UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to _________

Commission File Number 000-10592

TRUSTCO BANK CORP NY

(Exact name of registrant as specified in its charter)

NEW YORK		14-1630287
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

5 SARNOWSKI DRIVE, GLENVILLE, NEW YORK		12302
(Address of principal executive offices)		(Zip Code)

(518) 377‑3311

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

	Title of each class		Trading Symbol(s)		Name of each exchange on which registered
	Common Stock, $1.00 par value		TRST		Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 ☐	Smaller reporting company ☐
	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common Stock	Number of Shares Outstanding as of October 31, 2025
$1.00 Par Value	18,424,019

TrustCo Bank Corp NY

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DESCRIPTION		PAGE NO.

Cautionary Note Regarding Forward-Looking Statements		3

Part I.	FINANCIAL INFORMATION

Item 1.	Consolidated Interim Financial Statements (Unaudited):

	Consolidated Statements of Income for the three-month and nine-month periods ended September 30, 2025 and 2024	6

	Consolidated Statements of Comprehensive Income for the three-month and nine-month periods ended September 30, 2025 and 2024	7

	Consolidated Statements of Financial Condition as of September 30, 2025 and December 31, 2024	8

	Consolidated Statements of Changes in Shareholders’ Equity for the three-month and nine-month periods ended September 30, 2025 and 2024	9

	Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2025 and 2024	10

	Notes to Consolidated Interim Financial Statements	11

	Report of Independent Registered Public Accounting Firm	50

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	51

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	72

Item 4.	Controls and Procedures	72

Part II.	OTHER INFORMATION

Item 1.	Legal Proceedings	73

Item 1A.	Risk Factors	73

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	74

Item 3.	Defaults Upon Senior Securities	75

Item 4.	Mine Safety Disclosures	75

Item 5.	Other Information	75

Item 6.	Exhibits	75

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Cautionary Note Regarding Forward-Looking Statements

Statements included in this report and in future filings by TrustCo with the Securities and Exchange Commission, in TrustCo’s press releases, and in oral statements made with the approval of an authorized executive officer that are not historical or current facts, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are subject to certain risks and uncertainties that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. Forward-looking statements can be identified by the use of such words as may, will, should, could, would, estimate, project, believe, intend, anticipate, plan, seek, expect and similar expressions. TrustCo wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made.

In addition to factors described under Part II, Item 1A, Risk Factors, and under the Risk Factor discussion in TrustCo’s Annual Report on Form 10-K for the year ended December 31, 2024, the factors listed below, among others, in some cases have affected and in the future could affect TrustCo’s actual results and could cause TrustCo’s actual financial performance to differ materially from that expressed in any forward-looking statement.

Risks Related to Our Lending Activities

•

changes in interest rates may significantly impact our financial condition and results of operations;

•

external economic factors, such as changes in monetary policy and inflation and deflation, may have an adverse effect on our business, financial condition and results of operations;

•

exposure to credit risk in our lending activities;

•

weakness in the residential real estate markets could adversely affect our performance;

•

our commercial loan portfolio is increasing and the inherently higher risk of loss may lead to additional provisions for credit losses or charge-offs, which would negatively impact earnings and capital;

•

the allowance for credit losses on loans (“ACLL”) may not be sufficient to cover expected loan losses, resulting in a decrease in earnings;

•

our inability to meet the cash flow requirements of our depositors or borrowers or meet our operating cash needs to fund corporate expansion and other activities;

•

we are subject to claims and litigation pertaining to fiduciary responsibility and lender liability;

•

the strict enforcement of federal laws and regulations regarding cannabis could result in our inability to continue to provide financial products and services to customers that do business in the cannabis industry, legal action taken against us, or exposure to additional liabilities and compliance costs;

Risks Related to our Operations

•

our dependency upon the services of the management team;

•

our disclosure controls and procedures may not prevent or detect all errors or acts of fraud;

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•

if the business continuity and disaster recovery plans that we have in place are not adequate to continue our operations in the event of a disaster, the business disruption can adversely impact its operations;

•

our risk management framework may not be effective in mitigating risk and loss;

•

new lines of business or new products and services may subject us to additional risks;

•

our business may be adversely affected by the prevalence of fraud and other financial crimes;

•

societal responses to climate change could adversely affect our business and performance, including indirectly through impacts on our customers;

•

we are exposed to climate risk;

•

environmental, social and governance risks and diversity, equity, and inclusion risks could adversely affect our reputation and shareholder, employee, client, and third party relationships and may negatively affect our stock price;

Risks Related to Market Conditions

•

a prolonged economic downturn, especially one affecting our geographic market areas, will adversely affect our operations and financial results;

•

instability in global economic conditions and geopolitical matters, as well as volatility in financial markets, could have a material adverse effect on our results of operations and financial condition;

•

any downgrade in the credit rating of the U.S. government or default by the U.S. government as a result of political conflicts over legislation to raise the U.S. government’s debt limit may have a material adverse effect on us;

•

the soundness of other financial institutions could adversely affect us;

•

the current government shutdown or any future government shutdown could adversely affect the U.S. and global economy and our liquidity, financial condition and earnings;

•

the trust wealth management fees we receive may decrease as a result of poor investment performance, in either relative or absolute terms, which could decrease our revenues and net earnings;

Risks Related to Compliance and Regulation

•

regulatory capital rules could slow our growth, cause us to seek to raise additional capital, or both;

•

changes in laws and regulations and the cost of regulatory compliance with new laws and regulations may adversely affect our operations and our income;

•

we are subject to numerous laws designed to protect consumers, including the CRA and fair lending laws, and a failure to comply with these laws could lead to a wide variety of sanctions;

•

changes in cybersecurity or privacy regulations may increase our compliance costs, limit our ability to gain insight from data and lead to increased scrutiny;

•

restrictions on data collection and use may limit opportunities to gain business insights useful to running our business and offering innovative products and services;

•

non-compliance with the Bank Secrecy Act, or other laws and regulations could result in fines or sanctions;

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•

changes in tax laws may adversely affect us, and the Internal Revenue Service or a court may disagree with our tax positions, which may result in adverse effects on our business, financial condition, and results of operations or cash flows;

•

our ability to pay dividends is subject to regulatory limitations and other limitations that may affect our ability to pay dividends to our stockholders or to repurchase our common stock;

•

we may be subject to a higher effective tax rate if Trustco Realty Corp. (“Trustco Realty”) fails to qualify as a real estate investment trust (“REIT”);

•

changes in accounting standards could impact reported earnings;

Risks Related to Competition

•

strong competition within the Bank’s market areas could hurt profits and slow growth;

•

consumers and businesses are increasingly using non-banks to complete their financial transactions, which could adversely affect our business and results of operations;

Risks Related to Cybersecurity, Third Parties, and Technology

•

our business could be adversely affected by third-party service providers, data breaches, and cyber-attacks;

•

the development and use of artificial intelligence presents risks and challenges that may adversely impact our business;

•

a failure in or breach of our operational or security systems or infrastructure, or those of third parties, could disrupt our businesses, and adversely impact our results of operations, liquidity and financial condition, as well as cause reputational harm;

•

unauthorized disclosure of sensitive or confidential client or customer information, whether through a breach of our computer systems or otherwise, could severely harm our business;

•

we could suffer a material adverse impact from interruptions in the effective operation of, or security breaches affecting, our computer systems;

Risks Related to Ownership of Our Securities

•

provisions in our articles of incorporation and bylaws and New York law may discourage or prevent takeover attempts, and these provisions may have the effect of reducing the market price of our stock;

•

we cannot guarantee that the allocation of capital to various alternatives, including stock repurchase plans, will enhance long-term stockholder value; and

•

actions of activist shareholders could negatively affect our business and the value of our common stock and cause us to incur significant expenses.

You should not rely upon forward-looking statements as predictions of future events. Although TrustCo believes that the expectations reflected in the forward‑looking statements are reasonable, it cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. The foregoing list should not be construed as exhaustive, and the Company disclaims any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statements, or to reflect the occurrence of anticipated or unanticipated events, except to the extent required by law.

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TRUSTCO BANK CORP NY

Consolidated Statements of Income (Unaudited)

(dollars in thousands, except per share data)

	Three months ended				Nine months ended
	September 30,				September 30,
	2025		2024		2025		2024

Interest and dividend income:
Interest and fees on loans	$	55,953	$	52,112	$	163,960	$	152,576
Interest and dividends on securities available for sale:
U. S. government sponsored enterprises		599		718		1,809		2,533
State and political subdivisions		1		-		1		1
Mortgage-backed securities and collateralized mortgage obligations - residential		1,583		1,397		4,679		4,342
Corporate bonds		265		361		735		1,199
Small Business Administration-guaranteed participation securities		72		90		228		284
Other securities		7		2		22		7
Total interest and dividends on securities available for sale		2,527		2,568		7,474		8,366

Interest on held to maturity securities:
Mortgage-backed securities and collateralized mortgage obligations-residential		52		62		163		195
Total interest on held to maturity securities		52		62		163		195

Federal Home Loan Bank stock		125		153		405		452
Interest on federal funds sold and other short-term investments		7,376		6,174		21,320		19,818
Total interest income		66,033		61,069		193,322		181,407

Interest expense:
Interest on deposits:
Interest-bearing checking		483		311		1,577		839
Savings accounts		741		770		2,208		2,157
Money market deposit accounts		2,065		2,154		6,140		6,724
Time deposits		19,427		18,969		57,605		58,046
Interest on short-term borrowings		198		194		554		604
Total interest expense		22,914		22,398		68,084		68,370

Net interest income		43,119		38,671		125,238		113,037
Provision for credit losses		250		500		1,200		1,600
Net interest income after provision for credit losses		42,869		38,171		124,038		111,437

Noninterest income:
Trustco financial services income		1,967		2,044		5,905		5,469
Fees for services to customers		2,429		2,482		7,340		7,626
Net gains on equity securities		-		23		-		1,383
Other		293		382		1,270		947
Total noninterest income		4,689		4,931		14,515		15,425

Noninterest expenses:
Salaries and employee benefits		12,727		12,134		36,497		36,081
Net occupancy expense		4,470		4,271		13,542		13,257
Equipment expense		1,938		1,757		5,800		5,485
Professional services		1,571		1,863		5,183		4,893
Outsourced services		2,492		2,551		7,652		7,807
Advertising expense		290		339		955		1,213
FDIC and other insurance		1,052		1,112		3,376		3,003
Other real estate expense, net		8		204		558		294
Other		1,694		1,969		5,231		5,529
Total noninterest expenses		26,242		26,200		78,794		77,562

Income before taxes		21,316		16,902		59,759		49,300
Income taxes		5,058		4,027		14,187		11,748

Net income	$	16,258	$	12,875	$	45,572	$	37,552

Net income per share:
- Basic	$	0.87	$	0.68	$	2.41	$	1.97

- Diluted	$	0.86	$	0.68	$	2.41	$	1.97

See accompanying notes to unaudited consolidated interim financial statements.

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TRUSTCO BANK CORP NY

Consolidated Statements of Comprehensive Income (Unaudited)

(dollars in thousands)

	Three months ended						Nine months ended
	September 30,						September 30,
	2025			2024			2025			2024

Net income	$	16,258		$	12,875		$	45,572		$	37,552

Net unrealized holding gain on securities available for sale		2,262			10,558			10,747			9,546
Tax effect		(589	)		(2,742	)		(2,790	)		(2,466	)

Net unrealized gain on securities available for sale, net of tax		1,673			7,816			7,957			7,080

Amortization of net actuarial gain		(517	)		(203	)		(1,551	)		(608	)
Amortization of prior service cost		2			4			9			10
Tax effect		134			51			401			155
Amortization of net actuarial gain and prior service cost on pension and postretirement plans, net of tax		(381	)		(148	)		(1,141	)		(443	)

Other comprehensive income, net of tax		1,292			7,668			6,816			6,637
Comprehensive income	$	17,550		$	20,543		$	52,388		$	44,189

See accompanying notes to unaudited consolidated interim financial statements.

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TRUSTCO BANK CORP NY

Consolidated Statements of Financial Condition (Unaudited)

(dollars in thousands, except share and per share data)

	September 30, 2025			December 31, 2024
ASSETS:

Cash and due from banks	$	42,026		$	47,364
Federal funds sold and other short term investments		653,530			594,448
Total cash and cash equivalents		695,556			641,812

Securities available for sale		319,872			358,185
Held to maturity securities ($4,629 and $5,306 fair value at September 30, 2025 and December 31, 2024, respectively)		4,593			5,365

Federal Home Loan Bank stock		6,601			6,507
Loans, net of deferred costs		5,191,770			5,098,058
Less:
Allowance for credit losses on loans		51,891			50,248
Net loans		5,139,879			5,047,810

Bank premises and equipment, net		39,718			33,782
Operating lease right-of-use assets		35,291			36,627
Other assets		107,514			108,656

Total assets	$	6,349,024		$	6,238,744

LIABILITIES:
Deposits:
Demand		795,508		$	762,101
Interest-bearing checking		1,025,582			1,027,540
Savings accounts		1,063,763			1,086,534
Money market deposit accounts		455,488			465,049
Time deposits		2,140,932			2,049,759
Total deposits		5,481,273			5,390,983

Short-term borrowings		97,749			84,781
Operating lease liabilities		38,180			40,159
Accrued expenses and other liabilities		39,809			46,478

Total liabilities		5,657,011			5,562,401

SHAREHOLDERS’ EQUITY:
Capital stock par value $1.00; 30,000,000 shares authorized; 20,102,978 and 20,097,152 shares issued at September 30, 2025 and December 31, 2024, 18,553,583 and 19,019,749 shares outstanding at September 30, 2025 and December 31, 2024, respectively		20,103			20,097
Surplus		259,980			258,874
Undivided profits		471,314			446,503
Accumulated other comprehensive income (loss), net of tax		2,955			(3,861	)
Treasury stock at cost - 1,549,395 and 1,077,403 shares at September 30, 2025 and December 31, 2024, respectively		(62,339	)		(45,270	)

Total shareholders’ equity		692,013			676,343

Total liabilities and shareholders’ equity	$	6,349,024		$	6,238,744

See accompanying notes to unaudited consolidated interim financial statements.

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TRUSTCO BANK CORP NY

Consolidated Statements of Changes in Shareholders’ Equity (Unaudited)

(dollars in thousands, except per share data)

								Accumulated
								Other
	Capital				Undivided			Comprehensive			Treasury
	Stock		Surplus		Profits			(Loss) Income			Stock			Total

Beginning balance, January 1, 2024	$	20,058	$	257,181	$	425,069		$	(13,237	)	$	(43,786	)	$	645,285

Net income		-		-		12,126			-			-			12,126
Other comprehensive loss, net of tax		-		-		-			(1,526	)		-			(1,526	)
Stock Based Compensation Expense		-		154		-			-			-			154
Cash dividend declared, $0.36 per share		-		-		(6,849	)		-			-			(6,849	)

Ending balance, March 31, 2024	$	20,058	$	257,335	$	430,346		$	(14,763	)	$	(43,786	)	$	649,190

Net income		-		-		12,551			-			-			12,551
Other comprehensive income, net of tax		-		-		-			495			-			495
Cash dividend declared, $0.36 per share		-		-		(6,849	)		-			-			(6,849	)
Purchase of treasury stock 14,000 shares		-		-		-			-			(374	)		(374	)
Stock Based Compensation Expense		-		155		-			-			-			155

Ending balance, June 30, 2024	$	20,058	$	257,490	$	436,048		$	(14,268	)	$	(44,160	)	$	655,168

Net income		-		-		12,875			-			-			12,875
Other comprehensive income, net of tax		-		-		-			7,668			-			7,668
Cash dividend declared, $0.36 per share		-		-		(6,844	)		-			-			(6,844	)
Stock Based Compensation Expense		-		154		-			-			-			154

Ending balance, September 30, 2024	$	20,058	$	257,644	$	442,079		$	(6,600	)	$	(44,160	)	$	669,021

Beginning balance, January 1, 2025	$	20,097	$	258,874	$	446,503		$	(3,861	)	$	(45,270	)	$	676,343

Net income		-		-		14,275			-			-			14,275
Other comprehensive income, net of tax		-		-		-			3,729			-			3,729
Stock Based Compensation Expense		-		308		-			-			-			308
Cash dividend declared, $0.36 per share		-		-		(6,847	)		-			-			(6,847	)

Ending balance, March 31, 2025	$	20,097	$	259,182	$	453,931		$	(132	)	$	(45,270	)	$	687,808

Net income		-		-		15,039			-			-			15,039
Other comprehensive income, net of tax		-		-		-			1,795			-			1,795
Stock Based Compensation Expense		-		308		-			-			-			308
Cash dividend declared, $0.36 per share		-		-		(6,812	)		-			-			(6,812	)
Purchase of treasury stock 168,735 shares		-		-		-			-			(5,333	)		(5,333	)

Ending balance, June 30, 2025	$	20,097	$	259,490	$	462,158		$	1,663		$	(50,603	)	$	692,805

Net income		-		-		16,258			-			-			16,258
Other comprehensive income, net of tax		-		-		-			1,292			-			1,292
Stock Based Compensation Expense		-		309		-			-			-			309
Exercise of stock option, net of repurchases		6		181		-			-			(198	)		(11	)
Cash dividend declared, $0.38 per share		-		-		(7,102	)		-			-			(7,102	)
Purchase of treasury stock 298,177 shares		-		-		-			-			(11,538	)		(11,538	)

Ending balance, September 30, 2025	$	20,103	$	259,980	$	471,314		$	2,955		$	(62,339	)	$	692,013

See accompanying notes to unaudited consolidated interim financial statements.

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TRUSTCO BANK CORP NY

Consolidated Statements of Cash Flows (Unaudited)

(dollars in thousands)

	Nine months ended September 30,
	2025			2024

Cash flows from operating activities:
Net income	$	45,572		$	37,552

Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		3,544			3,182
Amortization of right-of-use asset		4,992			4,981
Net gain on sale of other real estate owned		(40	)		-
Writedown of other real estate owned		547			-
Provision for credit losses		1,200			1,600
Deferred tax expense		2,812			1,004
Net amortization of securities		680			902
Stock based compensation expense		925			463
Net gain on sale of bank premises and equipment		-			(23	)
(Increase) Decrease in taxes receivable		(5,732	)		2,897
Increase in interest receivable		(1,362	)		(817	)
Decrease in interest payable		(301	)		(86	)
Increase in other assets		(2,159	)		(3,149	)
Decrease in operating lease liabilities		(5,635	)		(5,399	)
(Decrease) Increase in accrued expenses and other liabilities		(3,910	)		1,996
Total adjustments		(4,439	)		7,551
Net cash provided by operating activities		41,133			45,103

Cash flows from investing activities:
Proceeds from sales, paydowns and calls of securities available for sale		54,469			54,486
Proceeds from paydowns of held to maturity securities		746			791
Purchases of securities available for sale		(76,113	)		(37,176	)
Proceeds from maturities of securities available for sale		70,050			60,000
Purchases of Federal Home Loan Bank stock		(94	)		(304	)
Net increase in loans		(93,367	)		(70,482	)
Proceeds from dispositions of other real estate owned		531			68
Proceeds from dispositions of bank premises and equipment		-			64
Purchases of bank premises and equipment		(9,480	)		(2,540	)
Net cash (used in) provided by investing activities		(53,258	)		4,907

Cash flows from financing activities:
Net increase (decrease) in deposits.		90,290			(86,586	)
Net change in short-term borrowings		12,968			2,460
Stock based award tax withholding payments		(11	)		-
Purchases of treasury stock		(16,871	)		(374	)
Dividends paid		(20,507	)		(20,549	)
Net cash provided by (used in) financing activities		65,869			(105,049	)
Net increase (decrease) in cash and cash equivalents		53,744			(55,039	)
Cash and cash equivalents at beginning of period		641,812			578,004
Cash and cash equivalents at end of period	$	695,556		$	522,965

Supplemental Disclosure of Cash Flow Information:
Cash paid during the year for:
Interest paid	$	68,385		$	68,456
Income taxes paid		14,368			8,869
Other non cash items:
Transfer of loans to other real estate owned		98			2,377
Increase in dividends payable		254			(7	)
Change in unrealized gain (loss) on securities available for sale-gross of deferred taxes		10,747			9,546
Change in deferred tax effect on unrealized (gain) loss on securities available for sale		(2,790	)		(2,466	)
Amortization of net actuarial gain and prior service cost on pension and postretirement plans		(1,542	)		(598	)
Change in deferred tax effect of amortization of net actuarial gain postretirement benefit plans		401			155

See accompanying notes to unaudited consolidated interim financial statements.

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TRUSTCO BANK CORP NY

Notes to Consolidated Interim Financial Statements

(Unaudited)

(1) Financial Statement Presentation

The unaudited Consolidated Interim Financial Statements of TrustCo Bank Corp NY (the “Company” or “TrustCo”) include the accounts of the Company’s subsidiary, Trustco Bank (also referred to as the “Bank”) and other subsidiaries after elimination of all significant intercompany accounts and transactions. Prior period amounts are reclassified when necessary to conform to the current period presentation. The net income reported for the three and nine months ended September 30, 2025 is not necessarily indicative of the results that may be expected for the year ending December 31, 2025, or any interim periods. These financial statements consider events that occurred through the date of filing.

In the opinion of the management of the Company, the accompanying unaudited Consolidated Interim Financial Statements contain all recurring adjustments necessary to present fairly the financial condition as of September 30, 2025, the results of operations for the three and nine months ended September 30, 2025 and 2024, and the cash flows for the nine months ended September 30, 2025 and 2024. The accompanying unaudited Consolidated Interim Financial Statements should be read in conjunction with the Company’s year-end audited Consolidated Financial Statements, including notes thereto, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. The accompanying unaudited Consolidated Interim Financial Statements have been prepared in accordance with the applicable rules of the Securities and Exchange Commission (the “SEC”) and, therefore, do not include all information and notes necessary for a complete presentation of financial condition, results of operations and cash flow activity required in accordance with accounting principles generally accepted in the United States. Results of operations for the nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

The accounting policies of the Company, as applied in the unaudited Consolidated Interim Financial Statements presented herein, are substantially the same as those followed on an annual basis in the Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 14, 2025.

Index

(2) Earnings Per Share

The Company computes earnings per share in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260, Earnings Per Share (“ASC 260”). A reconciliation of the component parts of earnings per share for the three and nine months ended September 30, 2025 and 2024 is as follows:

(in thousands, except per share data)	For the three months ended				For the nine months ended
	September 30,				September 30,
	2025		2024		2025		2024


Net income	$	16,258	$	12,875	$	45,572	$	37,552
Weighted average common shares		18,755		19,010		18,912		19,019
Effect of Dilutive Securities:
Stock Options and Restricted Stock Units		50		26		35		15
Weighted average common shares including potential dilutive shares		18,805		19,036		18,947		19,034

Basic EPS	$	0.87	$	0.68	$	2.41	$	1.97

Diluted EPS	$	0.86	$	0.68	$	2.41	$	1.97

For the three and nine months ended September 30, 2025 there were no weighted average antidilutive stock options excluded from dilutive earnings. For the three and nine months ended September 30, 2024 there were 22 thousand and 48 thousand, respectively, weighted average antidilutive stock options excluded from dilutive earnings. The stock options are antidilutive because the strike price is greater than the average fair value of the Company’s common stock.

Index

(3) Benefit Plans

The table below outlines the components of the Company’s net periodic benefit recognized during the three and nine months ended September 30, 2025 and 2024 for its pension and other post-retirement benefit plans:

	Three months ended September 30,
	Pension Benefits						Other Postretirement Benefits
(dollars in thousands)	2025			2024			2025			2024

Service cost	$	-		$	-		$	4		$	5
Interest cost		297			289			87			72
Expected return on plan assets		(862	)		(762	)		(380	)		(332	)
Amortization of net gain		(241	)		(19	)		(276	)		(184	)
Amortization of prior service cost		-			-			2			4
Net periodic benefit	$	(806	)	$	(492	)	$	(563	)	$	(435	)

	Nine months ended September 30,
	Pension Benefits						Other Postretirement Benefits
(dollars in thousands)	2025			2024			2025			2024

Service cost	$	-		$	-		$	13		$	14
Interest cost		890			867			260			216
Expected return on plan assets		(2,585	)		(2,286	)		(1,142	)		(995	)
Amortization of net gain		(723	)		(57	)		(828	)		(551	)
Amortization of prior service cost		-			-			9			10
Net periodic benefit	$	(2,418	)	$	(1,476	)	$	(1,688	)	$	(1,306	)

The Company does not expect to contribute to its pension and post-retirement benefit plans in 2025. As of September 30, 2025, no contributions have been made; however, this decision is reviewed each quarter and is subject to change based upon market conditions.

Since 2003, the Company has not subsidized retiree medical insurance premiums. However, it continues to provide medical benefits and post-retirement medical benefits to a limited number of current and retired executives in accordance with the terms of their employment contracts.

Index

(4) Investment Securities

(a) Debt Securities available for sale

The amortized cost and fair value of the debt securities available for sale are as follows:

	September 30, 2025
			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(dollars in thousands)	Cost		Gains		Losses		Value

U.S. government sponsored enterprises	$	51,916	$	30	$	389	$	51,557
State and political subdivisions		18		-		-		18
Mortgage backed securities and collateralized mortgage obligations - residential		232,672		528		17,734		215,466
Corporate bonds		39,970		40		210		39,800
Small Business Administration - guaranteed participation securities		13,138		-		808		12,330
Other		689		12		-		701
Total Securities Available for Sale	$	338,403	$	610	$	19,141	$	319,872

	December 31, 2024
			Gross		Gross
	Amortized		Unrealized		Unrealized		Fair
(dollars in thousands)	Cost		Gains		Losses		Value

U.S. government sponsored enterprises	$	86,833	$	4	$	1,220	$	85,617
State and political subdivisions		18		-		-		18
Mortgage backed securities and collateralized mortgage obligations - residential		239,420		114		26,406		213,128
Corporate bonds		45,033		-		452		44,581
Small Business Administration - guaranteed participation securities		15,471		-		1,330		14,141
Other		688		12		-		700

Total Securities Available for Sale	$	387,463	$	130	$	29,408	$	358,185

The following table categorizes the debt securities included in the available for sale portfolio as of September 30, 2025, based on the securities’ final maturity. Actual maturities may differ because of securities prepayments and the right of certain issuers to call or prepay their obligations without penalty. Debt securities not due at a single maturity date are presented separately:

	Amortized		Fair
(dollars in thousands)	Cost		Value

Due in one year or less	$	24,961	$	24,622
Due after one year through five years		45,652		45,594
Due after five years through ten years		21,980		21,860
Mortgage backed securities and collateralized mortgage obligations - residential		232,672		215,466
Small Business Administration - guaranteed participation securities		13,138		12,330
	$	338,403	$	319,872

Index

Gross unrealized losses on debt securities available for sale and the related fair values aggregated by the length of time that individual securities have been in an unrealized loss position, were as follows:

	September 30, 2025
	Less than				12 months
	12 months				or more				Total
			Gross				Gross				Gross
	Fair		Unrealized		Fair		Unrealized		Fair		Unrealized
(dollars in thousands)	Value		Loss		Value		Loss		Value		Loss

U.S. government sponsored enterprises	$	6,987	$	13	$	34,537	$	376	$	41,524	$	389
Mortgage backed securities and collateralized mortgage obligations - residential		-		-		184,496		17,734		184,496		17,734
Corporate bonds		24,770		210		-		-		24,770		210
Small Business Administration - guaranteed participation securities		-		-		12,330		808		12,330		808

Total	$	31,757	$	223	$	231,363	$	18,918	$	263,120	$	19,141

	December 31, 2024
	Less than				12 months
	12 months				or more				Total
			Gross				Gross				Gross
	Fair		Unrealized		Fair		Unrealized		Fair		Unrealized
(dollars in thousands)	Value		Loss		Value		Loss		Value		Loss

U.S. government sponsored enterprises	$	11,961		38	$	68,651	$	1,182	$	80,612	$	1,220
Mortgage backed securities and collateralized mortgage obligations - residential		12,346		280		194,636		26,126		206,982		26,406
Corporate bonds		-		-		44,581		452		44,581		452
Small Business Administration - guaranteed participation securities		-		-		14,141		1,330		14,141		1,330

Total	$	24,307		318	$	322,009	$	29,090	$	346,316	$	29,408

There was no allowance for credit losses recorded for debt securities available for sale during the three and nine months ended September 30, 2025 and 2024.

Index

The proceeds from sales and calls and maturities of debt securities available for sale, gross realized gains and gross realized losses from sales and calls during the three and nine months ended September 30, 2025 and 2024 are as follows:

	Three months ended September 30,
(dollars in thousands)	2025		2024

Proceeds from sales	$	-	$	-
Proceeds from calls/paydowns		30,105		33,992
Proceeds from maturities		10,000		5,000
Gross realized gains		-		-
Gross realized losses		-		-

	Nine months ended September 30,
	2025		2024
(dollars in thousands)

Proceeds from sales		-		-
Proceeds from calls/paydowns		54,469		54,486
Proceeds from maturities		70,050		60,000
Gross realized gains		-		-
Gross realized losses		-		-

There were no transfers of debt securities available for sale during the three and nine months ended September 30, 2025 and 2024.

(b) Held to maturity securities

The amortized cost and fair value of the held to maturity securities are as follows:

	September 30, 2025
			Gross		Gross
	Amortized		Unrecognized		Unrecognized		Fair
(dollars in thousands)	Cost		Gains		Losses		Value

Mortgage backed securities and collateralized mortgage obligations - residential	$	4,593	$	84	$	48	$	4,629
Total held to maturity	$	4,593	$	84	$	48	$	4,629

	December 31, 2024
			Gross		Gross
	Amortized		Unrecognized		Unrecognized		Fair
(dollars in thousands)	Cost		Gains		Losses		Value


Mortgage backed securities and collateralized mortgage obligations - residential	$	5,365	$	45	$	104	$	5,306
Total held to maturity	$	5,365	$	45	$	104	$	5,306

Index

The following table categorizes the debt securities included in the held to maturity portfolio as of September 30, 2025, based on the securities’ final maturity. Actual maturities may differ because of securities prepayments and the right of certain issuers to call or prepay their obligations without penalty. Debt securities not due at a single maturity date are presented separately:

(dollars in thousands)	Amortized		Fair
	Cost		Value
Mortgage backed securities and collateralized mortgage obligations - residential	$	4,593	$	4,629
	$	4,593	$	4,629

Gross unrecognized losses on held to maturity securities and the related fair values aggregated by the length of time that individual securities have been in an unrecognized loss position, were as follows:

	September 30, 2025
	Less than				12 months
(dollars in thousands)	12 months				or more				Total
			Gross				Gross				Gross
	Fair		Unrec.		Fair		Unrec.		Fair		Unrec.
	Value		Loss		Value		Loss		Value		Loss
Mortgage backed securities and collateralized mortgage obligations - residential	$	-	$	-	$	1,764	$	48	$	1,764	$	48

Total	$	-	$	-	$	1,764	$	48	$	1,764	$	48

	December 31, 2024
	Less than				12 months
(dollars in thousands)	12 months				or more				Total
			Gross				Gross				Gross
	Fair		Unrec.		Fair		Unrec.		Fair		Unrec.
	Value		Loss		Value		Loss		Value		Loss

Mortgage backed securities and collateralized mortgage obligations - residential	$	592	$	7	$	2,047	$	97	$	2,639	$	104

Total	$	592	$	7	$	2,047	$	97	$	2,639	$	104

There were no sales or transfers of held to maturity securities during the three and nine months ended September 30, 2025 and 2024.

There was no allowance for credit losses recorded for held to maturity securities as of September 30, 2025 and December 31, 2024. There was no credit loss expense recorded for held to maturity securities for the three and nine months ended September 30, 2025 and 2024. As of September 30, 2025, there were no securities on non-accrual status and all securities were performing in accordance with contractual terms.

During the second quarter of 2024, Visa Inc. accepted the Company’s tender of its 6,528 shares of Visa Class B-1 common stock in exchange for a combination of Visa Class B-2 common stock and Visa Class C common stock. As a result of the exchange, the Company marked its Visa Class C common stock to fair value and recorded a gain of $1.4 million based on the conversion privilege of the Visa Class C common stock and the closing price of Visa Class A common stock on June 28, 2024 of $262.47 per share. In 2024, Company’s Visa Class C shares were marked to fair value on a recurring basis using the Visa Class A shares as evidence of orderly transactions between market participants for similar securities issued by Visa. The Company originally obtained the shares in 2008. The carrying value of the Visa Class B-2 shares is nominal as of September 30, 2025 and there was no activity during the three and nine months ended September 30, 2025.

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(d) Securities in an unrealized loss position

As of September 30, 2025, the Company’s securities portfolio included certain securities which were in an unrealized loss position, and are discussed below.

U.S. government sponsored enterprises:

In the case of unrealized losses on U.S. government sponsored enterprises, because the decline in fair value is attributable to changes in interest rates, and not credit quality, and because the Company does not have the intent to sell these securities and it is likely that it will not be required to sell the securities before their anticipated recovery, the securities are investment grade rated and there were no material underlying credit downgrades during the third quarter of 2025. As of September 30, 2025, 8 out of 10 securities were in an unrealized loss position. All securities are performing.

Mortgage-backed securities and collateralized mortgage obligations – residential:

At September 30, 2025, all mortgage-backed securities and collateralized mortgage obligations held by the Company were issued by U.S. government sponsored entities and agencies, primarily Ginnie Mae, Fannie Mae and Freddie Mac, institutions which the government has affirmed its commitment to support. Because the decline in fair value is attributable to changes in interest rates, and not credit quality, and because the Company does not have the intent to sell these securities and it is likely that it will not be required to sell the securities before their anticipated recovery, the securities are investment grade rated and there were no material underlying credit downgrades during the third quarter of 2025. As of September 30, 2025, 108 out of 120 securities were in an unrealized loss position. All securities are performing.

Small Business Administration (SBA) - guaranteed participation securities:

At September 30, 2025, all of the SBA securities held by the Company were issued and guaranteed by the U.S. Small Business Administration. Because the decline in fair value is attributable to changes in interest rates, and not credit quality, and because the Company does not have the intent to sell these securities and it is likely that it will not be required to sell the securities before their anticipated recovery, the securities are investment grade rated and there were no material underlying credit downgrades during the third quarter of 2025. As of September 30, 2025, 8 out of 8 securities were in an unrealized loss position. All securities are performing.

Corporate Bonds:

At September 30, 2025, corporate bonds held by the Company are investment grade quality. Because the decline in fair value is attributable to changes in interest rates, and not credit quality, and because the Company does not have the intent to sell these securities and it is likely that it will not be required to sell the securities before their anticipated recovery, the securities are investment grade rated and there were no material underlying credit downgrades during the third quarter of 2025. As of September 30, 2025, 3 out of 7 securities were in an unrealized loss position. All securities are performing.

Index

(5) Loan Portfolio and Allowance for Credit Losses

The following tables presents loans by portfolio segment:

	September 30, 2025
(dollars in thousands)	New York and
	other states*		Florida		Total
Commercial:
Commercial real estate	$	245,585	$	48,470	$	294,055
Other		17,436		-		17,436
Real estate mortgage - 1 to 4 family:
First mortgages		2,767,044		1,591,761		4,358,805
Home equity loans		45,611		16,397		62,008
Home equity lines of credit		258,629		188,606		447,235
Installment		8,998		3,233		12,231
Total loans, net	$	3,343,303	$	1,848,467		5,191,770
Less: Allowance for credit losses on loans						51,891
Net loans					$	5,139,879

*Includes New York, New Jersey, Vermont and Massachussetts.

	December 31, 2024
(dollars in thousands)	New York and
	other states*		Florida		Total
Commercial:
Commercial real estate	$	227,771	$	39,529	$	267,300
Other		19,144		413		19,557
Real estate mortgage - 1 to 4 family:
First mortgages		2,741,334		1,590,229		4,331,563
Home equity loans		43,096		13,643		56,739
Home equity lines of credit		235,939		173,322		409,261
Installment		9,885		3,753		13,638
Total loans, net	$	3,277,169	$	1,820,889		5,098,058
Less: Allowance for credit losses on loans						50,248
Net loans					$	5,047,810

*Includes New York, New Jersey, Vermont and Massachussetts.

Included in commercial loans above are Paycheck Protection Program loans totaling $97 thousand and $241 thousand as of September 30, 2025 and December 31, 2024, respectively.

At September 30, 2025 and December 31, 2024, the Company had approximately $41.6 million and $29.7 million of real estate construction loans, respectively. Of the $41.6 million in real estate construction loans at September 30, 2025, approximately $11.5 million are secured by first mortgages to residential borrowers while approximately $30.1 million are to commercial borrowers for residential construction projects. Of the $29.7 million in real estate construction loans at December 31, 2024, approximately $10.7 million were secured by first mortgages to residential borrowers while approximately $19.0 million were to commercial borrowers for residential construction projects. The vast majority of construction loans were in the Company’s New York market.

Index

Allowance for credit losses on loans

The level of the ACLL is based on factors that influence management’s current estimate of expected credit losses, including past events and current conditions. There were no changes in the Company’s methodology for the allowance for credit losses on loans for the period ended September 30, 2025. The Company selected the baseline economic forecast for the allowance for credit losses based on current market conditions and portfolio trends. In addition, the Company’s four quarter forecast period and four quarter straight line reversion has not changed for the period ended September 30, 2025.

The Company recorded a provision for credit losses of $250 thousand for the three months ended September 30, 2025, which is the result a provision for credit losses on loans of $450 thousand, and a benefit for credit losses on unfunded commitments of $200 thousand. The Company recorded a provision for credit losses of $1.2 million for the nine months ended September 30, 2025, which is the result of a provision for credit losses on loans of $1.2 million, and no provision for credit losses on unfunded commitments.

The Company recorded a provision for credit losses of $500 thousand for the three months ended September 30, 2024, which is the result a provision for credit losses on loans of $400 thousand, and a provision for credit losses on unfunded commitments of $100 thousand. The Company recorded a provision for credit losses of $1.6 million for the nine months ended September 30, 2024, which is the result of a provision for credit losses on loans of $1.5 million, and a provision for credit losses on unfunded commitments of $100 thousand.

Activity in the allowance for credit losses on loans by portfolio segment for the three months ended September 30, 2025 and 2024 is summarized as follows:

	For the three months ended September 30, 2025
(dollars in thousands)				Real Estate
				Mortgage-
	Commercial			1 to 4 Family			Installment		Total
Balance at beginning of period	$	3,134		$	47,877		$	254	$	51,265
Loans charged off:
New York and other states*		-			-			2		2
Florida		-			-			20		20
Total loan chargeoffs		-			-			22		22

Recoveries of loans previously charged off:
New York and other states*		-			194			4		198
Florida		-			-			-		-
Total recoveries		-			194			4		198
Net loans (recoveries) charged off		-			(194	)		18		(176	)
Provision (credit) for credit losses		(3	)		446			7		450
Balance at end of period	$	3,131		$	48,517		$	243	$	51,891

* Includes New York, New Jersey, Vermont and Massachusetts.

Index

	For the three months ended September 30, 2024
(dollars in thousands)				Real Estate
				Mortgage-
	Commercial			1 to 4 Family		Installment		Total
Balance at beginning of period	$	3,429			46,129		214		49,772
Loans charged off:
New York and other states*		65			194		17		276
Florida		-			-		42		42
Total loan chargeoffs		65			194		59		318

Recoveries of loans previously charged off:
New York and other states*		-			90		6		96
Florida		-			-		-		-
Total recoveries		-			90		6		96
Net loan charged off		65			104		53		222
Provision (credit) for credit losses		(12	)		367		45		400
Balance at end of period	$	3,352			46,392		206		49,950

* Includes New York, New Jersey, Vermont and Massachusetts.

Activity in the allowance for credit losses on loans by portfolio segment for the nine months ended September 30, 2025 and 2024 is summarized as follows:

	For the nine months ended September 30, 2025
(dollars in thousands)				Real Estate
				Mortgage-
	Commercial			1 to 4 Family			Installment		Total
Balance at beginning of period	$	3,420		$	46,636		$	192	$	50,248
Loans charged off:
New York and other states*		4			99			49		152
Florida		-			-			129		129
Total loan chargeoffs		4			99			178		281

Recoveries of loans previously charged off:
New York and other states*		7			373			29		409
Florida		315			-			-		315
Total recoveries		322			373			29		724
Net loans (recoveries) charged off		(318	)		(274	)		149		(443	)
Provision (Credit) for credit losses		(607	)		1,607			200		1,200
Balance at end of period	$	3,131		$	48,517		$	243	$	51,891

* Includes New York, New Jersey, Vermont and Massachusetts.

Index

	For the nine months ended September 30, 2024
(dollars in thousands)			Real Estate
			Mortgage-
	Commercial		1 to 4 Family			Installment		Total
Balance at beginning of period	$	2,735		45,625			218		48,578
Loans charged off:
New York and other states*		65		311			71		447
Florida		-		17			49		66
Total loan chargeoffs		65		328			120		513

Recoveries of loans previously charged off:
New York and other states*		-		359			26		385
Florida		-		-			-		-
Total recoveries		-		359			26		385
Net loans charged off (recoveries)		65		(31	)		94		128
Provision for credit losses		682		736			82		1,500
Balance at end of period	$	3,352		46,392			206		49,950

* Includes New York, New Jersey, Vermont and Massachusetts.

The following tables present the balance in the allowance for credit losses on loans by portfolio segment and based on impairment evaluation as of September 30, 2025 and December 31, 2024:

	As of September 30, 2025
(dollars in thousands)			1-to-4 Family
	Commercial		Residential		Installment
	Loans		Real Estate		Loans		Total
Allowance for credit losses on loans:
Ending allowance balance attributable to loans:
Individually evaluated for impairment	$	-	$	-	$	-	$	-
Collectively evaluated for impairment		3,131		48,517		243		51,891

Total ending allowance balance	$	3,131	$	48,517	$	243	$	51,891


Loans:
Individually evaluated for impairment	$	386	$	22,621	$	30	$	23,037
Collectively evaluated for impairment		311,105		4,845,427		12,201		5,168,733

Total ending loans balance	$	311,491	$	4,868,048	$	12,231	$	5,191,770

	As of December 31, 2024
(dollars in thousands)			1-to-4 Family
	Commercial		Residential		Installment
	Loans		Real Estate		Loans		Total
Allowance for credit losses on loans:
Ending allowance balance attributable to loans:
Individually evaluated for impairment	$	-		-		-		-
Collectively evaluated for impairment		3,420		46,636		192		50,248

Total ending allowance balance	$	3,420		46,636		192		50,248


Loans:
Individually evaluated for impairment	$	443		23,835		112		24,390
Collectively evaluated for impairment		286,414		4,773,728		13,526		5,073,668

Total ending loans balance	$	286,857		4,797,563

TRUSTCO BANK CORP N Y 10-Q