FIRST NORTHERN COMMUNITY BANCORP

ITEM 1A. RISK FACTORS

We are subject to various risks and uncertainties, which could materially affect our business, results of operations, financial condition, future results, and the trading price of our common stock. There have been no material changes in For a discussion of risk factors relating to our business, please refer to Part I, Item 1A, Risk Factors in our 2025 Form 10-K, which is incorporated herein by reference, and to the following risk factor. These risk factors, as well as our condensed consolidated financial statements and notes thereto and the other information appearing in this Report, should be reviewed carefully for important information regarding risks that affect us.

The Companys common stock was recently listed on The Nasdaq Capital Market, and our trading volume, liquidity and stock price may be volatile.

On April 24, 2026, the risk factors previously disclosed in Part I, Item 1A, Risk Factors in our 2025 Form 10-K. These risk factorsCompany uplisted from the OTCQX to The Nasdaq Capital Market. The trading volume of our common stock is less than that of nationwide or larger regional financial institutions. The quotation of our common stock on Nasdaq does not assure that a meaningful, consistent and liquid public trading market currently exists. A public trading market having the desired characteristics of depth, liquidity and orderliness depends on the presence of willing buyers and sellers of stock at any given time. This presence depends on the individual decisions of investors and general economic and market conditions over which we have no control.

The liquidity of our common stock has been mixed, and there is no assurance that liquidity will continue. There may be periods when trading activity in our shares is minimal, as compared to a seasoned issuer that has a large and steady volume of trading activity that will generally support continuous sales without an adverse effect on share price. We cannot give any assurance that a broader or more active public trading market for our common stock will develop or be sustained, or that current trading levels will be sustained. In addition, we must continue to meet the Nasdaq listing requirements in order to maintain the listing of our common stock on The Nasdaq Capital Market. If we do not meet these requirements, the market liquidity for our common stock could be severely adversely affected, as wnd this could impair the ability of our shareholders to sell their shares of common stock at the time they wish to sell as our condensed consolidated financial statements or at a price that they consider favorable. In the event that we are unable to maintain compliance with Nasdaqs continued listing standards and our common stock is delisted from Nasdaq, we would take actions to restore our compliance with the continued listing standards; however, we can provide no assurance that any such action taken by us would allow our common stock to become listed again, stabilize the market price or improve the liquidity of our common stock, or prevent future non-compliance with Nasdaqs continued listing requirements.

Our common stock is currently included in the Russell 3000 Index. FTSE Russell periodically reviews and reconstitutes its indexes, and continued inclusion in the index is not assured. If our common stock is removed from the Russell 3000 Index or any related index, investment funds and notes thereother investors that seek to track or maintain exposure to those indexes may be required or may choose to and tsell shares of our common stock. Any such sales could result in increased trading volume and downward pressure on the other informmarket price of our common stock. Removal could also reduce our visibility among institutional investors and research analysts, decrease demand for our common stock and adversely affect its liquidity and market price.

The market price of our common stock is likely to be volation appearle and could fluctuate in price in response to various factors, including market perception of our ability to achieve our strategic plan, quarterly operating iresults of other companies in this Report, should be reviewed carefully for important information regare same industry, changes in general conditions in the economy and the financial markets or other developments affecting the Companys competitors, the banking industry generally or in our market areas, or the Company itself. Many of these factors are beyond our control and may decrease the market price of our common stock, regardless of our operating performance. Significant trades of our stock in a given time period, or the expectations of these trades, could adversely affect prevailing market prices of our common stock, our stock price may decline substantially in a short time, and our shareholders could suffer losses or be unable to liquidate their holdings. In addition, the securities markets have from time to time experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies. These market fluctuations may also materially and adversely affect the market price of our common stock. We cannot make any predictions or projections as to what the prevailing market price for our common stock will be at any time, including risks that affect us.

48as to whether our common stock will sustain current market prices. The market price of our common stock, and the trading volume in our common stock, may fluctuate and significant price variations may occur.

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