Kearny Financial Corp. (KRNY)

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

This Quarterly Report on Form 10-Q may include certain forward-looking statements based on current management expectations. Such forward-looking statements may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may”, “will”, “believe”, “expect”, “estimate”, “anticipate”, “continue”, or similar terms or variations on those terms, or the negative of those terms. The actual results of the Company could differ materially from those management expectations. This includes statements regarding general economic and geopolitical conditions, including military conflicts, potential recessionary conditions and the imposition of tariffs or other domestic or international governmental policies and any retaliatory responses, legislative and regulatory changes, monetary and fiscal policies of the federal government, the effects of any federal government shutdown, changes in tax policies, rates and regulations of federal, state and local tax authorities and failure to integrate or profitably operate acquired businesses. Additional potential factors include changes in interest rates, the rate of inflation, deposit flows, cost of funds, demand for loan products and financial services, competition and changes in the quality or composition of loan and investment portfolios of the Company. Other factors that could cause future results to vary from current management expectations include changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors affecting the Company’s operations, markets, products, services and prices. Further description of the risks and uncertainties to the business are included in this Quarterly Report on Form 10-Q and in the Company’s Annual Report on Form 10-K for the year ended June 30, 2025, under “Item 1A. Risk Factors.”

Except as required by applicable law or regulation, the Company does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.

Critical Accounting Policies

Our accounting policies are integral to understanding the results reported. We consider accounting policies that require management to exercise significant judgment or discretion or to make significant assumptions that have, or could have, a material impact on the carrying value of certain assets or on income to be critical accounting policies. At March 31, 2026, there have been no material changes to our critical accounting policies as compared to the critical accounting policies disclosed in our most recent Annual Report on Form 10-K. Reference is made to Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the year ended June 30, 2025.

Comparison of Financial Condition at March 31, 2026 and June 30, 2025

Executive Summary. Total assets decreased $132.8 million to $7.61 billion at March 31, 2026 from $7.74 billion at June 30, 2025. The decrease primarily reflected decreases in net loans receivable, cash and cash equivalents, and investment securities.

Investment Securities. Investment securities available for sale decreased $29.6 million to $983.3 million at March 31, 2026, from $1.01 billion at June 30, 2025. This decrease was driven by principal repayments of $243.2 million, partially offset by purchases of $198.1 million and a $15.3 million increase in the fair value of the portfolio to a net unrealized loss of $96.8 million.

Investment securities held to maturity decreased $9.6 million to $110.6 million at March 31, 2026 from $120.2 million at June 30, 2025. This decrease was driven by principal repayments of $9.7 million.

Additional information regarding our investment securities at March 31, 2026 and June 30, 2025 is presented in Note 4 to the unaudited consolidated financial statements.

Loans Held-for-Sale. Loans held-for-sale totaled $12.2 million at March 31, 2026 as compared to $5.9 million at June 30, 2025 and are reported separately from the balance of net loans receivable. During the nine months ended March 31, 2026, we sold $86.1 million of residential mortgage loans, resulting in a gain on sale of $616,000.

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Net Loans Receivable. Net loans receivable decreased $32.3 million, or 0.6%, to $5.73 billion at March 31, 2026 from $5.77 billion at June 30, 2025. Details regarding the change in the loan portfolio, by loan segment, are presented below:

Commercial loan origination volume for the nine months ended March 31, 2026 totaled $284.2 million, comprised of $107.8 million of commercial mortgage loan originations, $90.5 million of commercial business loan originations and construction loan disbursements of $86.0 million. Purchases of commercial business loans totaled $68.7 million for the same period.

One- to four-family residential mortgage loan origination volume, excluding loans held-for-sale, totaled $90.5 million for the nine months ended March 31, 2026. Purchases of residential mortgage loans totaled $36.3 million for the same period. Home equity loan and line of credit origination volume for the same period totaled $29.4 million.

Loan-to-value (“LTV”) ratios are based on current period loan balances and original appraised values at the time of origination unless a current appraisal has been obtained as a result of the loan being deemed collateral dependent and individually analyzed. The following table sets forth the composition of our real estate secured loans indicating the LTV, by loan category, at March 31, 2026 and June 30, 2025:

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(1)At March 31, 2026 and June 30, 2025, nonresidential mortgage includes $920,630 and $891,995, respectively, of non-owner occupied commercial real estate (“CRE”) loans with an LTV of 53% in each period, and includes $91,792 and $94,561, respectively, of owner occupied CRE loans with an LTV of 47% and 48%, respectively.

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Additional information about our loan portfolio at March 31, 2026 and June 30, 2025 is presented in Note 5 to the unaudited consolidated financial statements.

Nonperforming Assets. Nonperforming assets increased $6.8 million to $52.4 million, or 0.69% of total assets, at March 31, 2026, from $45.6 million, or 0.59% of total assets, at June 30, 2025, respectively. The increase in nonperforming assets was largely attributable to an increase in nonperforming multi-family mortgage loans, partially offset by a decrease in nonperforming residential mortgage loans.

Additional information about our nonperforming loans and loan modifications at March 31, 2026 and June 30, 2025 is presented in Note 5 to the unaudited consolidated financial statements.

Allowance for Credit Losses (“ACL”). At March 31, 2026 the ACL totaled $44.7 million, or 0.77% of total loans, compared to $46.2 million, or 0.79% of total loans, at June 30, 2025. The decrease for the nine months ended March 31, 2026 was largely attributable to net charge-offs of $2.3 million, partially offset by a provision for credit losses of $876,000.

Additional information about our ACL at March 31, 2026 and June 30, 2025 is presented in Note 6 to the unaudited consolidated financial statements.

Other Assets. The aggregate balance of other assets, including premises and equipment, FHLB stock, interest receivable, goodwill, core deposit intangibles, bank owned life insurance (“BOLI”), deferred income taxes, and other assets, decreased $24.0 million to $643.3 million at March 31, 2026 from $667.3 million at June 30, 2025. The decrease in the balance of these other assets during the nine months ended March 31, 2026 primarily reflected a decrease in the market value of interest rate derivatives, a decrease in FHLB stock and a decrease in properties held for sale, partially offset by an increase in BOLI. The remaining change generally reflected normal operating fluctuations within these line items.

Deposits. Total deposits increased $53.9 million, or 0.9%, to $5.73 billion at March 31, 2026 from $5.68 billion at June 30, 2025. Included in total deposits are retail and brokered time deposits of $1.20 billion and $757.2 million, respectively, at March 31, 2026, and $1.22 billion and $757.7 million, respectively, at June 30, 2025. The increase in non-interest bearing demand deposits was largely the result of migrating $69.8 million from a consumer interest bearing product to a non-interest bearing product as part of our repricing strategy. The following table sets forth the distribution of, and changes in, deposits, by type, for the periods indicated:

Uninsured deposits totaled $2.20 billion as of March 31, 2026 compared to $1.99 billion as of June 30, 2025. Excluding collateralized deposits of state and local governments, and deposits of the Bank’s wholly-owned subsidiary and holding company, uninsured deposits totaled $839.0 million, or 14.7% of total deposits, at March 31, 2026 compared to $813.8 million, or 14.3% of total deposits, at June 30, 2025.

Additional information about our deposits at

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

This discussion and analysis reflects Kearny Financial Corp.’s consolidated financial statements and other relevant statistical data, and is intended to enhance your understanding of our financial condition and results of operations. You should read the information in this section in conjunction with the business and financial information regarding Kearny Financial Corp. and the audited consolidated financial statements and notes thereto contained in this Annual Report on Form 10-K.

Critical Accounting Policies and Estimates

Our accounting policies are integral to understanding the results reported. We describe them in detail in Note 1 to our audited consolidated financial statements. In preparing the audited consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the dates of the Consolidated Statements of Financial Condition and revenues and expenses for the periods then ended. Actual results could differ significantly from those estimates. Material estimates that are particularly susceptible to significant changes relate to the determination of the allowance for credit losses and goodwill.

Allowance for Credit Losses. The determination of our allowance for credit losses on loans (“ACL”) is considered a critical accounting estimate by management because of the high degree of judgment involved in determining qualitative loss factors, the subjectivity of the assumptions used, and the potential for changes in the forecasted economic environment that could result in changes to the amount of the recorded ACL. See Note 1 to our audited consolidated financial statements for a detailed discussion of our accounting policies and methodologies for establishing the ACL.

Management believes the following information may enable investors to better understand the changes in our ACL. Our ACL totaled $46.2 million and $44.9 million at June 30, 2025 and 2024, respectively. The $1.3 million increase in our ACL was largely attributable to an increase in reserves for individually evaluated loans. The quantitative component of our ACL, which is largely based on the national unemployment rate forecast, decreased $1.2 million. The qualitative component of our ACL, which is largely based on management’s judgment of qualitative loss factors, increased $0.9 million.

Our ACL totaled $46.2 million at June 30, 2025 and the amount allocated to our collectively evaluated multi-family and nonresidential mortgage loans was $30.5 million, of which $21.1 million was attributable to qualitative loss factors. Changes in managements’ judgment of qualitative loss factors could result in a significant change to the ACL. As described in Note 1, qualitative loss factors are applied to each portfolio segment with the amounts judgmentally determined by the relative risk to the most severe loss periods identified in the historical loan charge-offs of a peer group of similar-sized regional banks. At June 30, 2025, the most severe historical loss rate for multi-family and nonresidential mortgages loans was 1.66%.

Management performed a hypothetical sensitivity analysis to understand the impact of a change in a key input on our ACL. At June 30, 2025, if the four-quarter national unemployment rate forecast had been 9% rather than an average of approximately 4.1%, our ACL as a percent of total loans would have increased 34 basis points from 0.79% to 1.13%. This sensitivity analysis includes the impact to both the quantitative and qualitative components of our ACL. Changes in quantitative inputs and qualitative loss factors may not occur in the same direction or magnitude across all segments of our loan portfolio and deterioration in some quantitative inputs and qualitative loss factors may offset improvement in others. This sensitivity analysis does not represent a change to our expectations of the economic environment but provides a hypothetical result to assess the sensitivity of the ACL to a change in a key input. This sensitivity analysis does not incorporate changes to management’s judgment of qualitative loss factors.

Our ACL on individually analyzed loans is determined on an individual basis using the present value of expected cash flows discounted using the loan’s effective interest rate or, for collateral-dependent loans, the fair value of the collateral, less estimated selling costs, as applicable. Our ACL on individually analyzed loans increased $1.6 million during the year ended June 30, 2025.

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Goodwill. Goodwill arises from business combinations and is generally determined as the excess of the fair value of the consideration transferred, plus the fair value of any noncontrolling interests in the acquiree, over the fair value of the net assets acquired and liabilities assumed as of the acquisition date. Goodwill is not amortized, but is tested for impairment at least annually or more frequently if events and circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

To test goodwill for impairment we elected to perform a goodwill impairment assessment during the fourth quarter of the year ended June 30, 2025. The quantitative goodwill impairment test compares the estimated fair value of the reporting unit with its carrying amount, including goodwill. If the estimated fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. However, if the carrying amount of the reporting unit were to exceed its estimated fair value, and impairment loss would be recorded.

The quantitative assessment of goodwill for our single reporting unit was performed utilizing a discounted cash flow analysis (“income approach”) and estimates of selected market information (“market approaches”). The result of the income approach was weighted at 70% and the results of the market approaches comprised the remaining 30% in determining the fair value of our single reporting unit. The fair value of our single reporting unit exceeded its respective carrying value, resulting in no impairment charge required to be recorded for the year ended June 30, 2025. As a result, the Company’s goodwill of $113.5 million remained unchanged from June 30, 2024. Determining fair value of our single reporting unit is subject to uncertainty as it is reliant on projected future cash flows, discount rate assumption, and market estimates. In the future, changes in projected future cash flows, discount rate assumption, or market estimates may result in further impairment of goodwill.

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Financial Overview

The following financial information and other data in this section are derived from our audited consolidated financial statements and should be read together therewith:

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(1)Represents cash dividends declared divided by net income (loss).

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(1)Average tangible equity equals average total stockholders’ equity reduced by average goodwill and average core deposit intangible assets.

(2)Efficiency ratio equals non-interest expense divided by the sum of net interest income and non-interest income.

(3)Tangible equity equals total stockholders’ equity reduced by goodwill and core deposit intangible assets.

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

Executive Summary. Total assets increased by $57.0 million, or 0.7%, to $7.74 billion at June 30, 2025 from $7.68 billion at June 30, 2024. The increase primarily reflected increases in cash and cash equivalents and net loans receivable, partially offset by decreases in investment securities and other assets.

Investment Securities. Investment securities available for sale decreased by $59.9 million to $1.01 billion at June 30, 2025 from $1.07 billion at June 30, 2024. This decrease was largely the result of principal repayments of $183.8 million, partially offset by purchases of $104.9 million and a $18.5 million increase in the fair value of the portfolio.

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