2024 Financial Report

FINANCIAL REPORT Regulatory Considerations, Retained Earnings and Capital, Net Economic Value Analysis, Assets and Member Loans, Investments, Earnings, Liquidity

TABLE OF

CONTE

Independent Auditor’s Notes to Cons Internal C

1

ENTS

AUDITOR’S REPORT s Report, Financial Statements, solidated Financial Statements, ontrol Over Financial Reporting

15

Regulatory Considerations, R Net Economic Value Analysis Investments, Ea

1

VOLUNTEER CORPORATE

etained Earnings and Capital, s, Assets and Member Loans, rnings, Liquidity

2024 FINANCIAL REPORT

2

REGULATORY CONSIDERATIONS An integral part of a credit union’s investment policies, procedures and practices is the analysis of all institutions in which it has invested its surplus funds, including corporate credit unions. Part 703 of the National Credit Union Administration's (NCUA) Rules and Regulations states: “A Federal credit union must conduct and document a credit analysis on an investment and the issuing entity before purchasing it, except for investments issued or fully guaranteed as to principal and interest by the U.S. government or its agencies, enterprises, or corporations or fully insured (including accumulated interest) by the National Credit Union Administration or the Federal Deposit Insurance Corporation. A Federal credit union must update this analysis at least annually for as long as it holds the investment.”

ASSET

(in thousands)

DECEMBER 31,

2024

2023

2022

2021

2020

Cash and Uncollected Cash Items

$740,024

$1,000,163

$549,266

$1,380,273

$1,388,367

248

-

-

308

328

847,337

703,966

845,633

855,627

877,066

Asset-backed Securities

4,207

80,727

82,240

123,316

187,332

Federal Home Loan Bank Stock

4,076

5,739

14,918

5,157

5,425

-

-

-

20,372

20,372

2,548

2,411

2,685

3,389

3,097

$858,416

$792,843

$945,476

$1,008,169

$1,093,620

(8,387)

(12,206)

(19,050)

2,487

2,149

$850,029

$780,637

$926,426

$1,010,656

$1,095,769

Member Loans

18,257

32,981

54,677

1,454

3,597

Premises and Equipment, net

3,331

3,380

3,816

3,315

3,534

NCUSIF Capitalization Deposit

657

650

666

679

672

All Other Assets

13,067

12,708

11,172

8,024

9,043

TOTAL ASSETS

$1,625,365

$1,830,519

$1,546,023

$2,404,401

$2,500,982

Certificates of Deposit and balances with other financial institutions U.S. Government agency securities

Central Liquidity Facility membership stock CUSO Investments Total Investments Unrealized Gains and Losses on AFS Net Investments

3 VOLUNTEER CORPORATE

Though NCUA’s investment regulation specifically exempts state-chartered credit unions, many are using the regulation as a guideline in their investment policies, procedures, and practices.

Recognizing the analysis of a corporate credit union can be burdensome, we are providing you with this summary analysis of Volunteer Corporate Credit Union.

LIABILITIES & EQUITY (in thousands)

2024

2023

2022

2021

2020

4,327

4,205

3,472

3,599

1,846

-

303,051

178,757

-

-

Daily Shares

1,446,851

1,364,489

1,229,587

2,270,613

2,387,655

Term Shares

235

158

486

683

851

$1,451,413

$1,671,903

$1,412,302

$2,274,895

$2,390,352

69,230

69,230

69,242

69,242

69,242

863

863

863

863

863

Retained Earnings

112,246

100,729

82,666

56,914

38,376

Unrealized Gains and Losses on AFS

(8,387)

(12,206)

(19,050)

2,487

2,149

$173,952

$158,616

$133,721

$129,506

$110,630

$1,625,365

$1,830,519

$1,546,023

$2,404,401

$2,500,982

DECEMBER 31, Accrued expenses and other liabilities Notes Payable

Total Shares and Liabilities Perpetual Contributed Capital Equity acquired in merger

Total Capital TOTAL LIABILITIES AND EQUITY

2024 FINANCIAL REPORT

4

REGULATORY CONSIDERATIONS (Continued) Capital Requirements of NCUA’s Rules and Regulations 704 “(1) A corporate credit union must maintain at all times: (i) A leverage ratio of 4.0 percent or greater; (ii) A Tier 1 risk-based capital ratio of 4.0 percent or greater; and (iii) A total risk-based capital ratio of 8.0 percent or greater.

(2) To ensure it meets its capital requirements, a corporate credit union must develop and ensure implementation of written short- and long-term capital goals, objectives, and strategies which provide for the building of capital consistent with regula-

TOTAL CAPITAL

tory requirements, the maintenance of

(in thousands)

sufficient capital to support the risk exposures that may arise from current and projected activities, and the periodic review and

$180,000

reassessment of the capital position of the corporate credit union.

(3) Beginning with the first call report submitted on or after October 21, 2013, a corporate credit union must calculate and report to

160,000 140,000 120,000

NCUA the ratio of its retained earnings to its moving daily average net assets. If this ratio

100,000

is less than 0.45 percent, the corporate credit union must, within 30 days, submit a

80,000

retained earnings accumulation plan to the NCUA for NCUA’s approval. The plan must

60,000

contain a detailed explanation of how the corporate credit union will accumulate earnings sufficient to meet all its future minimum leverage ratio requirements, including specific semiannual milestones for

Dec. 2020

Dec. 2021

Dec. 2022

the NCUA will consult with the appropriate

0

Dec. 2023

of a state-chartered corporate credit union,

20,000

Dec. 2024

accumulating retained earnings. In the case

40,000

state supervisory authority (SSA) before making a determination to approve or disapprove the plan, and will provide the SSA a copy of the completed plan. If the corporate credit union fails to submit a plan acceptable to NCUA, or fails to comply with any element of a plan approved by NCUA, the corporate will immediately be classified as significantly undercapitalized or, if already significantly undercapitalized, as critically undercapitalized for purposes of prompt corrective actions. The corporate credit union will be subject to all the associated actions under §704.4.”

5 VOLUNTEER CORPORATE

Definitions Under Part 704 of NCUA’s Rules and Regulations Leverage ratio means the ratio of Tier 1 capital to moving daily average net assets.

Retained earnings means undivided earnings, regular reserve, reserve for contingencies, supplemental reserves, reserve for losses, GAAP equity acquired in a merger, and other appropriations from undivided earnings as designated by management or the NCUA. Total capital means the sum of Tier 1 capital and Tier 2 capital, less the corporate credit union's equity investments not otherwise deducted when calculating Tier 1 capital.

Tier 1 capital means the sum of paragraphs (1) and (2) of this definition from which items in paragraphs (3) through (7) are deducted: (1) Retained earnings;

RETAINED EARNINGS RATIO

(2) Perpetual contributed capital; (3) Deduct the amount of the corporate credit union's intangible assets that exceed one half percent of its moving daily average net assets

8.00%

(however, the NCUA may direct the corporate credit union to add back some of these assets

7.00%

on the NCUA's own initiative, or the NCUA’s approval of petition from the applicable state

6.00%

regulator or application from the corporate credit union);

5.00%

(4) Deduct investments, both equity and debt, in unconsolidated CUSOs;

4.00%

(5) Deduct an amount equal to any PCC or NCA that the corporate credit union maintains at

3.00%

another corporate credit union; (6) Deduct any amount of PCC received from

2.00%

federally insured credit unions that causes PCC minus retained earnings, all divided by

1.00%

moving daily average net assets, to exceed two percent when a corporate credit union’s

0

Dec. 2020

Dec. 2021

Dec. 2022

Dec. 2023

Dec. 2024

retained earnings ratio is less than two and a half percent.

(7) Deduct any natural person credit union subordinated debt instrument held by the corporate credit union

2024 FINANCIAL REPORT

6

REGULATORY CONSIDERATIONS (Continued) Definitions Under Part 704 of NCUA’s Rules and Regulations Tier 1 risk-based capital ratio means the ratio of Tier 1 capital to the moving monthly average net risk-weighted assets.

Tier 2 capital means the sum of paragraphs (1) through (4) of this definition: (1) Nonperpetual capital accounts, as amor-

LEVERAGE RATIO

tized under §704.3(b)(3); (2) Allowance for loan and lease losses calculated under GAAP to a maximum of 1.25 percent of risk-weighted assets;

13.00%

(3) Any PCC deducted from Tier 1 capital; and (4) Forty-five percent of unrealized gains on available-for-sale equity securities with

12.00% 11.00%

readily determinable fair values. Unrealized gains are unrealized holding gains, net of unrealized holding losses, calculated as the

10.00% 9.00%

amount, if any, by which fair value exceeds historical cost. NCUA may disallow such inclusion in the calculation of Tier 2 capital if

8.00% 7.00%

NCUA determines that the securities are not prudently valued.

6.00% 5.00%

Total risk-based capital ratio means the ratio of total capital to moving monthly average net riskweighted assets.

Any amounts deducted from the numerator of the aforementioned ratios are also deducted from the

4.00% 3.00% 2.00% 1.00%

denominator.

0

Dec. 2020

Dec. 2021

Dec. 2022

Dec. 2023

Dec. 2024

7 VOLUNTEER CORPORATE

RETAINED EARNINGS AND CAPITAL A corporate credit union’s balance sheet reflects the liquidity position and cash flows of its member credit unions.

Therefore, it is not unusual for a corporate credit union to experience asset fluctuations of 25 percent or more, not only from month-to-month, but at times within periods of less than 30 days. In addition, corporate credit union month-end assets are often significantly inflated due to routine payrolls that flow into their member credit unions. In recognition of the distortion such fluctuations can cause, NCUA corporate credit union regulations call for the use of the corporates’ moving daily average net assets (MDANA) when calculating key financial ratios.

With overnight interest rates plateauing in late 2023 until 2024’s late year rate decreases, VolCorp experienced a general increase in the size of its

RETAINED EARNINGS (in thousands)

balance sheet during 2024 as compared to the prior year. This normalization is reflected in the 21% year over year increase in MDANA from $1.37 billion at December 31, 2023, to

$120,000 110,000 100,000

$1.66 billion at December 31, 2024.

Another suc-

90,000 80,000 70,000

cessful year of business operations enabled continued growth of retained earnings and Tier 1 capital, ending 2024 at $113.1 million and $179.8 million, respectively, which

60,000 50,000 40,000

represents increases of $11.5 and $11.4 million, respectively, from their 2023 ending balances.

Despite the impact of balance sheet growth, regulatory ratios remain strong. At December 31, 2024, the retained earnings ratio stood at 6.82%, as

30,000 20,000 10,000

compared to 7.42 percent at December 31, 2023.

At year-end 2024, VolCorp’s Tier 1 capital or lever-

Dec. 2020

Dec. 2021

Dec. 2022

Dec. 2023

compared to 12.30% at year-end 2023, well above the 5.00 percent floor for a corporate credit union to

Dec. 2024

age ratio was “well capitalized” at 10.84 percent as

0

be considered “well capitalized”.

2024 FINANCIAL REPORT

8

NET ECONOMIC VALUE ANALYSIS The NEV of a corporate credit union is defined as the difference between the book value of regulatory total capital and the combined change of the mark-to-market values/fair values of assets and liabilities at current interest rates. Such NEV is computed as the sum of the present values of a time series of cash flows from assets (including the value of embedded options) minus the sum of the present values of a time series of cash flows from liabilities (including the value of embedded options). NEV is a point-in-time measurement based on a given balance sheet date and is measured in terms of a Base scenario (i.e., the existing market interest rate environment on said balance sheet date) and certain rate shock scenarios keyed off such Base scenario in intervals of +/- 100, 200 and 300 basis points (collectively, the industry-standard rate shock scenarios). A corporate's Base NEV Ratio is computed by dividing the residual Base NEV by the mark-to-market value of the Base total assets. NEV is a measure of, and the NEV Ratio is an indicator of, the inherent interest rate risk embedded in the balance sheet structure of a financial institution. Base NEV serves as a proxy assessment of the residual post-liquidation value of the financial institution under certain interest rate environments. Under Part 704.8(d)(1)(ii) of its Rules and Regulations for all corporate credit unions, those corporates operating under Base Plus authority as granted by the NCUA Board of Directors must maintain a minimum Base NEV Ratio of 2.00 percent and a maximum permissible downward NEV shift of negative 20.00 percent from Base NEV. In addition, the NCUA Board set identical minimum NEV Ratio limits and maximum permissible downward NEV shift limits for the aforementioned industry-standard rate shock scenarios. By definition, shocking a corporate's balance sheet means determining/measuring the impact on Base NEV and the Base NEV Ratio of an instantaneous, parallel, and sustained upward and/or downward shift of market interest rates. The NEV shift represents the percentage increase and/or decrease of NEV under any or all of the industry-standard rate shock scenarios.

MOVING DAILY AVERAGE ASSETS (in thousands)

$1,800,000 1,700,000 1,600,000 1,500,000 1,400,000 1,300,000 1,200,000 1,100,000 1,000,000

Dec

Nov

Oct

Sep

Aug

Jul

Jun

May

Apr

Mar

Feb

Jan

9 VOLUNTEER CORPORATE

The permissible downward NEV shift is dependent, in part, upon the level of authority granted each corporate credit union by the NCUA Board. As a starting point, all corporate credit unions have the authority to operate at Base level. At this level, the permissible shift in the corporates’ NEV Ratio is negative 15.00 percent under the industry-standard rate shock scenarios. Each corporate credit union may petition the NCUA Board to operate under expanded authority. To obtain such expanded authority, the corporate credit union must meet all the requirements of Part 704 of the NCUA’s Rules and Regulations and fulfill additional capital, management, infrastructure, and asset liability requirements. In September 1997, VolCorp’s Board of Directors requested authority to operate at an expanded level referred to as Base Plus. In November 1997, VolCorp became the first corporate credit union to receive authority by the NCUA Board to operate above Base level at Base Plus authority level. At such Base Plus level, VolCorp’s permissible negative NEV shift expanded downward to negative 20.00 percent from negative 15.00 percent under Base authority.

As of December 31, 2024, VolCorp’s Base NEV totaled $174.0 million, the Base NEV Ratio was 10.71 percent, and the NEV shift showed a decrease of $8.6 million/-4.93 percent under the regulatory +300 basis point rate shock scenario. These results were well within the NEV risk limits as defined and stipulated by the aforementioned NCUA regulation. The following tabulation provides full disclosure of the impact of the NCUA regulatory interest rate shock scenarios on VolCorp’s Base NEV and Base NEV Ratio as of December 31, 2024:

NEV (thous.)

NEV (from Base, thous.) %

NEV (from Base)

-300bp

-200bp

-100bp

Base

+100bp

+200bp

+300bp

$181,710

$179,161

$176,588

$174,000

$171,316

$168,456

$165,419

$7,710

$5,161

$2,588

$

0

$(2,684)

$ (5,544)

$(8,581)

4.43%

2.97%

1.49%

0.00%

(1.54)%

(3.19)%

(4.93)%

2024 FINANCIAL REPORT 10

ASSETS Cash and Investments The quality of a financial institution's assets is one of the most critical factors contributing to its financial soundness. As of December 31, 2024, 99 percent of VolCorp’s assets consisted of cash and uncollected cash items, loans to member credit unions, and high quality, low credit-risk investments. Cash holdings are concentrated in the Federal Reserve Bank.

Furthermore, as of December 31, 2024, 99.5 percent of VolCorp's marketable securities holdings were rated AAA or AA by S&P, and 99.5 percent were issued or guaranteed by U.S. Government Agencies. VolCorp monitors the quality of its assets through extensive monthly credit analyses and portfolio modeling. As of December 31, 2024, the continued quality and structure of VolCorp’s portfolio was illustrated in that VolCorp had a marketable securities portfolio totaling $851.5 million in amortized cost with a net unrealized loss of only $8.4 million. The sub 1.0 percent net unrealized loss on marketable securities at year-end reflects a heavy concentration in floating rate and short-term instruments.

When making investment decisions, VolCorp has always prioritized safety, liquidity, and yield. In order to minimize credit risk, VolCorp’s policies allow funds to be placed only in limited governmentsponsored enterprises and agencies, the Federal Reserve Bank, or in other highly rated securities and top-rated banks and domestically chartered corporations. These policies further limit investment in banks, corporations, and securities individually and in aggregate, and require extensive analysis and monitoring. VolCorp’s approvedinstitution analyses consider size, capital adequacy, asset quality, management, earnings performance, and liquidity. The quality of assets held is ultimately reflected in VolCorp’s Tier 1 risk-based capital ratio of 104.77 percent at December 31, 2024, which is much greater than its regulatory “well capitalized” threshold of 6.00 percent.

11 VOLUNTEER CORPORATE

CASH AND UNCOLLECTED ITEMS 45.53%

LOANS 1.12%

ASSET

DISTRIBUTION (DECEMBER 31, 2024)

OTHER ASSETS 1.05% INVESTMENTS 52.30%

Member Loans VolCorp has the responsibility of serving as a primary source of liquidity to meet the needs of its membership, while also protecting the deposits of its individual member credit unions. In response to these needs, as of December 31, 2024, VolCorp had extended 266 lines of credit to member credit unions totaling $2.11 billion of funding commitments. Further as of that date, outstanding loans and lines of credit to members totaled $18.3 million, or 1.12 percent of total assets, with all loans showing as current without exception. The quality of the loan portfolio is governed by the loan policy established by the Board of Directors and by the procedures established by management to effect full implementation of said policies to include strict adherence to consistent underwriting practices. Each line of credit is collateralized and secured by VolCorp filing a UCC1 Financing Statement to establish and perfect a first priority security interest in designated assets of the borrowing credit union. A proactive credit review of all lines is performed quarterly by way of detailed tracking of select financial health ratios. Based on this review, it is determined which credit unions require monitoring on a more frequent basis and which credit unions may benefit from VolCorp reaching out to offer additional assistance. Since its charter, VolCorp has never charged off a loan to a member credit union and has a perfect record of zero credit losses.

FHLB & OTHER FINANCIAL INSTITUTIONS 0.51% ASSET-BACKED SECURITIES 0.48%

CUSO’S 0.30%

INVESTMENT DISTRIBUTION

(DECEMBER 31, 2024)

U.S. GOVERNMENT AGENCY SECURITIES 98.71%

2024 FINANCIAL REPORT

12

EARNINGS Like all credit unions, VolCorp is a not-for-profit financial cooperative, existing solely for the benefit of its members. VolCorp strives to help members improve their financial position by providing superb yet costeffective services and attractive investment yields on surplus funds. VolCorp does not maximize earnings at the expense of its member owners, nor seek to increase earnings by jeopardizing the safety of the membership’s shares and capital through high-risk investment practices. Even so, VolCorp must maintain a stable earnings position in order to pay dividends, cover budgeted expenses, innovate, maintain capital adequacy, and meet statutory reserve requirements.

An elevated balance sheet as compared to prior years and relatively high short-term interest rates contributed to 2024’s net interest income of $26.7 million. Fee or non-interest operating income totaled $7.5 million, an expected decline from the prior year due to the waiver of 2024’s fourth quarter payments fees and the lack of U.S. Central Asset Management Estate proceeds experienced in prior years. After operating expenses of $19.3 million, 2024’s net income rested at $14.9 million for a 105-basis point return on MDANA.

COMPARATIVE INCOME (in thousands)

Year ended December 31,

2024

2023

2022

2021

2020

$98,946

$56,165

$29,917

$3,644

$3,944

42,373

42,219

16,392

5,516

8,912

1,310

2,626

719

17

36

142,629

101,010

47,028

9,177

12,892

107,974

75,197

36,333

6,207

4,707

Interest on Borrowed Funds

7,969

5,382

829

-

22

Total Interest Expense

115,943

80,579

37,162

6,207

4,729

26,686

20,431

9,866

2,970

8,163

7,472

7,920

7,947

8,133

8,024

-

9,001

23,924

32,672

-

7,472

16,921

31,871

40,805

8,024

Salaries and Benefits

11,028

9,618

8,110

7,301

6,714

Other

8,273

7,158

6,996

6,565

5,721

Total Non-Interest Expenses

19,301

16,776

15,106

13,866

12,435

Net Contribution to Retained Earnings

$14,857

$20,576

$26,631

$29,909

$3,752

Interest Income Cash Investments Loans Total Interest Income Interest Expense Depository and Share Accounts

Net Interest Income Non-Interest Income Other U.S. Central AME Distributions Total Non-Interest Income Non-Interest Expenses

13 VOLUNTEER CORPORATE

LIQUIDITY VolCorp balances the responsibilities of investing to provide competitive returns with the need to maintain sufficient liquidity to meet members’ cash flow needs. VolCorp holds adequate cash and overnight investments to provide for reasonable cash flow demands while managing an investment portfolio predominantly comprised of floating rate instruments which are, in general, less sensitive to unfavorable valuations in an upward interest rate environment relative to comparable fixed rate investments. Management understands and anticipates daily and seasonal variances but also plans for unexpected outflows and member needs.

VolCorp’s liquidity position is monitored daily and adjusted as necessary.

As of December 31, 2024, the cash and cash equivalents balance of $740 million represented 46 percent of assets, highlighting a balance sheet well prepared to provide for member liquidity. In addition to cash and liquid securities holdings, VolCorp also has access to multiple lines of credit. VolCorp maintains credit arrangements with the Federal Reserve Bank, the Federal Home Loan Bank of Cincinnati, and holds federal funds lines of credit with regional banks. At year-end 2024 these arrangements represented total contractual amounts of $787.3 million in aggregate with no advances outstanding.

VolCorp also acts as an agent in the Federal Reserve Bank’s Excess Balance Account (EBA) program for its membership. The EBA allows excess member deposits to reside on balance sheet with the Federal Reserve Bank, providing VolCorp with the flexibility to manage its balance sheet with access to additional member funding if necessary. At December 31, 2024, member deposits in the EBA totaled $1.26 billion.

2024 FINANCIAL REPORT 14

Independent Auditor’s Rep Notes to Consolidated Internal Control Over

15 VOLUNTEER CORPORATE

port, Financial Statements, Financial Statements, r Financial Reporting

2024 FINANCIAL REPORT 16

Volunteer Corporate Credit Union and Subsidiary CONSOLIDATED FINANCIAL STATEMENTS December 31, 2024 and 2023

REPORT Independent Auditor’s Report ..........................................................................................

1

FINANCIAL STATEMENTS Consolidated Balance Sheets ............................................................................................

5

Consolidated Statements of Income .................................................................................

6

Consolidated Statements of Comprehensive Income (Loss) .............................................

7

Consolidated Statements of Changes in Members’ Equity ...............................................

8

Consolidated Statements of Cash Flows ...........................................................................

9

Notes to Consolidated Financial Statements ....................................................................

11

INTERNAL CONTROL OVER FINANCIAL REPORTING Management Report Regarding Statement of Management’s Responsibilities, Compliance with Designated Laws and Regulations, and Management’s Assessment of Internal Control over Financial Reporting .................................................

27

INDEPENDENT AUDITOR’S REPORT

To the Board of Directors and Supervisory Committee of Volunteer Corporate Credit Union and Subsidiary Report on the Financial Statements and Internal Control Opinions on the Financial Statements and Internal Control Over Financial Reporting We have audited the accompanying consolidated financial statements of Volunteer Corporate Credit Union and Subsidiary, which comprise the consolidated balance sheets as of December 31, 2024 and 2023, and the related consolidated statements of income, comprehensive income (loss), changes in members’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Volunteer Corporate Credit Union and Subsidiary as of December 31, 2024 and 2023, and the results of their operations and their cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

We also have audited Volunteer Corporate Credit Union and Subsidiary’s internal control over financial reporting, including controls over the preparation of regulatory financial statements in accordance with the instructions for the National Credit Union Administration (NCUA) 5310 – Corporate Credit Union Call Report, as of December 31, 2024, based on criteria established in Internal Control ‐ Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, Volunteer Corporate Credit Union and Subsidiary maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control ‐ Integrated Framework (2013) issued by COSO. Basis for Opinions We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audits of the Financial Statements and Internal Control Over Financial Reporting section of our report. We are required to be independent of Volunteer Corporate Credit Union and Subsidiary and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

-1-

Responsibilities of Management for the Financial Statements and Internal Control Over Financial Reporting Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of effective internal control over financial reporting relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Management is also responsible for its assessment about the effectiveness of internal control over financial reporting, included in the accompanying Management Report Regarding Statement of Management's Responsibilities, Compliance with Designated Laws and Regulations, and Management's Assessment of Internal Control over Financial Reporting.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about Volunteer Corporate Credit Union and Subsidiary’s ability to continue as a going concern within one year after the date that the consolidated financial statements are available to be issued.

Auditor’s Responsibilities for the Audits of the Financial Statements and Internal Control Over Financial Reporting Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and about whether effective internal control over financial reporting was maintained in all material respects, and to issue an auditor’s report that includes our opinions.

Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit of financial statements or an audit of internal control over financial reporting conducted in accordance with GAAS will always detect a material misstatement or a material weakness when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered to be material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit of the consolidated financial statements and an audit of internal control over financial reporting in accordance with generally accepted auditing standards, we: • •

•

Exercise professional judgment and maintain professional skepticism throughout the audits.

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Obtain an understanding of internal control relevant to the consolidated financial statement audit in order to design audit procedures that are appropriate in the circumstances.

-2-

•

• •

Obtain an understanding of internal control over financial reporting relevant to the audit of internal control over financial reporting, assess the risks that a material weakness exists, and test and evaluate the design and operating effectiveness of internal control over financial reporting based on the assessed risk.

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.

Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about Volunteer Corporate Credit Union and Subsidiary’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the consolidated financial statement audit.

Definition and Inherent Limitations of Internal Control over Financial Reporting An institution’s internal control over financial reporting is a process effected by those charged with governance, management, and other personnel, designed to provide reasonable assurance regarding the preparation of reliable consolidated financial statements in accordance with accounting principles generally accepted in the United States of America. Because management’s assessment and our audit were conducted to meet the reporting requirements of Section 704.15 of the NCUA Regulations, our audit of Volunteer Corporate Credit Union and Subsidiary’s internal control over financial reporting included controls over the preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America and controls over the preparation of schedules equivalent to basic financial statements in accordance with the instructions for the National Credit Union Administration NCUA 5310 – Corporate Credit Union Call Report. An institution’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets of the institution; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the institution are being made only in accordance with authorizations of management and those charged with governance; and (3) provide reasonable assurance regarding prevention, or timely detection and correction of unauthorized acquisition, use, or disposition of the institution’s assets that could have a material effect on the consolidated financial statements.

-3-

Because of its inherent limitations, internal control over financial reporting may not prevent, or detect and correct, misstatements. Also, projections of any assessment of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.

Nashville, Tennessee June 10, 2025

-4-

Volunteer Corporate Credit Union and Subsidiary Consolidated Balance Sheets (In Thousands) December 31, Assets Cash Uncollected cash items Cash and cash equivalents

2024 $

Certificates of deposit Federal Home Loan Bank stock Securities available for sale, at fair value Investment in Credit Union Service Organizations Loans to members and member affiliates Accrued interest receivable and other assets Premises and equipment, net National Credit Union Share Insurance Fund deposit Total assets

2023

739,772 $ 252 740,024 248 4,076 843,157 2,548 18,257 13,067 3,331 657

$

1,625,365

879,315 120,848 1,000,163 5,739 772,487 2,411 32,981 12,708 3,380 650

$

1,830,519

Liabilities and members' equity Liabilities Members’ depository accounts and deposits in collection Accrued expenses and other liabilities Federal Home Loan Bank advances and other borrowings

1,447,086 4,327 -

1,364,647 4,205 303,051

Total liabilities

1,451,413

1,671,903

Members' equity Perpetual contributed capital Equity acquired in merger Retained earnings Accumulated other comprehensive income (loss)

69,230 863 112,246 (8,387)

69,230 863 100,729 (12,206)

Total members' equity

173,952

158,616

1,625,365 $

1,830,519

Total liabilities and members' equity

$

The accompanying notes are an integral part of these consolidated financial statements.

-5-

Volunteer Corporate Credit Union and Subsidiary Consolidated Statements of Income (In Thousands) For the Years Ended December 31, Interest and dividend income Cash Investments Loans to members and member affiliates

2024 $

2023

98,946 $ 42,373 1,310

56,165 42,219 2,626

Total interest and dividend income

142,629

101,010

Interest expense Members' depository and share accounts Federal Home Loan Bank advances and other borrowings

107,974 7,969

75,197 5,382

Total interest expense

115,943

80,579

Net interest income

26,686

20,431

2,197

2,633

136 1,946 3,193

(274) 1,920 9,001 3,641

Total non-interest income

7,472

16,921

Non-interest expense Salaries and benefits Office operations and occupancy Professional and outside services Travel and conferences Other

11,028 5,423 1,134 331 1,385

9,618 4,480 1,879 244 555

Total non-interest expense

19,301

16,776

14,857 $

20,576

Non-interest income Item processing Income (loss) from investment in Credit Union Service Organizations Currency services Corporate credit union liquidation distributions Other

Net income

$

The accompanying notes are an integral part of these consolidated financial statements.

-6-

Volunteer Corporate Credit Union and Subsidiary Consolidated Statements of Comprehensive Income (Loss) (In Thousands) For the Years Ended December 31, Net income Other comprehensive income (loss): Unrealized gain (loss) on available for sale securities Other comprehensive income (loss) Total comprehensive income

$

$

2024 14,857

$

2023 20,576

3,819

6,844

3,819 18,676

6,844 27,420

$

The accompanying notes are an integral part of these consolidated financial statements.

-7-

Volunteer Corporate Credit Union and Subsidiary Consolidated Statements of Changes in Members’ Equity (In Thousands)

Perpetual Contributed Capital Balance at January 1, 2023

$

Equity Acquired in Merger

69,242 $

Accumulated Other Comprehensive Income (Loss)

Retained Earnings

Total

863 $

82,666 $

(19,050) $

133,721

Perpetual contributed capital dividends

-

-

(2,513)

-

(2,513)

Redemption of perpetual contributed capital

(12)

-

-

-

(12)

Net income

-

-

20,576

-

20,576

Unrealized gains on securities available for sale

-

-

-

6,844

6,844

69,230

863

100,729

(12,206)

158,616

Perpetual contributed capital dividends

-

-

(3,340)

-

(3,340)

Net income

-

-

14,857

-

14,857

Unrealized gains on securities available for sale

-

-

-

3,819

3,819

(8,387) $

173,952

Balance at December 31, 2023

Balance at December 31, 2024

$

69,230

$

863 $

112,246

$

The accompanying notes are an integral part of these consolidated financial statements.

-8-

Volunteer Corporate Credit Union and Subsidiary Consolidated Statements of Cash Flows (In Thousands) For the Years Ended December 31, Operating activities Net income $ Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization Net amortization (accretion) of securities Net (gain) loss on sale of premises and equipment Loss (income) from investment in Credit Union Service Organizations Net change in accrued interest receivable and other assets Net change in accrued expenses and other liabilities Net cash provided by (used in) operating activities Investing activities Net change in certificates of deposit with other financial institutions Net change in Federal Home Loan Bank stock Net change in loans to members and member affiliates Net change in National Credit Union Share Insurance Fund deposit Purchases of securities Maturities, prepayments, and calls of securities Purchases of premises and equipment Proceeds from sale of premises and equipment Net cash provided by (used in) investing activities Financing activities Net change in members’ depository accounts and amounts in collection Proceeds (repayments) from Federal Home Loan Bank advances, net Proceeds (repayments) from other borrowings Redemption of perpetual contributed capital Payment of perpetual contributed capital dividends Net cash provided by (used in) financing activities Net change in cash and cash equivalents Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year

$

2024

2023

14,857 $

20,576

702 10 (7)

656 73 47

(137) (359) 122 15,188

274 (1,536) 733 20,823

(248) 1,663 14,724

9,179 21,696

(7) (241,000) 174,139 (720) 74 (51,375)

16 (25,000) 168,107 (355) 88 173,731

82,439

134,574

(100,051) (203,000) (3,340) (223,952) (260,139) 1,000,163 740,024 $

(78,706) 203,000 (12) (2,513) 256,343 450,897 549,266 1,000,163

The accompanying notes are an integral part of these consolidated financial statements.

-9-

Volunteer Corporate Credit Union and Subsidiary Consolidated Statements of Cash Flows (In Thousands) For the Years Ended December 31, Supplemental cash flow information: Interest paid Non-cash item - Unrealized gain (loss) on available for sale securities

2024

2023

$

116,095 $

80,471

$

3,819 $

6,844

The accompanying notes are an integral part of these consolidated financial statements.

- 10 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 1: DESCRIPTION OF BUSINESS Volunteer Corporate Credit Union and Subsidiary (VolCorp) was created in April 1981 by the general assembly of the State of Tennessee to function as a credit union support system to credit unions in Tennessee to facilitate mergers, joint ventures, and cooperative efforts and to provide credit unions with investment, liquidity, and payment system services. VolCorp is regulated by the Tennessee Department of Financial Institutions’ Credit Union Division and the National Credit Union Administration (NCUA).

Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting policies of VolCorp conform to accounting principles generally accepted in the United States of America and to general practices within the credit union industry. The following represent the more significant of those policies and practices: Principles of Consolidation The accompanying consolidated financial statements include the accounts of VolCorp and its wholly-owned subsidiary, Symphony, LLC. Symphony, LLC was formed in November 2020. All significant intercompany balances and transactions have been eliminated in consolidation.

Basis of Accounting The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The Financial Accounting Standards Board (FASB) provides authoritative guidance regarding U.S. GAAP through the Accounting Standards Codification (ASC) and related Accounting Standards Updates (ASUs).

Use of Estimates The preparation of U.S. GAAP consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Estimates that are particularly susceptible to significant change in the near term are related to estimating the fair value of financial instruments and the status of contingencies.

Financial Instruments and Concentrations of Credit Risk In the normal course of business, VolCorp invests in highly rated domestic corporations and uses nationally recognized broker/dealers in the execution of trades for financial instruments. Exposure to individual counterparties may be significant. In providing financial services solely to the credit union industry, VolCorp is dependent upon the viability of that industry.

At December 31, 2024, VolCorp had $2,823 in deposits held at other financial institutions that were in excess of Federal Deposit Insurance Corporation coverage limits.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Cash and Cash Equivalents Cash and cash equivalents includes cash, deposits held at other financial institutions, and uncollected cash items with original maturities fewer than 90 days.

Uncollected Cash Items and Deposits in Collection These accounts represent deposits made by VolCorp’s members that have not cleared the Federal Reserve Bank (Federal Reserve). Such amounts generally become available for investment or withdrawal by members within one to three days. The uncollected cash items represent the amounts due from the Federal Reserve, and the deposits in collection represent the amount due to the members when they become available. These amounts are not interest bearing.

Transactions as Agent VolCorp acts as an agent in facilitating overnight investment transactions between participating member credit unions and the Federal Reserve. Transactions with the Federal Reserve are facilitated via the Excess Balance Account (EBA) pursuant to Regulation D. VolCorp acts as intermediary for these transactions but is not otherwise obligated by the transaction. VolCorp's consolidated financial statements do not reflect these transactions except for the fees earned. At December 31, 2024 and 2023, VolCorp was agent for participating member credit unions on EBA funds totaling $1,255,900 and $943,841, respectively.

Federal Home Loan Bank stock, at Cost Federal Home Loan Bank (FHLB) capital stock, can only be sold at par or a value as determined by the issuing institution and only to the respective institution or to another member institution. These securities are recorded at cost and evaluated annually for possible impairment based on ultimate recovery of par value. Both cash and stock dividends are reported as income.

Securities VolCorp has adopted Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 320 Debt and Equity Securities which requires all investments in debt securities and all investments in equity securities that have readily determinable fair values to be classified into three categories as follows: Trading Securities Debt and equity securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and reported at fair value with unrealized gains and losses included in earnings. No securities have been classified as trading securities.

Securities Held to Maturity Debt securities that VolCorp has the positive intent and ability to hold to maturity are classified as held to maturity securities and reported at amortized cost using a method that does not differ materially from the level interest yield method.

- 12 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Securities (continued) Securities Available for Sale Debt securities not classified as either held to maturity debt securities or trading securities are classified as available for sale securities and reported at estimated fair value with unrealized gains and losses excluded from earnings and reported as other comprehensive income (loss) within members’ equity.

If quoted market prices are not available, fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows.

Premiums and discounts are recognized in interest income using the interest method over the period until maturity or the expected maturity date based on prepayments. Gains and losses on investment dispositions are recognized using the specific identification method for determining the cost of securities sold.

A debt security is placed on nonaccrual status at the time any principal or interest payments become 90 days delinquent. Interest accrued but not received for a security placed on nonaccrual is reversed against interest income. No debt securities are on nonaccrual status as of December 31, 2024.

Allowance for Credit Losses – Available-for-Sale Securities For available-for-sale debt securities in an unrealized loss position, VolCorp first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For debt securities available-for-sale that do not meet the aforementioned criteria, VolCorp evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis.

Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.

Changes in the allowance for credit losses are recorded as credit loss expense (or reversal). Losses are charged against the allowance when management believes the uncollectibility of an availablefor-sale security is confirmed or when either of the criteria regarding the intent or requirement to sell is met.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Allowance for Credit Losses – Available-for-Sale Securities (continued) Accrued interest receivable on available-for-sale debt securities totaled $4,051 and $4,304 at December 31, 2024 and 2023 and is excluded from the estimate of credit losses.

As of December 31, 2024 and 2023, there is no allowance for credit losses recorded on availablefor-sale securities.

Investment in Credit Union Service Organizations Investments in Credit Union Service Organizations (CUSOs) are recorded using the equity method of accounting for investments in entities in which it has an ownership interest, but does not exercise a controlling interest in the operating and financial policies of an investee. Under this method, an investment is carried at the acquisition cost, plus the CUSO's equity in undistributed earnings or losses since acquisition. VolCorp periodically tests its investments for potential impairment whenever events and circumstances indicate the need for such assessment. The equity method is considered appropriate due to either VolCorp’s percentage of ownership or the ability to exert influence over the CUSOs. Loans to Members and Member Affiliates Loans are stated at unpaid principal balances. No allowance for credit losses has been established as all outstanding loans are secured by a general or specific pledge of the member credit unions’ assets, and there have been no historical losses. Interest on loans is recognized over the terms of the loans and is calculated on principal amounts outstanding.

Premises and Equipment, net Land is carried at cost. Premises and equipment are carried at cost, net of accumulated depreciation. Premises and equipment are depreciated using the straight-line method over the estimated useful lives of the related assets which primarily range from 2 to 50 years.

Long-Term Assets Premises and equipment and other long-term assets are reviewed for impairment when events indicate that their carrying amount may not be recoverable from future undiscounted cash flows. If impaired, the assets are recorded at fair value.

Income Taxes VolCorp is exempt by statute, from federal and state taxes on income related to its exempt purposes. However, VolCorp is subject to unrelated business income tax as discussed below.

Accordingly, no provision for income taxes is included in the accompanying consolidated statements of income.

- 14 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Income Taxes (continued) The IRS and certain state taxing authorities are currently revisiting what, if any, products and services provided by state chartered credit unions are subject to unrelated business income tax (UBIT). There is little guidance in the IRS regulation on what activities should be subject to UBIT. The IRS issued guidance in the form of technical advice memorandums. As a result, there is uncertainty regarding whether state chartered credit unions should pay income tax on certain types of net taxable income from activities that may be considered by taxing authorities as unrelated to the purpose for which VolCorp was granted non-taxable status. In the opinion of management, any liability resulting from taxing authorities imposing income taxes on the net taxable income from activities deemed unrelated to VolCorp’s non-taxable status is not expected to have a material effect on VolCorp’s financial position or results of operations.

VolCorp has adopted FASB ASC 740, Income Taxes, which prescribes a recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return. FASB ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Management evaluates the tax positions taken on tax filings and consults with outside professionals in evaluating the likelihood of unfavorable results from any such tax positions. The tax years from 2021 and forward remain open to tax audits; however, there are currently no audits for any tax periods in progress.

National Credit Union Share Insurance Fund Deposit and Insurance Premiums The deposit in the National Credit Union Share Insurance Fund (NCUSIF) is in accordance with NCUA regulations, which require the maintenance of a deposit by each insured credit union in an amount equal to one percent of its insured shares. The deposit will be refunded to VolCorp if its insurance coverage is terminated, it converts to insurance coverage from another source, or the operations of the fund are transferred from the NCUA Board. VolCorp is required to pay a percentage of total insured shares as insurance premiums to the NCUSIF unless the NCUA Board waives the payment.

No payments were made during 2024 and 2023.

Perpetual Contributed Capital (PCC) PCC is a permanent, non-cumulative equity investment. Payment of dividends is based on available earnings and is not guaranteed. PCC, in the event of liquidation, is subordinate to all other liabilities of VolCorp. Dividends declared on PCC are determined by management and approved by the Board of Directors based on an evaluation of current and future market conditions.

Comprehensive Income (Loss) Comprehensive income (loss) consists of net income and other comprehensive income (loss). Other comprehensive income (loss) includes unrealized gains and losses on debt securities available for sale, which are also recognized as a separate component of members’ equity.

- 15 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Loss Contingencies Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there are currently such matters that will have a material effect on the consolidated financial statements.

Restrictions on Cash There were no restrictions or requirements related to cash at December 31, 2024 and 2023.

Fair Value of Financial Instruments VolCorp has an established process for determining fair values. Fair value is based upon quoted market prices, when available. If listed prices or quotes are not available, fair value is based upon pricing by an independent outsourced firm which uses proprietary models including market data, interest rate yield curves, option volatilities and other third party information. Management reviews the methodology and results of the pricing by the independent outsourced firm. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value.

Furthermore, while VolCorp believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Generally accepted accounting principles have a three-level valuation hierarchy for fair value measurements. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The three levels are explained as follows: •

Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever possible.

•

Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

•

Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for valuations in situations in which there is little, if any, market activity for the asset or liability at the measurement.

- 16 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Fair Value of Financial Instruments (continued) Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, and other factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market conditions could significantly affect the estimates.

Advertising Costs Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2024 and 2023 was $71 and $97, respectively.

Off Balance Sheet Financial Instruments In the ordinary course of business, VolCorp enters into commitments to extend credit. Such financial instruments are recorded when they are funded.

Subsequent Events VolCorp evaluated all events or transactions that occurred after December 31, 2024, through June 10, 2025, the date these consolidated financial statements were available to be issued. See Note 4 for additional information related to investment in credit union service organizations subsequent to December 31, 2025.

Reclassifications Certain items in prior financial statements have been reclassified to conform to the current presentation. The reclassifications had no impact on net income or members’ equity.

Recent Accounting Standards On January 1, 2023, VolCorp adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, as amended, which replaced incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (CECL) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized costs, including loan receivables and held-to-maturity debt securities. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842 on leases. In addition, ASC 326 made changes to the accounting for available-for-sale debt securities. One such change is to require credit losses be presented as an allowance rather than as a write down on available-for-sale debt securities management does not intend to sell or believes that it is more likely than not that they will be required to sell.

VolCorp adopted ASC 326 using the modified retrospective method for all financial assets measured at amortized cost, and off-balance sheet credit exposures. The adoption of ASC 326 did not have a material impact on the consolidated financial statements of VolCorp.

- 17 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 3: SECURITIES AVAILABLE FOR SALE The amortized cost and approximate estimated fair value of securities available for sale and the related gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) at December 31, 2024 and 2023 were as follows: Gross Unrealized Gains

December 31, 2024

Amortized Cost

U.S. Government agency securities Asset-backed securities Mortgage-backed securities SBA-backed securities Total

$ 450,708 $ 4,207 244,223 152,406 $ 851,544 $

710 $ 46 34 790 $

Gross Unrealized Gains

December 31, 2023

Amortized Cost

U.S. Government agency securities Asset-backed securities Mortgage-backed securities SBA-backed securities Total

$ 300,694 $ 80,727 199,546 203,726 $ 784,693 $

Gross Unrealized Losses (6,789) $ (78) (1,034) (1,276) (9,177) $

Gross Unrealized Losses

1,086 $ 30 1 87 1,204 $

(8,419) $ (722) (2,536) (1,733) (13,410) $

Fair Value 444,629 4,129 243,235 151,164 843,157

Fair Value 293,361 80,035 197,011 202,080 772,487

Asset-backed securities consist primarily of securitized credit card, student loan, mortgage, automobile dealer floor plan receivables and other assets. At year end 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 members’ equity. At year end 2023, there were holdings of $33,803 in securities issued by Discover Card Execution Note Trust that exceeded 10% of members’ equity.

There were no other holdings of securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of members’ equity.

VolCorp sold no securities during the years ended December 31, 2024 and 2023.

- 18 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 3: SECURITIES AVAILABLE FOR SALE (Continued) The amortized cost and estimated fair value of securities available for sale at December 31, 2024, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are shown separately.

Amortized Cost Fair Value $ 52,938 $ 52,078 301,977 296,890 100,000 99,790 396,629 394,399 $ 851,544 $ 843,157

December 31, 2024 Due in less than one year Due after one year through five years Due after five years through ten years Due after ten years SBA-backed and mortgage-backed securities Total

Information pertaining to securities with gross unrealized losses for which an allowance for credit losses has not been recorded at December 31, 2024 and 2023, aggregated by investment category and length of time that individual securities have been in a continuous loss position, are as follows:

Less Than 12 Months Fair Unrealized Value Losses

December 31, 2024 U.S. Government agency securities $ 124,789 $ Asset-backed securities Mortgage-backed securities 29,925 SBA-backed securities 46,923 Total $ 201,637 $

211 $ 91,130 $ 4,129 47 128,975 305 96,033 563 $ 320,267 $

Less Than 12 Months Fair Unrealized Value Losses

December 31, 2023 U.S. Government agency securities $ $ Asset-backed securities 15,028 Mortgage-backed securities 10,838 SBA-backed securities 56,026 Total $ 81,892 $

12 Months or Longer Fair Unrealized Value Losses

-

Total Fair Unrealized Value Losses

6,578 $ 215,919 $ 78 4,129 987 158,900 971 142,956 8,614 $ 521,904 $

12 Months or Longer Fair Unrealized Value Losses

Fair Value

6,789 78 1,034 1,276 9,177

Total Unrealized Losses

$ 114,275 $ 8,419 $ 114,275 $ 8,419 2 21,194 720 36,222 722 19 181,158 2,517 191,996 2,536 136 118,096 1,597 174,122 1,733 157 $ 434,723 $ 13,253 $ 516,615 $ 13,410

- 19 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 3: SECURITIES AVAILABLE FOR SALE (Continued) At December 31, 2024 and 2023, VolCorp had 91 securities and 93 securities, respectively, in a loss position. Unrealized losses on debt securities have not been recognized into income because the issuers’ bonds are of high credit quality, management does not intend to sell, it is likely that management will not be required to sell the securities prior to their anticipated recovery, and the decline in fair value is largely due to changes in interest rates and other market conditions. The issuers continue to make timely principal and interest payments on the bonds. The fair value is expected to recover as the bonds approach maturity. As a result, VolCorp has determined that an allowance for credit losses for debt securities is not necessary as of December 31, 2024 and 2023.

In determining the allowance for credit losses for debt securities, management considers many factors, including: (1) the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, (3) whether the market decline was affected by macroeconomic conditions, and (4) whether VolCorp 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. The assessment of whether an allowance for credit losses is necessary involves a high degree of subjectivity and judgment and is based on the information available to management at a point in time.

Note 4: INVESTMENT IN CREDIT UNION SERVICE ORGANIZATIONS VolCorp’s investment in CUSOs at December 31, 2024 and 2023 were as follows:

December 31, 2024 Percentage Recorded of Ownership Value 4.41 % $ 170 10.67 1,826 22.22 551 $ 2,547

Name Credit Union Business Group, LLC Primary Financial Company, LLC CU Investment Solutions, LLC

December 31, 2023 Percentage Recorded of Ownership Value 4.41 % $ 166 10.67 1,815 22.22 430 $ 2,411

Name Credit Union Business Group, LLC Primary Financial Company, LLC CU Investment Solutions, LLC

Investments in CUSOs are accounted for under the equity method based on VolCorp’s percentage of ownership or the ability to exert significant influence over the CUSOs. On April 7, 2025, Volcorp received regulatory approval and funded a $1,500 investment in Aptys Solutions, LLC. The investment represents a 4.64% ownership interest in the CUSO. - 20 -

Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 5: FAIR VALUE MEASUREMENTS The following table presents the assets carried at fair value subject to measurement on a recurring basis. Assets are presented as of December 31, 2024 and 2023, by their nature and by FASB ASC 820, Fair Value Measurements and Disclosures, valuation hierarchy: December 31, 2024

U.S. Government agency securities Asset-backed securities Mortgage-backed securities SBA-backed securities Total assets at fair value

Total Value Value Level 1 $ 444,629 $ 4,129 243,235 151,164 $ 843,157 $ -

Value Value Level 2 Level 3 $ 444,629 $ 4,129 243,235 151,164 $ 843,157 $ -

Total Value Value Level 1 $ 293,361 $ 80,035 197,011 202,080 $ 772,487 $ -

Value Value Level 2 Level 3 $ 293,361 $ 80,035 197,011 202,080 $ 772,487 $ -

December 31, 2023

U.S. Government agency securities Asset-backed securities Mortgage-backed securities SBA-backed securities Total assets at fair value

There were no liabilities carried at fair value for 2024 and 2023.

The following valuation method was used for assets carried at fair value as of December 31, 2024 and 2023.

•

U.S. Government agency securities, asset-backed securities, mortgage-backed securities, and SBA-backed securities – fair values are estimated using pricing models that use observable inputs or quoted prices of securities with similar characteristics. These securities are classified within Level 2 of the valuation hierarchy.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 6: PREMISES AND EQUIPMENT Premises and equipment at December 31, 2024 and 2023, respectively were as follows: December 31, Land Building Furniture, fixtures, and equipment

2024 $

Less: accumulated depreciation and amortization Total

$

427 $ 2,638 6,911 9,976 6,645 3,331 $

2023 427 2,638 6,477 9,542 6,162 3,380

Depreciation expense was $702 and $656 for the years ended December 31, 2024 and 2023, respectively.

Note 7: MEMBERS’ DEPOSITORY ACCOUNTS At December 31, 2024 and 2023, the balances of the various types of members’ depository accounts are as follows: December 31, Daily shares Share certificates Total

$ $

2024 1,446,851 $ 235 1,447,086 $

2023 1,364,489 158 1,364,647

Share certificates as of December 31, 2024 are scheduled to mature within one year.

At December 31, 2024, two members’ deposit accounts totaled $214,934 and represented 14.83% of total member depository accounts. At December 31, 2023, two members’ deposit accounts totaled $198,546 and represented 15.97% of total member depository accounts. The aggregate amount of members’ depository accounts over $250 as of December 31, 2024 and 2023 was approximately $1,385,864 and $1,182,047, respectively.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 8: BORROWINGS VolCorp, as a member of the FHLB of Cincinnati, is eligible for advances from this bank pursuant to the terms of various borrowing agreements. VolCorp has pledged 98 securities, with a carrying value of $707,796 as collateral under the borrowing agreement with the FHLB of Cincinnati as of December 31, 2024. At December 31, 2023, VolCorp had 88 securities pledged with a carrying value of $408,946 as collateral under the borrowing agreement with the FHLB of Cincinnati.

At December 31, 2024, there were $0 of overnight borrowings outstanding on this line of credit. At December 31, 2023, there was $100,051 of overnight borrowings outstanding on this line of credit with a fixed rate of 5.38% and a maturity date of January 3, 2024. Based on related collateral and VolCorp’s holdings of FHLB stock, Volcorp is eligible to borrow $654,307 of additional funds from the FHLB of Cincinnati as of December 31, 2024.

VolCorp maintains a federal funds line of credit with one regional bank. Securities with a carrying value of $131,196 and $100,880 were pledged as collateral with this bank at December 31, 2024 and 2023, respectively. No amounts were outstanding under this line of credit at December 31, 2024 or 2023, and borrowing availability totaled $70,000. This agreement may be cancelled at the discretion of either party. Effective June 30, 2023, VolCorp renewed an unsecured federal funds facility from another regional bank with a borrowing availability of $15,000. This agreement expires on June 30, 2025. No amounts were outstanding under this line of credit at December 31, 2024 or 2023.

On May 31, 2023, VolCorp entered an agreement for secured borrowings from the Federal Reserve Discount Window. Securities with a carrying value of $228,784 were pledged as collateral at December 31, 2023. Principal of $203,000 was outstanding under this borrowing agreement at December 31, 2023 at an interest rate of 4.76%. As of December 31, 2024, no principal amounts were outstanding and no collateral was pledged under this borrowing agreement.

Note 9: REGULATORY CAPITAL REQUIREMENTS VolCorp is subject to various regulatory capital requirements administered by the NCUA. Failure to meet minimum capital requirements can initiate certain additional actions by regulators that, if undertaken, could have a direct material effect on VolCorp’s consolidated financial statements.

Failure to meet minimum capital requirements would require VolCorp to submit a plan of action to correct the shortfall. Additionally, the NCUA could require an increase in capital to specific levels, reduction of interest, and ceasing or limiting VolCorp’s ability to accept deposits.

Beginning October 2016, a portion of PCC is excluded from Tier 1 capital as defined by the NCUA. The portion of PCC also reduces daily average net assets and monthly moving average net riskweighted assets for the applicable ratio calculations. NCUA Regulations as of December 22, 2017 were modified to include all PCC received from federally insured credit unions when the corporate credit union’s retained earnings ratio is greater than 2.50%.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 9: REGULATORY CAPITAL REQUIREMENTS (Continued) At December 31, 2024 and 2023, VolCorp’s capital ratios were as follows:

Regulatory Capital Amount Ratio

Required Capitalization under NCUA Regulation 704 Under Adequately Well Capitalized Capitalized Capitalized

2024 (1) Leverage (2) Tier 1 Risk Based Capital (2) Total Risk Based Capital

$ $ $

179,791 179,791 179,791

10.84% 104.77% 104.77%

< 4.00% < 4.00% < 8.00%

4.00% 4.00% 8.00%

5.00% 6.00% 10.00%

2023 (1) Leverage (2) Tier 1 Risk Based Capital (2) Total Risk Based Capital

$ $ $

168,411 168,411 168,411

12.30% 94.82% 94.82%

< 4.00% < 4.00% < 8.00%

4.00% 4.00% 8.00%

5.00% 6.00% 10.00%

(1) to rolling daily average net assets (2) to moving monthly average net risk‐weighted assets

The retained earnings ratio is key in maintaining capital adequacy in compliance with NCUA regulations. Beginning in October 2013, NCUA regulation 704.3 requires corporate credit unions to calculate and report a retained earnings ratio of at least 0.45%. VolCorp’s retained earnings ratio at December 31, 2024 and 2023 was 6.82% and 7.42%, respectively.

U.S. Central Federal Credit Union Recovery Claim Certificates On October 5, 2010, VolCorp was issued recovery claim certificates of approximately $59,500 for membership capital accounts and recovery claim certificates of approximately $12,975 for paid in capital accounts at to U.S. Central Federal Credit Union previously depleted through recognition of losses. U.S. Central Federal Credit Union was placed into liquidation on October 1, 2010. During 2024 and 2023, VolCorp recognized $0 and $9,001 of corporate credit union liquidation distributions related to the recovery claim certificates upon receipt of the distributions. No capital dividends related to member natural person credit unions that recognized losses as a result of U.S. Central Federal Credit Union’s liquidation were paid during 2024 or 2023.

Based on the discretion of the NCUA and its projections, the remaining paid in capital recovery claim certificates of approximately $6,890 may be satisfied by distributions during future periods.

VolCorp recognizes income from corporate credit union liquidation distributions during the period distributed funds are received. As of December 31, 2024, all recovery claim certificates related to membership capital accounts have been redeemed.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 10: RELATED PARTY TRANSACTIONS Each of the directors of VolCorp is affiliated with credit unions that, in the ordinary course of business, may engage in financial transactions with VolCorp. Outstanding balances of members’ share accounts with these related parties were $252,226 and $228,200 at December 31, 2024 and 2023, respectively. Outstanding loan balances with these related parties were $12,500 and $782 at December 31, 2024 and 2023, respectively.

Note 11: EMPLOYEE BENEFITS VolCorp maintains two defined contribution plans. All full-time employees who have been employed at least one month are eligible to participate in the plans. VolCorp contributes an amount equal to 3% of each participant’s eligible compensation to the 401(k) employee savings plan. Under the retirement savings plan, VolCorp contributes an amount equal to 7% of each participant’s eligible compensation to the plan. Benefits are fully vested one year from a participant’s hire date.

VolCorp made contributions to the retirement savings plan of $846 and $607 during the years ended December 31, 2024 and 2023, respectively.

The Credit Union has two collateral assignment split dollar agreements between the Credit Union and a key employee. The agreements involve a method of paying for insurance coverage by splitting the elements of a life insurance policy. Under the agreements, the employee is the owner of the policies and made collateral assignments to the Credit Union in return for loans equal to the amount of premiums to be paid on behalf of the employee plus accrued interest at the applicable long-term federal rate when placed into effect in 2017 plus an additional 19 basis points. At the time of death of the key employee, the Credit Union will be paid the loan amounts plus accrued interest and the balance of the insurance benefits will be paid to the designated beneficiaries. As of December 31, 2024 and 2023, the balance of the loan approximated $6,135 and $6,059, respectively, and is included in accrued interest receivable and other assets on the balance sheets.

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Volunteer Corporate Credit Union and Subsidiary Notes to the Consolidated Financial Statements (In Thousands) Note 12: COMMITMENTS, CONTINGENCIES AND OFF BALANCE SHEET ACTIVITIES In the normal course of business, there may be various outstanding legal proceedings or potential claims. In the opinion of management, after consultation with legal counsel, the financial position of VolCorp will not be affected materially by the outcome of any such legal proceedings or potential claims.

Some financial instruments, such as loan commitments, irrevocable letters of credit, and lines of credit, are issued to meet member-financing needs. These are agreements to provide credit or to support the credit of others as long as conditions established in the contract are met and usually have expiration dates. Commitments may expire without being used. These instruments contain, to varying degrees, elements of credit and market risk in excess of the amounts recognized in the balance sheets. The credit risk relates to the possibility that a loss may occur from the failure of another party to perform according to the terms of a contract.

The market risk relates to the possibility that future changes in market prices may make a financial instrument less valuable or more onerous. The same credit policies are used to make such commitments as are used for loans, including obtaining collateral upon exercise of the commitment. The contractual amount of financial instruments with off balance sheet risk at December 31, 2024 and 2023 were as follows: December 31, Unfunded commitments under lines of credit Unfunded commitments under letters of credit Total

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$ $

2024 2,109,181 $ 878 2,110,059 $

2023 2,039,190 782 2,039,972

MANAGEMENT REPORT REGARDING STATEMENT OF MANAGEMENT'S RESPONSIBILITIES, COMPLIANCE WITH DESIGNATED LAWS AND REGULATIONS, AND MANAGEMENT'S ASSESSMENT OF INTERNAL CONTROL OVER FINANCIAL REPORTING Statement of Management's Responsibilities The management of Volunteer Corporate Credit Union and Subsidiary (the “Corporate”) is responsible for preparing the Corporate’s annual consolidated financial statements in accordance with generally accepted accounting principles; for designing, implementing, and maintaining an adequate internal control structure and procedures for financial reporting, including controls over the preparation of regulatory financial statements in accordance with the instructions for the NCUA 5310 – Corporate Credit Union Call Report; and for complying with Federal and, as applicable, State laws and regulations pertaining to affiliate transactions, legal lending limits, loans to insiders, restrictions on capital and share dividends and regulatory reporting that meets full and fair disclosure.

Management's Assessment of Compliance with Designated Laws and Regulations The management of the Corporate has assessed the Corporate’s compliance with Federal and State laws and regulations pertaining to affiliate transactions, legal lending limits, loans to insiders, restrictions on capital and share dividends and regulatory reporting that meets full and fair disclosure during the fiscal year that ended on December 31, 2024. Based upon its assessment, management has concluded that the Corporate complied with the Federal and State laws and regulations pertaining to affiliate transactions, legal lending limits, loans to insiders, restrictions on capital and share dividends and regulatory reporting that meets full and fair disclosure during the fiscal year that ended on December 31, 2024.

Management's Assessment of Internal Control over Financial Reporting The Corporate’s internal control over financial reporting is a process effected by those charged with governance, management, and other personnel, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of reliable consolidated financial statements in accordance with accounting principles generally accepted in the United States of America and financial statements for regulatory reporting purposes, i.e., NCUA 5310 – Corporate Credit Union Call Report. The Corporate's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Corporate; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America and financial statements for regulatory reporting purposes, and that receipts and expenditures of the Corporate are being made only in accordance with authorizations of management and directors of the Corporate; and (3) provide reasonable assurance regarding

prevention, or timely detection and correction of unauthorized acquisition, use, or disposition of the Corporate's assets that could have a material effect on the consolidated financial statements.

Internal control over financial reporting has inherent limitations. Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper management override.

Because of its inherent limitations, internal control over financial reporting may not prevent, or detect and correct, misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Management assessed the effectiveness of the Corporate's internal control over financial reporting, including controls over the preparation of regulatory financial statements in accordance with the instructions for the NCUA 5310 – Corporate Credit Union Call Report, as of December 31, 2024, based on the framework set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013). Based upon its assessment, management has concluded that, as of December 31, 2024, the Corporate's internal control over financial reporting, including controls over the preparation of regulatory financial statements in accordance with the instructions for the NCUA 5310 – Corporate Credit Union Call Report, is effective based on the criteria established in Internal Control—Integrated Framework (2013).

The Corporate’s internal control over financial reporting, including controls over the preparation of regulatory financial statements in accordance with the instructions for the NCUA 5310 – Corporate Credit Union Call Report, as of December 31, 2024, has been audited by Carr, Riggs & Ingram, LLC, an independent public accounting firm, as stated in their report dated June 10, 2025.

Volunteer Corporate Credit Union:

_______________________________ Jeffrey W. Merry, President and Chief Executive Officer

_______________________________ Justin Holt, Chief Financial Officer

ADDRESS 2460 Atrium Way Nashville, TN 37214

ONLINE volcorp.org vportfolio.org symphonycuso.org volcorpdesign.org

NUMBERS (615) 232-7900 (800) 470-3444 Operations Fax: (615) 232-7979

EXTENSIONS 1 - Member Services/Operations/Item Processing/ACH 2 - Investment Sales 3 - Marketing and Business Development 4 - Administration and President’s Office 8 - Symphony CUSO 9 - Dial By Name Directory 0 - Operator

HOURS Monday, Tuesday, Wednesday and Friday: 7:30 a.m. to 4:30 p.m. (Central time).

Thursday: 8:30 a.m. to 4:30 p.m. (Central time).

Our Member Services Department closes at 4:15 p.m. (Central time) each day.

Office closings are coordinated with the Federal Reserve Bank holiday schedule.

NCUA

Savings Federally Insured to at least $250,000.

NCUA, a U.S. Government Agency.