Item 1. Financial Statements
Item 1: Financial Statements
Home BancShares, Inc.
Consolidated Balance Sheets
(In thousands, except share data) March 31, 2025 December 31, 2024
(Unaudited)
Assets
Cash and due from banks $ 319,747 $ 281,063
Interest-bearing deposits with other banks 975,983 629,284
Cash and cash equivalents 1,295,730 910,347
Fed funds sold 6,275 3,725
Investment securities — available-for-sale, net of allowance for credit losses of $ 2,195 at both March 31, 2025 and December 31, 2024 (amortized cost of $ 3,299,245 and $ 3,410,272 at March 31, 2025 and December 31, 2024, respectively)
3,003,320 3,072,639
Investment securities — held-to-maturity, net of allowance for credit losses of $ 2,005 at both March 31, 2025 and December 31, 2024
1,269,896 1,275,204
Total investment securities 4,273,216 4,347,843
Loans receivable 14,952,116 14,764,500
Allowance for credit losses ( 279,944 ) ( 275,880 )
Loans receivable, net 14,672,172 14,488,620
Bank premises and equipment, net 384,843 386,322
Foreclosed assets held for sale 39,680 43,407
Cash value of life insurance 221,621 219,786
Accrued interest receivable 115,983 120,129
Deferred tax asset, net 170,120 186,697
Goodwill 1,398,253 1,398,253
Core deposit intangibles 38,280 40,327
Other assets 376,030 345,292
Total assets $ 22,992,203 $ 22,490,748
Liabilities and Stockholders’ Equity
Deposits:
Demand and non-interest-bearing $ 4,079,289 $ 4,006,115
Savings and interest-bearing transaction accounts 11,586,106 11,347,850
Time deposits 1,876,096 1,792,332
Total deposits 17,541,491 17,146,297
Securities sold under agreements to repurchase 161,401 162,350
FHLB and other borrowed funds 600,500 600,750
Accrued interest payable and other liabilities 207,154 181,080
Subordinated debentures 439,102 439,246
Total liabilities 18,949,648 18,529,723
Stockholders’ equity:
Common stock, par value $ 0.01 ; shares authorized 300,000,000 in 2025 and 2024; shares issued and
outstanding 198,206,136 in 2025 and 198,882,402 in 2024
1,982 1,989
Capital surplus 2,246,312 2,272,794
Retained earnings 2,018,801 1,942,350
Accumulated other comprehensive loss ( 224,540 ) ( 256,108 )
Total stockholders’ equity 4,042,555 3,961,025
Total liabilities and stockholders’ equity $ 22,992,203 $ 22,490,748
See Condensed Notes to Consolidated Financial Statements.
4
Table of Contents
Home BancShares, Inc.
Consolidated Statements of Income
Three Months Ended
March 31,
(In thousands, except per share data) 2025 2024
(Unaudited)
Interest income:
Loans $ 270,784 $ 265,294
Investment securities
Taxable 27,433 33,229
Tax-exempt 7,650 7,803
Deposits – other banks 6,620 10,528
Federal funds sold 55 61
Total interest income 312,542 316,915
Interest expense:
Interest on deposits 86,786 92,548
FHLB and other borrowed funds 5,902 14,276
Securities sold under agreements to repurchase 1,074 1,404
Subordinated debentures 4,124 4,097
Total interest expense 97,886 112,325
Net interest income 214,656 204,590
Provision for credit losses on loans — 5,500
Recovery of credit losses on unfunded commitments — ( 1,000 )
Total credit loss expense — 4,500
Net interest income after credit loss expense 214,656 200,090
Non-interest income:
Service charges on deposit accounts 9,650 9,686
Other service charges and fees 10,689 10,189
Trust fees 4,760 5,066
Mortgage lending income 3,599 3,558
Insurance commissions 535 508
Increase in cash value of life insurance 1,842 1,195
Dividends from FHLB, FRB, FNBB & other 2,718 3,007
Gain on sale of SBA loans 288 198
Loss on sale of branches, equipment and other assets, net ( 163 ) ( 8 )
(Loss) gain on OREO, net ( 376 ) 17
Fair value adjustment for marketable securities 442 1,003
Other income 11,442 7,380
Total non-interest income 45,426 41,799
Non-interest expense:
Salaries and employee benefits 61,855 60,910
Occupancy and equipment 14,425 14,551
Data processing expense 8,558 9,147
Other operating expenses 28,090 26,888
Total non-interest expense 112,928 111,496
Income before income taxes 147,154 130,393
Income tax expense 31,945 30,284
Net income $ 115,209 $ 100,109
Basic earnings per share $ 0.58 $ 0.50
Diluted earnings per share $ 0.58 $ 0.50
See Condensed Notes to Consolidated Financial Statements.
5
Table of Contents
Home BancShares, Inc.
Consolidated Statements of Comprehensive Income (Loss)
Three Months Ended
March 31,
(In thousands) 2025 2024
(Unaudited)
Net income $ 115,209 $ 100,109
Net unrealized gain (loss) on available-for-sale securities 41,708 ( 29,635 )
Other comprehensive income (loss) before tax effect 41,708 ( 29,635 )
Tax effect on other comprehensive (income) loss ( 10,140 ) 7,285
Other comprehensive income (loss) 31,568 ( 22,350 )
Comprehensive income $ 146,777 $ 77,759
See Condensed Notes to Consolidated Financial Statements.
6
Table of Contents
Home BancShares, Inc.
Consolidated Statements of Stockholders’ Equity
Three Months Ended March 31, 2025
(In thousands, except share data) Common
Stock
Capital
Surplus
Retained
Earnings
Accumulated
Other
Comprehensive Loss
Total
Balances at January 1, 2025 $ 1,989 $ 2,272,794 $ 1,942,350 $ ( 256,108 ) $ 3,961,025
Comprehensive income:
Net income — — 115,209 — 115,209
Other comprehensive loss — — — 31,568 31,568
Net issuance of 71,734 shares of common stock from exercise of stock options
1 526 — — 527
Repurchase of 1,000,000 shares of common stock
( 10 ) ( 29,689 ) — — ( 29,699 )
Share-based compensation net issuance of 252,000 shares of restricted common stock
2 2,798 — — 2,800
Excise tax from repurchase of common stock — ( 117 ) — — ( 117 )
Cash dividends – Common Stock, $ 0.195 per share
— — ( 38,758 ) — ( 38,758 )
Balances at March 31, 2025 (unaudited) $ 1,982 $ 2,246,312 $ 2,018,801 $ ( 224,540 ) $ 4,042,555
See Condensed Notes to Consolidated Financial Statements.
7
Table of Contents
Home BancShares, Inc.
Consolidated Statements of Stockholders’ Equity
Three Months Ended March 31, 2024
(In thousands, except share data) Common
Stock
Capital
Surplus
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Balances at January 1, 2024 $ 2,015 $ 2,348,023 $ 1,690,112 $ ( 249,075 ) $ 3,791,075
Comprehensive income:
Net income — — 100,109 — 100,109
Other comprehensive loss — — — ( 22,350 ) ( 22,350 )
Net issuance of 76,542 shares of common stock from exercise of stock options
1 670 — — 671
Repurchase of 1,025,934 shares of common stock
( 10 ) ( 24,007 ) — — ( 24,017 )
Share-based compensation net issuance of 219,750 shares of restricted common stock
2 2,273 — — 2,275
Excise tax from repurchase of common stock — ( 135 ) — — ( 135 )
Cash dividends – Common Stock, $ 0.18 per share
— — ( 36,227 ) — ( 36,227 )
Balances at March 31, 2024 (unaudited) $ 2,008 $ 2,326,824 $ 1,753,994 $ ( 271,425 ) $ 3,811,401
See Condensed Notes to Consolidated Financial Statements.
8
Table of Contents
Home BancShares, Inc.
Consolidated Statements of Cash Flows
Three Months Ended March 31,
(In thousands) 2025 2024
(Unaudited)
Operating Activities
Net income $ 115,209 $ 100,109
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation & amortization 7,190 7,350
Increase in value of equity securities ( 442 ) ( 1,003 )
Increase in value of equity method investments ( 4,895 ) ( 840 )
Increase in value of foreclosed assets ( 1,253 ) —
Amortization of securities, net 3,347 3,826
Accretion of purchased loans ( 1,378 ) ( 2,772 )
Share-based compensation 2,800 2,275
Loss (gain) on assets 251 ( 207 )
Provision for credit losses - loans — 5,500
Recovery of credit losses - unfunded commitments — ( 1,000 )
Deferred income tax effect 6,437 1,567
Increase in cash value of life insurance ( 1,842 ) ( 1,195 )
Originations of mortgage loans held for sale ( 139,120 ) ( 119,379 )
Proceeds from sales of mortgage loans held for sale 129,068 126,012
Changes in assets and liabilities:
Accrued interest receivable 4,146 ( 63 )
Other assets ( 28,578 ) ( 20,329 )
Accrued interest payable and other liabilities 26,074 47,692
Net cash provided by operating activities 117,014 147,543
Investing Activities
Net increase in federal funds sold ( 2,550 ) ( 100 )
Net increase in loans ( 177,767 ) ( 99,450 )
Proceeds from maturities of investment securities – available-for-sale 107,669 73,448
Proceeds from maturities of investment securities – held-to-maturity 5,319 1,444
Redemption (purchase) of other investments 3,184 ( 2,176 )
Proceeds from sale of foreclosed assets 6,229 306
Proceeds from sale of SBA loans 4,308 2,949
Purchases of premises and equipment ( 6,884 ) ( 1,682 )
Proceeds from sale of premises and equipment 2,913 —
Return of investment on cash value of life insurance, net — 280
Net cash used in investing activities ( 57,579 ) ( 24,981 )
Financing Activities
Net increase in deposits 395,194 78,419
Net (decrease) increase in securities sold under agreements to repurchase ( 949 ) 34,022
Decrease in FHLB and other borrowed funds ( 250 ) ( 1,400,250 )
Increase in FHLB and other borrowed funds — 1,400,000
Proceeds from exercise of stock options, net 527 671
Repurchase of common stock ( 29,816 ) ( 24,152 )
Dividends paid on common stock ( 38,758 ) ( 36,227 )
Net cash provided by financing activities 325,948 52,483
Net change in cash and cash equivalents 385,383 175,045
Cash and cash equivalents – beginning of year 910,347 1,000,213
Cash and cash equivalents – end of period $ 1,295,730 $ 1,175,258
See Condensed Notes to Consolidated Financial Statements.
9
Table of Contents
Home BancShares, Inc.
Condensed Notes to Consolidated Financial Statements
(Unaudited)
1. Nature of Operations and Summary of Significant Accounting Policies
Nature of Operations
Home BancShares, Inc. (the “Company” or “HBI”) is a bank holding company headquartered in Conway, Arkansas. The Company is primarily engaged in providing a full range of banking services to individual and corporate customers through its wholly-owned community bank subsidiary – Centennial Bank (sometimes referred to as “Centennial” or the “Bank”). The Bank has branch locations in Arkansas, Florida, South Alabama, Texas and New York City. The Company is subject to competition from other financial institutions. The Company also is subject to the regulation of certain federal and state agencies and undergoes periodic examinations by those regulatory authorities.
A summary of the significant accounting policies of the Company follows:
Operating Segments
Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Bank is the only significant subsidiary upon which management makes decisions regarding how to allocate resources and assess performance. Each of the regions and branches of the Bank provide a group of similar banking services, including such products and services as commercial, real estate and consumer loans, time deposits, checking and savings accounts. The individual bank branches and regions have similar operating and economic characteristics. While the chief decision maker monitors the revenue streams of the various products, services, branch locations and regions, operations are managed, and financial performance is evaluated on a company-wide basis. Accordingly, all of the banking services and branch locations are considered by management to be aggregated into one reportable operating segment.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for credit losses, the valuation of investment securities, and the valuation of foreclosed assets. In connection with the determination of the allowance for credit losses and the valuation of foreclosed assets, management obtains independent appraisals for significant properties.
Principles of Consolidation
The consolidated financial statements include the accounts of HBI and its subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation.
Reclassifications
Various items within the accompanying consolidated financial statements for previous periods have been reclassified to provide more comparative information. These reclassifications had no effect on net earnings or stockholders’ equity.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash on hand, cash held as demand deposits at various banks and the Federal Reserve Bank (“FRB”) and interest-bearing deposits with other banks. Included in cash and cash equivalents were $ 11.7 million and $ 15.4 million of restricted cash as of March 31, 2025 and December 31, 2024, respectively.
10
Table of Contents
Interim financial information
The accompanying unaudited consolidated financial statements have been prepared in condensed format, and therefore do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.
The information furnished in these interim statements reflects all adjustments which are, in the opinion of management, necessary for a fair statement of the results for each respective period presented. Such adjustments are of a normal recurring nature. The results of operations in the interim statements are not necessarily indicative of the results that may be expected for any other quarter or for the full year. The interim financial information should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2024 Form 10-K, filed with the Securities and Exchange Commission on February 27, 2025.
Loans Receivable and Allowance for Credit Losses
Loans receivable that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at their outstanding principal balance adjusted for any charge-offs, deferred fees or costs on originated loans. Interest income on loans is accrued over the term of the loans based on the principal balance outstanding. Loan origination fees and direct origination costs are capitalized and recognized as adjustments to yield on the related loans.
The allowance for credit losses on loans receivable 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 believes the uncollectability of a loan balance is confirmed and expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off.
The Company uses the discount cash flow ("DCF") method to estimate expected losses for all of the Company’s loan pools. These pools are as follows: construction & land development; other commercial real estate; residential real estate; commercial & industrial; and consumer & other. The loan portfolio pools were selected in order to generally align with the loan categories specified in the quarterly call reports required to be filed with the Federal Financial Institutions Examination Council. For each of these loan pools, the Company generates cash flow projections at the instrument level wherein payment expectations are adjusted for estimated prepayment speed, curtailments, time to recovery, probability of default, and loss given default. The modeling of expected prepayment speeds, curtailment rates, and time to recovery are based on historical internal data. The Company uses regression analysis of historical internal and peer data to determine suitable loss drivers to utilize when modeling lifetime probability of default and loss given default. This analysis also determines how expected probability of default and loss given default will react to forecasted levels of the loss drivers.
For all DCF models, management has determined that four quarters represents a reasonable and supportable forecast period and reverts to a historical loss rate over four quarters on a straight-line basis. Management leverages economic projections from a reputable and independent third party to inform its loss driver forecasts over the four-quarter forecast period. Other internal and external indicators of economic forecasts are also considered by management when developing the forecast metrics.
Management estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency level, or term as well as for changes in environmental conditions, such as changes in the national unemployment rate, gross domestic product, national retail sales index, the Federal Housing Finance Agency ("FHFA") housing price index and rental vacancy rate index.
11
Table of Contents
The allowance for credit losses is measured based on call report segment as these types of loans exhibit similar risk characteristics. The identified loan segments are as follows:
• 1-4 family residential construction loans
• Other construction loans and all land development and other land loans
• Secured by farmland (including farm residential and other improvements)
• Revolving, open-end loans secured by 1-4 family residential properties and extended under lines
• Secured by first liens
• Secured by junior liens
• Secured by multifamily (5 or more) residential properties
• Loans secured by owner-occupied, nonfarm nonresidential properties
• Loans secured by other nonfarm nonresidential properties
• Loans to finance agricultural production and other loans to farmers
• Commercial and industrial loans
• Other revolving credit plans
• Automobile loans
• Other consumer loans
• Other consumer loans - Shore Premier Finance
• Obligations (other than securities and leases) of states and political subdivisions in the US
• Loans to nondepository financial institutions
• Loans for purchasing or carrying securities
• All other loans
• Leases
Loans considered to be collateral dependent, according to ASC 326, are loans for which, repayment is expected to be provided substantially through the operation or sale of the collateral when the borrower is experiencing financial difficulty based on the Company's assessment as of the reporting date. The aggregate amount of collateral shortfall on such loans is utilized in evaluating the adequacy of the allowance for credit losses and amount of provisions thereto. Losses on collateral dependent loans are charged against the allowance for credit losses when in the process of collection, it appears likely that such losses will be realized. The accrual of interest on collateral dependent loans is discontinued when, in management’s opinion the collection of interest is doubtful or generally when loans are 90 days or more past due. When accrual of interest is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
Loans evaluated individually that are considered to be collateral dependent are not included in the collective evaluation. For these loans, where the Company has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and the Company expects repayment of the loan to be provided substantially through the operation or sale of the collateral, the allowance for credit losses is measured based on the difference between the fair value of the collateral, net of estimated costs to sell, and the amortized cost basis of the loan as of the measurement date. When repayment is expected to be from the operation of the collateral, expected credit losses are calculated as the amount by which the amortized cost basis of the loan exceeds the present value of expected cash flows from the operation of the collateral. The allowance for credit losses may be zero if the fair value of the collateral at the measurement date exceeds the amortized cost basis of the loan, net of estimated costs to sell. For individually analyzed loans which are not considered to be collateral dependent, an allowance is recorded based on the loss rate for the respective pool within the collective evaluation.
Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments and curtailments when appropriate. The contractual term excludes expected extensions, renewals, and modifications unless either of the following applies:
• Management has a reasonable expectation at the reporting date that restructured loans made to borrowers experiencing financial difficulty will be executed with an individual borrower.
• The extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Company.
12
Table of Contents
Management qualitatively adjusts model results for risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. These qualitative factors ("Q-Factors") and other qualitative adjustments may increase or decrease management's estimate of expected credit losses by a calculated percentage or amount based upon the estimated level of risk. The various risks that may be considered in making Q-Factor and other qualitative adjustments include, among other things, the impact of (i) changes in lending policies, procedures and strategies; (ii) changes in nature and volume of the portfolio; (iii) staff experience; (iv) changes in volume and trends in classified loans, delinquencies and nonaccruals; (v) concentration risk; (vi) trends in underlying collateral values; (vii) external factors such as competition, legal and regulatory environment; (viii) changes in the quality of the loan review system and (ix) economic conditions.
Loans are placed on non-accrual status when management believes that the borrower’s financial condition, after giving consideration to economic and business conditions and collection efforts, is such that collection of interest is doubtful, or generally when loans are 90 days or more past due. Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely. Accrued interest related to non-accrual loans is generally charged against the allowance for credit losses when accrued in prior years and reversed from interest income if accrued in the current year. Interest income on non-accrual loans may be recognized to the extent cash payments are received, although the majority of payments received are usually applied to principal. Non-accrual loans are generally returned to accrual status when principal and interest payments are less than 90 days past due, the customer has made the required payments for at least six months, and we reasonably expect to collect all principal and interest.
Allowance for Credit Losses on Off-Balance Sheet Credit Exposures
The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on off-balance sheet credit exposures is adjusted as a provision for or recovery of credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life.
Earnings per Share
Basic earnings per share is computed based on the weighted-average number of shares outstanding during each year. Diluted earnings per share is computed using the weighted-average shares and all potential dilutive shares outstanding during the period. The following table sets forth the computation of basic and diluted earnings per share (“EPS”) for the following periods:
Three Months Ended
March 31,
2025 2024
(In thousands)
Net income $ 115,209 $ 100,109
Average shares outstanding 198,657 201,210
Effect of common stock options 195 180
Average diluted shares outstanding 198,852 201,390
Basic earnings per share $ 0.58 $ 0.50
Diluted earnings per share $ 0.58 $ 0.50
The impact of anti-dilutive shares to the diluted earnings per share calculation was considered immaterial for the periods ended March 31, 2025 and 2024.
13
Table of Contents
2 . Investment Securities
The following table summarizes the amortized cost and fair value of securities that are classified as available-for-sale and held-to-maturity:
March 31, 2025
Available-for-Sale
Amortized
Cost
Allowance for Credit Losses Net Carrying Amount Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Estimated
Fair Value
(In thousands)
U.S. government-sponsored enterprises $ 283,960 $ — $ 283,960 $ 1,216 $ ( 11,520 ) $ 273,656
U.S. government-sponsored mortgage-backed securities 1,467,153 — 1,467,153 931 ( 169,526 ) 1,298,558
Private mortgage-backed securities 181,859 — 181,859 19 ( 10,541 ) 171,337
Non-government-sponsored asset backed securities 202,999 — 202,999 204 ( 2,772 ) 200,431
State and political subdivisions 947,565 — 947,565 350 ( 87,861 ) 860,054
Other securities 215,709 ( 2,195 ) 213,514 1,043 ( 15,273 ) 199,284
Total $ 3,299,245 $ ( 2,195 ) $ 3,297,050 $ 3,763 $ ( 297,493 ) $ 3,003,320
March 31, 2025
Held-to-Maturity
Amortized
Cost
Allowance for Credit Losses Net Carrying Amount Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Estimated
Fair Value
(In thousands)
U.S. government-sponsored enterprises $ 43,629 $ — $ 43,629 $ — $ ( 2,249 ) $ 41,380
U.S. government-sponsored mortgage-backed securities 122,617 — 122,617 66 ( 4,509 ) 118,174
State and political subdivisions 1,105,655 ( 2,005 ) 1,103,650 26 ( 109,968 ) 993,708
Total $ 1,271,901 $ ( 2,005 ) $ 1,269,896 $ 92 $ ( 116,726 ) $ 1,153,262
December 31, 2024
Available-for-Sale
Amortized
Cost
Allowance for Credit Losses Net Carrying Amount Gross
Unrealized
Gains
Gross
Unrealized
(Losses)
Estimated
Fair Value
(In thousands)
U.S. government-sponsored enterprises $ 297,698 $ — $ 297,698 $ 1,164 $ ( 14,072 ) $ 284,790
U.S. government-sponsored mortgage-backed securities 1,527,463 — 1,527,463 760 ( 203,539 ) 1,324,684
Private mortgage-backed securities 184,643 — 184,643 — ( 13,249 ) 171,394
Non-government-sponsored asset backed securities 228,751 228,751 331 ( 3,434 ) 225,648
State and political subdivisions 956,055 — 956,055 335 ( 86,029 ) 870,361
Other securities 215,662 ( 2,195 ) 213,467 576 ( 18,281 ) 195,762
Total $ 3,410,272 $ ( 2,195 ) $ 3,408,077 $ 3,166 $ ( 338,604 ) $ 3,072,639
14
Table of Contents
December 31, 2024
Held-to-Maturity
Amortized
Cost Allowance for Credit Losses Net Carrying Amount Gross
Unrealized
Gains Gross
Unrealized
(Losses) Estimated
Fair Value
(In thousands)
U.S. government-sponsored enterprises $ 43,560 $ — $ 43,560 $ — $ ( 3,021 ) $ 40,539
U.S. government-sponsored mortgage-backed securities 124,169 — 124,169 — ( 6,695 ) 117,474
State and political subdivisions 1,109,480 ( 2,005 ) 1,107,475 39 ( 122,587 ) 984,927
Total $ 1,277,209 $ ( 2,005 ) $ 1,275,204 $ 39 $ ( 132,303 ) $ 1,142,940
Assets, principally investment securities, having a carrying value of approximately $ 2.75 billion and $ 2.61 billion at March 31, 2025 and December 31, 2024, respectively, were pledged to secure public deposits, as collateral for repurchase agreements, and for other purposes required or permitted by law. Investment securities pledged as collateral for repurchase agreements totaled approximately $ 161.4 million and $ 162.4 million at March 31, 2025 and December 31, 2024, respectively.
The amortized cost and estimated fair value of securities classified as available-for-sale and held-to-maturity at March 31, 2025, by contractual maturity, are shown below. Expected maturities could differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are shown separately.
Available-for-Sale Held-to-Maturity
Amortized
Cost
Estimated
Fair Value
Amortized
Cost
Estimated
Fair Value
(In thousands)
Due in one year or less $ 21,685 $ 21,387 $ — $ —
Due after one year through five years 278,373 264,842 59,616 57,252
Due after five years through ten years 355,464 329,240 377,325 347,113
Due after ten years 791,712 717,525 712,343 630,723
U.S. government-sponsored mortgage-backed securities 1,467,153 1,298,558 122,617 118,174
Private mortgage-backed securities 181,859 171,337 — —
Non-government-sponsored asset backed securities 202,999 200,431 — —
Total $ 3,299,245 $ 3,003,320 $ 1,271,901 $ 1,153,262
During the three months ended March 31, 2025 and 2024, no available-for-sale securities were sold.
The following table shows gross unrealized losses and estimated fair value of investment securities classified as available-for-sale and held-to-maturity, aggregated by investment category and length of time that individual investment securities have been in a continuous loss position as of March 31, 2025 and December 31, 2024.
15
Table of Contents
March 31, 2025
Less Than 12 Months 12 Months or More Total
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
(In thousands)
Available-for-sale:
U.S. government-sponsored enterprises $ 24,208 $ ( 215 ) $ 163,377 $ ( 11,305 ) $ 187,585 $ ( 11,520 )
U.S. government-sponsored mortgage-backed securities 33,859 ( 214 ) 1,186,597 ( 169,312 ) 1,220,456 ( 169,526 )
Private mortgage-backed securities — — 161,674 ( 10,541 ) 161,674 ( 10,541 )
Non-government-sponsored asset backed securities 105,201 ( 223 ) 85,633 ( 2,549 ) 190,834 ( 2,772 )
State and political subdivisions 40,072 ( 1,332 ) 757,250 ( 86,529 ) 797,322 ( 87,861 )
Other securities 5,883 ( 264 ) 179,056 ( 15,009 ) 184,939 ( 15,273 )
Total $ 209,223 $ ( 2,248 ) $ 2,533,587 $ ( 295,245 ) $ 2,742,810 $ ( 297,493 )
Held-to-maturity:
U.S. government-sponsored enterprises $ — $ — $ 41,380 $ ( 2,249 ) $ 41,380 $ ( 2,249 )
U.S. government-sponsored mortgage-backed securities 50,635 ( 866 ) 62,274 ( 3,643 ) 112,909 ( 4,509 )
State and political subdivisions 19,245 ( 767 ) 972,529 ( 109,201 ) 991,774 ( 109,968 )
Total $ 69,880 $ ( 1,633 ) $ 1,076,183 $ ( 115,093 ) $ 1,146,063 $ ( 116,726 )
December 31, 2024
Less Than 12 Months 12 Months or More Total
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
(In thousands)
Available-for-sale:
U.S. government-sponsored enterprises $ 25,946 $ ( 326 ) $ 161,759 $ ( 13,746 ) $ 187,705 $ ( 14,072 )
U.S. government-sponsored mortgage-backed securities 34,597 ( 1,088 ) 1,215,317 ( 202,451 ) 1,249,914 ( 203,539 )
Private mortgage-backed securities 9,491 ( 129 ) 161,903 ( 13,120 ) 171,394 ( 13,249 )
Non-government-sponsored asset backed securities 10,849 ( 60 ) 92,857 ( 3,374 ) 103,706 ( 3,434 )
State and political subdivisions 46,591 ( 1,230 ) 761,289 ( 84,799 ) 807,880 ( 86,029 )
Other securities 7,157 ( 911 ) 173,204 ( 17,370 ) 180,361 ( 18,281 )
Total $ 134,631 $ ( 3,744 ) $ 2,566,329 $ ( 334,860 ) $ 2,700,960 $ ( 338,604 )
Held-to-maturity:
U.S. government-sponsored enterprises $ — $ — $ 40,539 $ ( 3,021 ) $ 40,539 $ ( 3,021 )
U.S. government-sponsored mortgage-backed securities 48,254 ( 1,979 ) 69,220 ( 4,716 ) 117,474 ( 6,695 )
State and political subdivisions 29,612 ( 1,037 ) 954,335 ( 121,550 ) 983,947 ( 122,587 )
Total $ 77,866 $ ( 3,016 ) $ 1,064,094 $ ( 129,287 ) $ 1,141,960 $ ( 132,303 )
16
Table of Contents
Debt securities available-for-sale ("AFS") are reported at fair value with unrealized holding gains and losses reported as a separate component of stockholders’ equity and other comprehensive income (loss), net of taxes. Securities that are held as available-for-sale are used as a part of our asset/liability management strategy. Securities that may be sold in response to interest rate changes, changes in prepayment risk, the need to increase regulatory capital, and other similar factors are classified as available-for-sale. The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses. The Company first assesses whether it intends to sell or is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities that do not meet these criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost, changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income. The Company has made the election to exclude accrued interest receivable on AFS securities from the estimate of credit losses and report accrued interest separately on the consolidated balance sheets. Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the allowance when management believes the uncollectability of a security is confirmed or when either of the criteria regarding intent or requirement to sell is met.
Debt securities held-to-maturity ("HTM"), which include any security for which we have the positive intent and ability to hold until maturity, are reported at historical cost adjusted for amortization of premiums and accretion of discounts. Premiums and discounts are amortized/accreted to the call date to interest income using the constant effective yield method over the estimated life of the security. The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses. The Company measures expected credit losses on HTM securities on a collective basis by major security type, with each type sharing similar risk characteristics. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. The Company has made the election to exclude accrued interest receivable on HTM securities from the estimate of credit losses and report accrued interest separately on the consolidated balance sheets. Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the allowance when management believes the uncollectability of a security is confirmed.
During the three months ended March 31, 2025, the Company determined the $ 2.2 million allowance for credit losses on the available-for-sale portfolio and the $ 2.0 million allowance for credit losses on the held-to-maturity portfolio was adequate. Therefore, no additional provision was considered necessary.
Available-for-Sale Investment Securities
March 31, 2025 December 31, 2024
Allowance for credit losses: (In thousands)
Beginning balance, January 1
$ 2,195 $ 2,525
Provision for credit loss — —
Balance, March 31
$ 2,195 $ 2,525
Recovery of credit loss ( 330 )
Balance, December 31, 2024
$ 2,195
Held-to-Maturity Investment Securities
March 31, 2025 December 31, 2024
Allowance for credit losses: (In thousands)
Beginning balance, January 1
$ 2,005 $ 2,005
Provision for credit loss — —
Balance, March 31
$ 2,005 $ 2,005
Provision for credit loss —
Balance, December 31, 2024
$ 2,005
17
Table of Contents
For the three months ended March 31, 2025, the Company had available-for-sale investment securities with approximately $ 297.5 million in unrealized losses, of which $ 295.2 million had been in continuous loss positions for more than twelve months. With the exception of the subordinated debt investment securities which were downgraded during 2023 resulting in the allowance, the Company’s assessments indicated the cause of the market depreciation was primarily due to the change in interest rates and not the issuer’s financial condition or downgrades by rating agencies. In addition, approximately 38.9 % of the principal balance from the Company’s investment portfolio will mature or are expected to pay down within five years or less . As a result, the Company has the ability and intent to hold such securities until maturity.
As of March 31, 2025, the Company's available-for-sale securities portfolio consisted of 1,516 investment securities, 1,287 of which were in an unrealized loss position. As noted in the table above, the total amount of the unrealized loss was $ 297.5 million. The U.S. government-sponsored enterprises portfolio contained unrealized losses of $ 11.5 million on 66 securities. The U.S. government-sponsored mortgage-backed securities portfolio contained $ 169.5 million of unrealized losses on 637 securities, and the private mortgage-backed securities portfolio contained $ 10.5 million of unrealized losses on 31 securities. The non-government-sponsored asset backed securities portfolio contained $ 2.8 million of unrealized losses on 29 securities. The state and political subdivisions portfolio contained $ 87.9 million of unrealized losses on 461 securities. In addition, the other securities portfolio contained $ 15.3 million of unrealized losses on 63 securities. With the exception of the investments for which an allowance for credit losses has been established, the unrealized losses on the Company's investments were primarily a result of interest rate changes, and the Company expects to recover the amortized cost basis over the term of the securities. The Company has determined that, as of March 31, 2025, an additional provision for credit losses is not necessary because the decline in market value was attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity.
As of March 31, 2025, the Company's held-to-maturity securities portfolio consisted of 511 investment securities, 501 of which were in an unrealized loss position. As noted in the table above, the total amount of the unrealized loss was $ 116.7 million. The U.S. government-sponsored enterprises portfolio contained unrealized losses of $ 2.2 million on 5 securities. The U.S. government-sponsored mortgage-backed securities portfolio contained unrealized losses of $ 4.5 million on 19 securities. The state and political subdivisions portfolio contained $ 110.0 million of unrealized losses on 477 securities. The unrealized losses on the Company's investments were a result of interest rate changes. The Company expects to recover the amortized cost basis over the term of the securities. Because the decline in market value was attributable to changes in interest rates and not credit quality, the Company has determined that an additional provision for credit losses was not necessary as of March 31, 2025.
The following table summarizes bond ratings for the Company’s held-to-maturity portfolio, based upon amortized cost, issued by state and political subdivisions and other securities as of March 31, 2025:
State and political subdivisions U.S. government-sponsored enterprises U.S. government-sponsored mortgage-backed securities Total
(In thousands)
Aaa/AAA $ 237,046 $ 43,629 $ — $ 280,675
Aa/AA 838,928 — — 838,928
A 25,566 — — 25,566
Not rated 4,115 — — 4,115
Agency Backed — — 122,617 122,617
Total $ 1,105,655 $ 43,629 $ 122,617 $ 1,271,901
18
Table of Contents
Income earned on securities for the three months ended March 31, 2025 and 2024, is as follows:
Three Months Ended
March 31,
2025 2024
(In thousands)
Taxable
Available-for-sale $ 20,060 $ 25,762
Held-to-maturity 7,373 7,467
Non-taxable
Available-for-sale 4,580 4,695
Held-to-maturity 3,070 3,108
Total $ 35,083 $ 41,032
3 . Loans Receivable
The various categories of loans receivable are summarized as follows:
March 31, 2025 December 31, 2024
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 5,588,681 $ 5,426,780
Construction/land development 2,735,760 2,736,214
Agricultural 335,437 336,993
Residential real estate loans
Residential 1-4 family 1,947,872 1,956,489
Multifamily residential 576,089 496,484
Total real estate 11,183,839 10,952,960
Consumer 1,227,745 1,234,361
Commercial and industrial 2,045,036 2,022,775
Agricultural 314,323 367,251
Other 181,173 187,153
Total loans receivable 14,952,116 14,764,500
Allowance for credit losses ( 279,944 ) ( 275,880 )
Loans receivable, net $ 14,672,172 $ 14,488,620
During the three months ended March 31, 2025, the Company sold $ 4.0 million of the guaranteed portions of certain SBA loans, which resulted in a gain of approximately $ 288,000 . During the three months ended March 31, 2024, the Company sold $ 2.7 million guaranteed portions of certain SBA loans, which resulted in a gain of approximately $ 198,000 .
19
Table of Contents
Mortgage loans held for sale of approximately $ 108.7 million and $ 98.7 million at March 31, 2025 and December 31, 2024, respectively, are included in residential 1-4 family loans. Mortgage loans held for sale are carried at the lower of cost or fair value, determined using an aggregate basis. Gains and losses resulting from sales of mortgage loans are recognized when the respective loans are sold to investors. Gains and losses are determined by the difference between the selling price and the carrying amount of the loans sold, net of discounts collected or paid. The Company obtains forward commitments to sell mortgage loans to reduce market risk on mortgage loans in the process of origination and mortgage loans held for sale. The forward commitments acquired by the Company for mortgage loans in process of origination are considered mandatory forward commitments. Because these commitments are structured on a mandatory basis, the Company is required to substitute another loan or to buy back the commitment if the original loan does not fund. The Company regularly sells mortgages into the capital markets to mitigate the effects of interest rate volatility during the period from the time an interest rate lock commitment (“IRLC”) is issued until the IRLC funds creating a mortgage loan held for sale and its subsequent sale into the secondary/capital markets. Loan sales are typically executed on a mandatory basis. Under a mandatory commitment, the Company agrees to deliver a specified dollar amount with predetermined terms by a certain date. Generally, the commitment is not loan specific, and any combination of loans can be delivered into the outstanding commitment provided the terms fall within the parameters of the commitment. Upon failure to deliver, the Company is subject to fees based on market movement. These commitments and IRLCs are derivative instruments and their fair values at March 31, 2025 and December 31, 2024 were not material.
Purchased loans that have experienced more than insignificant credit deterioration since origination are purchase credit deteriorated ("PCD") loans. An allowance for credit losses is determined using the same methodology as other loans. The Company develops separate PCD models for each loan segment with PCD loans not individually analyzed for credit losses. The initial allowance for credit losses determined on a collective basis is allocated to individual loans. The sum of the loan’s purchase price and allowance for credit losses becomes its initial amortized cost basis. The difference between the initial amortized cost basis and the par value of the loan is a non-credit discount or premium which is amortized into interest income over the life of the loan. Subsequent changes to the allowance for credit losses are recorded through the provision for credit losses. The Company held approximately $ 72.1 million and $ 76.3 million in PCD loans, as of March 31, 2025 and December 31, 2024, respectively. The balance, as of March 31, 2025, results entirely from the acquisition of Happy Bancshares, Inc. ("Happy") in 2022.
A description of our accounting policies for loans and impaired loans (which includes loans individually analyzed for credit losses for which a specific reserve has been recorded, non-accrual loans, loans past due 90 days or more and restructured loans made to borrowers experiencing financial difficulty) are set forth in our 2024 Form 10-K filed with the SEC on February 27, 2025.
4 . Allowance for Credit Losses, Credit Quality and Other
The Company uses the discounted cash flow (“DCF”) method to estimate expected losses for all of Company’s loan pools. These pools are as follows: construction & land development; other commercial real estate; residential real estate; commercial & industrial; and consumer & other. The loan portfolio pools were selected in order to generally align with the loan categories specified in the quarterly call reports required to be filed with the Federal Financial Institutions Examination Council. For each of these loan pools, the Company generates cash flow projections at the instrument level wherein payment expectations are adjusted for estimated prepayment speed, curtailments, time to recovery, probability of default, and loss given default. The modeling of expected prepayment speeds, curtailment rates, and time to recovery are based on historical internal data. The Company uses regression analysis of historical internal and peer data to determine suitable loss drivers to utilize when modeling lifetime probability of default and loss given default. This analysis also determines how expected probability of default and loss given default will react to forecasted levels of the loss drivers.
Management qualitatively adjusts model results for risk factors ("Q-Factors") that are not considered within our modeling processes but are, nonetheless, relevant in assessing the expected credit losses within our loan pools. These Q-Factors and other qualitative adjustments may increase or decrease management's estimate of expected credit losses by a calculated percentage or amount based upon the estimated level of risk. The various risks that may be considered in making Q-Factor and other qualitative adjustments include, among other things, the impact of (i) changes in lending policies, procedures and strategies; (ii) changes in nature and volume of the portfolio; (iii) staff experience; (iv) changes in volume and trends in classified loans, delinquencies and nonaccruals; (v) concentration risk; (vi) trends in underlying collateral values; (vii) external factors such as competition, legal and regulatory environment; (viii) changes in the quality of the loan review system; and (ix) economic conditions.
20
Table of Contents
Each year management evaluates the performance of the selected models used in the CECL calculation through backtesting. Based on the results of the testing, management determines if the various models produced accurate results compared to the actual losses incurred for the current economic environment. Management then determines if changes to the assumptions and economic factors would produce a stronger overall calculation that is more responsive to changes in economic conditions. The Company continues to use regression analysis to determine suitable loss drivers to utilize when modeling lifetime probability of default and loss given default for the changes in the economic factors for the loss driver segments. Based on this analysis, management determined that changes to several of the economic factors for the loss driver segments, along with other model improvements and updates, were necessary, and updated models were implemented beginning with the June 30, 2024 allowance for credit losses calculation. The identified loss drivers by segment are included below as of both March 31, 2025 and December 31, 2024.
Loss Driver Segment Call Report Segment(s) Modeled Economic Factors
1-4 Family Construction 1a1 National Unemployment (%) & Housing Price Index (%)
All Other Construction 1a2 National Unemployment (%) & Gross Domestic Product (%)
Farmland & Agriculture 1b, 3 National Unemployment (%)
Residential 1-4 Family 1c1, 1c2a, 1c2b National Unemployment (%) & Housing Price Index (%)
Multifamily 1d Rental Vacancy Rate (%) & Housing Price Index (%)
Non-Farm/ Non-Residential CRE 1e1, 1e2 National Unemployment (%) & Gross Domestic Product (%)
Commercial & Industrial, Non-Depository Financial Institutions, Purchase/Carry Securities, Leases, Other 4a, 9a, 9b1, 9b2, 10, Other National Unemployment (%) & National Retail Sales (%)
Consumer Auto 6c National Unemployment (%) & National Retail Sales (%)
Other Consumer 6b, 6d National Unemployment (%) & National Retail Sales (%)
Other Consumer - SPF 6d National Unemployment (%)
Obligations of States and Political Subdivisions 8 National Unemployment (%) & Gross Domestic Product (%)
For all DCF models, management has determined that four quarters represents a reasonable and supportable forecast period and reverts to a historical loss rate over four quarters on a straight-line basis. Management leverages economic projections from a reputable and independent third party to inform its loss driver forecasts over the four-quarter forecast period. Other internal and external indicators of economic forecasts are also considered by management when developing the forecast metrics.
The combination of adjustments for credit expectations (default and loss) and time expectations (prepayment, curtailment, and time to recovery) produces an expected cash flow stream at the instrument level. Instrument effective yield is calculated, net of the impacts of prepayment assumptions, and the instrument expected cash flows are then discounted at that effective yield to produce an instrument-level net present value of expected cash flows (“NPV”). An allowance for credit loss is established for the difference between the instrument’s NPV and amortized cost basis.
Construction/Land Development and Other Commercial Real Estate Loans. We originate non-farm and non-residential loans (primarily secured by commercial real estate), construction/land development loans, and agricultural loans, which are generally secured by real estate located in our market areas. Our commercial mortgage loans are generally collateralized by first liens on real estate and amortized (where defined) over a 15 to 30 year period with balloon payments due at the end of one to five years . These loans are generally underwritten by assessing cash flow (debt service coverage), primary and secondary source of repayment, the financial strength of the borrower as well as any guarantors, the strength of the tenant (if any), the borrower’s liquidity and leverage, management experience, ownership structure, economic conditions and industry specific trends and collateral. Generally, we will loan up to 85 % of the value of improved property, 65 % of the value of raw land and 75 % of the value of land to be acquired and developed. A first lien on the property and assignment of lease is required if the collateral is rental property, with second lien positions considered on a case-by-case basis.
Residential Real Estate Loans. We originate one to four family, residential mortgage loans generally secured by property located in our primary market areas. Residential real estate loans generally have a loan-to-value ratio of up to 90 %. These loans are underwritten by giving consideration to many factors including the borrower’s ability to pay, stability of employment or source of income, debt-to-income ratio, credit history and loan-to-value ratio.
21
Table of Contents
Commercial and Industrial Loans. Commercial and industrial loans are made for a variety of business purposes, including working capital, inventory, equipment and capital expansion. The terms for commercial loans are generally one to seven years . Commercial loan applications must be supported by current financial information on the borrower and, where appropriate, by adequate collateral. Commercial loans are generally underwritten by addressing cash flow (debt service coverage), primary and secondary sources of repayment, the financial strength of the borrower as well as any guarantors, the borrower’s liquidity and leverage, management experience, ownership structure, economic conditions and industry specific trends and collateral. The loan to value ratio depends on the type of collateral. Generally, accounts receivable are financed at between 50 % and 80 % of accounts receivable less than 60 days past due. Inventory financing will range between 50 % and 80 % (with no work in process) depending on the borrower and nature of inventory. We require a first lien position for those loans.
Consumer & Other Loans. Our consumer & other loans are primarily composed of loans to finance United States Coast Guard registered high-end sail and power boats. The performance of consumer & other loans will be affected by the local and regional economies as well as the rates of personal bankruptcies, job loss, divorce and other individual-specific characteristics.
Off-Balance Sheet Credit Exposures. The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The allowance for credit loss on off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The Company uses the DCF method to estimate expected losses for all of the Company’s off-balance sheet credit exposures through the use of the existing DCF models for the Company’s loan portfolio pools. The off-balance sheet credit exposures exhibit similar risk characteristics as loans currently in the Company’s loan portfolio.
During the three months ended March 31, 2025, the Company did not record a provision for credit losses on loans primarily due to the $ 4.1 million in net recoveries experienced during the quarter. After considering the recoveries, management determined the level of the allowance for credit losses on loans was adequate. In addition, management determined that a provision was not necessary for the unfunded commitments as the current level of the reserve was considered adequate. During the three months ended March 31, 2024, the Company recorded $ 5.5 million in provision for credit losses on loans, and the Company reversed $ 1.0 million in provision for unfunded commitments.
The following table presents the activity in the allowance for credit losses for the three months ended March 31, 2025:
Three Months Ended March 31, 2025
Construction/
Land
Development Other
Commercial
Real Estate Residential
Real Estate Commercial
& Industrial Consumer
& Other Total
(In thousands)
Allowance for credit losses:
Beginning balance $ 52,271 $ 91,315 $ 50,835 $ 49,621 $ 31,838 $ 275,880
Loans charged off — ( 2,300 ) ( 75 ) ( 161 ) ( 922 ) ( 3,458 )
Recoveries of loans previously charged off
125 6,160 51 958 228 7,522
Net loans recovered (charged off)
125 3,860 ( 24 ) 797 ( 694 ) 4,064
Provision for credit losses ( 4,220 ) ( 8,890 ) 2,597 9,704 809 —
Balance, March 31 $ 48,176 $ 86,285 $ 53,408 $ 60,122 $ 31,953 $ 279,944
During the three months ended March 31, 2025, the Company reduced the level of the hurricane reserve from $ 33.4 million to $ 6.0 million as the majority of deferred loans returned to regular payment during the first quarter of 2025. The reduction in the hurricane reserve and the increase in the economic uncertainty related qualitative factor drove the significant changes in reserve levels between commercial real estate and commercial & industrial loans.
22
Table of Contents
The following table presents the activity in the allowance for credit losses for the three months ended March 31, 2024 and the year ended December 31, 2024:
Three Months Ended March 31, 2024 and Year Ended December 31, 2024
Construction/
Land
Development Other
Commercial
Real Estate Residential
Real Estate Commercial
& Industrial
Consumer
& Other Total
(In thousands)
Allowance for credit losses:
Beginning balance $ 33,877 $ 78,635 $ 55,860 $ 92,810 $ 27,052 $ 288,234
Loans charged off ( 1 ) ( 1,102 ) ( 159 ) ( 1,746 ) ( 970 ) ( 3,978 )
Recoveries of loans previously charged off
7 20 19 101 391 538
Net loans (charged off) recovered
6 ( 1,082 ) ( 140 ) ( 1,645 ) ( 579 ) ( 3,440 )
Provision for credit loss - loans 2,038 1,575 1,183 ( 157 ) 861 5,500
Balance, March 31
35,921 79,128 56,903 91,008 27,334 290,294
Loans charged off ( 1,436 ) ( 37,030 ) ( 6,908 ) ( 9,343 ) ( 4,341 ) ( 59,058 )
Recoveries of loans previously charged off
214 39 161 527 803 1,744
Net loans (charged off) recovered
( 1,222 ) ( 36,991 ) ( 6,747 ) ( 8,816 ) ( 3,538 ) ( 57,314 )
Provision for credit loss - loans 17,572 49,178 679 ( 32,571 ) 8,042 42,900
Balance, December 31
$ 52,271 $ 91,315 $ 50,835 $ 49,621 $ 31,838 $ 275,880
During the second quarter of 2024, the Company implemented updated allowance for credit loss models as part of the annual model review and challenge process. In light of the current commercial real estate ("CRE") environment, the allowance calculation called for a higher level of reserves for the CRE portfolio and a corresponding reduction in reserves for the commercial and industrial portfolio.
The following table presents the amortized cost basis of loans on nonaccrual status and loans past due over 90 days still accruing as of March 31, 2025 and December 31, 2024:
March 31, 2025
Nonaccrual Nonaccrual
with Reserve Loans Past Due
Over 90 Days
Still Accruing
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 32,953 $ 28,358 $ 226
Construction/land development 2,061 — —
Agricultural 538 — —
Residential real estate loans
Residential 1-4 family 23,510 — 306
Multifamily residential 13,075 — —
Total real estate 72,137 28,358 532
Consumer 6,014 — 11
Commercial and industrial 7,619 — 2,380
Agricultural & other 613 — 341
Total $ 86,383 $ 28,358 $ 3,264
23
Table of Contents
December 31, 2024
Nonaccrual Nonaccrual
with Reserve Loans Past Due
Over 90 Days
Still Accruing
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 35,868 $ 28,768 $ 304
Construction/land development 3,702 — 600
Agricultural 559 — —
Residential real estate loans
Residential 1-4 family 22,539 — 1,835
Multifamily residential 13,083 — —
Total real estate 75,751 28,768 2,739
Consumer 6,178 — 32
Commercial and industrial 10,931 — 2,263
Agricultural & other 993 — —
Total $ 93,853 $ 28,768 $ 5,034
The Company had $ 86.4 million and $ 93.9 million in nonaccrual loans as of March 31, 2025 and December 31, 2024, respectively. In addition, the Company had $ 3.3 million and $ 5.0 million in loans past due 90 days or more and still accruing as of March 31, 2025 and December 31, 2024, respectively.
The Company had $ 28.4 million and $ 28.8 million in nonaccrual loans with a specific reserve as of March 31, 2025 and December 31, 2024, respectively. Interest income recognized on the non-accrual loans for the periods ended March 31, 2025 and March 31, 2024 was considered immaterial .
The following table presents the amortized cost basis of impaired loans (which includes loans individually analyzed for credit losses for which a specific reserve has been recorded, non-accrual loans, loans past due 90 days or more and restructured loans made to borrowers experiencing financial difficulty) by class of loans as of March 31, 2025 and December 31, 2024:
March 31, 2025
Commercial
Real Estate Residential
Real Estate Other
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 109,144 $ — $ —
Construction/land development 2,061 — —
Agricultural 538 — —
Residential real estate loans
Residential 1-4 family — 25,982 —
Multifamily residential — 13,074 —
Total real estate 111,743 39,056 —
Consumer — — 13,997
Commercial and industrial — — 75,311
Agricultural & other — — 953
Total $ 111,743 $ 39,056 $ 90,261
24
Table of Contents
December 31, 2024
Commercial
Real Estate Residential
Real Estate Other
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 125,861 $ — $ —
Construction/land development 4,301 — —
Agricultural 559 — —
Residential real estate loans
Residential 1-4 family — 26,549 —
Multifamily residential — 13,083 —
Total real estate 130,721 39,632 —
Consumer — — 14,228
Commercial and industrial — — 82,422
Agricultural & other — — 993
Total $ 130,721 $ 39,632 $ 97,643
The Company had $ 241.1 million and $ 268.0 million in impaired loans for the periods ended March 31, 2025 and December 31, 2024, respectively.
Interest recognized on impaired loans during the three months ended March 31, 2025 was approximately $ 3.0 million. Interest recognized on impaired loans during the three months ended March 31, 2024 was approximately $ 685,000 . The amount of interest recognized on impaired loans on the cash basis is not materially different than the accrual basis.
The following is an aging analysis for loans receivable as of March 31, 2025 and December 31, 2024:
March 31, 2025
Loans
Past Due
30-59 Days Loans
Past Due
60-89 Days Loans
Past Due
90 Days
or More Total
Past Due Current
Loans Total
Loans
Receivable Accruing
Loans
Past Due
90 Days
or More
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 2,346 $ 2,018 $ 33,179 $ 37,543 $ 5,551,138 $ 5,588,681 $ 226
Construction/land development 2,259 16 2,061 4,336 2,731,424 2,735,760 —
Agricultural 39 21 538 598 334,839 335,437 —
Residential real estate loans
Residential 1-4 family 8,129 2,096 23,816 34,041 1,913,831 1,947,872 306
Multifamily residential — — 13,075 13,075 563,014 576,089 —
Total real estate 12,773 4,151 72,669 89,593 11,094,246 11,183,839 532
Consumer 7,024 2,471 6,025 15,520 1,212,225 1,227,745 11
Commercial and industrial 2,125 206 9,999 12,330 2,032,706 2,045,036 2,380
Agricultural & other 1,107 32 954 2,093 493,403 495,496 341
Total $ 23,029 $ 6,860 $ 89,647 $ 119,536 $ 14,832,580 $ 14,952,116 $ 3,264
25
Table of Contents
December 31, 2024
Loans
Past Due
30-59 Days Loans
Past Due
60-89 Days Loans
Past Due
90 Days
or More Total
Past Due Current
Loans Total
Loans
Receivable Accruing
Loans
Past Due
90 Days
or More
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 4,352 $ 38,944 $ 36,172 $ 79,468 $ 5,347,312 $ 5,426,780 $ 304
Construction/land development 369 799 4,302 5,470 2,730,744 2,736,214 600
Agricultural 90 43 559 692 336,301 336,993 —
Residential real estate loans
Residential 1-4 family 1,897 4,877 24,374 31,148 1,925,341 1,956,489 1,835
Multifamily residential — — 13,083 13,083 483,401 496,484 —
Total real estate 6,708 44,663 78,490 129,861 10,823,099 10,952,960 2,739
Consumer 7,046 68 6,210 13,324 1,221,037 1,234,361 32
Commercial and industrial 309 1,028 13,194 14,531 2,008,244 2,022,775 2,263
Agricultural and other 1,082 291 993 2,366 552,038 554,404 —
Total $ 15,145 $ 46,050 $ 98,887 $ 160,082 $ 14,604,418 $ 14,764,500 $ 5,034
Credit Quality Indicators. As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related to (i) the risk rating of loans, (ii) the level of classified loans, (iii) net charge-offs, (iv) non-performing loans and (v) the general economic conditions in Arkansas, Florida, Texas, Alabama and New York.
The Company utilizes a risk rating matrix to assign a risk rating to each of its loans. Loans are rated on a scale from 1 to 8. Descriptions of the general characteristics of the 8 risk ratings are as follows:
• Risk rating 1 – Excellent. Loans in this category are to persons or entities of unquestionable financial strength, a highly liquid financial position, with collateral that is liquid and well margined. These borrowers have performed without question on past obligations, and the Bank expects their performance to continue. Internally generated cash flow covers current maturities of long-term debt by a substantial margin. Loans secured by bank certificates of deposit and savings accounts, with appropriate holds placed on the accounts, are to be rated in this category.
• Risk rating 2 – Good. These are loans to persons or entities with strong financial condition and above-average liquidity that have previously satisfactorily handled their obligations with the Bank. Collateral securing the Bank’s debt is margined in accordance with policy guidelines. Internally generated cash flow covers current maturities of long-term debt more than adequately. Unsecured loans to individuals supported by strong financial statements and on which repayment is satisfactory may be included in this classification.
• Risk rating 3 – Satisfactory. Loans to persons or entities with an average financial condition, adequate collateral margins, adequate cash flow to service long-term debt, and net worth comprised mainly of fixed assets are included in this category. These entities are minimally profitable now, with projections indicating continued profitability into the foreseeable future. Closely held corporations or businesses where a majority of the profits are withdrawn by the owners or paid in dividends are included in this rating category. Overall, these loans are basically sound.
• Risk rating 4 – Watch. Borrowers who have marginal cash flow, marginal profitability or have experienced an unprofitable year and a declining financial condition characterize these loans. The borrower has in the past satisfactorily handled debts with the Bank, but in recent months has either been late, delinquent in making payments, or made sporadic payments. While the Bank continues to be adequately secured, margins have decreased or are decreasing, despite the borrower’s continued satisfactory condition. Other characteristics of borrowers in this class include inadequate credit information, weakness of financial statement and repayment capacity, but with collateral that appears to limit exposure.
• Risk rating 5 – Other Loans Especially Mentioned (“OLEM”) . A loan criticized as OLEM has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date. OLEM assets are not adversely classified and do not expose the institution to sufficient risk to warrant adverse classification.
26
Table of Contents
• Risk rating 6 – Substandard. A loan classified as substandard is inadequately protected by the sound worth and paying capacity of the borrower or the collateral pledged. Loss potential, while existing in the aggregate amount of substandard loans, does not have to exist in individual assets.
• Risk rating 7 – Doubtful. A loan classified as doubtful has all the weaknesses inherent in a loan classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. These are poor quality loans in which neither the collateral, if any, nor the financial condition of the borrower presently ensure collectability in full in a reasonable period of time; in fact, there is permanent impairment in the collateral securing the loan.
• Risk rating 8 – Loss. Assets classified as loss are considered uncollectible and of such little value that the continuance as bankable assets is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather, it is not practical or desirable to defer writing off this basically worthless asset, even though partial recovery may occur in the future. This classification is based upon current facts, not probabilities. Assets classified as loss should be charged-off in the period in which they became uncollectible.
Loans that do not share risk characteristics are evaluated on an individual basis. All loans over $ 2.0 million that are rated 5 – 8 are individually assessed for credit losses on a quarterly basis. For these loans, where the Company has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and the Company expects repayment of the financial asset to be provided substantially through the sale of the collateral, the allowance for credit losses is measured based on the difference between the fair value of the collateral, net of estimated costs to sell, and the amortized cost basis of the loan as of the measurement date. When repayment is expected to be from the operation of the collateral, expected credit losses are calculated as the amount by which the amortized cost basis of the loan exceeds the present value of expected cash flows from the operation of the collateral. The allowance for credit losses may be zero if the fair value of the collateral, less estimated costs to sell, or present value of cash flows at the measurement date exceeds the amortized cost basis of the loan.
27
Table of Contents
Based on the most recent analysis performed, the risk category of loans by class of loans as of March 31, 2025 and December 31, 2024 is as follows:
March 31, 2025
Term Loans Amortized Cost Basis by Origination Year
2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential
Risk rating 1 $ — $ — $ — $ — $ — $ 320 $ — $ 320
Risk rating 2 — — — — — — — —
Risk rating 3 86,681 160,251 359,628 678,743 447,619 1,103,473 289,438 3,125,833
Risk rating 4 17,131 115,159 116,893 572,962 311,072 717,639 319,820 2,170,676
Risk rating 5 247 27 921 391 56 7,066 358 9,066
Risk rating 6 11,972 33,617 825 35,727 6,386 194,259 — 282,786
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total non-farm/non-residential 116,031 309,054 478,267 1,287,823 765,133 2,022,757 609,616 5,588,681
Construction/land development
Risk rating 1 $ — $ — $ — $ — $ 9 $ — $ — $ 9
Risk rating 2 — 98 133 — — 149 — 380
Risk rating 3 104,055 977,178 341,364 282,926 42,446 88,460 70,362 1,906,791
Risk rating 4 11,849 141,922 115,012 254,824 70,540 26,241 189,381 809,769
Risk rating 5 113 — — 16,269 — — — 16,382
Risk rating 6 — — 108 228 966 1,091 36 2,429
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total construction/land development 116,017 1,119,198 456,617 554,247 113,961 115,941 259,779 2,735,760
Agricultural
Risk rating 1 $ — $ 300 $ — $ 1,326 $ — $ — $ — $ 1,626
Risk rating 2 — 275 237 — 1,063 — — 1,575
Risk rating 3 12,194 37,916 32,246 27,919 13,899 57,070 36,237 217,481
Risk rating 4 1,618 14,919 10,309 25,044 19,524 33,127 5,515 110,056
Risk rating 5 — — — — — 631 — 631
Risk rating 6 — — — — 1,555 2,329 184 4,068
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total agricultural 13,812 53,410 42,792 54,289 36,041 93,157 41,936 335,437
Total commercial real estate loans $ 245,860 $ 1,481,662 $ 977,676 $ 1,896,359 $ 915,135 $ 2,231,855 $ 911,331 $ 8,659,878
Residential real estate loans
Residential 1-4 family
Risk rating 1 $ — $ — $ — $ — $ — $ 88 $ 2 $ 90
Risk rating 2 — — 161 — — 8 3 172
Risk rating 3 55,288 166,957 242,543 358,134 183,574 450,056 119,487 1,576,039
Risk rating 4 2,576 30,600 11,767 51,296 55,550 83,831 93,929 329,549
Risk rating 5 — — 1,563 2,053 2,141 2,861 1,102 9,720
Risk rating 6 — 864 3,201 9,048 3,175 15,775 239 32,302
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total residential 1-4 family 57,864 198,421 259,235 420,531 244,440 552,619 214,762 1,947,872
28
Table of Contents
March 31, 2025
Term Loans Amortized Cost Basis by Origination Year
2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Multifamily residential
Risk rating 1 $ — $ — $ — $ — $ — $ — $ — $ —
Risk rating 2 — — — — — — — —
Risk rating 3 786 2,748 11,439 33,096 39,310 120,662 7,445 215,486
Risk rating 4 818 297 81,149 164,714 8,829 80,107 11,012 346,926
Risk rating 5 — — — — — 241 — 241
Risk rating 6 — — — 12,647 578 211 — 13,436
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total multifamily residential 1,604 3,045 92,588 210,457 48,717 201,221 18,457 576,089
Total real estate $ 305,328 $ 1,683,128 $ 1,329,499 $ 2,527,347 $ 1,208,292 $ 2,985,695 $ 1,144,550 $ 11,183,839
Consumer
Risk rating 1 $ 1,110 $ 4,355 $ 2,013 $ 1,339 $ 737 $ 1,535 $ 1,701 $ 12,790
Risk rating 2 — — — — — 245 — 245
Risk rating 3 75,071 251,914 182,747 177,969 160,834 310,378 1,260 1,160,173
Risk rating 4 1,018 15,681 8,718 4,693 1,257 4,960 149 36,476
Risk rating 5 — 7 35 — 208 491 — 741
Risk rating 6 — 49 5,641 4,747 346 6,519 15 17,317
Risk rating 7 — — 2 — — — — 2
Risk rating 8 — — 1 — — — — 1
Total consumer 77,199 272,006 199,157 188,748 163,382 324,128 3,125 1,227,745
Commercial and industrial
Risk rating 1 $ 169 $ 5,168 $ 400 $ 551 $ 364 $ 20,852 $ 12,232 $ 39,736
Risk rating 2 — 46 119 408 10 18 2,495 3,096
Risk rating 3 58,888 139,000 547,790 222,608 55,154 275,964 212,519 1,511,923
Risk rating 4 7,041 51,866 27,609 25,931 37,025 56,633 190,139 396,244
Risk rating 5 — — 119 175 4,669 85 1,894 6,942
Risk rating 6 — 46,540 4,190 3,955 9,664 3,955 18,787 87,091
Risk rating 7 — — — — — — — —
Risk rating 8 — — 1 1 — 2 — 4
Total commercial and industrial 66,098 242,620 580,228 253,629 106,886 357,509 438,066 2,045,036
Agricultural and other
Risk rating 1 $ 102 $ 649 $ 354 $ — $ 16 $ 100 $ 571 $ 1,792
Risk rating 2 4 145 261 23 — — 696 1,129
Risk rating 3 16,713 43,048 13,579 37,256 24,615 39,294 149,238 323,743
Risk rating 4 40,282 11,740 1,822 3,497 5,806 27,624 74,377 165,148
Risk rating 5 — — — 1,679 618 558 2 2,857
Risk rating 6 — — 3 312 39 385 88 827
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total agricultural and other 57,101 55,582 16,019 42,767 31,094 67,961 224,972 495,496
Total $ 505,726 $ 2,253,336 $ 2,124,903 $ 3,012,491 $ 1,509,654 $ 3,735,293 $ 1,810,713 $ 14,952,116
29
Table of Contents
December 31, 2024
Term Loans Amortized Cost Basis by Origination Year
2024 2023 2022 2021 2020 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential
Risk rating 1 $ — $ — $ — $ — $ — $ 326 $ 68 $ 394
Risk rating 2 — — — — — — — —
Risk rating 3 178,690 331,274 645,431 512,315 220,835 934,598 228,198 3,051,341
Risk rating 4 120,700 91,233 531,601 267,040 131,943 617,978 313,529 2,074,024
Risk rating 5 27 — 1,266 — 1,040 9,613 343 12,289
Risk rating 6 33,781 825 33,998 5,701 9,892 204,535 — 288,732
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total non-farm/non-residential 333,198 423,332 1,212,296 785,056 363,710 1,767,050 542,138 5,426,780
Construction/land development
Risk rating 1 $ — $ — $ — $ 9 $ — $ — $ — $ 9
Risk rating 2 100 134 — — — 157 — 391
Risk rating 3 791,840 397,607 337,382 85,069 40,870 60,994 70,755 1,784,517
Risk rating 4 171,954 173,190 320,896 29,010 6,848 20,977 207,563 930,438
Risk rating 5 13 — 16,390 198 — — — 16,601
Risk rating 6 — 108 1,852 1,182 195 871 38 4,246
Risk rating 7 — — — — — — — —
Risk rating 8 — — — 12 — — — 12
Total construction/land development 963,907 571,039 676,520 115,480 47,913 82,999 278,356 2,736,214
Agricultural
Risk rating 1 $ 449 $ — $ 1,393 $ — $ — $ — $ — $ 1,842
Risk rating 2 277 238 — 1,080 — — — 1,595
Risk rating 3 38,900 32,890 29,013 15,091 20,240 42,896 37,392 216,422
Risk rating 4 13,582 10,167 27,987 19,765 10,453 25,539 5,015 112,508
Risk rating 5 — — — — — 571 — 571
Risk rating 6 — — — 1,555 1,084 1,228 188 4,055
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total agricultural 53,208 43,295 58,393 37,491 31,777 70,234 42,595 336,993
Total commercial real estate loans $ 1,350,313 $ 1,037,666 $ 1,947,209 $ 938,027 $ 443,400 $ 1,920,283 $ 863,089 $ 8,499,987
Residential real estate loans
Residential 1-4 family
Risk rating 1 $ — $ — $ — $ — $ — $ 91 $ 2 $ 93
Risk rating 2 — 221 — — — 10 4 235
Risk rating 3 219,885 232,289 370,485 222,761 126,372 342,594 120,626 1,635,012
Risk rating 4 14,380 18,404 43,419 22,952 19,318 69,811 93,464 281,748
Risk rating 5 854 1,948 887 2,263 193 1,639 778 8,562
Risk rating 6 — 2,630 8,135 2,971 4,230 12,609 263 30,838
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — 1 — 1
Total residential 1-4 family 235,119 255,492 422,926 250,947 150,113 426,755 215,137 1,956,489
30
Table of Contents
December 31, 2024
Term Loans Amortized Cost Basis by Origination Year
2024 2023 2022 2021 2020 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Multifamily residential
Risk rating 1 $ — $ — $ — $ — $ — $ — $ — $ —
Risk rating 2 — — — — — — — —
Risk rating 3 3,744 11,304 33,411 39,828 51,573 71,488 7,457 218,805
Risk rating 4 297 395 160,913 8,908 58,236 22,820 12,413 263,982
Risk rating 5 — — — — — 242 — 242
Risk rating 6 — — 12,647 586 — 222 — 13,455
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total multifamily residential 4,041 11,699 206,971 49,322 109,809 94,772 19,870 496,484
Total real estate $ 1,589,473 $ 1,304,857 $ 2,577,106 $ 1,238,296 $ 703,322 $ 2,441,810 $ 1,098,096 $ 10,952,960
Consumer
Risk rating 1 $ 4,977 $ 2,256 $ 1,548 $ 789 $ 524 $ 1,001 $ 1,589 $ 12,684
Risk rating 2 — — — — — 142 — 142
Risk rating 3 268,747 208,277 206,878 173,224 87,540 234,802 1,152 1,180,620
Risk rating 4 7,232 4,556 4,926 1,464 161 5,626 195 24,160
Risk rating 5 — 4 8 216 156 407 — 791
Risk rating 6 75 5,741 3,618 181 339 5,946 55 15,955
Risk rating 7 — 2 — — — — — 2
Risk rating 8 — 1 — 6 — — — 7
Total consumer 281,031 220,837 216,978 175,880 88,720 247,924 2,991 1,234,361
Commercial and industrial
Risk rating 1 $ 6,417 $ 833 $ 575 $ 417 $ 214 $ 20,878 $ 12,044 $ 41,378
Risk rating 2 47 117 442 66 4 18 2,709 3,403
Risk rating 3 131,583 509,552 230,981 60,652 43,587 219,289 196,538 1,392,182
Risk rating 4 74,388 53,103 30,832 29,032 6,626 59,163 230,272 483,416
Risk rating 5 — 113 324 4,526 15 — 1,068 6,046
Risk rating 6 47,007 3,198 3,646 12,617 11 9,406 20,464 96,349
Risk rating 7 — — — — — — — —
Risk rating 8 — — 1 — — — — 1
Total commercial and industrial 259,442 566,916 266,801 107,310 50,457 308,754 463,095 2,022,775
Agricultural and other
Risk rating 1 $ 705 $ 375 $ 120 $ 16 $ 100 $ — $ 993 $ 2,309
Risk rating 2 153 301 23 — — — 2,175 2,652
Risk rating 3 33,060 42,562 38,428 26,408 24,261 31,552 180,103 376,374
Risk rating 4 31,896 2,287 7,467 6,998 338 14,067 106,309 169,362
Risk rating 5 1,914 — 312 — 61 543 5 2,835
Risk rating 6 — 3 — 39 57 663 110 872
Risk rating 7 — — — — — — — —
Risk rating 8 — — — — — — — —
Total agricultural and other 67,728 45,528 46,350 33,461 24,817 46,825 289,695 554,404
Total $ 2,197,674 $ 2,138,138 $ 3,107,235 $ 1,554,947 $ 867,316 $ 3,045,313 $ 1,853,877 $ 14,764,500
31
Table of Contents
The following table presents gross write-offs by origination date as of March 31, 2025 and December 31, 2024.
March 31, 2025
Gross Loan Write-Offs by Origination Year
2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Real estate
Commercial real estate loans
Non-farm/non-residential $ — $ — $ — $ 47 $ 5 $ 2,248 $ — $ 2,300
Construction/land development — — — — — — — —
Agricultural — — — — — — — —
Residential real estate loans
Residential 1-4 family — — 38 — — 37 — 75
Total real estate — — 38 47 5 2,285 — 2,375
Consumer — 27 63 30 6 64 40 230
Commercial and industrial — — 15 1 — 145 — 161
Agricultural & other 692 * — — — — — — 692
Total $ 692 $ 27 $ 116 $ 78 $ 11 $ 2,494 $ 40 $ 3,458
*The 2025 write-off consists entirely of overdrafts.
December 31, 2024
Gross Loan Write-Offs by Origination Year
2024 2023 2022 2021 2020 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Real estate
Commercial real estate loans
Non-farm/non-residential $ — $ — $ 26,059 $ 779 $ 9,979 $ 1,220 $ 95 $ 38,132
Construction/land development — — 666 526 33 — 212 1,437
Agricultural — — — — — — — —
Residential real estate loans
Residential 1-4 family — 57 170 1 58 184 97 567
Multifamily residential — — 6,500 — — — — 6,500
Total real estate — 57 33,395 1,306 10,070 1,404 404 46,636
Consumer 18 ** 134 997 246 336 474 9 2,214
Commercial and industrial — 576 97 691 116 6,005 3,604 11,089
Agricultural & other 3,026 ** 71 — — — — — 3,097
Total $ 3,044 $ 838 $ 34,489 $ 2,243 $ 10,522 $ 7,883 $ 4,017 $ 63,036
**The 2024 write-offs primarily consists of overdrafts.
32
Table of Contents
The Company considers the performance of the loan portfolio and its impact on the allowance for credit losses. The Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following tables present the amortized cost of performing and nonperforming loans as of March 31, 2025 and December 31, 2024.
March 31, 2025
Term Loans Amortized Cost Basis by Origination Year
2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential
Performing $ 116,031 $ 277,146 $ 477,442 $ 1,253,353 $ 762,756 $ 1,983,193 $ 609,616 $ 5,479,537
Non-performing — 31,908 825 34,470 2,377 39,564 — 109,144
Total non-farm/non-residential
116,031 309,054 478,267 1,287,823 765,133 2,022,757 609,616 5,588,681
Construction/land development
Performing $ 116,017 $ 1,119,138 $ 456,509 $ 554,019 $ 113,237 $ 115,036 $ 259,743 $ 2,733,699
Non-performing — 60 108 228 724 905 36 2,061
Total construction/ land development
116,017 1,119,198 456,617 554,247 113,961 115,941 259,779 2,735,760
Agricultural
Performing $ 13,812 $ 53,410 $ 42,792 $ 54,289 $ 36,041 $ 92,803 $ 41,752 $ 334,899
Non-performing — — — — — 354 184 538
Total agricultural 13,812 53,410 42,792 54,289 36,041 93,157 41,936 335,437
Total commercial real estate loans
$ 245,860 $ 1,481,662 $ 977,676 $ 1,896,359 $ 915,135 $ 2,231,855 $ 911,331 $ 8,659,878
Residential real estate loans
Residential 1-4 family
Performing $ 57,864 $ 197,574 $ 256,092 $ 414,677 $ 241,331 $ 539,699 $ 214,653 $ 1,921,890
Non-performing — 847 3,143 5,854 3,109 12,920 109 25,982
Total residential 1-4 family
57,864 198,421 259,235 420,531 244,440 552,619 214,762 1,947,872
Multifamily residential
Performing $ 1,604 $ 3,045 $ 92,588 $ 197,961 $ 48,139 $ 201,221 $ 18,457 $ 563,015
Non-performing — — — 12,496 578 — — 13,074
Total multifamily residential
1,604 3,045 92,588 210,457 48,717 201,221 18,457 576,089
Total real estate $ 305,328 $ 1,683,128 $ 1,329,499 $ 2,527,347 $ 1,208,292 $ 2,985,695 $ 1,144,550 $ 11,183,839
Consumer
Performing $ 77,199 $ 271,981 $ 193,548 $ 186,651 $ 163,269 $ 317,981 $ 3,119 $ 1,213,748
Non-performing — 25 5,609 2,097 113 6,147 6 13,997
Total consumer 77,199 272,006 199,157 188,748 163,382 324,128 3,125 1,227,745
Commercial and industrial
Performing $ 66,098 $ 196,112 $ 577,322 $ 249,938 $ 105,277 $ 354,022 $ 420,956 $ 1,969,725
Non-performing — 46,508 2,906 3,691 1,609 3,487 17,110 75,311
Total commercial and industrial 66,098 242,620 580,228 253,629 106,886 357,509 438,066 2,045,036
Agricultural and other
Performing $ 57,101 $ 55,582 $ 16,016 $ 42,455 $ 31,055 $ 67,409 $ 224,925 $ 494,543
Non-performing — — 3 312 39 552 47 953
Total agricultural and other 57,101 55,582 16,019 42,767 31,094 67,961 224,972 495,496
Total $ 505,726 $ 2,253,336 $ 2,124,903 $ 3,012,491 $ 1,509,654 $ 3,735,293 $ 1,810,713 $ 14,952,116
33
Table of Contents
December 31, 2024
Term Loans Amortized Cost Basis by Origination Year
2024 2023 2022 2021 2020 Prior Revolving Loans Amortized Cost Basis Total
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential
Performing $ 301,127 $ 423,332 $ 1,178,297 $ 784,102 $ 359,710 $ 1,712,213 $ 542,138 $ 5,300,919
Non-performing 32,071 — 33,999 954 4,000 54,837 — 125,861
Total non-farm/non-residential
333,198 423,332 1,212,296 785,056 363,710 1,767,050 542,138 5,426,780
Construction/land development
Performing $ 963,903 $ 570,931 $ 674,668 $ 114,157 $ 47,736 $ 82,199 $ 278,319 $ 2,731,913
Non-performing 4 108 1,852 1,323 177 800 37 4,301
Total construction/land development
963,907 571,039 676,520 115,480 47,913 82,999 278,356 2,736,214
Agricultural
Performing $ 53,208 $ 43,295 $ 58,393 $ 37,491 $ 31,777 $ 69,863 $ 42,407 $ 336,434
Non-performing — — — — — 371 188 559
Total agricultural 53,208 43,295 58,393 37,491 31,777 70,234 42,595 336,993
Total commercial real estate loans
$ 1,350,313 $ 1,037,666 $ 1,947,209 $ 938,027 $ 443,400 $ 1,920,283 $ 863,089 $ 8,499,987
Residential real estate loans
Residential 1-4 family
Performing $ 235,119 $ 252,691 $ 416,981 $ 247,959 $ 146,817 $ 415,401 $ 214,972 $ 1,929,940
Non-performing — 2,801 5,945 2,988 3,296 11,354 165 26,549
Total residential 1-4 family
235,119 255,492 422,926 250,947 150,113 426,755 215,137 1,956,489
Multifamily residential
Performing $ 4,041 $ 11,699 $ 194,474 $ 48,736 $ 109,809 $ 94,772 $ 19,870 $ 483,401
Non-performing — — 12,497 586 — — — 13,083
Total multifamily residential
4,041 11,699 206,971 49,322 109,809 94,772 19,870 496,484
Total real estate $ 1,589,473 $ 1,304,857 $ 2,577,106 $ 1,238,296 $ 703,322 $ 2,441,810 $ 1,098,096 $ 10,952,960
Consumer
Performing $ 280,956 $ 215,196 $ 214,938 $ 175,706 $ 88,409 $ 241,992 $ 2,936 $ 1,220,133
Non-performing 75 5,641 2,040 174 311 5,932 55 14,228
Total consumer 281,031 220,837 216,978 175,880 88,720 247,924 2,991 1,234,361
Commercial and industrial
Performing $ 212,469 $ 564,063 $ 263,604 $ 106,405 $ 50,453 $ 300,351 $ 443,008 $ 1,940,353
Non-performing 46,973 2,853 3,197 905 4 8,403 20,087 82,422
Total commercial and industrial 259,442 566,916 266,801 107,310 50,457 308,754 463,095 2,022,775
Agricultural and other
Performing $ 67,728 $ 45,525 $ 46,350 $ 33,422 $ 24,815 $ 45,922 $ 289,649 $ 553,411
Non-performing — 3 — 39 2 903 46 993
Total agricultural and other 67,728 45,528 46,350 33,461 24,817 46,825 289,695 554,404
Total $ 2,197,674 $ 2,138,138 $ 3,107,235 $ 1,554,947 $ 867,316 $ 3,045,313 $ 1,853,877 $ 14,764,500
The Company had approximately $ 15.2 million or 44 total revolving loans convert to term loans for the three months ended March 31, 2025 compared to $ 10.3 million or 61 total revolving loans convert to term loans for the three months ended March 31, 2024. These loans were considered immaterial for vintage disclosure inclusion.
34
Table of Contents
The following table presents the amortized cost basis of modified loans to borrowers experiencing financial difficulty by class and modification type at March 31, 2025 and December 31, 2024. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.
March 31, 2025
Combination of Modifications
Term Extension Interest Rate Reduction Principal Reduction Interest Only Interest Rate Reduction and Term Extension Principal Reduction and Interest Rate Reduction Term Extension and Interest Only Term Extension and Principal Reduction Post-
Modification
Outstanding
Balance Percentage of Total Class of Loans Receivable
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 385 $ 31,926 $ — $ 1,175 $ 337 $ — $ 15,423 $ — $ 49,246 0.88 %
Construction/land development — — — 47 — — — — 47 —
Residential real estate loans
Residential 1-4 family 1,063 1,194 101 21 1,476 — — 116 3,971 0.20
Total real estate 1,448 33,120 101 1,243 1,813 — 15,423 116 53,264 0.48
Consumer 6 2,964 1 8 — 1 — — 2,980 0.24
Commercial and industrial 2,371 63,049 — 441 75 — — — 65,936 3.22
Total $ 3,825 $ 99,133 $ 102 $ 1,692 $ 1,888 $ 1 $ 15,423 $ 116 $ 122,180 0.82 %
December 31, 2024
Combination of Modifications
Term Extension Interest Rate Reduction Principal Reduction Interest Only Interest Rate Reduction and Term Extension Principal Reduction and Interest Rate Reduction Term Extension and Interest Only Term Extension and Principal Reduction Post-
Modification
Outstanding
Balance Percentage of Total Class of Loans Receivable
(In thousands)
Real estate:
Commercial real estate loans
Non-farm/non-residential $ 388 $ 32,096 $ — $ 1,228 $ 339 $ — $ 15,646 $ — $ 49,697 0.92 %
Construction/land development — — — 52 — — — — 52 —
Residential real estate loans
Residential 1-4 family 1,076 1,198 102 22 523 — — 117 3,038 0.16
Total real estate 1,464 33,294 102 1,302 862 — 15,646 117 52,787 0.48
Consumer 6 — — 9 — 2 — — 17 —
Commercial and industrial 2,337 67,017 — 441 76 — — — 69,871 3.45
Total $ 3,807 $ 100,311 $ 102 $ 1,752 $ 938 $ 2 $ 15,646 $ 117 $ 122,675 0.83 %
During the three months ended March 31, 2025, the Company restructured approximately $ 4.0 million in loans to four borrowers. The ending balance of these loans as of March 31, 2025, was $ 3.9 million. During the three months ended March 31, 2024, the Company restructured approximately $ 668,000 in loans to 3 borrowers. The ending balance of these loans as of March 31, 2024, was $ 656,000 . The Company considered the financial effect of these loan modifications to borrowers experiencing financial difficulty during the three months ended March 31, 2025 and March 31, 2024 as well as the unadvanced balances to these borrowers immaterial for tabular disclosure inclusion.
35
Table of Contents
The following table presents the amortized cost basis of loans that had a payment default during the three months ended March 31, 2025 and were modified in the twelve months prior to that default to borrowers experiencing financial difficulty.
March 31, 2025
Term Extension Combination Interest Rate Reduction and Term Extension
(Dollars in thousands)
Real estate
Commercial real estate loans
Non-farm/non-residential $ — $ —
Residential real estate loans
Residential 1-4 family 241 959
Total real estate 241 959
Consumer 6 —
Commercial and industrial — 1
Total $ 247 $ 960
The Company closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The Company has modified 16 loans over the past 12 months to borrowers experiencing financial difficulty. The pre-modification balance of the loans was $ 112.3 million, and the ending balance as of March 31, 2025 was $ 100.2 million. The $ 100.2 million balance consists of $ 1.2 million of non-accrual loans and $ 99.0 million of current loans, of which all were current as of March 31, 2025. Three of the modified loans pertained to one borrower relationship and accounted for $ 95.0 million of the total post-modification outstanding balance. These loans were modified during the year ended December 31, 2024. The modification involved three new loans being underwritten resulting in the interest rate decreasing by 12 basis points and one of the loans in the relationship being charged-off. The charged-off amount was $ 26.1 million, and the charge-off was recorded during 2024. Six of the $ 122.2 million in restructured loans held by the Company were considered to be collateral dependent as of March 31, 2025. The outstanding balance of these loans was $ 113.3 million, and the specific reserve was $ 4.2 million.
Upon the Company's determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses on loans is adjusted by the same amount. The defaults impact the loss rate by applicable loan pool for the quarterly CECL calculation. For individually analyzed loans which are not considered to be collateral dependent, an allowance is recorded based on the loss rate for the respective pool within the collective evaluation.
The following is a presentation of total foreclosed assets as of March 31, 2025 and December 31, 2024:
March 31, 2025 December 31, 2024
(In thousands)
Commercial real estate loans
Non-farm/non-residential $ 23,417 $ 28,392
Construction/land development 14,909 13,391
Residential real estate loans
Residential 1-4 family 1,354 1,624
Total foreclosed assets held for sale $ 39,680 $ 43,407
36
Table of Contents
5. Goodwill and Core Deposits and Other Intangibles
Changes in the carrying amount and accumulated amortization of the Company’s goodwill and core deposits and other intangibles at March 31, 2025 and December 31, 2024, were as follows:
March 31, 2025 December 31, 2024
(In thousands)
Goodwill
Balance, beginning of period $ 1,398,253 $ 1,398,253
Balance, end of period $ 1,398,253 $ 1,398,253
March 31, 2025 December 31, 2024
(In thousands)
Core Deposit Intangibles
Balance, beginning of period, January 1 $ 40,327 $ 48,770
Amortization expense ( 2,047 ) ( 2,140 )
Balance, March 31 $ 38,280 46,630
Amortization expense ( 6,303 )
Balance, end of year $ 40,327
The carrying basis and accumulated amortization of core deposit intangibles at March 31, 2025 and December 31, 2024 were :
March 31, 2025 December 31, 2024
(In thousands)
Gross carrying basis $ 128,888 $ 128,888
Accumulated amortization ( 90,608 ) ( 88,561 )
Net carrying amount $ 38,280 $ 40,327
Core deposit intangible amortization expense was approximately $ 2.0 million and $ 2.1 million for the three months ended March 31, 2025 and 2024, respectively. The Company’s estimated amortization expense of core deposits intangibles for each of the years 2025 through 2029 is approximately: 2025 – $ 8.0 million; 2026 – $ 7.8 million; 2027– $ 6.6 million; 2028 – $ 4.2 million; 2029 - $ 4.2 million.
The carrying amount of the Company’s goodwill was $ 1.40 billion at both March 31, 2025 and December 31, 2024. Goodwill is tested annually for impairment during the fourth quarter or more often if events and circumstances indicate there may be an impairment. During the 2024 review, no impairment was found. If the implied fair value of goodwill is lower than its carrying amount, goodwill impairment is indicated, and goodwill is written down to its implied fair value. Subsequent increases in goodwill value are not recognized in the consolidated financial statements.
6 . Other Assets
Other assets consist primarily of equity securities without a readily determinable fair value and other miscellaneous assets. As of March 31, 2025 and December 31, 2024, other assets were $ 376.0 million and $ 345.3 million, respectively.
The Company has equity securities without readily determinable fair values such as stock holdings in the Federal Home Loan Bank (“FHLB”), the Federal Reserve Bank (“Federal Reserve”) and First National Bankers' Bank ("FNBB") which are outside the scope of ASC Topic 321, Investments – Equity Securities (“ASC Topic 321”). These equity securities without a readily determinable fair value were $ 132.9 million and $ 135.2 million at March 31, 2025 and December 31, 2024, and are accounted for at cost.
The Company has equity securities which are accounted for under ASC Topic 321. These equity securities without a readily determinable fair value were $ 95.7 million and $ 91.2 million at March 31, 2025 and December 31, 2024, respectively. There were no transactions during the period that would indicate a material change in fair value.
37
Table of Contents
7 . Deposits
The aggregate amount of time deposits with a minimum denomination of $250,000 was $ 1.03 billion and $ 917.1 million at March 31, 2025 and December 31, 2024, respectively. The aggregate amount of time deposits with a minimum denomination of $100,000 was $ 1.30 billion and $ 1.20 billion at March 31, 2025 and December 31, 2024, respectively. Interest expense applicable to certificates in excess of $100,000 totaled $ 12.1 million and $ 11.6 million for the three months ended March 31, 2025 and 2024, respectively. As of March 31, 2025 and December 31, 2024, brokered deposits were $ 444.2 million and $ 448.4 million, respectively.
Deposits totaling approximately $ 3.16 billion and $ 3.08 billion at March 31, 2025 and December 31, 2024, respectively, were public funds obtained primarily from state and political subdivisions in the United States.
8 . Securities Sold Under Agreements to Repurchase
At March 31, 2025 and December 31, 2024, securities sold under agreements to repurchase totaled $ 161.4 million and $ 162.4 million, respectively. For the three-month periods ended March 31, 2025 and 2024, securities sold under agreements to repurchase daily weighted-average totaled $ 155.9 million and $ 172.0 million, respectively.
The remaining contractual maturity of securities sold under agreements to repurchase in the consolidated balance sheets as of March 31, 2025 and December 31, 2024 is presented in the following table:
March 31, 2025 December 31, 2024
Overnight and
Continuous
Total Overnight and
Continuous
Total
(In thousands)
Securities sold under agreements to repurchase:
Mortgage-backed securities $ 56,625 $ 56,625 $ 48,056 $ 48,056
State and political subdivisions 33,076 33,076 37,831 37,831
Other securities 71,700 71,700 76,463 76,463
Total borrowings $ 161,401 $ 161,401 $ 162,350 $ 162,350
9 . FHLB and Other Borrowed Funds
The Company’s FHLB borrowed funds, which are secured by our loan portfolio, were $ 600.0 million at both March 31, 2025 and December 31, 2024. At both March 31, 2025 and December 31, 2024, $ 100.0 million and $ 500.0 million of the outstanding balances were classified as short-term and long-term advances, respectively. The FHLB advances mature from 2025 to 2037 with fixed interest rates ranging from 3.37 % to 4.84 %. Expected maturities could differ from contractual maturities because FHLB may have the right to call, or the Company may have the right to prepay certain obligations.
Other borrowed funds were $ 500,000 as of March 31, 2025 and were classified as short-term advances. The Company had $ 750,000 in other borrowed funds as of December 31, 2024.
Additionally, the Company had $ 1.33 billion and $ 1.22 billion at March 31, 2025 and December 31, 2024, respectively, in letters of credit under a FHLB blanket borrowing line of credit, which are used to collateralize public deposits.
10. Subordinated Debentures
Subordinated debentures at March 31, 2025 and December 31, 2024 consisted of the following components:
As of
March 31, 2025 As of
December 31, 2024
(In thousands)
Subordinated debt securities
Subordinated notes, net of issuance costs, issued in 2020, due 2030, fixed rate of 5.50 % during the first five years and at a floating rate of 534.5 basis points above the then three-month SOFR rate, reset quarterly, thereafter, callable in 2025 without penalty
$ 140,440 $ 140,764
Subordinated notes, net of issuance costs, issued in 2022, due 2032, fixed rate of 3.125 % during the first five years and at a floating rate of 182 basis points above the then three-month SOFR rate, reset quarterly, thereafter, callable in 2027 without penalty
298,662 298,482
Total $ 439,102 $ 439,246
38
Table of Contents
Subordinated Debt Securities . On April 1, 2022, the Company acquired $ 140.0 million in aggregate principal amount of 5.500 % Fixed-to-Floating Rate Subordinated Notes due 2030 (the “2030 Notes”) from Happy, and the Company recorded approximately $ 144.4 million which included fair value adjustments. The 2030 Notes are unsecured, subordinated debt obligations of the Company and will mature on July 31, 2030. From and including the date of issuance to, but excluding July 31, 2025 or the date of earlier redemption, the 2030 Notes will bear interest at an initial rate of 5.50 % per annum, payable in arrears on January 31 and July 31 of each year. From and including July 31, 2025 to, but excluding, the maturity date or earlier redemption, the 2030 Notes will bear interest at a floating rate equal to the Benchmark rate (which is expected to be 3-month Secured Overnight Funding Rate ("SOFR")), each as defined in and subject to the provisions of the applicable supplemental indenture for the 2030 Notes, plus 5.345 %, payable quarterly in arrears on January 31, April 30, July 31, and October 31 of each year, commencing on October 31, 2025.
The Company may, beginning with the interest payment date of July 31, 2025, and on any interest payment date thereafter, redeem the 2030 Notes, in whole or in part, subject to prior approval of the Federal Reserve if then required, at a redemption price equal to 100 % of the principal amount of the 2030 Notes to be redeemed plus accrued and unpaid interest to but excluding the date of redemption. The Company may also redeem the 2030 Notes at any time, including prior to July 31, 2025, at the Company’s option, in whole but not in part, subject to prior approval of the Federal Reserve if then required, if certain events occur that could impact the Company’s ability to deduct interest payable on the 2030 Notes for U.S. federal income tax purposes or preclude the 2030 Notes from being recognized as Tier 2 capital for regulatory capital purposes, or if the Company is required to register as an investment company under the Investment Company Act of 1940, as amended. In each case, the redemption would be at a redemption price equal to 100 % of the principal amount of the 2030 Notes plus any accrued and unpaid interest to, but excluding, the redemption date.
On January 18, 2022, the Company completed an underwritten public offering of $ 300.0 million in aggregate principal amount of its 3.125 % Fixed-to-Floating Rate Subordinated Notes due 2032 (the “2032 Notes”) for net proceeds, after underwriting discounts and issuance costs of approximately $ 296.4 million. The 2032 Notes are unsecured, subordinated debt obligations of the Company and will mature on January 30, 2032. From and including the date of issuance to, but excluding January 30, 2027 or the date of earlier redemption, the 2032 Notes will bear interest at an initial rate of 3.125 % per annum, payable in arrears on January 30 and July 30 of each year. From and including January 30, 2027 to, but excluding, the maturity date or earlier redemption, the 2032 Notes will bear interest at a floating rate equal to the Benchmark rate (which is expected to be Three-Month Term SOFR), each as defined in and subject to the provisions of the applicable supplemental indenture for the 2032 Notes, plus 182 basis points, payable quarterly in arrears on January 30, April 30, July 30, and October 30 of each year, commencing on April 30, 2027.
The Company may, beginning with the interest payment date of January 30, 2027, and on any interest payment date thereafter, redeem the 2032 Notes, in whole or in part, subject to prior approval of the Federal Reserve if then required, at a redemption price equal to 100 % of the principal amount of the 2032 Notes to be redeemed plus accrued and unpaid interest to but excluding the date of redemption. The Company may also redeem the 2032 Notes at any time, including prior to January 30, 2027, at the Company’s option, in whole but not in part, subject to prior approval of the Federal Reserve if then required, if certain events occur that could impact the Company’s ability to deduct interest payable on the 2032 Notes for U.S. federal income tax purposes or preclude the 2032 Notes from being recognized as Tier 2 capital for regulatory capital purposes, or if the Company is required to register as an investment company under the Investment Company Act of 1940, as amended. In each case, the redemption would be at a redemption price equal to 100 % of the principal amount of the 2032 Notes plus any accrued and unpaid interest to, but excluding, the redemption date.
39
Table of Contents
11. Income Taxes
The following is a summary of the components of the provision for income taxes for the three months ended March 31, 2025 and 2024:
For the Three Months Ended March 31,
2025 2024
(In thousands)
Current:
Federal $ 21,218 $ 23,327
State 4,290 5,390
Total current 25,508 28,717
Deferred:
Federal 5,354 1,273
State 1,083 294
Total deferred 6,437 1,567
Income tax expense $ 31,945 $ 30,284
The reconciliation between the statutory federal income tax rate and effective income tax rate is as follows for the three months ended March 31, 2025 and 2024:
Three Months Ended March 31,
2025 2024
Statutory federal income tax rate 21.00 % 21.00 %
Effect of non-taxable interest income ( 1.12 ) ( 0.43 )
Stock compensation 0.73 0.35
State income taxes, net of federal benefit 2.29 2.81
Executive officer compensation & other ( 1.19 ) ( 0.51 )
Effective income tax rate 21.71 % 23.22 %
40
Table of Contents
The types of temporary differences between the tax basis of assets and liabilities and their financial reporting amounts that give rise to deferred income tax assets and liabilities, and their approximate tax effects, are as follows:
March 31,
2025 December 31,
2024
(In thousands)
Deferred tax assets:
Allowance for credit losses $ 77,614 $ 76,221
Deferred compensation 3,593 6,783
Stock compensation 3,579 4,981
Non-accrual interest income 1,964 1,798
Real estate owned 311 674
Unrealized loss on investment securities, available-for-sale 69,594 79,847
Loan discounts 2,944 3,323
Investments 23,605 26,042
Accelerated depreciation on premises and equipment 1,190 664
Other 14,486 14,634
Gross deferred tax assets 198,880 214,967
Deferred tax liabilities:
Tax basis on acquisitions 8,326 7,439
Core deposit intangibles 8,555 8,997
FHLB dividends 1,932 1,919
Other 9,947 9,915
Gross deferred tax liabilities 28,760 28,270
Net deferred tax assets $ 170,120 $ 186,697
The Company files income tax returns in the U.S. federal jurisdiction. The Company's income tax returns are open and subject to examinations from the 2021 tax year and forward. The Company's various state income tax returns are generally open from the 2021 and later tax return years based on individual state statute of limitations.
12. Common Stock, Compensation Plans and Other
Common Stock
As of March 31, 2025, the Company’s Restated Articles of Incorporation, as amended, authorized the issuance of up to 300,000,000 shares of common stock, par value $ 0.01 per share. However, on April 17, 2025 at the Annual Meeting of Shareholders of the Company, the shareholders approved an amendment to the Company's Restated Articles of Incorporation to increase the number of authorized shares of common stock from 300,000,000 to 400,000,000 .
The Company also has the authority to issue up to 5,500,000 shares of preferred stock, par value $ 0.01 per share under the Company’s Restated Articles of Incorporation, as amended.
Stock Repurchases
On January 17, 2025, the Board of Directors (the “Board”) of the Company authorized an increase in the shares of the Company’s common stock available for repurchase under its stock repurchase program, which was originally approved by the Board in January 2008 and most recently amended in January 2021, to renew the authorization to 20,000,000 shares. As of January 17, 2025, a total of approximately 13,244,493 shares remained available for repurchase under the existing repurchase authorization, resulting in an increase of 6,755,507 shares of common stock available for repurchase.
During the three months ended March 31, 2025, the Company repurchased a total of 1,000,000 shares with a weighted-average stock price of $ 29.67 per share. Shares repurchased under the program as of March 31, 2025 since its inception total 27,507,507 shares. The remaining balance available for repurchase is 19,000,000 shares at March 31, 2025.
41
Table of Contents
Stock Compensation Plans
The Company has a stock option and performance incentive plan known as the Home BancShares, Inc. 2022 Equity Incentive Plan (the “Plan”). The purpose of the Plan is to attract and retain highly qualified officers, directors, key employees, and other persons, and to motivate those persons to improve the Company’s business results. As of March 31, 2025, the maximum total number of shares of the Company’s common stock available for issuance under the Plan was 14,788,000 shares. At March 31, 2025, the Company had 1,807,181 shares of common stock available for future grants and 3,207,204 shares of common stock reserved for issuance pursuant to the Plan.
The intrinsic value of the stock options outstanding was $ 7.6 million, which includes the intrinsic value of vested stock options of $ 6.2 million at March 31, 2025. The intrinsic value of stock options exercised during the three months ended March 31, 2025 was approximately $ 1.6 million. Total unrecognized compensation cost related to non-vested stock option awards, which are expected to be recognized over the vesting periods, was approximately $ 1.1 million as of March 31, 2025.
The table below summarizes the stock option transactions under the Plan at March 31, 2025 and December 31, 2024 and changes during the three-month period and year then ended:
For the Three Months Ended March 31, 2025 For the Year Ended
December 31, 2024
Shares (000) Weighted-
Average
Exercisable
Price Shares (000) Weighted-
Average
Exercisable
Price
Outstanding, beginning of year 1,590 $ 22.66 2,776 $ 20.95
Granted — — 10 29.41
Forfeited/Expired ( 7 ) 21.78 ( 35 ) 21.87
Exercised ( 183 ) 21.36 ( 1,161 ) 18.65
Outstanding, end of period 1,400 22.84 1,590 22.66
Exercisable, end of period 1,110 22.72 1,044 22.34
Stock-based compensation expense for stock-based compensation awards granted is based on the grant-date fair value. For stock option awards, the fair value is estimated at the date of grant using the Black-Scholes option-pricing model. This model requires the input of highly subjective assumptions, changes to which can materially affect the fair value estimate. Additionally, there may be other factors that would otherwise have a significant effect on the value of employee stock options granted but are not considered by the model. Accordingly, while management believes that the Black-Scholes option-pricing model provides a reasonable estimate of fair value, the model does not necessarily provide the best single measure of fair value for the Company's employee stock options. There were no options granted during the three months ended March 31, 2025. The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing model based on the weighted-average assumptions for expected dividend yield, expected stock price volatility, risk-free interest rate, and expected life of options granted.
The assumptions used in determining the fair value of the 2025 and 2024 stock option grants were as follows:
For the Three Months Ended March 31, 2025
For the Year Ended December 31, 2024
Expected dividend yield Not applicable 2.65 %
Expected stock price volatility Not applicable 28.47 %
Risk-free interest rate Not applicable 4.25 %
Expected life of options Not applicable 6.5 years
42
Table of Contents
The following is a summary of currently outstanding and exercisable options at March 31, 2025:
Options Outstanding Options Exercisable
Exercise Prices Options
Outstanding
Shares
(000) Weighted-
Average
Remaining
Contractual
Life (in years) Weighted-
Average
Exercise
Price Options
Exercisable
Shares (000) Weighted-
Average
Exercise
Price
$ 16.00 to $ 17.99
4 0.04 $ 17.12 4 $ 17.12
$ 18.00 to $ 19.99
72 1.51 $ 18.64 72 $ 18.64
$ 20.00 to $ 21.99
151 3.59 20.85 127 20.91
$ 22.00 to $ 23.99
1,106 3.42 23.21 862 23.20
$ 24.00 to $ 25.99
57 3.56 25.43 45 25.74
$ 28.00 to $ 29.99
10 9.61 29.41 — —
1,400 1,110
The table below summarized the activity for the Company’s restricted stock issued and outstanding at March 31, 2025 and December 31, 2024 and changes during the period and year then ended:
As of
March 31, 2025
As of
December 31, 2024
(In thousands)
Beginning of year 1,429 1,429
Issued 263 531
Vested ( 425 ) ( 469 )
Forfeited ( 11 ) ( 62 )
End of period 1,256 1,429
Amount of expense for the three months and twelve months ended, respectively
$ 2,565 $ 8,228
Total unrecognized compensation cost related to non-vested restricted stock awards, which are expected to be recognized over the vesting periods, was approximately $ 19.8 million as of March 31, 2025.
43
Table of Contents
13. Non-Interest Expense
The table below shows the components of non-interest expense for the three months ended March 31, 2025 and 2024:
Three Months Ended March 31,
2025 2024
(In thousands)
Salaries and employee benefits $ 61,855 $ 60,910
Occupancy and equipment 14,425 14,551
Data processing expense 8,558 9,147
Other operating expenses:
Advertising 1,928 1,654
Amortization of intangibles 2,047 2,140
Electronic banking expense 3,055 3,156
Directors’ fees 452 498
Due from bank service charges 281 276
FDIC and state assessment 3,387 3,318
Insurance 999 903
Legal and accounting 3,641 2,081
Other professional fees 1,947 2,236
Operating supplies 711 683
Postage 503 523
Telephone 436 470
Other expense 8,703 8,950
Total other operating expenses 28,090 26,888
Total non-interest expense $ 112,928 $ 111,496
14. Leases
The Company leases land and office facilities under long-term, non-cancelable operating lease agreements. The leases expire at various dates through 2039 and do not include renewal options based on economic factors that would have implied that continuation of the lease was reasonably certain. Certain leases provide for increases in future minimum annual rental payments as defined in the lease agreements. The leases generally include real estate taxes and common area maintenance charges in the rental payments. Short-term leases are leases having a term of twelve months or less. The Company does not separate nonlease components from the associated lease component of our operating leases. As a result, the Company accounts for these components as a single component since (i) the timing and pattern of transfer of the nonlease components and the associated lease component are the same and (ii) the lease component, if accounted for separately, would be classified as an operating lease. The Company recognizes short term leases on a straight-line basis and does not record a related right-of-use ("ROU") asset and liability for such leases. In addition, equipment leases were determined to be immaterial and a related ROU asset and liability for such leases is not recorded.
As of March 31, 2025, the balances of the ROU asset and lease liability were $ 43.7 million and $ 46.5 million, respectively. As of December 31, 2024, the balances of the ROU asset and lease liability were $ 42.3 million and $ 45.2 million, respectively. The ROU asset is included in bank premises and equipment, net , and the lease liability is included in accrued interest payable and other liabilities .
44
Table of Contents
The minimum rental commitments under these noncancelable operating leases are as follows (in thousands) as of March 31, 2025 and December 31, 2024:
March 31, 2025 December 31, 2024
2025 $ 8,018 $ 10,262
2026 10,266 9,663
2027 8,921 8,341
2028 7,053 6,464
2029 6,279 5,675
Thereafter 17,752 16,346
Total future minimum lease payments $ 58,289 $ 56,751
Discount effect of cash flows ( 11,802 ) ( 11,560 )
Present value of net future minimum lease payments $ 46,487 $ 45,191
Additional information (dollar amounts in thousands):
Three Months Ended
Lease expense: March 31, 2025 March 31, 2024
Operating lease expense $ 2,307 $ 2,598
Variable lease expense 270 296
Total lease expense $ 2,577 $ 2,894
Other information:
Cash paid for amounts included in the measurement of lease liabilities
$ 2,001 $ 2,710
Weighted-average remaining lease term (in years)
7.30 7.88
Weighted-average discount rate 3.62 % 3.42 %
The Company currently leases two properties from two related parties. Total rent expense from the leases was $ 20,000 , or 0.77 % of total lease expense for the three months ended March 31, 2025.
15. Significant Estimates and Concentrations of Credit Risks
Accounting principles generally accepted in the United States of America require disclosure of certain significant estimates and current vulnerabilities due to certain concentrations. Estimates related to the allowance for credit losses and certain concentrations of credit risk are reflected in Note 4, while deposit concentrations are reflected in Note 7.
The Company’s primary market areas are in Arkansas, Florida, Texas, South Alabama and New York. The Company primarily grants loans to customers located within these markets unless the borrower has an established relationship with the Company.
The diversity of the Company’s economic base tends to provide a stable lending environment. Although the Company has a loan portfolio that is diversified in both industry and geographic area, a substantial portion of its debtors’ ability to honor their contracts is dependent upon real estate values, tourism demand and the economic conditions prevailing in its market areas.
Although the Company has a diversified loan portfolio, at March 31, 2025 and December 31, 2024, commercial real estate loans represented 57.9 % and 57.6 % of total loans receivable, respectively, and 214.2 % and 214.6 % of total stockholders’ equity, respectively. Residential real estate loans represented 16.9 % and 16.6 % of total loans receivable and 62.4 % and 61.9 % of total stockholders’ equity at March 31, 2025 and December 31, 2024, respectively.
Approximately 79.8 % of the Company’s total loans and 83.9 % of the Company’s real estate loans as of March 31, 2025, are to borrowers whose collateral is located in Alabama, Arkansas, Florida, Texas and New York, the states in which the Company has its branch locations.
Any future volatility in the economy could cause the values of assets and liabilities recorded in the financial statements to change rapidly, resulting in material future adjustments in asset values, the allowance for credit losses and capital that could negatively impact the Company’s ability to meet regulatory capital requirements and maintain sufficient liquidity.
45
Table of Contents
16. Commitments and Contingencies
In the ordinary course of business, the Company makes various commitments and incurs certain contingent liabilities to fulfill the financing needs of its customers. These commitments and contingent liabilities include lines of credit and commitments to extend credit and issue standby letters of credit. The Company applies the same credit policies and standards as they do in the lending process when making these commitments. The collateral obtained is based on the assessed creditworthiness of the borrower.
At March 31, 2025 and December 31, 2024, commitments to extend credit of $ 4.04 billion and $ 4.47 billion, respectively, were outstanding. A percentage of these balances are participated out to other banks; therefore, the Company can call on the participating banks to fund future draws. Since some of these commitments are expected to expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.
Outstanding standby letters of credit are contingent commitments issued by the Company, generally to guarantee the performance of a customer in third-party borrowing arrangements. The term of the guarantee is dependent upon the creditworthiness of the borrower, some of which are long-term. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate. Management uses the same credit policies in granting lines of credit as it does for on-balance-sheet instruments. The maximum amount of future payments the Company could be required to make under these guarantees at March 31, 2025 and December 31, 2024, was $ 154.7 million and $ 153.9 million, respectively.
The Company and/or its bank subsidiary have various unrelated legal proceedings, most of which involve loan foreclosure activity pending, which, in the aggregate, are not expected to have a material adverse effect on the financial position or results of operations or cash flows of the Company and its subsidiary.
17. Regulatory Matters
The Bank is subject to a legal limitation on dividends that can be paid to the parent company without prior approval of the applicable regulatory agencies. Arkansas bank regulators have specified that the maximum dividend limit state banks may pay to the parent company without prior approval is 75 % of the current year earnings plus 75 % of the retained net earnings of the preceding year. Since the Bank is also under supervision of the Federal Reserve, it is further limited if the total of all dividends declared in any calendar year by the Bank exceeds the Bank’s net profits to date for that year combined with its retained net profits for the preceding two years. During the three months ended March 31, 2025, the Company requested approximately $ 76.4 million in regular dividends from its banking subsidiary.
The Company’s banking subsidiary is subject to various regulatory capital requirements administered by the federal banking agencies. 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 consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Furthermore, the Company’s regulators could require adjustments to regulatory capital not reflected in the consolidated financial statements.
Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of total, Tier 1 common equity Tier 1 ("CET1") and Tier 1 capital (as defined in the regulations) to risk-weighted assets (as defined) and of Tier 1 capital (as defined) to average assets (as defined). Management believes that, as of March 31, 2025, the Company meets all capital adequacy requirements to which it is subject.
On December 31, 2018, the federal banking agencies issued a joint final rule to revise their regulatory capital rules to permit bank holding companies and banks to phase-in, for regulatory capital purposes, the day-one impact of the new CECL accounting rule on retained earnings over a period of three years. As part of its response to the impact of COVID-19, on March 27, 2020, the federal banking regulatory agencies issued an interim final rule that provided the option to temporarily delay certain effects of CECL on regulatory capital for two years, followed by a three-year transition period. The interim final rule allows bank holding companies and banks to delay for two years 100 % of the day-one impact of adopting CECL and 25 % of the cumulative change in the reported allowance for credit losses since adopting CECL. The Company elected to adopt the interim final rule, which is reflected in the risk-based capital ratios presented below as of December 31, 2024. The risk-based capital ratios presented below as of March 31, 2025 do not include a transitional period adjustment as the transition period has ended.
46
Table of Contents
Basel III became effective for the Company and its bank subsidiary on January 1, 2015. Basel III amended the prompt corrective action rules to incorporate a CET1 requirement and to raise the capital requirements for certain capital categories. In order to be adequately capitalized for purposes of the prompt corrective action rules, a banking organization is required to have at least a 4.5 % CET1 risk-based capital ratio, a 4 % Tier 1 leverage capital ratio, a 6 % Tier 1 risk-based capital ratio and an 8 % total risk-based capital ratio.
The Federal Reserve Board’s risk-based capital guidelines include the definitions for (1) a well-capitalized institution, (2) an adequately-capitalized institution, and (3) an undercapitalized institution. Under Basel III, the criteria for a well-capitalized institution are: a 6.5 % CET1 risk-based capital ratio, a 5 % Tier 1 leverage capital ratio, an 8 % Tier 1 risk-based capital ratio, and a 10 % total risk-based capital ratio. As of March 31, 2025, the Bank met the capital standards for a well-capitalized institution. The Company’s CET1 risk-based capital ratio, Tier 1 leverage capital ratio, Tier 1 risk-based capital ratio, and total risk-based capital ratio were 15.43 %, 13.25 %, 15.43 %, and 19.07 %, respectively, as of March 31, 2025.
18. Additional Cash Flow Information
The following is a summary of the Company’s additional cash flow information during the three-month period ended:
March 31,
2025 2024
(In thousands)
Interest paid $ 102,313 $ 109,589
Income taxes paid 2,854 2,429
Assets acquired by foreclosure 1,419 435
19. Financial Instruments
Fair value is the price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements must maximize the use of observable inputs and minimize the use of unobservable inputs. There is a hierarchy of three levels of inputs that may be used to measure fair values:
Level 1 Quoted prices in active markets for identical assets or liabilities
Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities
Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities
A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Transfers of financial instruments between levels within the fair value hierarchy are recognized on the date management determines that the underlying circumstances or assumptions have changed.
Available-for-sale securities – Available-for-sale securities are the only material instruments valued on a recurring basis which are held by the Company at fair value. The Company's available-for-sale securities are primarily considered to be Level 2 securities. The Level 2 securities consist primarily of U.S. government-sponsored enterprises, mortgage-backed securities plus state and political subdivisions. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things. There were no material transfers between hierarchy levels during the period ended March 31, 2025 and December 31, 2024.
The Company reviews the prices supplied by the independent pricing service, as well as their underlying pricing methodologies, for reasonableness and to ensure such prices are aligned with traditional pricing matrices. In general, the Company does not purchase investment portfolio securities with complicated structures. Pricing for the Company’s investment securities is fairly generic and is easily obtained. The Company uses a third-party comparison pricing vendor in order to reflect consistency in the fair values of the investment securities sampled by the Company each quarter.
47
Table of Contents
The following table presents the Company's financial assets by level within the fair value hierarchy that were measured at fair value on a recurring basis as of March 31, 2025 and December 31, 2024 (in thousands):
March 31, 2025
Fair Value Measurements
Fair Value Level 1 Level 2 Level 3
(in thousands)
U.S. government-sponsored enterprises $ 273,656 $ — $ 273,656 $ —
U.S. government-sponsored mortgage-backed securities 1,298,558 — 1,298,558 —
Private mortgage-backed securities 171,337 — 171,337 —
Non-government-sponsored asset backed securities 200,431 — 200,431 —
State and political subdivisions 860,054 — 843,390 16,664
Other securities 199,284 — 194,416 4,868
Total $ 3,003,320 $ — $ 2,981,788 $ 21,532
December 31, 2024
Fair Value Measurements
Fair Value Level 1 Level 2 Level 3
(in thousands)
U.S. government-sponsored enterprises $ 284,790 $ — $ 284,790 $ —
U.S. government-sponsored mortgage-backed securities 1,324,684 — 1,324,684 —
Private mortgage-backed securities 171,394 — 171,394 —
Non-government-sponsored asset backed securities 225,648 — 225,648 —
State and political subdivisions 870,361 — 853,699 16,662
Other securities 195,762 — 190,895 4,867
Total $ 3,072,639 $ — $ 3,051,110 $ 21,529
Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances. Assets and liabilities measured at fair value on a nonrecurring basis include the following:
Individually Evaluated Loans – Individually evaluated loans are the only material financial assets valued on a non-recurring basis which are held by the Company at fair value. When the Company has a specific expectation to initiate, or has initiated, foreclosure proceedings, and when the repayment of a loan is expected to be substantially dependent upon the liquidation of the underlying collateral, the loan relationship is considered to be collateral dependent. Fair value of the loan is determined by establishing an allowance for credit loss for any exposure based on the valuation of the underlying collateral. The valuation of the collateral is determined by either an independent third-party appraisal or other collateral analysis. Discounts can be made by the Company based upon the overall evaluation of the independent appraisal. Collateral-dependent loans are classified within Level 3 of the fair value hierarchy due to the unobservable inputs used in determining their fair value such as collateral values and the borrower’s underlying financial condition. Collateral values supporting the individually assessed loans are evaluated quarterly for updates to appraised values or adjustments due to non-current valuations. The Company reversed $ 857,000 and $ 314,000 of accrued interest receivable when impaired loans were put on non-accrual status during the three months ended March 31, 2025 and 2024, respectively.
Foreclosed assets held for sale – Foreclosed assets held for sale are the only material non-financial assets valued on a non-recurring basis which are held by the Company at fair value, less estimated costs to sell. At foreclosure, if the fair value, less estimated costs to sell, of the real estate acquired is less than the Company’s recorded investment in the related loan, a write-down is recognized through a charge to the allowance for credit losses. Additionally, valuations are periodically performed by management and any subsequent reduction in value is recognized by a charge to income. Regulatory guidelines require the Company to reevaluate the fair value of foreclosed assets held for sale on at least an annual basis. The Company’s policy is to comply with the regulatory guidelines.
48
Table of Contents
The following table presents the Company's assets by level within the fair value hierarchy that were measured at fair value on a nonrecurring basis as of March 31, 2025 and December 31, 2024:
Fair Value Measurements
Fair Value Level 1 Level 2 Level 3
March 31, 2025 (in thousands)
Individually evaluated loans (collateral-dependent) (1)(2)
$ 187,720 $ — $ — $ 187,720
Foreclosed assets and other real estate owned (1)(3)
37,324 — — 37,324
December 31, 2024
Individually evaluated loans (collateral-dependent) (1)(2)
$ 209,799 $ — $ — $ 209,799
Foreclosed assets and other real estate owned (1)(3)
17,882 — — 17,882
(1) These amounts represent the resulting carrying amounts on the consolidated balance sheets for collateral-dependent loans and foreclosed assets and other real estate owned for which fair value re-measurements took place during the period.
(2) Specific reserves of $ 19.9 million and $ 23.8 million were related to collateral-dependent loans for which fair value re-measurements took place during the three months ended March 31, 2025 and December 31, 2024, respectively.
(3) Remeasurements of foreclosed assets held for sale resulted in a $ 1.3 million increase in fair value for the three months ended March 31, 2025 and a $ 2.5 million reduction in fair value for the year ended December 31, 2024.
The significant unobservable (Level 3) inputs used in the fair value measurement of collateral for collateral-dependent impaired loans and foreclosed assets primarily relate to customized discounting criteria applied to the customer’s reported amount of collateral. The amount of the collateral discount depends upon the condition and marketability of the underlying collateral. As the Company’s primary objective in the event of default would be to monetize the collateral to settle the outstanding balance of the loan, less marketable collateral would receive a larger discount. During the reported periods, collateral discounts ranged from approximately 10 % to 50 %.
The following methods and assumptions were used to estimate the fair value of each class of financial instruments not previously disclosed:
Cash and cash equivalents and federal funds sold – For these short-term instruments, the carrying amount is a reasonable estimate of fair value.
Investment securities - held-to-maturity securities – These securities consist primarily of U.S. government-sponsored enterprises, mortgage-backed securities plus state and political subdivisions. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things.
Loans receivable, net of impaired loans and allowance – For variable-rate loans that reprice frequently and with no significant change in credit risk, fair values are assumed to approximate the carrying amounts. The fair values for fixed-rate loans are estimated using discounted cash flow analysis, based on interest rates currently being offered for loans with similar terms to borrowers of similar credit quality. Loan fair value estimates include judgments regarding future expected loss experience and risk characteristics. Fair values for acquired loans are based on a discounted cash flow methodology that considers factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan, current discount rates and whether or not the loan is amortizing. Loans are grouped together according to similar characteristics and are treated in the aggregate when applying various valuation techniques. The discount rates used for loans are based on current market rates for new originations of comparable loans and include adjustments for liquidity concerns. The discount rate does not include a factor for credit losses as that has been included in the estimated cash flows.
Accrued interest receivable and payable – The carrying amounts of accrued interest approximates fair value.
FHLB, FRB & FNBB stock; other equity investments; marketable equity securities – The carrying amount of these investments approximate fair value.
49
Table of Contents
Deposits and securities sold under agreements to repurchase – The fair values of demand deposits, savings deposits and securities sold under agreements to repurchase are, by definition, equal to the amount payable on demand and, therefore, approximate their carrying amounts. The fair values for time deposits are estimated using a discounted cash flow calculation that utilizes interest rates currently being offered on time deposits with similar contractual maturities.
FHLB and other borrowed funds – For short-term instruments, the carrying amount is a reasonable estimate of fair value. The fair value of long-term debt is estimated based on the current rates available to the Company for debt with similar terms and remaining maturities.
Subordinated debentures – The fair value of subordinated debentures is estimated using the rates that would be charged for subordinated debentures of similar remaining maturities.
Commitments to extend credit, letters of credit and lines of credit – The fair value of commitments is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of letters of credit and lines of credit are based on fees currently charged for similar agreements or on the estimated cost to terminate or otherwise settle the obligations with the counterparties at the reporting date. The fair value of these commitments is not material and are therefore, omitted from this disclosure.
The following table presents the estimated fair values of the Company’s financial instruments. Fair value is the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date.
March 31, 2025
Fair Value Measurements
Carrying
Amount Level 1 Level 2 Level 3 Total
(In thousands)
Financial assets:
Cash and cash equivalents $ 1,295,730 $ 1,295,730 $ — $ — $ 1,295,730
Federal funds sold 6,275 6,275 — 6,275
Investment securities - held-to-maturity 1,269,896 — 1,153,262 — 1,153,262
Loans receivable, net of impaired loans and allowance 14,451,006 — — 14,487,545 14,487,545
Accrued interest receivable 115,983 115,983 — — 115,983
FHLB, Federal Reserve & FNBB stock; other equity investments
228,621 — — 228,621 228,621
Marketable equity securities 49,395 49,395 — — 49,395
Financial liabilities:
Deposits:
Demand and non-interest bearing $ 4,079,289 $ 4,079,289 $ — $ — $ 4,079,289
Savings and interest-bearing transaction accounts 11,586,106 11,586,106 — — 11,586,106
Time deposits 1,876,096 — — 1,861,185 1,861,185
Securities sold under agreements to repurchase 161,401 161,401 — — 161,401
FHLB and other borrowed funds 600,500 — 565,740 — 565,740
Accrued interest payable 15,759 15,759 — — 15,759
Subordinated debentures 439,102 — — 412,969 412,969
50
Table of Contents
December 31, 2024
Fair Value Measurements
Carrying
Amount Level 1 Level 2 Level 3 Total
(In thousands)
Financial assets:
Cash and cash equivalents $ 910,347 $ 910,347 $ — $ — $ 910,347
Federal funds sold 3,725 3,725 — — 3,725
Investment securities - held-to-maturity 1,275,204 — 1,142,940 — 1,142,940
Loans receivable, net of impaired loans and allowance 12,244,458 — — 14,207,935 14,207,935
Accrued interest receivable 120,129 120,129 — — 120,129
FHLB, Federal Reserve & FNBB stock; other equity investments
226,910 — — 226,910 226,910
Marketable equity securities 48,954 48,954 — — 48,954
Financial liabilities:
Deposits:
Demand and non-interest bearing $ 4,006,115 $ 4,006,115 $ — $ — $ 4,006,115
Savings and interest-bearing transaction accounts 11,347,850 11,347,850 — — 11,347,850
Time deposits 1,792,332 — — 1,781,156 1,781,156
Securities sold under agreements to repurchase 162,350 162,350 — — 162,350
FHLB and other borrowed funds 600,750 — 556,095 — 556,095
Accrued interest payable 20,186 20,186 — — 20,186
Subordinated debentures 439,246 — — 375,887 375,887
20. Segment Information
The Company has one reportable segment: The Banking Segment. The Company's reportable segment is determined by the Chairman and Chief Executive Officer, who is the designated chief operating decision maker ("CODM"), based upon information provided about the Company's products and services offered, primarily banking operations. The segment is also defined by the level of detailed information provided to the CODM, who uses such information to review performance of various components of the business such as geographical regions and branches, which are then aggregated since these have similar operating and economic characteristics. Each of the branches and regions of the Bank provide a group of similar banking services, including such products and services as commercial, real estate and consumer loans, time deposits, checking and savings accounts.
The CODM will evaluate the financial performance of the Company's business components such as evaluating revenue streams, significant expenses and budget to actual results in order to assess the Company's segment and to determine the allocation of resources. The CODM uses revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The CODM uses consolidated net income in order to benchmark the Company against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessment performance and in establishing compensation. Loans, investments and deposits provide the revenues in the banking operation. Interest expense, provision for credit losses and payroll provide the significant expenses in the banking operation. All operations are domestic.
Accounting policies for segments are the same as those described in Note 1. Segment performance is evaluated using consolidated net income. The table below presents the information reported internally for performance assessment by the CODM as of the three months ended March 31, 2025 and 2024.
51
Table of Contents
Three Months Ended March 31,
Banking Segment 2025 2024
(In thousands)
Interest Income $ 312,542 $ 316,915
Reconciliation of revenue:
Other Revenues* 45,426 41,799
Total consolidated revenues $ 357,968 $ 358,714
Less:
Interest Expense 97,886 112,325
Segment net interest income and noninterest income $ 260,082 $ 246,389
Less:
Provision for credit losses — 4,500
Salaries and employee benefits 61,855 60,910
Occupancy and equipment** 14,425 14,551
Data Processing expense 8,558 9,147
Merger and acquisition expense — —
Other expense 8,703 8,950
FDIC and state assessment 3,387 3,318
Electronic banking expense 3,055 3,156
Other segment items*** 12,945 11,464
Income tax expense 31,945 30,284
Segment net income/consolidated net income 115,209 100,109
Reconciliation of profit or loss:
Adjustments and reconciling items — —
Consolidated net income $ 115,209 $ 100,109
*Includes earnings in equity method investments of $ 5.2 million and $ 1.2 million for the three months ended March 31, 2025 and 2024, respectively.
** Includes depreciation and amortization expense of $ 5.3 million and $ 5.4 million for the three ended March 31, 2025 and 2024, respectively.
***Other segment items include expenses for advertising, amortization of intangibles, directors' fees, due from bank service charges, hurricane damage, insurance expense, legal and accounting fees, other professional fees, operating supplies, postage and telephone .
21. Recent Accounting Pronouncements
In November 2023, the FASB issued ASU 2023-07, " Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ." The amendments apply to all public entities that are required to report segment information in accordance with FASB ASC Topic 280, Segment Reporting . The amendments in the ASU are intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments require that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss. Public entities are required to disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of its composition. In addition, public entities must provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by FASB ASC Topic 280, Segment Reporting , in interim periods. The amendments clarify that if the CODM uses more than one measure of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources, a public entity may report one or more of those additional measures of segment profit. However, at least one of the reported segment profit or loss measures (or the single reported
52
Table of Contents
measure, if only one is disclosed) should be the measure that is most consistent with the measurement principles used in measuring the corresponding amounts in the public entity’s consolidated financial statements. The Amendments require that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Finally, the amendments require that a public entity that has a single reportable segment provide all the disclosures required by the amendments in the ASU and all existing segment disclosures in ASC Topic 280. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. A public entity should apply the amendments retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The Company adopted the guidance effective December 31, 2024, and its adoption did not have a significant impact on our financial position or financial statements.
In December 2023, the FASB issued ASU 2023-09, " Income Taxes (Topic 740): Improvements to Income Tax Disclosures ." The amendments require that public business entities on an annual basis (a) disclose specific categories in the rate reconciliation and (b) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate). The amendments also require that all entities disclose on an annual basis the amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes, and the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received). The amendments require that all entities disclose income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign and income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign. The ASU is effective for public business entities for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments should be applied on a prospective basis. Retrospective application is permitted. The Company will implement the guidance beginning with the Company's 2025 Annual Report on Form 10-K. The Company does not expect the adoption of the guidance to have a significant impact on our financial position or financial statements.
In November 2024, the FASB issued ASU No. 2024-03, "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses." The ASU requires footnote disclosure about specific expenses by requiring companies to disaggregate, in a tabular presentation, each relevant expense caption on the face of the income statement that includes any of the following natural expenses: (i) purchases of inventory, (ii) employee compensation, (iii) depreciation, (iv) intangible asset amortization and (v) depreciation, depletion and amortization recognized as part of oil- and gas-producing activities. The tabular disclosure would also include certain other expenses, when applicable. The ASU does not change or remove existing expense disclosure requirements; however, it may affect where that information appears in the footnotes to the financial statements. The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the potential impacts related to the adoption of the ASU.
In January 2025, the FASB issued ASU No. 2025-01, "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date." The ASU revises the effective date to clarify that all public business entities are required to adopt the guidance in the annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Entities within the ASU's scope are permitted to early adopt the ASU. The Company is currently evaluating the potential impacts related to the adoption of the ASU.
53
Table of Contents
Report of Independent Registered Public Accounting Firm
Audit Committee, Board of Directors and Stockholders
Home BancShares, Inc.
Results of Review of Interim Consolidated Financial Statements
We have reviewed the condensed consolidated balance sheet of Home BancShares Inc. (“the Company”) and subsidiaries as of March 31, 2025, and the related condensed consolidated statements of income, comprehensive income, stockholders’ equity for the three-month periods ended March 31, 2025 and 2024, and cash flows for the three-month periods ended March 31, 2025 and 2024, and the related notes (collectively referred to as the “interim financial information or statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed financial statements referred to above for them to be in conformity with accounting principles generally accepted in the United States of America.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheet of the Company and subsidiaries as of December 31, 2024, and the related consolidated statements of income, comprehensive income (loss) , stockholders’ equity, and cash flows for the year then ended (not presented herein), and in our report dated February 27, 2025 we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2024, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.
Basis for Review Results
These interim financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our review in accordance with the standards of the PCAOB. A review of interim financial information statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
/s/ Forvis Mazars, LLP
Little Rock, Arkansas
May 5, 2025
54
Table of Contents
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.