UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

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

For the quarterly period ended June 30, 2024

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

Commission File Number 001-38955

HarborOne Bancorp, Inc.

(Exact name of registrant as specified in its charter)


Massachusetts		81-1607465
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

770 Oak Street, Brockton, Massachusetts	02301
(Address of principal executive offices)	(Zip Code)

(508) 895-1000

(Registrant’s telephone number, including area code)

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


Title of each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	HONE	The NASDAQ Stock Market, LLC

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, 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

As of July 31, 2024, there were 44,408,490 shares of the Registrant’s common stock, par value $0.01 per share, outstanding.

Table of Contents

Index

		PAGE
	Glossary of Acronyms and Terms	1

PART I.	FINANCIAL INFORMATION

ITEM 1.	Financial Statements

	Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023 (unaudited)	2
	Consolidated Statements of Income for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)	3
	Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)	4
	Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)	5
	Consolidated Statements of Cash Flows for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)	7
	Notes to Consolidated Financial Statements (unaudited)
	Note 1. Summary of Significant Accounting Policies	9
	Note 2. Debt Securities	10
	Note 3. Loans Held for Sale	13
	Note 4. Loans and Allowance for Credit Losses	14
	Note 5. Mortgage Loan Servicing	21
	Note 6. Goodwill and Other Intangible Assets	21
	Note 7. Deposits	22
	Note 8. Borrowings	23
	Note 9. Other Commitments and Contingencies	24
	Note 10. Derivatives	25
	Note 11. Operating Lease ROU Assets and Liabilities	29
	Note 12. Minimum Regulatory Capital Requirements	31
	Note 13. Comprehensive (Loss) Income	33
	Note 14. Fair Value of Assets and Liabilities	34
	Note 15. Earnings Per Share	39
	Note 16. Revenue Recognition	40
	Note 17. Segment Reporting	40

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	43
ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	65
ITEM 4.	Controls and Procedures	65

PART II.	OTHER INFORMATION

ITEM 1.	Legal Proceedings	66
ITEM 1A.	Risk Factors	66
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	67
ITEM 3.	Defaults Upon Senior Securities	67
ITEM 4.	Mine Safety Disclosures	67
ITEM 5.	Other Information	67
ITEM 6.	Exhibits	68

EXHIBIT INDEX		68

SIGNATURE		69

Table of Contents

Glossary of Acronyms and Terms

The following is a list of common acronyms and terms used regularly in our financial reporting:




ACL	Allowance for Credit Losses
ASU	Accounting Standards Update
Bank	HarborOne Bank
BIC	Borrower-in-custody
BOLI	Bank-owned life insurance
BTFP	Bank Term Funding Program
Company	HarborOne Bancorp, Inc.
DCF	Discounted cash flow
DIF	Massachusetts Depositors Insurance Fund
EPS	Earnings Per Share
ESOP	Employee Stock Ownership Plan
EVE	Equity at risk
Exchange Act	Securities Exchange Act of 1934, as amended
FASB	Federal Accounting Standards Board
FDIC	Federal Deposit Insurance Corporation
Federal Reserve	Board of Governors of the Federal Reserve System
FHLB	Federal Home Loan Bank
FRBB	Federal Reserve Bank of Boston
GAAP	Accounting principles generally accepted in the United States of America
HarborOne Mortgage	HarborOne Mortgage, LLC
Management	Company's management
MSRs	Mortgage servicing rights
PPP	Paycheck Protection Program
ROU	Right-of-use
SBA	U.S. Small Business Administration
SEC	U.S. Securities and Exchange Commission
SOFR	Secured Overnight Financing Rate
TDRs	Troubled debt restructurings
Treasury	U.S. Department of the Treasury

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HarborOne Bancorp, Inc.

Consolidated Balance Sheets (unaudited)


	June 30,		December 31,
(in thousands, except share data)	2024		2023

Assets
Cash and due from banks	$	48,097	$	38,876
Short-term investments		186,965		188,474
Total cash and cash equivalents		235,062		227,350

Securities available for sale, at fair value		269,078		290,151
Securities held to maturity, at amortized cost (fair value of $19,121 at June 30, 2024 and $19,262 at December 31, 2023)		19,725		19,796
Federal Home Loan Bank stock, at cost		25,311		27,098
Asset held for sale		—		348
Loans held for sale, at fair value		41,814		19,686
Loans		4,839,232		4,750,311
Less: Allowance for credit losses on loans		(49,139)		(47,972)
Net loans		4,790,093		4,702,339
Accrued interest receivable		19,276		18,169
Mortgage servicing rights, at fair value		46,209		46,111
Property and equipment, net		47,190		48,749
Retirement plan annuities		15,456		15,170
Bank-owned life insurance		96,179		94,675
Goodwill		59,042		59,042
Intangible assets		1,136		1,515
Other assets		121,464		97,697
Total assets	$	5,787,035	$	5,667,896

Liabilities and Stockholders' Equity
Deposits:
Demand deposit accounts	$	689,800	$	659,973
NOW accounts		308,016		305,825
Regular savings and club accounts		989,720		1,265,315
Money market deposit accounts		1,100,215		966,201
Term certificate accounts		985,293		863,457
Brokered deposits		385,253		326,638
Total deposits		4,458,297		4,387,409
Borrowings		619,372		568,462
Mortgagors' escrow accounts		9,632		8,872
Accrued interest payable		8,262		5,251
Other liabilities and accrued expenses		114,143		114,143
Total liabilities		5,209,706		5,084,137

Commitments and contingencies (Notes 7, 12 and 13)

Common stock, $0.01 par value; 150,000,000 shares authorized; 60,511,658 and 60,255,288 shares issued; 44,459,490 and 45,401,224 shares outstanding at June 30, 2024 and December 31, 2023, respectively		598		598
Additional paid-in capital		487,980		486,502
Retained earnings		367,584		359,656
Treasury stock, at cost, 16,052,168 and 14,854,064 shares at June 30, 2024 and December 31, 2023, respectively		(205,944)		(193,590)
Accumulated other comprehensive loss		(48,023)		(43,622)
Unearned compensation - ESOP		(24,866)		(25,785)
Total stockholders' equity		577,329		583,759
Total liabilities and stockholders' equity	$	5,787,035	$	5,667,896

The accompanying notes are an integral part of these unaudited interim Consolidated Financial Statements.

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HarborOne Bancorp, Inc.

Consolidated Statements of Income (unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except share data)	2024		2023		2024		2023


Interest and dividend income:
Interest and fees on loans	$	61,512	$	55,504	$	121,449	$	108,275
Interest on loans held for sale		347		326		590		612
Interest on taxable securities		2,121		2,035		4,186		4,114
Other interest and dividend income		3,971		2,935		8,630		3,738
Total interest and dividend income		67,951		60,800		134,855		116,739

Interest expense:
Interest on deposits		27,272		20,062		54,171		35,975
Interest on borrowings		9,329		8,114		18,752		13,219
Interest on subordinated debentures		—		524		—		1,047
Total interest expense		36,601		28,700		72,923		50,241

Net interest and dividend income		31,350		32,100		61,932		66,498
Provision for credit losses		615		3,283		447		5,149

Net interest and dividend income, after provision for credit losses		30,735		28,817		61,485		61,349

Noninterest income:
Mortgage banking income:
Gain on sale of mortgage loans		3,143		3,300		5,156		5,524
Changes in mortgage servicing rights fair value		(1,098)		436		(1,044)		(1,256)
Other		2,356		2,312		4,632		4,528
Total mortgage banking income		4,401		6,048		8,744		8,796
Deposit account fees		5,223		5,012		10,206		9,745
Income on retirement plan annuities		141		128		286		247
Gain on sale of asset held for sale		1,809		—		1,809		—
Loss on sale of securities		(1,041)		—		(1,041)		—
Bank-owned life insurance income		758		511		1,504		1,011
Other income		628		963		1,152		1,553
Total noninterest income		11,919		12,662		22,660		21,352

Noninterest expense:
Compensation and benefits		18,976		18,220		36,612		36,019
Occupancy and equipment		4,636		4,633		9,417		9,673
Data processing		2,375		2,403		4,854		4,749
Loan expenses		461		417		832		730
Marketing		1,368		925		2,184		2,106
Deposit expenses		739		326		1,429		860
Postage and printing		401		425		839		882
Professional fees		1,236		1,114		2,693		2,615
Foreclosed and repossessed assets		1		5		5		(12)
Deposit insurance		993		1,176		2,157		1,686
Other expenses		1,958		2,081		3,872		3,926
Total noninterest expense		33,144		31,725		64,894		63,234

Income before income taxes		9,510		9,754		19,251		19,467

Income tax provision		2,214		2,275		4,655		4,691

Net income	$	7,296	$	7,479	$	14,596	$	14,776

Earnings per common share:
Basic	$	0.18	$	0.17	$	0.35	$	0.34
Diluted	$	0.18	$	0.17	$	0.35	$	0.33
Weighted average shares outstanding:
Basic		41,293,787		43,063,507		41,603,104		43,955,411
Diluted		41,370,289		43,133,455		41,748,663		44,203,893

The accompanying notes are an integral part of these unaudited interim Consolidated Financial Statements.

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HarborOne Bancorp, Inc.

Consolidated Statements of Comprehensive Income (Loss) (unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2024		2023		2024		2023


Net income	$	7,296	$	7,479	$	14,596	$	14,776
Other comprehensive income:

Unrealized gain/loss on cashflow hedge:
Unrealized holding gains		268		1,577		986		1,407
Reclassification adjustment for net gains included in net income		(1,264)		(1,134)		(2,499)		(2,152)
Net change in unrealized (losses) gains on derivatives in cashflow hedging instruments		(996)		443		(1,513)		(745)
Related tax effect		285		(124)		433		210
Net-of-tax amount		(711)		319		(1,080)		(535)

Unrealized gain/loss on securities available for sale:
Unrealized holding gains (losses)		650		(5,366)		(4,290)		1,723
Reclassification adjustment for realized losses		1,041		—		1,041		—
Net unrealized gains (losses)		1,691		(5,366)		(3,249)		1,723
Related tax effect		(378)		1,205		(30)		(358)
Net-of-tax amount		1,313		(4,161)		(3,279)		1,365

Postretirement benefit:
Adjustment of accumulated obligation for postretirement benefits		1		1		—		1
Reclassification adjustment for gains recognized in net periodic benefit cost		(22)		(39)		(42)		(39)
Net gains		(21)		(38)		(42)		(38)

Total other comprehensive income (loss)		581		(3,880)		(4,401)		792

Comprehensive income	$	7,877	$	3,599	$	10,195	$	15,568

The accompanying notes are an integral part of these unaudited interim Consolidated Financial Statements.

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HarborOne Bancorp, Inc.

Consolidated Statements of Changes in Stockholders’ Equity (unaudited)


										Accumulated
	Common Stock			Additional				Treasury		Other		Unearned		Total
	Outstanding			Paid-in		Retained		Stock,		Comprehensive		Compensation		Stockholders'
(in thousands, except share data)	Shares	Amount		Capital		Earnings		at Cost		Income (Loss)		- ESOP		Equity

Balance at March 31, 2023	47,063,087	$	597	$	483,831	$	360,454	$	(175,514)	$	(42,410)	$	(27,164)	$	599,794

Comprehensive income (loss)	—		—		—		7,479		—		(3,880)		—		3,599
Dividends declared of $0.075 per share	—		—		—		(3,224)		—		—		—		(3,224)
ESOP shares committed to be released (57,681 shares)	—		—		91		—		—		—		460		551
Restricted stock awards forfeited, net of awards	(15,127)		—		—		—		—		—		—		—
Share-based compensation expense	—		—		622		—		—		—		—		622
Treasury stock purchased	(472,482)		—		—		—		(5,810)		—		—		(5,810)

Balance at June 30, 2023	46,575,478	$	597	$	484,544	$	364,709	$	(181,324)	$	(46,290)	$	(26,704)	$	595,532


Balance at March 31, 2024	45,055,006	$	598	$	487,277	$	363,591	$	(199,853)	$	(48,604)	$	(25,326)	$	577,683

Comprehensive income (loss)	—		—		—		7,296		—		581		—		7,877
Dividends declared of $0.08 per share	—		—		—		(3,303)		—		—		—		(3,303)
ESOP shares committed to be released (57,681 shares)	—		—		132		—		—		—		460		592
Restricted stock awards forfeited	(563)		—		—		—		—		—		—		—
Share-based compensation expense	—		—		571		—		—		—		—		571
Treasury stock purchased	(594,953)		—		—		—		(6,091)		—		—		(6,091)

Balance at June 30, 2024	44,459,490	$	598	$	487,980	$	367,584	$	(205,944)	$	(48,023)	$	(24,866)	$	577,329

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HarborOne Bancorp, Inc.

Consolidated Statements of Changes in Stockholders’ Equity (unaudited)


										Accumulated
	Common Stock			Additional				Treasury		Other		Unearned		Total
	Outstanding			Paid-in		Retained		Stock,		Comprehensive		Compensation		Stockholders'
(in thousands, except share data)	Shares	Amount		Capital		Earnings		at Cost		Income (Loss)		- ESOP		Equity

Balance at December 31, 2022	48,961,452	$	596	$	483,031	$	356,438	$	(148,384)	$	(47,082)	$	(27,623)	$	616,976

Cumulative effect of change in accounting principle - ASC 326	—		—		—		—		—		—		—		—
Comprehensive income (loss)	—		—		—		14,776		—		792		—		15,568
Dividends declared of $0.15 per share	—		—		—		(6,505)		—		—		—		(6,505)
ESOP shares committed to be released (115,362 shares)	—		—		403		—		—		—		919		1,322
Restricted stock awards granted, net of forfeitures	141,932		—		—		—		—		—		—		—
Performance stock units vested	—		—		—		—		—		—		—		—
Share-based compensation expense	—		1		1,110		—		—		—		—		1,111
Stock options exercised	—		—		—		—		—		—		—		—
Treasury stock purchased	(2,527,906)		—		—		—		(32,940)		—		—		(32,940)

Balance at June 30, 2023	46,575,478	$	597	$	484,544	$	364,709	$	(181,324)	$	(46,290)	$	(26,704)	$	595,532

Balance at December 31, 2023	45,401,224		598		486,502		359,656		(193,590)		(43,622)		(25,785)		583,759

Comprehensive income (loss)	—		—		—		14,596		—		(4,401)		—		10,195
Dividends declared of $0.16 per share	—		—		—		(6,668)		—		—		—		(6,668)
ESOP shares committed to be released (115,362 shares)	—		—		294		—		—		—		919		1,213
Restricted stock awards granted, net of forfeitures	192,510		—		—		—		—		—		—		—
Performance stock units vested	63,860		—		—		—		—		—		—		—
Share-based compensation expense	—		—		1,184		—		—		—		—		1,184
Treasury stock purchased	(1,198,104)		—		—		—		(12,354)		—		—		(12,354)

Balance at June 30, 2024	44,459,490	$	598	$	487,980	$	367,584	$	(205,944)	$	(48,023)	$	(24,866)	$	577,329

The accompanying notes are an integral part of these unaudited interim Consolidated Financial Statements.

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HarborOne Bancorp, Inc.

Consolidated Statements of Cash Flows (unaudited)


	Six Months Ended June 30,
(in thousands)	2024		2023


Cash flows from operating activities:
Net income	$	14,596	$	14,776
Adjustments to reconcile net income to net cash provided (used) by operating activities:
Provision for credit losses		447		5,149
Net amortization of securities premiums/discounts		191		223
Proceeds from sale of loans		204,970		198,615
Loans originated for sale		(221,768)		(195,460)
Accretion of net deferred loan costs/fees and premiums		(63)		(130)
Depreciation and amortization of premises and equipment		1,888		1,925
Change in mortgage servicing rights fair value		543		1,256
Mortgage servicing rights capitalized		(641)		(1,294)
Accretion of fair value adjustment on loans and deposits, net		(276)		(106)
Amortization of other intangible assets		379		379
Amortization of subordinated debt issuance costs		—		63
Loss on sale of securities		1,041		—
Net gains on mortgage loan sales, including fair value adjustments		(5,329)		(5,560)
Bank-owned life insurance income		(1,504)		(1,011)
Income on retirement plan annuities		(286)		(247)
Gain on sale of asset held for sale		(1,809)		—
Net gain on sale and write-down of other real estate owned and repossessed assets		(5)		(13)
Bargain purchase contribution		675		—
ESOP expense		1,213		1,322
Share-based compensation expense		1,184		1,111
Decrease in operating lease ROU assets		1,131		840
Decrease in operating lease liabilities		(1,020)		(833)
Change in other assets		(25,557)		(378)
Change in other liabilities		5,431		20,941
Net cash provided (used) by operating activities		(24,569)		41,568

Cash flows from investing activities:
Activity in securities available for sale:
Maturities, prepayments and calls		10,693		10,634
Purchases		(10,689)		—
Sales		16,584		—
Activity in securities held to maturity:
Maturities, prepayment and calls		74		113
Net redemption (purchase) of FHLB stock		1,787		(7,052)
Proceeds on asset held for sale		1,482		—
Participation-in loan purchases		—		(16,276)
Net loan originations		(90,569)		(135,216)
Proceeds from sale of other real estate owned and repossessed assets		115		215
Additions to property and equipment		(330)		(2,619)
Net cash used by investing activities		(70,853)		(150,201)

(continued)

The accompanying notes are an integral part of these unaudited interim Consolidated Financial Statements.

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HarborOne Bancorp, Inc.

Consolidated Statements of Cash Flows (unaudited)


	Six Months Ended June 30,
(in thousands)	2024		2023

Cash flows from financing activities:
Net increase in deposits		70,888		97,906
Net change in short-term borrowed funds		(173,000)		29,000
Proceeds from borrowings		427,326		175,000
Repayment of borrowings		(203,416)		(107)
Net change in mortgagors' escrow accounts		760		1,536
Treasury stock purchased		(12,354)		(32,940)
Dividends paid		(7,070)		(6,928)
Net cash provided by financing activities		103,134		263,467

Net change in cash and cash equivalents		7,712		154,834

Cash and cash equivalents at beginning of period		227,350		98,017

Cash and cash equivalents at end of period	$	235,062	$	252,851

Supplemental cash flow information:
Interest paid on deposits	$	54,602	$	35,142
Interest paid on borrowed funds		15,292		13,438
Income taxes paid, net		4,375		5,005
Transfer of loans to other real estate owned and repossessed assets		41		173
Dividends declared		6,668		6,505

The accompanying notes are an integral part of these unaudited interim Consolidated Financial Statements.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

1.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Consolidation

The unaudited interim Consolidated Financial Statements of HarborOne Bancorp, Inc. presented herein have been prepared pursuant to the rules of the SEC for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by GAAP. In the opinion of Management, all adjustments and disclosures considered necessary for the fair presentation of the accompanying unaudited interim Consolidated Financial Statements have been included. Interim results are not necessarily reflective of the results of the entire year. The accompanying unaudited interim Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements for the years ended December 31, 2023 and 2022 and notes thereto included in the Company’s Annual Report on Form 10-K.

The unaudited interim Consolidated Financial Statements include the accounts of the Company; the Company’s subsidiaries, Legion Parkway Company LLC (a security corporation) and HarborOne Bank; and the Bank’s wholly owned subsidiaries, which consist of HarborOne Mortgage, LLC, HarborOne Security Company, Inc. and a passive investment corporation. The passive investment corporation maintains and manages certain assets of the Bank. The security company was established for the purpose of buying, holding and selling securities on its own behalf. All significant intercompany balances and transactions have been eliminated in consolidation.

Certain prior year amounts have been reclassified to conform to the current year financial statement presentation. These changes and reclassifications did not impact previously reported net income or comprehensive income.

Nature of Operations

The Company provides a variety of financial services to individuals and businesses through its 30 full-service branches in Massachusetts and Rhode Island, and a commercial lending office in each of Boston, Massachusetts and Providence, Rhode Island. HarborOne Mortgage maintains offices in Florida, Maine, Massachusetts, New Hampshire, New Jersey and Rhode Island and originates loans in five additional states.

The Company’s primary deposit products are checking, money market, savings, and term certificate of deposit accounts, while its primary lending products are commercial real estate, commercial, residential mortgages, home equity, and consumer loans. The Company also originates, sells and services residential mortgage loans through HarborOne Mortgage.

Risks and Uncertainties

Macroeconomic trends are mixed as uncertainty remains about the economy and banking industry. Market conditions and external factors may unpredictably impact the competitive landscape for deposits in the banking industry. Additionally, the interest rate environment has increased competition for liquidity and the premium at which liquidity is available to meet funding needs. An unexpected increase of withdrawals of deposits could adversely impact the Company’s ability to fund its operations, potentially requiring greater reliance on secondary sources of liquidity to meet withdrawal demands or to fund continuing operations. These sources may include proceeds from FRBB and FHLB advances, sales of investment securities and loans, federal funds lines of credit from correspondent banks, and brokered deposits.

Reliance on secondary funding sources could increase the Company’s overall cost of funds and thereby reduce net income. While the Company believes its current sources of liquidity are adequate to fund operations, there is no guarantee they will suffice to meet future liquidity demands. This may necessitate slowing or discontinuing loan growth, capital expenditures, or other investments, or liquidating assets.

Additionally, the Company could experience adverse effects on its business, financial condition, results of operations and cash flows if there is severe or prolonged inflation or a recession. While asset quality continues to point to economic recovery, the Company’s customers could experience similar adverse effects from these uncertainties that would impair their ability to fulfill their financial obligations to the Company resulting in deteriorating credit quality and loan charge-offs.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Summary of Significant Accounting Policies and Recently Adopted Accounting Standards Updates

Significant accounting policies in effect and disclosed within the Company’s most recent audited Consolidated Financial Statements as of December 31, 2023 remain substantially unchanged.

In accordance with the Bank’s policies, Management annually assesses model inputs and assumptions for the ACL on loans and made changes to certain assumptions. Key model assumptions include loan segmentation, prepayment rates, the funding rates for unfunded commitments, and macro-economic drivers. Management selected multiple economic forecasts including the civilian unemployment rate, residential property price indices, commercial price indices, and real disposable income, generally applying two forecasts to each loan segment. The forecasts assume that economic variables revert to long-term average. Reversion periods generally begin eight quarters after the forecast start date and generally concludes within sixteen quarters of the forecast start date.

2.DEBT SECURITIES

The following is a summary of securities available for sale and held to maturity:


			Gross		Gross		Allowance
	Amortized		Unrealized		Unrealized		for Credit		Fair
	Cost		Gains		Losses		Losses		Value

	(in thousands)

June 30, 2024:
Securities available for sale
U.S. government and government-sponsored enterprise obligations	$	42,143	$	—	$	6,850	$	—	$	35,293
U.S. government agency and government-sponsored residential mortgage-backed securities		288,584		9		58,137		—		230,456
SBA asset-backed securities		1,606		—		98		—		1,508
Corporate bonds		2,000		3		182		—		1,821
Total securities available for sale	$	334,333	$	12	$	65,267	$	—	$	269,078


Securities held to maturity
U.S. government and government-sponsored enterprise obligations	$	15,000	$	—	$	458	$	—	$	14,542
SBA asset-backed securities		4,725		—		146		—		4,579
Total securities held to maturity	$	19,725	$	—	$	604	$	—	$	19,121


			Gross		Gross		Allowance
	Amortized		Unrealized		Unrealized		for Credit		Fair
	Cost		Gains		Losses		Losses		Value

	(in thousands)

December 31, 2023:
Securities available for sale
U.S. government and government-sponsored enterprise obligations	$	47,143	$	—	$	6,961	$	—	$	40,182
U.S. government agency and government-sponsored residential mortgage-backed securities		300,277		3		54,683		—		245,597
U.S. government-sponsored collateralized mortgage obligations		1,852		—		70		—		1,782
SBA asset-backed securities		1,885		—		107		—		1,778
Corporate bonds		1,000		—		188		—		812
Total securities available for sale	$	352,157	$	3	$	62,009	$	—	$	290,151


Securities held to maturity
U.S. government and government-sponsored enterprise obligations	$	15,000	$	—	$	438	$	—	$	14,562
SBA asset-backed securities		4,796		—		96		—		4,700
Total securities held to maturity	$	19,796	$	—	$	534	$	—	$	19,262

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Accrued interest receivable is excluded from the amortized cost basis of debt securities. Accrued interest receivable totaled $1.02 million and $940,000 as of June 30, 2024 and December 31, 2023, respectively. At June 30, 2024, available-for-sale debt securities with a fair value of $144.2 million were pledged for the BTFP borrowing, and available-for-sale debt securities with a fair value of $120.1 million and held-to-maturity securities with a fair value of $14.6 million were pledged as collateral to provide borrowing capacity through the FRBB’s BIC line.

The amortized cost and fair value of debt securities by contractual maturity at June 30, 2024 is as follows:



	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value

	(in thousands)

After 1 year through 5 years	$	17,643	$	15,472	$	15,000	$	14,542
After 5 years through 10 years		26,500		21,642		—		—
Over 10 years		—		—		—		—
		44,143		37,114		15,000		14,542

U.S. government agency and government-sponsored residential mortgage-backed securities		288,584		230,456		—		—
SBA asset-backed securities		1,606		1,508		4,725		4,579

Total	$	334,333	$	269,078	$	19,725	$	19,121

U.S. government-sponsored residential mortgage-backed securities and securities whose underlying assets are loans from the SBA have stated maturities of three to 29 years; however, it is expected that such securities will have shorter actual lives due to prepayments. U.S. government and government-sponsored enterprise obligations and corporate bonds are callable at the discretion of the issuer. U.S. government and government-sponsored enterprise obligations and corporate bonds with a total fair value of $51.7 million have a final maturity of three to eight years and a call feature of one month to three years. At June 30, 2024, there were no holdings of securities of any one issuer, other than the U.S. government and its agencies, in an amount greater than 10% of shareholder equity.

The following table shows proceeds and gross realized gains and losses related to the sales of securities for the periods indicated:


		Three Months Ended June 30,				Six Months Ended June 30,
		2024		2023		2024		2023

		(in thousands)				(in thousands)

Sales
Proceeds	$	16,584	$	—	$	16,584	$	—
Gross gains		—		—		—		—
Gross losses		1,041		—		1,041		—

Information pertaining to securities with gross unrealized losses at June 30, 2024 and December 31, 2023, aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)


	Less Than Twelve Months				Twelve Months and Over
	Gross				Gross
	Unrealized		Fair		Unrealized		Fair
	Losses		Value		Losses		Value

	(in thousands)

June 30, 2024:
Securities available for sale

U.S. government and government-sponsored enterprise obligations	$	—	$	—	$	6,850	$	35,293
U.S. government agency and government-sponsored residential mortgage-backed securities		65		8,961		58,072		216,643
SBA asset-backed securities		—		—		98		1,508
Corporate bonds		—		—		182		818
	$	65	$	8,961	$	65,202	$	254,262

Securities held to maturity

U.S. government and government-sponsored enterprise obligations	$	—	$	—		458		14,542
SBA asset-backed securities		—		—		146		4,579
	$	—	$	—	$	604	$	19,121

December 31, 2023:
Securities available for sale

U.S. government and government-sponsored enterprise obligations	$	—	$	—	$	6,961	$	40,182
U.S. government agency and government-sponsored residential mortgage-backed securities		—		—		54,683		240,955
U.S. government-sponsored collateralized mortgage obligations		—		—		70		1,782
SBA asset-backed securities		—		—		107		1,778
Corporate bonds		—		—		188		812
	$	—	$	—	$	62,009	$	285,509

Securities held to maturity

U.S. government and government-sponsored enterprise obligations	$	—	$	—	$	438	$	14,562
SBA asset-backed securities		96		4,700		—		—
	$	96	$	4,700	$	438	$	14,562

Management assesses the decline in fair value of investment securities on a regular basis. Unrealized losses on debt securities may occur from current market conditions, increases in interest rates since the time of purchase, a structural change in an investment, volatility of earnings of a specific issuer, or deterioration in credit quality of the issuer. Management evaluates both qualitative and quantitative factors to assess whether an impairment exists.

As of June 30, 2024, the Company’s security portfolio consisted of 111 debt securities, 108 of which were in an unrealized loss position. The unrealized losses are primarily related to the Company’s debt securities that were issued by U.S. government-sponsored enterprises and agencies. The Company does not believe that the debt securities that were in an unrealized loss position as of June 30, 2024 represent a credit loss impairment. As of June 30, 2024, and December 31, 2023, the gross unrealized loss positions were primarily related to mortgage-backed securities and other obligations issued by U.S. government agencies or U.S. government-sponsored enterprises. These securities carry the explicit and/or implicit guarantee of the U.S. government and have a long history of zero credit loss. Total gross unrealized losses were primarily attributable to changes in interest rates relative to when the investment securities were purchased, and not due to the credit quality of the investment securities.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Management reviewed the collectability of the corporate bonds taking into consideration such factors as the financial condition of the issuers, reported regulatory capital ratios of the issuers, credit ratings, including ratings in effect as of the reporting period date as well as credit rating changes between the reporting period date and the filing date of this report, and other information. Management believes the unrealized losses on the corporate bonds are primarily attributable to changes in the investment spreads and interest rates, and not changes in the credit quality of the issuers of the corporate bonds.

Management expects to recover the entire amortized cost basis of the available-for-sale debt securities with an unrealized loss. Furthermore, the Company does not intend to sell these securities, and it is unlikely that the Company will be required to sell these securities, before recovery of their cost basis, which may be at maturity. Therefore, no ACL was recorded at June 30, 2024.

As of June 30, 2024, the held-to-maturity securities were U.S. government-sponsored enterprise obligations. These securities are guaranteed by the government-sponsored enterprise with a long history of no credit losses, and Management has determined these securities to have a zero loss expectation and therefore does not estimate an ACL on these securities.

3.LOANS HELD FOR SALE

The following table provides the fair value and contractual principal balance outstanding of loans held for sale accounted for under the fair value option:


	June 30,		December 31,
	2024		2023

	(in thousands)

Loans held for sale, fair value	$	41,814	$	19,686
Loans held for sale, contractual principal outstanding		41,110		19,155
Fair value less unpaid principal balance	$	704	$	531

The Company has elected the fair value option for mortgage loans held for sale to better match changes in fair value of the loans with changes in the fair value of the forward sale commitment contracts used to economically hedge them. Changes in fair value of mortgage loans held for sale accounted for under the fair value option election amounted to an increase of $395,000 and $173,000 in the three and six months ended June 30, 2024, respectively, to $704,000, compared to an increase of $28,000 and $35,000 in the three and six months ended June 30, 2023, respectively. These amounts are offset in earnings by the changes in fair value of forward sale commitments. The changes in fair value are reported as a component of gain on sale of mortgage loans in the unaudited Consolidated Statements of Income.

At June 30, 2024 and December 31, 2023, there were no loans held for sale that were greater than 90 days past due.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

4.LOANS AND ALLOWANCE FOR CREDIT LOSSES

A summary of the balances of loans follows:


	June 30,		December 31,
	2024		2023

	(in thousands)

Commercial:
Commercial real estate	$	2,380,881	$	2,343,675
Commercial construction		233,926		208,443
Commercial and industrial		499,043		466,443
Total commercial loans		3,113,850		3,018,561

Residential real estate:
One- to four-family		1,519,123		1,513,554
Second mortgages and equity lines of credit		175,457		177,135
Residential real estate construction		12,831		18,132
Total residential real estate loans		1,707,411		1,708,821

Consumer loans:
Auto		10,624		13,603
Personal		8,080		8,433
Total consumer loans		18,704		22,036

Total loans before basis adjustment		4,839,965		4,749,418
Basis adjustment associated with fair value hedge ⁽¹⁾		(733)		893
Total loans		4,839,232		4,750,311
Allowance for credit losses on loans		(49,139)		(47,972)
Loans, net	$	4,790,093	$	4,702,339

⁽¹⁾ Represents the basis adjustment associated with the application of hedge accounting on certain loans. Refer to Note 10 - Derivatives.

The net unamortized deferred loan origination costs included in total loans and leases were $9.0 million and $8.5 million as of June 30, 2024 and December 31, 2023, respectively.

As of June 30, 2024 and December 31, 2023, the commercial and industrial loans includes $242,000 and $321,000, respectively, of SBA PPP loans and $9,000 and $36,000, respectively, of deferred fees on the PPP loans. PPP loans are fully guaranteed by the U.S. government.

The Company has transferred a portion of its originated commercial loans to participating lenders. The amounts transferred have been accounted for as sales and are therefore not included in the Company’s accompanying unaudited interim Consolidated Balance Sheets. The Company and participating lenders share ratably in cash flows and any gains or losses that may result from a borrower’s lack of compliance with contractual terms of the loan. The Company continues to service the loans on behalf of the participating lenders and, as such, collects cash payments from the borrowers, remits payments to participating lenders, and disburses required escrow funds to relevant parties. At June 30, 2024 and December 31, 2023, the Company was servicing commercial loans for participants in the aggregate amounts of $424.0 million and $413.0 million, respectively.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The following table presents the activity in the ACL on loans for the three and six months ended June 30, 2024 and 2023:


									Second Mortgages		Residential
	Commercial		Commercial		Commercial		One- to Four-		and Equity		Real Estate
	Real Estate		Construction		and Industrial		Family		Lines of Credit		Construction		Consumer		Total

	(in thousands)

Balance at March 31, 2024	$	21,263	$	5,322	$	8,063	$	12,035	$	942	$	331	$	229	$	48,185

Charge-offs		—		—		(184)		—		—		—		(17)		(201)
Recoveries		—		—		—		2		3		—		1		6
Provision		3,101		(1,589)		644		(1,334)		529		(127)		(75)		1,149
Balance at June 30, 2024	$	24,364	$	3,733	$	8,523	$	10,703	$	1,474	$	204	$	138	$	49,139


									Second Mortgages		Residential
	Commercial		Commercial		Commercial		One- to Four-		and Equity		Real Estate
	Real Estate		Construction		and Industrial		Family		Lines of Credit		Construction		Consumer		Total

	(in thousands)

Balance at December 31, 2023	$	21,288	$	4,824	$	8,107	$	12,101	$	964	$	418	$	270	$	47,972

Charge-offs		—		—		(412)		—		—		—		(66)		(478)
Recoveries		100		—		46		2		6		—		4		158
Provision		2,976		(1,091)		782		(1,400)		504		(214)		(70)		1,487
Balance at June 30, 2024	$	24,364	$	3,733	$	8,523	$	10,703	$	1,474	$	204	$	138	$	49,139


									Second Mortgages		Residential
	Commercial		Commercial		Commercial		One- to Four-		and Equity		Real Estate
	Real Estate		Construction		and Industrial		Family		Lines of Credit		Construction		Consumer		Total

	(in thousands)

Balance at March 31, 2023	$	20,942	$	5,057	$	7,484	$	11,508	$	967	$	755	$	281	$	46,994

Charge-offs		(2,918)		—		(28)		—		—		—		(42)		(2,988)
Recoveries		1		—		275		1		36		—		4		317
Provision		2,574		316		19		676		9		(125)		29		3,498
Balance at June 30, 2023	$	20,599	$	5,373	$	7,750	$	12,185	$	1,012	$	630	$	272	$	47,821


									Second Mortgages		Residential
	Commercial		Commercial		Commercial		One- to Four-		and Equity		Real Estate
	Real Estate		Construction		and Industrial		Family		Lines of Credit		Construction		Consumer		Total

	(in thousands)

Balance at December 31, 2022	$	20,357	$	4,645	$	7,236	$	11,532	$	924	$	280	$	262	$	45,236

Charge-offs		(2,918)		—		(35)		—		—		—		(49)		(3,002)
Recoveries		2		—		275		2		43		—		20		342
Provision		3,158		728		274		651		45		350		39		5,245
Balance at June 30, 2023	$	20,599	$	5,373	$	7,750	$	12,185	$	1,012	$	630	$	272	$	47,821

As of June 30, 2024, the carrying value of individually analyzed loans amounted to $9.7 million, with a related allowance of $121,000, and $9.7 million of individually analyzed loans were considered collateral-dependent. As of December 31, 2023, the carrying value of individually analyzed loans amounted to $17.5 million, with a related allowance of $108,000, and $17.3 million were considered collateral-dependent.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

For collateral-dependent loans where Management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the ACL is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date.

The following table presents the carrying value of collateral-dependent individually analyzed loans as of June 30, 2024 and December 31, 2023:


	June 30, 2024				December 31, 2023
			Related				Related
	Carrying Value		Allowance		Carrying Value		Allowance

	(in thousands)

Commercial:
Commercial real estate	$	—	$	—	$	7,416	$	5
Commercial and industrial		1,773		121		1,793		101
Commercial construction		—		—		—		—
Total Commercial		1,773		121		9,209		106
Residential real estate		7,949		—		8,054		—
Total	$	9,722	$	121	$	17,263	$	106

The following is a summary of past due and non-accrual loans at June 30, 2024 and December 31, 2023:


					90 Days
	30-59 Days		60-89 Days		or More		Total		Loans on
	Past Due		Past Due		Past Due		Past Due		Non-accrual

	(in thousands)

June 30, 2024
Commercial real estate	$	60	$	—	$	—	$	60	$	—
Commercial construction		—		—		—		—		—
Commercial and industrial		29		139		1,333		1,501		1,773
Residential real estate:
One- to four-family		5,442		2,067		3,018		10,527		7,087
Second mortgages and equity lines of credit		437		99		164		700		862
Consumer:
Auto		58		46		—		104		—
Personal		27		30		41		98		44
Total	$	6,053	$	2,381	$	4,556	$	12,990	$	9,766

December 31, 2023
Commercial real estate	$	—	$	—	$	5,751	$	5,751	$	7,416
Commercial construction		—		—		—		—		—
Commercial and industrial		247		166		1,332		1,745		1,791
Residential real estate:
One- to four-family		4,704		2,413		4,418		11,535		7,785
Second mortgages and equity lines of credit		164		130		57		351		473
Consumer:
Auto		96		69		4		169		4
Personal		16		5		31		52		44
Total	$	5,227	$	2,783	$	11,593	$	19,603	$	17,513

At June 30, 2024 and December 31, 2023, there were no loans past due 90 days or more and still accruing.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Loan Modifications to Borrowers Experiencing Financial Difficulty

The Bank will modify the contractual terms of loans to a borrower experiencing financial difficulties as a way to mitigate loss and comply with regulations regarding bankruptcy and discharge situations. Modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal or interest forgiveness, forbearances, term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral.

The following table presents the amortized cost basis of loans at June 30, 2024 that were both experiencing financial difficulty and modified during the three and six months ended June 30, 2024, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below:


		Three Months Ended June 30, 2024							Six Months Ended June 30, 2024
					Total Class							Total Class
	Term		Interest Rate		of Financing			Term		Interest Rate		of Financing
	Extension		Reduction		Receivable			Extension		Reduction		Receivable

	(in thousands)							(in thousands)


Commercial real estate	$	—	$	15,275		0.64	%	$	—	$	15,275		0.64	%
Commercial and industrial		54		—		0.01			54		—		0.01

Total	$	54	$	15,275				$	54	$	15,275

The financial effect of the modifications to loans in the commercial real estate category was a reduced weighted-average contractual rate from 5.6% to 4% and the financial effect of the modification to the loan in the commercial and industrial category was an additional 7.7 years to the life of the loan. There were no material loan modifications based on borrower financial difficulty during the three and six months ended June 30, 2023.

The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. As of June 30, 2024, modified loans to borrowers experiencing financial difficulty had a current payment status. During the three and six months ended June 30, 2024 and 2023, there were no loans to borrowers experiencing financial difficulty that had a payment default and were modified in the twelve months prior to that default. Default is determined at 90 or more days past due, upon charge-off, or upon foreclosure. Modified loans in default are individually evaluated for the allowance for credit losses or if the modified loan is deemed uncollectible, the loan, or a portion of the loan, is written off, and the allowance for credit losses is adjusted accordingly.

Credit Quality Indicators

Commercial

The Company uses a ten-grade internal loan rating system for commercial real estate, commercial construction and commercial loans, as follows:

Loans rated 1 – 6 are considered “pass”-rated loans with low to average risk.

Loans rated 7 are considered “special mention.” These loans are starting to show signs of potential weakness and are being closely monitored by Management.

Loans rated 8 are considered “substandard.” Generally, a loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged. There is a distinct possibility that the Company will sustain some loss if the weakness is not corrected.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Loans rated 9 are considered “doubtful.” Loans classified as doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable.

Loans rated 10 are considered “uncollectible” (loss), and of such little value that their continuance as loans is not warranted.

Loans not rated consist primarily of certain smaller balance commercial real estate and commercial loans that are managed by exception.

On an annual basis, or more often if needed, the Company formally reviews on a risk-adjusted basis, the ratings on substantially all commercial real estate, construction and commercial loans. Semi-annually, the Company engages an independent third party to review a significant portion of loans within these segments. Management uses the results of these reviews as part of its annual review process.

Residential and Consumer

On a monthly basis, the Company reviews the residential construction, residential real estate, and consumer installment portfolios for credit quality primarily through the use of delinquency reports.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The following table summarizes the Company’s loan portfolio by credit quality indicator and loan portfolio segment as of June 30, 2024:


															Revolving
													Revolving		Loans
													Loans		Converted
	Term Loans at Amortized Cost by Origination Year												Amortized		to Term
	2024		2023		2022		2021		2020		Prior		Cost		Loans		Total

	(in thousands)

As of June 30, 2024

Commercial real estate
Pass	$	29,650	$	146,426	$	839,118	$	453,903	$	231,444	$	609,795	$	—	$	—	$	2,310,336
Special mention		—		1,601		42,119		—		4,287		22,538		—		—		70,545
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total commercial real estate		29,650		148,027		881,237		453,903		235,731		632,333		—		—		2,380,881
YTD gross charge-offs		—		—		—		—		—		—		—		—		—

Commercial and industrial
Pass		36,438		71,938		54,003		89,518		67,315		90,537		86,090		—		495,839
Special mention		—		92		298		160		21		914		—		—		1,485
Substandard		—		24		2		—		—		341		54		—		421
Doubtful		—		—		—		—		—		1,249		49		—		1,298
Total commercial and industrial		36,438		72,054		54,303		89,678		67,336		93,041		86,193		—		499,043
YTD gross charge-offs		—		22		252		78		53		7		—		—		412

Commercial construction
Pass		643		56,527		91,176		68,810		—		—		1,054		—		218,210
Special mention		—		5,975		9,741		—		—		—		—		—		15,716
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total commercial construction		643		62,502		100,917		68,810		—		—		1,054		—		233,926
YTD gross charge-offs		—		—		—		—		—		—		—		—		—

Residential real estate
Accrual		49,341		132,666		426,068		464,100		196,785		263,245		165,811		1,446		1,699,462
Non-accrual		115		—		—		490		127		6,585		625		7		7,949
Total residential real estate		49,456		132,666		426,068		464,590		196,912		269,830		166,436		1,453		1,707,411
YTD gross charge-offs		—		—		—		—		—		—		—		—		—

Consumer
Accrual		4,237		5,026		4,317		1,663		605		1,833		979		—		18,660
Non-accrual		—		26		12		—		4		1		1		—		44
Total Consumer		4,237		5,052		4,329		1,663		609		1,834		980		—		18,704
YTD gross charge-offs		—		25		5		19		4		13		—		—		66

Total loans before basis adjustment	$	120,424	$	420,301	$	1,466,854	$	1,078,644	$	500,588	$	997,038	$	254,663	$	1,453	$	4,839,965
Total YTD gross charge-offs	$	—	$	47	$	257	$	97	$	57	$	20	$	—	$	—	$	478

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The following table summarizes the Company’s loan portfolio by credit quality indicator and loan portfolio segment as of December 31, 2023:


															Revolving
													Revolving		Loans
													Loans		Converted
	Term Loans at Amortized Cost by Origination Year												Amortized		to Term
	2023		2022		2021		2020		2019		Prior		Cost		Loans		Total

	(in thousands)

As of December 31, 2023

Commercial real estate
Pass	$	152,047	$	828,335	$	455,996	$	234,585	$	233,713	$	405,103	$	—	$	—	$	2,309,779
Special mention		—		10,971		—		4,300		8,977		2,232		—		—		26,480
Substandard		—		—		—		—		—		1,670		—		—		1,670
Doubtful		—		—		—		—		—		5,746		—		—		5,746
Total commercial real estate		152,047		839,306		455,996		238,885		242,690		414,751		—		—		2,343,675
YTD gross charge-offs		—		—		—		—		—		4,171		—		—		4,171

Commercial and industrial
Pass		73,240		52,190		94,570		70,565		22,988		75,493		74,125		—		463,171
Special mention		—		454		4		23		2		948		50		—		1,481
Substandard		—		52		8		—		—		367		18		—		445
Doubtful		—		—		—		—		—		1,297		49		—		1,346
Total commercial and industrial		73,240		52,696		94,582		70,588		22,990		78,105		74,242		—		466,443
YTD gross charge-offs		24		113		14		5		8		2		—		—		166

Commercial construction
Pass		35,181		109,291		60,113		843		—		—		425		—		205,853
Special mention		—		2,590		—		—		—		—		—		—		2,590
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total commercial construction		35,181		111,881		60,113		843		—		—		425		—		208,443
YTD gross charge-offs		—		—		—		—		—		—		—		—		—

Residential real estate
Accrual		138,541		434,421		480,010		202,118		38,675		239,185		166,144		1,469		1,700,563
Non-accrual		—		—		—		127		956		6,959		216		—		8,258
Total residential real estate		138,541		434,421		480,010		202,245		39,631		246,144		166,360		1,469		1,708,821
YTD gross charge-offs		—		—		—		—		—		—		—		—		—

Consumer
Accrual		8,218		5,366		2,254		1,021		3,135		963		1,031		—		21,988
Non-accrual		14		18		5		—		2		4		5		—		48
Total Consumer		8,232		5,384		2,259		1,021		3,137		967		1,036		—		22,036
YTD gross charge-offs		7		16		4		15		18		29		—		—		89

Total loans	$	407,241	$	1,443,688	$	1,092,960	$	513,582	$	308,448	$	739,967	$	242,063	$	1,469	$	4,749,418
Total YTD gross charge-offs	$	31	$	129	$	18	$	20	$	26	$	4,202	$	—	$	—	$	4,426

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

5.MORTGAGE LOAN SERVICING

The Company sells residential mortgages to government-sponsored enterprises and other parties. The Company retains no beneficial interests in these loans, but it may retain the servicing rights of the loans sold. Mortgage loans serviced for others are not included in the accompanying unaudited interim Consolidated Balance Sheets. The risks inherent in MSRs relate primarily to changes in prepayments that generally result from shifts in mortgage interest rates. The unpaid principal balance of mortgage loans serviced for others was $3.48 billion and $3.56 billion as of June 30, 2024 and December 31, 2023, respectively.

The Company accounts for MSRs at fair value. The Company obtains and reviews valuations from an independent third party to determine the fair value of MSRs. Key assumptions used in the estimation of fair value include prepayment speeds, discount rates, and default rates. At June 30, 2024 and December 31, 2023, the following weighted average assumptions were used in the calculation of fair value of MSRs:


	June 30,		December 31,
	2024		2023
Prepayment speed	7.60	%	7.60	%
Discount rate	9.98		9.81
Default rate	1.48		2.27

The following summarizes changes to MSRs for the three and six months ended June 30, 2024 and 2023:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)

Balance, beginning of period	$	46,597	$	47,080	$	46,111	$	48,138
Additions		430		660		641		1,294
Changes in fair value due to:
Reductions from loans paid off during the period		(545)		(479)		(898)		(850)
Changes in valuation inputs or assumptions		(273)		915		355		(406)
Balance, end of period	$	46,209	$	48,176	$	46,209	$	48,176

Contractually specified servicing fees, net of subservicing expense, included in other mortgage banking income amounted to $1.9 million and $ 3.9 million for both the three and six months ended June 30, 2024 and 2023.

6.GOODWILL AND OTHER INTANGIBLE ASSETS

At June 30, 2024 and December 31, 2023, the carrying value of the Bank’s goodwill was $59.0 million as of both dates. In connection with the annual goodwill impairment test as of October 31, 2023, it was determined that HarborOne Mortgage’s goodwill was 100% impaired, and a $10.8 million goodwill impairment charge was recorded for the period ended December 31, 2023.

Goodwill is tested for impairment annually on October 31 or on an interim basis if an event triggering impairment may have occurred. As of June 30, 2024, the Company assessed whether there were additional events or changes in circumstances since its annual goodwill impairment test that would indicate that it was more likely than not that the fair value of the reporting unit was less than the reporting unit’s carrying amounts that would require an interim impairment assessment after October 31, 2023. The Company determined there had been no such indicators, therefore, no interim goodwill impairment assessment as of June 30, 2024 was performed.

The process of evaluating fair value is highly subjective and requires significant judgment and estimates. The goodwill at the Bank is at risk of future impairment in the event of a sustained decline in the value of its stock as well as

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

values of other financial institutions, declines in revenue for the Company beyond current forecasts, or significant adverse changes in the operating environment for the financial industry.

Other intangible assets were $1.1 million and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company determined that there was no triggering event that warranted an interim impairment test at June 30, 2024.

7.DEPOSITS

A summary of deposit balances, by type, is as follows:


	June 30,		December 31,
	2024		2023

	(in thousands)

NOW and demand deposit accounts	$	997,816	$	965,798
Regular savings and club accounts		989,720		1,265,315
Money market deposit accounts		1,100,215		966,201
Total non-certificate accounts		3,087,751		3,197,314

Term certificate accounts greater than $250,000		271,544		240,702
Term certificate accounts less than or equal to $250,000		713,749		622,755
Brokered deposits		385,253		326,638
Total certificate accounts		1,370,546		1,190,095
Total deposits	$	4,458,297	$	4,387,409

Total municipal deposits included in the table amounted to $492.1 million at June 30, 2024 and $471.8 million at December 31, 2023. Municipal deposits are generally required to be fully insured. The Company provides supplemental insurance for municipal deposits through a reciprocal deposit program and letters of credit offered by the FHLB. The Company participates in a reciprocal deposit program with other financial institutions that provides access to FDIC-insured deposit products in aggregate amounts exceeding the current limits for depositors. At June 30, 2024 and December 31, 2023, total reciprocal deposits were $369.9 million and $209.4 million, respectively.

A summary of certificate accounts by maturity at June 30, 2024 is as follows:


			Weighted
			Average
	Amount		Rate

	(dollars in thousands)

Within 1 year	$	1,211,746	4.77	%
Over 1 year to 2 years		121,092	4.34
Over 2 years to 3 years		35,664	4.07
Over 3 years to 4 years		1,502	3.38
Over 4 years to 5 years		542	2.74
Total certificate deposits	$	1,370,546	4.71	%

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

8.BORROWINGS

Borrowed funds at June 30, 2024 consisted of FHLB advances and a BTFP advance, while at December 31, 2023 borrowed funds consisted only of FHLB advances. Short-term advances were $130.0 million and $303.0 million with a weighted average rate of 5.53%, at both June 30, 2024 and December 31, 2023. Long-term borrowings are summarized by maturity date below.


	June 30, 2024						December 31, 2023
	Amount by				Weighted		Amount by		Weighted
	Scheduled		Amount by		Average		Scheduled		Average
	Maturity*		Call Date ⁽¹⁾		Rate ⁽²⁾		Maturity*		Rate ⁽²⁾

	(dollars in thousands)

Year ending December 31:
2024	$	10,000	$	160,000	1.68	%	$	13,400	1.39	%
2025		235,987		255,987	4.70			90,987	4.31
2026		75,000		40,000	4.39			110,000	4.20
2027		85,000		—	4.17			10,000	3.72
2028		59,198		19,198	4.04			40,000	3.86
2029		23,128		13,128	4.06			—	—
2030 and thereafter		1,059		1,059	2.00			1,075	2.00
	$	489,372	$	489,372	4.37	%	$	265,462	4.02	%

* Includes an amortizing advance requiring monthly principal and interest payments.

⁽¹⁾ Callable FHLB advances are shown in the respective periods assuming that the callable debt is redeemed at the call date, while all other advances are shown in the periods corresponding to their scheduled maturity date. There were 9 callable advances at June 30, 2024.

⁽²⁾Weighted average rates are based on scheduled maturity dates.

The FHLB advances are secured by a blanket security agreement which requires the Bank to maintain certain qualifying assets as collateral, principally residential mortgage loans and commercial real estate loans held in the Bank’s portfolio. The carrying value of the loans pledged as collateral for these borrowings totaled $2.16 billion at June 30, 2024 and $2.02 billion at December 31, 2023. As of June 30, 2024, the Company had $733.9 million of available borrowing capacity with the FHLB.

The Bank maintains a BIC line at the FRBB, with total credit based on eligible collateral. At June 30, 2024, the Bank had $404.9 million of borrowing capacity secured by 73% of the carrying value of commercial loans with principal balances amounting to $374.5 million and securities with a collateral value in the amount of $131.0 million at June 30, 2024, with no balance outstanding. At June 30, 2024, the Bank also had a $175.0 million borrowing under the BTFP secured by available-for-sale securities with a par value of $184.3 million. The BTFP ceased making new loans on March 11, 2024. The Company also has additional borrowing capacity under a $25.0 million unsecured federal funds line with a correspondent bank.

On December 1, 2023, the Company fully redeemed its 5.625% Fixed-to-Floating Rate Subordinated Notes due September 1, 2028 and expensed the remaining unamortized issuance costs. Amortization of issuance costs was $32,000 and $63,000 for the three and six months ended June 30, 2023, respectively.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

9.OTHER COMMITMENTS AND CONTINGENCIES

ACL on Unfunded Commitments

The ACL on unfunded commitments amounted to $2.8 million and $4.8 million at June 30, 2024 and 2023, respectively. The activity in the ACL on unfunded commitments for the three and six months ended June 30, 2024 and 2023 is presented below:


	Commercial		Commercial		Commercial		Residential
	Real Estate		Construction		and Industrial		Real Estate		Consumer		Total

	(in thousands)

Balance at March 31, 2024	$	360	$	1,930	$	845	$	258	$	19	$	3,412
Provision		(1)		(663)		(43)		182		(9)		(534)
Balance at June 30, 2024	$	359	$	1,267	$	802	$	440	$	10	$	2,878

Balance at March 31, 2023	$	548	$	3,277	$	940	$	262	$	19	$	5,046
Provision		(58)		(97)		(70)		10		—		(215)
Balance at June 30, 2023	$	490	$	3,180	$	870	$	272	$	19	$	4,831


	Commercial		Commercial		Commercial		Residential
	Real Estate		Construction		and Industrial		Real Estate		Consumer		Total

	(in thousands)

Balance at December 31, 2023	$	411	$	2,351	$	882	$	254	$	20	$	3,918
Provision		(52)		(1,084)		(80)		186		(10)		(1,040)
Balance at June 30, 2024	$	359	$	1,267	$	802	$	440	$	10	$	2,878

Balance at December 31, 2022	$	628	$	3,079	$	870	$	336	$	14	$	4,927
Provision		(138)		101		—		(64)		5		(96)
Balance at June 30, 2023	$	490	$	3,180	$	870	$	272	$	19	$	4,831

Loan Commitments

The Company is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and advance funds on various lines of credit. Those commitments involve, to varying degrees, elements of credit and interest-rate risk in excess of the amount recognized in the accompanying unaudited interim Consolidated Financial Statements.

The Company’s exposure to credit loss is represented by the contractual amount of these commitments. The Company uses the same credit policies in making commitments as it does for on-balance sheet instruments.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The following off-balance sheet financial instruments were outstanding at June 30, 2024 and December 31, 2023. The contract amounts represent credit risk.


	June 30,		December 31,
	2024		2023

	(in thousands)

Commitments to grant residential real estate loans-HarborOne Mortgage	$	78,332	$	35,029
Commitments to grant other loans		126,696		48,547
Unadvanced funds on home equity lines of credit		269,935		260,376
Unadvanced funds on revolving lines of credit		279,006		306,943
Unadvanced funds on construction loans		147,538		210,829

Commitments to extend credit and unadvanced portions of construction loans are agreements to lend to a customer, as long as there is no violation of any condition established in the contract. Commitments to grant loans generally have fixed expiration dates or other termination clauses and may require payment of a fee. The commitments for unadvanced funds on construction loans and home equity and revolving lines of credit may expire without being drawn upon; therefore, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s creditworthiness on a case-by-case basis. Commitments to grant loans, and unadvanced construction loans and home equity lines of credit are collateralized by real estate, while revolving lines of credit are unsecured.

10.DERIVATIVES

The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally to manage the Company’s interest-rate risk. Additionally, the Company enters into interest rate derivatives to accommodate the business requirements of its customers. All derivatives are recognized as either assets or liabilities on the balance sheet and are measured at fair value. The accounting for changes in the fair value of a derivative instrument depends upon whether it qualifies as a hedge for accounting purposes, and further, by the type of hedging relationship.

Derivatives Designated as Hedging Instruments

Fair Value Hedge - The Company is exposed to changes in the fair value of fixed-rate assets due to changes in benchmark interest rates. In June 2023, to manage its exposure to changes in the fair value of a closed asset pool of fixed-rate residential mortgages, the Company entered into interest rate swaps with a total notional amount of $100.0 million, designated as fair value portfolio layer hedges. The Company receives variable-rate interest payments in exchange for making fixed-rate payments over the lives of the contracts without exchanging the notional amounts. The gain or loss on these derivatives, as well as the offsetting loss or gain on the hedged items attributable to the hedged risk, are recognized in interest income in the Company’s Consolidated Statements of Income.

As of June 30, 2024, the Company had two interest rate swap agreements with a notional amount of $100.0 million that were designated as a fair value hedge of fixed-rate residential mortgages. The hedges were determined to be effective during the three months ended June 30, 2024, and the Company expects the hedges to remain effective during the remaining terms of the swaps.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The following amounts were recorded on the Consolidated Balance Sheets related to cumulative basis adjustment for fair value hedges as of the dates indicated:


					Cumulative Amount of Fair Value
					Hedging Adjustment Included in the
Line Item in the Consolidated Balance Sheets	Carrying Amount of the Hedged				Carrying Amount of the Hedged
in Which the Hedged Item is Included	Assets				Assets
	June 30,		June 30,		June 30,		June 30,
	2024		2023		2024		2023

	(in thousands)

Loans held for investment (1)	$	99,267	$	99,556	$	(733)	$	(444)
Total	$	99,267	$	99,556	$	(733)	$	(444)

⁽¹⁾These amounts were included in the amortized cost basis of closed portfolios used to designate hedging relationships in which the hedged item is the last layer expected to be remaining at the end of the hedging relationship. At June 30, 2024, the amortized cost basis of the closed portfolios used in these hedging relationships was $1.17 billion; the cumulative basis adjustments associated with these hedging relationships was $(733,000) and the amount of the designated hedged items were $100.0 million.

Cashflow Hedge - As part of its interest-rate risk-management strategy, the Company utilizes interest rate swap agreements to help manage its interest-rate risk positions. The notional amount of the interest rate swaps does not represent the amount exchanged by the parties. The exchange of cash flows is determined by reference to the notional amounts and the other terms of the interest rate swap agreements. The changes in fair value of derivatives designated as cashflow hedges are recorded in other comprehensive income and subsequently reclassified to earnings when gains or losses are realized.

As of June 30, 2024, the Company had one interest rate swap agreement with a notional amount of $100.0 million that was designated as a cashflow hedge of brokered deposits. The interest rate swap agreement has an average maturity of 0.77 year, the current weighted average fixed rate paid is 0.67%, the weighted average 3-month SOFR swap receive rate is 5.62%, and the fair value is $3.6 million. The Company expects approximately $3.4 million related to the cashflow hedge to be reclassified to interest expense, from other comprehensive income, in the next twelve months.

Derivatives Not Designated as Hedging Instruments

Derivative Loan Commitments - Mortgage loan commitments qualify as derivative loan commitments if the loan that will result from exercise of the commitment will be held for sale upon funding. The Company enters into commitments to fund residential mortgage loans at specified times in the future, with the intention that these loans will subsequently be sold in the secondary market. A mortgage loan commitment binds the Company to lend funds to a potential borrower at a specified interest rate and within a specified period of time, generally up to 60 days after inception of the rate lock.

Outstanding derivative loan commitments expose the Company to the risk that the price of the loans arising from exercise of the loan commitment might decline from inception of a rate lock to funding of the loan due to increases in mortgage interest rates. If interest rates increase, the value of these loan commitments decreases. Conversely, if interest rates decrease, the value of these loan commitments increases.

Forward Loan Sale Commitments -The Company utilizes both “mandatory delivery” and “best efforts” forward loan sale commitments to mitigate the risk of potential decreases in the values of loans that would result from the exercise of the derivative loan commitments.

With a “mandatory delivery” contract, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price on or before a specified date. If the Company fails to deliver the number of mortgages necessary to fulfill the commitment by the specified date, it is obligated to pay a “pair-off” fee, based on then-current market prices, to the investor to compensate the investor for the shortfall.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

With a “best efforts” contract, the Company commits to deliver an individual mortgage loan of a specified principal amount and quality to an investor if the loan to the underlying borrower closes. Generally, the price the investor will pay the seller for an individual loan is specified prior to the loan being funded (e.g., on the same day the lender commits to lend funds to a potential borrower).

The Company expects that these forward loan sale commitments will experience changes in fair value opposite to the change in fair value of derivative loan commitments.

Interest Rate Swaps -The Company enters into interest rate swap agreements that are transacted to meet the financing needs of its commercial customers. Offsetting interest rate swap agreements are simultaneously transacted with a third-party financial institution to effectively eliminate the Company’s interest-rate risk associated with the customer swaps. The primary risks associated with these transactions arise from exposure to the ability of the counterparties to meet the terms of the contract. The interest rate swap notional amount is the aggregate notional amount of the customer swap and the offsetting third-party swap. The Company also assesses the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determines whether the credit valuation adjustments are significant to the overall valuation of its derivatives.

Interest Rate Futures -The Company uses interest rate futures to mitigate the impact of fluctuations in interest rates and interest rate volatility on the fair value of the MSRs. Changes in their fair value are reflected in current period earnings in mortgage banking income.

Risk Participation Agreements -The Company has entered into risk participation agreements with correspondent institutions and shares in any interest rate swap losses incurred as a result of the commercial loan customers’ termination of a loan-level interest rate swap agreement prior to maturity. The Company records these risk participation agreements at fair value. The Company’s maximum credit exposure is based on its proportionate share of the settlement amount of the referenced interest rate swap. Settlement amounts are generally calculated based on the fair value of the swap plus outstanding accrued interest receivables from the customer.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The following table presents the outstanding notional balances and fair values of outstanding derivative instruments:


			Assets		Liabilities
	Notional		Fair		Fair
	Amount		Value		Value

	(in thousands)

June 30, 2024:
Derivatives designated as hedging instruments
Fair value hedge - interest rate swaps	$	100,000	$	783	$	—
Cashflow hedge - interest rate swaps		100,000		3,583		—
Total derivatives designated as hedging instruments			$	4,366	$	—
Derivatives not designated as hedging instruments
Derivative loan commitments	$	64,477	$	482	$	167
Forward loan sale commitments		67,500		156		83
Interest rate swaps		908,019		25,128		25,128
Risk participation agreements		205,980		—		—
Interest Rate Futures		30,500		207		—
Total derivatives not designated as hedging instruments			$	25,973	$	25,378
Total derivatives			$	30,339	$	25,378

December 31, 2023:
Derivatives designated as hedging instruments
Fair value hedge - interest rate swaps	$	100,000	$	—	$	855
Cashflow hedge - interest rate swaps	$	100,000	$	5,095	$	—
Total derivatives designated as hedging instruments			$	5,095	$	855
Derivatives not designated as hedging instruments
Derivative loan commitments	$	30,165	$	480	$	158
Forward loan sale commitments		30,000		4		293
Interest rate swaps		863,348		23,245		23,245
Risk participation agreements		189,275		—		—
Total derivatives not designated as hedging instruments			$	23,729	$	23,696
Total derivatives			$	28,824	$	24,551

The following table presents the recorded net gains and losses pertaining to the Company’s derivative instruments:


	Location of gain (loss)
	recognized in	Three Months Ended June 30,				Six Months Ended June 30,
	Income	2024		2023		2024		2023

		(in thousands)


Derivatives designated as fair value hedge
Hedged items - loans	Interest income	$	(197)	$	(444)	$	(1,626)	$	(444)
Interest rate swap contracts	Interest income		217		437		1,637		437
Total		$	20	$	(7)	$	11	$	(7)
Derivatives not designated as hedging instruments
Derivative loan commitments	Mortgage banking income	$	(64)	$	(293)	$	(7)	$	266
Forward loan sale commitments	Mortgage banking income		53		527		363		49
Interest rate futures	Mortgage banking income		(280)		—		(501)		—
Interest rate swaps	Other income		—		—		—		—
Total		$	(291)	$	234	$	(145)	$	315

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The effect of cashflow hedge accounting on accumulated other comprehensive income is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)

Derivatives designated as hedging instruments
(Loss) gain in OCI on derivatives (effective portion), net of tax	$	(711)	$	319	$	(1,080)	$	(535)
Gain (loss) reclassified from OCI into interest income or interest expense (effective portion)	$	1,264	$	1,134	$	2,499	$	2,152

Master netting arrangements provide for a single net settlement of all swap agreements, as well as collateral or cash funds, in the event of default on, or termination of, any one contract. Collateral is provided by cash or securities received or posted by the counterparty with net liability positions, respectively, in accordance with contract thresholds.

The following table presents the offsetting of derivatives and amounts subject to an enforceable master netting arrangement, not offset in the Consolidated Balance Sheets at June 30, 2024:


							Gross Amounts Not Offset in the Consolidated Balance Sheets
					Net Amounts
	Gross Amounts		Gross Amounts		Assets (Liabilities)				Cash
	of Recognized		Offset in the		presented in the				Collateral
	Assets		Consolidated		Consolidated		Financial		(Received)		Net
	(Liabilities)		Balance Sheets		Balance Sheets		Instruments		Posted		Amount

	(in thousands)
Derivatives designated as hedging instruments
Interest rate swap on deposits	$	3,583	$	—	$	3,583	$	—	$	(3,583)	$	—
Interest rate swap on residential real estate loans	$	783	$	—	$	783	$	—	$	(860)	$	(77)
Derivatives not designated as hedging instruments
Customer interest rate swaps	$	24,197	$	—	$	24,197	$	—	$	(23,217)	$	980

11.OPERATING LEASE ROU ASSETS AND LIABILITIES

Operating lease ROU assets, included in other assets, were $21.7 million and $22.9 million at June 30, 2024 and December 31, 2023, respectively.

Operating lease liabilities, included in other liabilities and accrued expenses, were $23.5 million and $24.5 million at June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, there was one additional operating lease that has not yet commenced with an undiscounted contract amount up to $190,000 and a lease term of up to 36 months. At June 30, 2024, lease expiration dates ranged from one month to 34.2 years and had a weighted average remaining lease term of 16.1 years. At December 31, 2023, lease expiration dates ranged from two months to 34.7 years and had a weighted average remaining lease term of 16.2 years.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Future minimum lease payments under non-cancellable leases and a reconciliation to the amount recorded as operating lease liabilities as of June 30, 2024 were as follows:


	June 30,
	2024
	(in thousands)

2024	$	1,388
2025		2,720
2026		2,509
2027		2,445
2028		2,293
Thereafter		17,128
Total lease payments		28,483
Imputed interest		(4,980)
Total present value of operating lease liabilities	$	23,503

The weighted-average discount rate and remaining lease term for operating leases were as follows:



	June 30, 2024		December 31, 2023
Weighted-average discount rate	2.10	%	2.08	%
Weighted-average remaining lease term (years)	16.09		16.24

Rental expense for operating leases is recognized on a straight-line basis over the lease term. Variable lease components, such as fair-market value adjustments, are expensed as incurred and not included in ROU assets and operating lease liabilities.

The following table presents the components of total lease expense:


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2024		2023		2024		2023

	(in thousands)

Lease Expense:
Operating lease expense	$	714	$	792	$	1,461	$	1,599
Short-term lease expense		29		35		55		65
Variable lease expense		5		3		10		5
Sublease income		—		(4)		—		(9)
Total lease expense	$	748	$	826	$	1,526	$	1,660
Other Information
Cash paid for amounts included in the measurement of lease liabilities-
operating cash flows for operating leases		729		779		1,466		1,614
Operating Lease - Operating cash flows (Liability reduction)		608		655		1,223		1,335
ROU assets obtained in exchange for new operating lease liabilities		84		596		122		596

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

12.MINIMUM REGULATORY CAPITAL REQUIREMENTS

The Company and the Bank are subject to various regulatory capital requirements administered by the Federal Reserve and the FDIC. Failure to meet minimum capital requirements can result in mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s unaudited Consolidated Financial Statements.

Under the capital rules, risk-based capital ratios are calculated by dividing Tier 1, common equity Tier 1, and total risk-based capital, respectively, by risk-weighted assets. Assets and off-balance sheet credit equivalents are assigned to one of several risk-weight categories, based primarily on relative risk. The rules require banks and bank holding companies to maintain a minimum common equity Tier 1 capital ratio of 4.5%, a minimum Tier 1 capital ratio of 6.0% and a total capital ratio of 8.0%. In addition, a Tier 1 leverage ratio of 4.0% is required. Additionally, the capital rules require a bank holding company to maintain a capital conservation buffer of common equity Tier 1 capital in an amount above the minimum risk-based capital requirements equal to 2.5% of total risk weighted assets, or face restrictions on the ability to pay dividends, pay discretionary bonuses, and to engage in share repurchases.

Under the FDIC’s prompt corrective action rules, an insured state nonmember bank is considered “well capitalized” if its capital ratios meet or exceed the ratios as set forth in the following table and is not subject to any written agreement, order, capital directive, or prompt corrective action directive to meet and maintain a specific capital level for any capital measure. The Bank must meet well capitalized requirements under prompt corrective action provisions. Prompt corrective action provisions are not applicable to bank holding companies.

A bank holding company is considered “well capitalized” if the bank holding company (i) has a total risk-based capital ratio of at least 10.0%, (ii) has a Tier 1 risk-based capital ratio of at least 6.0%, and (iii) is not subject to any written agreement order, capital directive or prompt corrective action directive to meet and maintain a specific capital level for any capital measure.

At June 30, 2024, the capital levels of both the Company and the Bank exceeded all regulatory capital requirements, and their regulatory capital ratios were above the minimum levels required to be considered well capitalized for regulatory purposes. The capital levels of both the Company and the Bank at June 30, 2024 also exceeded the minimum capital requirements, including the currently applicable capital conservation buffer of 2.5%.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

The Company’s and the Bank’s actual regulatory capital ratios as of June 30, 2024 and December 31, 2023 are presented in the table below.


									Minimum Required to be
									Considered "Well Capitalized"
					Minimum Required for				Under Prompt Corrective
	Actual				Capital Adequacy Purposes				Action Provisions
	Amount		Ratio		Amount		Ratio		Amount		Ratio

	(dollars in thousands)

HarborOne Bancorp, Inc.
June 30, 2024
Common equity Tier 1 capital to risk-weighted assets	$	565,499	11.7	%	$	216,996	4.5	%		N/A	N/A
Tier 1 capital to risk-weighted assets		565,499	11.7			289,328	6.0			N/A	N/A
Total capital to risk-weighted assets		617,517	12.8			385,770	8.0			N/A	N/A
Tier 1 capital to average assets		565,499	9.7			232,787	4.0			N/A	N/A

December 31, 2023
Common equity Tier 1 capital to risk-weighted assets	$	567,248	12.0	%	$	212,816	4.5	%		N/A	N/A
Tier 1 capital to risk-weighted assets		567,248	12.0			283,755	6.0			N/A	N/A
Total capital to risk-weighted assets		619,138	13.1			378,340	8.0			N/A	N/A
Tier 1 capital to average assets		567,248	10.0			226,690	4.0			N/A	N/A

HarborOne Bank
June 30, 2024
Common equity Tier 1 capital to risk-weighted assets	$	519,928	10.8	%	$	216,905	4.5	%	$	313,307	6.5	%
Tier 1 capital to risk-weighted assets		519,928	10.8			289,206	6.0			385,608	8.0
Total capital to risk-weighted assets		571,946	11.9			385,608	8.0			482,010	10.0
Tier 1 capital to average assets		519,928	8.9			232,761	4.0			290,951	5.0

December 31, 2023
Common equity Tier 1 capital to risk-weighted assets	$	509,791	10.8	%	$	212,724	4.5	%	$	307,267	6.5	%
Tier 1 capital to risk-weighted assets		509,791	10.8			283,632	6.0			378,175	8.0
Total capital to risk-weighted assets		561,682	11.9			378,175	8.0			472,719	10.0
Tier 1 capital to average assets		509,791	9.0			226,666	4.0			283,333	5.0

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

13.COMPREHENSIVE (LOSS) INCOME

Accounting principles generally require that recognized revenue, expenses, gains and losses be included in net income. Although certain changes in assets and liabilities are reported as a separate component of the stockholders’ equity section of the unaudited Consolidated Balance Sheets, such items, along with net income, are components of comprehensive income (loss).

The following table presents changes in accumulated other comprehensive (loss) income by component for the three and six months ended June 30, 2024 and 2023:


	Three Months Ended June 30,
	2024								2023

	Post-		Available		Cash				Post-		Available		Cash
	retirement		for Sale		Flow				retirement		for Sale		Flow
	Benefit		Securities		Hedge		Total		Benefit		Securities		Hedge		Total

	(in thousands)

Balance at beginning of period	$	64	$	(51,965)	$	3,297	$	(48,604)	$	150	$	(47,686)	$	5,126	$	(42,410)

Other comprehensive income (loss) before reclassifications		1		650		268		919		1		(5,366)		1,577		(3,788)
Amounts reclassified from accumulated other comprehensive (loss) income		(22)		1,041		(1,264)		(245)		(39)		—		(1,134)		(1,173)
Net current period other comprehensive (loss) income		(21)		1,691		(996)		674		(38)		(5,366)		443		(4,961)
Related tax effect		—		(378)		285		(93)		—		1,205		(124)		1,081
Balance at end of period	$	43	$	(50,652)	$	2,586	$	(48,023)	$	112	$	(51,847)	$	5,445	$	(46,290)


	Six Months Ended June 30,
	2024								2023

	Post-		Available		Cash				Post-		Available		Cash
	retirement		for Sale		Flow				retirement		for Sale		Flow
	Benefit		Securities		Hedge		Total		Benefit		Securities		Hedge		Total

	(in thousands)

Balance at beginning of period	$	85	$	(47,373)	$	3,666	$	(43,622)	$	150	$	(53,212)	$	5,980	$	(47,082)

Other comprehensive (loss) income before reclassifications		—		(4,290)		986		(3,304)		1		1,723		1,407		3,131
Amounts reclassified from accumulated other comprehensive (loss) income		(42)		1,041		(2,499)		(1,500)		(39)		—		(2,152)		(2,191)
Net current period other comprehensive (loss) income		(42)		(3,249)		(1,513)		(4,804)		(38)		1,723		(745)		940
Related tax effect		—		(30)		433		403		—		(358)		210		(148)
Balance at end of period	$	43	$	(50,652)	$	2,586	$	(48,023)	$	112	$	(51,847)	$	5,445	$	(46,290)

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

14.FAIR VALUE OF ASSETS AND LIABILITIES

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values:

•Level 1 – Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

•Level 2 – Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

•Level 3 – Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The following methods and assumptions were used by the Company in estimating fair value disclosures:

Debt Securities – Available-for-sale debt securities are recorded at fair value on a recurring basis. When available, the Company uses quoted market prices to determine the fair value of debt securities; such items are classified as Level 1. There were no Level 1 securities held at June 30, 2024 and December 31, 2023.

Level 2 debt securities are traded less frequently than exchange-traded instruments. The fair value of these securities is determined using matrix pricing with inputs that are observable in the market or can be derived principally from or corroborated by observable market data. This category includes obligations of U.S. government-sponsored enterprises, including mortgage-backed securities, and corporate bonds.

Debt securities not actively traded whose fair value is determined through the use of cash flows utilizing inputs that are unobservable are classified as Level 3. There were no Level 3 securities held at June 30, 2024 and December 31, 2023.

Loans held for sale - The fair value of mortgage loans held for sale is estimated based on current market prices for similar loans in the secondary market and therefore are classified as Level 2 assets. There were no mortgage loans held for sale 90 days or more past due as of June 30, 2024 and December 31, 2023.

Collateral-Dependent Impaired Loans - The fair value of collateral-dependent loans that are deemed to be impaired is determined based upon the fair value of the underlying collateral. Such collateral primarily consists of real estate and, to a lesser extent, other business assets. For collateral-dependent loans for which repayment is dependent on the sale of the collateral, Management adjusts the fair value for estimated costs to sell. For collateral-dependent loans for which repayment is dependent on the operation of the collateral, estimated costs to sell are not incorporated into the measurement. Management may also adjust appraised values to reflect estimated market value declines or apply other discounts to appraised values resulting from its knowledge of the property. Internal valuations are utilized to determine the fair value of other business assets. Collateral-dependent impaired loans are categorized as Level 3.

Appraisals for collateral-dependent impaired loans are performed by certified general appraisers (for commercial properties) or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by the Company. Once received, the Company reviews the assumptions and approaches utilized in the appraisal as well as the overall resulting fair value in comparison with independent data sources such as recent market data or industry-wide statistics.

Retirement plan annuities - The carrying value of the annuities are based on their contract values which approximate fair value.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

MSRs - Fair value is based on a third-party valuation model that calculates the present value of estimated future net servicing income and includes observable market data such as prepayment speeds and default and loss rates.

Deposits and mortgagors’ escrow accounts - The fair values disclosed for demand deposits (e.g., interest and non-interest checking, passbook savings, and certain types of money market accounts) and mortgagors’ escrow accounts are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). Fair values for certificates of deposit are estimated using a DCF calculation that applies market interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on time deposits.

Borrowed funds - The fair values of borrowed funds are estimated using DCF analyses based on the current incremental borrowing rates in the market for similar types of borrowing arrangements.

Accrued interest - The carrying amounts of accrued interest approximate fair value.

Derivatives

Derivatives designated as hedging instrument - The Company works directly with a third-party vendor to provide periodic valuations for its interest-rate risk-management agreements to determine fair value of its interest rate swaps executed for interest-rate risk management. The vendor utilizes standard valuation methodologies applicable to interest rate derivatives based on readily observable market data and are therefore considered Level 2 valuations.

Forward loan sale commitments and derivative loan commitments - Forward loan sale commitments and derivative loan commitments are based on fair values of the underlying mortgage loans and the probability of such commitments being exercised. The assumptions for pull-through rates are derived from internal data and adjusted using Management judgment. Derivative loan commitments include the value of servicing rights and non-refundable costs of originating the loan based on the Company’s internal cost analysis that is not observable. The weighted average pull-through rate for derivative loan commitments was approximately 93% and 89% at June 30, 2024 and December 31, 2023, respectively.

Interest rate swaps and risk participation agreements - The Company’s interest rate swaps are traded in over-the-counter markets where quoted market prices are not readily available. For these interest rate derivatives, fair value is determined by a third party utilizing models that use primarily market observable inputs, such as swap rates and yield curves. The pricing models used to value interest rate swaps calculate the sum of each instrument’s fixed and variable cash flows, which are then discounted using an appropriate yield curve to arrive at the fair value of each swap. The pricing models do not contain a high level of subjectivity as the methodologies used do not require significant judgment.

Although the Company has determined that the majority of the inputs used to value its interest rate swaps and risk participation agreements fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with interest rate contracts and risk participation agreements utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. As of June 30, 2024 and December 31, 2023, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments were not significant to the overall valuation of its derivatives. As a result, the Company classified its derivative valuations in their entirety as Level 2.

Interest rate futures – The Company’s interest rate futures are valued based on quoted prices for similar assets in an active market with inputs that are observable and as a result, the Company has classified these derivatives as Level 2.

Off-balance sheet credit-related instruments - Fair values for off-balance sheet, credit-related financial instruments are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. The fair value of off-balance sheet instruments is immaterial.

Transfers between levels are recognized at the end of the reporting period, if applicable. There were no transfers during the periods presented.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis are summarized below:


							Total
	Level 1		Level 2		Level 3		Fair Value

	(in thousands)

June 30, 2024
Assets

Securities available for sale	$	—	$	269,078	$	—	$	269,078
Loans held for sale		—		41,814		—		41,814
Mortgage servicing rights		—		46,209		—		46,209
Derivatives		—		29,701		638		30,339
	$	—	$	386,802	$	638	$	387,440
Liabilities

Derivatives	$	—	$	25,128	$	250	$	25,378

December 31, 2023
Assets

Securities available for sale	$	—	$	290,151	$	—	$	290,151
Loans held for sale		—		19,686		—		19,686
Mortgage servicing rights		—		46,111		—		46,111
Derivatives		—		28,340		484		28,824
	$	—	$	384,288	$	484	$	384,772
Liabilities

Derivatives	$	—	$	24,100	$	451	$	24,551

The table below presents, for the three and six months ended June 30, 2024 and 2023, the changes in Level 3 assets and liabilities that are measured at fair value on a recurring basis.


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)

Assets: Derivative and Forward Loan Sale Commitments:

Balance at beginning of period	$	449	$	766	$	484	$	487

Total gains included in net income ⁽¹⁾		189		17		154		296
Balance at end of period	$	638	$	783	$	638	$	783

Changes in unrealized gains relating to instruments at period end	$	638	$	783	$	638	$	783

Liabilities: Derivative and Forward Loan Sale Commitments:

Balance at beginning of period	$	(50)	$	(302)	$	(451)	$	(104)

Total gains (losses) included in net income ⁽¹⁾		(200)		217		201		19
Balance at end of period	$	(250)	$	(85)	$	(250)	$	(85)

Changes in unrealized losses relating to instruments at period end	$	(250)	$	(85)	$	(250)	$	(85)

⁽¹⁾ Included in mortgage banking income on the Consolidated Statements of Income.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Assets Measured at Fair Value on a Non-recurring Basis

The Company is required, on a non-recurring basis, to adjust the carrying value or provide valuation allowances for certain assets using fair value measurements in accordance with GAAP. The following is a summary of applicable non-recurring fair value measurements. There were no assets measured at fair value on a non-recurring basis at June 30, 2024. There are no liabilities measured at fair value on a non-recurring basis at June 30, 2024 or December 31, 2023.


	December 31,
	2023
	Level 1		Level 2		Level 3



Collateral-dependent impaired loans	$	—	$	—	$	5,746

Losses in the following table represent the amount of the fair value adjustments recorded during the period on the carrying value of the assets held at June 30, 2024 and December 31, 2023, respectively. Losses on fully charged off loans are not included in the table.


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023

	(in thousands)


Collateral-dependent impaired loans	$	—	$	2,977	$	—	$	2,982

The table below presents quantitative information about significant unobservable inputs (Level 3) for assets measured at fair value on a non-recurring basis at the dates indicated.

Fair Value

June 30,

December 31,

Valuation Technique

2024

2023

(in thousands)

Collateral-dependent impaired loans

—

5,908

Sales Comparison Approach ⁽¹⁾

⁽¹⁾ Fair value is generally determined through independent appraisals of the underlying collateral, which includes unobservable inputs such as adjustments for differences between the comparable sales. The Company may also use another source of collateral assessment to determine a reasonable estimate of the fair value of the collateral. Appraisals may be adjusted by Management for qualitative factors and estimated liquidation expenses. Generally, appraisals for residential real estate loans are discounted 15% while commercial real estate loan appraisals are discounted 20%. Commercial and industrial appraisals are generally discounted 25%-50%. Management may take larger discounts to reflect market liquidity for certain types of assets not addressed in the appraisals.

Table of Contents

HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Summary of Fair Values of Financial Instruments

The estimated fair values, and related carrying or notional amounts, of the Company’s financial instruments are as follows. Certain financial instruments and all nonfinancial instruments are exempt from disclosure requirements. Accordingly, the aggregate fair value amounts presented herein may not necessarily represent the underlying fair value of the Company.


	June 30, 2024
	Carrying		Fair Value
	Amount		Level 1		Level 2		Level 3		Total

	(in thousands)

Financial assets:
Cash and cash equivalents	$	235,062	$	235,062	$	—	$	—	$	235,062
Securities available for sale		269,078		—		269,078		—		269,078
Securities held to maturity		19,725		—		19,121		—		19,121
Federal Home Loan Bank stock		25,311		N/A		N/A		N/A		N/A
Loans held for sale		41,814		—		41,814		—		41,814
Loans, net		4,790,093		—		—		4,562,942		4,562,942
Retirement plan annuities		15,456		—		—		15,456		15,456
Accrued interest receivable		19,276		—		19,276		—		19,276
Derivatives		30,339		—		29,701		638		30,339

Financial liabilities:
Deposits		4,458,297		—		—		4,450,347		4,450,347
Borrowed funds		619,372		—		617,064		—		617,064
Mortgagors' escrow accounts		9,632		—		—		9,632		9,632
Accrued interest payable		8,262		—		8,262		—		8,262
Derivatives		25,378		—		25,128		250		25,378


	December 31, 2023
	Carrying		Fair Value
	Amount		Level 1		Level 2		Level 3		Total

	(in thousands)

Financial assets:
Cash and cash equivalents	$	227,350	$	227,350	$	—	$	—	$	227,350
Securities available for sale		290,151		—		290,151		—		290,151
Securities held to maturity		19,796		—		19,262		—		19,262
Federal Home Loan Bank stock		27,098		N/A		N/A		N/A		N/A
Loans held for sale		19,686		—		19,686		—		19,686
Loans, net		4,702,339		—		—		4,482,448		4,482,448
Retirement plan annuities		15,170		—		—		15,170		15,170
Accrued interest receivable		18,169		—		18,169		—		18,169
Derivatives		28,824		—		28,340		484		28,824

Financial liabilities:
Deposits		4,387,409		—		—		4,376,269		4,376,269
Borrowed funds		568,462		—		567,158		—		567,158
Mortgagors' escrow accounts		8,872		—		—		8,872		8,872
Accrued interest payable		5,251		—		5,251		—		5,251
Derivatives		24,551		—		24,100		451		24,551

Table of Contents

HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

15.EARNINGS PER SHARE

Basic EPS represents net income attributable to common shareholders divided by the weighted-average number of common shares outstanding during the period. Non-vested restricted shares that are participating securities are included in the computation of basic EPS. Diluted EPS is computed by dividing net income attributable to common shareholders by the weighted-average number of common shares outstanding, plus the effect of potential dilutive common stock equivalents outstanding during the period. At June 30, 2024 and 2023, respectively, potential common shares of 130,225 and 1,308,266 were considered to be anti-dilutive and excluded from EPS.

The following table presents earnings per common share.


	Three Months Ended June 30,
	2024		2023

Net income available to common stockholders (in thousands)	$	7,296	$	7,479

Average number of common shares outstanding		44,648,561		46,620,893
Less: Average unallocated ESOP shares and non-vested restricted shares		(3,354,774)		(3,557,386)
Weighted average number of common shares outstanding used to calculate basic earnings per common share		41,293,787		43,063,507
Dilutive effect of share-based compensation		76,502		69,948
Weighted average number of common shares outstanding used to calculate diluted earnings per common share		41,370,289		43,133,455

Earnings per common share:
Basic	$	0.18	$	0.17
Diluted	$	0.18	$	0.17


	Six Months Ended June 30,
	2024		2023

Net income available to common stockholders (in thousands)	$	14,596	$	14,776

Average number of common shares outstanding		44,967,016		47,522,623
Less: Average unallocated ESOP shares and non-vested restricted shares		(3,363,912)		(3,567,212)
Weighted average number of common shares outstanding used to calculate basic earnings per common share		41,603,104		43,955,411
Dilutive effect of share-based compensation		145,559		248,482
Weighted average number of common shares outstanding used to calculate diluted earnings per common share		41,748,663		44,203,893

Earnings per common share:
Basic	$	0.35	$	0.34
Diluted	$	0.35	$	0.33

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

16. REVENUE RECOGNITION

Revenue from contracts with customers in the scope of ASC Topic 606 is measured based on the consideration specified in the contract with a customer and excludes amounts collected on behalf of third parties. The Company recognizes revenue from contracts with customers when it satisfies its performance obligations.

The Company’s performance obligations are generally satisfied as services are rendered and can either be satisfied at a point in time or over time. Unsatisfied performance obligations at the report date are not material to our Consolidated Financial Statements.

In certain cases, other parties are involved with providing services to our customers. If the Company is a principal in the transaction (providing services itself or through a third party on its behalf), revenues are reported based on the gross consideration received from the customer and any related expenses are reported gross in noninterest expense. If the Company is an agent in the transaction (referring to another party to provide services), the Company reports its net fee or commission retained as revenue.

The Company recognizes revenue that is transactional in nature and such revenue is earned at a point in time. Revenue that is recognized at a point in time includes card interchange fees (fee income related to debit card transactions), ATM fees, wire transfer fees, overdraft charge fees, and stop-payment and returned check fees. Additionally, revenue is collected from loan fees, such as letters of credit, line renewal fees and application fees. Such revenue is derived from transactional information and is recognized as revenue immediately as the transactions occur or upon providing the service to complete the customer’s transaction.

17.SEGMENT REPORTING

The Company has two reportable segments: HarborOne Bank and HarborOne Mortgage. Revenue from HarborOne Bank consists primarily of interest earned on loans and investment securities and service charges on deposit accounts. Revenue from HarborOne Mortgage comprises interest earned on loans and fees received as a result of the residential mortgage origination, sale and servicing process.

The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. Segment profit and loss is measured by net income on a legal entity basis. Intercompany transactions are eliminated in consolidation.

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)

Information about the reportable segments and reconciliation to the unaudited interim Consolidated Financial Statements at June 30, 2024 and 2023 and for the three and six months ended June 30, 2024 and 2023 is presented in the tables below.


	Three Months Ended June 30, 2024
	HarborOne		HarborOne
	Bank		Mortgage		Consolidated

	(in thousands)


Net interest and dividend income	$	31,098	$	240	$	31,350
Provision for credit losses		615		—		615
Net interest and dividend income, after benefit for credit losses		30,483		240		30,735
Mortgage banking income:
Gain on sale of mortgage loans		—		3,141		3,143
Intersegment gain (loss)		(464)		464		—
Changes in mortgage servicing rights fair value		(74)		(1,024)		(1,098)
Other		180		2,177		2,356
Total mortgage banking income		(358)		4,758		4,401
Other noninterest income (loss)		7,514		4		7,518
Total noninterest income		7,156		4,762		11,919
Noninterest expense		27,791		5,269		33,144
Income (loss) before income taxes		9,848		(267)		9,510
Provision (benefit) for income taxes		2,310		(76)		2,214
Net income (loss)	$	7,538	$	(191)	$	7,296


	Six Months Ended June 30, 2024
	HarborOne		HarborOne
	Bank		Mortgage		Consolidated

	(in thousands)


Net interest and dividend income	$	61,583	$	320	$	61,932
Provision for credit losses		447		—		447
Net interest and dividend income, after provision for credit losses		61,136		320		61,485
Mortgage banking income:
Gain on sale of mortgage loans		—		5,155		5,156
Intersegment gain (loss)		(700)		772		—
Changes in mortgage servicing rights fair value		(106)		(938)		(1,044)
Other		360		4,273		4,632
Total mortgage banking income (loss)		(446)		9,262		8,744
Other noninterest income		13,905		14		13,916
Total noninterest income		13,459		9,276		22,660
Noninterest expense		55,196		9,580		64,894
Income (loss) before income taxes		19,399		16		19,251
Provision (benefit) for income taxes		4,696		(16)		4,655
Net income (loss)	$	14,703	$	32	$	14,596

Total assets at period end	$	5,793,429	$	120,390	$	5,787,035
Goodwill at period end	$	59,042	$	—	$	59,042

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HarborOne Bancorp, Inc.

Notes to Consolidated Financial Statements (unaudited)


	Three Months Ended June 30, 2023

	HarborOne		HarborOne
	Bank		Mortgage		Consolidated

	(in thousands)


Net interest and dividend income	$	32,490	$	120	$	32,100
Provision for credit losses		3,283		—		3,283
Net interest and dividend income, after provision for credit losses		29,207		120		28,817
Mortgage banking income:
Gain on sale of mortgage loans		—		3,300		3,300
Intersegment gain (loss)		(358)		90		—
Changes in mortgage servicing rights fair value		29		407		436
Other		195		2,117		2,312
Total mortgage banking income (loss)		(134)		5,914		6,048
Other noninterest income (loss)		6,614		—		6,614
Total noninterest income		6,480		5,914		12,662
Noninterest expense		26,193		5,493		31,725
Income before income taxes		9,494		541		9,754
Provision for income taxes		2,193		232		2,275
Net income	$	7,301	$	309	$	7,479


	Six Months Ended June 30, 2023

	HarborOne		HarborOne
	Bank		Mortgage		Consolidated

	(in thousands)

Net interest and dividend income	$	67,052	$	447	$	66,498
Provision for credit losses		5,149		—		5,149
Net interest and dividend income, after provision for credit losses		61,903		447		61,349
Mortgage banking income:
Gain on sale of mortgage loans		—		5,524		5,524
Intersegment gain (loss)		(706)		544		—
Changes in mortgage servicing rights fair value		(107)		(1,149)		(1,256)
Other		396		4,132		4,528
Total mortgage banking income (loss)		(417)		9,051		8,796
Other noninterest income		12,556		—		12,556
Total noninterest income		12,139		9,051		21,352
Noninterest expense		52,383		10,815		63,234
Income before income taxes		21,659		(1,317)		19,467
Provision for income taxes		5,308		(333)		4,691
Net income	$	16,351	$	(984)	$	14,776

Total assets at period end	$	5,668,582	$	115,782	$	5,659,254
Goodwill at period end	$	59,042	$	10,760	$	69,802

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This section is intended to assist in the understanding of the financial performance of the Company and its subsidiaries through a discussion of our financial condition at June 30, 2024, and our results of operations for the three and six months ended June 30, 2024 and 2023. This section should be read in conjunction with the unaudited interim Consolidated Financial Statements and Notes thereto of the Company appearing in Part I, Item 1 of this Form 10-Q.

Forward-Looking Statements

Certain statements herein constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. We may also make forward-looking statements in other documents we file with the SEC, in our annual reports to shareholders, in press releases and other written materials, and in oral statements made by our officers, directors or employees. Such statements may be identified by words such as “believes,” “will,” “would,” “expects,” “project,” “may,” “could,” “developments,” “strategic,” “launching,” “opportunities,” “anticipates,” “estimates,” “intends,” “plans,” “targets” and similar expressions. These statements are based upon the current beliefs and expectations of the Company’s Management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause such differences to exist include, but are not limited to, changes in general business and economic conditions (including inflation and concerns about liquidity) on a national basis and in the local markets in which the Company operates, including changes that adversely affect borrowers’ ability to service and repay the Company’s loans; changes in customer behavior; ongoing turbulence in the capital and debt markets and the impact of such conditions on the Company’s business activities; changes in interest rates; increases in loan default and charge-off rates; decreases in the value of securities in the Company’s investment portfolio; fluctuations in real estate values; the possibility that future credit losses may be higher than currently expected due to changes in economic assumptions, customer behavior or adverse economic developments; the adequacy of loan loss reserves; decreases in deposit levels necessitating increased borrowing to fund loans and investments; competitive pressures from other financial institutions; cybersecurity incidents, fraud, natural disasters, war, terrorism, civil unrest, and future pandemics; changes in regulation; changes in accounting standards and practices; the risk that goodwill and intangibles recorded in the Company’s financial statements will become impaired; demand for loans in the Company’s market area; the Company’s ability to attract and maintain deposits; risks related to the implementation of acquisitions, dispositions, and restructurings; the risk that the Company may not be successful in the implementation of its business strategy; changes in assumptions used in making such forward-looking statements and the risk factors described in the Annual Report on Form 10-K and Quarterly Reports on Form 10-Q as filed with the SEC, which are available at the SEC’s website, www.sec.gov. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, HarborOne’s actual results could differ materially from those discussed. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company disclaims any obligation to publicly update or revise any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes, except as required by law.

Critical Accounting Policies and Estimates

The Company’s significant accounting policies are described in Note 1 to the Consolidated Financial Statements included in its most recent Annual Report on Form 10-K. Modifications to significant accounting policies made during the year are described in Note 1 to the Consolidated Financial Statements included in Item 1 of this report. The preparation of the Consolidated Financial Statements in accordance with GAAP and practices generally applicable to the financial services industry requires Management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, and to disclose contingent assets and liabilities. Actual results could differ from those estimates.

Certain of our accounting policies, which are important to the portrayal of our financial condition, require Management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances. Facts and circumstances which could affect these judgments include, but are not limited to, changes in interest rates, changes in the performance of the economy and changes in the financial condition of borrowers.

Management has identified the Company’s most critical accounting policies as related to:

•Allowance for Credit Losses

•Goodwill

•Deferred Tax Assets

The accounting policies and estimates, including the nature of the estimates and types of assumptions used, are described in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, included in the Company’s most recent Form 10-K and pertain to discussion in Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of this report.

Comparison of Financial Condition at June 30, 2024 and December 31, 2023

Total Assets. Total assets increased $119.1 million, or 2.1%, to $5.79 billion at June 30, 2024 from $5.67 billion at December 31, 2023. The increase primarily reflects an increase of $88.9 million in loans and a $22.1 million increase in loans held for sale.

Cash and Cash Equivalents. Cash and cash equivalents increased $7.7 million to $235.1 million at June 30, 2024 from $227.4 million at December 31, 2023, primarily due to an increase in cash and due from banks.

Assets Held for Sale. The decrease in assets held for sale of $348,000 reflects the sale-leaseback of the building that currently houses HarborOne’s Legion Parkway banking center in downtown Brockton and previously served as the Bank’s headquarters. The sale-leaseback continues the Company’s longtime commitment to Brockton, which was made in conjunction with a project to revitalize the downtown area, with plans for a mixed-use property that includes a lease-back by the Company for a state-of-the-art HarborOne banking center. The transaction resulted in a gain of $1.8 million recorded in noninterest income, partially offset by the $675,000 bargain purchase element of the property sale included in marketing expense as a contribution.

Loans Held for Sale. Loans held for sale at June 30, 2024 were $41.8 million, an increase of $22.1 million from $19.7 million at December 31, 2023, reflecting increased loan production at HarborOne Mortgage.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Loans, net. Net loans increased $87.8 million, or 1.9%, to $4.79 billion at June 30, 2024 from $4.70 billion at December 31, 2023. The following table sets forth information concerning the composition of loans:


	June 30,		December 31,		Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Commercial:
Commercial real estate	$	2,380,881	$	2,343,675	$	37,206		1.6	%
Commercial construction		233,926		208,443		25,483		12.2
Commercial and industrial		499,043		466,443		32,600		7.0
Total commercial loans		3,113,850		3,018,561		95,289		3.2
Residential real estate:
One- to four-family		1,519,123		1,513,554		5,569		0.4
Second mortgage and equity lines of credit		175,457		177,135		(1,678)		(0.9)
Residential construction		12,831		18,132		(5,301)		(29.2)
Total residential real estate loans		1,707,411		1,708,821		(1,410)		(0.1)

Consumer loans		18,704		22,036		(3,332)		(15.1)
Total loans before basis adjustment		4,839,965		4,749,418		90,547		1.9	`
Basis adjustment associated with fair value hedge ⁽¹⁾		(733)		893		(1,626)		(182.1)
Total loans		4,839,232		4,750,311		88,921		1.9
Allowance for credit losses on loans		(49,139)		(47,972)		(1,167)		2.4
Loans, net	$	4,790,093	$	4,702,339	$	87,754		1.9	%


⁽¹⁾ Represents the basis adjustment associated with the application of hedge accounting on certain residential real estate loans. Refer to Note 10 - Derivatives.

The growth in net loans primarily reflects commercial loan growth. Management continues to seek prudent commercial lending opportunities to deepen relationships with existing customers and develop new relationships with strong borrowers.

Securities. Investment securities available for sale at June 30, 2024 were $269.1 million, a decrease of $21.1 million, or 7.3%, from $290.2 million at December 31, 2023. The decrease primarily reflects the sale of $17.5 million of low-yield securities with a loss on sale of $1.0 million. Securities available for sale were negatively impacted by unrealized losses of $65.3 million and $62.0 million as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024 and December 31, 2023, the gross unrealized loss positions were primarily related to mortgage-backed securities and other obligations issued by U.S. government agencies or U.S. government-sponsored enterprises. These securities carry the explicit and/or implicit guarantee of the U.S. government and have a long history of zero credit loss. Total gross unrealized losses were primarily attributable to changes in interest rates relative to when the investment securities were purchased, and not due to the credit quality of the investment securities.

Securities held to maturity amounted to $19.7 million at June 30, 2024 and $19.8 million at December 31, 2023, with a fair value of $19.1 million and $19.3 million, respectively.

Mortgage servicing rights. MSRs are created as a result of our mortgage banking origination activities and accounted for at fair value. At June 30, 2024, we serviced mortgage loans for others with an aggregate outstanding principal balance of $3.48 billion. Total MSRs were $46.2 million at June 30, 2024 and $46.1 million at December 31, 2023. The change in total MSRs for the six months ended June 30, 2024 reflects additions of $641,000 million from new mortgage originations, amortization from loan repayments of $898,000 and a positive fair value mark of $355,000.

Quarterly, we utilize a third-party provider to assist in the determination of the fair value of our MSRs. They provide the appropriate prepayment speed, and discount and default rate assumptions based on our portfolio and key benchmark mortgage rates. Management reviews the assumptions and calculation. Any measurement of fair value is limited by the conditions existing and assumptions made at a particular point in time. Those assumptions may not be appropriate if they are applied at a different point in time.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

The assumptions used in the MSR fair value calculation are significantly impacted by the residential mortgage benchmark indices. Decreasing mortgage rates normally encourages increased mortgage refinancing activity, which reduces the life of the loans underlying the MSRs, thereby reducing the value of MSRs, whereas increasing interest rates would result in increases in fair value, and a corresponding increase in earnings. MSRs recorded during periods of historically low interest rates may be less sensitive to falling rates in the future as they were originated in a low mortgage rate environment.

Deposits. Deposits were $4.46 billion and $4.39 billion at June 30, 2024 and December 31, 2023, respectively. The following table sets forth information concerning the composition of deposits:


	June 30,		December 31,		Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Noninterest-bearing deposits	$	689,800	$	659,973	$	29,827		4.5	%
NOW accounts		308,006		305,774		2,232		0.7
Regular savings		989,720		1,265,315		(275,595)		(21.8)
Money market accounts		608,629		499,651		108,978		21.8
Term certificate accounts		984,792		858,241		126,551		14.7
Consumer and business deposits		3,580,947		3,588,954		(8,007)		(0.2)
Municipal deposits		492,097		471,817		20,280		4.3
Brokered deposits		385,253		326,638		58,615		17.9
Total deposits	$	4,458,297	$	4,387,409	$	70,888		1.6	%

Reciprocal deposits	$	369,875	$	209,401	$	160,474		76.6	%

Total deposits increased $70.9 million reflecting an increase of $58.6 million in brokered deposits and a $20.3 million increase in municipal deposits partially offset by a $8.0 million decrease in consumer and business deposits due to the competitive deposit pricing market. Brokered deposits provide a channel for the Company to seek additional funding outside the Company’s core market. We participate in a reciprocal deposit program that provides access to FDIC-insured deposit products in aggregate amounts exceeding the current limits for depositors. Total deposits included $369.9 million in reciprocal deposits. The increase in reciprocal deposits primarily reflects municipal depositors increased utilization of the reciprocal deposit program, as municipal deposits are generally required to be insured or secured by FHLB letters of credit.

The total of estimated deposits in excess of the FDIC insurance limits amounted to $1.3 billion and $1.4 billion as of June 30, 2024 and December 31, 2023, respectively. Until February 24, 2023, insurance for deposits in excess of FDIC limits was provided through the DIF. On February 24, 2023, at 5 p.m. local time, the Bank exited DIF. All customer non-certificate deposits as of that date and time were covered by DIF insurance until February 24, 2024. Certificates of deposit as of 5 p.m. local time on February 24, 2023 remain covered by DIF insurance until their maturity date.

The following table summarizes uninsured deposits at the date indicated:


	June 30,		December 31,
	2024		2023

	(in thousands)

Uninsured deposits, per regulatory reporting requirements	$	1,299,305	$	1,420,431
Less: Subsidiary deposits		377,285		349,748
Collateralized deposits		195,973		17,892
Uninsured deposits, after exclusions	$	726,047	$	1,052,791

Uninsured deposits, after excluding subsidiary deposits and collateralized deposits, represented 16% of total deposits at June 30, 2024. Management believes that this provides a more informative view of uninsured deposits, as subsidiary deposits are eliminated in consolidation and collateralized deposits are secured.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Borrowed Funds. Borrowings increased $50.9 million to $619.4 million at June 30, 2024 from $568.5 million at December 31, 2023. At June 30, 2024, FHLB short-term borrowings were $130.0 million and long-term borrowings were $314.4 million. The Company borrowed $175 million for a one-year term under the BTFP during the first quarter of 2024. As of June 30, 2024, the Bank had $1.2 billion in available borrowing capacity across multiple relationships.

Stockholders’ equity. Total stockholders’ equity was $577.3 million at June 30, 2024, compared to $583.8 million at December 31, 2023 and $595.5 million at June 30, 2023. Stockholders’ equity decreased 1.1% when compared to the year end, as earnings were offset by share repurchases, dividends and an increase in unrealized loss on available-for-sale securities. Share repurchases for the six months ended June 30, 2024 were 1,230,353 shares at an average price of $10.37, including $0.10 per share of excise tax.

The tangible-common-equity-to-tangible-assets ratio (non-GAAP) was 9.03% at June 30, 2024, 9.33% at December 31, 2023, and 9.38% at June 30, 2023. At June 30, 2024, the capital levels of both the Company and the Bank exceeded all regulatory capital requirements, and their regulatory capital ratios were above the minimum levels required to be considered well capitalized for regulatory purposes. The capital levels of both the Company and the Bank at June 30, 2024, also exceeded the minimum capital requirements, including the currently applicable capital conservation buffer of 2.5%. Regulatory capital ratios are not impacted by the decline in other comprehensive income as a result of the unrealized losses on available-for-sale investment securities.

Comparison of Results of Operations for the Three and Six Months Ended June 30, 2024 and 2023

HarborOne Bancorp, Inc. Consolidated

Overview. Consolidated net income for the three and six months ended June 30, 2024 and 2023 was $7.3 million and $14.6 million, respectively, compared to net income of $7.5 million and $14.8 million for the three and six months ended June 30, 2023.

Average Balances and Yields. The following tables set forth average balance sheets, annualized average yields and costs, and certain other information for the periods indicated, on a consolidated basis. Interest income on tax-exempt loans and securities has been adjusted to a fully taxable-equivalent basis using a federal tax rate of 21%. All average balances are daily average balances. Non-accrual loans were included in the computation of average balances but have been reflected in the table as loans carrying a zero yield. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or expense.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis


	Three Months Ended June 30,
	2024							2023
	Average							Average
	Outstanding					Yield/		Outstanding					Yield/
	Balance			Interest		Cost ⁽⁸⁾		Balance			Interest		Cost ⁽⁸⁾

	(dollars in thousands)

Interest-earning assets:
Investment securities ⁽¹⁾	$	374,730		$	2,121	2.28	%	$	381,762		$	2,035	2.14	%
Other interest-earning assets		306,361			3,971	5.21			238,891			2,935	4.93
Loans held for sale		20,775			347	6.72			19,614			326	6.67
Loans
Commercial loans ⁽²⁾⁽³⁾		3,091,004			43,023	5.60			2,938,292			38,842	5.30
Residential real estate loans⁽³⁾⁽⁴⁾		1,695,059			18,393	4.36			1,682,860			16,456	3.92
Consumer loans ⁽³⁾		19,221			352	7.37			29,025			419	5.79
Total loans		4,805,284			61,768	5.17			4,650,177			55,717	4.81
Total interest-earning assets		5,507,150			68,207	4.98			5,290,444			61,013	4.63
Noninterest-earning assets		300,847							305,132
Total assets	$	5,807,997						$	5,595,576
Interest-bearing liabilities:
Savings accounts	$	1,058,524			4,305	1.64		$	1,421,622			6,165	1.74
NOW accounts		299,536			88	0.12			280,501			59	0.08
Money market accounts		1,069,153			10,186	3.83			802,373			6,256	3.13
Certificates of deposit		931,255			9,946	4.30			708,087			5,273	2.99
Brokered deposits		300,385			2,747	3.68			281,614			2,309	3.29
Total interest-bearing deposits		3,658,853			27,272	3.00			3,494,197			20,062	2.30
Borrowings		776,852			9,329	4.83			666,345			8,114	4.88
Subordinated debentures		—			—	-			34,331			524	6.12
Total borrowings		776,852			9,329	4.83			700,676			8,638	4.94
Total interest-bearing liabilities		4,435,705			36,601	3.32			4,194,873			28,700	2.74
Noninterest-bearing liabilities:
Noninterest-bearing deposits		670,494							712,081
Other noninterest-bearing liabilities		126,477							88,363
Total liabilities		5,232,676							4,995,317
Total equity		575,321							600,259
Total liabilities and equity	$	5,807,997						$	5,595,576
Tax equivalent net interest income					31,606							32,313
Tax equivalent interest rate spread ⁽⁵⁾						1.66	%						1.89	%
Less: tax equivalent adjustment					256							213
Net interest income as reported				$	31,350						$	32,100
Net interest-earning assets ⁽⁶⁾	$	1,071,445						$	1,095,571
Net interest margin ⁽⁷⁾						2.29	%						2.43	%
Tax equivalent effect						0.02							0.02
Net interest margin on a fully tax equivalent basis						2.31	%						2.45	%
Ratio of interest-earning assets to interest-bearing liabilities		124.16	%						126.12	%

Supplemental information:
Total deposits, including demand deposits	$	4,329,347		$	27,272			$	4,206,278		$	20,062
Cost of total deposits						2.53	%						1.91	%
Total funding liabilities, including demand deposits	$	5,106,199		$	36,601			$	4,906,954		$	28,700
Cost of total funding liabilities						2.88	%						2.35	%

⁽¹⁾ Includes securities available for sale and securities held to maturity.
⁽²⁾ Includes industrial revenue bonds for the quarter ended June 30, 2024. Interest income from tax exempt loans is computed on a taxable equivalent basis using a rate of 21% for the quarters presented.
⁽³⁾ Includes non-accruing loan balances and interest received on such loans.
⁽⁴⁾ Includes the basis adjustments of certain loans included in fair value hedging relationships.
⁽⁵⁾ Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
⁽⁶⁾ Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.
⁽⁷⁾Net interest margin represents net interest income divided by average total interest-earning assets.
⁽⁸⁾ Annualized.

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis


	Six Months Ended June 30,
	2024							2023
	Average							Average
	Outstanding					Yield/		Outstanding					Yield/
	Balance			Interest		Cost ⁽⁸⁾		Balance			Interest		Cost ⁽⁸⁾

	(dollars in thousands)

Interest-earning assets:
Investment securities ⁽¹⁾	$	373,758		$	4,186	2.25	%	$	384,517		$	4,114	2.16	%
Other interest-earning assets		331,416			8,630	5.24			151,644			3,738	4.97
Loans held for sale		17,517			590	6.77			18,865			612	6.54
Loans												—
Commercial loans ⁽²⁾⁽³⁾		3,065,921			84,675	5.55			2,919,980			75,679	5.23
Residential real estate loans⁽³⁾⁽⁴⁾		1,697,878			36,568	4.33			1,665,083			32,072	3.88
Consumer loans ⁽³⁾		19,879			711	7.19			32,647			938	5.79
Total loans		4,783,678			121,954	5.13			4,617,710			108,689	4.75
Total interest-earning assets		5,506,369			135,360	4.94			5,172,736			117,153	4.57
Noninterest-earning assets		299,999							309,198
Total assets	$	5,806,368						$	5,481,934
Interest-bearing liabilities:
Savings accounts	$	1,122,362			9,827	1.76		$	1,440,403			11,610	1.63
NOW accounts		294,719			163	0.11			278,164			95	0.07
Money market accounts		1,031,753			19,499	3.80			813,472			11,494	2.85
Certificates of deposit		893,162			18,501	4.17			630,791			7,958	2.54
Brokered deposits		328,422			6,181	3.78			305,885			4,818	3.18
Total interest-bearing deposits		3,670,418			54,171	2.97			3,468,715			35,975	2.09
Borrowings		770,738			18,752	4.89			557,823			13,219	4.78
Subordinated debentures		—			—	—			34,315			1,047	6.15
Total borrowings		770,738			18,752	4.89			592,138			14,266	4.86
Total interest-bearing liabilities		4,441,156			72,923	3.30			4,060,853			50,241	2.49
Noninterest-bearing liabilities:
Noninterest-bearing deposits		662,465							716,782
Other noninterest-bearing liabilities		122,884							95,054
Total liabilities		5,226,505							4,872,689
Total equity		579,863							609,245
Total liabilities and equity	$	5,806,368						$	5,481,934
Tax equivalent net interest income					62,437							66,912
Tax equivalent interest rate spread ⁽⁵⁾						1.64	%						2.08	%
Less: tax equivalent adjustment					505							414
Net interest income as reported				$	61,932						$	66,498
Net interest-earning assets ⁽⁶⁾	$	1,065,213						$	1,111,883
Net interest margin ⁽⁷⁾						2.26	%						2.59	%
Tax equivalent effect						0.02							0.02
Net interest margin on a fully tax equivalent basis						2.28	%						2.61	%
Ratio of interest-earning assets to interest-bearing liabilities		123.99	%						127.38	%

Supplemental information:
Total deposits, including demand deposits	$	4,332,883		$	54,171			$	4,185,497		$	35,975
Cost of total deposits						2.51	%						1.73	%
Total funding liabilities, including demand deposits	$	5,103,621		$	72,923			$	4,777,635		$	50,241
Cost of total funding liabilities						2.87	%						2.12	%

⁽¹⁾ Includes securities available for sale and securities held to maturity.
⁽²⁾ Includes industrial revenue bonds for the quarter ended June 30, 2024. Interest income from tax exempt loans is computed on a taxable equivalent basis using a rate of 21% for the quarters presented.
⁽³⁾ Includes non-accruing loan balances and interest received on such loans.
⁽⁴⁾ Includes the basis adjustments of certain loans included in fair value hedging relationships.
⁽⁵⁾ Interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
⁽⁶⁾ Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.
⁽⁷⁾ Net interest margin represents net interest income divided by average total interest-earning assets.
⁽⁸⁾ Annualized.

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Rate/Volume Analysis. The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated, on a consolidated basis. 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. For purposes of this table, 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.


	Three Months Ended June 30,						Six Months Ended June 30,
	2024 v. 2023						2024 v. 2023
	Increase (Decrease)				Total		Increase (Decrease)				Total
	Due to Changes in				Increase		Due to Changes in				Increase
	Volume		Rate		(Decrease)		Volume		Rate		(Decrease)

	(in thousands)

Interest-earning assets:
Investment securities	$	(40)	$	126	$	86	$	(114)	$	186	$	72
Other interest-earning assets		871		165		1,036		4,681		211		4,892
Loans held for sale		19		2		21		(44)		22		(22)
Loans
Commercial loans		2,138		2,043		4,181		4,172		4,824		8,996
Residential real estate loans		109		1,828		1,937		649		3,847		4,496
Consumer loans		(135)		68		(67)		(351)		124		(227)
Total loans		2,112		3,939		6,051		4,470		8,795		13,265
Total interest-earning assets		2,962		4,232		7,194		8,993		9,214		18,207
Interest-bearing liabilities:
Savings accounts		(1,508)		(352)		(1,860)		(2,710)		927		(1,783)
NOW accounts		4		25		29		6		62		68
Money market accounts		2,343		1,587		3,930		3,567		4,438		8,005
Certificates of deposit		1,968		2,705		4,673		4,164		6,379		10,543
Brokered deposit		161		277		438		379		984		1,363
Total interest-bearing deposits		2,968		4,242		7,210		5,406		12,790		18,196
Borrowings		1,340		(125)		1,215		3,896		1,637		5,533
Subordinated debentures		(524)		—		(524)		(1,047)		—		(1,047)
Total borrowings		816		(125)		691		2,849		1,637		4,486
Total interest-bearing liabilities		3,784		4,117		7,901		8,255		14,427		22,682
Change in net interest income	$	(822)	$	115	$	(707)	$	738	$	(5,213)	$	(4,475)

Interest and Dividend Income. Interest and dividend income on a tax equivalent basis increased $7.2 million, or 11.8%, to $68.2 million for the three months ended June 30, 2024, compared to $61.0 million for the three months ended June 30, 2023. The significant components of the increase were:

●

Interest and fees on loans on a tax equivalent basis increased $6.1 million, or 10.9%, reflecting loan growth and a 36-basis-point increase in the yield.

●

Interest income on other earning assets increased $1.0 million, or 35.3%, reflecting an increase in the average balance and interest rates of federal funds.

Compared to the first six months of 2023, interest and dividend income on a tax equivalent basis increased $18.2 million, or 15.5%, reflecting similar trends to the quarter-over-quarter results, increased volume and rates on interest bearing assets.

Interest Expense. Interest expense increased $7.9 million, or 27.5%, to $36.6 million for the three months ended June 30, 2024 from $28.7 million for the three months ended June 30, 2023. The significant components of the increase were:

●

Interest expense on deposits increased $7.2 million, or 35.9%, reflecting deposit growth and a 70 basis-point increase in rates paid.

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

●

Interest expense on borrowings increased $1.2 million, or 15.0%, reflecting an increase in the average balance partially offset by a 5-basis-point decrease in the cost of borrowings.

Compared to the first six months of 2023, interest expense increased $22.7 million, or 45.1%, reflecting similar

trends to the quarter-over-quarter results, increased volume and rates on interest-bearing liabilities.

Net Interest and Dividend Income. Net interest and dividend income on a tax equivalent basis decreased $707,000, or 2.2%, to $31.6 million for the three months ended June 30, 2024 from $32.3 million for the three months ended June 30, 2023. The average balance of interest bearing assets and liabilities increased $216.7 million and $240.8 million, respectively, and rate increases on interest-bearing liabilities outpaced the increase in the yield on interest-earning assets by 23 basis points. The net interest spread was 1.66% for the three months ended June 30, 2024 compared to 1.89% for the three months ended June 30 2023 and net interest margin on a full tax equivalent basis decreased 14 basis points to 2.31% for the three months ended June 30, 2024 from 2.45% for three months ended June 30, 2023.

Compared to the first six months of 2023, net interest and dividend income on a tax equivalent basis decreased

$4.5 million, or 6.7%, to $62.4 million from $66.9 million. The tax equivalent net interest spread decreased 44 basis

points to 1.64% for the six months ended June 30, 2024 from 2.08% for the six months ended June 30, 2023, and net

interest margin on a tax equivalent basis decreased by 33 basis points to 2.28% for the six months ended June 30, 2024

from 2.61% for the six months ended June 30, 2023.

Income Tax Provision. The provision for income taxes was $2.2 million and $4.7 million for the three and six months ended June 30, 2024 compared to $2.3 million and $4.7 million, for the three and six months ended June 30, 2023.

The effective tax rate for three months ended June 30, 2024 and 2023 was 23.3%. The effective tax rate for the six months ended June 30, 2024 and 2023 was 24.2% and 24.1%, respectively.

Segments. The Company has two reportable segments: HarborOne Bank and HarborOne Mortgage. Revenue from HarborOne Bank consists primarily of interest earned on loans and investment securities and service charges on deposit accounts. Revenue from HarborOne Mortgage is comprised of interest earned on loans and fees received as a result of the residential mortgage origination, sale and servicing process. Residential real estate portfolio loans are originated by HarborOne Mortgage and purchased by the Bank.

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

The tables below show the results of operations for the Company’s segments, HarborOne Bank and HarborOne Mortgage, for the three and six months ended June 30, 2024 and 2023, and the increase or decrease in those results:


	HarborOne Bank								HarborOne Mortgage
	Three Months Ended								Three Months Ended
	June 30,				Increase (Decrease)				June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent		2024		2023		Dollars		Percent

	(dollars in thousands)

Net interest and dividend income	$	31,098	$	32,490	$	(1,392)	(4.3)	%	$	240	$	120	$	120	100.0	%
Provision (benefit) for credit losses		615		3,283		(2,668)	(81.3)			—		—		—	—
Net interest and dividend income, after provision (benefit) for credit losses		30,483		29,207		1,276	4.4			240		120		120	100.0
Mortgage banking income:
Gain on sale of mortgage loans		—		—		—	—			3,141		3,300		(159)	(4.8)
Intersegment gain (loss)		(464)		(358)		(106)	29.6			464		90		374	415.6
Changes in mortgage servicing rights fair value		(74)		29		(103)	(355.2)			(1,024)		407		(1,431)	(351.6)
Other		180		195		(15)	(7.7)			2,177		2,117		60	2.8
Total mortgage banking income (loss)		(358)		(134)		(224)	167.2			4,758		5,914		(1,156)	(19.5)
Other noninterest income (loss)		7,514		6,614		900	13.6			4		—		4	—
Total noninterest income		7,156		6,480		676	10.4			4,762		5,914		(1,152)	(19.5)
Noninterest expense		27,791		26,193		1,598	6.1			5,269		5,493		(224)	(4.1)
Income (loss) before income taxes		9,848		9,494		354	3.7			(267)		541		(808)	(149.4)
Provision (benefit) for income taxes		2,310		2,193		117	5.3			(76)		232		(308)	(132.8)
Net income (loss)	$	7,538	$	7,301	$	237	3.2	%	$	(191)	$	309	$	(500)	(161.8)	%


	HarborOne Bank								HarborOne Mortgage
	Six Months Ended								Six Months Ended
	June 30,				Increase (Decrease)				June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent		2024		2023		Dollars		Percent

	(dollars in thousands)


Net interest and dividend income	$	61,583	$	67,052	$	(5,469)	(8.2)	%	$	320	$	447	$	(127)	(28.4)	%
Provision for credit losses		447		5,149		(4,702)	(91.3)			—		—		—	—
Net interest and dividend income, after provision for credit losses		61,136		61,903		(767)	(1.2)			320		447		(127)	(28.4)
Mortgage banking income:
Gain on sale of mortgage loans		—		—		—	—			5,155		5,524		(369)	(6.7)
Intersegment gain (loss)		(700)		(706)		6	(0.8)			772		544		228	41.9
Changes in mortgage servicing rights fair value		(106)		(107)		1	(0.9)			(938)		(1,149)		211	(18.4)
Other		360		396		(36)	(9.1)			4,273		4,132		141	3.4
Total mortgage banking income (loss)		(446)		(417)		(29)	7.0			9,262		9,051		211	2.3
Other noninterest income (loss)		13,905		12,556		1,349	10.7			14		—		14	—
Total noninterest income		13,459		12,139		1,320	10.9			9,276		9,051		225	2.5
Noninterest expense		55,196		52,383		2,813	5.4			9,580		10,815		(1,235)	(11.4)
Income (loss) before income taxes		19,399		21,659		(2,260)	(10.4)			16		(1,317)		1,333	(101.2)
Provision (benefit) for income taxes		4,696		5,308		(612)	(11.5)			(16)		(333)		317	(95.2)
Net income (loss)	$	14,703	$	16,351	$	(1,648)	(10.1)	%	$	32	$	(984)	$	1,016	(103.3)	%

HarborOne Bank Segment

Results of Operations for the Three and Six Months Ended June 30, 2024 and 2023

Net Income. The Bank’s net income increased $237,000 to $7.5 million for the three months ended June 30, 2024 compared to $7.3 million for the three months ended June 30, 2023. The increase in net income reflects a decrease of $1.4

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

million, or 4.3%, in net interest and dividend income and a $1.6 million, or 6.1%, increase in noninterest expense, partially offset by a decrease in provision for credit losses of $2.7 million, or 81.3%, and a $676,000, or 10.4%, increase in noninterest income.

Compared to the first six months of 2023, the Bank’s net income for the six months ended June 30, 2024 decreased

$1.7 million to $14.7 million from $16.4 million. The decrease in net income reflects a decrease of $5.5 million, or 8.2%,

in net interest and dividend income and an increase in noninterest expense of $2.8 million, or 5.4%, partially offset by a $4.7 million, or 91.3%, decrease in the provision for credit losses and a $1.3 million, or 10.9%, increase in noninterest income.

Provision for Credit Losses. The Bank recorded a provision for credit losses of $615,000 and $447,000 for the three and six months ended June 30, 2024. The provision for credit losses in 2024 primarily reflects provisioning for loan growth partially offset by negative provisions on unfunded commitments. The Bank recorded provision for credit losses of $3.3 million and $5.1 million for the three and six months ended June 30, 2023. The provision for credit losses in 2023 primarily reflects replenishment as a result of $2.9 million in charge-offs and loan growth.

Net charge-offs totaled $195,000, or 0.02%, of average loans outstanding on an annualized basis, for the quarter ended June 30, 2024 compared to net charge-offs of $2.7 million, or 0.23% for the same period in 2023. For the six months ended June 30, 2024 and 2023, net charge-offs were $320,000 and $2.7 million, respectively.

Noninterest Income. Total noninterest income was $7.2 million and $12.8 million for the three and six months ended June 30, 2024 compared to $6.5 million and $12.1 million for the respective prior year period. The following table sets forth the components of noninterest income:


	Three Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Intersegment loss	$	(464)	$	(358)	$	(106)		29.6	%
Secondary market loan servicing fees, net of guarantee fees		180		195		(15)		(7.7)
Changes in mortgage servicing rights fair value		(74)		29		(103)		(355.2)
Total mortgage banking income (loss)		(358)		(134)		(224)		167.2	%
Interchange fees		2,754		2,690		64		2.4
Other deposit account fees		2,469		2,323		146		6.3
Income on retirement plan annuities		141		128		13		10.2
Gain on sale of asset held for sale		1,809		—		1,809		—
Loss on sale of securities		(1,041)		—		(1,041)		—
Bank-owned life insurance income		758		511		247		48.3
Swap fee income		113		277		(164)		(59.2)
Other		511		685		(174)		(25.4)
Total noninterest income	$	7,156	$	6,480	$	676		10.4	%

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis


	Six Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Intersegment loss	$	(700)	$	(706)	$	6		(0.8)	%
Secondary market loan servicing fees, net of guarantee fees		360		396		(36)		(9.1)
Changes in mortgage servicing rights fair value		(106)		(107)		1		(0.9)
Total mortgage banking loss		(446)		(417)		(29)		7.0	%
Interchange fees		5,320		5,192		128		2.5
Other deposit account fees		4,886		4,554		332		7.3
Income on retirement plan annuities		286		247		39		15.8
Gain on sale of asset held for sale		1,809		—		1,809		—
Loss on sale of securities		(1,041)		—		(1,041)		—
Bank-owned life insurance income		1,504		1,011		493		48.8
Swap fee income		186		455		(269)		(59.1)
Other		955		1,097		(142)		(12.9)
Total noninterest income	$	13,459	$	12,139	$	1,320		10.9	%

The primary reasons for the variances within the noninterest income categories shown in the preceding table are noted below:

●	The gain on sale of assets held for sale is from the sale-leaseback of the building that currently houses HarborOne’s Legion Parkway banking center in downtown Brockton.

●	The loss was realized on the sale of $17.5 million of available-for-sale securities with a weighted average book yield of 2.84%

●	The Bank records an intersegment loss on loans purchased from HarborOne Mortgage that is offset in consolidation. The Bank purchased $55.3 million of residential mortgage loans from HarborOne Mortgage during the six months ended June 30, 2024 as compared to $102.1 million for the prior year period.

●	The increase in other deposit account fees for the three and six months ended June 30, 2024 reflects:

­

an increase in business account fees of $68,000 and $179,000, respectively and

­

an increase in overdraft protection fees of $40,000 and $110,000, respectively.

●	Swap fee income is collected and recorded at the time the swap contract is entered into, and therefore income fluctuates as a function of the swap agreements entered into in a period.

●	BOLI income increase is due to updated crediting rates for 2024.

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Noninterest Expense. Total noninterest expense was $27.8 million and $55.2 million for the three and six months ended June 30, 2024 compared to $26.2 million and $52.4 million prior year period. The following table sets forth the components of noninterest expense:


	Three Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Compensation and benefits	$	15,627	$	15,067	$	560		3.7	%
Occupancy and equipment		4,052		3,910		142		3.6
Data processing expenses		2,363		2,355		8		0.3
Loan expenses		187		96		91		94.8
Marketing		1,331		787		544		69.1
Deposit expenses		739		326		413		126.7
Postage and printing		378		398		(20)		(5.0)
Professional fees		771		699		72		10.3
Foreclosed and repossessed assets		1		5		(4)		—
Deposit insurance		992		1,176		(184)		(15.6)
Other expenses		1,350		1,374		(24)		(1.7)
Total noninterest expense	$	27,791	$	26,193	$	1,598		6.1	%


	Six Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Compensation and benefits	$	30,934	$	29,831	$	1,103		3.7	%
Occupancy and equipment		8,202		8,205		(3)		(0.0)
Data processing expenses		4,833		4,660		173		3.7
Loan expenses		254		183		71		38.8
Marketing		2,114		1,850		264		14.3
Deposit expenses		1,429		860		569		66.2
Postage and printing		802		840		(38)		(4.5)
Professional fees		1,827		1,695		132		7.8
Foreclosed and repossessed assets		5		(12)		17		(141.7)
Deposit insurance		2,156		1,686		470		27.9
Other expenses		2,640		2,585		55		2.1
Total noninterest expense	$	55,196	$	52,383	$	2,813		5.4	%

The primary reasons for the significant variances within the noninterest expense categories shown in the preceding table are noted below:

●	The increase in compensation expense primarily reflects higher incentive expense partially offset by lower salary expense. There was no incentive expense recorded in the first half of 2023, consistent with forecasted results at that time.

●	The increase in marketing for the three and six months primarily reflects the $675,000 contribution expense from the bargain purchase element of the property sale noted above in noninterest income.

●	The increase in deposit expense for the three and six months reflects the impact of fewer service charge reversals in 2024.

●	The increase in deposit insurance reflects a two-basis-point increase in the insurance rate and base increase.

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

HarborOne Mortgage Segment

Results of Operations for the Three and Six Months June 30, 2024 and 2023

Net Income. HarborOne Mortgage recorded net loss of $191,000 and net income of $32,000 for the three and six months ended June 30, 2024, compared to a net income of $309,000 and net loss of $984,000 for the prior year periods. The HarborOne Mortgage segment’s results are heavily impacted by prevailing interest rates, refinancing activity, and home sales.

Noninterest Income. Total noninterest income was $4.8 million and $9.3 million for the three and six months ended June 30, 2024 as compared to $5.9 million and $9.1 million for the respective prior year period. Noninterest income is primarily from mortgage banking income, for which the following table provides further detail:


	Three Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Gain on sale of mortgage loans	$	3,141	$	3,300	$	(159)		(4.8)	%
Intersegment gain		464		90		374		415.6
Processing, underwriting and closing fees		467		426		41		9.6
Secondary market loan servicing fees net of guarantee fees		1,710		1,691		19		1.1
Changes in mortgage servicing rights fair value		(1,024)		407		(1,431)		(351.6)
Other		4		0		4		—
Total noninterest income	$	4,762	$	5,914	$	(1,152)		(19.5)	%

Originated mortgage servicing rights included in gain on sale of mortgage loans	$	430	$	660	$	(230)		(34.8)	%
Change in 10-year Treasury Constant Maturity rate in basis points		16		33


	Six Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Gain on sale of mortgage loans	$	5,155	$	5,524	$	(369)		(6.7)	%
Intersegment gain		772		544		228		41.9
Processing, underwriting and closing fees		786		702		84		12.0
Secondary market loan servicing fees net of guarantee fees		3,487		3,430		57		1.7
Changes in mortgage servicing rights fair value		(938)		(1,149)		211		(18.4)
Other		14		0		14		—
Total noninterest income	$	9,276	$	9,051	$	225		2.5	%

Originated mortgage servicing rights included in gain on sale of mortgage loans	$	641	$	1,294	$	(653)		(50.5)	%
Change in 10-year Treasury Constant Maturity rate in basis points		48		(7)

The primary reasons for the significant variances in the noninterest income category shown in the preceding table are noted below:

●

The change in the MSR fair value is generally consistent with the change in key benchmark residential mortgage rates. As interest rates rise and prepayment speeds decrease, MSR fair value tends to increase. Conversely, when interest rates fall and prepayment speeds increase, MSR fair value tends to decrease. For the three and six months ended June 30, 2024, the MSR fair value declined $744,000 and $437,000, respectively. These changes reflect the increase of benchmark residential rates at June 30, 2024, muted by MSR assumption caps used in the valuation

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

model, offset with amortization related to principal payments. MSR fair value change also includes an economic hedge to partially mitigate potential MSR valuation losses in a declining rate environment. For the three and six months ended June 30, 2024, hedging losses were $280,000 and $501,000, respectively. Future interest rate increases will not necessarily equate to MSR fair value increases in the future as price caps impact the fair value calculation.

●	Loan production and gain on sale of mortgages for three months ended June 30, 2024 was flat versus the comparable prior year period and the six month results were down versus the prior year period, as mortgage demand remains weak on higher interest rates and low for-sale volumes.

The following tables provide additional loan production detail:


	Three Months Ended June 30,
	2024				2023
	Loan					Loan
	Amount		% of Total			Amount		% of Total

	(dollars in thousands)

Product Type
Conventional	$	117,199	67.7	%		$	91,760	53.3	%
Government		12,072	7.0				14,015	8.1
State Housing Agency		4,614	2.7				10,969	6.4
Jumbo		38,854	22.5				55,388	32.2
Seconds		255	0.1				21	—
Total	$	172,994	100.0	%		$	172,153	100.0	%

Purpose
Purchase	$	157,767	91.2	%		$	159,448	92.6	%
Refinance		11,425	6.6				9,203	5.4
Construction		3,802	2.2				3,502	2.0
Total	$	172,994	100.0	%		$	172,153	100.0	%


	Six Months Ended June 30,
	2024				2023
	Loan				Loan
	Amount		% of Total		Amount		% of Total

	(dollars in thousands)

Product Type
Conventional	$	191,781	69.7	%	$	154,181	51.8	%
Government		24,553	8.9			23,926	8.0
State Housing Agency		9,155	3.3			17,899	6.0
Jumbo		49,557	18.1			101,693	34.2
Seconds		49	0.0			51	—
Total	$	275,095	100.0	%	$	297,750	100.0	%

Purpose
Purchase	$	241,768	87.9	%	$	275,496	92.5	%
Refinance		25,948	9.4			18,312	6.1
Construction		7,379	2.7			3,942	1.3
Total	$	275,095	100.0	%	$	297,750	100.0	%

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Noninterest Expense. Total noninterest expense was $5.3 million and $9.6 million for the three and six months ended June 30, 2024 compared to $5.5 million and $10.8 million for the respective prior year periods. The following table sets forth the components of noninterest expense:


	Three Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Compensation and benefits	$	3,944	$	3,700	$	244		6.6	%
Occupancy and equipment		547		688		(141)		(20.5)
Data processing expenses		11		48		(37)		(77.1)
Loan expenses		274		321		(47)		(14.6)
Marketing		36		138		(102)		(73.9)
Postage and printing		8		13		(5)		(38.5)
Professional fees		131		180		(49)		(27.2)
Other expenses		318		405		(87)		(21.5)
Total noninterest expense	$	5,269	$	5,493	$	(224)		(4.1)	%


	Six Months Ended June 30,				Increase (Decrease)
	2024		2023		Dollars		Percent

	(dollars in thousands)

Compensation and benefits	$	6,863	$	7,275	$	(412)		(5.7)	%
Occupancy and equipment		1,151		1,389		(238)		(17.1)
Data processing expenses		20		89		(69)		(77.5)
Loan expenses		578		547		31		5.7
Marketing		69		256		(187)		(73.0)
Postage and printing		20		23		(3)		(13.0)
Professional fees		263		437		(174)		(39.8)
Other expenses		616		799		(183)		(22.9)
Total noninterest expense	$	9,580	$	10,815	$	(1,235)		(11.4)	%

The primary reasons for the significant variances within the noninterest expense categories shown in the preceding table are noted below:

●

The year-to-date decrease in compensation and benefits primarily reflects decreased commission expense consistent with the changes in mortgage origination volumes and decreased staffing levels. The increase for the three months ended June 30, 2024 reflects an increase in mortgage bankers in anticipation of increased volumes for the fall market.

●	The decreases in the other noninterest expense categories for the three and six months ended June 30, 2024 reflect the cost saving actions taken throughout 2023 and continuing into 2024.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Asset Quality

The following table provides information with respect to our nonperforming assets at the dates indicated. We did not have any accruing loans past due 90 days or more at the dates presented.


	June 30,			December 31,
	2024			2023

	(dollars in thousands)

Non-accrual loans:
Commercial real estate	$	—		$	7,416
Commercial construction		—			—
Commercial and industrial		1,773			1,791
Residential real estate:
One- to four-family		7,087			7,785
Second mortgages and equity lines of credit		862			473
Consumer		44			48
Total non-accrual loans		9,766			17,513
Other real estate owned and repossessed assets:
One- to four-family residential real estate owned		—			—
Other repossessed assets		—			69
Total nonperforming assets	$	9,766		$	17,582

Period end allowance for credit losses balance	$	49,139		$	47,972
Period end total loan balance	$	4,839,232		$	4,750,311
Allowance for credit losses to total loans⁽¹⁾		1.02	%		1.01	%
Allowance for credit losses to non-accrual loans		503.16	%		273.92	%
Total nonperforming loans to total loans ⁽¹⁾		0.20	%		0.37	%
Total nonperforming assets to total assets		0.17	%		0.31	%

⁽¹⁾ Total loans are presented before allowance for credit losses, but include deferred loan origination costs (fees), net, and the basis adjustment associated with the application of hedge accounting on certain residential real estate loans. Refer to Note 10 - Derivatives.

Credit quality performance has remained strong, with total nonperforming assets of $9.8 million at June 30, 2024, compared to $17.6 million at December 31, 2023 and $20.2 million at June 30, 2023. Nonperforming assets as a percentage of total assets were 0.17% at June 30, 2024, 0.31% at December 31, 2023, and 0.36% at June 30, 2023. Loans to borrowers experiencing financial difficulty was $15.3 million as of June 30, 2024, representing two credits that were provided rate reduction and term extension modifications. As of June 30, 2024, the loans were performing in accordance with the modified terms, were current and risk-rated special mention.

Management continues to closely monitor the loan portfolio for signs of deterioration in light of speculation that commercial real estate values may deteriorate as the market adjusts to higher vacancies and interest rates. The commercial real estate portfolio is centered in New England, with approximately 75% of the portfolio secured by property located in Massachusetts and Rhode Island. Approximately 60% of the commercial real estate loans are fixed-rate loans which, in the opinion of Management, have limited near-term maturity risk. As of June 30, 2024 and March 31, 2024, commercial loans rated “special mention” amounted to $87.7 million and $67.9 million, respectively. Loans are rated “special mention” at the point when there are signs of potential weakness. Management performs comprehensive reviews and works proactively with creditworthy borrowers facing financial distress and implements prudent workouts and accommodations to improve the Bank’s prospects of contractual repayment.

Three sub-sectors that Management identified as potentially more susceptible to weakness includes business-oriented hotels, non-anchored retail space, and metro office space. As of June 30, 2024, business-oriented hotels loans included 12 loans with a total outstanding balance of $119.7 million, non-anchored retail space loans included 29 loans with a total outstanding balance of $48.6 million, and metro office space loans included one loan with a total outstanding balance of $6.2 million. All of the loans in these groups were performing in accordance with their terms.

Management employs a process and methodology to estimate the ACL on loans that evaluates both quantitative and qualitative factors. The methodology for evaluating quantitative factors consists of two basic components. The first

Table of Contents

HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

component involves pooling loans into portfolio segments for loans that share similar risk characteristics. A DCF methodology is used to estimate credit losses for each pooled portfolio segment. The methodology incorporates the probability of default and loss given default forecasted based on economic variable loss drivers. Management utilizes multiple economic projections and assumes these variables revert to the long-term average. Reversion towards long-term average generally begins eight quarters after the forecast start date and generally concludes within sixteen quarters of the forecast start date. The DCF methodology combines the probability of default, the loss given default, maturity date and prepayment speeds to estimate a reserve for each loan. The sum of all the loan level reserves is aggregated for each portfolio segment and a loss rate factor is derived. Quantitative loss factors for pooled loans are also supplemented by certain qualitative risk factors reflecting Management’s view of how losses may vary from those represented by quantitative loss rates.

The second component involves individually analyzed loans that do not share similar risk characteristics with loans that are pooled into portfolio segments. For loans that are individually analyzed, the ACL is measured using a DCF methodology based upon the loan’s contractual effective interest rate, or at the loan’s observable market price, or, if the loan is collateral-dependent, at the fair value of the collateral.

In estimating the ACL on loans, Management considers the sensitivity of the model and significant judgments and assumptions that could result in an amount that is materially different from Management’s estimate. Management performed a sensitivity analysis to understand the impact of hypothetical changes in qualitative loss factors on the ACL. Due to the concentration of the Bank’s ACL allocation in the total commercial portfolio, the sensitivity analysis evaluated the impact of changes to commercial loan segments. At June 30, 2024, the potential impact of changes to Management’s judgements on total commercial qualitative risk factors ranged between a $17.7 million reduction and $26.8 million increase in the ACL. This sensitivity analysis does not represent a change to Management’s judgment, but rather provides a hypothetical result to assess the sensitivity of the ACL to a key input.

The ACL was $49.1 million, or 1.02% of total loans, at June 30, 2024, compared to $48.0 million, or 1.01% of total loans, at December 31, 2023. The ACL on individually analyzed loans amounted to $121,000, or 1.24% of the carrying value of individually analyzed loans. The ACL on unfunded commitments, included in other liabilities on the unaudited Consolidated Balance Sheets, amounted to $2.9 million at June 30, 2024, compared to $3.9 million at December 31, 2023 and $4.8 million at June 30, 2023.

The following table sets forth the breakdown of the ACL by loan category at the dates indicated:



	June 30, 2024						December 31, 2023
			% of						% of
			Allowance						Allowance
			Amount to		% of Loans				Amount to		% of Loans
			Total		in Category				Total		in Category
	Amount		Allowance		to Total Loans			Amount	Allowance		to Total Loans

	(dollars in thousands)

Commercial real estate	$	24,364	49.58	%	49.20	%	$	21,288	44.38	%	49.35	%
Commercial construction		3,733	7.60		4.84			4,824	10.06		4.39
Commercial and industrial		8,523	17.34		10.31			8,107	16.90		9.82
Residential real estate:
One- to four-family		10,703	21.78		31.36			12,101	25.22		31.87
Second mortgages and equity lines of credit		1,474	3.00		3.63			964	2.01		3.73
Residential construction		204	0.42		0.27			418	0.87		0.38
Consumer		138	0.28		0.39			270	0.56		0.46
Total allowance for credit losses on loans	$	49,139	100.00	%	100.00	%	$	47,972	100.00	%	100.00	%

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

The following table sets forth net charge-offs (recoveries) and the ratio of annualized net charge-offs (recoveries) to average loans for the periods indicated:


	Three Months Ended June 30,
	2024						2023
			Net		Net Charge-				Net		Net Charge-
	Average		Charge-offs		off (Recovery)		Average		Charge-offs		off (Recovery)
	Balance		(Recoveries)		Rate		Balance		(Recoveries)		Rate

	(dollars in thousands)

Commercial:
Commercial real estate	$	2,477,675	$	—	—	%	$	2,384,603	$	2,917	0.49	%
Commercial construction		231,623		—	—	%		223,324		—	—	%
Commercial and industrial		381,706		184	0.19	%		330,365		(247)	(0.30)	%
Total commercial loans	$	3,091,004	$	184	0.02	%	$	2,938,292	$	2,670	0.36	%

Residential real estate:
One- to four-family	$	1,505,677	$	(2)	(0.00)	%	$	1,485,914	$	(1)	(0.00)	%
Second mortgages and equity lines of credit		174,323		(3)	(0.01)	%		168,100		(36)	(0.08)	%
Residential real estate construction		15,059		—	—	%		28,846		—	—	%
Total residential real estate loans	$	1,695,059	$	(5)	(0.00)	%	$	1,682,860	$	(37)	(0.01)	%

Total Consumer loans	$	19,221	$	16	0.33	%	$	29,025	$	38	0.52	%

Total loans	$	4,805,284	$	195	0.02	%	$	4,650,177	$	2,671	0.23	%


	Six Months Ended June 30,
	2024						2023
			Net		Net Charge-				Net		Net Charge-
	Average		Charge-offs		off (Recovery)		Average		Charge-offs		off (Recovery)
	Balance		(Recoveries)		Rate		Balance		(Recoveries)		Rate

	(dollars in thousands)

Commercial:
Commercial real estate	$	2,467,586	$	(100)	(0.01)	%	$	2,378,137	$	2,916	0.25	%
Commercial construction		226,542		—	—	%		215,713		—	—	%
Commercial and industrial		371,793		366	0.20	%		326,130		(240)	(0.15)	%
Total commercial loans	$	3,065,921	$	266	0.02	%	$	2,919,980	$	2,676	0.18	%

Residential real estate:
One- to four-family	$	1,507,556	$	(2)	(0.00)	%	$	1,466,533	$	(2)	(0.00)	%
Second mortgages and equity lines of credit		174,704		(6)	(0.01)	%		166,987		(43)	(0.05)	%
Residential real estate construction		15,618		—	—	%		31,563		—	—	%
Total residential real estate loans	$	1,697,878	$	(8)	(0.00)	%	$	1,665,083	$	(45)	(0.01)	%

Total Consumer loans	$	19,879	$	62	0.62	%	$	32,647	$	29	0.18	%

Total loans	$	4,783,678	$	320	0.01	%	$	4,617,710	$	2,660	0.12	%

Net charge-offs were $195,000 and $320,000 for the three and six months ended June 30, 2024. Net charge-offs were $2.7 million for the three and six months ended June 30, 2023. During the quarter ended June 30, 2023 there was a $2.9 million charge off on a single credit.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Management of Market Risk

The principal market risk facing the Company is interest-rate risk. The Company’s Asset/Liability Committee establishes exposure limits that govern the Company’s tolerance for interest-rate risk. The policy limits and guidelines serve as benchmarks for measuring interest-rate risk and for providing a framework for evaluation and interest-rate risk-management decision making. The Company’s primary measure of its interest-rate risk is an income simulation model and an economic value of equity analysis.

Net Interest Income Analysis. The Company uses income simulation as the primary tool for measuring interest-rate risk inherent in our balance sheet at a given point in time by showing the effect on net interest income, over specified time frames, of instantaneous parallel shifts in market rates. For simulation purposes, the Company’s balance sheet is assumed to remain static over the simulation horizon. The model results are dependent on material assumptions. These assumptions include, but are not limited to, Management’s best assessment of the effect of changing interest rates on the prepayment speeds of certain assets and liabilities, projections for account balances in each of the product lines offered and the historical behavior of deposit rates and balances in relation to changes in interest rates (deposit betas). These assumptions are inherently changeable, and as a result, the model is not expected to precisely measure net interest income or precisely predict the impact of fluctuations in interest rates on net interest income. Actual results will differ from the simulated results due to timing, magnitude, and frequency of interest rate changes as well as changes in the balance sheet composition and market conditions. Assumptions are supported with quarterly back-testing of the model to actual market rate shifts.

The table below sets forth, as of June 30, 2024 and 2023, the net interest income simulation results that estimate the impact of interest rate changes on the Company’s estimated net interest income over two years:



	Change in Net Interest Income
	(% change from year one base)
Changes in Interest Rates	June 30, 2024				June 30, 2023
(basis points) ⁽¹⁾	Year One		Year Two		Year One		Year Two
+300	(12.0)	%	(14.7)	%	(11.4)	%	(10.9)	%
+200	(7.9)	%	(9.5)	%	(7.3)	%	(6.5)	%
+100	(3.8)	%	(4.4)	%	(3.5)	%	(2.9)	%
-100	4.3	%	5.4	%	3.6	%	3.6	%
-200	5.4	%	5.5	%	5.0	%	5.0	%
-300	5.9	%	4.3	%	N/A		N/A
-400	6.2	%	2.0	%	N/A		N/A

⁽¹⁾ The calculated change in net interest income assumes an instantaneous parallel shift of the yield curve.

Economic Value of Equity Analysis. The Company also uses the net present value of EVE methodology. This methodology calculates the difference between the present value of expected cash flows from assets and liabilities. The comparative scenarios assume an immediate parallel shift in the yield curve up 100, 200, and 300 basis points and down 100, 200, 300 and 400 basis points.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

The table below sets forth, as of June 30, 2024 the estimated changes in the EVE that would result from an instantaneous parallel shift in interest rates. Computations of prospective effects of hypothetical interest rate changes are based on numerous assumptions, including relative levels of market interest rates, loan prepayments and deposit decay, and should not be relied upon as indicative of actual results.


At June 30, 2024
							EVE as a Percentage of Economic
			Estimated Increase (Decrease)				Value of Assets
Changes in Interest Rates		Estimated	in EVE						Changes in
(basis points) ⁽¹⁾		EVE	Amount		Percent		EVE Ratio ⁽²⁾		Percent
(dollars in thousands)

+ 300	$	382,963	$	(182,118)	(32.2)	%	7.7	%	(2.8)	%
+ 200		450,225		(114,856)	(20.3)		8.8		(1.7)
+ 100		515,966		(49,115)	(8.7)		9.8		(0.7)
0		565,081		—	—		10.5		—
- 100		601,265		36,184	6.4		10.8		0.3
- 200		573,225		8,144	1.4		10.1		(0.4)
- 300		530,722		(34,359)	(6.1)		9.1		(1.4)
-400		464,640		(100,441)	(17.8)		7.8		(2.7)

⁽¹⁾ Assumes instantaneous parallel changes in interest rates.
⁽²⁾ EVE Ratio represents EVE divided by the economic value of assets.

The board of directors and Management review the methodology’s measurements for both net interest income and EVE on a quarterly basis to determine whether the exposure resulting from the changes in interest rates remains within established tolerance levels and develop appropriate strategies to manage this exposure.

Liquidity Management and Capital Resources

Liquidity measures the Company’s ability to meet both current and future financial obligations of a short- and long-term nature. Our primary sources of funds consist of deposit inflows, loan repayments, maturities and sales of securities, and borrowings from the FHLB. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows, calls of investment securities and borrowed funds, and prepayments on loans are greatly influenced by general interest rates, economic conditions, and competition.

The objective of our liquidity risk management process is to manage cash flow and liquidity in an effort to provide continuous access to sufficient, reasonably priced funds. Funding requirements are impacted by loan originations and refinancings, deposit balance changes, liability issuances and settlements, and off-balance sheet funding commitments. We consider and comply with various regulatory guidelines regarding required liquidity levels and periodically monitor our liquidity position in light of the changing economic environment and customer activity. Based on periodic liquidity assessments, we may alter our asset, liability, and off-balance sheet positions. Management regularly adjusts our investments in liquid assets based upon an assessment of (i) expected loan demand, (ii) expected deposit flows, (iii) yields available on interest-earning deposits and securities, and (iv) the objectives of our interest-rate risk and investment policies.

We continue to focus on maintaining a strong liquidity position. We have access to immediate liquid resources in cash and cash equivalents of $235.1 million at June 30, 2024, which are primarily on deposit with FRBB. Maturities and payments on outstanding loans and investment securities also provide a steady flow of funds. Liquidity is further enhanced by our ability to pledge loans to access secured borrowings from the FHLB and FRBB. As of June 30, 2024, we had additional borrowing capacity of $733.9 million from the FHLB and $404.9 million from the FRBB based on the amount of collateral pledged. We also have additional borrowing capacity under a $25.0 million unsecured federal funds line with a correspondent bank. Potential sources of liquidity also include unpledged investment securities in our available-for-sale securities portfolio with a carrying value of $7.9 million and our ability to sell loans in the secondary market.

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HarborOne Bancorp, Inc.

Management’s Discussion and Analysis

Our core deposits (which we define as deposits other than certificates of deposits) have historically provided us with a long-term source of stable and relatively lower cost source of funding. However, deposit inflows and outflows can vary widely and are influenced by prevailing market interest rates, competition, local and national economic conditions and fluctuations in our business customers’ own liquidity needs and may be negatively impacted by unexpected deposit withdrawals from weakness in the financial markets and industry-wide reductions in liquidity. The Company utilizes third- party brokers to obtain brokered deposits to supplement core deposit fluctuations and loan growth. At June 30, 2024, the Company had $385.3 million in brokered deposits. Additional funding is available through the issuance of long-term debt or equity.

In the ordinary course of the Company’s operations, the Company has entered into certain contractual obligations and has made other commitments to make future payments. At June 30, 2024, we had outstanding commitments to originate loans of $205.0 million and unadvanced funds on loans of $696.5 million. Certificates of deposit that are scheduled to mature within one year from June 30, 2024 totaled $1.21 billion.

The Company believes that it will be able to meet its contractual obligations as they come due through the maintenance of adequate cash levels and liquidity. Other than normal changes in the ordinary course of business, there have been no significant changes in the types of contractual obligations or amounts due since December 31, 2023.

Our ability to maintain adequate levels of liquidity is dependent on our ability to continue to maintain a strong risk profile and capital base. The Company and the Bank are subject to various regulatory capital requirements. At June 30, 2024, the Company and the Bank exceeded all regulatory capital requirements and were considered “well capitalized” under regulatory guidelines. See Note 12 of the Notes to Consolidated Financial Statements.

Non-GAAP Financial Measures and Reconciliation to GAAP

In addition to results presented in accordance with generally accepted accounting principles, this Form 10-Q contains certain non-GAAP financial measures. The Company believes that the supplemental non-GAAP information, which consists of the tangible-common-equity-to-tangible-assets ratio, is utilized by regulators and market analysts to evaluate a company’s financial condition and therefore, such information is useful to investors. These disclosures should not be viewed as a substitute for financial results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures which may be presented by other companies. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

The following table reconciles the Company’s tangible-common-equity-to-tangible-assets ratio for the periods indicated:



	June 30,
	2024			2023
(dollars on thousands)

Tangible common equity:
Total stockholders' equity	$	577,329		$	595,532
Less: Goodwill		59,042			69,802
Less: Other intangible assets⁽¹⁾		1,136			1,893
Tangible common equity	$	517,151		$	523,837

Tangible assets:
Total assets	$	5,787,035		$	5,659,254
Less: Goodwill		59,042			69,802
Less: Other intangible assets⁽¹⁾		1,136			1,893
Tangible assets	$	5,726,857		$	5,587,559

Tangible common equity / tangible assets ⁽²⁾		9.03	%		9.38	%

⁽¹⁾ Other intangible assets are core deposit intangibles.
⁽²⁾ This non-GAAP ratio is total stockholders' equity less goodwill and intangible assets to total assets less goodwill and intangible assets.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information required by this Item is included in Part I, Item 2 of this Quarterly Report on Form 10-Q under the heading “Management of Market Risk.”

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As required by Rule 13a-15 under the Exchange Act, the Company carried out an evaluation under the supervision and with the participation of the Company’s Management, including the Company’s principal executive officer and principal financial officer, of the Company’s disclosure controls and procedures as of the period ended June 30, 2024. Based upon that evaluation, the principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective and designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Company’s Management including its Chief Executive Officer and Chief Financial Officer as appropriate to allow timely decisions regarding required disclosures. The Company will continue to review and document its disclosure controls and procedures and consider such changes in future evaluations of the effectiveness of such controls and procedures, as it deems appropriate.

Internal Control Over Financial Reporting

There were no changes in the Company’s internal controls over financial reporting during the quarter ended June 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not involved in any material pending legal proceedings as a plaintiff or a defendant other than routine

legal proceedings occurring in the ordinary course of business. We are not involved in any legal proceedings the outcome

of which we believe would be material to our financial condition or results of operations.

ITEM 1A. RISK FACTORS

There have been no material changes in the risk factors described in Part I, Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 7, 2024.

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

a)	Unregistered Sales of Equity Securities. None.

b)	Use of Proceeds. None.

c)	Repurchase of Equity Securities.


					Total number of		Maximum number (or
					shares (or units)		approximate dollar
					purchased as part		value) of shares (or
	Total number of				of publicly		units) that may yet be
	shares (or units)		Average price paid		announced plans or		purchased under the
Period	purchased		per share (or unit)		programs		plans or programs
April 1 to April 30, 2024		365,000	$	9.87		365,000		178,539
May 1 to May 31, 2024		178,539		10.86		543,539		2,222,568
June 1 to June 30, 2024		51,414		10.69		594,953		2,171,154
		594,953	$	10.24		594,953		2,171,154

During the second quarter of 2024, the Company completed its previously announced sixth share repurchase program of 2,325,489 shares at an average price of $10.16, including $0.10 per share of excise tax.

On May 29, 2024, the Company announced a share repurchase program to repurchase up to 2,222,568 shares of its common stock, or approximately 5% of its outstanding shares. During the second quarter of 2024, the Company repurchased 51,414 shares at an average cost of $10.69 per share in open market transactions under the share repurchase program. The share repurchase program will expire on May 28, 2025.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

a)None.

b)None.

c) During the quarter ended June 30, 2024, none of the Company’s directors or executive officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) had in place, or adopted, modified, or terminated any contract, instruction, or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” (as such term is defined in the Item 408 of Regulation S-K).

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ITEM 6. EXHIBITS

The exhibits listed in the Exhibit Index are included in, or incorporated by reference into, this Quarterly Report on Form 10-Q.

EXHIBIT INDEX

The following exhibits are included in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (and are numbered in accordance with Item 601 of Regulation S-K):

Exhibit No.		Description

31.1*		Certification of Chief Executive Officer Required by Rule 13a-14(a) and Rule 15d-14(a) of the Exchange Act
31.2*		Certification of Chief Financial Officer Required by Rule 13a-14(a) and Rule 15d-14(a) of the Exchange Act
32.1**		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101		Interactive data files (formatted in Inline XBRL) pursuant to Rule 405 of Regulation S-T: (i) the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023, (ii) the Consolidated Statements of Income for the three months and six months ended June 30, 2024 and 2023 (iii) the Consolidated Statements of Comprehensive (Loss) Income for the three months and six months ended June 30, 2024 and 2023, (iv) the Consolidated Statements of Changes in Stockholders’ Equity for the three months and six months ended June 30, 2024 and 2023, (v) the Consolidated Statements of Cash Flows for the three months and six months ended June 30, 2024 and 2023, and (vi) the Notes to the unaudited Consolidated Financial Statements.
104		Cover Page Interactive Data File (formatted in Inline XBRL and included in Exhibit 101)

*Filed herewith

**Furnished herewith

† Management contract or compensation plan or arrangement.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	HarborOne Bancorp, Inc.

Date: August 6, 2024	By:	/s/ Joseph F. Casey
		Joseph F. Casey
		President and Chief Executive Officer (Principal Executive Officer)

Date: August 6, 2024	By:	/s/ Stephen W. Finocchio
		Stephen W. Finocchio
		Executive Vice President and Chief Financial Officer (Principal Financial Officer)