What changed in this filing

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Item 1. Financial Statements

2025-05-02 compared with 2024-10-31 · 239 added, 208 removed, 745 unchanged (38% of the section changed)

4 unchanged sentences

(Dollars in thousands, except per share data)

September 30, 2024

March 31, 2025

(Unaudited) December 31,

2 unchanged sentences

Securities Purchased Under Agreements to Resell 50,589 50,835

Securities Available for Sale, at Fair Values (Amortized Cost of $ 974,596 at September 30, 2024 and $ 963,978 at December 31, 2023)

Securities Available for Sale, at Fair Values (Amortized Cost of $ 987,573 at March 31, 2025 and $ 973,423 at December 31, 2024)

920,573 893,549

Mortgage Loans Held for Sale - 717

Loans and Lease Receivable, Net of Allowance for Loan Losses of $ 42,154 at September 30, 2024 and $ 40,414 at December 31, 2023

Loans and Lease Receivable, Net of Allowance for Loan Losses of $ 56,863 at March 31, 2025 and $ 54,840 at December 31, 2024

5,924,056 5,926,559

13 unchanged sentences

Securities Sold Under Agreements to Repurchase 19,046 22,621

Bank Term Funding Program - 300,000

Federal Home Loan Bank Borrowings 317,352 355,875

8 unchanged sentences

5,000,000 Shares Authorized;

72,010 Shares ($ 1,000 Liquidation Preference) Issued at both September 30, 2024 and December 31, 2023, respectively

72,010 Shares ($ 1,000 Liquidation Preference) Issued at both March 31, 2025 and December 31, 2024, respectively

71,930 71,930

1 unchanged sentence

50,000,000 Shares Authorized;

25,519,501 and 25,351,809 Shares Issued and Outstanding at September 30, 2024 and December 31, 2023, respectively

29,572,297 and 29,552,358 Shares Issued and Outstanding at March 31, 2025 and December 31, 2024, respectively

29,572 29,552

10 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Interest Income:

33 unchanged sentences

AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Dollars in thousands)

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

Consolidated Net Income $ 20,543 $ 13,570

1 unchanged sentence

Unrealized Gain (Loss) on Investment Securities 12,872 ( 6,417 )

Unrealized Gain (Loss) on Share of Other Equity Investments - ( 8 ) 14 ( 1,451 )

Unrealized Gain on Share of Other Equity Investments - 14

Reclassification Adjustment for Losses on Sale of AFS Investment Securities Included in Net Income 1 1

6 unchanged sentences

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS ’ EQUITY

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

(Dollars in thousands, except per share data)

Stock Additional

Capital Retained

Earnings Accumulated

Comprehensive

Income (Loss) Total

Shareholders'

Balances at June 30, 2023 $ 71,930 $ 25,344 $ 395,875 $ 189,115 $ ( 81,296 ) $ 600,968

Comprehensive Income:

Net Income - - - 20,455 - 20,455

Other Comprehensive Loss - - - - ( 12,940 ) ( 12,940 )

Cash Dividends Declared on Preferred Stock, $ 18.75 Per Share

- - - ( 1,351 ) - ( 1,351 )

Cash Dividends Declared on Common Stock, $ 0.12 Per Share

- - - ( 3,012 ) - ( 3,012 )

Stock Based Compensation Cost - - 246 - - 246

Balances at September 30, 2023 $ 71,930 $ 25,344 $ 396,121 $ 205,207 $ ( 94,236 ) $ 604,366

Balances at June 30, 2024 $ 71,930 $ 25,502 $ 397,851 $ 237,031 $ ( 67,784 ) $ 664,530

Comprehensive Income:

Net Income - - - 17,843 - 17,843

Other Comprehensive Income - - - - 21,640 21,640

Cash Dividends Declared on Preferred Stock, $ 18.75 Per Share

- - - ( 1,351 ) - ( 1,351 )

Cash Dividends Declared on Common Stock, $ 0.14 Per Share

- - - ( 3,542 ) - ( 3,542 )

Stock Based Compensation Cost - 18 386 - - 404

Balances at September 30, 2024 $ 71,930 $ 25,520 $ 398,237 $ 249,981 $ ( 46,144 ) $ 699,524

The accompanying notes are an integral part of these financial statements

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS ’ EQUITY

FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

FOR THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024

(Dollars in thousands, except per share data)

6 unchanged sentences

Balances at December 31, 2023 $ 71,930 $ 25,352 $ 397,447 $ 216,115 $ ( 66,585 ) $ 644,259

Cumulative Effect of Change in Accounting Principle for Credit Losses - - - ( 827 ) - ( 827 )

Comprehensive Income:

6 unchanged sentences

Stock Based Compensation Cost - 133 1,064 - - 1,197

Balances at September 30, 2023 71,930 25,344 396,121 205,207 ( 94,236 ) 604,366

Balances at March 31, 2024 $ 71,930 $ 25,485 $ 398,511 $ 224,742 $ ( 71,634 ) $ 649,034

Balances at December 31, 2024 $ 71,930 $ 29,552 $ 500,024 $ 260,958 $ ( 62,998 ) $ 799,466

6 unchanged sentences

- - - ( 4,106 ) - ( 4,106 )

Stock Issuance - - ( 31 ) - - ( 31 )

Stock Based Compensation Cost - 20 1,585 - - 1,605

Balances at September 30, 2024 $ 71,930 $ 25,520 $ 398,237 $ 249,981 $ ( 46,144 ) $ 699,524

Balances at March 31, 2025 $ 71,930 $ 29,572 $ 501,609 $ 276,045 $ ( 52,844 ) $ 826,312

The accompanying notes are an integral part of these financial statements

3 unchanged sentences

(Dollars in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Cash Flows From Operating Activities:

9 unchanged sentences

Income on Other Equity Securities ( 1,064 ) ( 509 )

Gain on Sale of Other Real Estate Owned, Net of Writedowns ( 49 ) ( 308 )

(Gain) Loss on Sale of Other Real Estate Owned, Net of Writedowns 286 ( 63 )

Increase in Cash Value of Life Insurance ( 808 ) ( 578 )

Deferred Income Tax Expense 1,627 1,876

Gain on Sale of Branch - ( 932 )

Gain on Extinguishment of Debt ( 630 ) -

Changes in Assets and Liabilities:

Increase in Accrued Interest Receivable ( 2,631 ) ( 2,394 )

Increase in Other Assets ( 4,339 ) ( 3,313 )

Increase (Decrease) in Accrued Interest Payable ( 11,089 ) 9,096

Increase in Other Liabilities 9,664 9,816

Decrease in Accrued Interest Receivable 2,131 590

(Increase) Decrease in Other Assets ( 2,040 ) 1,994

Decrease in Accrued Interest Payable ( 613 ) ( 10,911 )

Increase (Decrease) in Other Liabilities 3,899 ( 2,194 )

Net Cash Provided by Operating Activities 28,726 7,603

4 unchanged sentences

Net Cash Paid in Acquisition - ( 3,279 )

Net Cash Paid in Sale of Branch - ( 14,506 )

Purchases of Other Equity Securities ( 1,121 ) ( 713 )

1 unchanged sentence

Purchase of Life Insurance - ( 3,000 )

Net Increase in Loans ( 224,512 ) ( 307,487 )

Proceeds from Death Benefit of Cash Value of Life Insurance 503 -

Net (Increase) Decrease in Loans 1,311 ( 94,879 )

Net Purchases of Premises and Equipment ( 1,067 ) ( 389 )

Loss on Disposal of Premises and Equipment 7 -

Gain on Disposal of Premises and Equipment ( 155 ) -

Proceeds from Sales of Other Real Estate 3,961 409

Net Increase in Securities Purchased Under Agreements to Resell ( 25,879 ) -

Net Increase in Federal Funds Sold ( 18,846 ) ( 181,010 )

Net Cash Used in Investing Activities ( 293,003 ) ( 488,706 )

For the Nine Months Ended

September 30,

Net Decrease in Securities Purchased Under Agreements to Resell 246 -

Net (Increase) Decrease in Federal Funds Sold 80,247 ( 60,158 )

Net Cash Provided by (Used in) Investing Activities 71,761 ( 162,154 )

For the Three Months Ended

Cash Flows From Financing Activities:

Net Increase in Deposits 392,156 386,713

Net Increase in Securities Sold Under Agreements to Repurchase 2,644 3,037

Net Decrease in Federal Funds Purchased - ( 14,057 )

Net Increase (Decrease) in Deposits ( 52,774 ) 323,960

Net Decrease in Securities Sold Under Agreements to Repurchase ( 3,575 ) ( 1,678 )

Net Advances (Repayments) on Federal Home Loan Bank Borrowings ( 38,523 ) 97,008

Net Proceeds (Repayments) on Bank Term Funding Program ( 300,000 ) 300,000

Repayments on Bank Term Funding Program - ( 300,000 )

Repayment of Subordinated Debt ( 6,370 ) -

Gain on Extinguishment of Debt - ( 1,458 )

Costs from Issuance of Common Stock ( 31 ) -

Payment of Dividends on Preferred Stock ( 1,350 ) ( 1,350 )

Payment of Dividends on Common Stock ( 4,106 ) ( 3,593 )

Net Cash Provided by Financing Activities 236,020 456,279

Net Increase (Decrease) in Cash and Cash Equivalents ( 12,911 ) 38,721

Cash and Cash Equivalents at Beginning of Period 226,110 152,740

Cash and Cash Equivalents at End of Period $ 213,199 $ 191,461

Net Cash Provided by (Used in) Financing Activities ( 106,698 ) 114,347

Net Decrease in Cash and Due From Banks ( 6,211 ) ( 40,204 )

Cash and Due From Banks at Beginning of Period 319,098 226,110

Cash and Due From Banks at End of Period $ 312,887 $ 185,906

Supplemental Disclosures for Cash Flow Information:

5 unchanged sentences

Change in the Unrealized Gain (Loss) on Securities Available for Sale $ 12,873 $ ( 6,416 )

Change in the Unrealized Gain (Loss) on Equity Securities $ 14 $ ( 1,451 )

Change in the Unrealized Gain on Equity Securities $ - $ 14

Change in Deferred Tax Effect on the Unrealized (Gain) Loss on Securities Available for Sale $ ( 2,719 ) $ 1,353

7 unchanged sentences

(the “Company”) and its two direct, wholly-owned subsidiaries, b1BANK (the “Bank”), and Coastal Commerce Statutory Trust I;

and the Bank’s wholly-owned subsidiaries, Business First Insurance, LLC, Smith Shellnut Wilson, LLC, Waterstone LSP, LLC ("Waterstone"), and b1 Securities, LLC.

and the Bank’s wholly-owned subsidiaries, Business First Insurance, LLC, Smith Shellnut Wilson, LLC, Waterstone LSP, LLC ("Waterstone"), and b1 Securities, LLC ("b1Securities").

The Bank operates out of full-service banking centers and loan production offices in markets across Louisiana, the Dallas/Fort Worth metroplex and Houston, Texas.

17 unchanged sentences

Accounting Standards Not Yet Adopted

2023-07, "Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures." ASU 2023-07 requires public business entities, including those with one reportable segment, to disclose additional disaggregated information about a reportable segment’s income and expenses in both interim and annual periods.

The standard requires disclosure of the title and position of the chief operating decision maker and an explanation of how the reported measure(s) of segment profit or loss are utilized in assessing segment performance allocating resources.

The update permits disclosure of additional measures of a segment’s profit and losses, if multiple measures are utilized by the chief operating decision maker to allocate resources and evaluate profitability.

Such measures, to the extent they are relevant but not in accordance with GAAP, shall be accompanied by appropriate disclosures and reconciliations to the appropriate reported GAAP amounts.

ASU 2023-07 became effective for the Company on January 1, 2024.

Retrospective application is required upon adoption.

The Company is still evaluating the impact of the ASU on the consolidated financial statements and disclosures.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

2023-09, "Income Taxes (Topic 740):

2 unchanged sentences

ASU 2023-09 also requires all entities to disclose income taxes paid, net of refunds, disaggregated by federal, state and foreign taxes for annual periods and to disaggregate the information by jurisdiction based on a quantitative threshold.

ASU 2023-09 is effective for the Company starting January 1, 2025, though early adoption is permitted.

ASU 2023-09 is not expected to have a significant impact on our financial statements.

ASU 2023-09 will become effective for the Company starting December 31, 2025.

ASU 2023-09 will not have a significant impact on our financial statements.

Note 2 – Reclassifications –

1 unchanged sentence

These reclassifications have no material effect on previously reported shareholders’ equity or net income.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 3 – Mergers and Acquisitions –

Waterstone, LSP, LLP

On January 31, 2024, the Company consummated the acquisition, through b1BANK, of Waterstone LSP, LLC (“Waterstone”), headquartered in Katy, Texas.

On January 31, 2024, the Company consummated the acquisition, through b1BANK, of Waterstone, headquartered in Katy, Texas.

Waterstone offers community banks and small businesses a range of small business administration lending services including planning, pre-qualification, packaging, closing and disbursements, servicing and liquidation.

Upon consummation of the acquisition, the Company paid $ 3.3 million in cash to the former owners of Waterstone.

As part of the acquisition, the Company recorded $ 3.1 million in goodwill.

The Company has recorded approximately $ 1.5 million and $ 236,000 of acquisition-related costs within merger and conversion-related expenses and salaries and benefits for the nine months ended September 30, 2024, and year ended December 31, 2023, respectively.

Oakwood Bancshares, Inc.

On October 1, 2024, the Company consummated the merger of Oakwood Bancshares, Inc.

(“Oakwood”), headquartered in the Dallas, Texas region, with and into the Company, pursuant to the terms of that certain Agreement and Plan of Reorganization (the “Oakwood Reorganization Agreement”), dated as of April 25, 2024, by and between the Company and Oakwood.

Also on October 1, 2024, Oakwood’s wholly owned banking subsidiary, Oakwood Bank, was merged with and into b1BANK.

Pursuant to the terms of the Oakwood Reorganization Agreement, upon consummation of the Oakwood acquisition, the Company issued 3,973,134 shares of its common stock to the former shareholders of Oakwood.

At September 30, 2024, Oakwood reported $ 863.6 million in total assets, $ 700.2 million in loans and $ 741.3 million in deposits.

The following table reflects the consideration paid for Oakwood’s net assets and the identifiable assets purchased and liabilities assumed at their fair values as of October 1, 2024.

The fair values are provisional estimates and may be adjusted for a period of up to one year from the date of acquisition if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Cost and Allocation of Purchase Price for Oakwood Bancshares, Inc.

(Dollars in thousands, except per share data)

Purchase Price:

Shares Issued to Oakwood's Shareholders on October 1, 2024 3,973,134

Closing Stock Price on September 30, 2024 $ 25.67

Total Stock Issued $ 101,990

Partial Shares Paid in Cash 10

Other Consideration, Including Equity Awards 1,819

Total Purchase Price $ 103,819

Net Assets Acquired:

Cash and Cash Equivalents $ 102,691

Securities Available for Sale 15,996

Loans and Leases Receivable, Net of Allowance 687,456

Premises and Equipment, Net 16,020

Cash Value of Life Insurance 16,105

Core Deposit Intangible 7,640

Other Assets 9,364

Total Assets 855,272

Deposits 742,347

Borrowings 22,189

Other Liabilities 17,082

Total Liabilities 781,618

Net Assets Acquired 73,654

Goodwill Resulting from Merger $ 30,165

The Company has recorded approximately $ 679,000 and $ 1.6 million of acquisition-related costs within merger and conversion-related expenses and salaries and benefits for the three months ended March 31, 2025, and year ended December 31, 2024, respectively.

The following is a description of the methods used to determine the fair values of significant assets acquired and liabilities assumed presented above.

Cash and Cash Equivalents:

The carrying amount of these assets was a reasonable estimate of fair value based on the short-term nature of these assets.

Securities Available for Sale:

Fair values for securities were based on quoted market prices, where available.

If quoted market prices were not available, fair value estimates were based on observable inputs including quoted market prices for similar instruments, quoted market prices that were not in an active market or other inputs that were observable in the market.

In the absence of observable inputs, fair value was estimated based on pricing models/estimations.

Loans and Leases Receivable:

Fair values for loans were based on a discounted cash flow methodology that considered factors including, but not limited to, loan type, classification status, remaining term, prepayment speed, and current discount rates.

The discount rates used for loans were based on current market rates for new originations of comparable loans and included adjustments for any liquidity concerns.

The discount rate did not include an explicit factor for credit losses, as that was included within the estimated cash flows.

Acquired loans are evaluated as either purchased with a more-than insignificant amount of credit deterioration (“PCD”) or an insignificant amount of credit deterioration (“non-PCD”) at acquisition, based upon management’s assessment of whether or not a loan has experienced more than insignificant credit deterioration since origination.

This evaluation is completed by management using a variety of factors, including individual loan characteristics as well as

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

industry type and collateral evaluation, among other factors.

At acquisition, management designated loans with a fair value of $ 146.9 million as PCD.

The fair value was inclusive of an $ 8.4 million PCD allowance and $ 2.3 million non-credit fair value discount from the acquired contractual value.

The remainder of the Oakwood loan portfolio, with a fair value of $ 540.6 million at acquisition included a non-credit fair value discount of $ 2.0 million from the acquired contractual value.

Core Deposit Intangible (“CDI”):

The fair value for core deposit intangible assets was estimated based on a discounted cash flow methodology that gave appropriate consideration to expected customer attrition rates, net maintenance cost of the deposit base, including interest cost, and alternative cost of funds.

The CDI is being amortized over 10 years based upon the period over which estimated economic benefits are estimated to be received.

The fair values used for the demand and savings deposits, by definition, equal the amount payable on demand at the acquisition date.

Fair values for time deposits were estimated using a discounted cash flow analysis, that applied interest rates currently being offered to the contractual interest rates on such time deposits.

Fair values for borrowings were based on estimated market rates over the remaining terms of the subordinated debt issuances.

Pro forma tables for Oakwood were impractical to include due to the cost versus benefit of including such disclosures.

Note 4 – Earnings per Common Share –

2 unchanged sentences

Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company.

The potential common shares that may be issued by the Company relate to outstanding stock options and unvested restricted stock awards (“RSAs”), excluding any that were antidilutive.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of EPS pursuant to the two-class method.

The potential common shares that may be issued by the Company relate to outstanding stock options, unvested restricted stock awards (“RSAs”), unvested restricted stock units ("RSUs") and performance shares, excluding any that were antidilutive.

In addition, nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of EPS pursuant to the two-class method.

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

(Dollars in thousands, except per share data)

7 unchanged sentences

Diluted Earnings Per Common Share From Net Income Available to Common Shares $ 0.65 $ 0.48

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 5 – Securities –

The amortized cost and fair values of securities available for sale as of September 30, 2024, and December 31, 2023 are summarized as follows:

September 30, 2024

The amortized cost and fair values of securities available for sale as of March 31, 2025, and December 31, 2024 are summarized as follows:

March 31, 2025

(Dollars in thousands)

5 unchanged sentences

Total Securities Available for Sale $ 987,573 $ 1,552 $ 68,552 $ 920,573

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

6 unchanged sentences

Total Securities Available for Sale $ 973,423 $ 913 $ 80,787 $ 893,549

The following tables present a summary of securities with gross unrealized losses and fair values at September 30, 2024 and December 31, 2023, aggregated by investment category and length of time in a continued unrealized loss position.

The following tables present a summary of securities with gross unrealized losses and fair values at March 31, 2025 and December 31, 2024, aggregated by investment category and length of time in a continued unrealized loss position.

Due to the nature of these investments and current prevailing market prices, these unrealized losses are considered non-credit related.

September 30, 2024

March 31, 2025

Less Than 12 Months 12 Months or Greater Total

6 unchanged sentences

Total Securities Available for Sale $ 155,067 $ 2,569 $ 615,197 $ 65,983 $ 770,264 $ 68,552

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

7 unchanged sentences

Total Securities Available for Sale $ 188,945 $ 4,436 $ 637,272 $ 76,351 $ 826,217 $ 80,787

As of September 30, 2024, and December 31, 2023, respectively, no allowance for credit losses was recognized on available for sale securities in an unrealized loss position as management does not believe any of the securities are impaired due to credit quality.

As of March 31, 2025, and December 31, 2024, respectively, no allowance for credit losses was recognized on available for sale securities in an unrealized loss position as management does not believe any of the securities are impaired due to credit quality.

This determination is based on the Company’s analysis of the underlying risk characteristics including credit ratings, historical loss experience, and other qualitative factors.

Further, the securities

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

continue to make principal and interest payments under their contractual terms and management does not have the intent to sell any of the securities and believes that it is more likely than not that the Company will not have to sell any such securities before a recovery of amortized cost basis.

Further, the securities continue to make principal and interest payments under their contractual terms and management does not have the intent to sell any of the securities and believes that it is more likely than not that the Company will not have to sell any such securities before a recovery of amortized cost basis.

Therefore, the Company has determined the unrealized losses are due to changes in market interest rates compared to rates when the securities were acquired.

The amortized cost and fair values of securities available for sale as of September 30, 2024, by contractual maturity are shown below.

The amortized cost and fair values of securities available for sale as of March 31, 2025, by contractual maturity are shown below.

Actual maturities may differ from contractual maturities in mortgage-backed securities because the mortgages underlying the securities may be called or repaid without any penalties.

5 unchanged sentences

Total Securities Available for Sale $ 987,573 $ 920,573

Securities available for sale with a fair value of $ 347.2 million and $ 629.7 million, were pledged as collateral on public deposits and for other purposes as required or permitted by law as of September 30, 2024, and December 31, 2023, respectively.

At September 30, 2024 and December 31, 2023, accrued interest receivable on securities was $ 3.8 million and $ 4.7 million, respectively, and is included within accrued interest receivable on the consolidated balance sheets.

Securities available for sale with a fair value of $ 402.4 million and $ 385.4 million, were pledged as collateral on public deposits and for other purposes as required or permitted by law as of March 31, 2025, and December 31, 2024, respectively.

At March 31, 2025 and December 31, 2024, accrued interest receivable on securities was $ 4.1 million and $ 4.9 million, respectively, and included within accrued interest receivable on the consolidated balance sheets.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 6 – Loans and the Allowance for Loan Losses –

Loans receivable at September 30, 2024 and December 31, 2023 are summarized as follows:

September 30,

Loans receivable at March 31, 2025 and December 31, 2024 are summarized as follows:

2025 December 31,

10 unchanged sentences

Net Loans $ 5,924,056 $ 5,926,559

The performing 1-4 family residential, multi-family residential, commercial real estate, and commercial loans, are pledged, under a blanket lien, as collateral securing advances from the FHLB at September 30, 2024 and December 31, 2023.

Commercial and agricultural loans are pledged against the Federal Reserve Banks’ (“FRB”) discount window as of September 30, 2024 and December 31, 2023.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Net deferred loan origination fees were $ 12.8 million and $ 12.6 million at September 30, 2024 and December 31, 2023, respectively, and are netted in their respective loan categories above.

Commercial and agricultural loans are pledged against the Federal Reserve Banks’ (“FRB”) discount window as of March 31, 2025, and December 31, 2024.

Net deferred loan origination fees were $ 12.0 million and $ 12.6 million at March 31, 2025 and December 31, 2024, respectively, and are netted in their respective loan categories above.

In addition to loans issued in the normal course of business, the Company considers overdrafts on customer deposit accounts to be loans and reclassifies overdrafts as loans in its consolidated balance sheets.

At September 30, 2024 and December 31, 2023, overdrafts of $ 6.1 million and $ 2.2 million, respectively, have been reclassified to loans.

At March 31, 2025 and December 31, 2024, overdrafts of $ 7.8 million and $ 3.0 million, respectively, have been reclassified to loans.

The Bank is the lead lender on participations sold, without recourse, to other financial institutions which amounts are not included in the consolidated balance sheets.

The unpaid principal balances of mortgages and other loans serviced for others were approximately $ 743.3 million and $ 723.5 million at September 30, 2024 and December 31, 2023, respectively.

The Company had servicing rights of $ 954,000 and $ 1.1 million recorded at both September 30, 2024, and December 31, 2023, respectively, which are recorded within other assets.

The unpaid principal balances of mortgages and other loans serviced for others were approximately $ 739.6 million and $ 747.0 million at March 31, 2025 and December 31, 2024, respectively.

The Company had servicing rights of $ 958,000 and $ 832,000 recorded as of March 31, 2025, and December 31, 2024, respectively, and is recorded within other assets.

The Bank grants loans and extensions of credit to individuals and a variety of businesses and corporations located in its general market areas throughout Louisiana and Texas.

9 unchanged sentences

The segmentation and disaggregation of the portfolio is part of the ongoing credit monitoring process.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Real Estate Portfolio Segment

11 unchanged sentences

Repayment of these loans primarily relies on successful rental and management of the property.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Commercial Portfolio Segment

5 unchanged sentences

The risk is based on changes in the borrower’s financial condition, which could be affected by numerous factors, including divorce, job loss, illness or other personal hardship, and fluctuations in the value of the real estate or personal property securing the consumer loan, if any.

The following tables set forth, as of September 30, 2024, and December 31, 2023, the balance of the allowance for credit losses by loan portfolio segment.

The following table sets forth, as of March 31, 2025, and December 31, 2024, the balance of the allowance for credit losses by loan portfolio segment.

The allowance for credit losses allocated to each portfolio segment is not necessarily indicative of future losses in any particular portfolio segment and does not restrict the use of the allowance to absorb losses in other portfolio segments.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Allowance for Credit Losses and Recorded Investment in Loans Receivable

September 30, 2024

March 31, 2025

(Dollars in thousands)

25 unchanged sentences

Beginning Balance $ 17,676 $ 6,596 $ 5,485 $ 10,424 $ 233 $ 40,414

Adoption of ASU 2016-13 4,823 933 ( 365 ) ( 2,483 ) ( 248 ) 2,660

Beginning Balance After Adoption 19,525 6,701 4,989 9,238 385 40,838

Adjustment for Oakwood on PCD Loans 4,013 1,420 374 2,603 - 8,410

Charge-offs 263 ( 2,261 ) ( 297 ) ( 986 ) ( 2,392 ) ( 5,673 )

4 unchanged sentences

Beginning Balance $ 206 $ 1,546 $ 177 $ 1,372 $ 23 $ 3,324

Adoption of ASU 2016-13 116 2,113 190 657 121 3,197

Beginning Balance After Adoption 336 2,250 203 886 127 3,802

Provision (Recovery) 22 ( 235 ) 181 393 3 364

3 unchanged sentences

The following table summarizes, by segment, the loan balance and specific allowance allocation for those loans which have been individually evaluated.

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Loan Balance Specific Allocations Loan Balance Specific Allocations

18 unchanged sentences

When a loan has a risk grade of 70 or higher, a special assets officer monitors the loan on an on-going basis.

The following tables set forth the credit quality indicators, disaggregated by loan segment, as of September 30, 2024, and December 31, 2023:

The following tables set forth the credit quality indicators, disaggregated by loan segment, as of March 31, 2025, and December 31, 2024:

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2024

March 31, 2025

(Risk Grade 10-45) Special Mention

124 unchanged sentences

• Doubtful loans have specific weaknesses that are severe enough to make collection or liquidation in full highly questionable and improbable.

As of September 30, 2024, and December 31, 2023, loan balances outstanding more than 90 days past due and still accruing interest amounted to $ 185,000 and $ 127,000 , respectively.

As of September 30, 2024 and December 31, 2023, loan balances outstanding on nonaccrual status amounted to $ 25.9 million and $ 16.9 million, respectively.

As of March 31, 2025, and December 31, 2024, loan balances outstanding more than 90 days past due and still accruing interest amounted to $ 5.6 million and $ 860,000 , respectively.

As of March 31, 2025, and December 31, 2024, loan balances outstanding on nonaccrual status amounted to $ 35.9 million and $ 24.1 million, respectively.

The Bank considers all loans more than 90 days past due as nonperforming loans.

The following tables provide an analysis of the aging of loans and leases as of September 30, 2024, and December 31, 2023.

The following tables provide an analysis of the aging of loans and leases as of March 31, 2025, and December 31, 2024.

All loans greater than 90 days past due are generally placed on nonaccrual status.

Aged Analysis of Past Due Loans Receivable

September 30, 2024

March 31, 2025

(Dollars in thousands)

36 unchanged sentences

Total $ 19,937 $ 2,806 $ 20,745 $ 43,488 $ 5,937,911 $ 5,981,399 $ 860

The following table presents non-accrual loans by segment as of September 30, 2024, and December 31, 2023, respectively.

September 30,

The following table presents non-accrual loans by segment as of March 31, 2025, and December 31, 2024, respectively.

2025 December 31,

11 unchanged sentences

Additionally, the Bank makes loan modifications with customers who have elected to work with external renegotiation agencies and these modifications provide solutions to customers’ entire unsecured debt structures.

During the periods ended September 30, 2024, and December 31, 2023, the concessions granted to certain borrowers included extending the payment due dates and offering below market contractual interest rates, and were not significant to the consolidated financial statement

Accrued interest receivable of $ 4.0 million and $ 4.2 million was outstanding at September 30, 2024, and December 31, 2023, respectively, for all loan deferrals, primarily attributable to the COVID-19 pandemic and, to a much lesser extent, hurricanes which occurred in 2020 and 2021.

During the periods ended March 31, 2025, and December 31, 2024, the concessions granted to certain borrowers included extending the payment due dates and offering below market contractual interest rates, and were not significant to the consolidated financial statements.

Accrued interest receivable of $ 3.1 million and $ 3.4 million was outstanding as of March 31, 2025, and December 31, 2024, respectively, for all loan deferrals, primarily attributable to the COVID-19 pandemic and, to a much lesser extent, hurricanes which occurred in 2020 and 2021.

These loans are no longer within their deferral periods.

The accrued interest on the loans is due at their maturity.

At September 30, 2024 and December 31, 2023, accrued interest receivable on loans was $ 28.8 million and $ 25.2 million, respectively, and is included within accrued interest receivable on the consolidated balance sheets.

At March 31, 2025 and December 31, 2024, accrued interest receivable on loans was $ 29.7 million and $ 30.9 million, respectively, and included within accrued interest receivable on the consolidated balance sheets.

BUSINESS FIRST BANCSHARES, INC.

2 unchanged sentences

Note 7 – Long Term Debt –

On March 1, 2022, the Company assumed, in connection with the TCBI acquisition, three tranches of subordinated debt with an aggregate principal balance outstanding of $ 26.4 million.

One tranche in the amount of $ 10.0 million bears an adjustable interest rate, based on a benchmark rate plus 350 basis points, until maturity on April 11, 2028.

This tranche is currently redeemable at the Company’s option.

Another tranche in the amount of $ 7.5 million bears an adjustable interest rate, based on a benchmark rate plus 350 basis points, until maturity on December 13, 2028.

This tranche is currently redeemable at the Company's option.

The third tranche in the amount of $ 8.9 million had an adjustable interest rate plus 595 basis points, based on a benchmark rate, until maturity on March 24, 2027.

The $ 8.9 million tranche was called on May 1, 2023, by the Company and has been fully extinguished.

The Company recognized a $ 1.5 million gain on the extinguishment of this debt during 2023.

These notes carried an aggregate $ 890,000 and $ 1.1 million fair value adjustment as of September 30, 2024, and December 31, 2023, respectively.

During the quarter ended March 31, 2025, the Company redeemed $ 7.0 million of its $ 52.5 million subordinated debt that matures in 2031.

As part of this redemption, the Company recognized a $ 630,000 gain on the extinguishment of this debt.

Note 8 – Bank Term Funding Program ( “ BTFP ” ) –

6 unchanged sentences

Note 9 – Federal Home Loan Bank ( “ FHLB ” ) Borrowings –

The Company had outstanding advances from the FHLB of $ 367.2 million and $ 211.2 million as of September 30, 2024, and December 31, 2023, respectively, consisting of:

The Company had outstanding advances from the FHLB of $ 317.4 million and $ 355.9 million as of March 31, 2025, and December 31, 2024, respectively, consisting of:

One fixed rate loan with an original principal balance of $ 60.0 million.

The loan was made in 2021 and the balance at September 30, 2024 and December 31, 2023 was $ 26.3 million and $ 35.3 million, respectively, with interest at 0.89 %.

The loan was made in 2021 and the balance at March 31, 2025 and December 31, 2024 was $ 20.3 million and $ 23.3 million, respectively, with interest at 0.89 %.

Principal and interest payments are due monthly and the loan matures in November 2026.

One fixed rate loan of $ 875,000 at both September 30, 2024, and December 31, 2023, that was acquired during the TCBI acquisition, with interest at 4.88 % paid monthly.

One fixed rate loan of $ 875,000 at both March 31, 2025, and December 31, 2024, that was acquired during the TCBI acquisition, with interest at 4.88 % paid monthly.

Principal is due at maturity in April 2025.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.89 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 4.89 % paid monthly.

Principal is due at maturity in July 2025.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.65 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 4.65 % paid monthly.

Principal is due at maturity in January 2026.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.56 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 4.56 % paid monthly.

Principal is due at maturity in July 2026.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.13 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 4.13 % paid monthly.

Principal is due at maturity in October 2028.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 3.92 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 3.92 % paid monthly.

Principal is due at maturity in October 2030.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 3.72 %paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 3.72 % paid monthly.

Principal is due at maturity in October 2033.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 3.57 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025, and December 31, 2024, with interest at 3.57 % paid monthly.

Principal is due at maturity in October 2033.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.84 % paid monthly.

One fixed rate loan with an original principal balance of $ 10.0 million.

The loan was made in 2020 and was acquired during the Oakwood acquisition.

The balance at March 31, 2025 and December 31, 2024 was $ 1.2 million and $ 1.7 million, respectively, with interest at 0.52 %.

Principal and interest payments are due monthly and the loan matures in October 2025.

One fixed rate loan of $ 25.0 million at both March 31, 2025 and December 31, 2024, with interest at 4.84 % paid monthly.

Principal is due at maturity in December 2026.

One fixed rate loan of $ 25.0 million at both March 31, 2025 and December 31, 2024, with interest at 4.78 % paid monthly.

Principal is due at maturity in September 2027.

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.78 % paid monthly.

Principal is due at maturity in September 2027.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.73 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025 and December 31, 2024, with interest at 4.73 % paid monthly.

Principal is due at maturity in March 2028.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.69 % paid monthly.

One fixed rate loan of $ 25.0 million at both March 31, 2025 and December 31, 2024, with interest at 4.69 % paid monthly.

Principal is due at maturity in September 2028.

One short-term fixed rate loan of $ 65.0 million at September 30, 2024, with interest at 4.88 % paid monthly.

Principal and interest was due, and paid, at maturity in October 2024.

The Company had an additional $ 1.2 billion remaining on the FHLB line availability at September 30, 2024.

One short term, twelve-day , fixed rate loan of $ 20.0 million at March 31, 2025, with interest at 4.38 %.

Principal and interest was due, paid and rolled into a $ 20.0 million renewal, at maturity in April 2025.

One short term, fifteen-day , fixed rate loan of $ 55.0 million at December 31, 2024, with interest at 4.38 %.

Principal and interest was due, paid and rolled into a $ 30.0 million renewal, at maturity in January 2025.

The renewal was also paid in January 2025.

The Company had an additional $ 1.6 billion remaining on the FHLB line availability at March 31, 2025.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 10 – Other Income and Expense –

The Company has a single reportable operating segment which is presented as the Consolidated Statements of Income.

An analysis of other income for the Company's single reportable operating segment is as follows:

For the Three Months Ended March 31,

(Dollars in thousands)

Debit Card and ATM Fee Income $ 1,858 $ 1,776

Cash Value of Life Insurance Income 808 579

Fees and Brokerage Commissions 2,148 1,937

Pass-Through Income from SBIC Partnerships 751 294

Gain on Extinguishment of Debt 630 -

Swap Fee Income 739 229

Other 2,177 1,994

Total Other Income $ 9,111 $ 6,809

An analysis of other expenses for the Company's single reportable operating segment is as follows:

For the Three Months Ended March 31,

(Dollars in thousands)

Advertising and Promotions $ 1,291 $ 1,145

Communications 591 525

Ad Valorem Shares Tax 1,125 900

Data Processing Fees 3,236 2,579

Directors' Fees 279 282

Insurance 404 546

Legal and Professional Fees 1,013 866

Office Supplies and Printing 311 290

Regulatory Assessments 1,257 935

Merger and Conversion Costs 250 340

Other 3,968 3,341

Total Other Expenses $ 13,725 $ 11,749

Note 11 – Leases –

1 unchanged sentence

Certain leases provide for increases in minimum monthly rental payments as defined by the lease agreement.

Rental expense under these agreements was $ 4.5 million and $ 4.2 million for the nine months ended September 30, 2024, and 2023, respectively.

At September 30, 2024, the Company had a weighted average lease term of 6.1 years and a weighted average discount rate of 3.44 %.

Rental expense under these agreements was $ 2.3 million and $ 1.5 million for the three months ended March 31, 2025, and 2024, respectively.

At March 31, 2025, the Company had a weighted average lease term of 6.4 years and a weighted average discount rate of 3.81 %.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Future minimum lease payments under these leases are as follows:

(Dollars in thousands)

October 1, 2024 through December 31, 2024 $ 1,293

April 1, 2025 through December 31, 2025 $ 4,513

January 1, 2026 through December 31, 2026 5,735

13 unchanged sentences

The Bank uses the same credit policies in making such commitments and conditional obligations as it does for instruments that are included in the balance sheet.

In the normal course of business, the Bank has made commitments to extend credit of approximately $ 1.2 billion at both September 30, 2024, and December 31, 2023, and standby and commercial letters of credit of approximately $ 47.9 million and $ 45.2 million at September 30, 2024 and December 31, 2023, respectively.

As discussed in Note 6, we have a reserve for unfunded loan commitments of $ 2.9 million and $ 3.3 million at September 30, 2024 and December 31, 2023, respectively.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In the normal course of business, the Bank has made commitments to extend credit of approximately $ 1.3 billion and $ 1.4 billion at March 31, 2025, and December 31, 2024, respectively, and standby and commercial letters of credit of approximately $ 49.9 million and $ 50.0 million at March 31, 2025 and December 31, 2024, respectively.

As discussed in Note 6, we have a reserve for unfunded loan commitments of $ 3.5 million and $ 3.7 million at March 31, 2025 and December 31, 2024, respectively.

In the normal course of business, the Bank is involved in various legal proceedings.

9 unchanged sentences

Observable inputs include inputs other than quoted prices that are observable for the asset or liability (for example, interest rates and yield curves at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks, and default rates) as well as inputs that are derived principally from or corroborated by observable market data by correlation or other means (market-corroborated inputs).

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

• Level 3 – Includes unobservable inputs and should be used only when observable inputs are unavailable.

4 unchanged sentences

The fair values of mortgage loans held for sale are based on commitments on hand from investors within the secondary market for loans with similar characteristics.

BUSINESS FIRST BANCSHARES, INC.

AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following tables present the balance of assets and liabilities measured on a recurring basis as of September 30, 2024, and December 31, 2023.

The following tables present the balance of assets and liabilities measured on a recurring basis as of March 31, 2025, and December 31, 2024.

The Company did not record any liabilities at fair value for which measurement of the fair value was made on a recurring basis.

1 unchanged sentence

(Dollars in thousands)

September 30, 2024

March 31, 2025

Available for Sale:

20 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The table below provides a reconciliation for assets measured at fair value on a recurring basis using significant unobservable inputs, or Level 3 inputs, as of September 30, 2024, and December 31, 2023.

Corporate Municipal

Bonds Securities

The table below provides a reconciliation for assets measured at fair value on a recurring basis using significant unobservable inputs, or Level 3 inputs, as of March 31, 2025, and December 31, 2024.

Municipal Corporate

Securities Securities

(Dollars in thousands)

1 unchanged sentence

Realized Gains (Losses) Included in Net Income - -

Unrealized Losses Included in Other Comprehensive Loss ( 1,532 ) ( 2,228 )

Unrealized Gains (Losses) Included in Other Comprehensive Loss ( 2,339 ) 782

Purchases 9,938 5,000

4 unchanged sentences

Realized Gains (Losses) Included in Net Income - -

Unrealized Gains (Losses) Included in Other Comprehensive Loss 473 ( 1,841 )

Unrealized Gains Included in Other Comprehensive Loss 1,504 9

Purchases - -

2 unchanged sentences

Transfers Out of Level 3 - -

Balance at June 30, 2024 $ 8,441 $ 25,226

The following table provides quantitative information about significant unobservable inputs used in fair value measurements of Level 3 assets measured at fair value on a recurring basis at September 30, 2024.

Balance at March 31, 2025 $ 25,745 $ 12,509

Estimated Valuation Unobservable Range of

1 unchanged sentence

(Dollars in thousands)

September 30, 2024

Corporate Securities $ 8,441 Present Value of Expected Future Cash Flow Model Liquidity Premium 2 %

March 31, 2025

Municipal Securities $ 25,745 Present Value of Expected Future Cash Flow Model Liquidity Premium 1 %

Corporate Securities 12,509 Present Value of Expected Future Cash Flow Model Liquidity Premium 2 %

Nonrecurring Basis

13 unchanged sentences

(Dollars in thousands)

September 30, 2024

March 31, 2025

Individually Evaluated Loans $ 68,853 $ - $ - $ 68,853

16 unchanged sentences

Cash and Short-Term Investments – For those short-term instruments, the carrying amount is a reasonable estimate of fair value.

Securities Purchased Under Agreements to Resell - The carrying amount approximates its fair value.

Securities – Fair value of securities is based on quoted market prices.

13 unchanged sentences

Commitments to Extend Credit and Standby and Commercial Letters of Credit – The fair values of commitments to extend credit and standby and commercial letters of credit do not differ significantly from the commitment amount and are therefore omitted from this disclosure.

The estimated approximate fair values of the Bank’s financial instruments as of September 30, 2024, and December 31, 2023 are as follows:

The estimated approximate fair values of the Bank’s financial instruments as of March 31, 2025, and December 31, 2024 are as follows:

Fair Value Level 1 Level 2 Level 3

(Dollars in thousands)

September 30, 2024

March 31, 2025

Financial Assets:

19 unchanged sentences

Cash and Short-Term Investments $ 516,767 $ 516,767 $ 516,767 $ - $ -

Securities Purchased Under Agreements to Resell 50,835 50,835 - 50,835 -

Securities 893,549 893,549 - 856,332 37,217

9 unchanged sentences

Note 14– Subsequent Events –

On October 1, 2024, the Company consummated the merger of Oakwood Bancshares, Inc.

("Oakwood"), the parent bank holding company for Oakwood Bank, with and into the Company, with the Company continuing as the surviving corporation (the “Oakwood Merger”) pursuant to the terms of that certain Agreement and Plan of Reorganization (the “Reorganization Agreement”), dated as of April 25, 2024, by and between the Company and Oakwood.

Immediately, following consummation of the Oakwood Merger, Oakwood Bank merged with and into the Bank, with the Bank surviving the merger.

Pursuant to the terms of the Reorganization Agreement, upon consummation of the Oakwood Merger, the Company issued 3,914,012 shares of its common stock to the former shareholders of Oakwood.

As of September 30, 2024, Oakwood had total assets of $ 863.6 million, $ 700.2 million in loans and $ 741.3 million in deposits.

On April 4, 2025, the Company sold the Kaplan banking center, located in Kaplan, Louisiana, to Currency Bank headquartered in Baton Rouge, Louisiana, in accordance with the Branch Purchase and Assumption Agreement dated December 12, 2024.

The sale included $ 51.2 million in deposits, $ 2.3 million in loans, and $ 1.4 million in fixed assets, net of depreciation.

The deposit premium paid by Currency Bank as consideration was 8.00 % of total deposits assumed at closing.

The loans and deposits associated with the Kaplan banking center were included in the consolidated balance sheet as of March 31, 2025.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements