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PRE-MKT · 04:35 ET
Market ClerkRecap
Mon Oct 26 · pre-market1 signal on Oct 2494 insider buys this week · $48.3MCIRO short report next: Oct 31The week ahead

CMTV

COMMUNITY BANCORP /VT
NASDAQ · FINANCIALS · NATIONAL COMMERCIAL BANKS
42.31
−1.12 −2.58%
USD · close Oct 23

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How CMTV rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
75%
of sentences unchanged
Added
24
new sentences
Dropped
31
sentences removed
Length
−83
words, now 5,404

New in FY2025

  • If the interest rate we pay on deposits and other borrowings increases or reprices at a faster rate than the interest rate we earn on loans and other investments, our net interest income and therefore earnings, could be adversely affected.
  • In loan default situations, we may acquire real estate or other assets, if any, that secure the loan, through foreclosure or other similar available remedies, and the amount owed under the defaulted loan could exceed the value of the collateral acquired, including the costs associated with liquidating the collateral.
  • Determining the amount of the ACL inherently involves a high degree of subjectivity and requires us to weigh various quantitative and qualitative factors and to make significant estimates of current credit risks and trends, all of which may undergo material changes.
  • Therefore, our ability to pay dividends on our common stock and to service our subordinated debentures, depends on the dividends we receive from the Bank.
  • Our failure to pay dividends on our common stock or our failure to service our debt could have a material adverse effect on the market price of our common stock.
  • Moreover, if sufficient dividend funding from the Bank is not available to cover all our requirements, we would be obligated first to pay interest and, if applicable, principal on our debentures before making any dividend payments on our common stock.
  • The Company and the Bank met these requirements as of December 31, 2025.
  • At December 31, 2025, our goodwill totaled approximately $11.6 million, created in connection with the LyndonBank acquisition in 2007.
  • We last completed a goodwill impairment analysis as of December 31, 2025, and concluded goodwill was not impaired.
  • Our investment in tax credit partnerships and other structures may not generate expected or anticipated returns, which could have an adverse impact on our results of operations and financial condition.
  • We periodically invest in tax credit partnerships and other structures that generate federal income tax credits.
  • Should we not be able to realize the tax credits and other benefits associated with such investments, our results of operations and financial condition could be negatively affected RISKS RELATING TO OUR COMMON STOCK Although our common stock is now exchange-listed, our trading volume is less than that of larger public companies, which can contribute to volatility in our stock price and adversely affect the price and liquidity of an investment in our common stock.
  • Effective with the opening of trading on February 2, 2026, our common stock is listed for trading on the Capital Market tier of The Nasdaq Stock Market LLC (“Nasdaq”) under the trading symbol “CMTV.” Previous to the Nasdaq listing, our stock was traded under the same symbol on the OTC QX platform maintained by the OTC Markets Group, Inc.
  • Historically, trading in our common stock on the OTC QX platform was characterized by relatively low trading volume.
  • The lack of an active public market in a stock means that the stock may be subject to sudden and exaggerated price fluctuations, as individual trades have a greater effect on the trading price than would be the case in a broad public market with significant daily trading volume.
  • Although the listing of our common stock on Nasdaq may increase our trading volume somewhat compared to trading on the OTC QX platform, there can be no assurance that that a public trading market in our stock having the desired characteristics of depth, liquidity and orderliness will develop or be sustained over time, as such a trading market depends on the presence in the marketplace of numerous buyers and sellers of the stock at any given time, which in turn depends on the individual decisions of investors and general economic and market conditions over which we have no control.
  • Therefore, a shareholder may be unable to sell our common stock at or above the price at which it was purchased, or at or above the current market price or at the time of his or her choosing, and it may be difficult for a shareholder to dispose of a large number of shares of our stock at desired pricing or on a desired timetable.
  • Our common stock is subordinate to our existing and future indebtedness and to any preferred stock we may issue in the future.
  • As such, our common stock ranks junior to all our customer deposits and other indebtedness, whether now existing or hereafter incurred, including our subordinated debentures, and other non-equity claims on us, with respect to assets available to satisfy claims.
  • In addition, if we issue preferred stock in the future, our common stock would be junior in priority to such preferred shares, including with respect to dividend, liquidation and/or voting rights if we issue preferred stock in the future.
  • Channels for marketing and delivering financial products and services to our customers are evolving rapidly, with less reliance on traditional branch facilities and more use of online and mobile banking.
  • Our future effective tax rates and tax liabilities could be unfavorably affected by increases in applicable tax rates and by other changes in federal or state tax laws, regulations and agency interpretations.
  • Banks, securities firms, and insurance companies are able to combine under a “financial holding company” umbrella.
  • These risks include, but are not limited to: strategic, interest-rate, credit, liquidity, operations, pricing, compliance, litigation, and cybersecurity.

Gone since FY2024

  • If the interest rate we pay on deposits and other borrowings increases at a faster rate than the interest rate we earn on loans and other investments, our net interest income and therefore earnings, could be adversely affected.
  • In loan default situations, we may acquire real estate or other assets, if any, that secure the loan, through foreclosure or other similar available remedies, and the amount owed under the defaulted loan could exceed the value of the collateral acquired.
  • Determining the amount of the ACL inherently involves a high degree of subjectivity and requires us to make significant estimates of current credit risks and trends, all of which may undergo material changes.
  • Therefore, our ability to pay dividends on our common and preferred stock and to service our subordinated debentures, depends on the dividends we receive from the Bank.
  • Our failure to pay dividends on our common or preferred stock or our failure to service our debt could have a material adverse effect on the market price of our common stock.
  • Moreover, if sufficient dividend funding from the Bank is not available to cover all our requirements, we would be obligated first to pay interest and, if applicable, principal on our debentures and then to pay dividends on our preferred stock before making any dividend payments on our common stock.
  • The Company and the Bank met these requirements as of December 31, 2024.
  • At December 31, 2024, our goodwill totaled approximately $11.6 million, created in connection with the LyndonBank acquisition in 2007.
  • We last completed a goodwill impairment analysis as of December 31, 2024, and concluded goodwill was not impaired.
  • Our investment in tax credit partnerships may not generate expected or anticipated returns, which could have an adverse impact on our results of operations and financial condition.
  • We periodically invest in tax credit partnerships that generate federal income tax credits.
  • Should we not be able to realize the tax credits and other benefits associated with such investments, our results of operations and financial condition could be negatively affected RISKS RELATING TO OUR COMMON STOCK Our common stock is not exchange-listed and our trading volume is less than that of larger public companies, which can contribute to volatility in our stock price and adversely affect the price and liquidity of an investment in our common stock.
  • Our common stock is included in the OTC QX market tier maintained by the OTC Markets Group, Inc. under the trading symbol CMTV, but is not traded on any securities exchange.
  • Bid and ask quotations and trades in our stock made by certain brokerage firms are reported through the OTC Link ® Alternative Trading System (ATS) maintained by a subsidiary of the OTC Markets Group, Inc.
  • However, trading in our stock is sporadic.
  • A public trading market for a particular class of stock having the desired characteristics of depth, liquidity and orderliness depends on the presence in the marketplace of numerous buyers and sellers of that stock at any given time, which in turn depends on the individual decisions of investors and general economic and market conditions over which issuers have no control.
  • The trading market in our stock does not exhibit these characteristics.
  • The trading history of our common stock has been characterized by relatively low trading volume.
  • This lack of an active public market means that the value of a shareholder’s investment in our common stock may be subject to sudden and exaggerated fluctuations, as individual trades have a greater effect on our reported trading price than would be the case in a broad public market with significant daily trading volume.
  • The market price of our common stock may also be subject to fluctuations in response to numerous other factors, including the other factors discussed in this report, regardless of our actual operating performance.
  • The possibility of such fluctuations occurring is increased due to the illiquid nature of the trading market in our common stock.
  • Therefore, a shareholder may be unable to sell our common stock at or above the price at which it was purchased, or at or above the current market price or at the time of his or her choosing.
  • This illiquid trading market also makes it particularly difficult for a shareholder to dispose of a large number of shares of our stock at desired pricing or on a desired timetable.
  • Our common stock is subordinate to our existing and future indebtedness and preferred stock.
  • As such, our common stock ranks junior to all our customer deposits and other indebtedness, whether now existing or hereafter incurred, and to our subordinated debentures, and other non-equity claims on us, with respect to assets available to satisfy claims.
  • In addition, our common stock is junior in priority, including with respect to dividend and liquidation rights, to our outstanding shares of Series A Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock.
  • Further, the common stock will be subject to the prior liquidation rights of the holders of any debt we may issue in the future and may be subject to the prior dividend and liquidation rights of any series of preferred stock we may issue in the future.
  • Channels for delivering financial products and services to our customers are evolving rapidly, with less reliance on traditional branch facilities and more use of online and mobile banking.
  • Our future effective tax rates and tax liabilities could be unfavorably affected by increases in applicable tax rates, such as from the expiration of the 2017 Tax Act rate reductions in 2025 if not reauthorized by Congress, and by other changes in federal or state tax laws, regulations and agency interpretations.
  • Banks, securities firms, and insurance companies can now combine under a “financial holding company” umbrella.
  • These risks include, but are not limited to: strategic, interest-rate, credit, liquidity, operations, pricing, reputation, compliance, litigation, and cybersecurity.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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