This discussion and analysis reflects our financial statements and other
relevant statistical data, and is intended to enhance your understanding of our
financial condition and results of operations. The information in this section
has been derived from the accompanying financial statements. You should read the
information in this section in conjunction with the business and financial
information regarding Marathon Bank provided in this Form 10-Q and in the
Company's definitive prospectus dated February 11, 2021 as filed with the
Securities and Exchange Commission pursuant to Securities Act Rule 424(b)(3) on
February 22, 2021.

              CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report contains certain forward-looking statements, which are
included pursuant to the "safeharbor" provisions of the Private Securities
Litigation Reform Act of 1995, and reflect management's beliefs and expectations
based on information currently available. These forward-looking statements,
which can be identified by the use of words such as "estimate," "project,"
"believe," "intend," "anticipate," "assume," "plan," "seek," "expect," "will,"
"may," "should," "indicate," "would," "contemplate," "continue," "potential,"
"target" and words of similar meaning. These forward-looking statements include,
but are not limited to:

? statements of our goals, intentions and expectations;

? statements regarding our business plans, prospects, growth and operating


   strategies;



? statements regarding the quality of our loan and investment portfolios; and

? estimates of our risks and future costs and benefits.






These forward-looking statements are based on our current beliefs and
expectations and are inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are beyond our
control. In addition, these forward-looking statements are subject to
assumptions with respect to future business strategies and decisions that are
subject to change. We are under no duty to and do not take any obligation to
update any forward-looking statements after the date of this quarterly report on
Form 10-Q.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

conditions relating to the COVID-19 pandemic, including the severity and

? duration of the associated economic slowdown either nationally or in our market

areas, that are worse than expected;

? general economic conditions, either nationally or in our market areas, that are


   worse than expected;




? changes in the level and direction of loan delinquencies and write-offs and


   changes in estimates of the adequacy of the allowance for loan losses;

? our ability to access cost-effective funding;

? fluctuations in real estate values and both residential and commercial real


   estate market conditions;




? demand for loans and deposits in our market area;

? our ability to implement and change our business strategies;

? competition among depository and other financial institutions;




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inflation and changes in the interest rate environment that reduce our margins

? and yields, our mortgage banking revenues, the fair value of financial

instruments or our level of loan originations, or increase the level of

defaults, losses and prepayments on loans we have made and make;

? adverse changes in the securities or secondary mortgage markets, including our

ability to sell loans in the secondary market;

? changes in laws or government regulations or policies affecting financial

institutions, including changes in regulatory fees and capital requirements;

? changes in the quality or composition of our loan or investment portfolios;

? technological changes that may be more difficult or expensive than expected;

? the inability of third-party providers to perform as expected;

? a failure or breach of our operational or security systems or infrastructure,


   including cyberattacks;




? our ability to manage market risk, credit risk and operational risk in the

current economic environment;

? our ability to enter new markets successfully and capitalize on growth


   opportunities;



our ability to successfully integrate into our operations any assets,

? liabilities, customers, systems and management personnel we may acquire and our

ability to realize related revenue synergies and cost savings within expected

time frames, and any goodwill charges related thereto;

? changes in consumer spending, borrowing and savings habits;

changes in accounting policies and practices, as may be adopted by the bank

? regulatory agencies, the Financial Accounting Standards Board, the Securities

and Exchange Commission or the Public Company Accounting Oversight Board;

? our ability to retain key employees;

our ability to control operating costs and expenses, including compensation

? expense associated with equity allocated or awarded to our employees in the


   future; and




? changes in the financial condition, results of operations or future prospects


   of issuers of securities that we own.




Overview

Net Interest Income. Our primary source of income is net interest income. Net
interest income is the difference between interest income, which is the income
we earn on our loans and investments, and interest expense, which is the
interest we pay on our deposits and borrowings.

Provision for Loan Losses. The allowance for loan losses is a valuation
allowance for probable incurred credit losses. The allowance for loan losses is
increased through charges to the provision for loan losses. Loans are charged
against the allowance when management believes that the collectability of the
principal loan amount is not probable. Recoveries on loans previously
charged-off, if any, are credited to the allowance for loan losses when
realized.

Non-interest Income. Our primary sources of non-interest income are mortgage
banking income, service charges on deposit accounts and net gains in the cash
surrender value of bank owned life insurance. Other sources of

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non-interest income include net gain or losses on sales and calls of securities, net gain or loss on disposal of foreclosed assets and other income.

Non-Interest Expenses. Our non-interest expenses consist of salaries and employee benefits, net occupancy and equipment, data processing and office, professional fees, marketing expenses and other general and administrative expenses, including premium payments we make to the FDIC for insurance of our deposits.



Provision for Income Taxes. Our income tax expense is the total of the
current year income tax due or refundable and the change in deferred tax assets
and liabilities. Deferred tax assets and liabilities are the expected future tax
amounts for the temporary differences between the carrying amounts and the tax
basis of assets and liabilities, computed using enacted tax rates. A valuation
allowance, if needed, reduces deferred tax assets to the amounts expected to be
realized.

Summary of Significant Accounting Policies



The discussion and analysis of the financial condition and results of operations
are based on our financial statements, which are prepared in conformity with
U.S. GAAP. The preparation of these financial statements requires management to
make estimates and assumptions affecting the reported amounts of assets and
liabilities, disclosure of contingent assets and liabilities, and the reported
amounts of income and expenses. We consider the accounting policies discussed
below to be significant accounting policies. The estimates and assumptions that
we use are based on historical experience and various other factors and are
believed to be reasonable under the circumstances. Actual results may differ
from these estimates under different assumptions or conditions, resulting in a
change that could have a material impact on the carrying value of our assets and
liabilities and our results of operations.

In 2012, the JOBS Act was signed into law. The JOBS Act contains provisions
that, among other things, reduce certain reporting requirements for qualifying
public companies. As an "emerging growth company" we may delay adoption of new
or revised accounting pronouncements applicable to public companies until such
pronouncements are made applicable to private companies. We intend to take
advantage of the benefits of this extended transition period. Accordingly, our
financial statements may not be comparable to companies that comply with such
new or revised accounting standards.

The following represent our significant accounting policies:



Allowance for Loan Losses. The allowance for loan losses established as losses
is estimated to have occurred through a provision for loan losses charged to
earnings. Loan losses are charged against the allowance when management believes
the uncollectability of a loan balance is confirmed. Subsequent recoveries, if
any, are credited to the allowance.

The allowance for loan losses is evaluated on a regular basis by management and
is based upon management's periodic review of the collectability of the loans in
light of historical experience, the nature and volume of the loan portfolio,
adverse situations that may affect the borrower's ability to repay, estimated
value of any underlying collateral, and prevailing economic conditions. This
evaluation is inherently subjective as it requires estimates that are
susceptible to significant revision as more information becomes available.

The allowance consists of allocated and general components. The allocated
component relates to loans that are classified as impaired. For those loans that
are classified as impaired, an allowance is established when the discounted cash
flows (or collateral value or observable market price) of the impaired loan is
lower than the carrying value of that loan. General components cover
non-impaired loans and are based on historical loss rates for each portfolio
segment, adjusted for the effects of qualitative or environmental factors that
are likely to cause estimated credit losses as of the evaluation date to differ
from the portfolio segment's historical loss experience. Qualitative factors
include consideration of the following: changes in lending policies and
procedures; changes in economic conditions, changes in the nature and volume of
the portfolio; changes in the experience, ability, and depth of lending
management and other relevant staff; changes in the volume and severity of past
due, nonaccrual and other adversely graded loans; changes in the loan review
system; changes in the value of the underlying collateral for
collateral-dependent loans; concentrations of credit; and the

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effect of other external factors such as competition and legal and regulatory
requirements. As a result of the COVID-19 pandemic, at June 30, 2020, we
slightly increased certain of our qualitative loan portfolio risk factors
relating to local and national economic conditions as well as industry
conditions and concentrations, which have experienced deterioration due to the
effects of the COVID-19 pandemic.

A loan is considered impaired when, based on current information and events, it
is probable that we will be unable to collect the scheduled payments of
principal and interest when due according to the contractual terms of the loan
agreement. Factors considered by management in determining impairment include
payment status, collateral value, and the probability of collecting scheduled
principal and interest payments when due. Loans that experience insignificant
payment delays and payment shortfalls generally are not classified as impaired.
Management determines the significance of payment delays and payment shortfalls
on a case-by-case basis, taking into consideration all of the circumstances
surrounding the loan and the borrower, including the length of the delay, the
reason for the delay, the borrower's prior payment record, and the amount of the
shortfall in relation to the principal and interest owed. Impairment is measured
on a loan-by-loan basis for commercial and commercial real estate loans by
either the present value of expected future cash flows discounted at the loan's
effective interest rate, the loan's observable market price, or the fair value
of the collateral if the loan is collateral dependent.

As an integral part of their examination process, various regulatory agencies
review the allowance for loan losses as well. Such agencies may require that
changes in the allowance for loan losses be recognized when such regulatory
credit evaluations differ from those of management based on information
available to the regulators at the time of their examinations.

Provision for Income Taxes. Deferred tax assets and liabilities are recognized
for the estimated future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax basis. Deferred tax assets and liabilities are measured
using enacted tax rates in effect for the year in which those temporary
differences are expected to be recovered or settled. The effect on deferred tax
assets and liabilities of a change in tax rates is recognized in income in the
period that includes the enactment date. Deferred tax assets are reduced by a
valuation allowance when, in the opinion of management, it is more likely than
not that some portion or all of the deferred tax assets will not be realized.

We recognize the tax effects from an uncertain tax position in the financial
statements only if the position is more likely than not to be sustained on
audit, based on the technical merits of the position. We recognize the financial
statement benefit of a tax position only after determining that the relevant tax
authority would more likely than not sustain the position following an audit.
For tax positions meeting the more-likely-than-not threshold, the amount
recognized in the financial statements is the largest benefit that has a greater
than 50% likelihood of being realized, upon ultimate settlement with the
relevant tax authority. We recognize interest and penalties accrued or released
related to uncertain tax positions in current income tax expense or benefit.

Debt Securities. Available-for-sale and held-to-maturity debt securities are
reviewed by management on a quarterly basis, and more frequently when economic
or market conditions warrant, for possible other-than-temporary impairment. In
determining other-than-temporary impairment, management considers many factors,
including the length of time and the extent to which the fair value has been
less than cost, the financial condition and near-term prospectus of the issuer,
whether the market decline was affected by macroeconomic conditions and whether
the bank has the intent to sell the debt security or more likely than not will
be required to sell the debt security before its anticipated recovery. A decline
in value that is considered to be other-than-temporary is recorded as a loss
within non-interest income in the statement of income. The assessment of whether
other-than-temporary impairment exists involves a high degree of subjectivity
and judgment and is based on the information available to management at a point
in time. In order to determine other-than-temporary impairment for
mortgage-backed securities, asset-backed securities and collateralized mortgage
obligations, we compare the present value of the remaining cash flows as
estimated at the preceding evaluation date to the current expected remaining
cash flows. Other-than-temporary impairment is deemed to have occurred if there
has been an adverse change in the remaining expected future cash flows.

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Recent Developments

On April 14, 2021, the Bank completed its reorganization, into the mutual
holding company structure and the related stock offering of the Company, the
Bank's new holding company. As a result of the reorganization, the Bank became a
wholly-owned subsidiary of the Company, the Company issued and sold 45.0% of its
outstanding shares in its stock offering to the public, and the Company issued
55.0% of its outstanding shares to Marathon MHC, which is the Company's mutual
holding company. A total of 1,003,274 shares of common stock were sold in the
stock offering to subscribers, including the Bank's employee stock ownership
plan at a price of $10.00 per share. A total of 1,226,223 shares of common stock
were issued to Marathon MHC. A total of 2,229,497 shares of the Company common
stock, is outstanding following the completion of the offering. Gross offering
proceeds totaled $10.0 million.

Comparison of Financial Condition at March 31, 2021 and June 30, 2020



Total Assets. Total assets increased $45.2 million, or 26.5%, to $215.9 million
at March 31, 2021 from $170.7 million at June 30, 2020. The increase was
primarily due to increases of $22.8 million, or 19.5%, in loans, net of
allowance for loan losses and $26.3 million, or 108.4%, in cash and cash
equivalents, offset in part by a $3.9 million, or 25.9% decrease, in debt
securities available for sale and $1.8 million, or 63.9% decrease, in debt
securities held to maturity. Interest bearing deposits held in other financial
institutions also increased by $1.1 million and other assets increased by $1.0
million primarily due to $800,000 in reorganization expenses which were offset
against the sales proceeds from the Reorganization subsequent to March 31, 2021.

Cash and Cash Equivalents. Total cash and cash equivalents (which includes
interest-bearing deposits in other financial institutions) increased $27.5
million, or 104.7%, to $53.7 million at March 31, 2021 from $26.2 million at
June 30, 2020, as securities matured and deposits increased, partially offset by
the use of cash to fund loan originations.

Debt Securities Available for Sale. Total debt securities available for sale
decreased $3.9 million, or 25.9%, to $11.1 million at March 31, 2021 from $15.0
million at June 30, 2020. The decrease was primarily due to decreases of $3.4
million in mortgage-backed securities and $482,000 in state and municipal
obligations as a result of paydowns and maturities. Corporate bonds also
decreased by $33,000.

Debt Securities Held to Maturity. Total debt securities held to maturity
decreased $1.8 million, or 63.9%, to $1.0 million at March 31, 2021 from $2.8
million at June 30, 2020. The decrease was primarily due to a decrease of $1.8
million in mortgage-backed securities as a result of maturities.

Net Loans. Net loans increased $22.8 million, or 19.5%, to $139.7 million at
March 31, 2021 from $116.9 million at June 30, 2020. The increase was due to a
$2.3 million, or 5.6%, increase in commercial real estate loans to $43.1 million
at March 31, 2021 from $40.8 million at June 30, 2020, an increase in
multifamily loans of $3.4 million, or 35.7%, to $13.0 million at March 31, 2021
from $9.6 million at June 30, 2020, an increase in one- to four-family
residential loans of $10.4 million, or 24.8%, to $52.1 million at March 31, 2021
from $41.7 million at June 30, 2020, and an increase in commercial and
industrial loans of $8.1 million, or 61.5%, to $21.1 million at March 31, 2021
from $13.0 million at June 30, 2020. The increase in commercial real estate and
multifamily loans was primarily due to our strategy to enhance our commercial
real estate lending in Southeastern Wisconsin. One- to four-family residential
loans increased due to additional growth with respect to adjustable-rate one- to
four-family residential loans. The increase in commercial and industrial loans
was primarily the result of new originations of PPP loans offset by the
repayment by the SBA of forgiven PPP loans. At March 31, 2021, we had $12.2
million in PPP loans outstanding.

Deposits. Total deposits increased $42.9 million, or 32.0%, to $176.9 million at
March 31, 2021 from $134.0 million at June 30, 2020. The increase in deposits
reflected an increase in demand, NOW and money market accounts of $26.0 million,
or 55.0%, to $73.3 million at March 31, 2021 from $47.3 million at June 30, 2020
and an increase in savings accounts of $4.5 million, or 11.4%, to $43.8 million
at March 31, 2021 from $39.3 million at June 30, 2020. Certificates of deposit
also increased by $12.4 million, or 26.1%, to $59.9 million at March 31, 2021
from $47.5 million at June 30, 2020. The increase in all deposit categories
primarily reflected deposit customers increasing cash balances during the
COVID-19 pandemic.

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Borrowings. Our Federal Home Loan Bank advances decreased $4.0 million to $4.0
million at March 31, 2021 due to maturities. Our borrowings from the Federal
Reserve PPP Liquidity Facility to fund our PPP loans increased by $5.7 million,
or 90.0%, to $12.1 million at March 31, 2021 from $6.4 million at June 30, 2020.
This increase occurred to fund new PPP loans under Round 2 of PPP funding.

Equity. Total equity increased by $1.0 million, or 5.0%, to $21.8 million at
March 31, 2021 from $20.8 million at June 30, 2020. The increase was due to net
income of $975,000 and accumulated other comprehensive income of $60,000 for the
nine months ended March 31, 2021.

Average Balance Sheets


The following tables set forth average balances, average yields and costs, and
certain other information for the periods indicated. No tax-equivalent yield
adjustments have been made, as the effects would be immaterial. All average
balances are daily average balances. Non-accrual loans were included in the
computation of average balances. The yields set forth below include the effect
of deferred fees, discounts, and premiums that are amortized or accreted to
interest income or interest expense, as applicable. Loan balances include loans
held for sale.






                                                              For the Three Months Ended March 31,
                                                        2021                                         2020
                                         Average                      Average         Average                      Average
                                       Outstanding                   Yield/Rate     Outstanding                   Yield/Rate
                                         Balance        Interest        (1)           Balance        Interest        (1)

                                                                      (Dollars in thousands)
Interest-earning assets:
Loans (excluding PPP loans)           $     121,828    $    1,335          4.52 %  $     107,766    $    1,271          4.83 %
PPP loans                                     9,991           186          7.77 %              -             -             - %
Debt securities                              12,932            83          2.63 %         16,684           118          2.88 %
Cash and cash equivalents                    33,208             6          0.07 %         12,968            33          1.03 %
Other                                           262             3          4.73 %            262             2          3.11 %

Total interest-earning assets               178,221         1,613         

3.72 %        137,680         1,424          4.23 %
Noninterest-earning assets                    9,833                                        9,566
Total assets                          $     188,054                             $        147,246
Interest-bearing liabilities:
Demand deposits/NOW and Money
Market                                $      42,897            37          0.35 %  $      29,570            36          0.49 %
Savings deposits                             42,852            16          0.15 %         36,198            19          0.21 %
Certificates of deposit                      50,353           202          1.64 %         51,409           273          2.15 %

Total interest-bearing deposits             136,102           255          0.76 %        117,177           328          1.13 %
FHLB advances and other borrowings            7,441             5          0.27 %            559             -             - %
PPP Liquidity Facility borrowings             5,031             2          0.16 %              -             -             - %
Total interest-bearing liabilities          148,574           262         

0.72 %        117,736           328          1.13 %
Non-interest bearing demand
deposits                                     17,486                                        8,007
Other non-interest bearing
liabilities                                   1,300                                          999
Total Liabilities                           167,360                                      126,742
Total Equity                                 20,694                                       20,504
Total liabilities and equity          $     188,054                                $     147,246
Net interest income                                    $    1,351                                   $    1,096
Net interest rate spread (2)                   3.00 %                                       3.10 %
Net interest-earning assets (3)       $      29,647                                $      19,944
Net interest margin (4)                        3.11 %                                       3.24 %
Average interest-earning assets to
interest-bearing liabilities                 119.95 %                                     116.94 %




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(1) Annualized.

Net interest rate spread represents the difference between the weighted (2) average yield on interest-earning assets and the weighted average rate of

interest-bearing liabilities.

(3) Net interest-earning assets represent total interest-earning assets less

total interest-bearing liabilities.




(4) Net interest margin represents net interest income divided by average total
    interest-earning assets.





                                                               For the Nine Months Ended March 31,
                                                        2021                                         2020
                                         Average                      Average         Average                      Average
                                       Outstanding                   Yield/Rate     Outstanding                   Yield/Rate
                                         Balance        Interest        (1)           Balance        Interest        (1)

                                                                      (Dollars in thousands)
Interest-earning assets:
Loans (excluding PPP loans)           $     116,435    $    4,082          4.70 %  $     110,189    $    3,969          4.83 %
PPP loans                                     7,093           279          5.27 %              -             -             - %
Debt securities                              14,972           290          2.59 %         20,495           408          2.66 %
Cash and cash equivalents                    27,105            12          0.06 %          9,035            86          1.27 %
Other                                           262             9          4.60 %            262             2          1.02 %

Total interest-earning assets               165,867         4,672         

3.77 %        139,981         4,465          4.27 %
Noninterest-earning assets                   11,785                                        9,296
Total assets                          $     177,652                                $     149,277
Interest-bearing liabilities:
Demand deposits/NOW and Money
Market                                $      38,722           103          0.35 %  $      28,811           112          0.52 %
Savings deposits                             41,555            45          0.14 %         36,741            62          0.22 %
Certificates of deposit                      47,177           655          1.85 %         53,709           859          2.13 %

Total interest-bearing deposits             127,454           803         

0.84 % 119,261 1,033 1.15 % FHLB advances and other borrowings

            7,814            19          0.32 %            803            12          1.99 %
PPP Liquidity Facility borrowings             5,641            13          0.31 %              -             -             - %
Total interest-bearing liabilities          140,909           835         

0.79 % 120,064 1,045 1.16 % Non-interest bearing demand deposits

                                     14,009                                        7,894
Other non-interest bearing
liabilities                                   1,251                                          881
Total Liabilities                           156,169                                      128,839
Total Equity                                 21,483                                       20,438

Total liabilities and equity          $     177,652                                $     149,277
Net interest income                                    $    3,837                                   $    3,420
Net interest rate spread (2)                   2.98 %                                       3.11 %
Net interest-earning assets (3)       $      24,958                                $      19,917
Net interest margin (4)                        3.09 %                                       3.27 %
Average interest-earning assets to
interest-bearing liabilities                 117.71 %                                     116.59 %




(1) Annualized.

Net interest rate spread represents the difference between the weighted (2) average yield on interest-earning assets and the weighted average rate of

interest-bearing liabilities.

(3) Net interest-earning assets represent total interest-earning assets less

total interest-bearing liabilities.

(4) Net interest margin represents net interest income divided by average total


    interest-earning assets.


Rate/Volume Analysis

The following table presents the effects of changing rates and volumes on our
net interest income for the periods indicated. 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

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rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume.






                                                     Nine Months Ended March 31,                        Three Months Ended March 31,
                                                            2021 vs. 2020                                      2021 vs. 2020
                                              Increase (Decrease) Due to          Total          Increase (Decrease) Due to           Total
                                                                                Increase                                            Increase
                                              Volume              Rate         (Decrease)        Volume              Rate          (Decrease)

                                                                                (Dollars in Thousands)
Interest-earning assets: Loans
(excluding PPP loans)                      $         75      $           38    $       113    $        170      $        (105)     $        65
PPP loans                                           279                   -            279             186                   -             186
Debt securities                                    (37)                (81)          (118)            (27)                 (8)            (35)

Cash and cash equivalents                            57               (131)           (74)              52                (79)            (27)
Other                                                 -                   7              7               -                   1               1
Total interest-earning assets                       374               (167)            207             381               (191)             190
Interest-bearing liabilities: Demand
deposits/NOW and Money Market                        13                (22)

           (9)              16                (15)               1
Savings deposits                                      3                (20)           (17)               4                 (7)             (3)
Certificates of deposit                            (35)               (169)          (204)             (6)                (65)            (71)

Total interest-bearing deposits                    (19)               (211)          (230)              14                (87)            (73)
FHLB advances and other borrowings                   35                (28)              7               -                   5               5
PPP Liquidity Facility borrowings                     -                  13             13               -                   2               2
Total interest-bearing liabilities                   16               (226)          (210)              14                (80)            (66)
Change in net interest income              $        358      $           59
$       417    $        367      $        (111)     $       256

Comparison of Operating Results for the Three Months Ended March 31, 2021 and 2020


General. Net income was $219,000 for the three months ended March 31, 2021, an
increase of $190,000, or 654.9%, from net income of $29,000 for the three months
ended March 31, 2020. The increase in net income for the three months ended
March 31, 2021 was primarily attributed to a $197,000 increase in non-interest
income and a $254,000 increase in net interest income, partially offset by a
$127,000 increase in non-interest expenses and a $134,000 increase in provision
for income taxes.

Interest Income. Interest income increased by $189,000, or 13.2%, to $1.6
million for the three months ended March 31, 2021 compared to $1.4 million for
the three months ended March 31, 2020 due to an increase in loan interest
income, partially offset by decreases in debt securities interest income and
cash and cash equivalents interest income.

Loan interest income increased by $250,000, or 19.7%, to $1.5 million for the
three months ended March 31, 2021 from $1.3 million for the three months ended
March 31, 2020, due to an increase in the average balance of the loan portfolio,
partially offset by a decrease in the average yield on loans. The average
balance of the loan portfolio (including PPP loans) increased by $24.0 million,
or 22.3%, from $107.8 million for the three months ended March 31, 2020 to
$131.8 million for the three months ended March 31, 2021. The increase in the
average balance of loans was due to our continued efforts to increase commercial
real estate loans and Marathon Bank's participation in the PPP loan program.
One-to-four family residenatial loans and multi-family loans also increased. The
average yield on the loan portfolio (excluding PPP loans) decreased by 31 basis
points from 4.83% for the three months ended March 31, 2020 to 4.52% for the
three months ended March 31, 2021. The decrease in the average yield on loans
was primarily due to a decrease in market interest rates since March 31, 2020.

Debt securities interest income decreased $35,000, or 30.0%, to $83,000 for the
three months ended March 31, 2021 from $118,000 for the three months ended March
31, 2020 due to decreases of $3.8 million in the average balance

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of the debt securities portfolio and 25 basis points in the average yield on the
debt securities portfolio to 2.63% for the three months ended March 31, 2021
from 2.88% for the three months ended March 31, 2020. The decrease in the
average balance of the debt securities portfolio was primarily due to securities
paydowns and redemptions of municipal bonds. The decrease in the average yield
of debt securities was due to the decrease in the average yield of our
collateralized mortgage obligations with inverse floating rates.

Cash and cash equivalents interest income decreased by $27,000, or 81.8%, to
$6,000 for the three months ended March 31, 2021 as compared to $33,000 for the
three months ended March 31, 2020. The decrease in interest income on cash and
cash equivalents was due to a 96 basis points decrease in average yield to 0.07%
for the three months ended March 31, 2021 from 1.03% for the three months ended
March 31, 2020, reflecting lower market interest rates, including a significant
drop in market interest rates during the second and third calendar quarters of
2020, partially offset by an increase in the average balance of cash and cash
equivalents of $20.2 million, or 156.1%, to $33.2 million for the three months
ended March 31, 2021 from $13.0 million for the three months ended March 31,
2020. The increase in the average balance of cash and cash equivalents was
primarily due to an increase in fed funds that was only partially used to fund
loan originations.

Interest Expense. Interest expense decreased $66,000, or 20.1%, to $262,000 for
the three months ended March 31, 2021 from $328,000 for the three months ended
March 31, 2020, due to a decrease of $73,000 in interest paid on deposits,
offset by an increase of $7,000 in interest paid on borrowings.

Interest expense on deposits decreased $73,000, or 22.3%, to $255,000 for the
three months ended March 31, 2021 from $328,000 for the three months ended March
31, 2020 due to decreases in interest expense on certificates of deposit and
interest-bearing core deposits (consisting of demand, NOW, money market and
savings accounts). Interest expense on certificates of deposit decreased
$71,000, or 26.0%, to $202,000 for the three months ended March 31, 2021 from
$273,000 for the three months ended March 31, 2020 due to decreases in the
average balance of certificates of deposit and the average rate paid on
certificates of deposit. The average balance of certificates of deposit
decreased by $1.1 million for the three months ended March 31, 2021 compared to
the prior year period due to our strategic initiative to reduce our higher cost
certificates of deposit. In addition, the average rate paid on certificates of
deposit decreased 51 basis points to 1.64% for the three months ended March 31,
2021 from 2.15% for the three months ended March 31, 2020, due to the decline in
market rates. Interest expense on interest-bearing core deposits decreased
$2,000, or 3.6%, to $53,000 for the three months ended March 31, 2021 from
$55,000 for the three months ended March 31, 2020. The average rate paid on our
interest-bearing core deposits decreased by 11 basis points to 0.25% for the
three months ended March 31, 2021 from 0.34% for the three months ended March
31, 2020 due to the decline in market rates. This decrease was partially offset
by an increase in the average balance of our interest-bearing core deposits by
$20.0 million during the three months ended March 31, 2021 compared to the
three months ended March 31, 2020 as a result of the impact of the COVID-19
pandemic on consumer and business spending and savings levels.

Net Interest Income. Net interest income increased $255,000, or 23.3%, to $1.4
million for the three months ended March 31, 2021 from $1.1 million for the
three months ended March 31, 2020 due to an increase in net interest-earning
assets, partially offset by a decrease in the net interest rate spread. Net
interest-earning assets increased by $9.7 million, or 48.7%, to $29.6 million
for the three months ended March 31, 2021 from $19.9 million for the
three months ended March 31, 2020. Net interest rate spread decreased by 10
basis points to 3.00% for the three months ended March 31, 2021 from 3.10% for
the three months ended March 31, 2020, reflecting a 51 basis points decrease in
the average yield on interest-earning assets, partially offset by a 41 basis
points decrease in the average rate paid on interest-bearing liabilities. The
net interest margin decreased 13 basis points to 3.11% for the three months
ended March 31, 2021 from 3.24% for the three months ended March 31, 2020 due to
the sharp decrease in interest rates in response to the economic downturn caused
by the COVID-19 pandemic. We expect further compression in our net interest
margin in future periods.

Provision for Loan Losses. Provisions for loan losses are charged to operations
to establish an allowance for loan losses at a level necessary to absorb known
and inherent losses in our loan portfolio that are both probable and reasonably
estimable at the date of the financial statements. In evaluating the level of
the allowance for loan losses, management analyzes several qualitative loan
portfolio risk factors including, but not limited to, management's ongoing
review and grading of loans, facts and issues related to specific loans,
historical loan loss and delinquency experience,

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trends in past due and non-accrual loans, existing risk characteristics of
specific loans or loan pools, changes in the nature, volume and terms of loans,
the fair value of underlying collateral, changes in lending personnel, current
economic conditions and other qualitative and quantitative factors which could
affect potential credit losses. Beginning with the three months ended June 30,
2020, as a result of the COVID-19 pandemic, we increased certain of our
qualitative loan portfolio risk factors relating to local and national economic
conditions as well as industry conditions and concentrations, which have
experienced deterioration due to the effects of the COVID-19 pandemic. See
"Management's Discussion and Analysis of Financial Condition and Results of
Operations of Marathon Bank-Summary of Significant Accounting Policies" for
additional information.

After an evaluation of these factors, we recorded no provision for loan losses
for the three months ended March 31, 2021 or 2020. Our allowance for loan losses
was $2.1 million at March 31, 2021 and $1.5 million at March 31, 2020. The
allowance for loan losses to total loans was 1.49% at March 31, 2021 and 1.43%
at March 31, 2020. We recorded net recoveries of $1,000 for the three months
ended March 31, 2021 and net charge-offs of $44,000 for the three months ended
March 31, 2020. Non-performing assets decreased to $74,000, or 0.03% of total
assets, at March 31, 2021, compared to $319,000, or 0.19% of total assets, at
June 30, 2020.

To the best of our knowledge, we have recorded all loan losses that are both
probable and reasonable to estimate at March 31, 2021. However, future changes
in the factors described above, including, but not limited to, actual loss
experience with respect to our loan portfolio, could result in material
increases in our provision for loan losses. In addition, the WDFI and the FDIC,
as an integral part of their examination process, will periodically review our
allowance for loan losses, and as a result of such reviews, we may have to
adjust our allowance for loan losses.

Non-interest Income. Non-interest income information is as follows.






                                                     Three Months Ended
                                              March 31,             Change
                                            2021     2020      Amount     Percent

                                                   (Dollars in thousands)

Service charges on deposit accounts $ 38 $ 40 $ (2) (5.0) % Mortgage banking

                              295       95         200      210.5 %
Increase in cash surrender value of BOLI       40       42         (2)     

(4.8) %
Other                                           9        9           -          - %
Total non-interest income                   $ 382    $ 186    $    196      105.4 %




Non-interest income increased by $196,000 to $382,000 for the three months ended
March 31, 2021 from $186,000 for the three months ended March 31, 2020 due
primarily to an increase in mortgage banking income. Mortgage banking income
(consisting primarily of sales of fixed-rate one- to four-family residential
real estate loans) increased by $200,000 as we sold $12.6 million of mortgage
loans into the secondary market during the three months ended March 31, 2021
compared to $4.4 million of such sales during the three months ended March 31,
2020 due to the decrease in market rates, which resulted in increased demand for
mortgage loan refinancing.

Non-interest Expenses. Non-interest expenses information is as follows.






                                             Three Months Ended
                                      March 31,               Change
                                   2021       2020       Amount     Percent

                                           (Dollars in thousands)
Salaries and employee benefits    $   863    $   776    $     87       11.2 %
Occupancy and equipment               171        175         (4)      (2.3) %
Data processing and office            119        112           7        6.3 %
Professional fees                      94         70          24       34.3 %
Marketing expenses                     15         20         (5)      (4.6) %
Other                                 129        111          18       16.2 %
Total non-interest expenses       $ 1,391    $ 1,264    $    127       10.0 %




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Non-interest expenses were $1.4 million for the three months ended March 31, 2021 as compared to $1.3 million for the three months ended March 31, 2020. Salaries and employee benefits increased $87,000 due primarily to personnel changes. Professional fees increased $24,000 primarily due to fees paid in connection with a temporary employment outsourcing arrangement and costs associated with being a public company.



Provision (benefit) for Income Taxes. Income tax expense was $123,000 for the
three months ended March 31, 2021, an increase of $134,000, as compared to a
benefit of ($11,000) for the three months ended March 31, 2020. The increase in
income tax expense was primarily due to an increase in income before taxes. The
effective tax rate for the three months ended March 31, 2021 and 2020 was 35.0%
and (61.1%), respectively. During the three months ended March 31, 2021, the
Bank continued to true-up their deferred income taxes to be in line with their
projected effective tax rate for the fiscal year-end. This included an analysis
of tax-exempt interest income items.

Comparison of Operating Results for the Nine Months Ended March 31, 2021 and 2020


General. Net income was $975,000 for the nine months ended March 31, 2021, an
increase of $649,000, or 199.0%, from net income of $326,000 for the nine months
ended March 31, 2020. The increase in net income for the nine months ended March
31, 2021 was primarily attributed to a $888,000 increase in non-interest income
and a $417,000 increase in net interest income, partially offset by a $358,000
increase in non-interest expenses and a $298,000 increase in provision for
income taxes.

Interest Income. Interest income increased by $208,000, or 4.7%, to $4.7 million
for the nine months ended March 31, 2021 from $4.5 million for the nine months
ended March 31, 2020 due to an increase in loan interest income, partially
offset by decreases in debt securities interest income and cash and cash
equivalents interest income.

Loan interest income increased by $391,000, or 9.9%, to $4.4 million for the
nine months ended March 31, 2021 as compared to $4.0 million for the nine months
ended March 31 2020, due to an increase in the average balance of the loan
portfolio, partially offset by a decrease in the average yield on loans. The
average balance of the loan portfolio increased by $13.3 million (including PPP
loans), or 12.1%, from $110.2 million for the nine months ended March 31, 2020
to $123.5 million for the nine months ended March 31, 2021. The increase in the
average balance of loans was primarily due to our continued efforts to increase
commercial real estate loans and Marathon Bank's participation in the PPP loan
program. The average yield on the loan portfolio (excluding PPP loans) decreased
by 13 basis points from 4.83% for the nine months ended March 31, 2020 to 4.70%
for the nine months ended March 31, 2021. The decrease in the average yield on
loans was primarily due to a decrease in market interest rates since March 31,
2020.

Debt securities interest income decreased $118,000, or 29.0%, to $290,000 for
the nine months ended March 31, 2021 from $408,000 for the nine months ended
March 31, 2020 due to a decrease of $5.5 million in the average balance of the
debt securities portfolio and a decrease in the average yield on the debt
securities portfolio of seven basis points from 2.66% for the nine months ended
March 31, 2020 to 2.59% for the nine months ended March 31, 2021. The decrease
in the average balance of the debt securities portfolio was primarily due to
securities paydowns and redemptions of municipal bonds. The decrease in the
average yield of debt securities was due to the decrease in the average yield of
our collateralized mortgage obligations with inverse floating rates.

Cash and cash equivalents interest income decreased by $74,000, or 86.0%, to
$12,000 for the nine months ended March 31, 2021 as compared to $86,000 for the
nine months ended March 31, 2020. The decrease in interest income on cash and
cash equivalents was due to a 121 basis points decrease in average yield to
0.06% for the nine months ended March 31 2021 from 1.27% for the nine months
ended March 31, 2020, reflecting lower market interest rates, including a
significant drop in market interest rates during the second and third calendar
quarters of 2020, partially offset by an increase in the average balance of cash
and cash equivalents of $18.1 million, or 200.0%, to $27.1 million for the
nine months ended March 31, 2021 from $9.0 million for the nine months ended
March 31, 2020. The increase in the average balance of cash and cash equivalents
was primarily due to an increase in fed funds that was only partially used

to
fund loan originations.

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Interest Expense. Interest expense decreased $210,000, or 20.0%, to $835,000 for
the nine months ended March 31, 2021 from $1,045,000 for the nine months ended
March 31, 2020, due to a decrease of $230,000 in interest paid on deposits,
partially offset by an increase of $20,000 in interest paid on borrowings.

Interest expense on deposits decreased $230,000, or 22.2%, to $803,000 for the
nine months ended March 31, 2021 from $1,033,000 for the nine months ended March
31, 2020 due to decreases in interest expense on certificates of deposit and
interest-bearing core deposits (consisting of demand, NOW, money market and
savings accounts). Interest expense on certificates of deposit decreased
$204,000, or 23.7%, to $655,000 for the nine months ended March 31, 2021 from
$859,000 for the nine months ended March 31, 2020 due to decreases in the
average balance of certificates of deposit and the average rate paid on
certificates of deposit. The average balance of certificates of deposit
decreased by $6.5 million for the nine months ended March 31, 2021 compared to
the prior year period due to our strategic initiative to reduce our higher cost
certificates of deposit. In addition, the average rate paid on certificates of
deposit decreased 28 basis points to 1.85% for the nine months ended March 31,
2021 from 2.13% for the nine months ended March 31, 2020 due to the decline in
market rates. Interest expense on interest-bearing core deposits decreased
$26,000, or 14.9%, to $148,000 for the nine months ended March 31, 2021 from
$174,000 for the nine months ended March 31, 2020. The average rate paid on our
interest-bearing core deposits decreased by 10 basis points to 0.25% for the
nine months ended March 31, 2021 from 0.35% for the nine months ended March 31,
2020 due to the decline in market rates. This decrease was partially offset by
an increase in the average balance of our interest-bearing core deposits by
$17.2 million during the nine months ended March 31, 2021 as compared to the
nine months ended March 31, 2020 as a result of the impact of the COVID-19
pandemic on consumer and business spending and savings levels.

Interest expense on borrowings increased $20,000, or 170.0% to $32,000 for the
nine months ended March 31, 2021 from $12,000 for the nine months ended March
31, 2020. The average balance of borrowings for the nine months ended March 31,
2021 was $13.5 million with an average rate of 0.32% compared to an average
balance of $803,000 with an average rate of 1.99% for the nine months ended
March 31, 2020. The increase in the average balance of borrowings was due to
additional borrowings that we used to enhance our liquidity position as a result
of the COVID-19 pandemic and our use of the Federal Reserve PPP Liquidity
Facility to fund PPP loans. The 167 basis points decrease in the average rate
paid on borrowings was primarily due to the decrease in market interest rates
since March 31, 2020 and the low borrowing rate for the Federal Reserve PPP
Liquidity Facility.

Net Interest Income. Net interest income increased $417,000, or 12.0%, to $3.8
million for the nine months ended March 31, 2021 from $3.4 million for the
nine months ended March 31, 2020 due to an increase in net interest-earning
assets, partially offset by a decrease in the net interest rate spread. Net
interest-earning assets increased by $5.1 million, or 25.6%, to $25.0 million
for the nine months ended March 31, 2021 from $19.9 million for the nine months
ended March 31, 2020. Net interest rate spread decreased by 13 basis points to
2.98% for the nine months ended March 31, 2021 from 3.11% for the nine months
ended March 31, 2020, reflecting a 50 basis points decrease in the average yield
on interest-earnings assets, partially offset by a 37 basis points decrease in
the average rate paid on interest-bearing liabilities. The net interest margin
decreased 18 basis points to 3.09% for the nine months ended March 31, 2021 from
3.27% for the nine months ended March 31, 2020 due to the increase in lower
yielding average interest earning assets and the sharp decrease in interest
rates in response to the economic downturn caused by the COVID-19 pandemic. We
expect further compression in our net interest margin in future periods.

Provision for Loan Losses. We recorded no provision for loan losses for the
nine months ended March 31, 2021 or 2020. Our allowance for loan losses was $2.1
million at March 31, 2021 and $1.5 million at March 31, 2020. The allowance for
loan losses to total loans was 1.49% at March 31, 2021 and 1.43% at March 31,
2020. We recorded net recoveries of $419,000 for the nine months ended March 31,
2021 and net charge-offs of $81,000 for the nine months ended March 31, 2020.
The net recoveries for the nine months ended March 31, 2021 relate primarily to
the recovery of a commercial and industrial loan that was charged-off back in
2016 and paid off in 2020. Non-performing assets decreased to $0 at March 31,
2021, compared to $319,000, or 0.19% of total assets, at June 30, 2020.

To the best of our knowledge, we have recorded all loan losses that are both
probable and reasonable to estimate at March 31, 2021. However, future changes
in the factors described above, including, but not limited to, actual loss
experience with respect to our loan portfolio, could result in material
increases in our provision for loan losses. In

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addition, the WDFI and the FDIC, as an integral part of their examination process, will periodically review our allowance for loan losses, and as a result of such reviews, we may have to adjust our allowance for loan losses.

Non-interest Income. Non-interest income information is as follows.






                                                    Nine Months Ended
                                                       March 31,                  Change
                                                    2021          2020      Amount     Percent

                                                            (Dollars in thousands)

Service charges on deposit accounts              $       124     $   140    $  (16)     (11.4) %
Mortgage banking                                       1,177         251        926      368.9 %
Increase in cash surrender value of BOLI                 124         124          -          - %
(Loss) gain on sale of foreclosed real estate             11         (2)   

     13    1,200.0 %
Other                                                     18          53       (35)     (66.0) %
Total non-interest income                        $     1,454     $   566    $   888      156.9 %




Non-interest income increased by $888,000 to $1.5 million for the nine months
ended March 31, 2021 from $566,000 for the nine months ended March 31, 2020 due
primarily to an increase in mortgage banking income. Mortgage banking income
(consisting primarily of sales of fixed-rate one- to four-family residential
real estate loans) increased $926,000 as we sold $43.6 million of mortgage loans
into the secondary market during the nine months ended March 31, 2021 compared
to $12.5 million of such sales during the nine months ended March 31, 2020 due
to the decrease in market rates, which resulted in increased demand for mortgage
loan refinancing.

Non-interest Expenses. Non-interest expenses information is as follows.






                                    Nine Months Ended
                                       March 31,                 Change
                                     2021        2020      Amount     Percent

                                            (Dollars in thousands)
Salaries and employee benefits    $    2,471    $ 2,256    $   215        8.7 %
Occupancy and equipment                  496        507       (11)      (2.2) %
Data processing and office               348        308         40       13.0 %
Professional fees                        228        145         83       57.2 %
Marketing expenses                        49         56        (7)     (12.5) %
Other                                    378        340         38       11.2 %
Total non-interest expenses       $    3,970    $ 3,612    $   358        9.9 %




Non-interest expenses were $4.0 million for the nine months ended March 31, 2021
as compared to $3.6 million for the nine months ended March 31, 2020. Salaries
and employee benefits increased $215,000 due primarily to personnel changes.
Professional fees increased $83,000 primarily due to fees paid in connection
with a temporary employment outsourcing arrangement and costs associated with
being a public company.

Provision for Income Taxes. Income tax expense was $346,000 for the nine months
ended March 31, 2021, an increase of $298,000, as compared to $48,000 for the
nine months ended March 31, 2020. The increase in income tax expense was
primarily due to an increase in income before taxes. The effective tax rate for
the nine months ended March 31, 2021 and 2020 was 26.2% and 12.8%, respectively.
The increase in the effective tax rate for the nine months ended March 31, 2021
was a result of the change in tax-exempt interest income items.

Asset Quality



Loans Past Due and Non-Performing Assets. Loans are reviewed on a regular basis.
Management determines that a loan is impaired or non-performing when it is
probable at least a portion of the loan will not be collected in accordance with
the original terms due to a deterioration in the financial condition of the
borrower or the value of the underlying collateral if the loan is collateral
dependent. When a loan is determined to be impaired, the measurement of the loan
in the allowance for loan losses is based on present value of expected future
cash flows, except that all

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collateral-dependent loans are measured for impairment based on the fair value
of the collateral. Non-accrual loans are loans for which collectability is
questionable and, therefore, interest on such loans will no longer be recognized
on an accrual basis. All loans that become 90 days or more delinquent are placed
on non-accrual status unless the loan is well secured and in the process of
collection. When loans are placed on non-accrual status, unpaid accrued interest
is fully reversed, and further income is recognized only to the extent received
on a cash basis or cost recovery method.

When we acquire real estate as a result of foreclosure, the real estate is
classified as real estate owned. The real estate owned is recorded at the lower
of carrying amount or fair value, less estimated costs to sell. Soon after
acquisition, we order a new appraisal to determine the current market value of
the property. Any excess of the recorded value of the loan satisfied over the
market value of the property is charged against the allowance for loan losses,
or, if the existing allowance is inadequate, charged to expense of the current
period. After acquisition, all costs incurred in maintaining the property are
expensed. Costs relating to the development and improvement of the property,
however, are capitalized to the extent of estimated fair value less estimated
costs to sell.

A loan is classified as a troubled debt restructuring if, for economic or legal
reasons related to the borrower's financial difficulties, we grant a concession
to the borrower that we would not otherwise consider. This usually includes a
modification of loan terms, such as a reduction of the interest rate to below
market terms, capitalizing past due interest or extending the maturity date and
possibly a partial forgiveness of the principal amount due. Interest income on
restructured loans is accrued after the borrower demonstrates the ability to pay
under the restructured terms through a sustained period of repayment
performance, which is generally six consecutive months.

The CARES Act, in addition to providing financial assistance to both businesses
and consumers, creates a forbearance program for federally-backed mortgage
loans, protects borrowers from negative credit reporting due to loan
accommodations related to the national emergency, and provides financial
institutions the option to temporarily suspend certain requirements under U.S.
GAAP related to troubled debt restructurings for a limited period of time to
account for the effects of COVID-19. The Federal banking regulatory agencies
have likewise issued guidance encouraging financial institutions to work
prudently with borrowers who are, or may be, unable to meet their contractual
payment obligations because of the effects of COVID-19. That guidance, with
concurrence of the Financial Accounting Standards Board, and provisions of the
CARES Act allow modifications made on a good faith basis in response to COVID-19
to borrowers who were generally current with their payments prior to any relief,
to not be treated as troubled debt restructurings. Modifications may include
payment deferrals, fee waivers, extensions of repayment term, or other delays in
payment. We have worked with our customers affected by COVID-19 and accommodated
a significant amount of loan modifications across our loan portfolios. The
Company anticipates that the number and amount of these modifications will
decrease in the fourth fiscal quarter of 2021. To the extent that additional
modifications meet the criteria previously described, such modifications are not
expected to be classified as troubled debt restructurings.

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Delinquent Loans. The following table sets forth our loan delinquencies, including non-accrual loans, by type and amount at the dates indicated (excluding COVID-19 deferrals). We had no PPP loans delinquent at March 31, 2021 or June 30, 2020.






                                                       At March 31, 2021                         At June 30, 2020
                                              30-59           60-89        90 Days       30-59        60-89        90 Days
                                               Days           Days         or More       Days          Days        or More
                                             Past Due       Past Due      Past Due     Past Due      Past Due     Past Due

                                                                            (In thousands)
Real estate loans:
One- to four-family residential             $      415     $         -    $

      -    $       -    $       72    $     255
Multifamily                                          -               -            -            -             -            -
Commercial                                         286               -            -            -            31            -
Construction                                         -               -            -            -             -            -
Commercial and industrial                            -               -            -            -         2,250            -
Consumer                                            16              16            -            -             -            -
Total                                       $      717     $        16    $       -    $       -    $    2,353    $     255

Non-Performing Assets. The following table sets forth information regarding our non-performing assets. Non-accrual loans include non-accruing troubled debt restructurings of $0 and $91,000 as of March 31, 2021 and June 30, 2020, respectively. Troubled debt restructurings include loans for which either a portion of interest or principal has been forgiven, or loans modified at interest rates materially less than current market rates.

March 31,      At June 30,
                                                       2021            2020

                                                      (Dollars in thousands)
Non-accrual loans:
Real estate loans:

One- to four-family residential                    $          -    $       

 255
Multifamily                                                   -                -
Commercial                                                    -                -
Construction                                                  -                -
Commercial and industrial                                     -                -
Consumer                                                      -                -
Total non-accrual loans                                       -              255

Accruing loans past due 90 days or more                       -            

-


Real estate owned:
One- to four-family residential                               -            

  64
Multifamily                                                   -                -
Commercial                                                    -                -
Construction                                                  -                -
Commercial and industrial                                     -                -
Consumer                                                      -                -
Total real estate owned                                       -               64
Total non-performing assets                        $          -    $         319

Total accruing troubled debt restructured loans $ 554 $ 1,982 Total non-performing assets to total loans

                    - %           0.27 %
Total non-accruing loans to total loans                       - %           0.21 %
Total non-performing assets to total assets                   - %          

0.19 %




Classified Assets. Federal regulations provide for the classification of loans
and other assets, such as debt and equity securities considered to be of lesser
quality, as "substandard," "doubtful" or "loss." An asset is considered
"substandard" if it is inadequately protected by the current net worth and
paying capacity of the obligor or of the collateral pledged, if any.
"Substandard" assets include those characterized by the "distinct possibility"
that the insured institution will sustain "some loss" if the deficiencies are
not corrected. Assets classified as "doubtful" have all of the

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weaknesses inherent in those classified "substandard," with the added
characteristic that the weaknesses present make "collection or liquidation in
full," on the basis of currently existing facts, conditions, and values, "highly
questionable and improbable." Assets classified as "loss" are those considered
"uncollectible" and of such little value that their continuance as assets
without the establishment of a specific loss allowance is not warranted. Assets
which do not currently expose the insured institution to sufficient risk to
warrant classification in one of the aforementioned categories but possess
weaknesses are designated as "special mention" or "Watch" by our management.

When an insured institution classifies problem assets as either substandard or
doubtful, it may establish general allowances in an amount deemed prudent by
management to cover probable accrued losses. General allowances represent loss
allowances which have been established to cover probable accrued losses
associated with lending activities, but which, unlike specific allowances, have
not been allocated to particular problem assets. When an insured institution
classifies problem assets as "loss," it is required either to establish a
specific allowance for losses equal to 100% of that portion of the asset so
classified or to charge-off such amount. An institution's determination as to
the classification of its assets and the amount of its valuation allowances is
subject to review by the regulatory authorities, which may require the
establishment of additional general or specific loss allowances.

On the basis of our review of our loans our classified and special mention or watch loans at the dates indicated were as follows:






                                 At         At June 30,
                             March 31,          2020

                                     (In thousands)

Classification of Loans:
Substandard                 $          -    $       2,486
Doubtful                               -                -
Loss                                   -                -
Total Classified Loans      $          -    $       2,486
Special Mention             $      4,920    $       1,744

During the nine months ended March 31, 2021, we upgraded $2.2 million in commercial and industrial loans and $236,000 in commercial real estate loans to special mention/watch from substandard.

Allowance for Loan Losses



The allowance for loan losses established as losses is estimated to have
occurred through a provision for loan losses charged to earnings. Loan losses
are charged against the allowance when management believes the uncollectability
of a loan balance is confirmed. Subsequent recoveries, if any, are credited to
the allowance.

The allowance for loan losses is evaluated on a regular basis by management and
is based upon management's periodic review of the collectability of the loans in
light of historical experience, the nature and volume of the loan portfolio,
adverse situations that may affect the borrower's ability to repay, estimated
value of any underlying collateral, and prevailing economic conditions. This
evaluation is inherently subjective as it requires estimates that are
susceptible to significant revision as more information becomes available.

The allowance consists of allocated and general components. The allocated
component relates to loans that are classified as impaired. For those loans that
are classified as impaired, an allowance is established when the discounted cash
flows (or collateral value or observable market price) of the impaired loan is
lower than the carrying value of that loan. General components cover
non-impaired loans and are based on historical loss rates for each portfolio
segment, adjusted for the effects of qualitative or environmental factors that
are likely to cause estimated credit losses as of the evaluation date to differ
from the portfolio segment's historical loss experience. Qualitative factors
include consideration of the following: changes in lending policies and
procedures; changes in economic conditions, changes in the nature and volume of
the portfolio; changes in the experience, ability, and depth of lending
management and other relevant staff; changes in the volume and severity of past
due, nonaccrual and other adversely graded loans; changes in the loan review

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system; changes in the value of the underlying collateral for
collateral-dependent loans; concentrations of credit; and the effect of other
external factors such as competition and legal and regulatory requirements. As a
result of the COVID-19 pandemic, at June 30, 2020, we slightly increased certain
of our qualitative loan portfolio risk factors relating to local and national
economic conditions as well as industry conditions and concentrations, which
have experienced deterioration due to the effects of the COVID-19 pandemic.

A loan is considered impaired when, based on current information and events, it
is probable that we will be unable to collect the scheduled payments of
principal and interest when due according to the contractual terms of the loan
agreement. Factors considered by management in determining impairment include
payment status, collateral value, and the probability of collecting scheduled
principal and interest payments when due. Loans that experience insignificant
payment delays and payment shortfalls generally are not classified as impaired.
Management determines the significance of payment delays and payment shortfalls
on a case-by-case basis, taking into consideration all of the circumstances
surrounding the loan and the borrower, including the length of the delay, the
reason for the delay, the borrower's prior payment record, and the amount of the
shortfall in relation to the principal and interest owed. Impairment is measured
on a loan-by-loan basis for commercial and commercial real estate loans by
either the present value of expected future cash flows discounted at the loan's
effective interest rate, the loan's observable market price, or the fair value
of the collateral if the loan is collateral dependent.

In addition, the WDFI and the FDIC periodically review our allowance for loan
losses and as a result of such reviews, we may have to adjust our allowance for
loan losses or recognize further loan charge-offs.

The following table sets forth activity in our allowance for loan losses for the
periods indicated.




                                                For the Nine Months Ended          For the Three Months Ended
                                                       March 31,                           March 31,
                                                2021              2020             2021                2020

                                                 (Dollars in thousands)              (Dollars in thousands)
Allowance at beginning of period             $     1,700     $         1,629    $     2,118      $          1,592
Provision for loan losses                              -                   -              -                     -
Charge offs:
Real estate loans:
One- to four-family residential                        -                (88)              -                  (45)
Multifamily                                            -                   -              -                     -
Commercial                                             -                   -              -                     -
Construction                                           -                   -              -                     -

Commercial loans and industrial                        -                  

-              -                     -
Consumer                                               -                   -              -                     -
Total charge-offs                                      -                (88)              -                  (45)
Recoveries:
Real estate loans:                                     -                   -              -                     -

One- to four-family residential                        -                  

-              -                     -
Multifamily                                            -                   -              -                     -
Commercial                                             -                   -              -                     -
Construction                                          73                   -              -                     -
Commercial and industrial                            341                   -              -                     -
Consumer                                               5                   7              1                     1
Total recoveries                                     419                   7              1                     1
Net (charge-offs) recoveries                         419                (81)              1                  (44)
Allowance at end of period                   $     2,119     $         1,548    $     2,119      $          1,548
Allowance to non-performing loans                      - %          1,664.52 %            - %            1,664.52 %
Allowance to total loans outstanding at
the end of the period                               1.49 %              1.43 %         1.49 %                1.43 %
Net (charge-offs) recoveries to average
loans outstanding during the period                 0.34 %            (0.07) %         0.00 %              (0.04) %




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Allocation of Allowance for Loan Losses. The following table sets forth the allowance for loan losses allocated by loan category and the percent of the allowance in each category to the total allocated allowance at the dates indicated. The allowance for loan losses allocated to each category is not necessarily indicative of future losses in any particular category and does not restrict the use of the allowance to absorb losses in other categories.






                                          At March 31, 2021                                             At June 30, 2020

                                         Percent of          Percent of Loans                          Percent of         Percent of Loans
                                        Allowance to       In Category to Total                       Allowance to      In Category to Total
                         Amount        Total Allowance            Loans                Amount        Total Allowance           Loans

                                                                       (Dollars in Thousands)
Commercial real
estate                $     853,013               40.2 %                   37.9 %   $     274,997               16.2 %                  34.3 %
Commercial and
industrial                  167,770                7.9 %                    8.8 %       1,021,083               60.1 %                  11.0 %
Construction                145,571                6.9 %                    8.0 %          43,858                2.6 %                   9.3 %
One-to-four-family
residential                 682,915               32.2 %                   34.5 %         339,449               20.0 %                    35 %
Multi-family real
estate                       97,504                4.6 %                    9.2 %          10,057                0.6 %                   8.1 %
Consumer                      9,617                0.5 %                    1.6 %           2,003                0.1 %                   2.2 %
Unallocated                 162,904                7.7 %                      -             8,530                0.5 %                     - %
Total                 $   2,119,294                100 %                    100 %   $   1,699,977              100.0 %                 100.0 %



Liquidity and Capital Resources



Liquidity describes our ability to meet the financial obligations that arise in
the ordinary course of business. Liquidity is primarily needed to meet the
borrowing and deposit withdrawal requirements of our customers and to fund
current and planned expenditures. Our primary sources of funds are deposits,
principal and interest payments on loans and securities, proceeds from the sale
of loans, and proceeds from maturities of securities. We also have the ability
to borrow from the Federal Home Loan Bank of Chicago. At March 31, 2021, we had
a $61.1 million line of credit with the Federal Home Loan Bank of Chicago, and
had $4.0 million of borrowings outstanding as of that date. Under the Federal
Reserve PPP Liquidity Facility program, we have borrowed $12.2 million to fund
PPP loans as of March 31, 2021 which is secured by an equal amount of PPP loans.

While maturities and scheduled amortization of loans and securities are
predictable sources of funds, deposit flows and loan prepayments are greatly
influenced by general interest rates, economic conditions, and competition. Our
most liquid assets are cash and short-term investments including
interest-bearing demand deposits. The levels of these assets are dependent on
our operating, financing, lending, and investing activities during any given
period.

Our cash flows are comprised of three primary classifications: cash flows from
operating activities, investing activities, and financing activities. Net cash
provided by (used in) operating activities was ($54,000) and $59,000 for the
nine  months ended March 31, 2021 and 2020, respectively. Net cash provided by
(used in) investing activities, which consists primarily of disbursements for
loan originations and the purchase of securities, offset by principal
collections on loans, proceeds from the sale of securities and proceeds from
maturing securities and pay downs on securities, was ($18.2) million and $16.3
million for the nine months ended March 31, 2021 and 2020 , respectively. Net
cash provided by (used in) financing activities, consisting of activity in
deposit accounts and borrowings, was $44.6 million and ($1.1) million for the
nine months ended March 31, 2021 and 2020, respectively.

We are committed to maintaining a strong liquidity position. We monitor our
liquidity position on a daily basis. We anticipate that we will have sufficient
funds to meet our current funding commitments. Based on our deposit retention
experience, current pricing strategy and regulatory restrictions, we anticipate
that a substantial portion of maturing time deposits will be retained, and that
we can supplement our funding with borrowings in the event that we allow these
deposits to run off at maturity.

At March 31, 2021, Marathon Bank was classified as "well capitalized" for regulatory capital purposes.



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Off-Balance Sheet Arrangements and Aggregate Contractual Obligations


Commitments. As a financial services provider, we routinely are a party to
various financial instruments with off-balance-sheet risks, such as commitments
to extend credit and unused lines of credit. While these contractual obligations
represent our future cash requirements, a significant portion of commitments to
extend credit may expire without being drawn upon. Such commitments are subject
to the same credit policies and approval process accorded to loans we make. At
March 31, 2021, we had outstanding commitments to originate loans of $16.7
million, and outstanding commitments to sell loans of $3.6 million. We
anticipate that we will have sufficient funds available to meet our current
lending commitments. Time deposits that are scheduled to mature in one year or
less from March 31, 2021 totaled $23.0 million. Management expects that a
substantial portion of the maturing time deposits will be renewed. However, if a
substantial portion of these deposits is not retained, we may utilize Federal
Home Loan Bank advances or other borrowings, which may result in higher levels
of interest expense.

Contractual Obligations. In the ordinary course of our operations, we enter into
certain contractual obligations. Such obligations include data processing
services, operating leases for premises and equipment, agreements with respect
to borrowed funds and deposit liabilities.

Recent Accounting Pronouncements



Please refer to Note 1 to the financial statements for a description of recent
accounting pronouncements that may affect our financial condition and results of
operations.

Impact of Inflation and Changing Price



The financial statements and related data presented herein have been prepared in
accordance with U.S. GAAP, which requires the measurement of financial position
and operating results in terms of historical dollars without considering changes
in the relative purchasing power of money over time due to inflation. The
primary impact of inflation on our operations is reflected in increased
operating costs. Unlike most industrial companies, virtually all of the assets
and liabilities of a financial institution are monetary in nature. As a result,
interest rates, generally, have a more significant impact on a financial
institution's performance than does inflation. Interest rates do not necessarily
move in the same direction or to the same extent as the prices of goods and
services.

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