Ponce Financial Group Inc 2025年度报告

Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ 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 12months (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 ofthis 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, smaller reporting company, or an emerging growth company. Seethe definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 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 financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act.☐Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262 (b)) by the registered public accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction ofan error to previously issued financial statements.☐Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of March 11, 2026, the registrant had 24,156,831 shares of common stock, $0.01par value per share, outstanding. Auditor Name: Forvis Mazars, LLP Table of Contents PART I Item 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety Disclosures PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities51Item 6. [Reserved]51Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations52Item 7A. Quantitative and Qualitative Disclosures About Market Risk69Item 8. Financial Statements and Supplementary Data70Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure121Item 9A. Controls and Procedures121Item 9B. Other Information121Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspection122 PART III Item 10. Directors, Executive Officers and Corporate Governance123Item 11. Executive Compensation123Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters123Item 13. Certain Relationships and Related Transactions, and Director Independence123Item 14. Principal Accounting Fees and Services123 PART IV Item 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-K Summary CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This annual report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of1995, which can be identified by the use of words such as “estimate,” “project,” “intend,” “anticipate,” “assume,” “plan,” “seek,”“expect,” “will,” “may,” “should,” “indicate,” “would,” “believe,” “contemplate,” “continue,” “target” and words of similar meaning.These forward-looking statements include, but are not limited to: •statements of the Company’s goals, intentions and expectations; •statements regarding our business plans, prospects, growth and operating strategies;•statements regarding the quality of its loan and investment portfolios; and•estimates of the risks and future costs and benefits. These forward-looking statements are based on current beliefs and expectations and are inherently subject to significant business,economic and competitive uncertainties and contingencies, many of which are beyond the Company's control. In addition, theseforward-l