deferrals under the 401(k) Plan. United Roosevelt Savings Bank reserves the right to eliminate or modify the amount of this contribution at any time and from time to time.

Limitations on Contributions

Contribution Limits. For the tax year beginning January 1, 2025, the amount of a participant’s elective deferrals may not exceed $23,500 per calendar year, or $31,000, if you the participant is eligible to make catch-up contributions. Contributions in excess of this limit are known as excess deferrals. If a participant defers amounts in excess of this limitation, his or her gross income for federal income tax purposes will include the excess in the year of the deferral. In addition, unless the excess deferral is distributed before April 15 of the following year, it will be taxed again in the year distributed. Income on the excess deferral distributed by April 15 of the immediately succeeding year will be treated, for federal income tax purposes, as earned and received by the participant in the tax year in which the contribution is made.

The total amount of contributions that a participant makes and any contribution made by United Roosevelt Savings Bank makes on a participant’s behalf to the 401(k) Plan and other defined contribution tax-qualified retirement plans in one year is generally limited to the lesser of 100% of the participant’s compensation or $70,000 (for 2025).

Rollovers. Participants may make a rollover contribution of an eligible rollover distribution from any other qualified retirement plan or an individual retirement arrangement (IRA). These funds will be maintained in a separate rollover account in which the participants will have a nonforfeitable vested interest.

Benefits Under the 401(k) Plan

Vesting. At all times, participants have a fully vested, non-forfeitable interest in the portion of their account balance attributable to elective deferrals and qualified matching and non-elective contributions. Discretionary employer contributions vest at the rate of 20% after two years of service and 20% for each year of service thereafter, so that a participant is fully vested after six years of service.

Distribution at Termination of Employment. Participants will be entitled to receive a distribution of the vested amounts in their account when their employment terminates for any reason. A participant’s benefit will be equal to the vested balance of the participant’s account. The 401(k) Plan will make involuntary cash-out distributions of vested account balances in accordance with the 401(k) Plan. If a participant is not a 5% or more owner of his or her employer, their required benefit commencement date is the April 1^st following the close of the year in which the later of the following occurs: they attain age 72 ½ or they terminate employment.

Distribution After Death of Participant. If a participant dies, the value of the participant’s entire account will be payable to the participant’s beneficiary in accordance with the 401(k) Plan.

Investment of Contributions and Account Balances

All amounts credited to a participant’s account under the 401(k) Plan are held in the 401(k) Plan trust (the “Trust”), which is administered by the trustee of the 401(k) Plan. Before the effective date of the stock offering, participants were provided with the opportunity to direct the investments of their accounts into one of the investment options described below.

Performance History

The following table provides performance data with respect to the investment funds in the 401(k) Plan:

	Average Annual Total Return (%) (as of June 30, 2025)
Investment Option Name	1-Year		3-Year		5-Year			10-Year
Principal Equity Income Separate Account-Z		14.13		12.67		13.35			10.31
Fidelity 500 Index Fund		15.15		19.70		16.63			13.63
Principal Blue Chip Separate Account-Z		17.04		22.78		14.56			16.23
American Century Mid-Cap Value R6 Fund		10.82		8.58		12.13			8.52
Fidelity Mid Cap Index Fund		15.16		14.34		13.11			9.89
Janus Henderson Enterprise N Fund		12.91		13.94		12.32			12.04
DFA US Targeted Value I Fund		6.58		11.89		18.50			8.52
Vanguard Small Cap Index Admiral Fund		10.14		12.16		11.84			8.57
Putnam Small Cap Growth R6 Fund		9.28		17.35		11.87			11.75
Fidelity Emerging Markets Index Fund		15.49		9.27		6.45			4.50
Fidelity International Index Fund		18.55		16.23		11.41			6.71
MFS International Growth R6 Fund		18.59		15.19		10.45			8.94
DFA Global Real Estate Securities I Fund		11.44		3.84		5.94			4.99
Vanguard Target Retirement Income Inv Fund		9.66		7.36		4.49			4.71
Vanguard Target Retirement 2020 Inv Fund		10.23		8.67		6.16			6.06
Vanguard Target Retirement 2025 Inv Fund		11.74		10.43		7.48			6.89
Vanguard Target Retirement 2030 Inv Fund		12.61		11.64		8.58			7.52
Vanguard Target Retirement 2035 Inv Fund		13.41		12.73		9.67			8.13
Vanguard Target Retirement 2040 Inv Fund		14.12		13.80		10.74			8.73
Vanguard Target Retirement 2045 Inv Fund		14.78		14.84		11.80			9.27
Vanguard Target Retirement 2050 Inv Fund		15.57		15.59		12.24			9.48
Vanguard Target Retirement 2055 Inv Fund		15.58		15.59		12.24			9.47
Vanguard Target Retirement 2060 Inv Fund		15.57		15.59		12.24			9.47
Vanguard Target Retirement 2065 Inv Fund		15.55		15.59		12.24			-
Vanguard Target Retirement 2070 Inv Fund		15.54		15.62		-			-
Legg Mason BrandywineGLOBAL Global Opportunities Bond IS Fund		10.47		2.48		0.18			1.49
PGIM High Yield R6 Fund		11.10		9.45		6.13			5.64
Fidelity US Bond Index Fund		5.96		2.53		(0.79	)		1.73
PGIM Total Return Bond R6 Fund		6.62		4.11		0.27			2.65
Fidelity Inflation-Protection Bond Index Fund		5.85		2.36		1.54			2.64
Principal Guaranteed Option		NA		NA		NA			NA

Description of the Investment Funds

Principal Global Investors Equity Income Separate Account. The investment seeks to provide current income and long-term growth of income and capital. Under normal circumstances, the fund invests at least 80% of its net assets, plus any borrowings for investment purposes, in dividend-paying equity securities at the time of purchase. It usually invests in equity securities of companies with large and medium market capitalizations. The fund invests in value equity securities, an investment strategy that emphasizes buying equity securities that appear to be undervalued.

Principal Equity Income Separate Account-Z. The investment seeks to provide current income and long-term growth of income and capital. Under normal circumstances, the fund invests at least 80% of its net assets, plus any borrowings for investment purposes, in dividend-paying equity securities. The managers define dividend-paying equity securities as securities that produced dividend income within the last rolling 12 months. It usually invests in equity securities of companies with large and medium market capitalizations.

Fidelity 500 Index Fund. The investment seeks to provide investment results that correspond to the total return performance of common stocks publicly traded in the United States. The fund normally invests at least 80% of assets in common stocks included in the S&P 500(R) Index, which broadly represents the performance of common stocks publicly traded in the United States. It lends securities to earn income.

Principal Blue Chip Separate Account-Z. The investment seeks long-term growth of capital. The fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of companies with large market capitalizations that, in the fund's investment advisor's opinion, display characteristics of a "blue chip" company. The advisor tends to focus on securities of companies that show potential for growth of capital as well as an expectation for above average earnings. The fund also invests in securities of foreign companies.

American Century Mid-Cap Value R6 Fund. The investment seeks long-term capital growth; income is a secondary consideration. Under normal market conditions, the portfolio managers will invest at least 80% of the fund's net assets in medium size companies. The portfolio managers consider medium size companies to include those whose market capitalizations at the time of purchase are within the capitalization range of the Russell 3000(R) Index, excluding the largest 100 such companies.

Fidelity Mid Cap Index Fund. The investment seeks to provide investment results that correspond to the total return of stocks of mid-capitalization United States companies. The fund invests normally at least 80% of its assets in securities included in the Russell Midcap(R) Index. It lends securities to earn income.

Janus Henderson Enterprise N Fund. The investment seeks long-term growth of capital. The fund pursues its investment objective by investing primarily in common stocks selected for their growth potential, and normally invests at least 50% of its equity assets in medium-sized companies. Medium-sized companies to be those whose market capitalization falls within the range of companies in the Russell Midcap(R) Growth Index. Market capitalization is a commonly used measure of the size and value of a company. It may also invest in foreign securities.

DFA US Targeted Value I Fund. The investment seeks long-term capital appreciation. The fund purchases a broad and diverse group of the readily marketable securities of U.S. small and mid cap companies that the advisor determines to be value stocks with higher profitability. It may purchase or sell futures contracts and options on futures contracts for U.S. equity securities and indices, to increase or decrease equity market exposure based on actual or expected cash inflows to or outflows from the fund.

Vanguard Small Cap Index Admiral Fund. The investment seeks to track the performance of the CRSP US Small Cap Index that measures the investment return of small-capitalization stocks. The fund advisor employs an indexing investment approach designed to track the performance of the CRSP US Small Cap Index, a broadly diversified index of stocks of small U.S. companies. The advisor attempts to replicate the target index by investing all, or substantially all, of its assets in the stocks that make up the index, holding each stock in approximately the same proportion as its weighting in the index.

Putnam Small Cap Growth R6 Fund. The investment seeks capital appreciation. The fund invests mainly in common stocks of small U.S. companies, with a focus on growth stocks. Growth stocks are stocks issued by companies whose earnings are expected to grow faster than those of similar firms, and whose business growth and other characteristics may lead to an increase in stock price. It invests at least 80% of the fund's net assets in companies of a size similar to those in the Russell 2000 Growth Index.

Fidelity Emerging Markets Index Fund. The investment seeks to provide investment results that correspond to the total return of emerging stock markets. The fund normally invests at least 80% of the fund's assets in securities included in the MSCI Emerging Markets Index and in depositary receipts representing securities included in the index. The adviser uses statistical sampling techniques based on such factors as capitalization, industry exposures, dividend yield, price/earnings (P/E) ratio, price/book (P/B) ratio, earnings growth, country weightings, and the effect of foreign taxes to attempt to replicate the returns of the index.

Fidelity International Index Fund. The investment seeks to provide investment results that correspond to the total return of foreign stock markets. The fund normally invests at least 80% of assets in common stocks included in the MSCI EAFE Index, which represents the performance of foreign stock markets. The manager uses statistical sampling techniques based on such factors as capitalization, industry exposures, dividend yield, price/earnings (P/E) ratio, price/book (P/B) ratio, earnings growth, and country weightings to attempt to replicate the returns of the MSCI EAFE Index.

MFS International Growth R6 Fund. The investment seeks capital appreciation. The fund normally invests its assets primarily in foreign equity securities, including emerging market equity securities. Equity securities include common stocks and other securities that represent an ownership interest (or right to acquire an ownership interest) in a company or other issuer. The advisor focuses on investing the fund's assets in the stocks of companies the advisor believes to have above average earnings growth potential compared to other companies (growth companies).

DFA Global Real Estate Securities I Fund. The investment seeks long-term capital appreciation. The Portfolio seeks to achieve exposure to a broad portfolio of securities of U.S. and non-U.S. companies in the real estate industry, with a focus on real estate investment trusts ("REITs") or companies that the Advisor considers to be REIT-like entities. It may pursue its investment objective by investing its assets in the DFA Real Estate Securities Portfolio, DFA International Real Estate Securities Portfolio (the "underlying funds"), and/or directly in securities of companies in the real estate industry.

Vanguard Target Retirement Income Inv Fund. The investment seeks to provide current income and some capital appreciation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors currently in retirement. Its indirect bond holdings are a diversified mix of short-, intermediate-, and long-term U.S. government, U.S. agency, and investment-grade U.S. corporate bonds; inflation-protected public obligations issued by the U.S. Treasury; mortgage-backed and asset-backed securities; and government, agency, corporate, and securitized investment-grade foreign bonds issued in currencies other than the U.S. dollar.

Vanguard Target Retirement 2020 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2020 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2025 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2025 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2030 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2030 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2035 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2035 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2040 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2040 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2045 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2045 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2050 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2050 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2055 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2055 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2060 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2060 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2065 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2065 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Vanguard Target Retirement 2070 Inv Fund. The investment seeks to provide capital appreciation and current income consistent with its current asset allocation. The fund invests in a mix of Vanguard mutual funds (underlying funds) according to an asset allocation strategy designed for investors planning to retire and leave the workforce in or within a few years of 2070 (the target year). The fund's asset allocation will become more conservative over time, meaning that the percentage of assets allocated to stocks will decrease while the percentage of assets allocated to bonds and other fixed income investments will increase.

Legg Mason BrandywineGLOBAL Global Opportunities Bond IS Fund. The investment seeks to maximize total return consisting of income and capital appreciation. The fund normally invests at least 80% of its net assets in fixed income securities of issuers located in developed market countries. It will invest in both investment grade and below investment grade fixed income securities, and the advisor intends to invest less than 35% of its net assets in below investment grade fixed income securities (commonly known as "high yield debt" or "junk bonds"). The fund may invest up to 25% of its net assets in convertible debt securities. It is non-diversified.

PGIM High Yield R6 Fund. The investment seeks to maximize current income; and capital appreciation is a secondary objective. The fund normally invests at least 80% of its investable assets in a diversified portfolio of high yield fixed-income instruments rated Ba or lower by Moody's Investors Service ("Moody's") or BB or lower by S&P Global Ratings ("S&P"), and instruments either comparably rated by another nationally recognized statistical rating organization ("NRSRO"), or considered to be of comparable quality, that is, junk bonds.

Fidelity US Bond Index Fund. The investment seeks to provide investment results that correspond to the aggregate price and interest performance of the debt securities in the Bloomberg U.S. Aggregate Bond Index. The fund normally invests at least 80% of the fund's assets in bonds included in the Bloomberg U.S. Aggregate Bond Index. Its manager uses statistical sampling techniques based on duration, maturity, interest rate sensitivity, security structure, and credit quality to attempt to replicate the returns of the Bloomberg U.S. Aggregate Bond Index using a smaller number of securities. The fund invests in Fidelity's central funds.

PGIM Total Return Bond R6 Fund. The investment seeks total return. The fund will seek to achieve its objective through a mix of current income and capital appreciation as determined by the fund's subadviser. It invests, under normal circumstances, at least 80% of the fund's investable assets in bonds. For purposes of this policy, bonds include all fixed income securities, other than preferred stock, with a maturity at date of issue of greater than one year. The fund may invest up to 30% of its investable assets in speculative, high risk, below investment-grade securities. It may invest up to 30% of its investable assets in foreign debt securities, including emerging market debt securities.

Fidelity Inflation-Protection Bond Index Fund. The investment seeks to provide investment results that correspond to the total return of the inflation-protected sector of the United States Treasury market. The fund normally invests at least 80% of assets in inflation-protected debt securities included in the Bloomberg U.S. Treasury Inflation-Protected Securities (TIPS) Index. The advisor engages in transactions that have a leveraging effect on the fund, including investments in derivatives - such as swaps (interest rate, total return, and credit default) and futures contracts - and forward-settling securities, to adjust the fund's risk exposure.

Principal Guaranteed Option. This is a guaranteed general account-backed group annuity contract. A rate of interest contractually guaranteed by Principal Life is created to participant account balances. The contract makes benefit payments to participants without restriction (i.e. no early termination charges or surrender charges for plan benifit events). A surrender elected by a plan fiduciary will be paid out in six installments over 5 years (subject to additional contractual limitations), or a single sum subject to an Early Termination Charge, whichever the plan fiduciary chooses.

An investment in any of the funds listed above is not a bank deposit or savings account and is not insured or guaranteed by the Federal Deposit Insurance Corporation, the New Jersey Department of Banking and Insurance or any other government agency. As with any mutual fund investment, there is always a risk that you may lose money on your investment in any of the funds listed above.

URSB Bancorp, Inc. Stock Fund

In connection with the conversion and stock offering, the 401(k) Plan now offers the URSB Bancorp, Inc. Stock Fund as an additional choice among the investment options described above. The URSB Bancorp, Inc. Stock Fund invests primarily in the shares of common stock of URSB Bancorp. In connection with the conversion and stock offering, you may, in the manner described earlier, elect to direct the 401(k) Plan trustee to invest up to 75% of your 401(k) Plan account in the URSB Bancorp, Inc. Stock Fund.

As of the date of this prospectus supplement, there is no established market for URSB Bancorp common stock. Accordingly, there is no record of the historical performance of the URSB Bancorp, Inc. Stock Fund. Performance of the URSB Bancorp, Inc. Stock Fund will depend on a number of factors, including the consolidated financial condition and profitability of URSB Bancorp and United Roosevelt Savings Bank and market conditions for shares of URSB Bancorp common stock generally.

Investments in the URSB Bancorp, Inc. Stock Fund involve special risks common to investments in the shares of common stock. In deciding to invest a part of your account balance in the URSB Bancorp, Inc. Stock Fund, you should carefully consider the information set forth on page [#] of this prospectus supplement under “Notice of Your Rights Concerning Employer Securities – The Importance of Diversifying Your Retirement Savings.”

For a discussion of material risks you should consider, see “Risk Factors” beginning on page [#] of the attached prospectus and the section of this prospectus supplement entitled “Notice of Your Rights Concerning Employer Securities” below.

Withdrawals from the 401(k) Plan

Applicable federal law requires the 401(k) Plan to impose substantial restrictions on the right of a 401(k) Plan participant to withdraw amounts held for his or her benefit under the 401(k) Plan before the participant’s termination of employment with United Roosevelt Savings Bank. A substantial federal tax penalty may also be imposed on withdrawals made before the participant’s attainment of age 59 ½, regardless of whether the withdrawal occurs during his or her employment with United Roosevelt Savings Bank or after termination of employment.

Withdrawal from Your Account Before Retirement. Once you have attained age 59 ½, you may request distribution of all, or part of the amounts credited to your account attributable to certain types of contributions, as set forth in the 401(k) Plan.

Hardship Withdrawals. If you incur a financial hardship, you may request a withdrawal from the portion of your account attributable to certain types of contributions, as set forth in the 401(k) Plan.

Rollover Contributions. You may withdraw the amounts you contributed to the 401(k) Plan as a rollover contribution.

Administration of the 401(k) Plan

401(k) Plan Trustee. The trustee of the 401(k) Plan is Principal Trust Company. Principal Trust Company serves as trustee for all the investments funds under the 401(k) Plan, except that Kenneth R. Totten will serve as trustee of the URSB Bancorp, Inc. Stock Fund only during the stock offering period.

Plan Administrator. Pursuant to the terms of the 401(k) Plan, the 401(k) Plan is administered by the 401(k) Plan administrator. The name and address of the 401(k) Plan administrator is United Roosevelt Savings Bank, 11-15 Cooke Avenue, Carteret, New Jersey 07008. The 401(k) Plan administrator is responsible for the administration of the 401(k) Plan, interpretation of the provisions of the 401(k) Plan, prescribing procedures for filing applications for benefits, preparation and distribution of information explaining the 401(k) Plan, maintenance of plan records, books of account and all other data necessary for the proper administration of the 401(k) Plan, preparation and filing of all returns and reports relating to the 401(k) Plan which are required to be filed with the U.S. Department of Labor and the Internal Revenue Service, and for all disclosures required to be made to participants, beneficiaries and others under Sections 104 and 105 of ERISA.

Reports to Plan Participants. The 401(k) Plan administrator will furnish you a statement at least quarterly showing the balance in your account as of the end of the statement period, the amount of contributions allocated to your account for that period, and any adjustments to your account to reflect earnings or losses (if any). In addition, you can go online to www.principal.com or call (800) 547-7754 at any time to review your account balances.

Amendment and Termination

United Roosevelt Savings Bank intends to continue the 401(k) Plan indefinitely. Nevertheless, United Roosevelt Savings Bank may terminate the 401(k) Plan at any time. If the 401(k) Plan is terminated in whole or in part, then regardless of other provisions in the 401(k) Plan, you will have a fully vested interest in your account. United Roosevelt Savings Bank reserves the right to make any amendment or amendments to the 401(k) Plan which do not cause any part of the trust to be used for, or diverted to, any purpose other than the exclusive benefit of participants or their beneficiaries; provided, however, that United Roosevelt Savings Bank may make any amendment it determines necessary or desirable, with or without retroactive effect, to comply with ERISA.

Merger, Consolidation or Transfer

In the event of the merger or consolidation of the 401(k) Plan with another plan, or the transfer of the trust assets to another plan, the 401(k) Plan requires that you receive a benefit immediately after the merger, consolidation or transfer which is equal to or greater than the benefit you would have been entitled to receive immediately before the merger, consolidation, or transfer.

Federal Income Tax Consequences

The following is a brief summary of the material federal income tax aspects of the 401(k) Plan. You should not rely on this summary as a complete or definitive description of the material federal income tax aspects of the 401(k) Plan. Statutory provisions change, as do their interpretations, and their application may vary in individual circumstances. Finally, the consequences under applicable state and local income tax laws may not be the same as under the federal income tax laws. Consult your tax advisor with respect to any distribution from the 401(k) Plan and transactions involving the 401(k) Plan.

As a “tax-qualified retirement plan,” the Code affords the 401(k) Plan special tax treatment, including:

(1) the sponsoring employer is allowed an immediate tax deduction for the amount contributed to the 401(k) Plan each year;

(2) participants pay no current income tax on amounts contributed by the employer on their behalf; and

(3) earnings of the 401(k) Plan are tax-deferred, thereby permitting the tax-free accumulation of income and gains on investments.

United Roosevelt Savings Bank will administer the 401(k) Plan to comply with the requirements of the Code as of the applicable effective date of any change in the law.

Lump-Sum Distribution. A distribution from the 401(k) Plan to a participant or the beneficiary of a participant will qualify as a lump-sum distribution if it is made within one taxable year, on account of the participant’s death, disability or separation from service, or after the participant attains age 59 ½, and consists of the balance credited to the participant under the 401(k) Plan and all other profit sharing plans (and in some cases all other stock bonus plans), if any, maintained by United Roosevelt Savings Bank. The portion of any lump-sum distribution required to be included in a participant’s taxable income for federal income tax purposes consists of the entire amount of the lump-sum distribution, less the amount of after-tax contributions, if any, the participant has made to the 401(k) Plan and any other profit sharing plans maintained by United Roosevelt Savings Bank, which is included in the distribution.

URSB Bancorp, Inc. Common Stock Included in Lump-Sum Distribution. If a lump-sum distribution includes URSB Bancorp common stock, the distribution generally will be taxed in the manner described above, except that the total taxable amount may be reduced by the amount of any net unrealized appreciation with respect to URSB Bancorp common stock, that is, the excess of the value of URSB Bancorp common stock at the time of the distribution over its cost or other basis of the securities to the trust. The tax basis of URSB Bancorp common stock, for purposes of computing gain or loss on its subsequent sale, equals the value of URSB Bancorp common stock at the time of distribution, less the amount of any net unrealized appreciation. Any gain on a subsequent sale or other taxable disposition of URSB Bancorp common stock, to the extent of the amount of net unrealized appreciation at the time of distribution, will constitute long-term capital gain, regardless of the holding period of URSB Bancorp common stock. Any gain on a subsequent sale or other taxable disposition of URSB Bancorp common stock, in excess of the amount of net unrealized appreciation at the time of distribution, will be considered long-term capital gain. The recipient of a distribution may elect to include the amount of any net unrealized appreciation in the total taxable amount of the distribution, to the extent allowed by regulations to be issued by the Internal Revenue Service.

Distributions: Rollovers and Direct Transfers to Another Qualified Plan or to an IRA. You may roll over virtually all distributions from the 401(k) Plan to another qualified plan or to an individual retirement account (IRA) in accordance with the terms of the other plan or the IRA.

Notice of Your Rights Concerning Employer Securities

There has been an important change in Federal law that provides specific rights concerning investments in employer securities, such as URSB Bancorp common stock. Because you may in the future have investments in URSB Bancorp, Inc. Stock Fund under the Plan, you should take the time to read the following information carefully.

Your Rights Concerning Employer Securities. The 401(k) Plan must allow you to elect to move any portion of your account that is invested in the URSB Bancorp, Inc. Stock Fund from that investment into other investment alternatives under the 401(k) Plan. You may contact the 401(k) Plan Administrator disclosed above for specific information regarding this new right, including how to make this election. In deciding whether to exercise this right, you will want to give careful consideration to the information below that describes the importance of diversification. All the investment options under the 401(k) Plan are available to you if you decide to diversify out of the URSB Bancorp, Inc. Stock Fund.

The Importance of Diversifying Your Retirement Savings. To help achieve long-term retirement security, you should give careful consideration to the benefits of a well-balanced and diversified investment portfolio. Spreading your assets among different types of investments can help you achieve a favorable rate of return, while minimizing your overall risk of losing money. This is because market or other economic conditions that cause one category of assets, or one particular security, to perform well often cause another asset category, or another particular security, to perform poorly. If you invest more than 20% of your retirement savings in any one company or industry, your savings may not be properly diversified. Although diversification is not a guarantee against loss, it is an effective strategy to help you manage investment risk.

In deciding how to invest your retirement savings, you should take into account all your assets, including any retirement savings outside of the 401(k) Plan. No single approach is right for everyone because, among other factors, individuals have different financial goals, different time horizons for meeting their goals, and different tolerance for risk. Therefore, you should carefully consider the rights described here and how these rights affect the amount of money that you invest in URSB Bancorp common stock through the 401(k) Plan.

It is also important to periodically review your investment portfolio, your investment objectives, and the investment options under the 401(k) Plan to help ensure that your retirement savings will meet your retirement goals.

Additional ERISA Considerations

As noted above, the 401(k) Plan is subject to certain provisions of ERISA, including special provisions relating to control over the 401(k) Plan’s assets by participants and beneficiaries. The 401(k) Plan’s feature that allows you to direct the investment of your account balances is intended to satisfy the requirements of Section 404(c) of ERISA relating to control over plan assets by a participant or beneficiary. The effect of this is two-fold. First, you will not be deemed a “fiduciary” because of your exercise of investment discretion. Second, no person who otherwise is a fiduciary, such as United Roosevelt Savings Bank, the 401(k) Plan Administrator, or the 401(k) Plan’s trustee, is liable under the fiduciary responsibility provision of ERISA for any loss which results from your exercise of control over the assets in your Plan account.

Because you will be entitled to invest a portion of your account balance in the Plan in URSB Bancorp common stock, the regulations under Section 404(c) of ERISA require that the 401(k) Plan establish procedures that ensure the confidentiality of your decision to purchase, hold, or sell employer securities, except to the extent that disclosure of such information is necessary to comply with federal or state laws not preempted by ERISA. These regulations also require that your exercise of voting and similar rights with respect to the common stock be conducted in a way that ensures the confidentiality of your exercise of these rights.

Securities and Exchange Commission Reporting and Short-Swing Profit Liability

Section 16 of the Securities Exchange Act of 1934, as amended, imposes reporting requirements and liability provisions on officers, directors, and persons beneficially owning more than 10% of public companies such as URSB Bancorp. Section 16(a) of the Securities Exchange Act of 1934 requires the filing of reports of beneficial ownership. Within 10 days of becoming an officer, director or person beneficially owning more than 10% of the shares of URSB Bancorp, the individual must file a Form 3 reporting initial beneficial ownership with the Securities and Exchange Commission. Changes in beneficial ownership, such as purchases, sales, and gifts, generally must be reported periodically, either on a Form 4 within two business days after the change occurs, or in limited circumstances, annually on a Form 5 within 45 days after the close of URSB Bancorp’s fiscal year. Discretionary transactions in and beneficial ownership of the common stock through the URSB Bancorp, Inc. Stock Fund of the Plan by officers and persons beneficially owning more than 10% of the common stock of URSB Bancorp generally must be reported to the Securities and Exchange Commission by such individuals.

In addition to the reporting requirements described above, Section 16(b) of the Securities Exchange Act of 1934, as amended, provides for the recovery by URSB Bancorp of profits realized by an officer, director or any person beneficially owning more than 10% of URSB Bancorp common stock resulting from non-exempt purchases and sales of URSB Bancorp common stock within any six-month period.

The Securities and Exchange Commission has adopted rules that provide exemptions from the profit recovery provisions of Section 16(b) for all transactions in employer securities within an employee benefit plan, provided certain requirements are met. These requirements generally involve restrictions upon the timing of elections to acquire or dispose of employer securities for the accounts of Section 16(b) persons.

Except for distributions URSB Bancorp, Inc. common stock due to death, disability, retirement, termination of employment or under a qualified domestic relations order, persons subject to Section 16(b) are required to hold shares of URSB Bancorp, Inc. common stock distributed from the 401(k) Plan for six months following such distribution and are prohibited from directing additional purchases within the URSB Bancorp, Inc. Stock Fund for six months after receiving such a distribution.

Financial Information Regarding 401(k) Plan Assets

Financial information regarding the net assets available for 401(k) Plan benefits and the change in net assets available for 401(k) Plan benefits is available upon written request to the 401(k) Plan Administrator at the address shown above.

LEGAL OPINION

The validity of the issuance of the URSB Bancorp common stock has been passed upon by Luse Gorman, PC, Washington, D.C., which firm acted as special counsel to URSB Bancorp in connection with URSB Bancorp’s stock offering.

PROSPECTUS

URSB Bancorp, Inc.

(Proposed Holding Company for United Roosevelt Savings Bank)

Up to 2,012,500 Shares of Common Stock

(Subject to Increase to up to 2,314,375 Shares)

URSB Bancorp, Inc. is offering shares of its common stock for sale in an initial public offering in connection with the conversion of United Roosevelt, MHC, the mutual holding company of United Roosevelt Savings Bank, from a mutual holding company to a stock holding company. There is no current public or private market for our common stock. We expect our common stock to be quoted on the OTCQB Market upon the completion of the conversion and stock offering. We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and, as such, we have elected to comply with certain reduced disclosure requirements for this prospectus and future filings.

The shares of common stock are first being offered for sale in a subscription offering to United Roosevelt Savings Bank’s depositors as of specified eligibility dates and to its tax-qualified employee benefit plans. Shares not purchased in the subscription offering may be offered for sale to the general public in a community offering, with a preference given to residents of the communities that United Roosevelt Savings Bank serves, and, if necessary, in a syndicated community offering. We must sell a minimum of 1,487,500 shares to complete the conversion and stock offering.

In addition to the shares of common stock to be sold in the stock offering, we intend to contribute an additional 20,000 shares of common stock and $200,000 in cash to a charitable foundation to be established and funded in connection with the conversion and stock offering.

The minimum purchase order is 25 shares. Generally, in all categories of the stock offering combined, no individual, or individuals acting through a single qualifying account held jointly, may purchase more than 20,000 shares ($200,000) of common stock and no person or entity, together with its associates or persons acting in concert with it, may purchase more than 50,000 shares ($500,000) of common stock.

The subscription offering will expire at 2:00 p.m., Eastern time, on December ____, 2025. We may extend this expiration date without notice to you until __________, 2026, unless we receive regulatory approval to extend to a later date, which may not be beyond __________, 2027. No single extension may exceed 90 days, and the stock offering must be completed by ________, 2027. Once submitted, orders are irrevocable unless the subscription offering and any community offering are terminated or extended, with regulatory approval, beyond ________, 2026, or the number of shares of common stock to be sold is increased to more than 2,314,375 shares or decreased to less than 1,487,500 shares. If the subscription offering and any community offering are extended past _________, 2026, we will notify all subscribers and give them the opportunity to confirm, change or cancel their orders. If you do not respond to the notice of extension, we will promptly return your funds with interest or cancel your deposit account withdrawal authorization. If the number of shares to be sold in the stock offering is increased to more than 2,314,375 shares or decreased to less than 1,487,500 shares, we will resolicit subscribers and promptly return all funds delivered to us to purchase shares of common stock in the subscription offering and in any community offering, with interest. We will hold funds received in the subscription offering and in any community offering in a segregated account at United Roosevelt Savings Bank and the funds will earn interest at 0.10% per annum until completion or termination of the stock offering.

Janney Montgomery Scott LLC is assisting us in selling the shares of common stock, on a best efforts basis, in the subscription offering and in any community offering, and will serve as sole manager for any syndicated community offering. Janney Montgomery Scott LLC is not required to purchase any shares of common stock being offered for sale in the stock offering.

This investment involves a degree of risk, including the possible loss of principal.

See “Risk Factors” beginning on page 15.

OFFERING SUMMARY

Price: $10.00 per Share

	Minimum		Midpoint		Maximum		Adjusted Maximum
Number of shares		1,487,500		1,750,000		2,012,500		2,314,375
Gross offering proceeds	$	14,875,000	$	17,500,000	$	20,125,000	$	23,143,750
Estimated offering expenses, excluding selling agent fees and expenses ⁽¹⁾	$	1,075,000	$	1,075,000	$	1,075,000	$	1,075,000
Selling agent fees and expenses ⁽²⁾	$	525,000	$	525,000	$	525,000	$	525,000
Estimated net proceeds	$	13,275,000	$	15,900,000	$	18,525,000	$	21,543,750
Estimated net proceeds per share	$	8.92	$	9.09	$	9.20	$	9.31

	(1)	Includes records agent fees and expenses payable to Janney Montgomery Scott LLC. See “The Conversion and Stock Offering – Records Management.”
	(2)	See “The Conversion and Stock Offering – Plan of Distribution; Selling Agent and Underwriter Compensation” for a discussion of Janney Montgomery Scott LLC’s compensation for the stock offering and the compensation to be received by it and other broker-dealers that may participate in any syndicated community offering.

These securities are not deposits or savings accounts and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

Neither the Securities and Exchange Commission, the Board of Governors of the Federal Reserve System, the New Jersey Department of Banking and Insurance, the Federal Deposit Insurance Corporation nor any state securities regulator has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

JANNEY MONTGOMERY SCOTT LLC

For assistance, contact the Stock Information Center at __________ (toll-free).

The date of this prospectus is November ____, 2025.

TABLE OF CONTENTS

		Page
SUMMARY		1
RISK FACTORS		15
SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA		28
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS		30
HOW WE INTEND TO USE THE PROCEEDS FROM THE STOCK OFFERING		32
OUR POLICY REGARDING DIVIDENDS		33
MARKET FOR THE COMMON STOCK		34
HISTORICAL AND PRO FORMA REGULATORY CAPITAL COMPLIANCE		35
CAPITALIZATION		36
PRO FORMA DATA		38
COMPARISON OF INDEPENDENT VALUATION AND PRO FORMA INFORMATION WITH AND WITHOUT CHARITABLE FOUNDATION		43
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		45
BUSINESS OF URSB BANCORP, INC.		61
BUSINESS OF UNITED ROOSEVELT SAVINGS BANK		62
SUPERVISION AND REGULATION		82
TAXATION		93
MANAGEMENT		94
SUBSCRIPTIONS BY DIRECTORS AND EXECUTIVE OFFICERS		103
THE CONVERSION AND STOCK OFFERING		103
URSB CHARITABLE FOUNDATION, INC.		125
RESTRICTIONS ON ACQUISITION OF URSB BANCORP, INC.		128
DESCRIPTION OF CAPITAL STOCK OF URSB BANCORP, INC.		133
TRANSFER AGENT		134
EXPERTS		134
LEGAL AND TAX MATTERS		134
WHERE YOU CAN FIND ADDITIONAL INFORMATION		135
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS OF UNITED ROOSEVELT, MHC AND SUBSIDIARIES		136

SUMMARY

The following summary summarizes the significant aspects of United Roosevelt, MHC’s mutual-to-stock conversion transaction and the related initial public offering of common stock by URSB Bancorp, Inc.. It may not contain all the information that is important to you. Before making an investment decision, you should read this entire prospectus carefully, including the section entitled “Risk Factors” and the consolidated financial statements and related notes appearing elsewhere in this prospectus.

URSB Bancorp, Inc.

URSB Bancorp, Inc. (referred to as “URSB Bancorp” throughout this prospectus) is a newly formed Maryland corporation that will own all of the outstanding shares of common stock of United Roosevelt Savings Bank upon completion of the conversion and stock offering. It has not engaged in any business to date. Its executive offices are located at 11-15 Cooke Avenue, Carteret, New Jersey 07008. The telephone number at this address is (732) 541-5445.

United Roosevelt, MHC and United Roosevelt Bancorp

United Roosevelt, MHC is a New Jersey-chartered mutual holding company and the sole shareholder of United Roosevelt Bancorp, a New Jersey corporation (referred to as “United Roosevelt Bancorp” throughout this prospectus). United Roosevelt Bancorp is the sole shareholder of United Roosevelt Savings Bank. Their primary business is directing the affairs of United Roosevelt Savings Bank through their ownership of United Roosevelt Savings Bank. Their headquarters are located at 11-15 Cooke Avenue, Carteret, New Jersey 07008. The telephone number at this address is (732) 541-5445. As of June 30, 2025, United Roosevelt, MHC had, on a consolidated basis, total assets of $325.3 million, deposits of $254.0 million and total equity of $18.8 million.

United Roosevelt Savings Bank

Originally chartered in 1914, United Roosevelt Savings Bank is a New Jersey-chartered stock savings bank headquartered in Carteret, New Jersey. In October 1997, United Roosevelt Savings Bank converted from the mutual to stock form of organization by reorganizing into the current mutual holding company structure, resulting in United Roosevelt, MHC becoming its mutual holding company and United Roosevelt Bancorp becoming its mid-tier subsidiary stock holding company.

United Roosevelt Savings Bank operates from its main office and one branch office, both located in Carteret. We consider Middlesex County, where Carteret is located, and Monmouth County, adjacent to Middlesex County to the southeast, to be our primary market area for loans and retail deposits. Both counties are part of the New York Metropolitan area.

Our business consists primarily of taking retail deposits from the general public, along with brokered deposits and other wholesale deposits, and investing those deposits, together with funds generated from operations, primarily in one- to four-family residential mortgage loans, commercial real estate loans, commercial and industrial loans, and multi-family loans. At June 30, 2025, one-to four-family residential mortgage loans totaled $116.4 million (44.5% of total loan portfolio), commercial real estate loans totaled $62.8 million (24.0% of total loan portfolio), commercial and industrial loans totaled $46.8 million (17.9% of total loan portfolio) and multi-family loans totaled $19.5 million (7.4% of total loan portfolio). Substantially all of our one- to four-family residential mortgage loans are purchased from mortgage brokers. A substantial portion of our commercial and industrial loan portfolio are secured loans made to business professionals that we purchase from a third party. To a lesser but growing extent, our loan portfolio includes consumer loans, including unsecured consumer loans, the substantial majority of which we have recently begun to purchase from third parties. Consumer loans increased from $137,000, or 0.1% of total loans, at December 31, 2024 to $8.7 million, or 3.3% of total loans, at June 30, 2025. For further information about our lending activities, see “Risk Factors – Risks Related to Our Lending Activities” and “Business of United Roosevelt Savings Bank – Lending Activities.”

We offer a variety of deposit accounts, including certificate of deposit accounts, money market accounts, savings accounts, and interest-bearing and noninterest-bearing checking accounts.

United Roosevelt Savings Bank is subject to regulation, supervision and examination by the New Jersey Department of Banking and Insurance under New Jersey law and by the Federal Deposit Insurance Corporation (referred to as the “FDIC” throughout this prospectus), its primary federal regulator and the insurer of its deposit accounts, under federal law.

United Roosevelt Savings Bank’s main office is located at 11-15 Cooke Avenue, Carteret, New Jersey 07008. The telephone number at this address is (732) 541-5445. Its website address is www.ursb.bank. Information on the website is not incorporated into this prospectus and should not be considered part of this prospectus.

Business Strategy

As a community bank, we believe that our reputation for providing personalized customer service is our strongest asset and most effective business strategy to continue to grow and be profitable. The proceeds from the stock offering will enable us to continue to implement prudent growth, and we plan to employ the following strategies to also maximize profitability:

Continue to grow our commercial real estate loan portfolio. At June 30, 2025, commercial real estate loans were the second largest component of our loan portfolio behind one- to four-family residential mortgage loans. Commercial real estate loans help to increase loan portfolio yield, thereby improving profitability, and reduce the average term to repricing of our loans, thereby improving interest rate risk management. The proceeds from the stock offering will allow us to compete for more and larger loan relationships with borrowers, primarily in our market area.

Continue to grow our commercial and industrial loan portfolio. At June 30, 2025, commercial and industrial loans were the third largest component of our loan portfolio behind one- to four family residential mortgage loans and commercial real estate loans. Like commercial real estate loans, commercial and industrial loans help to increase loan portfolio yield, thereby improving profitability, and reduce the average term to repricing of our loans, thereby improving interest rate risk management. The proceeds from the stock offering will allow us to compete for more and larger loan relationships with borrowers, primarily in our market area.

Continue to grow our consumer loan portfolio. The consumer loan portfolio increased to $8.7 million or 3.3% of total loans at June 30, 2025, from $137,000 or 0.1% of total loans at December 31, 2024, primarily due to loan purchases from third parties, including purchases of unsecured consumer loans. The proceeds from the stock offering will allow us to continue to grow this area of lending.

Continue our historical emphasis on residential mortgage lending. As a community bank, one- to four-family residential mortgage lending has been, and will continue to be, a significant portion of our lending activities. The proceeds from the stock offering will allow us to continue to grow this area of lending.

Continue to grow core deposits. We consider all deposits, other than certificates of deposits and brokered deposits, as core deposits. We have invested in and enhanced our online and mobile banking offerings to help gather core deposits. We intend to search for and hire a qualified business development officer to also help our efforts to gather core deposits. Our commercial and industrial lending activities are an avenue to increase our core deposits by offering the opportunity to capture the full banking relationship, including a deposit relationship, with these customers.

Grow organically and through opportunistic branching or acquisitions. We intend to grow our balance sheet organically on a managed basis. The capital we are raising in the conversion and stock offering will enable us to increase our lending and investment capacity. In addition to organic growth, we may also consider expansion opportunities in our market area or in contiguous markets that we believe would enhance our franchise value and stockholder returns. These

opportunities may include establishing new, or de novo, branch offices, acquiring branch offices, establishing loan production offices, or acquiring other financial institutions. The capital we are raising in the stock offering would help us fund any such opportunities that may arise. We have no current plans or intentions regarding any such expansion activities.

Our Organizational Structure and the Conversion

In October 1997, United Roosevelt Savings Bank completed a mutual holding company reorganization by converting from a mutual savings bank to a stock savings bank. Our current corporate organizational structure is as follows:

After the completion of the conversion and stock offering, our corporate organizational structure will be as follows:

Reasons for the Conversion

We believe the stock holding company form of organization will provide us with access to additional resources to expand the products and services we offer our customers. We believe that the additional capital raised in the stock offering will enable us to take advantage of business opportunities that may not otherwise be available to us, while retaining our commitment to remain an independent community bank. Our primary reasons for converting and raising additional capital through the stock offering are to:

better position United Roosevelt Savings Bank to remain an independent community bank by increasing its capital to enhance its financial strength;

support future growth in lending;

enable us to compete for, originate and retain larger loans and maintain larger lending relationships, particularly loans and relationships in our primary market area;

continue to invest in new technologies and personnel that will enable us to expand and enhance our products and services;

support our banking franchise as expansion opportunities may arise through targeted de novo branching, branch acquisitions, or financial institution acquisitions;

attract and retain qualified personnel by enabling us to establish stock-based benefit plans for management and employees that will give them an opportunity to share in our long-term success;

enhance our community ties by providing our customers and community members with the opportunity to acquire an ownership interest in United Roosevelt Savings Bank through URSB Bancorp; and

establish a charitable foundation, and fund it with shares of URSB Bancorp common stock and cash, to support charitable organizations operating in our local communities now and in the future.

As of June 30, 2025, United Roosevelt Savings Bank was considered “well capitalized” for regulatory purposes and was not subject to a directive or a recommendation from any regulator to raise capital. The proceeds from the stock offering will further increase our capital position.

Terms of the Stock Offering

We are offering for sale between 1,487,500 shares and 2,012,500 shares of common stock to eligible depositors of United Roosevelt Savings Bank, its tax qualified employee benefit plans and, to the extent shares remain available, to members of our local community and the general public. The number of shares of common stock to be sold may be increased to up to 2,314,375 shares as a result of demand for the shares or changes in the market for financial institution stocks. Unless the number of shares of common stock to be offered is increased to more than 2,314,375 shares or decreased to less than 1,487,500 shares, or the stock offering is extended beyond ____________, 2026, subscribers will not have the opportunity to change or cancel their stock orders once submitted.

The purchase price of each share of common stock to be sold the stock offering is $10.00. Investors will not be charged a commission to purchase shares of common stock.

Persons Who May Order Shares of Common Stock in the Stock Offering

We are offering the shares of common stock in a subscription offering in the following order of priority:

First, to depositors of United Roosevelt Savings Bank with aggregate account balances of at least $50.00 as of the close of business on June 30, 2024.

Second, to United Roosevelt Savings Bank’s qualified employee benefit plans, including its employee stock ownership plan (referred to as the “ESOP” throughout this prospectus) to be established in connection with the conversion and stock offering, which will receive, without payment therefor, nontransferable subscription rights to purchase in the aggregate up to 10% of the sum of the number of shares of common stock sold in the stock offering and contributed to the charitable foundation. We expect the ESOP to purchase 8% of the sum of the number of shares of common stock sold in the stock offering and contributed to the charitable foundation.

Third, to depositors of United Roosevelt Savings Bank with aggregate account balances of at least $50.00 as of the close of business on September 30, 2025.

Fourth, to depositors of United Roosevelt Savings Bank as of the close of business on _________, 2025, who do not have a higher purchase priority.

Shares of common stock not purchased in the subscription offering may be offered for sale to the general public in a community offering, with a preference given to natural persons (including trusts of natural persons) residing in Middlesex and Monmouth Counties in New Jersey.

We also may offer shares of common stock not purchased in the subscription offering or the community offering for sale to the general public through a syndicated community offering, which will be managed by Janney Montgomery Scott LLC (referred to as “Janney Montgomery” throughout this prospectus). We have the right to accept or reject, in our sole discretion, orders received in the community offering or syndicated community offering, and our interpretation of the terms and conditions of the plan of conversion will be final, subject to the authority of the New Jersey Department of Banking and Insurance and the Board of Governors of the Federal Reserve System (referred to as the “Federal Reserve Board” throughout this prospectus). Any determination to accept or reject stock orders in the community offering or the syndicated community offering will be based on the facts and circumstances available to management at the time of the determination.

If we receive orders for more shares than we are offering for sale, we may not be able to fill your order fully or partially. Shares will be allocated first to categories in the subscription offering. A detailed description of the subscription offering, the community offering and the syndicated community offering, as well as a discussion regarding allocation procedures, can be found in the section of this prospectus entitled “The Conversion and Stock Offering.”

How We Determined the Offering Range

General. The amount of common stock that we are offering is based on an independent appraisal of the estimated market value of URSB Bancorp, assuming the conversion and stock offering is completed. RP Financial, LC. (referred to as “RP Financial” throughout this prospectus), our independent appraiser, has estimated that, as of August 5, 2025, this market value (including the value of the shares to be contributed to the charitable foundation) was $17.7 million. Based on applicable state and federal regulations, this market value forms the midpoint of a valuation range with a minimum of $15.1 million and a maximum of $20.3 million. Based on this valuation range and the $10.00 per share price, the number of shares of common stock being offered for sale in the stock offering ranges from 1,487,500 shares to 2,012,500 shares. The purchase price of $10.00 per share was selected primarily because it is the most commonly used price in mutual-to-stock conversions of financial institutions. RP Financial will update its appraisal before we complete the conversion and offering. If, as a result of demand for the shares or changes in market conditions, RP Financial determines that our estimated pro forma market value has increased, we may sell up to 2,314,375 shares in the stock offering without further notice to you. If our pro forma market value at the time of the completion of the conversion and offering is either below $15.1 million (including the value of the shares to be contributed to the charitable foundation) or above $23.3 million (including the value of the shares to be contributed to the charitable foundation), then, after consulting with the New Jersey Department of Banking and Insurance and the Federal Reserve Board, we may terminate the stock offering and promptly return all funds with interest; set a new offering range and give all subscribers the opportunity to place a new order; or take such other actions as may be permitted by our regulators.

RP Financial also considered that we intend to contribute an additional 20,000 shares of common stock (valued at $10.00 per share) and $200,000 in cash, for a total contribution of $400,000, to a charitable foundation that we intend to establish and fund in connection with the conversion and stock offering. The intended contribution of cash and shares of common stock to our charitable foundation reduces our estimated pro forma valuation.

Adjustments to Independent Appraisal. RP Financial made certain downward adjustments to the estimated pro forma market value of URSB Bancorp relative to the peer group. Slight downward adjustments relative to the peer group were made for financial condition, profitability, growth and viability of earnings, dividends and liquidity of the shares. The downward adjustment for financial condition took into consideration URSB Bancorp’s lower pro forma capital position as a percent of assets, less favorable funding composition and lower balance sheet liquidity relative to the comparable peer group measures. The downward adjustment for profitability, growth and viability of earnings took into consideration URSB Bancorp’s less favorable efficiency ratio and lower pro forma core earnings as a percent of equity and assets relative to the comparable peer group measures. The downward adjustment for dividends took into consideration URSB Bancorp’s less favorable capacity to pay dividends based on its lower pro forma earnings in comparison to the peer group’s earnings. The downward adjustment for liquidity of the shares took into consideration URSB Bancorp’s lower pro forma market capitalization and shares outstanding relative to the comparable peer group measures. No adjustments were made relative to the peer group for asset growth, primary market area, marketing of the issue, management, or effect of

government regulations and regulatory reform. For additional information, see “The Conversion and Stock Offering – Adjustments to Independent Appraisal.”

Peer Group. The appraisal is based in part on our financial condition and results of operations, the pro forma effect of the capital raised by the sale of shares of common stock in the stock offering, and an analysis of the following peer group of publicly traded savings and loan holding companies and bank holding companies that RP Financial considered comparable to us:

Company Name (Ticker Symbol)	Exchange	Headquarters	Total Assets (in millions) ⁽¹⁾
Affinity Bancshares, Inc. (AFBI)	Nasdaq	Covington, GA	$	934
BV Financial, Inc. (BVFL)	Nasdaq	Baltimore, MD		908
Catalyst Bancorp, Inc. (CLST)	Nasdaq	Opelousas, LA		274
Central Plains Bancshares, Inc. (CPBI)	Nasdaq	Grand Island, NE		509	⁽²⁾
Fifth District Bancorp, Inc. (FDSB)	Nasdaq	New Orleans, LA		531	⁽²⁾
Home Federal Bancorp, Inc. of Louisiana (HFBL)	Nasdaq	Shreveport, LA		609
IF Bancorp, Inc. (IROQ)	Nasdaq	Watseka, IL		879	⁽²⁾
Magyar Bancorp, Inc. (MGYR)	Nasdaq	New Brunswick, NJ		987
SR Bancorp, Inc. (SRBK)	Nasdaq	Bound Brook, NJ		1,083
Texas Community Bancshares, Inc. (TCBS)	Nasdaq	Mineola, TX		444

	(1)	Total assets are as of June 30, 2025, unless otherwise noted.
	(2)	As of March 31, 2025.

Selected Pricing Ratios. The following table presents a summary of our selected pricing ratios (on a pro forma basis) as of and for the twelve months ended June 30, 2025 and for the peer group as of and for the twelve months ended June 30, 2025 (or the last twelve months for which data are available), with stock prices as of August 5, 2025, as disclosed in the appraisal report. Compared to the average pricing of the peer group, our pro forma pricing ratios at the midpoint of the offering range indicated a premium of 46.9% on a price-to-earnings basis, a discount of 32.1% on a price-to-book value basis and a discount of 35.3% on a price-to-tangible book value basis.

	Price-to-earnings multiple ⁽¹⁾			Price-to-book value ratio			Price-to-tangible book value ratio
URSB Bancorp (pro forma, assuming completion of the conversion and stock offering)
Adjusted Maximum		33.09	x		62.34	%		62.34	%
Maximum		29.65	x		58.45	%		58.45	%
Midpoint		26.49	x		54.53	%		54.53	%
Minimum		23.16	x		49.98	%		49.98	%

Valuation of peer group companies, all of which are fully converted (historical)
Averages		18.03	x		80.29	%		84.22	%
Medians		15.96	x		78.12	%		82.25	%

(1)

Price-to-earnings multiples calculated by RP Financial for the independent appraisal are based on an estimate of “core” or recurring earnings. These ratios are different than those presented in “Pro Forma Data.”

The independent appraisal does not indicate trading market value. You should not assume or expect that our valuation as indicated in the appraisal means that, after the conversion and stock offering, the shares of our common stock will trade at or above the $10.00 per share purchase price. Furthermore, the pricing ratios presented in the appraisal were used by RP Financial to estimate our pro forma appraised value for regulatory purposes and not to compare the relative value of shares of our common stock with the value of the capital stock of the peer group. The value of the capital stock of a particular company may be affected by a number of factors such as financial performance, asset size and market location.

For a more complete discussion of the amount of common stock we are offering for sale and the independent appraisal, see “The Conversion and Stock Offering – Determination of Share Price and Number of Shares to be Issued.”

Limits on How Much Common Stock You May Purchase

The minimum number of shares of common stock that may be purchased is 25. Generally, no individual, or individuals exercising subscription rights through a single qualifying account held jointly, may purchase more than 20,000 shares ($200,000) of common stock. Additionally, if any of the following persons purchase shares of common stock, their purchases, in all categories of the stock offering, will be combined with your purchases and may not exceed 50,000 shares ($500,000):

Any person related to you by blood or marriage who either shares the same home as you or is a director or officer of United Roosevelt, MHC, United Roosevelt Bancorp or United Roosevelt Savings Bank;

most companies, trusts or other entities in which you are a senior officer, partner, trustee or have a substantial beneficial interest; or

other persons who may be your associates or persons acting in concert with you.

See the detailed descriptions of “acting in concert” and “associate” in “The Conversion and Stock Offering – Limitations on Common Stock Purchases.”

Subject to regulatory approval, we may increase or decrease the purchase limitations at any time. See “The Conversion and Stock Offering – Limitations on Common Stock Purchases.”

How You May Purchase Shares of Common Stock in the Subscription Offering and the Community Offering

In the subscription offering and any community offering, you may pay for your shares only by:

personal check, bank check or money order, from the purchaser of shares, made payable directly to URSB Bancorp, Inc.;

authorizing us to withdraw available funds (without any early withdrawal penalty) from your United Roosevelt Savings Bank deposit account(s), other than checking accounts or individual retirement accounts (IRAs); or

cash.

Cash will be accepted only at United Roosevelt Savings Bank’s main office located at 11-15 Cooke Avenue, Carteret, New Jersey, and will be converted to a bank check. Do not remit cash by mail.

By law, United Roosevelt Savings Bank is prohibited from lending funds to anyone to purchase shares of common stock in the stock offering. Additionally, you may not use any type of third party check to pay for shares of common stock. Wire transfers will not be accepted. You may not submit a United Roosevelt Savings Bank line of credit check for payment. You may not designate a withdrawal from United Roosevelt Savings Bank’s line of credit accounts with check-writing privileges. If you request a direct withdrawal, we reserve the right to interpret that as your authorization to treat those funds as if we had received a check for the designated amount and we will immediately withdraw the amount from your checking account(s). You may not authorize direct withdrawal from a retirement account at United Roosevelt Savings Bank. See “—Using Retirement Account Funds to Purchase Shares of Common Stock in the Subscription and Community Offerings.”

You may subscribe for shares of common stock in the subscription offering and any community offering by delivering a signed and completed original stock order form, together with full payment payable to URSB Bancorp, Inc. or authorization to withdraw funds from one or more of your United Roosevelt Savings Bank eligible deposit accounts, provided that the stock order form is received before 2:00 p.m., Eastern time, on December ____, 2025, which is the expiration of the subscription offering period. You may submit your stock order form and payment by mail using the postage paid stock order reply envelope provided or by paying for overnight delivery to the address

listed on the stock order form. You may also hand-deliver stock order forms to our main office located at 11-15 Cooke Avenue, Carteret, New Jersey. Hand-delivered stock order forms will be accepted only at this location. We will not accept stock order forms at the other office of United Roosevelt Savings Bank. Do not mail stock order forms to any of United Roosevelt Savings Bank’s offices.

See “The Conversion and Stock Offering – Procedure for Purchasing Shares in the Subscription and Community Offerings – Payment for Shares” for a complete description of how to purchase shares in the subscription offering and any community offering.

Using Retirement Account Funds to Purchase Shares of Common Stock in the Subscription and Community Offerings

You may be able to subscribe for shares of common stock using funds in your IRA or other retirement account at United Roosevelt Savings Bank. If you wish to use some or all of the funds in your United Roosevelt Savings Bank IRA or other retirement account, the applicable funds must be transferred to a self-directed account maintained by an independent custodian or trustee, such as a brokerage firm, and the purchase must be made through that account. If you do not have such an account, you will need to establish one before placing your stock order. An annual administrative fee may be payable to the independent custodian or trustee. Because individual circumstances differ and the processing of IRA or other retirement account orders takes additional time, we recommend that you contact our Stock Information Center promptly, preferably at least two weeks before the December ____, 2025 offering deadline, for assistance with purchases using funds in your IRA or other retirement account you may have at United Roosevelt Savings Bank or elsewhere. Whether you may use such funds to purchase shares in the stock offering may depend on timing constraints and, possibly, limitations imposed by the institution where the funds are held.

See “The Conversion and Stock Offering – Procedure for Purchasing Shares in the Subscription and Community Offerings – Payment for Shares” and “—Using Individual Retirement Account Funds” for a complete description of how to use IRA funds to purchase shares of common stock in the stock offering.

Purchases by Executive Officers and Directors and Ownership by Benefit Plans

We expect our directors and executive officers, together with their associates, to subscribe for 70,000 shares ($700,000) of common stock in the stock offering, or 4.7% of the shares to be sold at the minimum of the offering range (excluding shares to be issued to the charitable foundation). Our directors and executive officers will pay the same $10.00 per share price for the common stock as all other subscribers in the stock offering. Purchases of the common stock by our directors and executive officers are for investment purposes for these individuals and not with a view towards resale, and pursuant to applicable conversion regulations, our directors and executive officers generally will not be permitted to sell any shares of the common stock that they purchase in the stock offering for a period of at least one year from the closing of the conversion and stock offering. See “Subscriptions by Directors and Executive Officers.”

Additionally, we expect the ESOP to purchase 8% of the sum of the number of shares of common stock sold the stock offering and contributed to the charitable foundation. We also expect, following completion of the conversion and stock offering and subject to stockholder approval, to adopt and implement one or more stock-based benefit plans. If and when the shares authorized by these plans are granted to our officers and directors, their stock ownership will increase. See “ – Benefits to Management and Potential Dilution to Stockholders Following the Conversion and Stock Offering.”

How We Intend to Use the Proceeds From the Stock Offering

Assuming the sale of 1,750,000 shares of common stock in the stock offering at the midpoint of the offering range, resulting in net proceeds of $15.9 million, URSB Bancorp intends to distribute the net proceeds as follows:

invest $8.0 million (50.0% of net proceeds) in United Roosevelt Savings Bank;

loan $1.4 million (8.9% of net proceeds) to the ESOP to fund its purchase of shares of common stock in the stock offering;

contribute $200,000 (1.3% of net proceeds) to the charitable foundation; and

retain the remaining $6.3 million (39.8% of net proceeds) for itself.

URSB Bancorp may use its portion of the net proceeds for investments, to pay cash dividends, to repurchase shares of common stock and for other general corporate purposes, subject to regulatory approval as applicable. The funds United Roosevelt Savings Bank receives from URSB Bancorp will increase its capital position to support increased lending.

Both the net proceeds retained by URSB Bancorp and the net proceeds contributed by URSB Bancorp to United Roosevelt Savings Bank also may be used for future business expansion through de novo branching, branch acquisitions, or acquisitions of financial institutions. There are no current arrangements or agreements with respect to any such expansion activities. Initially, a substantial portion of the net proceeds will be invested in short-term investments consistent with our investment policy.

We do not anticipate that the number of shares we sell in the stock offering will significantly change the respective uses of proceeds by United Roosevelt Savings Bank and URSB Bancorp. See “How We Intend to Use the Proceeds From the Stock Offering” for more information on the proposed use of the proceeds from the stock offering, including a table showing the distribution of net proceeds at different points in the offering range.

Contribution of Cash and Shares of Common Stock to Charitable Foundation

To further our commitment to our local community, we intend to establish and fund a charitable foundation in connection with the conversion and stock offering. The charitable foundation will be dedicated exclusively to supporting charitable causes and community development activities in the communities in which we operate now and may operate in the future. We intend to fund the charitable foundation with 20,000 shares of our common stock (valued at $10.00 per share) and $200,000 in cash, for a total contribution of $400,000. We expect to record an after-tax expense of approximately $288,000 (based on an effective combined federal/state tax rate of 28.0%) during the quarter in which the conversion and stock offering is completed as a result of the contribution of shares of common stock and cash to the charitable foundation, which will reduce our earnings.

The charitable foundation will be required to distribute annually in grants or donations a minimum of 5% of the average fair market value of its net investment assets. Assuming there is no change in the value of the initial contribution of $400,000, the charitable foundation is expected to make contributions totaling approximately $20,000 in its first year of operation.

The contribution of shares of common stock to the charitable foundation will dilute the voting interests of purchasers of shares of our common stock in the stock offering. For further information, see “Risk Factors – Risks Related to Our Contribution to the Charitable Foundation – The contribution to the charitable foundation will dilute your ownership interest and adversely affect net income in the year in which we consummate the conversion.”

If we did not intend to establish and fund the charitable foundation, we would be offering more shares of common stock for sale in the stock offering. For further information, see “Comparison of Independent Valuation and Pro Forma Information With and Without Charitable Foundation.”

For additional information regarding the charitable foundation, see “URSB Charitable Foundation, Inc.”

You May Not Sell or Transfer Your Subscription Rights

Applicable regulations prohibit you from transferring your subscription rights. If you order shares of common stock in the subscription offering, you will be required to certify that you are purchasing the common stock for yourself and that you have no agreement or understanding to sell or transfer your subscription rights or the shares

that you are purchasing. We intend to take legal action, including reporting persons to federal or state agencies, against anyone who we believe has sold or transferred his or her subscription rights. We will not accept your order if we have reason to believe you have sold or transferred your subscription rights. On the stock order form, you cannot add the names of others for joint stock registration who do not have subscription rights or who qualify only in a lower subscription offering priority than you do. Doing so may jeopardize your subscription rights. You may only add those who were eligible to purchase shares of common stock in the subscription offering at your date of eligibility. In addition, the stock order form requires that you list all deposit accounts, giving all names on each account and the account number at the applicable eligibility date. Failure to provide this information, or providing incomplete or incorrect information, may result in a loss of part or all of your share allocation.

Deadline for Orders of Shares of Common Stock in the Subscription and Community Offerings

The deadline for submitting orders to purchase shares of common stock in the subscription offering and, if held, in the community offering is 2:00 p.m., Eastern time, on December ____, 2025, unless we extend this deadline. If you wish to purchase shares of common stock, a properly completed and signed original stock order form, together with full payment, must be received (not postmarked) by this time.

Although we will make reasonable attempts to provide this prospectus and offering materials to holders of subscription rights, the subscription offering and all subscription rights will expire at 2:00 p.m., Eastern time, on December ____, 2025, whether or not we have been able to locate each person entitled to subscription rights.

See “The Conversion and Stock Offering – Procedure for Purchasing Shares in the Subscription and Community Offerings – Expiration Date” for a complete description of the deadline for purchasing shares in the stock offering.

Steps We May Take if We Do Not Receive Orders for the Minimum Number of Shares

If we do not receive orders for at least 1,487,500 shares of common stock in the stock offering (not counting the shares to be contributed to our charitable foundation), we may take additional steps to complete the stock offering, specifically:

increase the purchase limitations; and/or

seek regulatory approval, to the extent required, to extend the stock offering beyond _________, 2026, so long as we resolicit persons that have previously subscribed in the stock offering.

If we extend the stock offering beyond __________, 2026, we will resolicit subscribers. You will have the opportunity to confirm, change or cancel your order within a specified period of time. If you do not respond during that period of time, your stock order will be cancelled, and your deposit account withdrawal authorizations will be cancelled or your funds submitted will be returned promptly with interest at 0.10% per annum from the date the stock order was processed. If one or more purchase limitations are increased, subscribers in the subscription offering who ordered the maximum amount will be given the opportunity to increase their subscriptions up to the newly applicable limit.

Possible Change in the Offering Range

RP Financial will update its appraisal before we complete the conversion and stock offering. If, as a result of demand for the shares, changes in market conditions or changes to our financial condition, operating results or other aspects of our business, RP Financial determines that our pro forma market value has increased, we may sell up to 2,314,375 shares in the stock offering without further notice to you. If our pro forma market value (including the value of the shares to be contributed to the charitable foundation) at that time is either below $15.1 million or above $23.3 million, then, after consulting with the Federal Reserve Board and the New Jersey Department of Banking and Insurance, we may:

terminate the stock offering, cancel deposit account withdrawal authorizations and promptly return all funds received in the stock offering with interest at 0.10% per annum;

set a new offering range; or

take such other actions as may be permitted, to the extent such permission is required, by the New Jersey Department of Banking and Insurance, the Federal Reserve Board, the Securities and Exchange Commission (referred to as the “SEC” throughout this prospectus) and the Financial Industry Regulatory Authority.

If we set a new offering range, we will promptly return funds, with interest at 0.10% per annum for funds received in the stock offering, cancel deposit account withdrawal authorizations and commence a resolicitation. In connection with the resolicitation, we will notify subscribers of their right to place a new stock order for a specified period of time.

Possible Termination of the Stock Offering

We may terminate the stock offering at any time with the approval, to the extent such approval is required, of the New Jersey Department of Banking and Insurance and the Federal Reserve Board.

We must sell a minimum of 1,487,500 shares to complete the stock offering (not including the shares we intend to contribute to the charitable foundation). If we terminate the stock offering because we fail to sell the minimum number of shares or for any other reason, we will promptly return your funds with interest at 0.10% per annum, and we will cancel deposit account withdrawal authorizations.

Conditions to Completion of the Conversion and Stock Offering

We cannot complete the conversion and stock offering unless:

the plan of conversion is approved by at least a majority of the votes eligible to be cast by depositors of United Roosevelt Savings Bank;

we have received and accepted valid orders to purchase at least 1,487,500 shares of common stock offered for sale; and

we receive all required final approvals of the New Jersey Department of Banking and Insurance and the Federal Reserve Board to complete the conversion and stock offering.

Benefits to Management and Potential Dilution to Stockholders Following the Conversion and Stock Offering

We expect the ESOP to purchase 8% of the sum of the number of shares of common stock sold in the stock offering and contributed to the charitable foundation, or 162,600 shares of common stock assuming we sell 2,012,500 shares at the maximum of the offering range.

We also intend to implement one or more stock-based benefit plans after the completion of the conversion and stock offering. Stockholder approval of these plans will be required, and the stock-based benefit plans cannot be implemented until at least six months after the completion of the conversion and stock offering pursuant to applicable regulations. We have not yet determined whether we will present these plans for stockholder approval within 12 months following the completion of the conversion and stock offering or more than 12 months after the completion of the conversion and stock offering. If presented more than 12 months after the completion of the conversion and stock offering, these plans would require the approval of our stockholders by a majority of votes cast; otherwise, they would require the approval of our stockholders by a majority of votes eligible to be cast. Further, several restrictions would apply to these plans if adopted within one year of the conversion and stock offering (and with regard to vesting, within three years), including limits on awards to non-employee directors and officers and on vesting. See “Management – Benefits to be Considered Following Completion of the Conversion

and Stock Offering.” For example, if adopted within 12 months following the completion of the conversion and stock offering, the stock-based benefit plans will reserve a number of shares of common stock equal to not more than 4% of the shares issued in the conversion and stock offering (including shares contributed to the charitable foundation) for restricted stock awards to key employees and directors, at no cost to the recipients, and will also reserve a number of stock options equal to not more than 10% of the sum of the shares of common stock sold in the stock offering and contributed to the charitable foundation for key employees and directors.

If 4% of the sum of the shares of common stock sold in the stock offering and contributed to the charitable foundation are awarded under a stock-based benefit plan and come from authorized but unissued shares of common stock, stockholders would experience dilution of up to 3.85% in their ownership interest in URSB Bancorp. If 10% of the sum of the shares of common stock sold in the stock offering and contributed to the charitable foundation are issued upon the exercise of options granted under a stock-based benefit plan and come from authorized but unissued shares of common stock, stockholders would experience dilution of 9.09% in their ownership interest in URSB Bancorp.

In connection with the conversion and stock offering, we intend to enter into employment agreements and change in control agreements with certain of our executive officers. See “Management – Executive Compensation” for a further discussion of these agreements, including their terms and potential costs, as well as a description of other benefits arrangements.

The following table summarizes the number of shares of common stock and aggregate dollar value of grants (valuing each share granted at the offering price of $10.00) that will be available under the ESOP and one or more stock-based benefit plans if such plans are adopted within one year following the completion of the conversion and stock offering. The table shows the dilution to stockholders if all these shares are issued from authorized but unissued shares, instead of shares purchased in the open market. The table also sets forth the number of shares of common stock to be acquired by the ESOP for allocation to all employees. A portion of the stock awards and stock option grants shown in the table below may be made to non-management employees.

	Number of Shares to be Granted or Purchased ⁽¹⁾										Value of Grants ⁽³⁾
	At Minimum of Offering Range		At Adjusted Maximum of Offering Range		Percentage of Common Stock Sold in Stock Offering and Contributed to Charitable Foundation ⁽²⁾			Dilution Resulting From Issuance of Shares for Stock Benefit Plans			At Minimum of Offering Range		At Adjusted Maximum of Offering Range

												(Dollars in thousands)
ESOP		120,600		186,750		8.00	%		—	%	$	1,206	$	1,868
Stock awards		60,300		93,375		4.00			3.85			603		934
Stock options		150,750		233,438		10.00			9.09			712		1,102
Total		331,650		513,563		22.00	%		12.28		$	2,521	$	3,904

	(1)	The stock-based benefit plans may award a greater number of options and shares, respectively, if the plans are adopted more than 12 months after the completion of the conversion.
	(2)	For plans adopted within 12 months of the completion of the conversion, applicable regulations permit stock awards to encompass up to 4.0% and the ESOP and stock awards to encompass in the aggregate up to 12.0% of the sum of the shares sold in the stock offering and contributed to the charitable foundation, provided United Roosevelt Savings Bank has tangible capital of 10.0% or more following the conversion and stock offering.
	(3)	The actual value of restricted stock awards will be determined based on their fair value as of the date grants are made. For purposes of this table, fair value is assumed to be the same as the offering price of $10.00 per share. The fair value of stock options has been estimated at $4.72 per option using the Black-Scholes option pricing model with the following assumptions: a grant-date share price and option exercise price of $10.00; dividend yield of 0%; an expected option life of 10 years; a risk-free interest rate of 4.24%; and an expected volatility rate of 26.44% based on an index of publicly traded thrift institutions. The actual expense of stock options granted under a stock-based benefit plan will be determined by the grant-date fair value of the options, which will depend on a number of factors, including the valuation assumptions used in the option pricing model ultimately adopted, which may or may not be the Black-Scholes model.

Market for Common Stock

There is no current public or private market for our common stock. We anticipate that the shares of common stock sold in the stock offering and contributed to the charitable foundation will be quoted on the OTCQB Market following the completion of the conversion and stock offering. Janney Montgomery has advised us that it intends to make a market in the common stock following the completion of the conversion and stock offering, but it is not obligated to do so. See “Market for the Common Stock.”

Our Policy Regarding Dividends

Following the conversion and stock offering, our board of directors will be authorized to declare and pay dividends on our shares of common stock. The determination by the board of directors of whether to declare a dividend and the amount of any such dividend is subject to our capital requirements, our financial condition and results of operations, tax considerations, statutory and regulatory limitations, and general economic conditions. No decision has been made with respect to the amount, if any, and timing of any dividend payments. We cannot assure you that we will pay dividends in the future, or that, if paid, such dividends will not be reduced or eliminated in the future. For information regarding our proposed dividend policy, see “Our Policy Regarding Dividends.”

Material Income Tax Consequences

The conversion qualifies as a tax-free reorganization. Neither United Roosevelt, MHC, United Roosevelt Bancorp, URSB Bancorp, United Roosevelt Savings Bank nor persons eligible to subscribe in the subscription offering will recognize any gain or loss as a result of the conversion. See “The Conversion and Stock Offering – Material Income Tax Consequences” for a complete discussion of the income tax consequences of the conversion and stock offering.

Delivery of Shares of Common Stock

All shares of common stock sold in the subscription offering and any community offering will be issued in book entry form and held electronically on the books of our transfer agent. Stock certificates will not be issued. Our transfer agent will mail a statement reflecting ownership of shares of common stock sold in the stock offering to the persons entitled thereto at the address noted by them on their stock order form as soon as practicable following consummation of the conversion and stock offering . Shares of common stock sold in any syndicated community offering may be delivered electronically through the services of The Depository Trust Company. We expect trading in the common stock to begin on the business day of or on the business day immediately following the completion of the conversion and stock offering. It is possible that until a statement reflecting ownership of shares of common stock is available and delivered to purchasers, purchasers might not be able to sell the shares of common stock that they ordered, even though the common stock will have begun trading. Your ability to sell the shares of common stock before receiving your statement will depend on arrangements you may make with a brokerage firm.

Emerging Growth Company Status

URSB Bancorp qualifies as an “emerging growth company” under the federal securities laws. For as long as we are an emerging growth company, we may choose to take advantage of exemptions from various reporting requirements applicable to other public companies but not to emerging growth companies. See “Risk Factors – Risks Related to Laws and Regulations – We are an emerging growth company, and any decision on our part to comply only with certain reduced reporting and disclosure requirements applicable to emerging growth companies could make our common stock less attractive to investors” and “Supervision and Regulation – Emerging Growth Company Status.”

We will cease to be an emerging growth company upon the earliest of: (i) the end of the fiscal year following the fifth anniversary of the completion of the conversion and stock offering; (ii) the first fiscal year after our annual gross revenues are $1.235 billion (adjusted for inflation) or more; (iii) the date on which we have, during the previous three-year period, issued more than $1.0 billion in non-convertible debt securities; or (iv) the end of any

fiscal year in which the market value of our common stock held by non-affiliates exceeded $700 million at the end of the second quarter of that fiscal year. Assuming the conversion and stock offering is completed in 2025, we would expect to lose emerging growth company status effective December 31, 2030.

A company that qualifies as an emerging growth company may elect to use the extended transition period to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. This election must be made when the company is first required to file a registration statement with the SEC and it is irrevocable during the period the company qualifies as an emerging growth company. We have elected to use the extended transition period to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. Accordingly, our financial statements may not be comparable to the financial statements of public companies that comply with such new or revised accounting standards.

How You Can Obtain Additional Information – Stock Information Center

By law, our banking personnel may not assist with investment-related questions about the stock offering. If you have any questions regarding the conversion and stock offering, call our Stock Information Center at _________ (toll-free). The Stock Information Center is open Monday through Friday between 10:00 a.m. and 4:00 p.m., Eastern time, and will be closed on bank holidays.

Important Risks in Owning URSB Bancorp Common Stock

An investment in our common stock involves substantial risks and uncertainties. Investors should carefully consider all of the information in this prospectus, including the detailed discussion of these and other risks under “Risk Factors” beginning on page 15, before investing in our common stock.

Specific areas of risk related to our business include those related to: our lending activities; market interest rates; economic conditions; our funding; laws and regulations; competitive matters; operational matters; and accounting matters.

Specific risks related to the stock offering include those related to the future trading price of our common stock; the use of the net offering proceeds; the trading market for our common stock; our return on equity after the completion of the stock offering; intended new stock-based benefit plans; anti-takeover factors; a forum selection provision for certain litigation; the irrevocability of your investment decision; and potential adverse tax consequences related to subscription rights

Specific risks related to the contribution to the charitable foundation include dilution and adverse effect on net income and the deductibility of the contribution.

Before making an investment decision, you should read this entire prospectus carefully, including the consolidated financial statements and related notes appearing elsewhere in this prospectus and the section entitled “Risk Factors” that immediately follows and discusses the above risks in further detail.

RISK FACTORS

You should carefully consider the following risk factors, in addition to all other information in this prospectus, in evaluating an investment in the shares of common stock of URSB Bancorp.

Risks Related to Our Lending Activities

Our commercial and industrial loans involve credit risks that could adversely affect our financial condition and results of operations.

At June 30, 2025, commercial and industrial loans totaled $46.8 million, or 17.9% of total loans. Unlike residential real estate loans, which generally are made on the basis of the borrower’s ability to make repayment from his or her employment or other income and are secured by real property whose value tends to be more easily ascertainable, commercial and industrial loans are of higher risk and typically are made based on the borrower’s ability to make repayment from the cash flows of the borrower’s business, and any collateral securing these loans may be difficult to appraise, may fluctuate in value, and may depreciate over time. As a result, the availability of funds for the repayment of commercial and industrial loans may depend substantially on the success of the business itself. Commercial and industrial loans also typically involve larger loan balances to single borrowers or groups of related borrowers compared to one- to four-family residential mortgage loans. In addition, our commercial and industrial loans may be secured by collateral other than real estate, such as inventory and accounts receivable, the value of which may be more difficult to appraise, control or collect and may be more susceptible to fluctuation in value at the time of default. As our commercial and industrial loan portfolio increases, the corresponding risks and potential for losses from these loans may also increase.

Our commercial real estate loans and multi-family mortgage loans involve credit risks that could adversely affect our financial condition and results of operations.

At June 30, 2025, commercial real estate loans totaled $62.8 million, or 24.0% of total loans, and multi-family mortgage loans totaled $19.5 million, or 7.4% of total loans. Given their larger balances and the complexity of the underlying collateral, commercial real estate loans and multi-family mortgage loans generally have more risk than the one- to four-family residential real estate loans we originate. They also typically involve larger loan balances to single borrowers or groups of related borrowers compared to one- to four-family residential mortgage loans. In addition, if we foreclose on commercial real estate loans or multi-family mortgage loans, our holding period for the collateral may be longer than for a single-family residential property if there are fewer potential purchasers of the collateral. Furthermore, if loans that are collateralized by commercial real estate or by multi-family property become troubled and the value of the real estate has been significantly impaired, then we may not be able to recover the full contractual amount of principal and interest that we anticipated at the time we originated the loan. Because the repayment of commercial real estate loans and multi-family mortgage loans depends on the successful management and operation of the borrower’s properties or related businesses, their repayment can be affected by adverse conditions in the local real estate market or economy. A downturn in the real estate market or the local economy could adversely impact the value of properties securing the loan or the revenues from the borrower’s business, thereby increasing the risk of non-performing loans. As our commercial real estate loan and multi-family mortgage loan portfolios increase, the corresponding risks and potential for losses from these loans may also increase.

Our construction loans involve credit risks that could adversely affect our financial condition and results of operations.

At June 30, 2025, construction loans totaled $3.9 million, or 1.5% of total loans. Construction lending involves additional risks when compared with permanent mortgage lending because funds are advanced upon the security of the project, which is of uncertain value before its completion. Because of the uncertainties inherent in estimating construction costs, as well as the market value of the completed project and the effects of governmental regulation of real property, it is relatively difficult to accurately evaluate the total funds required to complete a project and the related loan-to-value ratio. If the appraised value of a completed project proves to be overstated, the loan may be inadequately secured and we may incur a loss. As our construction loan portfolio increases, the corresponding risks and potential for losses from these loans may also increase.

A substantial portion of our consumer loan portfolio is unsecured.

At June 30, 2025, our consumer loan portfolio totaled $8.7 million, of which $6.4 million were unsecured consumer loans purchased from third parties. Should an unsecured loan default, we would incur the entire loss of the default balance because there is no collateral to liquidate to recoup all or part of the default balance, which would adversely affect our financial condition and results of operations. We intend to continue to purchase unsecured consumer loans.

A substantial portion of our consumer loan portfolio is unseasoned.

Our consumer loan portfolio has increased from $137,000, or 0.1% of total loans, at December 31, 2024 to $8.7 million, or 3.3% of total loans, at June 30, 2025. This growth is primarily due to the purchase of consumer loans, both secured and unsecured, from third parties beginning in the first half of 2025. These purchased loans have a heightened degree of credit risk because they are unseasoned in that we do not have a significant payment history with the borrowers with which to judge future performance and collectability and these loans have not been subjected to a full business cycle that includes unfavorable economic conditions over a sustained time period. Consequently, it is difficult to predict the future performance of these loans. These loans may have delinquency and/or charge-off levels above our expected levels, which would adversely affect our financial condition and results of operations. We intend to continue to purchase consumer loans, both secured and unsecured.

Our historical emphasis on one- to four-family residential mortgage loans exposes us to lending risks.

At June 30, 2025, one- to four-family residential mortgage loans totaled $116.4 million, or 44.5% of total loans. One- to four-family residential mortgage lending is generally sensitive to regional and local economic conditions that significantly impact the borrowers’ ability to meet their loan payment obligations, making loss levels difficult to predict. Declines in real estate values could cause some of our residential mortgages to be inadequately collateralized, which would expose us to a greater risk of loss if we seek to recover on defaulted loans by selling the real estate collateral.

The geographic concentration of our loan portfolio and lending activities makes us vulnerable to a downturn in the local economy.

A majority of our loans are made to borrowers and secured by collateral within our primary market area. As a result, we face greater risk of loan defaults and losses if there is economic downturn in our primary market area, as adverse economic conditions may have a negative effect on the ability of our borrowers to make timely repayments on their loans. Although our primary market area consists of diverse businesses and there is no single employer group concentration that impacts a significant number of our customers, a significant rise in unemployment and/or personal or business bankruptcies and a significant decline in real estate values are the primary factors that would have a material adverse effect on our primary market area, including its commercial real estate market. Furthermore, a return of recessionary conditions and/or negative developments in the domestic and international credit markets may significantly affect the markets in which we do business, the value of our loans, investments, and collateral securing our loans, and our ongoing operations, costs and profitability. Any of these negative events may result in higher-than-expected loan delinquencies, increase our levels of nonperforming and classified assets, and reduce demand for our products and services, which may cause us to incur losses and may adversely affect our capital, liquidity and financial condition.

If our allowance for credit losses is not sufficient to cover actual credit losses, our earnings could decrease.

We maintain an allowance for credit losses, which is established through a provision for credit losses that represents management’s best estimate of the current expected losses within the loan portfolio. We make various assumptions and judgments about the collectability of our loan portfolio, including the creditworthiness of our borrowers and the value of the real estate and other assets serving as collateral for the repayment of many of our loans. In determining the amount of the allowance for credit losses, we review our loans and our loss and delinquency experience, and we evaluate economic conditions. If our assumptions or the results of our analyses are incorrect, our allowance for credit losses may not be sufficient to cover losses inherent in our loan portfolio,

resulting in additions to our allowance. Material additions to our allowance for credit losses would materially decrease our profitability.

We adopted the Current Expected Credit Loss, or “CECL,” standard on January 1, 2023. CECL requires financial institutions to determine periodic estimates of lifetime expected credit losses on loans, and recognize the expected credit losses as allowances for credit losses. This change required us to increase our allowance for credit losses, and to increase the types of data we need to collect and review to determine the appropriate level of the allowance for credit losses. We recorded a provision of $187,000 to the allowance for credit losses on loans as a result of the adoption of CECL.

In addition, our bank regulators and independent auditors periodically review our allowance for credit losses and, as a result of such reviews, we may be required to increase our provision for credit losses or recognize further loan charge-offs. However, regulatory agencies and independent auditors are not directly involved in the process of establishing the allowance for credit losses, as the process is our responsibility and any adjustment of the allowance is the responsibility of our management. Any increase in our allowance for credit losses or loan charge-offs as a result of such review or otherwise may have a material adverse effect on our financial condition and results of operations.

Environmental liability associated with our lending activities could result in losses.

In the course of business, we may acquire, through foreclosure, properties securing loans originated or purchased that are in default. Particularly in commercial real estate lending, there is a risk that material environmental violations could be discovered on these properties. In this event, we might be required to remedy these violations at the affected properties at our sole cost and expense. The cost of remedial action could substantially exceed the value of affected properties. We may not have adequate remedies against the prior owner or other responsible parties and could find it difficult or impossible to sell the affected properties. These events could have an adverse effect on our financial condition and results of operations.

Risks Related to Market Interest Rates

Prevailing high market interest rates have reduced our profits and asset values.

Net income is the amount by which net interest income and non-interest income exceed non-interest expense and the provision for loan losses. Net interest income makes up a majority of our income and is based on the difference between:

the interest income we earn on interest-earning assets, such as loans and securities; and

the interest expense we pay on interest-bearing liabilities, such as deposits and borrowings.

Like many savings institutions, our interest-bearing liabilities generally have shorter contractual maturities than our interest-earning assets. Furthermore, the rates we earn on our other interest-earning assets and the rates we pay on our interest-bearing liabilities are generally fixed for a contractual period of time. This imbalance can create significant earnings volatility because market interest rates change over time. Generally, in a period of declining interest rates, the interest income we earn on our interest-earning assets may decrease more rapidly than the interest we pay on our interest-bearing liabilities, as borrowers prepay mortgage loans and as mortgage-backed securities and callable investment securities are called, requiring us to reinvest those cash flows at lower, prevailing interest rates. Conversely, in a period of rising interest rates, the interest income we earn on our interest-earning assets may not increase as rapidly as the interest we pay on deposits and other interest-bearing liabilities.

The high interest rate environment, coupled with the inverted interest rate yield curve until recently, has had an adverse effect on our net interest spread. An inverted interest rate yield curve is where short-term interest rates (which are typically the interest rates at which we and other financial institutions borrow funds and incur interest expense) are higher than long-term interest rates (which are typically the rates at which we and other financial institutions lend funds and earn interest income). Our net interest spread decreased from 2.71% for the year

ended December 31, 2023 to 2.40% for the year ended December 31, 2024, then rose slightly to 2.42% for the six months ended June 30, 2025.

Changes in market interest rates may also negatively affect the value of our assets, including the value of our available for sale investment securities, and ultimately affect our earnings. The value of available for sale investment securities generally decreases when market interest rates rise and generally increase when market interest rates decline. During the six months ended June 30, 2025 and the years ended December 31, 2024 and 2023, we incurred after-tax net unrealized gains on available for sale investment securities $242,000, $53,000 and $283,000.

For further discussion of how changes in interest rates could impact us, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Management of Market Risk.”

Risks Related to Economic Conditions

Inflation can have an adverse impact on our business and on our customers.

Inflation risk is the risk that the value of assets or income from investments will be worth less in the future as inflation decreases the value of money. Inflation rose sharply at the end of 2021 and remained elevated through the first half of calendar 2024, before beginning to moderate in the latter half of 2024 and into calendar 2025. However, inflation levels continue to exceed the Federal Reserve Board’s long-term target of 2.0%. As discussed above under “– Risks Related to Market Interest Rates – Prevailing high market interest rates have reduced our profits and asset values,” as inflation increases and market interest rates rise, the value of our investment securities, particularly those with longer maturities, would decrease, although this effect can be less pronounced for floating rate instruments. In addition, inflation generally increases the cost of goods and services we use in our business operations, such as electricity and other utilities, which increases our noninterest expenses. Furthermore, our customers, particularly small- to medium-sized businesses that are unable to leverage economics of scale to mitigate rising costs compared to larger businesses, are also affected by inflation and the rising costs of goods and services used in their households and businesses, which could have a negative impact on their ability to repay their loans with us.

A worsening of economic conditions in our market area could reduce demand for our products and services and/or result in increases in our level of non-performing loans, which could adversely affect our operations, financial condition and earnings.

Local and regional economic conditions have a significant impact on the ability of our borrowers to repay loans and the value of the collateral securing loans. A deterioration in economic conditions, especially local conditions, could have the following consequences, any of which could have a material adverse effect on our business, financial condition, liquidity and results of operations, and could more negatively affect us compared to a financial institution that operates with more geographic diversity:

demand for our products and services may decline;

loan delinquencies, problem assets and foreclosures may increase;

collateral for loans, especially real estate, may decline in value, reducing customers’ future borrowing power, and reducing the value of assets and collateral associated with existing loans; and

the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us.

Moreover, a significant decline in general economic conditions caused by inflation, recession, tariff wars, acts of terrorism, civil unrest, an outbreak of hostilities or other international or domestic calamities, an epidemic or pandemic, unemployment or other factors beyond our control could further impact these local economic conditions and could further negatively affect the financial results of our banking operations. In addition, deflationary

pressures, while possibly lowering our operating costs, could have a significant negative effect on our borrowers, especially our business borrowers, and the values of underlying collateral securing loans, which could negatively affect our financial performance.

The soundness of other financial institutions could adversely affect us.

Our ability to engage in routine funding transactions could be adversely affected by the actions and commercial soundness of other financial institutions. Financial services institutions are interrelated as a result of trading, clearing, counterparty relationships, such as counterparties with whom we engage in interest rate swap transactions, and other relationships. We have exposure to several different counterparties, and we routinely execute transactions with counterparties in the financial industry, including brokers, dealers, and other financial institutions. Defaults by, or even rumors or questions about, one or more financial services institutions, or the financial services industry generally, could lead to market-wide liquidity problems and losses or defaults by us or by other institutions and organizations. Many of these transactions expose us to credit risk in the event of default of our counterparty. In addition, our credit risk may be exacerbated when the collateral held by us cannot be liquidated or is liquidated at prices insufficient to recover the full amount of the financial instrument exposure due to us. There is no assurance that any such losses would not materially and adversely affect our financial condition and results of operations.

Risks Related to Our Funding

Our inability to generate core deposits may cause us to rely more heavily on wholesale funding strategies for funding and liquidity needs, which could have an adverse effect on our profitability.

We must maintain sufficient funds to respond to the needs of depositors and borrowers. Deposits have traditionally been our primary source of funds for use in lending and investment activities. We also receive funds from loan repayments, investment maturities and income on other interest-earning assets. While we emphasize generating transaction accounts, we cannot guarantee if and when this will occur. Further, the considerable competition for deposits in our market area also has made, and may continue to make, it difficult for us to obtain reasonably priced deposits. Moreover, deposit balances can decrease if customers perceive alternative investments as providing a better risk/return tradeoff. If we are not able to increase our lower-cost transactional deposits at a level necessary to fund our asset growth or deposit outflows, we may be forced seek other sources of funds, including other certificates of deposit, Federal Home Loan Bank advances, brokered deposits and lines of credit to meet the borrowing and deposit withdrawal requirements of our customers, which may be more expensive and have an adverse effect on our net interest margin and profitability. At June 30, 2025, brokered certificates of deposit represented 22.0% of our total deposits, with an average rate of 3.76% for the six months ended June 30, 2025. In addition, if our capital levels fell such that we were no longer considered “well capitalized,” under federal law we would be subject to restrictions on accepting brokered deposits and on paying above-market rates for deposits. Additionally, if, based on a decrease in our tangible equity, the Federal Home Loan Bank of New York were to determine that we have inadequate capital levels, in its discretion, it may limit our ability to utilize Federal Home Loan Bank advances.

Our funding sources may prove insufficient to replace deposits at maturity and support our future growth.

We must maintain sufficient funds to respond to the needs of depositors and borrowers. As a part of our liquidity management, we use a number of funding sources in addition to core deposit growth and repayments and maturities of loans and investments. As we continue to grow, we are likely to depend more on these other sources, which may include Federal Home Loan Bank borrowings and brokered deposits, among others. Adverse operating results or changes in industry conditions could lead to difficulty or an inability to access these additional funding sources. Our financial flexibility will be severely constrained if we are unable to maintain our access to funding or if adequate financing is not available to accommodate future growth at acceptable interest rates. If we are required to rely more heavily on more expensive funding sources to support future growth, our revenues may not increase proportionately to cover our costs. In this case, our operating margins and profitability would be adversely affected. Moreover, if United Roosevelt Savings Bank ceases to be categorized as “well capitalized” under banking regulations, it would be prohibited from accepting or renewing brokered deposits without FDIC consent.

Risks Related to Laws and Regulations

Changes in laws and regulations and the cost of regulatory compliance with new laws and regulations may adversely affect our operations and/or increase our costs of operations.

United Roosevelt Savings Bank is subject to extensive regulation, supervision and examination by New Jersey Department of Banking and Insurance and by the FDIC. Upon completion of the conversion and stock offering, URSB Bancorp will be subject to extensive regulation, supervision and examination by the Federal Reserve Board. Such regulation and supervision govern the activities in which an institution and its holding company may engage and are intended primarily for the protection of the federal deposit insurance fund and the depositors of United Roosevelt Savings Bank, rather than for our stockholders. Regulatory authorities have extensive discretion in their supervisory and enforcement activities, including the imposition of restrictions on our operations, the classification of our assets and determination of the adequacy of the level of our allowance for credit losses. These regulations, along with existing tax, accounting, securities, insurance and monetary laws, rules, standards, policies, and interpretations, control the methods by which financial institutions conduct business, implement strategic initiatives and tax compliance, and govern financial reporting and disclosures. Any change in such regulation and oversight, whether in the form of regulatory policy, regulations, legislation or supervisory action, may have a material impact on our operations.

Non-compliance with the USA PATRIOT Act, Bank Secrecy Act, or other laws and regulations could result in fines or sanctions.

The USA PATRIOT and Bank Secrecy Acts require financial institutions to develop programs to prevent financial institutions from being used for money laundering and terrorist activities. If such activities are suspected, financial institutions are obligated to file suspicious activity reports with FinCEN. These rules require financial institutions to establish procedures for identifying and verifying the identity of customers seeking to open new financial accounts. Failure to comply with these regulations could result in fines or sanctions, including restrictions on pursuing acquisitions or establishing new branches. The policies and procedures we have adopted that are designed to assist in compliance with these laws and regulations may not be effective in preventing violations of these laws and regulations. Furthermore, these rules and regulations continue to evolve and expand.

Monetary policies and regulations of the Federal Reserve Board could adversely affect our business, financial condition and results of operations.

In addition to being affected by general economic conditions, our earnings and growth are affected by the policies of the Federal Reserve Board. An important function of the Federal Reserve Board is to regulate the money supply and credit conditions. Among the instruments used by the Federal Reserve Board to implement these objectives are open market purchases and sales of U.S. government securities, adjustments of the discount rate and changes in banks’ reserve requirements against bank deposits. These instruments are used in varying combinations to influence overall economic growth and the distribution of credit, bank loans, investments and deposits. Their use also affects interest rates charged on loans or paid on deposits. The monetary policies and regulations of the Federal Reserve Board have had a significant effect on the operating results of financial institutions in the past and are expected to continue to do so in the future. The effects of such policies upon our business, financial condition and results of operations cannot be predicted.

We are an emerging growth company, and any decision on our part to comply only with certain reduced reporting and disclosure requirements applicable to emerging growth companies could make our common stock less attractive to investors.

URSB Bancorp qualifies as an “emerging growth company” under the federal securities laws. For as long as it continues to qualify as an emerging growth company, it may choose to take advantage of exemptions from various public company reporting requirements that are not available to public companies that do not qualify as emerging growth companies, including, but not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation. As an emerging growth company, URSB Bancorp also will not be subject to Section 404(b) of the Sarbanes-Oxley Act of 2002, which requires that independent auditors of public

companies audit a company’s internal control over financial reporting. In addition, as an emerging growth company, we have elected to take advantage of the extended transition periods for adopting new or revised financial accounting standards until the date they are required to be adopted by private companies (however, if any new or revised financial accounting standards would not apply to private companies, we would not be able to delay their adoption). Accordingly, our financial statements may not be comparable to those of public companies that adopt new or revised financial accounting standards as of an earlier date. Investors may find our common stock less attractive since we have chosen to rely on these exemptions. If some investors find our common stock less attractive as a result of any choices to reduce future disclosure, there may be a less active trading market for our common stock and the price of our common stock may be more volatile.

We are also a smaller reporting company, and even if we no longer qualify as an emerging growth company, any decision on our part to comply only with certain reduced reporting and disclosure requirements applicable to smaller reporting companies could make our common stock less attractive to investors.

In addition to qualifying as an emerging growth company, URSB Bancorp qualifies as a “smaller reporting company” under the federal securities laws. For as long as it continues to qualify as a smaller reporting company, it may choose to take advantage of exemptions from various reporting requirements applicable to public companies that are not available to companies that are not smaller reporting companies, including, but not limited to, reduced financial disclosure obligations and reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements. If some investors find our common stock less attractive as a result of any choices to reduce future disclosure, there may be a less active trading market for our common stock and the price of our common stock may be more volatile.

Risks Related to Competitive Matters

Strong competition within our market area may limit our growth and profitability.

Competition in the banking and financial services industry is intense. We compete with commercial banks, savings institutions, mortgage brokerage firms, credit unions, finance companies, mutual funds, insurance companies, brokerage and investment banking firms, financial technology or “fintech companies,” and unregulated or less regulated non-banking entities. Many of these competitors are substantially larger than we are and have substantially greater resources and higher lending limits than we have and offer certain services that we do not or cannot provide. In addition, some of our competitors offer loans with lower interest rates and/or more attractive terms than loans we offer. Competition also makes it increasingly difficult and costly to attract and retain qualified employees. We expect competition to increase in the future as a result of legislative, regulatory and technological changes and the continuing trend of consolidation in the financial services industry. Our profitability depends upon our continued ability to successfully compete for business and qualified employees in our market areas. The greater resources and deposit and loan products offered by some of our competitors may limit our ability to increase our interest-earning assets.

Risks Related to Operational Matters

We depend on our management team to implement our business strategy and execute successful operations and we could be harmed by the loss of their services.

We depend on the services of the members of our senior management team who direct our strategy and operations. Our executive officers and lending personnel possess substantial expertise, extensive knowledge of our markets and key business relationships. Our loss of these persons, or our inability to hire additional qualified personnel, could impact our ability to implement our business strategy and could have a material adverse effect on our results of operations and our ability to compete in our markets. See “Management.”

We face significant operational risks because of our reliance on technology. Our information technology systems may be subject to failure, interruption or security breaches.

Information technology systems are critical to our business. Our business requires us to collect, process, transmit and store significant amounts of confidential information regarding our customers, employees and our own business, operations, plans and business strategies. We use various technology systems to manage our customer relationships, general ledger, investments, deposits, and loans. Our computer systems, data management and internal processes, as well as those of third parties, are integral to our performance. Our operational risks include the risk of malfeasance by employees or persons outside our company, errors relating to transaction processing and technology, systems failures or interruptions, breaches of our internal control systems and compliance requirements, and business continuation and disaster recovery. There have been increasing efforts by third parties to breach data security at financial institutions. Such attacks include computer viruses, malicious or destructive code, phishing attacks, denial of service or information or other security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of confidential, proprietary and other information, damages to systems, or other material disruptions to network access or business operations. We have established policies and procedures to prevent or limit the impact of system failures, interruptions and security breaches, including privacy breaches and cyber-attacks. Although we take protective measures and believe that we have not experienced any of the data breaches described above, the security of our computer systems, software, and networks may be vulnerable to breaches, unauthorized access, misuse, computer viruses, or other malicious code and cyber-attacks that could have an impact on information security. Because the techniques used to cause security breaches change frequently, we may be unable to proactively address these techniques or to implement adequate preventative measures.

If there is a breakdown in our internal control systems, improper operation of systems or improper employee actions, or a breach of our security systems, including if confidential or proprietary information were to be mishandled, misused or lost, we could suffer financial loss, loss of customers and damage to our reputation, and face regulatory action or civil litigation. Any of these events could have a material adverse effect on our financial condition and results of operations. Insurance coverage may not be available for such losses, or where available, such losses may exceed insurance limits.

We outsource critical operations to third-party service providers. Systems failures, interruptions and cybersecurity breaches could have a material adverse effect on us.

We outsource a majority of our data processing requirements to third-party providers. Accordingly, our operations are exposed to the risk that these vendors will not perform according to our contractual agreements with them, or we also could be adversely affected if such an agreement is not renewed by the third-party vendor or is renewed on terms less favorable to us. If our third-party providers encounter difficulties, or if we have difficulty communicating with those service providers, our ability to adequately process and account for transactions could be affected, and our business operations could be adversely affected, which could have a material adverse effect on our financial condition and results of operations. Threats to information security also exist in the processing of customer information through various other vendors and their personnel, and our third-party service providers may be vulnerable to unauthorized access, computer viruses, phishing schemes and other security breaches. We may have to expend additional resources to protect against the threat of such security breaches and computer viruses, or to alleviate problems caused by such security breaches or viruses. To the extent that the activities of our third-party service providers or the activities of our customers involve the storage and transmission of confidential information, security breaches and viruses could expose us to claims, regulatory scrutiny, litigation costs and other possible liabilities. To our knowledge, the services and programs provided to us by third parties have not experienced any material security breaches resulting in the unauthorized disclosure of financial information relating to United Roosevelt Savings Bank or its customers. However, the existence of cyber-attacks or security breaches at third parties with access to our data, such as vendors, may not be disclosed to us in a timely manner.

We are subject to litigation risk, and any pending or potential litigation may have an adverse effect on our business, financial condition and results of operations.

Although we are not a party to any material pending or potential legal proceedings, pending or potential legal proceedings, including class action lawsuits, can pose significant financial and other risks to our organization. Prosecuting or defending against a lawsuit or other legal proceeding is often costly. Legal issues, such as lawsuits,

unenforceable contracts, and adverse judgments, can potentially disrupt our operations, potentially materially reduce our earnings, capital and liquidity, and otherwise materially and adversely affect our business, financial condition, results of operations, and reputation. See “Business of United Roosevelt Savings Bank – Legal Proceedings.”

We operate as a community bank and our ability to maintain our reputation, which is critical to the success of our business, may materially adversely affect our performance.

We are a community bank, and our reputation is one of the most valuable components of our business. A key component of our business strategy is to rely on our reputation for customer service and knowledge of local markets to expand our presence by capturing new business opportunities from existing and prospective customers in our market area and contiguous areas. Threats to our reputation can come from many sources, including adverse sentiment about financial institutions generally, unethical practices, employee misconduct, failure to deliver minimum standards of service or quality, compliance deficiencies, cybersecurity incidents and questionable or fraudulent activities of our customers. Negative publicity regarding our business, employees, or customers, with or without merit, may result in the loss of customers and employees, costly litigation and increased governmental regulation, any or all of which could adversely affect our business and operating results.

The cost of additional finance and accounting systems, procedures and controls in order to satisfy our new public company reporting requirements will increase our expenses.

As a result of the completion of the conversion and stock offering, we will become a public reporting company. The obligations of being a public company, including the substantial public reporting obligations, will require significant expenditures and place additional demands on our management team. We will make changes to our internal controls and procedures for financial reporting and accounting systems to meet our reporting obligations as a public company. Any failure to achieve and maintain an effective internal control environment could have a material adverse effect on our business and stock price. In addition, we may need to hire additional compliance, accounting and financial staff with appropriate public company experience and technical knowledge, and we may not be able to do so in a timely fashion. As a result, we may need to rely on outside consultants to provide these services for us until qualified personnel are hired. These obligations will increase our operating expenses and could divert our management’s attention from our operations.

Risks Related to Accounting Matters

Changes in management’s estimates and assumptions may have a material impact on our consolidated financial statements and our financial condition or operating results.

In preparing this prospectus, including United Roosevelt, MHC’s accompanying consolidated financial statements, as well as the periodic reports URSB Bancorp will be required to file with the SEC, our management is and will be required under applicable rules and regulations to make estimates and assumptions as of a specified date. These estimates and assumptions are based on management’s best estimates and experience as of that date and are subject to substantial risk and uncertainty. Materially different results may occur as circumstances change and additional information becomes known. The area requiring significant estimates and assumptions by management include our evaluation of the adequacy of our allowance for credit losses.

Changes in accounting standards could affect reported earnings.

The regulatory bodies responsible for establishing accounting standards, including the Financial Accounting Standards Board, the SEC and other regulatory bodies, periodically change the financial accounting and reporting guidance that governs the preparation of our consolidated financial statements. These changes can be hard to predict and can materially impact how we record and report our financial condition and results of operations. In some cases, we could be required to apply new or revised guidance retroactively.

Risks Related to the Stock Offering

The future price of our common stock may be less than the purchase price in the stock offering.

If you purchase shares of common stock in the stock offering, you may not be able to sell them at or above the $10.00 purchase price. The aggregate purchase price of the shares of common stock sold in the stock offering is based upon an independent third-party appraisal of the pro forma market value of URSB Bancorp. The appraisal is not intended, and should not be construed, as a recommendation of any kind as to the advisability of purchasing shares of our common stock, and such appraisal is based on certain estimates, assumptions and projections, all of which are subject to change from time to time. Our aggregate pro forma market value as reflected in the final independent appraisal may exceed the market price of our shares of common stock after the completion of the conversion and stock offering, which may result in our stock trading below the initial offering price of $10.00 per share. After the shares of our common stock begin trading, the trading price of the common stock will be determined by the marketplace, and will be influenced by many factors outside of our control, including prevailing interest rates, investor perceptions, securities analyst research reports and general industry, geopolitical and economic conditions. Publicly traded stocks, including stocks of financial institutions, often experience substantial market price volatility. Price fluctuations in our common stock may be unrelated to our operating performance.

There will be a limited trading market in our common stock, which could hinder your ability to sell our common stock and may lower the market price of the stock.

We have never issued stock and, therefore, there is no current public or private trading market for our shares of common stock. Upon completion of the conversion and stock offering, we expect our common stock will be quoted on the OTCQB Market. We expect that our “public float,” which is the total number of our outstanding shares of common stock less the number of shares held by our employee stock ownership plan, by the charitable foundation and by our directors and executive officers, and which is used as a measure of shares available for trading, will be limited. The limited trading market could also result in a wider spread between the “bid” and “ask” prices for the common stock, which could make it more difficult to sell a large number of shares at one time and could mean a sale of a large number of shares at one time could depress the market price.

We have broad discretion in using the net proceeds of the stock offering. Our failure to effectively deploy the net proceeds of the stock offering may have an adverse effect on our financial performance and the value of our common stock.

We intend to invest between $5.2 million and $7.4 million of the net proceeds of the stock offering (or $8.7 million at the adjusted maximum of the offering range) in United Roosevelt Savings Bank. We also intend to use a portion of the net proceeds to make a cash contribution to the charitable foundation and fund a loan for the purchase of shares of common stock in the stock offering by the ESOP. United Roosevelt Savings Bank intends to use the net proceeds it receives to fund new loans, enhance existing products and services, invest in securities, or for other general corporate purposes. However, except for the loan to the ESOP and the cash contribution to the charitable foundation, we have not allocated specific amounts of the net proceeds for any of these purposes, and we will have broad discretion in determining the amount of the net proceeds we apply to different uses and when we apply or reinvest such proceeds. We have not established a timetable for investing the net proceeds, and, accordingly, we may not invest the net proceeds at a time that is most beneficial to URSB Bancorp, its stockholders, or United Roosevelt Savings Bank. For additional information see “How We Intend to Use the Proceed From the Stock Offering.”

The capital we raise in the stock offering may negatively impact our return on equity until we can fully implement our business plan. This could negatively affect the trading price of our shares of common stock.

Net income divided by average equity, known as “return on equity,” is a ratio many investors use to compare the performance of a financial institution to its peers. Our return on equity may be relatively low until we are able to implement our business plan and leverage the additional capital we receive from the stock offering. Although we anticipate increasing net interest income using proceeds of the stock offering, our return on equity will be reduced by the capital raised in the stock offering, higher expenses from the costs of being a public company, and

added expenses associated with the ESOP and the stock-based benefit plan we intend to adopt. Until we can implement our business plan and increase our net interest income through investment of the proceeds of the stock offering, our return on equity may remain relatively low compared to our peer group, which may reduce the value of our shares.

Our stock-based benefit plans will increase our expenses, which will reduce our net income.

The ESOP intends to purchase 8% of the sum of the shares of common stock sold in the stock offering and contributed to the charitable foundation. The estimated cost of acquiring these shares is between $1.2 million at the minimum of the offering range and $1.9 million at the adjusted maximum of the offering range, assuming it is able to purchase all such shares in the stock offering. We will record an annual ESOP expense in an amount equal to the fair value of shares of common stock committed to be released to participating employees. If our common stock appreciates in value over time, this compensation expense will increase.

In addition, we intend to implement a stock-based benefit plan after the conversion and stock offering, subject to shareholder approval, which would increase our annual compensation and benefit expenses related to stock options and stock awards granted to participants under the stock-based benefit plan. The amount of these stock-related compensation and benefit expenses would depend on the number of options and stock awards granted, the fair value of the options and of our stock on the date of grant, the vesting period, and other factors that we cannot predict at this time. If we implement a stock-based benefit plan within one year following the completion of the conversion and stock offering, the total shares of common stock reserved for issuance pursuant to awards of restricted stock and grants of options under the plan would be limited to 4% and 10%, respectively, of the sum of the shares of common stock sold in the stock offering and contributed to the charitable foundation. If we adopt a stock-based benefit plan more than 12 months after the completion of the conversion and stock offering, the plan could allow for greater amounts of restricted stock awards and stock options and, therefore, we could award restricted shares of common stock or grant options in excess of these amounts, which would further increase costs.

The estimated expense in the first year following the conversion and stock offering for shares purchased in the stock offering (or in the after-market if the stock offering is oversubscribed by the eligible account holders) by the ESOP and for a stock-based benefit plan implemented within one year after the conversion and stock offering, subject to receipt of shareholder approval of the stock-based benefit plan, is approximately $501,000 ($361,000 after tax based on an effective combined federal/state tax rate of 28.0%) at the adjusted maximum of the offering range as set forth in the pro forma financial information under “Pro Forma Data,” assuming the $10.00 per share offering price as fair market value. Actual expense may be higher if the price of our common stock at the time the shares are allocated or awarded is greater than $10.00 per share. For further discussion of our proposed stock-based plans, see “Management – Benefits to be Considered Following Completion of the Conversion and Stock Offering.”

The implementation of a stock-based benefit plan is likely to dilute your ownership interest.

We intend to adopt one or more new stock-based benefit plans following the conversion and stock offering. These plans may be funded either through open market purchases of our common stock or from the issuance of authorized but unissued shares of common stock. Our ability to repurchase shares of our common stock to fund these plans will be subject to many factors, including applicable regulatory restrictions on stock repurchases, the availability of stock in the market, the trading price of our stock, our capital levels, alternative uses for our capital and our financial performance. While our intention is to fund the new stock-based benefit plans through open market purchases, stockholders would experience a 9.09% dilution in ownership interest if newly issued shares of our common stock are used to fund stock options in an amount equal to 10% of the sum of the shares sold in the stock offering and contributed to the charitable foundation, and all such stock options are exercised, and a 3.85% dilution in ownership interest if newly issued shares of our common stock are used to fund grants of restricted common stock in an amount equal to 4% of the sum of shares sold in the stock offering and contributed to the charitable foundation. Such dilution would also reduce earnings per share. If we adopt the plans more than 12 months following the conversion, new stock-based benefit plans would not be subject to these size limitations and stockholders could experience even greater dilution.

Although the implementation of new stock-based benefit plans would be subject to stockholder approval, historically, the overwhelming majority of stock-based benefit plans adopted by savings institutions and their holding companies following mutual-to-stock conversions have been approved by stockholders.

We have not determined when we will adopt one or more stock-based benefit plans following the conversion and stock offering. Stock-based benefit plans adopted more than one year following the completion of the conversion and stock offering may exceed regulatory restrictions on the size of stock-based benefit plans adopted within one year, which would increase both our expenses and dilution to stockholders.

If we adopt stock-based benefit plans more than one year following the completion of the conversion and stock offering, then grants of shares of common stock or stock options under our proposed stock-based benefit plans may exceed 4% and 10%, respectively, of the sum of shares of common stock sold in the stock offering and contributed to the charitable foundation. Stock-based benefit plans that provide for awards in excess of these amounts would increase our costs beyond the amounts estimated in “– Our stock-based benefit plans will increase our expenses, which will reduce our net income.” Stock-based benefit plans that provide for awards in excess of these amounts could also result in dilution to stockholders in excess of that described in “– The implementation of a stock-based benefit plan is likely to dilute your ownership interest.” Although the implementation of stock-based benefit plans would be subject to stockholder approval, the timing of implementation will be at the discretion of our board of directors.

Various factors may make takeover attempts more difficult to achieve.

Certain provisions of URSB Bancorp’s articles of incorporation and bylaws and of federal and state banking laws, including regulatory approval requirements, could make it more difficult for a third party to acquire control of URSB Bancorp without the approval of its board of directors. Federal regulations applicable to the conversion and stock offering provide that for a period of three years following completion of the conversion and stock offering, no person may offer to acquire or acquire beneficial ownership of more than 10% of our outstanding common stock without prior approval of the Federal Reserve Board. Under federal law, subject to certain exemptions, a person, entity or group must notify the Federal Reserve Board and receive its non-objection before acquiring control of a bank holding company. There also are provisions in URSB Bancorp’s articles of incorporation and bylaws that we may use to delay or block a takeover attempt, including a provision that prohibits any person from voting more than 10% of our outstanding shares of common stock. Furthermore, shares of restricted stock and stock options that we may grant to employees and directors, stock ownership by our management and directors and other factors may make it more difficult for companies or persons to acquire control of URSB Bancorp without the consent of our board of directors, and may increase the cost of an acquisition. Taken as a whole, these statutory or regulatory provisions and provisions in our articles of incorporation and bylaws could make us less attractive to a potential acquirer and therefore could adversely affect the market price of our common stock. For additional information, see “Restrictions on Acquisition of URSB Bancorp, Inc.” and “Management – Benefits to be Considered Following Completion of the Stock Offering.”

Our articles of incorporation provide that, subject to limited exception, state and federal courts in the State of Maryland are the sole and exclusive forum for certain stockholder litigation matters, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, and other employees.

URSB Bancorp’s articles of incorporation provide that, unless URSB Bancorp consents in writing to the selection of an alternative forum, the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of URSB Bancorp, (ii) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of URSB Bancorp to URSB Bancorp or its stockholders, (iii) any action asserting a claim arising pursuant to any provision of the Maryland General Corporation Law, or (iv) any action asserting a claim governed by the internal affairs doctrine, will be conducted in a state or federal court located within the State of Maryland, in all cases subject to the court having personal jurisdiction over the indispensable parties named as defendants. This exclusive forum provision does not apply to claims arising under the federal securities laws. This exclusive forum provision may limit a stockholder’s ability to bring a claim in a judicial forum it finds favorable for disputes with URSB Bancorp and its directors, officers, and other employees or may cause a stockholder to incur additional expense by having to bring a claim in a judicial forum that is distant from where the stockholder resides, or both. In

addition, if a court were to find this exclusive forum provision to be inapplicable or unenforceable in a particular action, we may incur additional costs associated with resolving the action in another jurisdiction, which could have a material adverse effect on our financial condition and results of operations.

You may not revoke your order to purchase URSB Bancorp common stock in the subscription offering or any community offering after you send us your order.

Funds submitted or automatic withdrawals authorized in connection with an order to purchase shares of common stock in the subscription offering and any community offering will be held by us until the completion or termination of the conversion and stock offering, including any extension of the expiration date and consummation of any syndicated community offering. Because completion of the conversion and stock offering is subject to regulatory approvals and an update of the independent appraisal prepared by RP Financial, among other factors, there may be one or more delays in completing the conversion and stock offering. Orders submitted in the subscription offering and any community offering are irrevocable, and purchasers will have no access to their funds unless the stock offering is terminated or extended beyond __________, 2026, or the number of shares to be sold in the stock offering decreased to less than 1,487,500 shares or increased to more than 2,314,375 shares.

The distribution of subscription rights could have adverse income tax consequences.

If the subscription rights granted in connection with the stock offering are deemed to have an ascertainable value, receipt of such rights may be taxable in an amount equal to such value. Whether subscription rights are considered to have ascertainable value is an inherently factual determination. We have received an opinion of counsel, Luse Gorman, PC, that it is more likely than not that such rights have no value; however, such opinion is not binding on the Internal Revenue Service.

Risks Related to Our Contribution to the Charitable Foundation

The contribution to the charitable foundation will dilute your ownership interest and adversely affect net income in the year in which we consummate the conversion and stock offering.

We intend to establish and fund a new charitable foundation in connection with the conversion and stock offering. We intend to contribute to it $200,000 in cash and 20,000 shares of our common stock (valued at $10 per share), for a total contribution of $400,000. At the midpoint of the offering range, the share contribution to the charitable foundation would dilute an investor’s ownership interest in URSB Bancorp by 1.1%. The contribution will have an adverse effect on our net income for the quarter and year in which we make the contribution. The after-tax expense of the contribution is expected to reduce net income for the quarter and year in which the contribution is made by approximately $288,000, based on an effective combined federal/state tax rate of 28.0%.

Our contribution to the charitable foundation may not be tax deductible, which could reduce our profits.

We may not have sufficient profits to be able to fully use the tax deduction from our contribution to the charitable foundation. Under the Internal Revenue Code, an entity is permitted to deduct up to 10% of its taxable income (generally income before federal income taxes and charitable contributions expense) in any one year for charitable contributions. Any contribution in excess of the 10% limit may be deducted for federal income tax purposes over each of the five years following the year in which the charitable contribution is made. Accordingly, a charitable contribution could, if necessary, be deducted over a six-year period and expires thereafter.

SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA

The following tables set forth selected consolidated historical financial and other data for United Roosevelt, MHC at the dates and for the periods indicated. The data at June 30, 2025 and for the six months ended June 30, 2025 and 2024 is not audited but, in the opinion of management, includes all adjustments necessary for a fair presentation. All adjustments are normal and recurring. The results of operations for the six months ended June 30, 2025 are not necessarily indicative of the results of operations that may be expected for the entire year. The data at June 30, 2025 and for the six months ended June 30, 2025 and 2024 is derived in part from, and should be read together with, the unaudited consolidated financial statements and related notes beginning at page F-1 of this prospectus. The data at and for the years ended December 31, 2024 and 2023 is derived in part from, and should be read together with, the audited consolidated financial statements and related notes, also beginning at page F-1 of this prospectus.

	At June 30,		At December 31,
	2025		2024		2023

	(In thousands)
Selected Consolidated Financial Condition Data:
Total assets	$	325,301	$	315,863	$	281,718
Cash and cash equivalents		8,875		10,727		9,882
Investment in certificates of deposit		3,798		4,296		1,245
Securities available-for-sale		21,162		17,906		10,497
Securities held-to-maturity		15,054		20,082		25,405
Loans receivable, net		261,070		248,025		221,544
Bank owned life insurance		5,806		5,730		4,608
Deposits		254,013		246,079		232,156
Senior notes		6,775		6,125		5,100
Federal Home Loan Bank advances		43,122		38,010		24,325
Federal Reserve Bank advances		—		5,000		—
Total equity		18,788		18,343		17,789

	Six Months Ended June 30,				Years Ended December 31,
	2025		2024		2024		2023

	(In thousands)
Selected Consolidated Operating Data:
Total interest and dividend income	$	8,246	$	6,962	$	14,781	$	11,241
Total interest expense		4,268		3,297		7,369		4,109
Net interest income		3,978		3,665		7,412		7,132
Provision for credit losses		158		44		118		107
Net interest income after provision for credit losses		3,820		3,621		7,294		7,025
Total non-interest income (loss)		46		22		172		225
Total non-interest expense		3,566		3,304		6,765		6,310
Income before income tax expense		300		339		701		940
Income tax expense		97		72		125		220
Net income	$	203	$	267	$	576	$	720

	At or For the Six Months Ended June 30,						At or For the Years Ended December 31,
	2025			2024			2024			2023
Performance Ratios ⁽¹⁾:
Return on average assets		0.13	%		0.18	%		0.19	%		0.27	%
Return on average equity		2.31	%		2.96	%		3.15	%		4.16	%
Interest rate spread ⁽²⁾		2.42	%		2.47	%		2.40	%		2.71	%
Net interest margin ⁽³⁾		2.56	%		2.60	%		2.54	%		2.80	%
Noninterest expense as a percentage of average assets		2.21	%		2.27	%		2.24	%		2.38	%
Efficiency ratio ⁽⁴⁾		88.62	%		89.61	%		89.20	%		85.77	%
Average interest-earning assets as a percentage of average interest-bearing liabilities		105.02	%		105.55	%		105.41	%		105.37	%

Capital Ratios (United Roosevelt Savings Bank only):
Average equity as a percentage of average assets		5.46	%		6.20	%		6.07	%		6.57	%
Total capital as a percentage of risk-weighted assets		12.70	%		12.77	%		12.58	%		13.32	%
Tier 1 capital as a percentage of risk-weighted assets		11.90	%		12.03	%		11.87	%		12.55	%
Common equity Tier 1 capital as a percentage of risk-weighted assets		11.90	%		12.03	%		11.87	%		12.55	%
Tier 1 capital as a percentage of average assets		7.90	%		8.31	%		8.10	%		8.72	%

Asset Quality Ratios:
Allowance for credit losses as a percentage of total loans		0.63	%		0.56	%		0.55	%		0.66	%
Allowance for credit losses as a percentage of non-performing loans		1,408.55	%		598.18	%		157.03	%		—	%
Allowance for credit losses as a percentage of non-accrual loans		1,408.55	%		598.18	%		156.85	%		—	%
Non-accrual loans as a percentage of total loans		0.04	%		0.09	%		0.35	%		—	%
Net recoveries (charge-offs) as a percentage of average outstanding loans		0.04	%		—	%		(0.04	)%		—	%
Non-performing loans as a percentage of total loans		0.04	%		0.09	%		0.35	%		—	%
Non-performing loans as a percentage of total assets		0.04	%		0.07	%		0.28	%		—	%
Total non-performing assets as a percentage of total assets		0.04	%		0.07	%		0.28	%		—	%

Other Data:
Number of offices		2			2			2			2
Number of full-time employees		28			27			27			22
Number of part-time employees		2			1			1			4

(1)	Interim period data is annualized, where appropriate.
(2)	Represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(3)	Represents net interest income as a percentage of average interest-earning assets.
(4)	Represents noninterest expenses divided by the sum of net interest income and noninterest income.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This prospectus contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “believe,” “contemplate,” “continue,” “intend,” “target” and words of similar meaning. These forward-looking statements include, but are not limited to:

statements of our goals, intentions and expectations;

statements regarding our business plans, prospects, growth and operating strategies;

statements regarding the quality of our loan portfolio; and

estimates of our risks and future costs and benefits.

These forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. We are under no duty to and do not undertake any obligation to update any forward-looking statements after the date of this prospectus.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

general economic conditions, either nationally or in our market areas, that are worse than expected including as a result of employment levels and labor shortages and the effects of inflation, a potential recession or slowed economic growth caused by tariffs and retaliatory responses, supply chain disruptions or otherwise;

inflation and changes in the interest rate environment that reduce our margins and yields, our mortgage banking revenues, the fair value of financial instruments, including our mortgage servicing rights asset, or our level of loan originations, or increase the level of defaults, losses and prepayments on loans we have made and make;

changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan and lease losses;

changes in liquidity, including the size and composition of our deposit portfolio, including the percentage of uninsured deposits in the portfolio;

our ability to access cost-effective funding;

fluctuations in real estate values and both residential and commercial real estate market conditions;

demand for loans and deposits in our market area;

our ability to implement and change our business strategies;

competition among depository and other financial institutions;

adverse changes in the securities or secondary mortgage markets;

changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees, capital requirements and insurance premiums;

changes in the quality or composition of our loan or investment portfolios;

technological changes that may be more difficult or expensive than expected;

the inability of third-party providers to perform as expected;

a failure or breach of our operational or security systems or infrastructure, including cyberattacks;

our ability to manage market risk, credit risk and operational risk;

our ability to enter new markets successfully and capitalize on growth opportunities;

changes in consumer spending, borrowing and savings habits;

changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the SEC or the Public Company Accounting Oversight Board;

our ability to attract and retain key employees; and

changes in the financial condition, results of operations or future prospects of issuers of securities that we own.

Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements. See “Risk Factors” beginning on page 15.

HOW WE INTEND TO USE THE PROCEEDS FROM THE STOCK OFFERING

Although we cannot determine the actual net proceeds from the sale of the shares of common stock in the stock offering until the conversion and stock offering is completed, we estimate the net proceeds to be between $13.3 million and $18.5 million, or $21.5 million if the offering range is increased to the adjusted maximum.

We intend to distribute the net proceeds from the stock offering as follows:

	Based Upon the Sale at $10.00 Per Share of:
	1,487,500 Shares					1,750,000 Shares					2,012,500 Shares					2,314,375 Shares ⁽¹⁾
	Amount			Percent of Net Proceeds		Amount			Percent of Net Proceeds		Amount			Percent of Net Proceeds		Amount			Percent of Net Proceeds

	(Dollars in thousands)
Gross offering proceeds	$	14,875				$	17,500				$	20,125				$	23,144
Less: offering expenses and fees		(1,600	)				(1,600	)				(1,600	)				(1,600	)
Net offering proceeds	$	13,275		100.0	%	$	15,900		100.0	%	$	18,525		100.0	%	$	21,544		100.0	%

Use of net proceeds:
To United Roosevelt Savings Bank	$	6,638		50.0	%	$	7,950		50.0	%	$	9,263		50.0	%	$	10,772		50.0	%
Loan to ESOP		1,206		9.1			1,416		8.9			1,626		8.8			1,868		8.7
Cash contribution to charitable foundation		200		1.5			200		1.3			200		1.1			200		0.9
Retained by URSB Bancorp.	$	5,231		39.4	%	$	6,334		39.8	%	$	7,436		40.1	%	$	8,704		40.4	%

(1)

As adjusted to give effect to an increase in the number of shares, which could occur due to a 15% increase in the offering range, to reflect demand for the shares or changes in market conditions following the commencement of the stock offering.

Payments for shares of common stock made through withdrawals from existing deposit accounts will not result in the receipt of new funds for investment but will reduce United Roosevelt Savings Bank’s deposits. The net proceeds may vary because the total expenses relating to the stock offering may be more or less than our estimates. For example, our expenses would increase if a syndicated community offering were used to sell shares of common stock not purchased in the subscription offering and community offering.

URSB Bancorp intends to fund a loan to the ESOP to purchase shares of common stock in the stock offering and contribute cash and shares of common stock to our charitable foundation. It may also use the proceeds it retains from the stock offering:

to invest in investment securities consistent with our investment policy;

to repay all or part of the senior notes issued by United Roosevelt Bancorp;

to pay cash dividends to stockholders;

to repurchase shares of our common stock; and

for other general corporate purposes.

Except for the loan to the ESOP and the cash contribution to the charitable foundation, URSB Bancorp has not quantified its plans for use of the offering proceeds for each of the foregoing purposes. Initially, we intend to invest a substantial portion of the net proceeds in shorter term investment securities before deploying the proceeds into new loans.

Under currently applicable regulations, we may not repurchase shares of our common stock during the first year following the conversion, except to fund stock awards granted under equity benefit plans, other than stock options, or except when extraordinary circumstances exist and with prior regulatory approval.

United Roosevelt Savings Bank will receive from URSB Bancorp a capital contribution equal to at least 50% of the net proceeds of the stock offering. United Roosevelt Savings Bank may use the net proceeds it receives from the stock offering:

to fund new loans;

to invest in investment securities consistent with our investment policy;

to expand its banking franchise by establishing targeted de novo branches, acquiring branches from other financial institutions, or acquiring other financial institutions, although no such expansion transactions are contemplated or planned currently; and

for other general corporate purposes.

United Roosevelt Savings Bank has not quantified its plans for use of the offering proceeds for any of the foregoing purposes. The use of the proceeds outlined above may change based on many factors, including, but not limited to, changes in interest rates, equity markets, laws and regulations affecting the financial services industry, our relative position in the financial services industry, the attractiveness of opportunities to expand our operations through establishing or acquiring new branches, our ability to receive regulatory approval for any such expansion activities, and overall market conditions.

OUR POLICY REGARDING DIVIDENDS

Following the conversion and stock offering, our board of directors will be authorized to declare and pay dividends on our shares of common stock, subject to statutory and regulatory requirements. However, no decision has been made with respect to the payment of dividends. In determining whether to pay a cash dividend and the amount, the board of directors is expected to consider a number of factors, including capital requirements, our consolidated financial condition and results of operations, other uses of funds for the long-term value of stockholders, tax considerations, statutory and regulatory limitations and general economic conditions. No assurances can be given that any dividends will be paid or that, if paid, will not be reduced or eliminated in the future. Special cash dividends, stock dividends or returns of capital, to the extent permitted by applicable regulations and policies, may be paid in addition to, or in lieu of, regular cash dividends.

URSB Bancorp expects to file a consolidated federal income tax return with United Roosevelt Savings Bank. Accordingly, we anticipate that any cash distributions we make to our stockholders would be treated as cash dividends and not as a non-taxable return of capital for federal and state income tax purposes. Additionally, according to applicable regulations, during the three-year period following the conversion and stock offering, we will not take any action to declare an extraordinary dividend to stockholders that would be treated by recipients as a tax-free return of capital for federal income tax purposes.

URSB Bancorp’s articles of incorporation authorized the issuance of preferred stock. No shares of preferred stock will be issued in the conversion and stock offering. If we issue preferred stock in the future, the holders of preferred stock may have a priority over the holders of our shares of common stock with respect to the payment of dividends. For a further discussion concerning the payment of dividends on our shares of common stock, see “Description of Capital Stock of URSB Bancorp, Inc. – Common Stock.”

Any dividends we may declare and pay will depend, in part, upon receipt of dividends from United Roosevelt Savings Bank, because dividends from United Roosevelt Savings Bank will be our primary source of income. Applicable regulations impose limitations on dividends and other capital distributions by savings institutions like United Roosevelt Savings Bank. See “Supervision and Regulation – New Jersey Banking Laws and Supervision Applicable to United Roosevelt Savings Bank – Dividends” and “Supervision and Regulation – Federal Regulations Applicable to United Roosevelt Savings Bank – Capital Distributions.”

Any payment of dividends by United Roosevelt Savings Bank to URSB Bancorp that would be deemed to be drawn out of United Roosevelt Savings Bank’s bad debt reserves, if any, would require United Roosevelt Savings Bank to pay taxes at the then-current tax rate on the amount of earnings deemed to be removed from the reserves for such distribution. United Roosevelt Savings Bank does not intend to make any distribution to us that would create such a federal tax liability. See “Taxation.”

MARKET FOR THE COMMON STOCK

URSB Bancorp is a newly formed company which has never issued capital stock. There is no current public or private market for our common stock. We expect that our common stock will be quoted on the OTCQB Market upon the completion of the conversion and stock offering. Janney Montgomery intends to make a market in our common stock, but is not obligated to do so.

The development and maintenance of an active trading market depends on the existence of willing buyers and sellers, the presence of which is not within our control, or that of any market maker. The number of active buyers and sellers of the shares of common stock at any particular time may be limited. Furthermore, we cannot assure you that, if you purchase shares of common stock, you will be able to sell them at or above $10.00 per share purchase price. Purchasers of common stock in this stock offering should have long-term investment intent and should recognize that there will be a limited trading market in the common stock. This may make it difficult to sell the common stock after the stock offering and may have an adverse impact on the price at which the common stock can be sold. See “Risk Factors – Risks Related to the Stock Offering – There will be a limited trading market for our common stock, which could hinder your ability to sell our common stock and may lower the market price of the stock.”

HISTORICAL AND PRO FORMA REGULATORY CAPITAL COMPLIANCE

At June 30, 2025, United Roosevelt Savings Bank exceeded all applicable regulatory capital requirements and was considered “well capitalized.” The following table sets forth the historical equity capital and regulatory capital of United Roosevelt Savings Bank at June 30, 2025, and its pro forma equity capital and regulatory capital after giving effect to the sale of shares of URSB Bancorp common stock at $10.00 per share in the stock offering. The table assumes URSB Bancorp makes a capital contribution to United Roosevelt Savings Bank equal to 50% of the net proceeds of the stock offering. See “How We Intend to Use the Proceeds from the Stock Offering.”

	United Roosevelt Savings Bank at					United Roosevelt Savings Bank Pro Forma at June 30, 2025, Based on the Sale in the Stock Offering of: ⁽¹⁾
	June 30, 2025					1,487,500 Shares						1,750,000 Shares						2,012,500 Shares						2,314,375 Shares ⁽²⁾
	Amount		Percent of Assets			Amount			Percent of Assets			Amount			Percent of Assets			Amount			Percent of Assets			Amount			Percent of Assets

	(Dollars in thousands)
Total equity capital	$	24,711		7.60	%	$	29,540			8.90	%	$	30,537			9.17	%	$	31,535			9.43	%	$	32,681			9.73	%

Tier 1 leverage capital ^(3) (4)	$	26,087		7.90	%	$	30,916			9.18	%	$	31.913			9.44	%	$	32,911			9.69	%	$	34,057			9.99	%
Tier 1 leverage capital requirement		16,510		5.00			16,842			5.00			16,908			5.00			16,973			5.00			17,049			5.00
Excess	$	9,577		2.90	%	$	14,074			4.18	%	$	15,005			4.44	%	$	15,938			4.69	%	$	17,008			4.99	%

Tier 1 risk-based capital ^(3) (4)	$	26,087		11.90	%	$	30,916			14.02	%	$	31,913			14.45	%	$	32,911			14.89	%	$	34,057			15.38	%
Tier 1 risk-based capital requirement		17,537		8.00			17,643			8.00			17,664			8.00			17,685			8.00			17,709			8.00
Excess	$	8,550		3.90	%	$	13,273			6.02	%	$	14,249			6.45	%	$	15,226			6.89	%	$	16,348			7.38	%

Common equity Tier 1 risk-based capital ^(3) (4)	$	26,087		11.90	%	$	30,916			14.02	%	$	31,913			14.45	%	$	32,911			14.89	%	$	34,057			15.38	%
Common equity Tier 1 risk-based capital requirement		14,249		6.50			14,335			6.50			14,352			6.50			14,369			6.50			14,389			6.50
Excess	$	11,838		5.40	%	$	16,581			7.52	%	$	17,561			7.95	%	$	18,542			8.39	%	$	19,668			8.88	%

Total risk-based capital ^(3) (4)	$	27,842		12.70	%	$	32,671			14.81	%	$	33,668			15.25	%	$	34,666			15.68	%	$	35,812			16.18	%
Total risk-based capital requirement		21,921		10.00			22,054			10.00			22,080			10.00			22,106			10.00			22,137			10.00
Excess	$	5,921		2.70	%	$	10,617			4.81	%	$	11,588			5.25	%	$	12,560			5.68	%	$	13,675			6.18	%

Reconciliation of capital infused into United Roosevelt Savings:
Net proceeds to United Roosevelt Savings Bank						$	6,638					$	7,950					$	9,263					$	10,772
Less: Common stock acquired by ESOP							(1,206	)					(1,416	)					(1,626	)					(1,868	)
Less: Common stock acquired by stock-based incentive plan							(603	)					(708	)					(813	)					(934	)
Pro forma increase						$	4,829					$	5,826					$	6,824					$	7,970

(1)

Pro forma capital levels assume that the ESOP purchases 8% of the sum of the shares of common stock sold in the stock offering and contributed to the charitable foundation with funds to be lent by URSB Bancorp and that the stock-based equity plan provides for shares subject to restricted stock awards equal to 4% of the sum of the number of shares of common stock sold in the stock offering and contributed to the charitable foundation. Pro forma capital calculated under U.S. generally accepted accounting principles (“U.S. GAAP”) and regulatory capital have been reduced by the amount required to fund these plans. See “Management” for a discussion of the ESOP. The grant of options under the stock-based incentive plan does not require a capital funding adjustment. No effect has been given to the issuance of additional shares of URSB Bancorp common stock pursuant to the exercise of options under a stock-based benefit plan.

(2)

As adjusted to give effect to an increase in the number of shares which could occur due to a 15% increase in the offering range to reflect demand for the shares or changes in market conditions following the commencement of the stock offering.

(3)

Tier 1 leverage capital levels are shown as a percentage of total average assets. Risk-based capital levels are shown as a percentage of risk-weighted assets.

(4)

Pro forma dollar amounts and percentages assume net proceeds are invested in assets with a 20% risk weighting.

CAPITALIZATION

The following table presents the historical consolidated capitalization of United Roosevelt, MHC at June 30, 2025 and the pro forma consolidated capitalization of URSB Bancorp after giving effect to the conversion and stock offering, based upon the assumptions set forth in the “Pro Forma Data” section.

	United Roosevelt, MHC at			URSB Bancorp Pro Forma at June 30, 2025 Based Upon the Sale in the Stock Offering at $10.00 per Share of:
	June 30, 2025			1,487,500 Shares			1,750,000 Shares			2,012,500 Shares			2,314,375 Shares ⁽¹⁾

	(Dollars in thousands)
Deposits ⁽²⁾	$	254,013		$	254,013		$	254,013		$	254,013		$	254,013
Federal Home Loan Bank advances		43,122			43,122			43,122			43,122			43,122
Senior notes		6,775			6,775			6,775			6,775			6,775
Total deposits and borrowed funds	$	303,910		$	303,910		$	303,910		$	303,910		$	303,910

Stockholders’ equity:
Preferred stock, $0.01 par value, 5,000,000 shares authorized (post-conversion) ⁽³⁾		—			—			—			—			—
Common stock, $0.01 par value, 15,000,000 shares authorized (post-conversion); shares to be issued as reflected ⁽³⁾⁽⁴⁾		—			15			18			20			23
Additional paid-in capital ⁽³⁾		—			13,460			16,082			18,705			21,721
Retained earnings ⁽⁴⁾		20,164			20,164			20,164			20,164			20,164
Accumulated other comprehensive loss		(1,376	)		(1,376	)		(1,376	)		(1,376	)		(1,376	)
Less: After-tax expense of stock contribution to charitable foundation ⁽⁵⁾		—			(144	)		(144	)		(144	)		(144	)
Less: After-tax expense of cash contribution to charitable foundation ⁽⁵⁾		—			(144	)		(144	)		(144	)		(144	)
Less: Common stock acquired by ESOP ⁽⁶⁾		—			(1,206	)		(1,416	)		(1,626	)		(1,868	)
Less: Common stock to be acquired by stock-based benefit plans ⁽⁷⁾		—			(603	)		(708	)		(813	)		(934	)
Total stockholders’ equity		18,788			30,166			32,476			34,786			37,442
Less: Intangible assets		—			—			—			—			—
Total tangible stockholders’ equity	$	18,788		$	30,166		$	32,476		$	34,786		$	37,442

Pro Forma Shares Outstanding:
Shares sold in stock offering		—			1,487,500			1,750,000			2,012,500			2,314,375
Shares contributed to charitable foundation		—			20,000			20,000			20,000			20,000
Total shares outstanding		—			1,507,500			1,770,000			2,032,500			2,334,375

Total stockholders’ equity as a percentage of total assets		5.78	%		8.96	%		9.58	%		10.19	%		10.89	%
Tangible stockholders’ equity as a percentage of tangible assets		5.78	%		8.96	%		9.58	%		10.19	%		10.89	%

(1)

As adjusted to give effect to an increase in the number of shares, which could occur due to a 15% increase in the offering range to reflect increased demand for the shares or changes in market conditions following the commencement of the stock offering.

(2)

Does not reflect withdrawals from deposit accounts at United Roosevelt Savings Bank to purchase shares of common stock in the conversion and offering. These withdrawals would reduce pro forma deposits and assets by the amount of the withdrawals.

(3)

No effect has been given to the issuance of additional shares of common stock pursuant to the exercise of options under one or more stock-based benefit plans. If the plans are implemented within the first year after the closing of the conversion and stock offering, an amount up to 10% of the sum of shares of common stock sold in the stock offering and contributed to the charitable foundation will be reserved for issuance upon the exercise of options under the plans.

(4)

The retained earnings of United Roosevelt Savings Bank will be substantially restricted after the conversion and stock offering. See “The Conversion and Stock Offering—Liquidation Rights” and “Supervision and Regulation – Federal Regulations Applicable to United Roosevelt Savings Bank – Capital Distributions.”

(5)

Represents the expense of the contribution to the charitable foundation based on an effective combined federal/state tax rate of 28.0%. The realization of the deferred tax benefit is limited annually to a maximum deduction for charitable donations equal to 10% of annual taxable income, subject to our ability to carry forward any unused portion of the deduction for five years following the year in which the contribution is made.

(6)

Assumes that 8% of the sum of shares sold in the stock offering and contributed to the charitable foundation will be acquired by the ESOP financed by a loan from URSB Bancorp. The loan will be repaid principally from United Roosevelt Savings Bank’s contributions to the ESOP. Since URSB Bancorp will make loan, this debt will be eliminated through consolidation and no liability will be reflected in its consolidated financial statements. Accordingly, the common stock acquired by the ESOP is shown in this table as a reduction of total stockholders’ equity.

(7)

Assumes a number of shares of common stock equal to 4% of the sum of shares of common stock to be sold in the stock offering and contributed to the charitable foundation will be acquired for grant by one or more stock-based benefit plans. URSB Bancorp will provide the

funds to acquire the shares for such plans. The dollar amount of common stock to be purchased is based on the $10.00 per share purchase price in the stock offering and represents unearned compensation. This amount does not reflect possible increases or decreases in the value of common stock relative to the purchase price in the stock offering. URSB Bancorp will accrue compensation expense to reflect the vesting of shares pursuant to such stock-based benefit plans and will credit capital in an amount equal to the charge to operations. Implementation of such plans will require stockholder approval.

PRO FORMA DATA

The following table summarizes historical data of United Roosevelt, MHC and pro forma data of URSB Bancorp at and for the six months ended June 30, 2025 and at and for the year ended December 31, 2024. This information, which is based on assumptions set forth below and in the table below, should not be used as a basis for projections of market value of the shares of common stock following the conversion and stock offering.

The net proceeds presented in the following table are based upon the following assumptions:

all shares of common stock are sold in the subscription offering;

the ESOP purchases 8% of the sum of the number of shares of common stock sold in the stock offering and contributed to the charitable foundation with funds loaned by URSB Bancorp. The loan will be repaid in substantially equal payments of principal and interest over a 20-year period;

Janney Montgomery is paid a success fee of $375,000 across all points of the offering range plus reimbursable expenses (including fees and expenses of its legal counsel) of $150,000;

URSB Bancorp contributes $200,000 in cash to the charitable foundation; and

estimated stock offering expenses, other than the success fees and reimbursable expenses payable to Janney Montgomery, are approximately $1.1 million.

We calculated pro forma consolidated net income for the six months ended June 30, 2025 and for the year ended December 31, 2024 as if the estimated net proceeds we received had been invested at the beginning of each period at an assumed interest rate of 3.79% (2.73% after-tax based on an effective combined federal/state tax rate of 28.0%). This represents the yield on the 5-Year U.S. Treasury Note as of June 30, 2025, which, in light of current market interest rates, we consider to reflect more accurately the pro forma reinvestment rate than the arithmetic average of the weighted average yield earned on our interest earning assets and the weighted average rate paid on our deposits, which is the reinvestment rate federal regulations provide that we assume in presenting pro forma data. We further believe that this reinvestment rate is factually supportable because:

the yield on the 5-Year U.S. Treasury Note can be determined and/or estimated from third-party sources; and

we believe that U.S. Treasury securities are not subject to credit losses due to a U.S. Government guarantee of payment of principal and interest.

We calculated historical and pro forma per share amounts by dividing historical and pro forma amounts of consolidated net income and stockholders’ equity by the indicated number of shares of common stock. We adjusted these figures to give effect to the shares of common stock purchased by the ESOP. We computed per share amounts for each period as if the shares of common stock were outstanding at the beginning of each period, but we did not adjust per share historical or pro forma stockholders’ equity to reflect the earnings on the estimated net proceeds.

The pro forma tables give effect to the implementation of stock-based benefit plans. Subject to the receipt of stockholder approval, we have assumed that the stock-based benefit plans will acquire for restricted stock awards a number of shares of common stock equal to 4% of the sum of the shares of common sold in the stock offering and contributed to the charitable foundation at the $10.00 per share offering price in the stock offering. We assume that shares of common stock are granted under the plans in awards that vest over a five-year period.

We have also assumed that options will be granted under the stock-based benefit plans to acquire shares of common stock equal to 10% of the sum of the number of shares sold in the stock offering and contributed to the charitable foundation. In preparing the tables below, we assumed that stockholder approval was obtained, that the exercise price of the stock options and the market price of the stock at the date of grant were $10.00 per share and that the stock options had a term of 10 years and vested over five years. We applied the Black-Scholes option

pricing model to estimate a grant-date fair value of $4.72 for each option. In addition to the terms of the options described above, the Black-Scholes option pricing model assumed an estimated volatility rate of 26.44% for the shares of common stock, a dividend yield of 0%, an expected option life of 10 years and a risk-free interest rate of 4.24% (3.05% after-tax based on an effective combined federal/state tax rate of 28.0%).

We may grant options and award shares of common stock under one or more stock-based benefit plans in excess of 10% and 4%, respectively, of the sum of the number of shares sold in the stock offering and contributed to the charitable foundation if the stock-based benefit plans are adopted more than one year following the conversion and stock offering. In addition, we may grant options and award shares that vest sooner than over a five-year period if the stock-based benefit plans are adopted more than one year following the conversion and stock offering.

As discussed under “How We Intend to Use the Proceeds from the Stock Offering,” we intend to contribute at least 50% of the net proceeds to United Roosevelt Savings Bank, lend funds to the ESOP, contribute cash to the charitable foundation, and retain the remainder for future use.

The pro forma table does not give effect to:

withdrawals from deposit accounts at United Roosevelt Savings Bank to purchase shares of common stock in the stock offering;

our results of operations after the conversion and stock offering, including the impact of additional expenses we expect to incur as a result of operating as a public company; or

changes in the market price of the shares of common stock after the conversion and stock offering.

The following pro forma information may not represent the financial effects of the conversion and stock offering at the date on which the transaction actually occurs, and you should not use the information presented to indicate future results of operations. Pro forma stockholders’ equity represents the difference between the stated amount of our assets and liabilities, computed according to U.S. GAAP. We did not increase or decrease stockholders’ equity to reflect the difference between the carrying value of loans and other assets and their market value. Pro forma stockholders’ equity is not intended to represent the fair market value of the shares of common stock and may be different than the amounts that would be available for distribution to stockholders if we liquidated. Pro forma stockholders’ equity does not give effect to the impact of intangible assets, the liquidation account we will establish in the conversion or tax bad debt reserves in the unlikely event we are liquidated.

	At or For the Six Months Ended June 30, 2025, Based on the Sale at $10.00 Per Share of:
	1,487,500 Shares			1,750,000 Shares			2,012,500 Shares			2,314,375 Shares ⁽¹⁾

	(Dollars in thousands, except per share amounts)
Gross offering proceeds	$	14,875		$	17,500		$	20,125		$	23,144
Plus: Market value of shares issued to charitable foundation		200			200			200			200
Pro forma market capitalization	$	15,075		$	17,700		$	20,325		$	23,344

Gross offering proceeds	$	14,875		$	17,500		$	20,125		$	23,144
Less: Estimated expenses		(1,600	)		(1,600	)		(1,600	)		(1,600	)
Estimated net proceeds		13,275			15,900			18,525			21,544
Less: Common stock purchased by ESOP ⁽²⁾		(1,206	)		(1,416	)		(1,626	)		(1,868	)
Less: Cash contribution to charitable foundation		(200	)		(200	)		(200	)		(200	)
Less: Common stock awarded under stock-based benefit plans ⁽³⁾		(603	)		(708	)		(813	)		(934	)
Estimated net cash proceeds	$	11,266		$	13,576		$	15,886		$	18,542

For the Six Months Ended June 30, 2025:
Net income:
Historical	$	203		$	203		$	203		$	203
Pro forma income on net proceeds		154			185			217			253
Pro forma ESOP adjustment ⁽²⁾		(22	)		(25	)		(29	)		(34	)
Pro forma stock award adjustment ⁽³⁾		(43	)		(51	)		(59	)		(67	)
Pro forma stock option adjustment ⁽⁴⁾		(66	)		(78	)		(89	)		(102	)
Pro forma net income	$	226		$	234		$	243		$	253

Per share net income:
Historical	$	0.15		$	0.12		$	0.11		$	0.09
Pro forma income on net proceeds		0.11			0.11			0.12			0.12
Pro forma ESOP adjustment ⁽²⁾		(0.02	)		(0.02	)		(0.02	)		(0.02	)
Pro forma stock award adjustment ⁽³⁾		(0.03	)		(0.03	)		(0.03	)		(0.03	)
Pro forma stock option adjustment ⁽⁴⁾		(0.05	)		(0.05	)		(0.05	)		(0.05	)
Pro forma net income per share	$	0.16		$	0.13		$	0.13		$	0.11

Offering price as a multiple of pro forma net income per share		31.25	x		38.46	x		38.46	x		45.45	x
Number of shares outstanding for pro forma net income per share calculations		1,389,915			1,631,940			1,873,965			2,152,294

At June 30, 2025:
Stockholders’ equity:
Historical	$	18,788		$	18,788		$	18,788		$	18,788
Estimated net proceeds		13,275			15,900			18,525			21,544
Market value of shares issued to charitable foundation		200			200			200			200
Expense of contribution to charitable foundation		(400	)		(400	)		(400	)		(400	)
Tax benefit of contribution to charitable foundation		112			112			112			112
Common stock acquired by ESOP ⁽²⁾		(1,206	)		(1,416	)		(1,626	)		(1,868	)
Common stock awarded under stock-based benefit plans ⁽³⁾		(603	)		(708	)		(813	)		(934	)
Pro forma stockholders’ equity ⁽⁵⁾		30,166			32,476			34,786			37,442
Intangible assets		—			—			—			—
Pro forma tangible stockholders’ equity	$	30,166		$	32,476		$	34,786		$	37,442

Stockholders’ equity per share:
Historical	$	12.46		$	10.61		$	9.24		$	8.05
Estimated net proceeds		8.81			8.98			9.11			9.23
Market value of shares issued to charitable foundation		0.13			0.11			0.10			0.08
Expense of contribution to charitable foundation		(0.26	)		(0.22	)		(0.20	)		(0.17	)
Tax benefit of contribution to charitable foundation		0.07			0.06			0.06			0.05
Common stock acquired by ESOP ⁽²⁾		(0.80	)		(0.80	)		(0.80	)		(0.80	)
Common stock awarded under stock-based benefit plans ⁽³⁾		(0.40	)		(0.40	)		(0.40	)		(0.40	)
Pro forma stockholders’ equity per share ⁽⁵⁾	$	20.01		$	18.34		$	17.11		$	16.04
Intangible assets		—			—			—			—
Pro forma tangible stockholders’ equity per share	$	20.01		$	18.34		$	17.11		$	16.04

Offering price as percentage of pro forma stockholders’ equity per share		49.98	%		54.53	%		58.45	%		62.34	%
Offering price as percentage of pro forma tangible stockholders’ equity per share		49.98	%		54.53	%		58.45	%		62.34	%
Number of shares outstanding for pro forma book value per share calculations		1,507,500			1,770,000			2,032,500			2,334,375

	At or For the Year Ended December 31, 2024, Based on the Sale at $10.00 Per Share of:
	1,487,500 Shares			1,750,000 Shares			2,012,500 Shares			2,314,375 Shares ⁽¹⁾

	(Dollars in thousands, except per share amounts)
Gross offering proceeds	$	14,875		$	17,500		$	20,125		$	23,144
Plus: Market value of shares issued to charitable foundation		200			200			200			200
Pro forma market capitalization	$	15,075		$	17,700		$	20,325		$	23,344

Gross offering proceeds	$	14,875		$	17,500		$	20,125		$	23,144
Less: Estimated expenses		(1,600	)		(1,600	)		(1,600	)		(1,600	)
Estimated net proceeds		13,275			15,900			18,525			21,544
Less: Common stock purchased by ESOP ⁽²⁾		(1,206	)		(1,416	)		(1,626	)		(1,868	)
Less: Cash contribution to charitable foundation		(200	)		(200	)		(200	)		(200	)
Less: Common stock awarded under stock-based benefit plans ⁽³⁾		(603	)		(708	)		(813	)		(934	)
Estimated net cash proceeds	$	11,266		$	13,576		$	15,886		$	18,543

For the Year Ended December 31, 2024:
Net income:
Historical	$	576		$	576		$	576		$	576
Pro forma income on net proceeds		307			370			433			506
Pro forma ESOP adjustment ⁽²⁾		(43	)		(51	)		(59	)		(67	)
Pro forma stock award adjustment ⁽³⁾		(87	)		(102	)		(117	)		(134	)
Pro forma stock option adjustment ⁽⁴⁾		(132	)		(155	)		(178	)		(205	)
Pro forma net income	$	621		$	638		$	655		$	676

Per share net income:
Historical	$	0.41		$	0.35		$	0.31		$	0.27
Pro forma income on net proceeds		0.22			0.23			0.23			0.23
Pro forma ESOP adjustment ⁽²⁾		(0.03	)		(0.03	)		(0.03	)		(0.03	)
Pro forma stock award adjustment ⁽³⁾		(0.06	)		(0.06	)		(0.06	)		(0.06	)
Pro forma stock option adjustment ⁽⁴⁾		(0.09	)		(0.09	)		(0.09	)		(0.10	)
Pro forma net income per share	$	0.45		$	0.40		$	0.36		$	0.31

Offering price as a multiple of pro forma net income per share		22.22	x		25.00	x		27.78	x		32.26	x
Number of shares outstanding for pro forma net income per share calculations		1,392,930			1,635,480			1,878,030			2,156,963

At December 31, 2024:
Stockholders’ equity:
Historical	$	18,343		$	18,343		$	18,343		$	18,343
Estimated net proceeds		13,275			15,900			18,525			21,544
Market value of shares issued to charitable foundation		200			200			200			200
Expense of contribution to charitable foundation		(400	)		(400	)		(400	)		(400	)
Tax benefit of contribution to charitable foundation		112			112			112			112
Common stock acquired by ESOP ⁽²⁾		(1,206	)		(1,416	)		(1,626	)		(1,868	)
Common stock awarded under stock-based benefit plans ⁽³⁾		(603	)		(708	)		(813	)		(934	)
Pro forma stockholders’ equity ⁽⁵⁾		29,721			32,031			34,341			36,997
Intangible assets		—			—			—			—
Pro forma tangible stockholders’ equity	$	29,721		$	32,031		$	34,341		$	36,997

Stockholders’ equity per share:
Historical	$	12.17		$	10.36		$	9.02		$	7.86
Estimated net proceeds		8.81			8.98			9.11			9.23
Market value of shares issued to charitable foundation		0.13			0.11			0.10			0.09
Expense of contribution to charitable foundation		(0.27	)		(0.22	)		(0.20	)		(0.17	)
Tax benefit of contribution to charitable foundation		0.07			0.06			0.06			0.04
Common stock acquired by ESOP ⁽²⁾		(0.80	)		(0.80	)		(0.80	)		(0.80	)
Common stock awarded under stock-based benefit plans ⁽³⁾		(0.40	)		(0.40	)		(0.40	)		(0.40	)
Pro forma stockholders’ equity per share ⁽⁵⁾	$	19.71		$	18.09		$	16.89		$	15.85
Intangible assets		—			—			—			—
Pro forma tangible stockholders’ equity per share	$	19.71		$	18.09		$	16.89		$	15.85

Offering price as percentage of pro forma stockholders’ equity per share		50.74	%		55.28	%		59.21	%		63.09	%
Offering price as percentage of pro forma tangible stockholders’ equity per share		50.74	%		55.28	%		59.21	%		63.09	%
Number of shares outstanding for pro forma book value per share calculations		1,507,500			1,770,000			2,032,500			2,334,375

(1)

(2)

Assumes that the ESOP will purchase 8% of the sum of the number of shares of common stock sold in the stock offering and contributed to the charitable foundation. For purposes of the table, the funds used to acquire these shares are assumed to have been borrowed by the ESOP from URSB Bancorp. United Roosevelt Savings Bank intends to make annual contributions to the ESOP in an amount at least equal to the required principal and interest payments on the debt. United Roosevelt Savings Bank’s total annual payments on the debt are based upon 20 equal annual installments of principal and interest. ASC 718-40 requires that an employer record compensation expense in an amount equal to the fair value of the shares committed to be released to employees. The pro forma adjustments assume that the shares are allocated in equal annual installments based on the number of loan repayment installments assumed to be paid by United Roosevelt Savings Bank, the fair value of the common stock remains equal to the subscription price and the related expense reflects an effective combined federal/state tax rate of 28.0%. The unallocated shares are reflected as a reduction of stockholders’ equity. No reinvestment is assumed on proceeds contributed to fund the ESOP. The pro forma net income further assumes that 3,015, 3,540, 4,065 and 4,669 shares were committed to be released during the six months ended June 30, 2025 at the minimum, midpoint, maximum and adjusted maximum of the offering range, respectively, and 6,030, 7,080, 8,130 and 9,338 shares were committed to be released during the year ended December 31, 2024 at the minimum, midpoint, maximum and adjusted maximum of the offering range, respectively, according to ASC 718-40. Only the shares committed to be released during the period were considered outstanding for purposes of income per share calculations.

(3)

If approved by URSB Bancorp’s stockholders, one or more stock-based benefit plans may grant an aggregate number of shares of common stock equal to 4% of the sum of the number of shares sold in the stock offering and contributed to the charitable foundation (or possibly a greater number of shares if the plan is implemented more than one year after completion of the conversion and stock offering), as restricted stock awards to our officers, employees and directors. Stockholder approval of the stock-based benefit plans, and purchases by the plan, may not occur earlier than six months after the completion of the conversion and stock offering. The shares may be issued directly by URSB Bancorp or acquired through open market purchases. URSB Bancorp will provide the funds to be used by the stock-based benefit plans to purchase the shares. The table assume that (i) the stock-based benefit plans acquire the shares through open market purchases at $10.00 per share, (ii) 20% of the amount contributed to the stock-based benefit plans is amortized as an expense during the year and (iii) the stock-based benefit plans expense reflects an effective combined federal/state tax rate of 28.0%. Assuming stockholder approval of the stock-based benefit plans and that shares of common stock (equal to 4% of the sum of the number of shares sold in the stock offering and contributed to the charitable foundation) are awarded through the issuance of authorized but unissued shares of common stock, stockholders would have their ownership and voting interests diluted by approximately 3.85%.

(4)

If approved by URSB Bancorp’s stockholders, one or more stock-based benefit plans may grant options to acquire an aggregate number of shares of common stock equal to 10% of the sum of the number of shares sold in the stock offering and contributed to the charitable foundation (or possibly a greater number of shares if the plan is implemented more than one year after completion of the conversion and stock offering). Stockholder approval of the stock-based benefit plans may not occur earlier than six months after the completion of the conversion and stock offering. In calculating the pro forma effect of the stock options to be granted under stock-based benefit plans, it is assumed that the exercise price of the stock options and the trading price of the common stock at the date of grant were $10.00 per share, the estimated grant-date fair value determined using the Black-Scholes option pricing model was $4.72 for each option, the aggregate grant-date fair value of the stock options was amortized to expense on a straight-line basis over a five-year vesting period, and that 25% of the amortization expense (or the assumed portion relating to options granted to directors) resulted in a tax benefit using an assumed effective combined federal/state tax rate of 28.0%. The actual expense of the stock options to be granted under the stock-based benefit plans will be determined by the grant-date fair value of the options, which will depend on a number of factors, including the valuation assumptions used in the option pricing model ultimately adopted. Under the above assumptions, the grant of options under the stock-based benefit plans will result in no additional shares under the treasury stock method for purposes of calculating earnings per share. There can be no assurance that the actual exercise price of the stock options will be equal to the $10.00 price per share. If a portion of the shares to satisfy the exercise of options under the stock-based benefit plans is obtained from the issuance of authorized but unissued shares, our net income per share and stockholders’ equity per share would decrease. Assuming stockholder approval of the stock-based benefit plans and that shares of common stock used to fund stock options (equal to 10% of the sum of the number of shares sold in the stock offering and contributed to the charitable foundation) are awarded through the issuance of authorized but unissued shares of common stock, stockholders would have their ownership and voting interests diluted by approximately 9.09%.

(5)

The retained earnings of United Roosevelt Savings Bank will be substantially restricted after the conversion and stock offering. See “Our Policy Regarding Dividends,” “The Conversion and Stock Offering – Liquidation Rights” and “Supervision and Regulation.”

COMPARISON OF INDEPENDENT VALUATION AND PRO FORMA INFORMATION WITH AND WITHOUT CHARITABLE FOUNDATION

As shown in the table below, if the charitable foundation is not established and funded in connection with the conversion and stock offering, more shares of URSB Bancorp common stock would be sold in the stock offering. At the minimum, midpoint, maximum, and adjusted maximum of the valuation range, the amount of common stock sold in the stock offering is $14.9 million, $17.5 million, $20.1 million and $23.1 million, respectively, with the charitable foundation, compared to $15.3 million, $18.0 million, $20.7 million and $23.8 million, respectively, without the charitable foundation. However, due to the size of the contribution to the charitable foundation, RP Financial determined that the additional capital that would be received if the conversion and stock offering is completed without the establishment of the charitable foundation was immaterial to the pro forma valuation. Accordingly, the pro forma valuation is unchanged with or without the charitable foundation.

For comparative purposes only, set forth below are certain pricing ratios, financial data and ratios at and for the six months ended June 30, 2025, at the minimum, midpoint, maximum, and adjusted maximum of the offering range, assuming the conversion and stock offering was completed at the beginning of the period, with and without the charitable foundation.

	Minimum of Offering Range						Midpoint of Offering Range						Maximum of Offering Range						Adjusted Maximum of Offering Range
	With Charitable Foundation			Without Charitable Foundation			With Charitable Foundation			Without Charitable Foundation			With Charitable Foundation			Without Charitable Foundation			With Charitable Foundation			Without Charitable Foundation

	(Dollars in thousands, except per share amounts)
Estimated offering amount	$	14,875		$	15,300		$	17,500		$	18,000		$	20,125		$	20,700		$	23,144		$	23,805
Pro forma market capitalization		15,075			15,300			17,700			18,000			20,325			20,700			23,344			23,805
Pro forma total assets		336,679			337,165			338,989			339,541			341,299			341,917			343,956			344,649
Pro forma total liabilities		306,513			306,513			306,513			306,513			306,513			306,513			306,513			306,513
Pro forma stockholders’ equity		30,166			30,652			32,476			33,028			34,786			35,404			37,442			38,137
Pro forma net income ⁽¹⁾		226			229			234			238			243			246			253			257
Pro forma stockholders’ equity per share	$	20.01		$	20.04		$	18.34		$	18.36		$	17.11		$	17.11		$	16.04		$	16.01
Pro forma net income per share	$	0.16		$	0.15		$	0.13		$	0.14		$	0.13		$	0.13		$	0.11		$	0.11

Pro forma pricing ratios:
Offering price as a percentage of pro forma stockholders’ equity per share		49.98	%		49.90	%		54.53	%		54.47	%		58.45	%		58.45	%		62.34	%		62.46	%
Offering price as a percentage of pro forma tangible stockholders’ equity per share		49.98	%		49.90	%		54.53	%		54.47	%		58.45	%		58.45	%		62.34	%		62.46	%
Offering price to pro forma net income per share		31.25	x		33.33	x		38.46	x		35.71	x		38.46	x		38.46	x		45.45	x		45.45	x

Pro forma financial ratios:
Return on assets		0.13	%		0.14	%		0.14	%		0.14	%		0.14	%		0.14	%		0.15	%		0.15	%
Return on equity		1.50	%		1.49	%		1.44	%		1.44	%		1.40	%		1.39	%		1.35	%		1.35	%
Equity to assets		8.96	%		9.09	%		9.58	%		9.73	%		10.19	%		10.35	%		10.89	%		11.07	%

(1)

The following table shows the estimated after-tax expense associated with the contribution to the charitable foundation, as well as pro forma net income, pro forma net income per share, pro forma net income as a percent of total assets, and pro forma income as a percentage of stockholders’ equity, assuming the contribution to the charitable foundation was expensed during the six months ended June 30, 2025 (dollars in thousands, except per share amounts).

	Minimum of Offering Range			Midpoint of Offering Range			Maximum of Offering Range			Adjusted Maximum of Offering Range

After-tax expense of stock and cash contribution to charitable foundation	$	288		$	288		$	288		$	288
Pro forma net income (loss)	$	(62	)	$	(54	)	$	(45	)	$	(35	)
Pro forma net income (loss) per share	$	(0.04	)	$	(0.03	)	$	(0.02	)	$	(0.02	)
Pro forma net income (loss) as a percent of total assets		(0.04	)%		(0.03	)%		(0.03	)%		(0.02	)%
Pro forma net income (loss) as a percentage of stockholders’ equity		(0.41	)%		(0.33	)%		(0.26	)%		(0.19	)%

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion and analysis reflects our consolidated financial statements and other relevant statistical data, and is intended to enhance your understanding of our consolidated financial condition and results of operations. The information in this section has been derived from the consolidated financial statements, which appear beginning on page F-1 of this prospectus. You should read the information in this section in conjunction with the other business and financial information disclosed in this prospectus.

Overview

Upon completion of the conversion and stock offering, URSB Bancorp will conduct its business primarily through United Roosevelt Savings Bank. United Roosevelt Savings Bank’s consists primarily of taking retail deposits from the general public, along with brokered deposits and other wholesale deposits, and investing those deposits, together with funds generated from operations, primarily in one-to four-family residential mortgage loans, commercial real estate loans, commercial and industrial loans, and multi-family loans. At June 30, 2025, one-to four-family residential mortgage loans totaled $116.4 million (44.5% of total loan portfolio), commercial real estate loans totaled $62.8 million (24.0% of total loan portfolio), commercial and industrial loans totaled $46.8 million (17.9% of total loan portfolio) and multi-family loans totaled $19.5 million (7.4% of total loan portfolio). To a lesser but growing extent, we also originate consumer loans and home equity loans and lines of credit. We also invest in securities, primarily mortgage-backed securities and collateralized mortgage obligations and U.S. Government agency securities.

We offer a variety of deposit accounts, including certificate of deposit accounts, money market accounts, savings accounts, and interest-bearing and noninterest-bearing checking accounts.

Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our results of operations also are affected by our provision for credit losses, noninterest income and noninterest expense. Noninterest income currently consists primarily of customer service fees, swap contract income, and income on bank-owned life insurance. Noninterest expense consists primarily of expenses related to salary and employee benefits and director fees, occupancy and equipment, data processing, marketing and charitable contribution expense, professional fees, federal deposit insurance assessments and other general and administrative expenses.

Our results of operations also may be affected significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities.

Anticipated Increase in Non-Interest Expense

Following the completion of the conversion and stock offering, our noninterest expense is expected to increase as a result of the increased costs associated with operating as a public company and the increased compensation expenses associated with the purchase of shares of common stock by the ESOP and the possible implementation of a stock-based benefit plan, if approved by our stockholders, no earlier than six months after the completion of the conversion and stock offering. See “Summary – Benefits to Management and Potential Dilution to Stockholders Following the Conversion and Stock Offering;” “Risk Factors – Risks Related to the Stock Offering – Our stock-based benefit plans will increase our expenses and reduce our net income;” and “Management – Benefits to be Considered Following Completion of the Conversion and Stock Offering.” Our noninterest expense is expected to increase as a result of the implementation of supplemental executive retirement agreements we intend to adopt for our executive officers. See “Management – Executive Compensation – Supplemental Executive Retirement Plan.”

Critical Accounting Policies and Use of Critical Accounting Estimates

The discussion and analysis of the financial condition and results of operations are based on our consolidated financial statements, which are prepared to conform with U.S. GAAP. The preparation of these consolidated financial statements requires management to make estimates and assumptions affecting the reported

amounts of assets and liabilities, disclosure of contingent assets and liabilities, and the reported amounts of income and expenses. We consider the accounting policy discussed below to be our critical accounting policy. The estimates and assumptions that we use are based on historical experience and various other factors and are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions, resulting in a change that could have a material impact on the carrying value of our assets and liabilities and our results of operations.

The Jumpstart Our Business Startups Act of 2012 contains provisions that, among other things, reduce certain reporting requirements for qualifying public companies. As an “emerging growth company” we may delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We intend to take advantage of the benefits of this extended transition period. Accordingly, our consolidated financial statements may not be comparable to companies that comply with such new or revised accounting standards.

We consider the following accounting policies to be our critical accounting policies:

Allowance for Credit Losses. The allowance for credit losses (“ACL”) is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged off against the allowance when management believes the uncollectability of a loan balance is confirmed. Management evaluates the appropriateness of the ACL on loans quarterly. This evaluation is inherently subjective as it requires material estimates that may be susceptible to significant change from period to period.

Management estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. A reversion methodology is applied beyond the reasonable and supportable forecasts. Qualitative adjustments are then considered for differences in current loan-specific risk characteristics, such as differences in underwriting standards, portfolio mix, delinquency level, or term as well as for changes in environmental conditions, such as changes in unemployment rates, property values, or other relevant factors, that may include, but are not limited to, results of internal loan reviews, examinations by bank regulatory agencies, or other such events such as a natural disaster. The ACL on loans represents our estimated risk of loss within its loan portfolio as of the reporting date. To appropriately measure expected credit losses, management disaggregates the loan portfolio into pools of similar risk characteristics.

Management may also adjust its assumptions to account for differences between expected and actual losses from period-to-period. The variability of management’s assumptions could alter the ACL on loans materially and impact future results of operations and financial condition. The loss estimation models and methods used to determine the ACL are continually refined and enhanced.

Securities Valuation and Allowance for Credit Loss. Debt securities that management has the positive intent and ability to hold to maturity are classified as “held to maturity” and recorded at amortized cost. Debt securities not classified as held to maturity are classified as “available for sale” and recorded at fair value, with unrealized gains and losses excluded from earnings and reported in other comprehensive income (loss), net of tax. For available for sale debt securities in an unrealized loss position, we first assesses whether we intend to sell, or it is more likely than not that we 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 income. For available for sale debt securities that do not meet the aforementioned criteria, we evaluate 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, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to 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, a credit loss exists and an ACL is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an ACL is recognized in other comprehensive income.

Changes in the ACL are recorded as credit loss expense (or reversal). Losses are charged against the allowance when management believes the uncollectability of an available for sale security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

Management measures expected credit losses on held to maturity debt securities on an individual basis by major security types that share similar risk characteristics, which may include, but is not limited to, credit ratings, financial asset type, collateral type, size, effective interest rate, term, geographical location, industry, and vintage. Management classifies the held to maturity portfolio into the following major security types: subordinated debt and corporate bonds. We invest in subordinated debt issued only by financial institutions.

The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. Given the rarity of subordinated debt and corporate bond defaults and losses, we utilize external third-party financial analysis models as the sole source of default and loss rates. Management may exercise discretion to make adjustments based on various qualitative factors. Changes in the ACL are recorded as credit loss expense (or reversal). A held to maturity debt security is written-off in the period in which a determination is made that all or a portion of the financial asset is uncollectible. Any previously recorded allowance, if any, is reversed and then the amortized cost basis is written down to the amount deemed to be collectible, if any.

Comparison of Financial Condition at June 30, 2025 and December 31, 2024

Total Assets. Total assets increased $9.4 million, or 3.0%, to $325.3 million at June 30, 2025 from $315.9 million at December 31, 2024. This increase was primarily the result of increases in net loans and securities available for sale, offset, in part, by decreases in cash and cash equivalents and securities held-to-maturity.

Cash and Cash Equivalents. Cash and cash equivalents decreased $1.8 million, or 17.3%, to $8.9 million at June 30, 2025 from $10.7 million at December 31, 2024. This decrease is due to the deployment of cash primarily into loans and securities available-for-sale.

Investment in Certificates of Deposit. Investment in certificates of deposit decreased by $500,000, or 11.6%, to $3.8 million at June 30, 2025 from $4.3 million at December 31, 2024. This decrease was due to reinvesting the funds from maturing certificates of deposit into loans and securities available-for-sale.

Securities Available for Sale. Securities available-for-sale increased by $3.3 million, or 18.2%, to $21.2 million at June 30, 2025 from $17.9 million at December 31, 2024. This increase was due to efforts to continue to maintain a diversified balance sheet, replace maturing investments within the securities held-to-maturity portfolio with investments in the securities available-for-sale portfolio, and enhance our liquidity position by purchasing securities available-for-sale and that may be pledged as collateral for potential future borrowing needs.

Securities Held-to-Maturity. Securities held-to-maturity decreased by $5.0 million, or 25.0%, to $15.1 million at June 30, 2025 from $20.1 million at December 31, 2024. This decrease was primarily due to maturities and the funds being used to fund loans and the purchase of securities available-for-sale.

Loans Receivable, Net. Loans receivable, net, increased by $13.1 million, or 5.3%, to $261.1 million at June 30, 2025 from $248.0 million at December 31, 2024. One- to four-family residential mortgage loans increased by $8.1 million, or 7.5%, to $116.4 million at June 30, 2025 from $108.2 million at December 31, 2024. Home equity and second mortgage loans increased by $272,000, or 8.2%, to $3.6 million at June 30, 2025 from $3.3 million at December 31, 2024. Multi-family mortgage loans decreased by $758,000, or 3.7%, to $19.5 million at June 30, 2025 from $20.2 million at December 31, 2024. Commercial real estate loans increased by $2.3 million, or 3.8%, to $62.8 million at June 30, 2025 from $60.5 million at December 31, 2024. Construction loans decreased by $2.2 million, or 35.8%, to $3.9 million at June 30, 2025 from $6.1 million at December 31, 2024. Commercial and industrial loans purchased from Bankers Healthcare Group, LLC (“Bankers Healthcare Group”) decreased by $3.2 million, or 8.1%, to $35.9 million at June 30, 2025 from $39.1 million at December 31, 2024. Other commercial and industrial loans decreased by $26,000, or 0.2%, to $10.9 million at June 30, 2025 from $10.9 million at December 31, 2024. Consumer loans increased by $8.6 million, to $8.7 million at June 30, 2025 from $137,000 at December 31, 2024.

The changes in the loan portfolio described above reflects our strategy to continue to diversify our asset mixture by seeking opportunities to earn acceptable yields with new products and also reduce concentrations in our existing loan portfolios. In 2025 we began purchasing automobile loans from Woodside Credit and consumer loans from Bankers Healthcare Group and LendingClub^®, which were the primary factors that led to the growth in the consumer loan portfolio. For additional information, see “Business of United Roosevelt Savings Bank – Lending Activities”, “Business of United Roosevelt Savings Bank – Loan Underwriting Risks” and “Business of United Roosevelt Savings Bank – Asset Quality”.

Bank Owned Life Insurance. Bank owned life insurance increased by $76,000, or 1.3%, to $5.8 million at June 30, 2025 from $5.7 million at December 31, 2024. The increase was due to an increase in the cash surrender value of the existing policies. We invest in bank-owned life insurance to help offset the costs of our employee benefit plan obligations. Bank-owned life insurance also generally provides non-interest income that is non-taxable.

Deposits. Deposits increased by $7.9 million, or 3.2%, to $254.0 million at June 30, 2025 from $246.1 million at December 31, 2024. Interest-bearing checking accounts decreased by $12.0 million, or 18.3%, to $53.6 million at June 30, 2025 from $65.6 million at December 31, 2024. Non-interest-bearing checking accounts increased by $154,000, or 2.7%, to $5.9 million at June 30, 2025 from $5.7 million at December 31, 2024. Money market accounts decreased by $5.9 million, or 34.2%, to $11.5 million at June 30, 2025 from $17.4 million at December 31, 2024. Savings and club accounts decreased by $5.7 million, or 21.8%, to $20.3 million at June 30, 2025 from $26.0 million at December 31, 2024. Certificates of deposit increased by $31.3 million, or 23.9% to $162.7 million at June 30, 2025 from $131.4 million at December 31, 2024.

The growth in certificates of deposit has been a result of seeking time deposits opened online from outside our primary market area as well as increased marketing and promotions. Declines in balances of interest-bearing checking accounts, non-interest-bearing checking accounts, money market accounts, and savings and club accounts were also primarily due to the increased marketing and promotion of certificates of deposit and migration of funds from no-yield and lower-yielding deposit accounts to higher-yielding certificates of deposit. For additional information, see “Business of United Roosevelt Savings Bank – Source of Funds”.

Senior Notes. Senior notes increased by $650,000, or 10.6%, to $6.8 million at June 30, 2025 from $6.1 million at December 31, 2024, due to additional senior notes issued in 2025. The proceeds of the senior notes were used enhance the capital position of United Roosevelt Savings Bank.

Federal Home Loan Bank Advances. Federal Home Loan Bank advances increased by $5.1 million, or 13.4%, to $43.1 million at June 30, 2025 from $38.0 million at December 31, 2024. This increase was primarily due to the maturity of all Federal Reserve Bank advances and replacement with Federal Home Loan Bank advances. When advances mature, we consider the impact of utilizing either the Federal Home Loan Bank advances or Federal Reserve Bank advances based on factors such as applicable interest rates, durations of terms available, and collateral to be pledged, to determine the most optimal form of funding.

Federal Reserve Bank Advances. There were no Federal Reserve Bank advances outstanding at June 30, 2025, compared to $5.0 million at December 31, 2024. This decrease was primarily due to the maturity of all Federal Reserve Bank advances and replacement with Federal Home Loan Bank advances. When advances mature, we consider the impact of utilizing either the Federal Home Loan Bank advances or Federal Reserve Bank advances based on factors such as applicable interest rates, durations of terms available, and collateral to be pledged, to determine the most optimal form of funding.

Total Equity. Total equity increased by $445,000, or 2.4%, to $18.8 million at June 30, 2025 from $18.3 million at December 31, 2024. This was primarily due to net income of $203,000 for the six months ended June 30, 2025, and an increase in other comprehensive income of $242,000.

Comparison of Financial Condition at December 31, 2024 and December 31, 2023

Total Assets. Total assets increased $34.2 million, or 12.1%, to $315.9 million at December 31, 2024 from $281.7 million at December 31, 2023. This increase was primarily the result of increases in net loans, securities available-for-sale, and investment in certificates of deposit, offset, in part, by a decrease in securities held-to-maturity.

Cash and Cash Equivalents. Cash and cash equivalents increased $845,000, or 8.6%, to $10.7 million at December 31, 2024 from $9.9 million at December 31, 2023. This increase is primarily due to additional cash maintained to support potential liquidity needs given the increase in asset size between December 31, 2024 and December 31, 2023.

Investment in Certificates of Deposit. Investment in certificates of deposit increased by $3.1 million, or 245.1%, to $4.3 million at December 31, 2024 from $1.2 million at December 31, 2023. This increase was due to our taking advantage of attractive rates and terms being offered for FDIC-insured certificates of deposit through other financial institutions.

Securities Available-for-Sale. Securities available-for-sale increased by $7.4 million, or 70.6%, to $17.9 million at December 31, 2024 from $10.5 million at December 31, 2023. This increase was due to efforts to continue to maintain a diversified balance sheet, replace maturing investments in the securities held-to-maturity portfolio with investments in the securities available-for-sale portfolio, and enhance our liquidity position by purchasing securities available-for-sale that may be pledged as collateral for potential future borrowing needs.

Securities Held-to-Maturity. Securities held-to-maturity decreased by $5.3 million, or 21.0%, to $20.1 million at December 31, 2024 from $25.4 million at December 31, 2023. This decrease was primarily due to maturities and the funds being used to fund loans and the purchase of securities available-for-sale.

Loans Receivable, Net. Loans receivable, net, increased by $26.5 million, or 12.0%, to $248.0 million at December 31, 2024 from $221.5 million at December 31, 2023. One- to four-family residential mortgage loans increased by $19.9 million, or 22.6%, to $108.2 million at December 31, 2024 from $88.3 million at December 31, 2023. Home equity and second mortgage loans increased by $865,000, or 35.1%, to $3.3 million at December 31, 2024 from $2.5 million at December 31, 2023. Multi-family mortgage loans increased by $1.7 million, or 9.1%, to $20.2 million at December 31, 2024 from $18.5 million at December 31, 2023. Commercial real estate loans decreased by $31,000, or 0.1%, to $60.5 million at December 31, 2024 from $60.5 million at December 31, 2023. Construction loans increased by $1.8 million, or 43.3%, to $6.1 million at December 31, 2024 from $4.2 million at December 31, 2023. Commercial and industrial loans purchased from Bankers Healthcare Group increased by $315,000, or 0.8%, to $39.1 million at December 31, 2024 from $38.8 million at December 31, 2023. Other commercial and industrial increased by $1.5 million, or 16.1%, to $10.9 million at December 31, 2024 from $9.4 million at December 31, 2023. Consumer increased by $69,000, or 101.5%, to $137,000 at December 31, 2024 from $68,000 at December 31, 2023.

The changes in the loan portfolio described above reflects our strategy to continue to diversify our asset mixture by seeking opportunities to earn acceptable yields as well as maintain what we believe to be a conservative lending portfolio. Historically, we have focused on one- to four-family residential mortgage lending. We have pursued diversification through moderately-sized portfolios of commercial real estate loans and commercial and industrial loans, including commercial and industrial loans purchased from Bankers Healthcare Group.

Bank Owned Life Insurance. Bank owned life Insurance increased by $1.1 million, or 24.3%, to $5.7 million at December 31, 2024 from $4.6 million at December 31, 2023. The increase was due to an increase in the cash surrender value of the existing policies and additional policies added for new employees. We invest in bank-owned life insurance to help offset the costs of our employee benefit plan obligations. Bank-owned life insurance also generally provides non-interest income that is non-taxable.

Deposits. Deposits increased by $13.9 million, or 6.0%, to $246.1 million at December 31, 2024 from $232.2 million at December 31, 2023. Interest-bearing checking accounts decreased by $5.8 million, or 8.1%, to $65.6 million at December 31, 2024 from $71.4 million at December 31, 2023. Non-interest-bearing checking accounts increased by $2.8 million, or 97.6%, to $5.7 million at December 31, 2024 from $2.9 million at December 31, 2023. Money market accounts decreased by $2.5 million, or 12.7%, to $17.4 million at December 31, 2024 from $19.9 million at December 31, 2023. Savings and club accounts decreased by $188,000, or 0.7%, to $26.0 million at December 31, 2024 from $26.2 million at December 31, 2023. Certificates of deposit increased by $19.6 million, or 17.5%,to $131.4 million at December 31, 2024 from $111.8 million at December 31, 2023.

The growth in certificates of deposit has been a result of us seeking time deposits through increased marketing and promotions for these products. Declines in balances of interest-bearing checking accounts, non-interest-bearing checking accounts, money market accounts, and savings and club accounts, were also primarily due to the increased marketing and promotion of certificates of deposit and migration of funds from no-yield and lower-yielding deposit accounts to higher-yielding certificates of deposit.

Senior Notes. Senior notes increased by $1.0 million, or 20.1%, to $6.1 million at December 31, 2024 from $5.1 million at December 31, 2023, due to additional senior notes issued in 2024. The proceeds of the senior notes were used enhance the capital position of United Roosevelt Savings Bank.

Federal Home Loan Bank Advances. Federal Home Loan Bank advances increased by $13.7 million, or 56.3%, to $38.0 million at December 31, 2024 from $24.3 million at December 31, 2023. These funds were added to support funding of loans and investments available for sale and were done along with other funding sources such as from the Federal Reserve Bank. When we are reviewing funding opportunities, we consider the impact of utilizing either the Federal Home Loan Bank Advances or Federal Reserve Bank advances based on factors such as applicable interest rates, durations of terms available, and collateral to be pledged, to determine the most optimal form of funding.

Federal Reserve Bank Advances. Federal Reserve Bank advances increased by $5.0 million, to $5.0 million at December 31, 2024. There were no Federal Reserve Bank advances at December 31, 2023. These funds were used to support loan growth and purchases of investments available-for-sale. When advances mature, we consider the impact of utilizing either the Federal Home Loan Bank advances or Federal Reserve Bank advances based on factors such as applicable interest rates, durations of terms available, and collateral to be pledged, to determine the most optimal form of funding.

Total Equity. Total equity increased by $554,000, or 3.1%, to $18.3 million at December 31, 2024 from $17.8 million at December 31, 2023. This was primarily due to net income of $576,000 for the year ended December 31, 2024, offset by an increase in other comprehensive loss of $22,000.

Average Balances and Yields. The following tables set forth average balances, average yields and costs, and certain other information for the periods indicated. Yields on tax-exempt securities have not been computed on a tax-equivalent basis, as the effects are immaterial. Average balances are calculated using daily average balances. Non-accrual loans are included in average balances only. Average yields include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense. Deferred loan fees are immaterial. Loan balances exclude loans held for sale.

	At June 30,			Six Months Ended June 30,
	2025			2025							2024
	Weighted Average Yield/Rate			Average Outstanding Balance		Interest		Average Yield/Rate			Average Outstanding Balance		Interest		Average Yield/Rate

				(Dollars in thousands)
Interest-earning assets:
Cash and cash equivalents		4.29	%	$	15,184	$	331		4.36	%	$	17,366	$	444		5.11	%
Investment in certificates of deposit		5.22			3,971		103		5.19			1,704		46		5.40
Securities available-for-sale		4.00			18,174		323		3.55			11,292		120		2.13
Securities held-to-maturity		3.15			17,470		261		2.99			24,782		392		3.16
Loans receivable, net		5.68			254,332		7,140		5.61			225,847		5,911		5.23
Other interest-earning assets		7.39			2,162		88		8.14			1,112		49		8.81
Total interest-earning assets		5.37			311,293		8,246		5.30			282,103		6,962		4.94
Noninterest-earning assets					10,295							8,497
Total assets				$	321,588						$	290,600

Interest-bearing liabilities:
Interest-bearing checking accounts		1.21	%	$	61,460		430		1.40	%	$	74,778		524		1.40	%
Money market accounts		1.85			17,200		173		2.01			23,246		251		2.16
Savings and club accounts		0.10			22,540		50		0.44			24,821		12		0.10
Brokered certificates of deposit		3.72			58,125		1,092		3.76			42,719		787		3.68
Non-brokered certificates of deposit		3.19			88,344		1,557		3.52			78,011		1,165		2.99
Total interest-bearing deposits		2.57			247,669		3,302		2.67			243,575		2,739		2.25
Senior notes		6.23			6,649		207		6.23			5,553		172		6.19
Federal Home Loan Bank advances		3.53			40,800		729		3.57			18,134		386		4.26
Federal Reserve Bank advances		—			1,295		30		4.63			—		—		—
Other interest-bearing liabilities		3.90			48,744		966		3.96			23,687		558		4.71
Total interest-bearing liabilities		2.94			296,413		4,268		2.88			267,262		3,297		2.47
Noninterest-bearing demand deposits					6,693							4,436
Other noninterest-bearing liabilities					923							880
Total liabilities					304,029							272,578
Total equity					17,559							18,022
Total liabilities and equity					321,588							290,600
Net interest income						$	3,978						$	3,665
Net interest rate spread ⁽¹⁾		2.43	%						2.42	%						2.47	%
Net interest-earning assets ⁽²⁾				$	14,880						$	14,841
Net interest margin ⁽³⁾		2.61	%						2.56	%						2.60	%
Average interest-earning assets to interest-bearing liabilities		105.01	%						105.02	%						105.55	%

(1)

Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(2)

Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3)

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

	Year Ended December 31,
	2024							2023
	Average Outstanding Balance		Interest		Average Yield/Rate			Average Outstanding Balance		Interest		Average Yield/Rate

	(Dollars in thousands)
Interest-earning assets:
Cash and cash equivalents	$	14,823	$	751		5.07	%	$	15,348	$	711		4.63	%
Investment in certificates of deposit		3,048		163		5.35			1,869		93		4.98
Securities available-for-sale		13,543		381		2.81			14,030		259		1.85
Securities held-to-maturity		24,100		779		3.23			26,125		810		3.10
Loans receivable, net		234,867		12,578		5.36			197,007		9,298		4.72
Other interest-earning assets		1,449		129		8.90			782		70		8.95
Total interest-earning assets		291,830		14,781		5.06			255,161		11,241		4.41
Noninterest-earning assets		9,497							8,242
Total assets	$	301,327						$	263,403

Interest-bearing liabilities:
Interest-bearing checking accounts	$	72,275		1,054		1.46	%	$	75,772		726		0.96	%
Money market accounts		22,301		497		2.23			20,659		307		1.49
Savings and club accounts		23,816		44		0.18			31,814		179		0.56
Brokered certificates of deposit		47,895		1,817		3.79			28,473		919		3.23
Non-brokered certificates of deposit		79,454		2,564		3.23			69,660		1,306		1.87
Total interest-bearing deposits		245,741		5,976		2.43			226,378		3,437		1.52
Senior notes		5,635		348		6.18			4,485		271		6.04
Federal Home Loan Bank advances		25,442		1,044		4.10			11,293		401		3.55
Federal Reserve Bank advances		38		1		2.63			—		—		—
Other interest-bearing liabilities		31,115		1,383		4.48			15,778		672		4.26
Total interest-bearing liabilities		276,856		7,369		2.66			242,156		4,109		1.70
Noninterest-bearing demand deposits		5,348							2,240
Other noninterest-bearing liabilities		823							1,695
Total liabilities		283,027							246,091
Total equity		18,300							17,312
Total liabilities and equity		301,327							263,403
Net interest income			$	7,412						$	7,132
Net interest rate spread ⁽¹⁾						2.40	%						2.71	%
Net interest-earning assets ⁽²⁾	$	14,974						$	13,005
Net interest margin ⁽³⁾						2.54	%						2.80	%
Average interest-earning assets to interest-bearing liabilities						105.41	%						105.37	%

(1)

Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average rate of interest-bearing liabilities.

(2)

Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.

(3)

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

Rate/Volume Analysis. The following tables present the effects of changing rates and volumes on net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The total column represents the sum of the prior columns. Changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume. There are no out-of-period items or adjustments required to be excluded from the tables below.

	Six Months Ended June 30, 2025 vs. 2024
	Increase (Decrease) Due to:						Total Increase
	Volume			Rate			(Decrease)

	(In thousands)
Interest-earning assets:
Cash and cash equivalents	$	(56	)	$	(57	)	$	(113	)
Investment in certificates of deposit		61			(4	)		57
Securities available-for-sale		73			130			203
Securities held-to-maturity		(116	)		(15	)		(131	)
Loans receivable, net		746			483			1,229
Other interest-earning assets		46			(7	)		39
Total interest-earning assets		754			530			1,284

Interest-bearing liabilities:
Interest-bearing checking accounts		(93	)		(1	)		(94	)
Money market accounts		(65	)		(13	)		(78	)
Savings and club accounts		(1	)		39			38
Brokered certificates of deposit		284			21			305
Non-brokered certificates of deposit		154			238			392
Total interest-bearing deposits		279			284			563
Senior notes		34			1			35
Federal Home Loan Bank advances		482			(139	)		343
Federal Reserve Bank advances		—			30			30
Other interest-bearing liabilities		516			(108	)		408
Total interest-bearing liabilities		795			176			971
Change in net interest income	$	(41	)	$	354		$	313

	Year Ended December 31, 2024 vs. 2023
	Increase (Decrease) Due to:						Total Increase
	Volume			Rate			(Decrease)

	(In thousands)
Interest-earning assets:
Cash and cash equivalents	$	(24	)	$	64		$	40
Investment in certificates of deposit		59			11			70
Securities available-for-sale		(9	)		131			122
Securities held-to-maturity		(63	)		32			(31	)
Loans receivable, net		1,787			1,493			3,280
Other interest-earning assets		60			(1	)		59
Total interest-earning assets		1,810			1,730			3,540

Interest-bearing liabilities:
Interest-bearing checking accounts		(34	)		362			328
Money market accounts		24			166			190
Savings and club accounts		(45	)		(90	)		(135	)
Brokered certificates of deposit		627			271			898
Non-brokered certificates of deposit		184			1,074			1,258
Total interest-bearing deposits		756			1,783			2,539
Senior notes		69			8			77
Federal Home Loan Bank advances		502			141			643
Federal Reserve Bank advances		—			1			1
Other interest-bearing liabilities		571			150			721
Total interest-bearing liabilities		1,327			1,933			3,260
Change in net interest income	$	483		$	(203	)	$	280

Comparison of Operating Results for the Six Months Ended June 30, 2025 and 2024

Net Income. Net Income was $203,000 for the six months ended June 30, 2025 compared to $267,000 for the six months ended June 30, 2024. The decrease was primarily due to increases in non-interest expense and the provision for credit losses, partially offset by increases in net interest income and non-interest income.

Interest and Dividend Income. Interest and dividend income increased $1.2 million, or 18.4%, to $8.2 million for the six months ended June 30, 2025, from $7.0 million for the six months ended June 30, 2024, primarily due to an increase in interest and fees on loans. The increase in interest and fees on loans resulted primarily from a $28.5 million increase in the average balance of loans to $254.3 million from $225.8 million and an increase in the average yield on loans to 5.61% for the six months ended June 30, 2025, from 5.23% for the six months ended June 30, 2024, reflecting a higher market interest rate environment period-over-period.

Interest Expense. Interest expense increased $971,000, or 29.5%, to $4.3 million for the six months ended June 30, 2025, from $3.3 million for the six months ended June 30, 2024. The increase is primarily due to increased interest expense on deposits and interest expense on Federal Home Loan Bank advances. Interest expense on deposit accounts increased $562,000, or 20.5%, to $3.3 million for the six months ended June 30, 2025, from $2.7 million for the six months ended June 30, 2024 due to an increase in the average balance of interest bearing deposits of $4.1 million, or 1.7%, to $247.7 million for the six months ended June 30, 2025, from $243.6 million for the six months ended June 30, 2024 and an increase in the average rate on deposits to 2.67% for the six months ended June 30, 2025, from 2.25% for the six months ended June 30, 2024 reflecting a higher market interest rate environment period-over-period. Interest expense on Federal Home Loan Bank advances increased $343,000, or 88.9%, to $729,000 for the six months ended June 30, 2025, from $386,000 for the six months ended June 30, 2024 due to an increase in the average balance of $22.7 million, or 125.0%, to $40.8 million for the six months ended June 30, 2025, from $18.1 million for the six months ended June 30, 2024. The average rate on Federal Home Loan Bank advances decreased to 3.57% for the six months ended June 30, 2025, from 4.26% for the six months ended June 30, 2024.

Net Interest Income. Net interest income increased $313,000, or 8.5%, to $4.0 million for the six months ended June 30, 2025, from $3.7 million for the six months ended June 30, 2024, primarily due to an increase in the average balance of interest-earning assets of $29.2 million. Net interest rate spread decreased to 2.42% for the six months ended June 30, 2025, from 2.47% for the six months ended June 30, 2024, while net interest margin decreased to 2.56% for the six months ended June 30, 2025, from 2.60% for the six months ended June 30, 2024. The decrease in net interest spread was attributable to an increase in the average rate paid on interest-bearing liabilities to 2.88% for the six months ended June 30, 2025, from 2.47% for the six months ended June 30, 2024. This was partially offset by an increase in both the average balance and the average yield on interest earning assets.

Provision for Credit Losses. Based on management’s analysis of the adequacy of allowance for credit losses, a provision of $158,000 was recorded for the six months ended June 30, 2025, compared to a provision of $44,000 for the six months ended June 30, 2024. The $114,000, or 259.1%, increase was primarily due to the addition of new portfolios of consumer loans which historically have had higher delinquency rates, as well as increased uncertainty as to future economic conditions.

Non-Interest Income. Non-interest income increased $24,000, or 109.1%, to $46,000 for the six months ended June 30, 2025, from $22,000 for the six months ended June 30, 2024. The increase was due to an increase in fees and service charges and an increase in the cash surrender value of bank owned life insurance, offset by losses on securities sales. Fees and service charges increased $14,000, or 16.3%, to $100,000 for the six months ended June 30, 2025, from $86,000 for the six months ended June 30, 2024. The increase in the cash surrender value of bank owned life insurance was $21,000, or 38.2%, to $76,000 for the six months ended June 30, 2025, from $55,000 for the six months ended June 30, 2024. Loss on sale of securities increased $11,000, or 9.2%, to $130,000 for the six months ended June 30, 2025, from $119,000 for the six months ended June 30, 2024. Securities were sold to redeploy the funds into loans and investments available-for-sale at higher current market interest rates.

Non-Interest Expense. Non-interest expense increased $262,000, or 7.9%, to $3.6 million for the six months ended June 30, 2025, from $3.3 million for the six months ended June 30, 2024. The increase was due to increases in salaries and employee benefits, equipment, advertising, and federal deposit insurance premiums, offset primarily by decreases in directors compensation, professional fees, and other expenses. Salaries and employee benefits increased $221,000, or 13.3%, to $1.9 million for the six months ended June 30, 2025, from $1.7 million for the six months ended June 30, 2024 primarily related to the addition of staff to support retail and online banking operations. Equipment expense increased $96,000, or 22.2%, to $528,000 for the six months ended June 30, 2025, from $432,000 for the six months ended June 30, 2024 primarily related to additional equipment to support retail and online banking capabilities as well as information technology and information security. Advertising increased $22,000, or 19.3%, to $136,000 for the six months ended June 30, 2025, from $114,000 for the six months ended June 30, 2024 primarily related to increased advertising campaigns. Federal deposit insurance premiums increased $63,000, or 57.8%, to $172,000 for the six months ended June 30, 2025, from $109,000 for the six months ended June 30, 2024 primarily related to the growth in deposits.

Directors compensation decreased $14,000, or 11.0%, to $113,000 for the six months ended June 30, 2025, from $127,000 for the six months ended June 30, 2024 as the number of directors decreased from six to five. Professional fees decreased $53,000, or 18.4%, to $235,000 for the six months ended June 30, 2025, from $288,000

for the six months ended June 30, 2024 as ongoing consulting engagements were completed. Other expenses decreased $71,000, or 18.6%, to $310,000 for the six months ended June 30, 2025, from $381,000 for the six months ended June 30, 2024.

Income Tax Expense. Income tax expense increased $25,000, or 34.7%, to $97,000 for the six months ended June 30, 2025, from $72,000 for the six months ended June 30, 2024, primarily due to the surrender of a BOLI policy and the related tax adjustment. The effective tax rate for the six months ended June 30, 2025 was 32.3% and for the six months ended June 30, 2024 was 21.2%.

Comparison of Operating Results for the Years Ended December 31, 2024 and December 31, 2023

Net Income. Net income was $576,000 for the year ended December 31, 2024 compared to $720,000 for the year ended December 31, 2023. The decrease was primarily due to an increase in non-interest expense, partially offset by an increase in net interest income.

Interest and Dividend Income. Interest and dividend income increased $3.5 million, or 31.5%, to $14.8 million for the year ended December 31, 2024, from $11.2 million for the year ended December 31, 2023, primarily due to an increase in interest and fees on loans and interest on available-for-sale securities. The increase in interest and fees on loans resulted primarily from a $37.9 million increase in the average balance of loans to $234.9 million from $197.0 million and an increase in the average yield on loans to 5.36% for the year ended December 31, 2024, from 4.72% for the year ended December 31, 2023 reflecting a higher market interest rate environment year-over-year. Interest on securities available-for-sale increased as a result of an increase in the average yield on securities available-for-sale to 2.81% for the year ended December 31, 2024, from 1.85% for the year ended December 31, 2023 which was partially offset by a decrease of $487,000 in the average balance of securities available-for-sale to $13.5 million from $14.0 million.

Interest Expense. Interest expense increased $3.3 million, or 79.3%, to $7.4 million for the year ended December 31, 2024, from $4.1 million for the year ended December 31, 2023. The increase is primarily due to increased interest expense on deposits and on Federal Home Loan Bank advances. Interest expense on deposits increased $2.5 million, or 73.9%, to $6.0 million for the year ended December 31, 2024, from $3.4 million for the year ended December 31, 2023, due to an increase in the average balance of interest-bearing deposits of $19.4 million, or 8.6%, to $245.7 million for the year ended December 31, 2024, from $226.4 million for the year ended December 31, 2023 and an increase in the average rate paid on deposits to 2.43% for the year ended December 31, 2024, from 1.52% for the year ended December 31, 2023 reflecting a higher market interest rate environment year-over-year. Interest expense on Federal Home Loan Bank advances increased $643,000, or 160.3%, to $1.1 million for the year ended December 31, 2024, from $401,000 for the year ended December 31, 2023 due to an increase in the average balance of Federal Home Loan Bank Advances of $14.1 million, or 125.3%, to $25.4 million for the year ended December 31, 2024, from $11.3 million for the year ended December 31, 2023. The average rate paid on Federal Home Loan Bank advances increased to 4.10% for the year ended December 31, 2024, from 3.55% for the year ended December 31, 2023, reflecting higher market interest rates year-over-year.

Net Interest Income. Net interest income increased $280,000, or 3.9%, to $7.4 million for the year ended December 31, 2024, from $7.1 million for the year ended December 31, 2023 primarily due to an increase in the average balance of interest-earning assets of $36.7 million. Net interest rate spread decreased to 2.40% for the year ended December 31, 2024, from 2.71% for the year ended December 31, 2023, while net interest margin decreased to 2.54% for the year ended December 31, 2024, from 2.80% for the year ended December 31, 2023. The decrease in net interest spread was attributable to an increase in the average rate paid on interest-bearing liabilities to 2.66% for the year ended December 31, 2024, from 1.70% for the year ended December 31, 2023. This was partially offset by an increase in both the average balances and average yield on interest-earning assets.

Provision for Credit Losses. Based on management’s analysis of the adequacy of allowance for credit losses, a provision of $118,000 was recorded for the year ended December 31, 2024, compared to a provision of $107,000 for the year ended December 31, 2023. The $11,000, or 10.3%, increase was primarily due to an increase in the size of the loan portfolio. For additional information, see “Business of United Roosevelt Savings Bank – Allowance for Credit Losses”.

Non-Interest Income. Non-interest income decreased $53,000, or 23.6%, to $172,000 for the year ended December 31, 2024, from $225,000 for the year ended December 31, 2023. The decrease was due to losses on sales of securities, offset by increases in fees and service charges and in the cash surrender value of bank owned life insurance. Loss on sales of securities was $119,000 for the year ended December 31, 2024, with no losses for the year ended December 31, 2023. Securities were sold to redeploy funds into loans and securities available-for-sale at higher prevailing market interest rates. Fees and service charges increased $44,000, or 35.2%, to $169,000 for the year ended December 31, 2024, from $125,000 for the year ended December 31, 2023. The increase in the cash surrender value of bank owned life insurance was $22,000, or 22.0%, to $122,000 for the year ended December 31, 2024, from $100,000 for the year ended December 31, 2023.

Non-Interest Expense. Non-interest expense increased $455,000, or 7.2%, to $6.8 million for the year ended December 31, 2024, from $6.3 million for the year ended December 31, 2023. The increase was due to increased expenses for salaries and employee benefits, occupancy, equipment, directors compensation, and federal deposit insurance premiums, offset primarily by decreases in professional fees, advertising, and other expenses. Salaries and employee benefits increased $284,000, or 8.5%, to $3.6 million for the year ended December 31, 2024, from $3.4 million for the year ended December 31, 2023 primarily as a result of new employee hires for the new branch location. Occupancy increased $68,000, or 21.5%, to $384,000 for the year ended December 31, 2024, from $316,000 for the year ended December 31, 2023, primarily as a result of a full year of expenses related to the new branch location. Equipment expense increased $173,000, or 23.3%, to $915,000 for the year ended December 31, 2024, from $742,000 for the year ended December 31, 2023, primarily as a result of increased expenses related to information technology. Directors compensation increased $35,000, or 15.8%, to $256,000 for the year ended December 31, 2024, from $221,000 for the year ended December 31, 2023. Federal deposit insurance premiums increased $102,000, or 54.8%, to $288,000 for the year ended December 31, 2024, from $186,000 for the year ended December 31, 2023, primarily related to deposit growth.

Professional fees decreased $53,000, or 9.2%, to $523,000 for the year ended December 31, 2024, from $576,000 for the year ended December 31, 2023, primarily related to a reduction in legal expenses. Advertising decreased $63,000, or 21.8%, to $226,000 for the year ended December 31, 2024, from $289,000 for the year ended December 31, 2023 as a result of reduced advertising on products and services. Other expenses decreased $91,000, or 14.6%, to $534,000 for the year ended December 31, 2024, from $625,000 for the year ended December 31, 2023.

Income Tax Expense. Income tax expense decreased $95,000, or 43.2%, to $125,000 for the year ended December 31, 2024, from $220,000 for the year ended December 31, 2023, primarily as a result of a decrease in income before income tax expense. The effective tax rate for the year ended December 31, 2024 was 18.0% and for the year ended December 31 2023 was 23.5%.

Management of Market Risk

General. Our most significant form of market risk is interest rate risk because, as a financial institution, the majority of our assets and liabilities are sensitive to changes in market interest rates. Therefore, a principal part of our operations is to manage interest rate risk and limit the exposure of our financial condition and results of operations to changes in market interest rates. Our Asset Liability Committee is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk according to the policy and guidelines approved by our board of directors. The Asset Liability Committee meets at least quarterly, is comprised of directors, executive officers and certain senior management, and reports to the full board of directors on at least a quarterly basis. We currently utilize a third-party modeling program, prepared on a quarterly basis, to evaluate our sensitivity to changing interest rates, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the board of directors.

We seek to manage our interest rate risk in order to minimize the exposure of our earnings and capital to changes in interest rates. We have implemented the following strategies to manage our interest rate risk:

maintaining capital levels that exceed the thresholds for well-capitalized status under applicable regulations;

maintaining a prudent level of liquidity;

growing low-cost core deposit accounts;

using our investment securities portfolio as part of our balance sheet asset and liability and interest rate risk management strategy to reduce the impact of market interest rate movements on net interest income and economic value of equity;

using wholesale funding, such as Federal Home Loan Bank advances, brokered deposits and other wholesale deposits, in a prudent manner so as to lengthen the maturities of our interest-bearing liabilities; and

continuing to diversify our loan portfolio by seeking to grow commercial-related loans and consumer loans, which typically have shorter maturities.

Shortening the average term of our interest-earning assets by increasing our investments in shorter-term assets, as well as originating loans with variable interest rates, helps to match the maturities and interest rates of our assets and liabilities better, thereby reducing the exposure of our net interest income to changes in market interest rates.

Change in Net Interest Income. We analyze our sensitivity to changes in interest rates through a net interest income model. Net interest income is the difference between the interest income we earn on our interest-earning assets, such as loans and securities, and the interest we pay on our interest-bearing liabilities, such as deposits and borrowings.

The following table sets forth, as of June 30, 2025, the estimated changes in net interest income that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors.

At June 30, 2025
Change in Interest Rates (basis points) ⁽¹⁾	Net Interest Income Year 1 Forecast		Year 1 Change from Level

(Dollars in thousands)
400	$	7,228		(21.46	)%
300		7,744		(15.84	)%
200		8,255		(10.29	)%
100		8,744		(4.99	)%
Level		9,203		—
(100)		9,598		4.30	%
(200)		9,718		5.60	%
(300)		9,155		(0.51	)%


	(1)	Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

The table above indicates that at June 30, 2025, we would have experienced a 10.29% decrease in net interest income in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 5.60% increase in net interest income in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

The following table sets forth, as of December 31, 2024, the estimated changes in net interest income that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors, except for 400 basis point increase scenario for which the policy limit is 25.00%.

At December 31, 2024
Change in Interest Rates (basis points) ⁽¹⁾	Net Interest Income Year 1 Forecast		Year 1 Change from Level

(Dollars in thousands)
400	$	5,921		(25.18	)%
300		6,439		(18.64	)%
200		6,952		(12.15	)%
100		7,451		(5.85	)%
Level		7,913		—
(100)		8,435		6.59	%
(200)		8,853		11.88	%
(300)		8,362		5.67	%


	(1)	Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

The table above indicates that at December 31, 2024, we would have experienced a 12.15% decrease in net interest income in the event of an instantaneous parallel 200 basis point increase in market interest rates and an 11.8% increase in net interest income in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

The following table sets forth, as of December 31, 2023, the estimated changes in net interest income that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors.

At December 31, 2023
Change in Interest Rates (basis points) ⁽¹⁾	Net Interest Income Year 1 Forecast		Year 1 Change from Level

(Dollars in thousands)
400	$	6,055		(22.50	)%
300		6,506		(16.72	)%
200		6,958		(10.95	)%
100		7,405		(5.23	)%
Level		7,813		—
(100)		8,242		5.49	%
(200)		8,584		9.86	%
(300)		7,908		1.21	%


	(1)	Assumes an immediate uniform change in interest rates at all maturities. One hundred basis points equals 1.00%.

The table above indicate that at December 31, 2023, we would have experienced a 10.95% decrease in net interest income in the event of an instantaneous parallel 200 basis point increase in market interest rates and a 9.86% increase in net interest income in the event of an instantaneous parallel 200 basis point decrease in market interest rates.

Economic Value of Equity. We also compute amounts by which the net present value of our assets and liabilities (economic value of equity or “EVE”) would change in the event of a range of assumed changes in market interest rates. This model uses a discounted cash flow analysis and an option-based pricing approach to measure the interest rate sensitivity of net portfolio value. The model estimates the economic value of each type of asset, liability and off-balance sheet contract under the assumptions that the United States Treasury yield curve increases instantaneously by the specified basis point increments or decreases instantaneously by the specified basis point increments, with changes in interest rates representing immediate and permanent, parallel shifts in the yield curve.

The following table sets forth, as of June 30, 2025, the estimated changes in EVE that would result from the designated immediate changes in the United States Treasury yield curve. The changes indicated in the following table are within policy guidelines adopted by our board of directors.

At June 30, 2025
									EVE as a Percentage of Present Value of Assets ⁽³⁾
Change in Interest	Estimated		Estimated Increase (Decrease) in EVE									Increase (Decrease)
Rates (basis points) ⁽¹⁾	EVE ⁽²⁾		Amount			Percent			EVE Ratio ⁽⁴⁾			(basis points)

(Dollars in thousands)
400	$	18,498	$	(13,753	)		(42.64	)%		6.28	%		(373	)
300		22,090		(10,161	)		(31.51	)%		7.33	%		(268	)
200		25,525		(6,726	)		(20.86	)%		8.28	%		(173	)
100		28,991		(3,260	)		(10.11	)%		9.20	%		(81	)
Level		32,251		—			—	%		10.01	%		—
(100)		34,992		2,741			8.50	%		10.62	%		61
(200)		36,037		3,786			11.74	%		10.73	%		72
(300)		32,727		476			1.48	%		9.58	%		(43	)

URSB Bancorp, Inc. S-1