Item 8. Financial Statements and Supplementary Data
ITEM 8.
FINANCIAL STATEMENTS
AND SUPPLEMENTARY
DATA
Index
Page
Report of Independent Registered Public Accounting Firm
(PCAOB ID:
149
)
66
Consolidated Balance Sheets
68
Consolidated Statements of Earnings
69
Consolidated Statements of Comprehensive Income
70
Consolidated Statements of Stockholders’ Equity
71
Consolidated Statements of Cash Flows
72
Notes to Consolidated Financial Statements
73
Table of Contents
66
Report of Independent Registered Public Accounting Firm
To the Stockholders
and Board of Directors of
Auburn National Bancorporation, Inc. and Subsidiaries
Opinion on the Financial Statements
We
have audited
the accompanying
consolidated balance
sheets of
Auburn National
Bancorporation, Inc.
and Subsidiaries
(the
“Company”)
as
of
December
31,
2025
and
2024,
the
related
consolidated
statements
of
earnings,
comprehensive
income,
stockholders'
equity
and
cash
flows
for
the
years then
ended,
and
the
related
notes
to
the
consolidated
financial
statements (collectively,
the “financial
statements”).
In our
opinion,
the financial
statements present
fairly,
in all
material
respects, the financial
position of the
Company as of
December 31, 2025
and 2024, and
the results of
its operations
and its
cash
flows
for
each
of
the
two
years
in
the
period
ended
December
31,
2025,
in
conformity
with
accounting
principles
generally accepted in the United States of America.
Basis for Opinion
These financial statements are
the responsibility of the
Company’s management.
Our responsibility is to express
an opinion
on
the
Company’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Company
in
accordance
with
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange Commission and the PCAOB.
We
conducted
our
audits
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform the
audit to
obtain reasonable
assurance about
whether the
financial statements
are free
of material
misstatement,
whether
due
to
error
or
fraud.
The
Company
is
not
required
to
have,
nor
were
we
engaged
to
perform,
an
audit
of
its
internal control over financial reporting. As part of
our audits, we are required to obtain an understanding of internal
control
over
financial
reporting
but
not
for
the
purpose
of
expressing
an
opinion
on
the
effectiveness
of
the
Company’s
internal
control over financial reporting. Accordingly,
we express no such opinion.
Our audits included
performing procedures to
assess the risks of
material misstatement of
the financial statements,
whether
due to error or
fraud, and performing
procedures that respond
to those risks. Such
procedures included examining,
on a test
basis, evidence
regarding
the amounts
and disclosures
in the
financial statements.
Our audits
also included
evaluating
the
accounting principles used
and significant estimates made
by management, as well
as evaluating the overall
presentation of
the financial statements. We
believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit
matters communicated
below are matters
arising from
the current period
audit of the
financial statements
that
were
communicated
or
required
to
be
communicated
to
the
audit
committee
and
that:
(1)
relate
to
accounts
or
disclosures that
are material
to the
financial statements
and (2)
involved our
especially challenging,
subjective or
complex
judgments. The
communication of
critical audit
matters does
not alter
in any
way our
opinion on
the financial
statements,
taken
as a
whole,
and
we
are not,
by communicating
the critical
audit
matters below,
providing
separate
opinions
on the
critical audit matters or on the accounts or disclosures to which they
relate.
Table of Contents
67
Allowance for Credit Losses
As described in Note 4 to the Company’s
consolidated financial statements, the Company has a gross
loan portfolio of $565
million and
related allowance
for credit
losses of
$7.2 million
as of
December 31,
2025. As
described by
the Company
in
Note 1, the allowance
for credit losses is estimated
by management using
relevant available information,
from both internal
and external
sources, relating
to past
events, current
conditions, and
reasonable and
supportable forecasts.
The Company’s
credit loss assumptions
are estimated using a discounted
cash flow ("DCF") model
for each loan segment,
except consumer
loans.
The
weighted
average
remaining
life
method
is
used
to
estimate
credit
loss
assumptions
for
consumer
loans.
The
DCF
model
calculates
an
expected
life-of-loan
loss
percentage
by
considering
the
forecasted
probability
that
a
borrower
will default
(the “PD”),
adjusted for
relevant forecasted
macroeconomic factors,
and loss
given default
(“LGD”), which
is
the
estimate
of
the
amount
of
net
loss
in
the
event
of
default.
This
model
utilizes
historical
correlations
between
default
experience
and
certain
macroeconomic
factors
as
determined
through
a
statistical
regression
analysis.
Projections
of
macroeconomic
factors
are
obtained
from
an independent
third
party
and
are utilized
to predict
quarterly
rates
of default
based on the statistical PD models.
The weighted average remaining life
method uses an annual charge
-off rate over several
vintages to
estimate credit
losses. Additionally,
the allowance
for credit
losses calculation
includes subjective
adjustments
for qualitative risk factors that are believed likely to cause estimated credit losses to differ
from historical experience.
We
identified the
Company’s
estimate of
the allowance
for credit
losses (“ACL”)
as a
critical audit
matter.
The principal
considerations for our determination
of the allowance for credit
losses as a critical audit
matter related to the high
degree of
subjectivity
in
the
Company’s
judgments
in
determining
the
macroeconomic
data
in
the
reasonable
and
supportable
forecasts, as
well as
the qualitative
factors. Auditing
these complex
judgments and
assumptions by
the Company
involves
especially challenging
auditor judgment
due to
the nature
and extent
of audit
evidence and
effort required
to address
these
matters, including the extent of specialized skill or knowledge needed.
The primary procedures we performed to address this critical audit matter included
the following:
●
We
obtained
an
understanding
of
the
Company’s
process
for
establishing
the
ACL,
including
the
selection
and
application of forecasts and the basis
for development and related adjustments
of the qualitative factor components
of the ACL.
●
We
evaluated
the
reasonableness
of
management’s
application
of
qualitative
factor
adjustments
to
the
ACL,
including
the
comparison
of
factors
considered
by
management
to
third
party
or
internal
sources
as
well
as
evaluated the appropriateness and level of the qualitative factor adjustments.
●
We
assessed the overall
trends in credit
quality,
including adjustments for
the qualitative factors
by comparing the
overall allowance for credit losses to those recorded by the Company’s
peer institutions.
●
We
evaluated
subsequent
events
and
transactions
and
considered
whether
they
corroborated
or
contradicted
the
Company’s conclusion.
/s/
Elliott Davis, LLC
We have served
as the Company's auditor since 2015.
Greenville, South Carolina
M
arch 17, 2026
Table of Contents
68
AUBURN NATIONAL
BANCORPORATION,
INC. AND SUBSIDIARIES
Consolidated Balance Sheets
December 31
(Dollars in thousands, except share data)
2025
2024
Assets:
Cash and due from banks
$
22,335
$
15,142
Federal funds sold
21,322
37,200
Interest-bearing bank deposits
104,175
41,012
Cash and cash equivalents
147,832
93,354
Securities available-for-sale
233,259
243,012
Loans held for sale
172
—
Loans, net of unearned income
565,354
564,017
Allowance for credit losses
( 7,176 )
( 6,871 )
Loans, net
558,178
557,146
Premises and equipment, net
45,600
45,931
Bank-owned life insurance
17,927
17,513
Other assets
15,829
20,368
Total assets
$
1,018,797
$
977,324
Liabilities:
Deposits:
Noninterest-bearing
$
268,026
$
260,874
Interest-bearing
654,900
634,950
Total deposits
922,926
895,824
Accrued expenses and other liabilities
3,818
3,208
Total liabilities
926,744
899,032
Stockholders' equity:
Preferred stock of $
0.01
par value; authorized
200,000
shares;
issued shares - none
—
—
Common stock of $
0.01
par value; authorized
8,500,000
shares;
issued
3,957,135
shares
39
39
Additional paid-in capital
3,864
3,802
Retained earnings
119,241
115,759
Accumulated other comprehensive loss, net
( 19,390 )
( 29,607 )
Less treasury stock, at cost -
463,436
shares at both
December 31, 2025 and 2024
( 11,701 )
( 11,701 )
Total stockholders’
equity
92,053
78,292
Total liabilities and stockholders’
equity
$
1,018,797
$
977,324
S
ee accompanying notes to consolidated financial statements
Table of Contents
69
AUBURN NATIONAL
BANCORPORATION,
INC. AND SUBSIDIARIES
Consolidated Statements of Earnings
Year ended December 31
(Dollars in thousands, except share and per share data)
2025
2024
Interest income:
Loans, including fees
$
30,840
$
29,735
Securities:
Taxable
4,949
5,430
Tax-exempt
273
294
Federal funds sold and interest-bearing bank deposits
4,706
3,273
Total interest income
40,768
38,732
Interest expense:
Deposits
11,092
11,604
Short-term borrowings
2
3
Total interest expense
11,094
11,607
Net interest income
29,674
27,125
Provision for credit losses
631
36
Net interest income after provision for credit
losses
29,043
27,089
Noninterest income:
Service charges on deposit accounts
619
614
Mortgage lending
474
608
Bank-owned life insurance
414
403
Other
1,612
1,849
Total noninterest income
3,119
3,474
Noninterest expense:
Salaries and benefits
13,154
12,534
Net occupancy and equipment
2,353
2,508
Professional fees
1,276
1,188
FDIC and other regulatory assessments
569
564
Other
5,599
5,372
Total noninterest expense
22,951
22,166
Earnings before income taxes
9,211
8,397
Income tax expense
1,956
2,000
Net earnings
$
7,255
$
6,397
Net earnings per share:
Basic and diluted
$
2.08
$
1.83
Weighted average shares
outstanding:
Basic
3,493,699
3,493,690
Diluted
3,495,036
3,493,690
S
ee accompanying notes to consolidated financial statements
Table of Contents
70
AUBURN NATIONAL
BANCORPORATION,
INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
Year ended December 31
(Dollars in thousands)
2025
2024
Net earnings
$
7,255
$
6,397
Other comprehensive income (loss), net of tax:
Unrealized net holding gain (loss) on securities, net of
tax expense of $
3,427
and tax benefit of $
195
for the years
ended December 31, 2025 and 2024, respectively
10,217
( 578 )
Other comprehensive income (loss)
10,217
( 578 )
Comprehensive income
$
17,472
$
5,819
S
ee accompanying notes to consolidated financial statements
Table of Contents
71
AUBURN NATIONAL
BANCORPORATION,
INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders’ Equity
Accumulated
Common
Additional
other
Shares
Common
paid-in
Retained
comprehensive
Treasury
(Dollars in thousands, except share data)
Outstanding
Stock
capital
earnings
(loss) income
stock
Total
Balance, December 31, 2023
3,493,614
$
39
3,801
113,398
( 29,029 )
( 11,702 )
$
76,507
Cumulative effect of change in
accounting standard
—
—
—
( 263 )
—
—
( 263 )
Net earnings
—
—
—
6,397
—
—
6,397
Other comprehensive loss
—
—
—
—
( 578 )
—
( 578 )
Cash dividends paid ($
1.08
per share)
—
—
—
( 3,773 )
—
—
( 3,773 )
Sale of treasury stock
85
—
1
—
—
1
2
Balance, December 31, 2024
3,493,699
$
39
$
3,802
$
115,759
$
( 29,607 )
$
( 11,701 )
$
78,292
Net earnings
—
—
—
7,255
—
—
7,255
Other comprehensive income
—
—
—
—
10,217
—
10,217
Cash dividends paid ($
1.08
per share)
—
—
—
( 3,773 )
—
—
( 3,773 )
Stock-based compensation
—
—
62
—
—
—
62
Balance, December 31, 2025
3,493,699
$
39
$
3,864
$
119,241
$
( 19,390 )
$
( 11,701 )
$
92,053
S
ee accompanying notes to consolidated financial statements
Table of Contents
72
AUBURN NATIONAL
BANCORPORATION,
INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Year ended December 31
(In thousands)
2025
2024
Cash flows from operating activities:
Net earnings
$
7,255
$
6,397
Adjustments to reconcile net earnings to net cash provided by
operating activities:
Provision for credit losses
631
36
Depreciation and amortization
2,113
1,933
Premium amortization and discount accretion, net
1,377
1,505
Deferred tax (benefit) expense
( 129 )
438
Net gain on sale of loans held for sale
( 154 )
( 261 )
Loans originated for sale
( 7,074 )
( 10,439 )
Proceeds from sale of loans
7,005
10,622
Increase in cash surrender value of bank owned life insurance
( 414 )
( 403 )
Stock-based compensation
62
—
Net decrease (increase) in other assets
995
( 1,168 )
Net increase in accrued expenses and other liabilities
682
2,149
Net cash provided by operating activities
$
12,349
$
10,809
Cash flows from investing activities:
Proceeds from maturities, paydowns and calls of securities available-for
-sale
22,020
25,620
Increase in loans, net
( 1,735 )
( 6,709 )
Net purchases of premises and equipment
( 1,485 )
( 2,089 )
Decrease in FHLB stock
—
32
Net cash provided by investing activities
$
18,800
$
16,854
Cash flows from financing activities:
Net increase (decrease) in noninterest-bearing deposits
7,152
( 9,849 )
Net increase in interest-bearing deposits
19,950
9,430
Net decrease in federal funds purchased and securities sold
under agreements to repurchase
—
( 1,486 )
Dividends paid
( 3,773 )
( 3,773 )
Net cash provided by (used in) financing activities
$
23,329
$
( 5,678 )
Net change in cash and cash equivalents
$
54,478
$
21,985
Cash and cash equivalents at beginning of period
93,354
71,369
Cash and cash equivalents at end of period
$
147,832
$
93,354
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest
$
11,155
$
11,520
Income taxes
676
1,244
S
ee accompanying notes to consolidated financial statements
Table of Contents
73
AUBURN NATIONAL
BANCORPORATION,
INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Nature of Business
Auburn National Bancorporation, Inc. (the “Company”) is a bank holding company
whose primary business is conducted
by its wholly-owned subsidiary,
AuburnBank (the “Bank”). AuburnBank is a commercial bank located in
Auburn,
Alabama. The Bank provides a full range of banking services in its primary
market area, Lee County,
which includes the
Auburn-Opelika Metropolitan Statistical Area.
Basis of Presentation
The consolidated financial statements include the accounts
of the Company and its wholly-owned subsidiaries, which are
managed as a single business segment. Significant intercompany transactions
and accounts are eliminated in consolidation.
Revenue Recognition
The Company’s sources of
income that fall within the scope of Accounting Standards Codification (“ASC”) 606,
Revenue
from Contracts with Customers,
include service charges on deposits, interchange fees and
gains, and losses on sales of
other real estate, all of which are presented as components of noninterest income.
The following is a summary of the
revenue streams that fall within the scope of ASC 606:
Service charges on deposits and ATM
and interchange fees – Fees from these services are either transaction-based, for
which the performance obligations are satisfied when the individual transaction
is processed, or set periodic service
charges, for which the performance obligations are satisfied
over the period the service is provided. Transaction-based
fees
are recognized at the time the transaction is processed, and periodic service
charges are recognized over the service period.
Gains on sales of other real estate
–
A gain on sale should be recognized when a contract for sale exists and control of the
asset has been transferred to the buyer.
ASC 606 lists several criteria required to conclude that a contract for sale exists,
including a determination that the institution will collect substantially all of
the consideration to which it is entitled. In
addition to the loan-to-value, the analysis is based on various other factors, including the credit quality
of the borrower, the
structure of the loan, and any other factors that may affect
collectability.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires
management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the disclosure
of contingent assets and liabilities as of the balance sheet date and the reported
amounts of income and expense during the
reporting period. Actual results could differ from those estimates. Material
estimates that are particularly susceptible to
significant change in the near term include the determination of
the allowance for credit losses, fair value measurements,
valuation of other real estate owned, and valuation of deferred tax assets.
Reclassifications
Certain amounts reported in the prior period have been reclassified to conform
to the current-period presentation. These
reclassifications had no impact on the Company’s
previously reported net earnings or total stockholders’ equity.
Subsequent Events
The Company has evaluated the effects of events or transactions
through the date of this filing that have occurred
subsequent to December 31, 2025. The Company does not believe there
are any material subsequent events that would
require further recognition or disclosure.
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74
Accounting Standards Adopted in 2025
Accounting Standards Update (“ASU”) 2023-09,
Income Taxes
(Topic
740): Improvements to Income Tax
Disclosures.
The
amendments in this Update enhance the transparency and decision usefulness of
income tax disclosures.
For public
business entities, the new standard was effective for annual periods
beginning after December 15, 2024.
The Company has
adopted ASU 2023-09.
Issued not yet effective accounting standards
The following ASUs have been issued by the Financial Accounting Standards
Board (“FASB”) but are
not yet effective.
ASU 2025-01,
Income Statement Reporting Comprehensive Income
- Expense Disaggregation Disclosures
(Subtopic 220-
40): Clarifying the Effective Date,
clarifies the effective date of ASU 2024-03,
Income Statement Reporting Comprehensive
Income - Expense Disaggregation Disclosures
(Subtopic 220-40): Disaggregation of
Income Statement Expenses
to
stipulate that ASU 2024-03 is effective for public business entities for
annual reporting periods beginning after December
15, 2026 and interim reporting periods beginning after December 15,
2027, with early adoption permitted. ASU 2025-01
will be effective for the Company beginning January 1, 2027
for the Company’s annual consolidated
financial statements
on Form 10-K and January 1, 2028 for the Company’s
quarterly consolidated financial statements on Form 10-Q
and is not
expected to have a significant impact on the Company’s
consolidated financial statements.
ASU 2025-06,
Intangibles - Goodwill and Other - Internal-Use Software
(Subtopic 350-40),
removes all references to
prescriptive and sequential software development stages and clarifies that the
threshold for when an entity is required to
start capitalizing software costs is when (1) management has authorized
and committed to funding the software project and
(2) it is probable that the project will be completed and the software will be used to perform
the function intended. ASU
2025-06 will be effective for the Company beginning
January 1, 2028, with early adoption permitted, and is not expected to
have a significant impact on the Company’s
consolidated financial statements.
ASC 2025-11,
Interim Reporting (Topic
270): Narrow-Scope Improvements,
is intended to provide clarity about the current
interim reporting requirements, provides a list of the interim disclosures required
by all other Codification topics and
establishes a disclosure principle that requires entities to disclose events since the
end of the last annual reporting period
that have a material impact on the entity.
ASC 2025-11 will be effective
for the Company beginning January 1, 2028, with
early adoption permitted, and is not expected to have a significant impact on the Company’s
consolidated financial
statements.
Cash Equivalents
Cash equivalents include cash on hand, cash items in process of collection,
amounts due from banks, including interest
bearing deposits with other banks, and federal funds sold.
Securities
Securities are classified based on management’s
intention at the date of purchase. At December 31, 2025, all of the
Company’s securities were classified
as available-for-sale. Securities available-for-sale are used as part of the Company’s
interest rate risk and liquidity management strategy,
and they may be sold in response to changes in interest rates, changes
in prepayment risks or other factors. All securities classified as available-for-sale are recorded
at fair value with any
unrealized gains and losses reported in accumulated other comprehensive income
(loss), net of the deferred income tax
effects. Interest and dividends on securities, including
the amortization of premiums and accretion of discounts are
recognized in interest income using the effective interest method.
Premiums are amortized to the earliest call date while
discounts are accreted over the estimated life of the security.
Realized gains and losses from the sale of securities are
determined using the specific identification method.
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75
For any securities classified as available-for-sale that are in an unrealized loss position
at the balance sheet date, the
Company assesses whether or not it intends to sell the security,
or more likely than not will be required to sell the security,
before recovery of its amortized cost basis. If either of these criteria are met, the security's
amortized cost basis is written
down to fair value through net income. If neither criterion is met, the Company
evaluates whether any portion of the decline
in fair value is the result of credit deterioration. Such evaluations consider the
extent to which the amortized cost of the
security exceeds its fair value, changes in credit ratings and any other known
adverse conditions related to the specific
security. If the evaluation
indicates that a credit loss exists, an allowance for credit losses is recorded for
the amount by
which the amortized cost basis of the security exceeds the present value
of cash flows expected to be collected, limited by
the amount by which the amortized cost exceeds fair value. Any impairment not
recognized in the allowance for credit
losses is recognized in other comprehensive income.
The Company has elected to exclude accrued interest receivable on
investment securities from the estimate of credit losses.
Accrued interest receivable is written off through interest income
when deemed uncollectible.
Accrued interest receivable totaled $0.8 million and $0.9 million at December
31, 2025 and
2024, respectively.
Loans held for sale
The Company originates residential mortgage loans for sale.
Such loans are carried at the lower of cost or estimated fair
value in the aggregate.
Loan sales are recognized when the transaction closes, the proceeds are collected,
and ownership is
transferred.
Continuing involvement, through the sales agreement, consists of the
right to service the loan for a fee for the
life of the loan, if applicable.
Gains on the sale of loans held for sale are recorded net of related costs, such as
commissions, and reflected as a component of mortgage lending income
in the consolidated statements of earnings.
The Bank makes various representations and warranties to the purchaser of
the residential mortgage loans they originated
and sells, primarily to Fannie Mae.
Every loan closed by the Bank’s mortgage
center is run through Fannie Mae or other
purchasing government sponsored enterprise (“GSE”) automated
underwriting system.
Any exceptions noted during this
process are remedied prior to sale.
These representations and warranties also apply to underwriting the real
estate appraisal
opinion of value for the collateral securing these loans.
Failure by the Company to comply with the underwriting and/or
appraisal standards could result in the Company being required to
repurchase the mortgage loan or to reimburse the investor
for losses incurred (make whole requests) if the Company cannot cure such
failure within the specified period following
discovery.
Loans
Loans that management has the intent and ability to hold for the foreseeable
future or until maturity or payoff are reported
at amortized cost. Amortized cost is the principal balance outstanding,
net of purchase premiums and discounts and
deferred fees and costs. Accrued interest receivable related to loans
is recorded in other assets on the consolidated balance
sheets. Interest income is accrued on the unpaid principal balance. Loan origination
fees, net of certain direct origination
costs, are deferred and recognized in interest income using methods that approximate
a level yield without anticipating
prepayments.
The Company discontinues the accrual of interest income when (1) there
is a significant deterioration in the financial
condition of the borrower and full repayment of principal and interest is not
expected or (2) the principal or interest is more
than 90 days past due, unless the loan is both well-secured and in the process
of collection.
All accrued but unpaid interest is reversed against interest income when
a loan is placed on nonaccrual status. Interest
received on such loans is accounted for using the cost-recovery method,
until the loan qualifies for return to accrual.
Loans
are returned to accrual status when all the principal and interest amounts contractually
due are brought current, there is a
sustained period of repayment performance, and future payments are
reasonably assured. Otherwise, under the cost
recovery method, interest income is not recognized until the loan
balance is reduced to zero.
Allowance for Credit Losses – Loans
The allowance for credit losses is a valuation account that is deducted from
the loans' amortized cost basis to present the net
amount expected to be collected on the loans.
Loans are charged off against the allowance when management
confirms the
loan balance is uncollectible. Expected recoveries do not exceed the aggregate
of amounts previously charged-off and
expected to be charged-off.
The Company has elected to exclude accrued interest receivable on loans from the estimate of
credit losses.
Accrued interest receivable is written off through interest
income when deemed uncollectible.
Accrued
interest receivable totaled $2.0 million at both December 31, 2025
and 2024.
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76
The allowance for credit losses represents management’s
estimate of lifetime credit losses inherent in loans as of the
balance sheet date. The allowance for credit losses is estimated by management
using relevant available information, from
both internal and external sources, relating to past events, current conditions,
and reasonable and supportable forecasts.
The Company’s loan loss estimation
process includes procedures to appropriately consider the unique characteristics of
its
respective loan segments (commercial and industrial, construction and land development,
commercial real estate,
residential real estate, and consumer loans).
These segments are further disaggregated into loan classes, the level at which
credit quality is monitored.
See Note 4, Loans and Allowance for Credit Losses, for additional information
about our loan
portfolio.
Credit loss assumptions are estimated using a discounted cash flow ("DCF") model
for each loan segment, except consumer
loans.
The weighted average remaining life method is used to estimate credit loss assumptions
for consumer loans.
The DCF model calculates an expected life-of-loan loss percentage by considering
the forecasted probability that a
borrower will default (the “PD”), adjusted for relevant forecasted macroeconomic
factors, and loss given default (“LGD”),
which is the estimate of the amount of net loss in the event of default.
This model utilizes historical correlations between
default experience and certain macroeconomic factors as determined
through a statistical regression analysis.
The
forecasted Alabama unemployment rate is considered in the model for commercial
and industrial, construction and land
development, commercial real estate, and residential real estate loans.
In addition, forecasted changes in the Alabama
home price index is considered in the model for construction and land development
and residential real estate loans.
Forecasted changes in the national commercial real estate (“CRE”) price index
is considered in the model for commercial
real estate and multifamily loans; and forecasted changes in the Alabama
gross state product is considered in the model for
multifamily loans.
Projections of these macroeconomic factors, obtained from an independent third party,
are utilized to
predict quarterly rates of default based on the statistical PD models.
Expected credit losses are estimated over the contractual term of the
loan, adjusted for expected prepayments and principal
payments (“curtailments”) when appropriate. Management's determination
of the contract term excludes expected
extensions, renewals, and modifications, unless the extension or renewal
option is included in the contract at the reporting
date and is not unconditionally cancellable by the Company.
To the extent the lives of the loans
in the portfolio extend
beyond the period for which a reasonable and supportable forecast can be
made (which is 4 quarters for the Company), the
Company reverts, on a straight-line basis back to the historical rates over
an 8-quarter reversion period.
During the first quarter of 2025, as part of the Company’s
ongoing model monitoring procedures, the annual loss driver
analysis and prepayment, curtailment and funding studies were performed.
The analysis and studies resulted in changes for
all DCF models, which were incorporated in the calculation.
The Company performs a refresh of the inputs in the
calculation on an annual basis.
The weighted average remaining life method was deemed most appropriate
for the consumer loan segment because
consumer loans contain many different payment
structures, payment streams and collateral.
The weighted average
remaining life method uses an annual charge-off rate
over several vintages to estimate credit losses.
The average annual
charge-off rate is applied to the contractual
term adjusted for prepayments.
Additionally, the
allowance for credit losses calculation includes subjective adjustments for qualitative
risk factors that are
believed likely to cause estimated credit losses to differ from
historical experience. These qualitative adjustments may
increase reserve levels and include adjustments for lending management
experience and risk tolerance, loan review and
audit results, asset quality and portfolio trends, loan portfolio growth,
industry concentrations, trends in underlying
collateral, external factors and economic conditions not already captured.
Loans secured by real estate with balances equal to or greater than $500 thousand and
loans not secured by real estate with
balances equal to or greater than $250 thousand that do not share risk
characteristics are evaluated on an individual basis.
When management determines that foreclosure is probable and
the borrower is experiencing financial difficulty,
the
expected credit losses are based on the estimated fair value of collateral held
at the reporting date, adjusted for selling costs
as appropriate.
For loans evaluated on an individual basis that are not collateral dependent, the allowance
is measured
using the present value of expected future cash flows, discounted at the loan’s
effective interest rate.
Expected cash flows
are developed using probability of default
and loss given default assumptions specific to the borrower.
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77
Allowance for Credit Losses – Unfunded Commitments
Financial instruments include off-balance sheet credit
instruments, such as commitments to make loans and commercial
letters of credit issued to meet customer financing needs. The Company’s
exposure to credit loss in the event of
nonperformance by the other party to the financial instrument for off
-balance sheet loan commitments is represented by the
contractual amount of those instruments. Such financial instruments are
recorded when they are funded.
The Company records an allowance for credit losses on off
-balance sheet credit exposures, unless the commitments to
extend credit are unconditionally cancelable, through a charge
to provision for credit losses in the Company’s
consolidated
statements of earnings. The allowance for credit losses on off-balance
sheet credit exposures is estimated by loan segment
at each balance sheet date under the current expected credit loss model using
the same methodologies as portfolio loans,
taking into consideration the likelihood that funding will occur as well as any third-party
guarantees. The allowance for
unfunded commitments is included in other liabilities on the Company’s
consolidated balance sheets.
Premises and Equipment
Land is carried at cost. Land improvements, buildings and improvements,
and furniture, fixtures, and equipment are carried
at cost, less accumulated depreciation computed on a straight-line method
over the estimated useful lives of the assets or the
expected terms of the leases, if shorter.
Expected terms include lease option periods to the extent that the exercise of such
options is reasonably assured.
Nonmarketable equity investments
Nonmarketable equity investments include equity securities that are not
publicly traded and securities acquired for various
purposes. The Bank is required to maintain certain minimum levels of equity investments
in (i) Federal Reserve Bank of
Atlanta based on the Bank’s capital stock
and surplus, and the (ii) Federal Home Bank of Atlanta (“FHLB – Atlanta”)
based on various factors including, the Bank’s
total assets, its borrowings and outstanding letters of credit from the
FHLB -
Atlanta and its “acquired member asset” sales to FHLB - Atlanta.
These nonmarketable equity securities are accounted for
at cost which equals par or redemption value. These securities do not have
a readily determinable fair value as their
ownership is restricted and there is no market for these securities. These securities can only
be redeemed or sold at their par
value by the respective issuer bank or, in
the case of FHLB – Atlanta stock upon FHLB – Atlanta approved sale to another
member of FHLB – Atlanta and law applicable to the member.
The Company records these nonmarketable equity securities
as a component of other assets, which are periodically evaluated for impairment.
Management considers these
nonmarketable equity securities to be long-term investments. Accordingly,
when evaluating these securities for impairment,
management considers the ultimate recoverability of the par value rather
than by recognizing temporary declines in value.
Transfers of Financial Assets
Transfers of an entire financial asset (i.e. loan sales), a group
of entire financial assets, or a participating interest in an entire
financial asset (i.e. loan participations sold) are accounted for as sales when control
over the assets have been surrendered.
Control over transferred assets is deemed to be surrendered when (1)
the assets have been isolated from the Company,
(2) the transferee obtains the right (free of conditions that constrain it from
taking that right) to pledge or exchange the
transferred assets, and (3) the Company does not maintain effective
control over the transferred assets through an
agreement to repurchase them before their maturity.
Mortgage Servicing Rights
The Company recognizes as assets the rights to service mortgage loans which it originates
and sells to others, principally
Fannie Mae.
These servicing rights are called “MSRs”.
The Company determines the fair value of MSRs on sold loans at
the date the loan is transferred.
An estimate of the Company’s MSRs is determined
using assumptions that market
participants would use in estimating future net servicing income, including
estimates of prepayment speeds, discount rate,
default rates, cost to service, escrow account earnings, contractual servicing
fee income, ancillary income, and late fees.
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78
Subsequent to the date of sale of the residential mortgage loans, the Company has
elected to measure its MSRs on such sold
mortgage loans under the amortization method.
Under the amortization method, MSRs are amortized in proportion to, and
over the period of, estimated net servicing income.
The amortization of MSRs is analyzed monthly and is adjusted to
reflect changes in prepayment speeds, as well as other factors.
MSRs are evaluated for impairment based on the fair value
of those assets.
Impairment is determined by stratifying MSRs into groupings based
on predominant risk characteristics,
such as interest rate and loan type.
If, by individual stratum, the carrying amount of the MSRs exceeds fair value, a
valuation allowance is established through a charge to
earnings.
The valuation allowance is adjusted as the fair value
changes.
MSRs are included in the other assets category in the accompanying consolidated balance
sheets at the lower of
cost or fair value.
See Note 14 “Fair Value”
Derivatives as Part of Designated Accounting Hedges
The Company applies hedge accounting to certain derivative instruments
used for risk management purposes, primarily
interest rate risk. To
qualify for hedge accounting, a derivative instrument must be highly effective
at reducing the risk
associated with the hedged exposure, and the hedging relationship must be formally
documented at its inception. The
Company uses regression analysis to assess the effectiveness of each hedging
relationship, unless the hedge qualifies for
other methods of assessing effectiveness (e.g., shortcut or
critical terms match), both at inception and throughout the life of
the hedge transaction.
The Company has a derivative instrument designated as part of a fair value
accounting hedge. This derivative consists of a
pay-fixed, receive-floating interest rate swap, and was entered into
to hedge changes in the fair value of a fixed-rate loan for
interest rate risk resulting from changes in a benchmark interest rate. In a qualifying
fair value hedge, the Company records
periodic changes in the fair value of the derivative instrument in current period
earnings. Simultaneously,
periodic changes
in the fair value of the hedged risk are also recorded in current period
earnings. Together,
these periodic changes in the fair
value of the derivative instrument and the fair value of the hedged risk are included
in the same line item of the
consolidated statements of earning associated with the hedged item,
and offset each other. Interest accruals
on both the
derivative instrument and the hedged item are also recorded in the same line item,
which effectively converts the designated
fixed-rate asset to a floating-rate asset. The Company structures interest rate
swaps associated with fair value hedges to
match the critical terms of the hedged items, thereby maximizing the economic
and accounting effectiveness of the hedging
relationships, resulting in the expectation that the hedging relationship will be highly
effective. If a fair value hedging
relationship ceases to qualify for hedge accounting, hedge accounting is discontinued
and future changes in the fair value of
the derivative instrument are recognized in current period earnings, until the
derivative is settled with the counterparty.
In
addition, all remaining basis adjustments resulting from periodic changes
in the fair value of the hedged risk, previously
recorded as a component of the carrying amount of the hedged item, are
amortized or accreted into interest income using
the interest method over the remaining life of the hedged item.
Income Taxes
Deferred tax assets and liabilities are the expected future tax amounts
for the temporary differences between carrying
amounts and tax bases of assets and liabilities, computed using enacted tax
rates. A valuation allowance, if needed, reduces
deferred tax assets to the amount expected to be realized.
The net deferred tax asset is reflected as a component of other
assets in the accompanying consolidated balance sheets.
Income tax expense or benefit for the year is allocated among continuing operations
and other comprehensive income
(loss), as applicable. The amount allocated to continuing operations is the income
tax effect of the pretax income or loss
from continuing operations that occurred during the year,
plus or minus income tax effects of (1) changes in certain
circumstances that cause a change in judgment about the realization of deferred
tax assets in future years, (2) changes in
income tax laws or rates, and (3) changes in income tax status, subject to certain
exceptions.
The amount allocated to other
comprehensive income (loss) is related solely to changes in the valuation allowance
on items that are normally accounted
for in other comprehensive income (loss) such as unrealized gains or
losses on available-for-sale securities.
In accordance with ASC 740,
Income Taxes
, a tax position is recognized as a benefit only if it is “more likely than not” that
the tax position would be sustained in a tax examination, with a tax examination being
presumed to occur. The amount
recognized is the largest amount of tax benefit that is greater than
50% likely of being realized on examination. For tax
positions not meeting the “more likely than not” test, no tax benefit is recorded.
It is the Company’s policy to recognize
interest and penalties related to income tax matters in income tax expense. The
Company and its wholly-owned subsidiaries
file consolidated Federal and State of Alabama income tax returns.
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79
Fair Value
Measurements
ASC 820,
Fair Value
Measurements,
which defines fair value, establishes a framework for measuring fair value
in U.S.
generally accepted accounting principles and expands disclosures about
fair value measurements. ASC 820 applies only to
fair-value measurements that are already required
or permitted by other accounting standards.
The definition of fair value
focuses on the exit price, i.e., the price that would be received to sell an asset or paid to transfer a
liability in an orderly
transaction between market participants at the measurement date,
not the entry price, i.e., the price that would be paid to
acquire the asset or received to assume the liability at the measurement date.
The statement emphasizes that fair value is a
market-based measurement; not an entity-specific measurement.
Therefore, the fair value measurement should be
determined based on the assumptions that market participants would
use in pricing the asset or liability.
For more
information related to fair value measurements, please refer to Note 14, Fair
Value.
NOTE 2: BASIC AND DILUTED NET EARNINGS PER SHARE
Basic net earnings per share is computed by dividing net earnings by
the weighted average common shares outstanding for
the year.
Diluted net earnings per share reflects the potential dilution that could occur upon exercise
of securities or other
rights for, or convertible into, shares of the
Company’s common stock.
During 2025, the Company granted 3,030 restricted
stock units (“RSUs”), which represent potential common shares.
These RSUs are included in the computation of diluted
net earnings per share using the treasury stock method.
No such securities were outstanding during the year ended
December 31, 2024.
The basic and diluted net earnings per share computations for the respective
years are presented below.
Year ended December 31
(Dollars in thousands, except share and per share data)
2025
2024
Basic:
Net earnings
$
7,255
$
6,397
Weighted average
common shares outstanding
3,493,699
3,493,690
Basic net earnings per share
$
2.08
$
1.83
Diluted:
Net earnings
$
7,255
$
6,397
Weighted average
common shares outstanding
3,493,699
3,493,690
Dilutive effect of restricted stock units
1,337
—
Weighted average
common shares outstanding, diluted
3,495,036
3,493,690
Diluted net earnings per share
$
2.08
$
1.83
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80
NOTE 3: SECURITIES
At December 31, 2025 and 2024, respectively,
all securities within the scope of ASC 320,
Investments – Debt and Equity
Securities
were classified as available-for-sale.
The fair value and amortized cost for securities available-for-sale by
contractual maturity at December 31, 2025 and 2024, respectively,
are presented below.
1 year
1 to 5
5 to 10
After 10
Fair
Gross Unrealized
Amortized
(Dollars in thousands)
or less
years
years
years
Value
Gains
Losses
Cost
December 31, 2025
Agency obligations (a)
$
—
35,580
18,204
—
53,784
—
4,727
$
58,511
Agency MBS (a)
—
20,112
16,171
125,644
161,927
—
19,063
180,990
State and political subdivisions
—
1,590
9,160
6,798
17,548
1
2,103
19,650
Total available-for-sale
$
—
57,282
43,535
132,442
233,259
1
25,893
$
259,151
December 31, 2024
Agency obligations (a)
$
—
26,655
25,756
—
52,411
—
7,734
$
60,145
Agency MBS (a)
10
19,863
14,904
138,899
173,676
—
28,901
202,577
State and political subdivisions
—
966
8,244
7,715
16,925
—
2,901
19,826
Total available-for-sale
$
10
47,484
48,904
146,614
243,012
—
39,536
$
282,548
(a) Includes securities issued by U.S. government agencies or government
sponsored entities.
Expected lives of
these securities may differ from contractual maturities because (i)
issuers may have the right to call or repay such securities
obligations with or without prepayment penalties and (ii) loans included in Agency
MBS generally have the right to prepay
such loans in whole or in part at any time.
Securities with aggregate fair values of $
209.4
million and $
222.3
million at December 31, 2025 and 2024, respectively,
were pledged to secure public deposits, securities sold under agreements
to repurchase, FHLB advances, and for other
purposes required or permitted by law.
Included in other assets on the accompanying consolidated balance sheets are nonmarketable
equity investments.
The
carrying amounts of nonmarketable equity investments were $
1.4
million at both December 31, 2025 and 2024,
respectively.
Nonmarketable equity investments include FHLB-Atlanta stock, Federal
Reserve Bank stock, and stock in a
privately held financial institution.
Fair Value
and Gross Unrealized Losses
The fair values and gross unrealized losses on securities at December
31, 2025 and 2024, respectively,
segregated by those
securities that have been in an unrealized loss position for less than 12 months and
12 months or more are presented below.
Less than 12 Months
12 Months or Longer
Total
Fair
Unrealized
Fair
Unrealized
Fair
Unrealized
(Dollars in thousands)
Value
Losses
Value
Losses
Value
Losses
December 31, 2025:
Agency obligations
$
—
—
53,784
4,727
53,784
$
4,727
Agency MBS
—
—
161,840
19,063
161,840
19,063
State and political subdivisions
—
—
14,827
2,103
14,827
2,103
Total
$
—
—
230,451
25,893
230,451
$
25,893
December 31, 2024:
Agency obligations
$
—
—
52,411
7,734
52,411
$
7,734
Agency MBS
7
—
173,669
28,901
173,676
28,901
State and political subdivisions
1,798
17
14,776
2,884
16,574
2,901
Total
$
1,805
17
240,856
39,519
242,661
$
39,536
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81
For the
securities in
the previous
table, the
Company assesses
whether or
not it
intends to
sell the
security,
or more
likely
than not
will be
required to
sell the
security,
before recovery
of its
amortized cost
basis.
Unrealized losses
have not
been
recognized into income
as the decline
in fair value
is largely due
to changes in
interest rates and
not credit quality.
For the
securities
in
the
previous
table,
as
of
December
31,
2025,
management
does
not intend
to
sell
and
it
is
likely
that
management will not be required to sell the securities prior to their anticipated recovery.
Agency Obligations
Investments
in
agency
obligations
are
guaranteed
of
full
and
timely
payments
by
the
issuing
agency.
Based
on
management's
analysis
and
judgement,
there
were
no
credit
losses attributable
to
the
Company’s
investments
in
agency obligations at December 31, 2025.
Agency MBS
Investments in
agency MBS
are issued
by Ginnie
Mae, Fannie
Mae, and
Freddie Mac.
Each of
these agencies
provide a
guarantee of full and
timely payments of principal
and interest by the issuing
agency.
Based on management's analysis
and
judgement, there were no credit losses attributable to the Company’s
investments in agency MBS at December 31, 2025.
State and Political Subdivisions
Investments
in
state
and
political
subdivisions
are
securities
issued
by
various municipalities
in
the
United
States.
The
majority
of
the
portfolio was
rated
AA
or
higher,
with
no
securities
rated
below
investment
grade
at
December
31,
2025.
Based
on
management's
analysis
and
judgement,
there
were
no
credit
losses
attributable
to
the
Company’s
investments in state and political subdivisions at December 31, 2025.
Realized Gains and Losses
The Company had no realized gains or losses on sale of securities during the years
ended December 31, 2025 and 2024,
respectively.
NOTE 4: LOANS AND ALLOWANCE
FOR CREDIT LOSSES
December 31
(In thousands)
2025
2024
Commercial and industrial
$
58,400
$
63,274
Construction and land development
56,436
82,493
Commercial real estate:
Owner occupied
59,568
55,346
Hotel/motel
47,870
35,210
Multifamily
51,516
43,556
Other
166,567
155,880
Total commercial
real estate
325,521
289,992
Residential real estate:
Consumer mortgage
59,781
60,399
Investment property
56,773
58,228
Total residential real
estate
116,554
118,627
Consumer installment
8,421
9,631
Total loans, net of unearned
income before basis adjustment
565,332
564,017
Basis adjustment associated with fair value hedge (1)
22
—
Total loans, net of unearned
income
565,354
564,017
(1) Represent the basis adjustment associated with application of hedge accounting
on certain loans. The basis adjustment
will be allocated to the amortized cost of associated loans within the portfolio if
the hedge accounting is discontinued.
Refer to
Note 12 Derivative Instruments
for additional information.
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82
Loans secured by real estate were approximately
88.2
% of the total loan portfolio at December 31, 2025.
At December 31,
2025, the Company’s geographic
loan distribution was concentrated primarily in Lee County,
Alabama and surrounding
areas.
The loan portfolio segment is defined as the level at which an entity develops
and documents a systematic method for
determining its allowance for credit losses. As part of the Company’s
quarterly assessment of the allowance, the loan
portfolio is disaggregated into the following portfolio segments:
commercial and industrial, construction and land
development, commercial real estate, residential real estate and consumer installment.
Where appropriate, the Company’s
loan portfolio segments are further disaggregated into classes. A class is generally
determined based on the initial
measurement attribute, risk characteristics of the loan, and an entity’s
method for monitoring and determining credit risk.
The following describe the risk characteristics relevant to each of the portfolio
segments and classes.
Commercial and industrial (“C&I”) —
includes loans to finance business operations, equipment purchases, or
other needs
for small and medium-sized commercial customers. Also
included in this category are loans to finance agricultural
production.
Generally, the primary source of repayment
is the cash flow from business operations and activities of the
borrower.
Construction and land development (“C&D”) —
includes both loans and credit lines for the purpose of purchasing,
carrying and developing land into commercial developments or residential
subdivisions. Also included are loans and lines
for construction of residential, multi-family and commercial buildings.
Generally, the primary source
of repayment is
dependent upon the sale or refinancing of the real estate collateral.
Commercial real estate
(“CRE”) —
includes loans disaggregated in these classes:
Owner occupied
– includes loans secured by business facilities to finance business operations, equipment
and
owner-occupied facilities primarily for small and medium-sized
commercial customers.
Generally,
the primary source
of loan repayment are the cash flows from the business operations and activities of the borrower,
who owns the
property.
Hotel/motel
– includes loans for hotels and motels.
Generally, the primary source
of repayment is dependent upon
income generated from the real estate collateral.
The underwriting of these loans takes into consideration the
occupancy and rental rates, as well as the financial health of the borrower.
Multifamily
– primarily includes loans to finance income-producing multifamily
properties. Loans in this class include
loans for 5 or more unit residential property and apartments leased to residents. Generally,
the primary source of
repayment is dependent upon income generated from the real estate collateral. The underwriting
of these loans takes
into consideration the occupancy and rental rates, as well as the financial health of the borrower.
Other
– primarily includes loans to finance income-producing commercial
properties. Loans in this class include loans
for neighborhood retail centers,
medical and professional offices, single retail stores, industrial
buildings, and
warehouses leased generally to local businesses and residents. Generally,
the primary source of repayment is dependent
upon income generated from the real estate collateral. The underwriting of these
loans takes into consideration the
occupancy and rental rates as well as the financial health of the borrower.
Residential real estate (“RRE”) —
includes loans disaggregated into two classes:
Consumer mortgage
– primarily includes
first or second lien mortgages and home equity lines to consumers that are
secured by a primary residence or second home. These loans are underwritten in accordance
with the Bank’s general
loan policies and procedures which require, among other things, proper documentation
of each borrower’s financial
condition, satisfactory credit history and property value.
Investment property
– primarily includes loans to finance income-producing 1-4 family residential
properties.
Generally, the primary source of repayment
is dependent upon income generated from leasing the property securing the
loan. The underwriting of these loans takes into consideration the rental rates as well as
the financial health of the
borrower.
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83
Consumer installment —
includes loans to individuals both secured by personal property and unsecured.
Loans include
personal lines of credit, automobile loans, and other retail loans.
These loans are underwritten in accordance with the
Bank’s general loan policies and procedures
which require, among other things, proper documentation of each borrower’s
financial condition, satisfactory credit history,
and if applicable, property value.
The following is a summary of current, accruing past due and nonaccrual loans by portfolio
class as of December 31, 2025
and 2024.
Accruing
Accruing
Total
30-89 Days
Greater than
Accruing
Non-
Total
(In thousands)
Current
Past Due
90 days
Loans
Accrual
Loans
December 31, 2025:
Commercial and industrial
$
58,394
6
—
58,400
—
$
58,400
Construction and land development
56,395
41
—
56,436
—
56,436
Commercial real estate:
Owner occupied
59,085
105
—
59,190
378
59,568
Hotel/motel
47,870
—
—
47,870
—
47,870
Multifamily
51,516
—
—
51,516
—
51,516
Other
166,567
—
—
166,567
—
166,567
Total commercial
real estate
325,038
105
—
325,143
378
325,521
Residential real estate:
Consumer mortgage
58,993
720
—
59,713
68
59,781
Investment property
56,737
—
—
56,737
36
56,773
Total residential real
estate
115,730
720
—
116,450
104
116,554
Consumer installment
8,348
73
—
8,421
—
8,421
Total
$
563,905
945
—
564,850
482
$
565,332
December 31, 2024:
Commercial and industrial
$
63,163
12
—
63,175
99
$
63,274
Construction and land development
82,089
—
—
82,089
404
82,493
Commercial real estate:
Owner occupied
55,346
—
—
55,346
—
55,346
Hotel/motel
35,210
—
—
35,210
—
35,210
Multifamily
43,556
—
—
43,556
—
43,556
Other
155,880
—
—
155,880
—
155,880
Total commercial
real estate
289,992
—
—
289,992
—
289,992
Residential real estate:
Consumer mortgage
59,677
722
—
60,399
—
60,399
Investment property
58,179
49
—
58,228
—
58,228
Total residential real
estate
117,856
771
—
118,627
—
118,627
Consumer installment
9,579
52
—
9,631
—
9,631
Total
$
562,679
835
—
563,514
503
$
564,017
Table of Contents
84
Credit Quality Indicators
The credit quality of the loan portfolio is summarized no less frequently than
quarterly using categories similar to the
standard asset classification system used by the federal banking agencies.
These categories are utilized to develop the
associated allowance for credit losses using historical losses adjusted for
qualitative and environmental factors and are
defined as follows:
●
Pass – loans which are well protected by the current net worth and paying
capacity of the obligor (or guarantors, if
any) or by the fair value, less cost to acquire and sell, of any underlying collateral.
●
Special Mention – loans with potential weakness that may,
if not reversed or corrected, weaken the credit or
inadequately protect the Company’s
position at some future date. These loans are not adversely classified and do
not expose an institution to sufficient risk to warrant an
adverse classification.
●
Substandard Accruing – loans that exhibit a well-defined weakness which
presently jeopardizes debt repayment,
even though they are currently performing. These loans are characterized
by the distinct possibility that the
Company may incur a loss in the future if these weaknesses are not corrected.
Nonaccrual – includes loans where management has determined that full payment
of principal and interest is not expected.
The following tables present credit quality indicators for the loan portfolio
segments and classes by year of origination as of
December 31, 2025 and 2024.
Table of Contents
85
(Dollars in thousands)
2025
2024
2023
2022
2021
Prior to
2021
Revolving
Loans
Total
Loans
December 31, 2025:
Commercial and industrial
Pass
$
9,403
5,035
5,126
7,055
10,379
17,219
3,950
$
58,167
Special mention
74
4
7
—
—
—
—
85
Substandard
—
—
7
139
2
—
—
148
Nonaccrual
—
—
—
—
—
—
—
—
Total commercial and industrial
9,477
5,039
5,140
7,194
10,381
17,219
3,950
58,400
Current period gross charge-offs
40
—
99
3
—
—
—
142
Construction and land development
Pass
31,315
14,175
7,321
2,080
69
711
765
$
56,436
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Nonaccrual
—
—
—
—
—
—
—
—
Total construction and land development
31,315
14,175
7,321
2,080
69
711
765
56,436
Current period gross charge-offs
—
—
—
—
—
—
—
—
Commercial real estate:
Owner occupied
Pass
9,755
1,312
11,889
6,235
13,830
11,618
2,682
$
57,321
Special mention
620
—
—
—
—
—
750
1,370
Substandard
—
499
—
—
—
—
—
499
Nonaccrual
—
—
—
—
—
378
—
378
Total owner occupied
10,375
1,811
11,889
6,235
13,830
11,996
3,432
59,568
Current period gross charge-offs
—
—
—
—
—
296
—
296
Hotel/motel
Pass
5,012
14,161
6,143
8,976
2,948
10,630
—
$
47,870
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Nonaccrual
—
—
—
—
—
—
—
—
Total hotel/motel
5,012
14,161
6,143
8,976
2,948
10,630
—
47,870
Current period gross charge-offs
—
—
—
—
—
—
—
—
Table of Contents
86
(Dollars in thousands)
2025
2024
2023
2022
2021
Prior to
2021
Revolving
Loans
Total
Loans
December 31, 2025:
Multi-family
Pass
1,254
3,615
12,550
20,560
1,726
8,652
142
48,499
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
3,017
—
3,017
Nonaccrual
—
—
—
—
—
—
—
—
Total multi-family
1,254
3,615
12,550
20,560
1,726
11,669
142
51,516
Current period gross charge-offs
—
—
—
—
—
—
—
—
Other
Pass
25,027
41,004
12,501
28,033
17,244
24,310
17,589
165,708
Special mention
—
364
—
—
495
—
—
859
Substandard
—
—
—
—
—
—
—
—
Nonaccrual
—
—
—
—
—
—
—
—
Total other
25,027
41,368
12,501
28,033
17,739
24,310
17,589
166,567
Current period gross charge-offs
—
—
—
—
—
—
—
—
Residential real estate:
Consumer mortgage
Pass
6,413
4,344
16,249
16,527
2,263
10,977
1,692
58,465
Special mention
—
—
—
—
—
184
65
249
Substandard
—
—
—
—
—
754
245
999
Nonaccrual
—
—
68
—
—
—
—
68
Total consumer mortgage
6,413
4,344
16,317
16,527
2,263
11,915
2,002
59,781
Current period gross charge-offs
—
—
4
—
—
1
—
5
Investment property
Pass
9,332
8,045
10,016
9,849
6,790
10,375
1,999
56,406
Special mention
—
—
—
—
—
—
—
—
Substandard
236
—
—
91
4
—
—
331
Nonaccrual
—
—
36
—
—
—
—
36
Total investment property
9,568
8,045
10,052
9,940
6,794
10,375
1,999
56,773
Current period gross charge-offs
—
—
2
—
—
—
—
2
Consumer installment
Pass
4,121
1,981
972
780
137
81
304
8,376
Special mention
—
7
2
—
—
—
—
9
Substandard
8
7
21
—
—
—
—
36
Nonaccrual
—
—
—
—
—
—
—
—
Total consumer installment
4,129
1,995
995
780
137
81
304
8,421
Current period gross charge-offs
42
45
9
—
—
—
—
96
Total loans
Pass
101,632
93,672
82,767
100,095
55,386
94,573
29,123
557,248
Special mention
694
375
9
—
495
184
815
2,572
Substandard
244
506
28
230
6
3,771
245
5,030
Nonaccrual
—
—
104
—
—
378
—
482
Total loans
$
102,570
94,553
82,908
100,325
55,887
98,906
30,183
$
565,332
Total current period gross charge-offs
$
82
45
114
4
—
296
—
541
Table of Contents
87
Year of Origination
2024
2023
2022
2021
2020
Prior to
2020
Revolving
Loans
Total
Loans
(Dollars in thousands)
December 31, 2024:
Commercial and industrial
Pass
$
11,290
7,265
8,488
9,677
4,659
16,989
4,425
62,793
Special mention
49
74
—
—
—
—
—
123
Substandard
50
21
181
7
—
—
—
259
Nonaccrual
—
99
—
—
—
—
—
99
Total commercial and industrial
11,389
7,459
8,669
9,684
4,659
16,989
4,425
63,274
Current period gross charge-offs
—
—
9
—
—
—
—
9
Construction and land development
Pass
31,144
29,520
16,504
1,794
1,434
104
1,589
82,089
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Nonaccrual
404
—
—
—
—
—
—
404
Total construction and land development
31,548
29,520
16,504
1,794
1,434
104
1,589
82,493
Current period gross charge-offs
—
—
—
—
—
—
—
—
Commercial real estate:
Owner occupied
Pass
1,921
11,206
6,776
17,114
3,396
12,030
1,552
53,995
Special mention
—
249
—
—
591
—
—
840
Substandard
511
—
—
—
—
—
—
511
Nonaccrual
—
—
—
—
—
—
—
—
Total owner occupied
2,432
11,455
6,776
17,114
3,987
12,030
1,552
55,346
Current period gross charge-offs
—
—
—
—
—
—
—
—
Hotel/motel
Pass
480
6,480
5,303
3,079
1,299
14,437
4,132
35,210
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Nonaccrual
—
—
—
—
—
—
—
—
Total hotel/motel
480
6,480
5,303
3,079
1,299
14,437
4,132
35,210
Current period gross charge-offs
—
—
—
—
—
—
—
—
Table of Contents
88
Year of Origination
2024
2023
2022
2021
2020
Prior to
2020
Revolving
Loans
Total
Loans
(Dollars in thousands)
December 31, 2024:
Multi-family
Pass
3,739
6,041
17,037
1,863
3,493
6,400
4,983
43,556
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Nonaccrual
—
—
—
—
—
—
—
—
Total multi-family
3,739
6,041
17,037
1,863
3,493
6,400
4,983
43,556
Current period gross charge-offs
—
—
—
—
—
—
—
—
Other
Pass
43,753
21,085
32,521
21,249
16,743
16,289
4,120
155,760
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
120
—
—
120
Nonaccrual
—
—
—
—
—
—
—
—
Total other
43,753
21,085
32,521
21,249
16,863
16,289
4,120
155,880
Current period gross charge-offs
—
—
—
—
—
—
—
—
Residential real estate:
Consumer mortgage
Pass
5,885
18,389
18,434
2,466
2,565
10,590
808
59,137
Special mention
243
—
—
—
2
486
—
731
Substandard
—
—
—
—
—
531
—
531
Nonaccrual
—
—
—
—
—
—
—
—
Total consumer mortgage
6,128
18,389
18,434
2,466
2,567
11,607
808
60,399
Current period gross charge-offs
—
—
—
—
—
61
—
61
Investment property
Pass
10,339
10,824
10,651
8,305
11,435
4,794
1,317
57,665
Special mention
—
—
—
—
—
—
—
—
Substandard
278
40
93
9
143
—
—
563
Nonaccrual
—
—
—
—
—
—
—
—
Total investment property
10,617
10,864
10,744
8,314
11,578
4,794
1,317
58,228
Current period gross charge-offs
—
—
—
—
—
—
—
—
Consumer installment
Pass
5,015
2,057
1,911
296
90
113
67
9,549
Special mention
—
9
—
9
—
—
—
18
Substandard
39
15
10
—
—
—
—
64
Nonaccrual
—
—
—
—
—
—
—
—
Total consumer installment
5,054
2,081
1,921
305
90
113
67
9,631
Current period gross charge-offs
25
42
42
1
—
4
—
114
Total loans
Pass
113,566
112,867
117,625
65,843
45,114
81,746
22,993
559,754
Special mention
292
332
—
9
593
486
—
1,712
Substandard
878
76
284
16
263
531
—
2,048
Nonaccrual
404
99
—
—
—
—
—
503
Total loans
$
115,140
113,374
117,909
65,868
45,970
82,763
22,993
564,017
Total current period gross charge-offs
$
25
42
51
1
—
65
—
184
Table of Contents
89
Allowance for Credit Losses
The allowance for credit losses is estimated under the Current Expected
Credit Losses (“CECL”) methodology set forth in
FASB ASC 326,
Financial Instruments – Credit Losses.
Under the CECL methodology,
the allowance for credit losses is
measured on a collective basis for pools of loans with similar risk characteristics,
and for loans that do not share similar risk
characteristics with the collectively evaluated pools, evaluations are
performed on an individual basis.
The composition of the provision for credit losses for the respective periods
is presented below.
Year ended December 31,
(Dollars in thousands)
2025
2024
Provision for credit losses:
Loans
$
703
$
(6)
Reserve for unfunded commitments
( 72 )
42
Total provision for credit
losses
$
631
$
36
The following table details the changes in the allowance for credit losses by portfolio
segment for the years ended
December 31, 2025 and 2024.
(in thousands)
Commercial
and industrial
Construction
and land
Development
Commercial
Real Estate
Residential
Real Estate
Consumer
Installment
Total
Balance, December 31, 2023
$
1,288
960
3,921
546
148
$
6,863
Charge-offs
( 9 )
—
—
( 61 )
( 114 )
( 184 )
Recoveries
144
—
—
9
45
198
Net recoveries (charge-offs)
135
—
—
( 52 )
( 69 )
14
Provision for credit losses
( 179 )
99
( 79 )
94
59
( 6 )
Balance, December 31, 2024
$
1,244
1,059
3,842
588
138
$
6,871
Charge-offs
( 142 )
—
( 296 )
( 7 )
( 96 )
( 541 )
Recoveries
30
—
—
84
29
143
Net (charge-offs) recoveries
( 112 )
—
( 296 )
77
( 67 )
( 398 )
Provision for credit losses
( 3 )
245
231
172
58
703
Balance, December 31, 2025
$
1,129
1,304
3,777
837
129
$
7,176
Table of Contents
90
The Company did not recognize any interest income on nonaccrual loans during
2025 and 2024.
The Company designates individually evaluated loans on nonaccrual status as collateral
-dependent loans, as well as other
loans that management of the Company designates as having higher risk.
Collateral-dependent loans are loans for which
the repayment is expected to be provided substantially through the operation
or sale of the collateral and the borrower is
experiencing financial difficulty.
These loans do not share common risk characteristics and are not included within the
collectively evaluated loans for determining the allowance for credit
losses.
Under CECL, for collateral-dependent loans,
the Company has adopted the practical expedient to measure the allowance
for credit losses based on the fair value of
collateral.
The allowance for credit losses is calculated on an individual loan basis based
on the shortfall between the fair
value of the loan’s collateral, which
is adjusted for liquidation costs/discounts, and amortized costs.
If the fair value of the
collateral exceeds the amortized cost, no allowance is required.
The following table presents the amortized cost basis of collateral dependent loans,
which are individually evaluated to
determine expected credit losses for the years ended December 31, 2025 and 2024:
(Dollars in thousands)
Real Estate
Business Assets
Total Loans
December 31, 2025:
Commercial real estate
$
378
—
$
378
Total
$
378
—
$
378
December 31, 2024:
Commercial and industrial
$
—
99
$
99
Construction and land development
404
—
404
Total
$
404
99
$
503
At December 31, 2025, the Company had one additional individually
evaluated commercial real estate loan in the amount
of $
3.0
million that was not considered collateral dependent and was accruing in accordance with
its contractual terms.
This loan had a calculated allowance of $
0.5
million at December 31, 2025.
The allowance for this loan was measured
using the present value of expected future cash flows, discounted at the loan’s
effective interest rate.
Expected cash flows
were developed using probability of default and loss given default assumptions
specific to the borrower.
The gross interest income which would have been recorded under the original terms
of those nonaccrual loans had they
been accruing interest, amounted to approximately $
15
thousand and $
14
thousand for the years ended December 31, 2025
and 2024, respectively.
The following table summarizes the Company’s
nonaccrual loans by major categories as of December 31, 2025 and 2024.
Nonaccrual loans
Nonaccrual loans
Total
(Dollars in thousands)
with no Allowance
with an Allowance
Nonaccrual Loans
December 31, 2025
Commercial real estate
378
—
378
Residential real estate
—
104
104
Total
$
378
104
$
482
December 31, 2024
Commercial and industrial
—
99
99
Construction and land development
404
—
404
Total
$
404
99
$
503
The Company had no modifications to loans made to borrowers experiencing
financial difficulty at December 31, 2025 and
2024.
Table of Contents
91
NOTE 5: PREMISES AND EQUIPMENT
Premises and equipment at December 31, 2025 and 2024 is presented
below.
December 31
(Dollars in thousands)
2025
2024
Land and improvements
$
12,800
12,800
Buildings and improvements
38,035
36,978
Furniture, fixtures, and equipment
4,613
4,335
Construction in progress
184
38
Total premises and
equipment
55,632
54,151
Less:
accumulated depreciation
( 10,032 )
( 8,220 )
Premises and equipment, net
$
45,600
45,931
Depreciation expense was approximately $
1.8
million and $
1.7
million for the years ended December 31, 2025 and 2024,
respectively, and is a component
of net occupancy and equipment expense in the consolidated statements of earnings.
NOTE 6: LEASES
The Company leases excess retail and office space
in its headquarters building to third-party tenants under noncancelable
operating lease agreements. These leases generally include fixed rental
payments with scheduled escalation provisions over
the respective lease terms.
The Company accounts for these arrangements as operating leases in accordance
with Accounting Standards Codification
(“ASC”) Topic 842,
Leases
. Lease income is recognized on a straight-line basis over the terms of the
leases when
collectability is probable. Differences between contractual
rental payments and lease income recognized are recorded as
deferred rent within other assets or other liabilities in the consolidated balance
sheets.
Tenant leases also require
reimbursement of the tenants’ allocated portion of operating expenses associated with the
building, including utilities, maintenance, property taxes, insurance
and other common area costs. These reimbursements
represent variable lease payments and are recognized as income when received
.
Certain tenant leases include the right to use parking spaces within the Company’s
parking deck located on the same
property as the headquarters building. These parking arrangements are considered
part of the overall lease arrangement and
are included in the lease consideration.
Lease income is recorded as a reduction of net occupancy and equipment
expense in the consolidated statements of
earnings. For the years ended December 31, 2025 and 2024, total lease income
was $
1.4
million and $
1.0
million,
respectively.
Future minimum lease payments to be received under noncancelable operating
leases as of December 31, 2025 were as
follows:
(Dollars in thousands)
Minimum lease
payments to be
rceived
2026
$
931
2027
953
2028
975
2029
976
2030
934
Thereafter
1,937
Total minimum
lease payments to be received
$
6,706
Table of Contents
92
NOTE 7: MORTGAGE SERVICING
RIGHTS, NET
MSRs are recognized
based on the
fair value of
the servicing rights
on the date
the corresponding mortgage
loans are sold.
An
estimate
of
the
Company’s
MSRs
is
determined
using
assumptions
that
market
participants
would
use
in
estimating
future net servicing
income, including estimates
of prepayment speeds,
discount rates,
default rates, cost
to service, escrow
account earnings,
contractual servicing
fee income,
ancillary income,
and late
fees.
Subsequent to
the date
of transfer,
the
Company
has
elected
to
measure
its
MSRs
under
the
amortization
method.
Under
the
amortization
method,
MSRs
are
amortized in proportion
to, and over
the period of,
estimated net servicing
income. Servicing
fee income is
recorded net of
related amortization expense and recognized in earnings as part of mortgage
lending income.
The Company has recorded MSRs related to loans sold without recourse
to Fannie Mae.
The Company generally sells
conforming, fixed-rate, closed-end, residential mortgages to Fannie Mae.
MSRs are included in other assets on the
accompanying consolidated balance sheets.
The Company evaluates MSRs for impairment on a quarterly basis.
Impairment is determined by stratifying MSRs into
groupings based on predominant risk characteristics, such as interest rate and
loan type.
If, by individual stratum, the
carrying amount of the MSRs exceeds fair value, a valuation allowance is established.
The valuation allowance is adjusted
as the fair value changes.
Changes in the valuation allowance are recognized in earnings as a component
of mortgage
lending income.
The following table details the changes in amortized MSRs and the related valuation
allowance for the years ended
December 31, 2025 and 2024.
Year ended December 31
(Dollars in thousands)
2025
2024
Beginning balance
$
892
992
Additions, net
51
79
Amortization expense
( 172 )
( 179 )
Ending balance
$
771
892
Valuation
allowance included in MSRs, net:
Beginning of period
$
—
—
End of period
—
—
Fair value of amortized MSRs:
Beginning of period
$
2,204
2,382
End of period
2,034
2,204
Data and assumptions used in the fair value calculation related to MSRs at December
31, 2025 and 2024, respectively,
are
presented below.
December 31
(Dollars in thousands)
2025
2024
Unpaid principal balance
$
190,713
205,915
Weighted average
prepayment speed (CPR)
8.2
%
7.3
Discount rate (annual percentage)
9.5
%
10.0
Weighted average
coupon interest rate
3.7
%
3.6
Weighted average
remaining maturity (months)
237
242
Weighted average
servicing fee (basis points)
25.0
25.0
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93
At December 31, 2025, the weighted average amortization period
for MSRs was
6.8
years.
Estimated amortization expense
for each of the next five years is presented below.
(Dollars in thousands)
December 31, 2025
2026
$
106
2027
92
2028
80
2029
70
2030
61
NOTE 8:
DEPOSITS
At December 31, 2025, the scheduled maturities of certificates of deposit
and other time deposits are presented below.
(Dollars in thousands)
December 31, 2025
2026
$
164,263
2027
7,493
2028
2,233
2029
672
2030
2,140
Thereafter
—
Total certificates of
deposit and other time deposits
$
176,801
Additionally, at December
31, 2025 and 2024, approximately $
79.3
million and $
87.7
million, respectively, of certificates
of deposit and other time deposits were issued in denominations greater
than $250 thousand.
At December 31, 2025 and 2024, the amount of deposit accounts in overdraft
status that were reclassified to loans on the
accompanying consolidated balance sheets was not material.
NOTE 9:
INCOME TAXES
For the years ended December 31, 2025 and 2024 the components of
income tax expense from continuing operations are
presented below.
Year ended December 31
(Dollars in thousands)
2025
2024
Current income tax expense
Federal
$
1,676
991
State
409
571
Total current
income tax expense
2,085
1,562
Deferred income tax (benefit) expense:
Federal
( 102 )
473
State
( 27 )
( 35 )
Total deferred income
tax (benefit) expense
( 129 )
438
Total income
tax expense
$
1,956
2,000
Cash paid for income taxes, net of refunds, consists of the following:
Year ended December 31
(Dollars in thousands)
2025
2024
Federal
$
346
725
State - Alabama
330
519
Total
676
1,244
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94
Total income
tax expense differs from the amounts computed by applying the statutory
federal income tax rate of 21% to
earnings before income taxes.
A reconciliation of the differences for the years ended
December 31, 2025 and 2024, is
presented below.
2025
2024
Percent of
Percent of
pre-tax
pre-tax
(Dollars in thousands)
Amount
earnings
Amount
earnings
Earnings before income taxes
$
9,211
8,397
Income taxes at U.S. federal statutory rate
1,935
21.0
%
1,763
21.0
%
State income taxes, net of federal tax effect (1)
299
3.2
388
4.6
Tax credits:
New Markets Tax Credit
(2)
( 58 )
( 0.6 )
( 58 )
( 0.7 )
Nontaxable or nondeductible items:
Tax-exempt interest
( 203 )
( 2.2 )
( 290 )
( 3.5 )
Bank-owned life insurance
( 87 )
( 0.9 )
( 85 )
( 1.0 )
Return-to-provision adjustment
—
—
263
3.1
Other
70
0.7
19
0.3
Total income
tax expense
$
1,956
21.2
%
2,000
23.8
%
(1) State taxes in Alabama made up the majority (greater than 50 percent) of
the tax effect in this category.
(2) Tax credit investments
includes tax credits and the amortization of and projected tax losses from tax
credit investments.
At December 31, 2025 and 2024, the Company had a net deferred tax
asset of $6.9 million and $10.2 million, respectively,
included in other assets on the consolidated balance sheet.
The tax effects of temporary differences that give rise to
significant portions of the deferred tax assets and deferred tax liabilities at December
31, 2025 and 2024 are presented
below.
December 31
(Dollars in thousands)
2025
2024
Deferred tax assets:
Allowance for credit losses
$
1,802
1,726
Unrealized loss on securities
6,502
9,929
Accrued bonus
270
207
Right of use liability
39
58
Other
78
99
Total deferred tax
assets
8,691
12,019
Deferred tax liabilities:
Premises and equipment
1,180
1,212
Originated mortgage servicing rights
194
224
Right of use asset
39
58
Other
384
333
Total deferred tax
liabilities
1,797
1,827
Net deferred tax asset
$
6,894
10,192
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95
A valuation allowance is recognized for a deferred tax asset if, based on the weight of
available evidence, it is more-likely-
than-not that some portion of the entire deferred tax asset will not be realized.
The ultimate realization of deferred tax
assets is dependent upon the generation of future taxable income during
the periods in which those temporary differences
become deductible.
Management considers the scheduled reversal of deferred tax liabilities, projected
future taxable
income and tax planning strategies in making this assessment. Based upon
the level of historical taxable income and
projection for future taxable income over the periods which the temporary
differences resulting in the remaining deferred
tax assets are deductible, management believes it is more-likely-than-not
that the Company will realize the benefits of these
deductible differences at December 31, 2025.
The amount of the deferred tax assets considered realizable, however,
could
be reduced in the near term if estimates of future taxable income are reduced.
The change in the net deferred tax asset for the years ended December 31, 2025
and 2024, is presented
below.
Year ended December 31
(Dollars in thousands)
2025
2024
Net deferred tax asset (liability):
Balance, beginning of year
$
10,192
10,252
Cumulative effect of change in accounting standard
—
183
Deferred tax expense (benefit) related to continuing operations
129
( 438 )
Stockholders' equity,
for accumulated other comprehensive (income) loss
( 3,427 )
195
Balance, end of year
$
6,894
10,192
ASC 740,
Income Taxes,
defines the threshold for recognizing the benefits of tax return positions in the financial
statements
as “more-likely-than-not” to be sustained by the taxing authority.
This section also provides guidance on the de-
recognition, measurement, and classification of income tax uncertainties
in interim periods.
As of December 31, 2025, the
Company had no unrecognized tax benefits related to federal or state income tax matters.
The Company does not anticipate
any material increase or decrease in unrecognized tax benefits during
2026 relative to any tax positions taken prior to
December 31, 2025.
As of December 31, 2025, the Company has accrued no interest and no penalties related to uncertain
tax positions.
It is the Company’s policy to recognize
interest and penalties related to income tax matters in income tax
expense.
The Company and its subsidiaries file consolidated U.S. federal and
State of Alabama income tax returns.
The Company is
currently open to audit under the statute of limitations by the Internal Revenue Service
and the State of Alabama for the
years ended December 31, 2022 through 2025.
NOTE 10:
EMPLOYEE BENEFIT PLAN
The Company sponsors a qualified defined contribution retirement plan,
the Auburn National Bancorporation, Inc. 401(k)
Plan (the "Plan").
Eligible employees may contribute up to 100% of eligible compensation, subject to
statutory limits upon
completion of 2 months of service.
Furthermore, the Company allows employer Safe Harbor contributions.
Participants are
immediately vested in employer Safe Harbor contributions. The
Company's matching contributions on behalf of
participants were equal to $1.00 for each $1.00 contributed by participants,
up to 3% of each participant's
eligible
compensation, and $0.50 for every $1.00 contributed by participants, above
3% up to 5% of each participant's
eligible
compensation, for a maximum matching contribution of 4% of the participants' eligible
compensation. Company matching
contributions to the Plan were approximately $
0.3
million for the years ended December 31, 2025 and 2024, respectively,
and are included in salaries and benefits expense.
NOTE 11:
STOCK-BASED COMPENSATI
ON
The Company maintains an equity incentive plan (the “Plan”) pursuant to
which restricted stock units (“RSUs”) may be
granted to executive officers and key employees. Each
RSU represents the right to receive one share of the Company’s
common stock upon vesting. RSUs do not represent an ownership interest
in the Company’s common
stock and do not
provide voting rights prior to vesting. Awards
are evidenced by individual award agreements and are subject to the terms of
the Plan.
On July 24, 2025, the Company granted
3,030
RSUs with a grant-date fair value of $
28.34
per unit, based on the closing
market price of the Company’s common
stock on Nasdaq on the date of grant, for aggregate grant-date fair value of $
86
thousand. The RSUs vest in full on March 10, 2026 (the “Vesting
Date”), subject to continued employment through the
V
esting Date.
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96
The award agreement provides for dividend equivalents. Dividend equivalents
are additional RSUs credited upon the
payment of cash dividends on the Company’s
common stock. The number of RSUs issued as dividend equivalents is
determined based on the number of RSUs held on the dividend payment
date multiplied by the cash dividend per share,
divided by the closing price of the Company’s
common stock on the dividend payment date. RSUs issued as dividend
equivalents vest on the same terms and conditions as the underlying RSUs.
The incremental compensation cost associated
with such dividend equivalents was not material to the Company’s
consolidated financial statements.
The vesting of RSUs, including any dividend equivalents, may be
accelerated upon certain events, including death or
disability (100% vesting), retirement (pro rata vesting), termination without
cause (pro rata vesting), or a change in control
in which the awards are not assumed by the surviving entity.
Except as provided in the award agreement, unvested RSUs
are forfeited upon termination of employment. In the event of termination
for cause, the Compensation Committee may
require the return of shares or other amounts received in respect of RSUs that vested
during the period constituting cause.
RSUs are nontransferable and are subject to the Company’s
insider trading policy and other restrictive covenants contained
in the applicable
award agreement.
Compensation cost for RSUs is recognized on a straight-line basis over the
requisite service period. The Company accounts
for forfeitures as they occur. There
were no forfeitures related to these RSUs during the year ended December 31, 2025.
For the year ended December 31, 2025, the Company recognized $
62
thousand of stock-based compensation expense
related to these RSUs. Such expense is included in salaries and benefits expense
in the Consolidated Statements of
Earnings, with a corresponding increase to additional paid-in capital.
As of December 31, 2025, unrecognized compensation cost related to these RSUs totaled $
24
thousand, which is expected
to be recognized through the vesting date of March 10, 2026.
NOTE 12: DERIVATIVE
INSTRUMENTS
From time to time, the Company may enter into interest rate swaps to facilitate customer transactions
and manage the
Company’s exposure to interest rate risk associated
with changes in the Secured Overnight Financing Rate (“SOFR”).
The
Company does not enter into derivative instruments for speculative or
trading purposes.
In December 2025, the Company entered into a pay-fixed, receive-variable
interest rate swap with a notional amount of
approximately $10.0 million. The swap was designated as a fair value hedge
of changes in the fair value of a specified loan
attributable to changes in the benchmark interest rate (SOFR).
Under the terms of the swap, the Company pays a fixed rate of interest and receives
a variable rate based on SOFR. The
hedge was designated as a fair value hedge under ASC 815,
Derivatives and Hedging
, and qualified for the shortcut
method. Accordingly,
the Company assumes no hedge ineffectiveness, and changes in the fair
value of the derivative are
recognized in earnings in the same income statement line item as the changes
in the fair value of the hedged loan
attributable to the hedged risk.
The following table presents the fair value of derivative instruments designated
as hedging instruments as of December 31,
2025:
Balance Sheet
Fair Value
Fair Value
(Dollars in thousands)
Location
Asset
Liability
December 31, 2025:
Interest rate swap (fair value hedge)
Other Liabilities
$
—
$
22
Total interest rate swap
agreements
$
—
$
22
Accrued interest receivable related to the interest rate swap of $
0.1
million is included in Other Assets as of December 31,
2025.
The Company had no derivative instruments not designated as hedging
instruments at December 31, 2025.
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97
The following table presents the effect of fair value hedge accounting
on the Consolidated Statements of Earnings for the
year ended December 31, 2025:
Amount of Gain
Amount of Gain
(Loss) Recognized
Location of Gain
(Loss) Recognized
in Income on Hedged
(Loss) Recognized
in Income on Hedged
Item Attributable
(Dollars in thousands)
in Income
Item
to Hedged Risk
Year
ended December 31, 2025:
Interest rate swap (fair value hedge)
Interest Income (Loans)
$
( 22 )
$
22
Total interest rate swap
agreements
$
(22)
$
22
The carrying amount of the loan designated as the hedged item in the fair value hedge
is included in Loans, net of unearned
income on the Consolidated Balance Sheet and includes a cumulative basis adjustment
for changes in fair value attributable
to the hedged risk.
As of December 31, 2025, the carrying amount of the hedged loan was $
10.0
million, which included a
cumulative fair value hedge basis adjustment of $22 thousand.
Because the hedge qualified for the shortcut method, the hedge relationship
was assumed to be perfectly effective, and
therefore no hedge ineffectiveness was recognized
during the year ended December 31, 2025.
The Company is exposed to credit risk in the event of nonperformance by
the counterparty to the interest rate swap. The
Company manages this risk by transacting with a counterparty that meets established
credit standards. The Company does
not anticipate nonperformance by the counterparty.
The derivative is subject to a master netting arrangement; however,
the Company does not offset derivative assets and
liabilities on the Consolidated Balance Sheets.
NOTE 13:
COMMITMENTS AND CONTINGENT LIABILITIES
Credit-Related Financial Instruments
The Company is party to credit-related financial instruments with off
-balance sheet risk in the normal course of business to
meet the financing needs of its customers.
These financial instruments include commitments to extend credit and standby
letters of credit.
Such commitments involve, to varying degrees, elements of credit and interest rate risk in
excess of the
amount recognized in the consolidated balance sheets.
The Company’s exposure to
credit loss is represented by the contractual amount of these commitments.
The Company
follows the same credit policies in making commitments as it does for on-balance
sheet instruments.
At December 31, 2025 and 2024, the following financial instruments were
outstanding whose contract amount represents
credit risk.
December 31
(Dollars in thousands)
2025
2024
Commitments to extend credit
$
48,061
$
84,667
Standby letters of credit
1,001
738
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98
Commitments to extend credit are agreements to lend to a customer provided
there is no violation of any condition
established in the commitment agreement and provided the
commitments are not otherwise cancelable by the Bank.
Commitments generally have fixed expiration dates or other termination
clauses and may require payment of a fee.
The
commitments for lines of credit may expire without being drawn upon.
Therefore, total commitment amounts do not
necessarily represent future cash requirements.
The amount of collateral obtained, if it is deemed necessary by the
Company, is based on
management’s credit evaluation of the customer.
The Company records an allowance for credit
losses on off-balance sheet exposures, unless the commitments to
extend credit are unconditionally cancelable, through a
charge to provision for credit losses in the Company’s
Consolidated Statement of Earnings.
The allowance for credit losses
related to unfunded commitments was $
0.3
million at both December 31, 2025 and 2024, respectively,
and is included in
other liabilities on the Company’s
Consolidated Balance Sheet.
See “Note 1: Summary of Significant Accounting Policies –
Allowance for credit losses – Unfunded commitments.”
Standby letters of credit are conditional commitments issued by the
Company to guarantee the performance of a customer
to a third party.
The credit risk involved in issuing letters of credit is essentially the same as that involved
in extending loan
facilities to customers.
The Company holds various assets as collateral, including accounts receivable,
inventory,
equipment, marketable securities, and property to support those commitments
for which collateral is deemed necessary.
The Company has a recorded a liability for the estimated fair value of these
standby letters of credit in the amount of $
12
thousand and $
13
thousand at December 31, 2025 and 2024, respectively.
Contingent Liabilities
The Company and the Bank are involved in various legal proceedings, arising
in connection with their business.
In the
opinion of management, based upon consultation with legal counsel, the
ultimate resolution of these proceedings will not
have a material adverse effect upon the consolidated financial
condition or results of operations of the Company and the
Bank.
NOTE 14: FAIR VALUE
Fair Value
Hierarchy
“Fair value” is defined by ASC 820,
Fair Value
Measurements and Disclosures
, as the price that would be received to sell
an asset or paid to transfer a liability in an orderly transaction occurring in the principal
market (or most advantageous
market in the absence of a principal market) for an asset or liability at the measurement
date.
GAAP establishes a fair
value hierarchy for valuation inputs that gives the highest priority to
quoted prices in active markets for identical assets or
liabilities and the lowest priority to unobservable inputs.
The fair value hierarchy is as follows:
Level 1—inputs to the valuation methodology are quoted prices, unadjusted,
for identical assets or liabilities in active
markets.
Level 2—inputs to the valuation methodology include quoted prices for similar
assets and liabilities in active markets,
quoted prices for identical or similar assets or liabilities in markets that are not
active, or inputs that are observable for the
asset or liability, either directly
or indirectly.
Level 3—inputs to the valuation methodology are unobservable and reflect
the Company’s own assumptions about
the
inputs market participants would use in pricing the asset or liability.
Level changes in fair value measurements
Transfers between levels of the fair value hierarchy
are generally recognized at the end of the reporting period.
The
Company monitors the valuation techniques utilized for each category
of financial assets and liabilities to ascertain when
transfers between levels have been affected.
The nature of the Company’s financial
assets and liabilities generally is such
that transfers in and out of any level are expected to be infrequent. For the years ended
December 31, 2025 and 2024, there
were no transfers between levels and no changes in valuation techniques for
the Company’s financial assets and liabilities.
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99
Assets and liabilities measured at fair value on a recurring
basis
Securities available-for-sale
Fair values of securities available for sale were primarily measured
using Level 2 inputs.
For these securities, the Company
obtains pricing from third party pricing services.
These third-party pricing services consider observable data that may
include broker/dealer quotes, market spreads, cash flows, market consensus
prepayment speeds, benchmark yields, reported
trades for similar securities, credit information and the securities’ terms and conditions.
On a quarterly basis, management
reviews the pricing received from the third-party pricing services for
reasonableness given current market conditions.
As
part of its review, management
may obtain non-binding third party broker quotes to validate the fair value measurements.
In addition, management will periodically submit pricing provided by
the third-party pricing services to another
independent valuation firm on a sample basis.
This independent valuation firm will compare the price provided by
the
third-party pricing service with its own price and will review the significant assumptions
and valuation methodologies used
with management.
Interest Rate Swaps
The fair values of the Company’s interest
rate swaps are estimated using a discounted cash flow model.
The model
considers the present value of expected future cash flows under the
terms of the swap and incorporates observable market
data such as: relevant interest rate swap curves, benchmark yield curves
(e.g.: SOFR-based or other market-based curves),
and forward interest rate expectations over the contractual term of the instruments.
Because the significant inputs used in
valuing the interest rate swaps are observable in active markets, the Company
classifies these instruments with Level 2 of
the fair value hierarchy.
The following table presents the balances of the assets and liabilities measured at fair
value on a recurring basis as of
December 31, 2025 and 2024, respectively,
by caption, on the accompanying consolidated balance sheets by ASC 820
valuation hierarchy (as described above).
Quoted Prices in
Significant
Active Markets
Other
Significant
for
Observable
Unobservable
Identical Assets
Inputs
Inputs
(Dollars in thousands)
Amount
(Level 1)
(Level 2)
(Level 3)
December 31, 2025:
Securities available-for-sale:
Agency obligations
$
53,784
—
53,784
—
Agency MBS
161,927
—
161,927
—
State and political subdivisions
17,548
—
17,548
—
Total securities available
-for-sale
233,259
—
233,259
—
Total
assets at fair value
$
233,259
—
233,259
—
Other liabilities - interest rate swaps
22
—
22
—
Total
liabilities at fair value
$
22
—
22
—
December 31, 2024:
Securities available-for-sale:
Agency obligations
$
52,411
—
52,411
—
Agency MBS
173,676
—
173,676
—
State and political subdivisions
16,925
—
16,925
—
Total securities available
-for-sale
243,012
—
243,012
—
Total
assets at fair value
$
243,012
—
243,012
—
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100
Assets and liabilities measured at fair value on a nonrecurring
basis
Collateral Dependent Loans
Collateral dependent loans are measured at the fair value of the collateral securing
loan less estimated selling costs.
The
fair value of real estate collateral is determined based on real estate appraisals which
are generally based on recent sales of
comparable properties which are then adjusted for property specific factors.
Non-real estate collateral is valued based on
various sources, including third party asset valuations and internally determined
values based on cost adjusted for
depreciation and other judgmentally determined discount factors.
Collateral dependent loans are classified within Level 3
of the hierarchy due to the unobservable inputs used in determining their
fair value such as collateral
values and the
borrower’s underlying financial condition.
Mortgage servicing rights, net
Mortgage servicing rights, net, included in other assets on the accompanying consolidated
balance sheets, are carried at the
lower of cost or estimated fair value.
MSRs do not trade in an active market with readily observable prices.
To determine
the fair value of MSRs, the Company engages an independent third
party.
The independent third party’s valuation
model
calculates the present value of estimated future net servicing income using assumptions
that market participants would use
in estimating future net servicing income, including estimates of prepayment
speeds, discount rate, default rates, cost to
service, escrow account earnings, contractual servicing fee income,
ancillary income, and late fees.
Periodically, the
Company will review broker surveys and other market research to validate
significant assumptions used in the model.
The
significant unobservable inputs include prepayment speeds or the constant prepayment
rate (“CPR”) and the weighted
average discount rate.
Because the valuation of MSRs requires the use of significant unobservable inputs, all of the
Company’s MSRs are classified
within Level 3 of the valuation hierarchy.
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101
The following table presents the balances of the assets and liabilities measured
at fair value on a nonrecurring basis as of
December 31, 2025 and 2024, respectively,
by caption, on the accompanying consolidated balance sheets and by ASC 820
valuation hierarchy (as described above):
Quoted Prices in
Active Markets
Other
Significant
for
Observable
Unobservable
Identical Assets
Inputs
Inputs
(Dollars in thousands)
Amount
(Level 1)
(Level 2)
(Level 3)
December 31, 2025:
Loans, net
(1)
$
378
—
—
378
Other assets
(2)
771
—
—
771
Total assets at fair value
$
1,149
—
—
1,149
December 31, 2024:
Loans, net
(1)
$
503
—
—
503
Other assets
(2)
892
—
—
892
Total assets at fair value
$
1,395
—
—
1,395
(1)
Loans considered collateral dependent under ASC 326,
Financial Instruments - Credit Losses.
(2)
Represents MSRs, net carried at lower of cost or estimated fair value.
Quantitative Disclosures for Level 3 Fair Value
Measurements
At December 31, 2025 and 2024, the Company had no Level 3 assets measured at fair value on
a recurring basis.
For Level
3 assets measured at fair value on a non-recurring basis as of December 31, 2025
and 2024, the significant unobservable
inputs used in the fair value measurements are presented below.
Weighted
Carrying
Significant
Average
(Dollars in thousands)
Amount
Valuation Technique
Unobservable Input
Range
of Input
December 31, 2025:
Collateral dependent loans
$
378
Appraisal
Appraisal discounts
10.0
-
10.0
%
10.0
%
Mortgage servicing rights, net
771
Discounted cash flow
Prepayment speed or CPR
6.8
-
8.4
%
8.2
%
Discount rate
9.5
-
11.5
%
9.5
%
December 31, 2024:
Collateral dependent loans
$
503
Appraisal
Appraisal discounts
10.0
-
10.0
%
10.0
%
Mortgage servicing rights, net
892
Discounted cash flow
Prepayment speed or CPR
6.7
-
11.2
%
7.3
%
Discount rate
10.0
-
12.0
%
10.0
%
Fair Value
of Financial Instruments
ASC 825,
Financial Instruments
, requires disclosure of fair value information about financial instruments,
whether or not
recognized on the face of the balance sheet, for which it is practicable to estimate
that value. The assumptions used in the
estimation of the fair value of the Company’s
financial instruments are explained below.
Where quoted market prices are
not available, fair values are based on estimates using discounted cash flow
analyses. Discounted cash flows can be
significantly affected by the assumptions used, including
the discount rate and estimates of future cash flows. The
following fair value estimates cannot be substantiated by comparison
to independent markets and should not be considered
representative of the liquidation value of the Company’s
financial instruments, but rather are good faith estimates of the fair
value of financial instruments held by the Company.
ASC 825 excludes certain financial instruments and all nonfinancial
instruments from its disclosure requirements.
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102
The following methods and assumptions were used by the Company in estimating
the fair value of its financial instruments:
Loans, net
Fair values for loans were calculated using discounted cash flows. The discount
rates reflected current rates at which similar
loans would be made for the same remaining maturities.
Expected future cash flows were projected based on contractual
cash flows, adjusted for estimated prepayments.
The fair value of loans was measured using an exit price notion.
Loans held for sale
Loans held for sale are recorded at the lower of cost or fair value.
Fair values are determined using quoted secondary
market prices for similar loans.
Time Deposits
Fair values for time deposits were estimated using discounted cash flows.
The discount rates were based on rates currently
offered for deposits with similar remaining maturities.
The carrying value, related estimated fair value, and placement in the fair value hierarchy
of the Company’s financial
instruments at December 31, 2025 and 2024 are presented below.
This table excludes financial instruments for which the
carrying amount approximates fair value.
Financial assets for which fair value approximates carrying value included
cash
and cash equivalents.
Financial liabilities for which fair value approximates carrying value included
noninterest-bearing
demand deposits, interest-bearing demand deposits, and savings deposits.
Fair value approximates carrying value in these
financial liabilities due to these products having no stated maturity.
Additionally, financial liabilities for which
fair value
approximates carrying value included overnight borrowings such
as federal funds purchased and securities sold under
agreements to repurchase.
The following table summarizes our fair value estimates:
Fair Value Hierarchy
Carrying
Estimated
Level 1
Level 2
Level 3
(Dollars in thousands)
amount
fair value
inputs
inputs
Inputs
December 31, 2025:
Financial Assets:
Loans, net (1)
$
558,178
$
542,382
$
—
$
—
$
542,382
Loans held for sale
172
179
—
179
—
Financial Liabilities:
Time Deposits
$
176,801
$
176,137
$
—
$
176,137
$
—
December 31, 2024:
Financial Assets:
Loans, net (1)
$
557,146
$
532,344
$
—
$
—
$
532,344
Financial Liabilities:
Time Deposits
$
191,247
$
190,363
$
—
$
190,363
$
—
(1) Represents loans, net and the allowance for credit losses.
The fair value of loans was measured using an
exit price notion.
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103
NOTE 15: RELATED PARTY
TRANSACTIONS
The Bank has made, and expects in the future to continue to make in the ordinary
course of business, loans to directors and
executive officers of the Company,
the Bank, and their immediate families and affiliates.
These persons, corporations, and
firms have had transactions in the ordinary course of business with the Company
and Bank, including borrowings, all of
which management believes were on substantially the same terms, including
interest rates and collateral, as those prevailing
at the time of comparable transactions with unaffiliated persons and
did not involve more than the normal risk of
collectability or present other unfavorable features.
A summary of such outstanding loans is presented below:
(Dollars in thousands)
2025
2024
Beginning balance
$
1,761
1,897
New loans/advances
—
442
Repayments
( 149 )
( 578 )
Changes in directors and executive officers
( 303 )
—
End balance
$
1,309
1,761
During 2025 and 2024, certain executive officers
,
directors and principal shareholders of the Company and the Bank,
including companies and related parties with which they are affiliated,
were deposit customers of the bank.
Total deposits
for these persons at December 31, 2025 and 2024 amounted to $
7.4
million and $
9.9
million, respectively.
NOTE 16: REGULATORY
RESTRICTIONS AND CAPITAL
RATIOS
The Federal Reserve’s Small Bank
Holding Company Policy Statement (the “Small BHC Policy”) covers
qualifying bank
and thrift holding companies with up to $3 billion of consolidated assets.
The Federal Reserve treats the Company as a
small banking holding company under the Small BHC Policy.
As a result, the Company’s capital adequacy
is evaluated on
a bank only basis.
The Bank remains subject to regulatory capital requirements of the Alabama
Banking Department and the Federal Reserve.
Failure to meet minimum capital requirements can initiate certain mandatory
- and possibly additional discretionary -
actions by regulators that, if undertaken, could have a direct material effect
on the Company’s financial statements.
Under
capital adequacy guidelines and the regulatory framework for prompt corrective
action, the Bank must meet specific capital
guidelines that involve quantitative measures of their assets, liabilities and certain
off-balance sheet items as calculated
under regulatory accounting and capital rules practices. The capital amounts
and classification are also subject to qualitative
judgments by the regulators about components, risk weightings, necessary
capital to support risks and other factors.
Notwithstanding the minimum capital requirements, Federal Reserve Regulation
Q states that a Federal Reserve-regulated
institution must maintain capital commensurate with the level and nature of all risks to
which such institution is exposed.
Federal Reserve Regulation Q limits “distributions” and discretionary
bonus payments from eligible retained income” by
sate member banks, such as the Bank, unless its capital conservation buffer
of common equity Tier 1 capital (“CET1”)
exceeds 2.5%. “Distributions” include dividends declared or paid on common
stock, and stock repurchases, redemptions or
repurchases of Tier 2 capital instruments (unless
replaced by a capital instrument in the same quarter). “Eligible retained
income” for the Bank and other Federal Reserve regulated institutions is the greater
of:
(A) The Board-regulated institution's net income, calculated in accordance
with the instructions to the institution’s
FR Y–
9C or Call Report, for the four calendar quarters preceding the current calendar
quarter, net of any distributions and
associated tax effects not already reflected in net income; and
(B) The average of the Board-regulated institution’s
net income, calculated in accordance with the instructions to the
institutions’ FR Y–9C or Call Report, as applicable, for the four calendar
quarters preceding the current calendar quarter.
The Bank’s Call Report is used for
its calculation of “eligible retained income”.
As of December 31, 2025, the Bank is “well capitalized” under the regulatory framework
for prompt corrective action. To
be categorized as “well capitalized,” the Bank must maintain minimum common
equity Tier 1, total risk-based, Tier
1 risk-
based, and Tier 1 leverage ratios as set forth in the
following table. Management has not received any notification from the
Bank's regulators that changes the Bank’s
regulatory capital status.
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104
The actual capital amounts and ratios for the Bank and the aforementioned
minimums as of December 31, 2025 and 2024
are presented below.
Minimum for capital
Minimum to be
Actual
adequacy purposes
well capitalized
(Dollars in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
At December 31, 2025:
Tier 1 Leverage Capital
$
110,150
10.71
%
$
41,145
4.00
%
$
51,432
5.00
%
CET1 Risk-Based Capital
110,150
16.06
30,872
4.50
44,593
6.50
Tier 1 Risk-Based Capital
110,150
16.06
41,163
6.00
54,884
8.00
Total Risk-Based Capital
117,582
17.14
54,884
8.00
68,605
10.00
At December 31, 2024:
Tier 1 Leverage Capital
$
106,288
10.49
%
$
40,543
4.00
%
$
50,679
5.00
%
CET1 Risk-Based Capital
106,288
14.80
32,307
4.50
46,665
6.50
Tier 1 Risk-Based Capital
106,288
14.80
43,075
6.00
57,434
8.00
Total Risk-Based Capital
113,487
15.81
57,434
8.00
71,792
10.00
Dividends paid by the Bank are a principal source of funds available to the Company
for payment of dividends to its
stockholders and for other needs which are restricted by Alabama and Federal law and
regulations as described above.
Capital adequacy and liquidity considerations could further limit the availability
of dividends from the Bank. At December
31, 2025, the Bank could have declared additional dividends of approximately
$6.5 million without prior approval of
regulatory authorities.
As a result of this limitation, approximately $
84.3
million of the Company’s investment
in the Bank
was restricted from transfer in the form of dividends.
NOTE 17: AUBURN NATIONAL
BANCORPORATION
(PARENT COMPANY)
The Parent Company’s condensed
balance sheets and related condensed statements of earnings and
cash flows are as
follows.
CONDENSED BALANCE SHEETS
December 31
(Dollars in thousands)
2025
2024
Assets:
Cash and due from banks
$
728
1,001
Investment in bank subsidiary
90,760
76,852
Other assets
602
532
Total assets
$
92,090
78,385
Liabilities:
Accrued expenses and other liabilities
$
37
93
Total liabilities
37
93
Stockholders' equity
92,053
78,292
Total liabilities and stockholders'
equity
$
92,090
78,385
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105
CONDENSED STATEMENTS
OF EARNINGS
Year ended December 31
(Dollars in thousands)
2025
2024
Income:
Dividends from bank subsidiary
$
3,773
3,773
Noninterest income
—
1
Total income
3,773
3,774
Expense:
Noninterest expense
265
258
Total expense
265
258
Earnings before income tax expense and equity
in undistributed earnings of bank subsidiary
3,508
3,516
Income tax benefit
( 56 )
( 46 )
Earnings before equity in undistributed earnings
of bank subsidiary
3,564
3,562
Equity in undistributed earnings of bank subsidiary
3,691
2,835
Net earnings
$
7,255
6,397
CONDENSED STATEMENTS
OF CASH FLOWS
Year ended December 31
(Dollars in thousands)
2025
2024
Cash flows from operating activities:
Net earnings
$
7,255
6,397
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Net increase in other assets
( 8 )
( 9 )
Net decrease in other liabilities
( 56 )
( 56 )
Equity in undistributed earnings of bank subsidiary
( 3,691 )
( 2,835 )
Net cash provided by operating activities
3,500
3,497
Cash flows from financing activities:
Dividends paid
( 3,773 )
( 3,773 )
Net cash used in financing activities
( 3,773 )
( 3,773 )
Net change in cash and cash equivalents
( 273 )
( 276 )
Cash and cash equivalents at beginning of period
1,001
1,277
Cash and cash equivalents at end of period
$
728
1,001
Supplemental Disclosure of Noncash Investing Activities
During the year ended December 31, 2025, the Parent Company
recorded $62 thousand of stock-based compensation
related to restricted stock units granted to employees of the Bank.
The transaction was recorded as an increase in additional
paid-in capital with a corresponding intercompany receivable and
represents a noncash capital contribution to the Bank.
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106
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.