84 unchanged sentences
We believe that our audits provide a reasonable basis for our opinion.
−Removed: Critical Audit Matters
+Added: Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:
17 unchanged sentences
and economic conditions.
−Removed: Auditing management’s estimate of the allowances for loan credit losses, and more specifically the qualitative factor adjustments applied in the ACL, is a critical audit matter.
+Added: Auditing management’s estimate of the allowances for loan credit losses, and more specifically the qualitative factor adjustments applied in the ACL for economic conditions, is a critical audit matter.
The principal consideration for our determination of the critical audit matter is a high degree of subjectivity of the assumptions utilized in calculating the qualitative reserve components within the model.
−Removed: Furthermore, certain inputs and assumptions required a higher degree of auditor judgement due to the nature and extent of audit evidence and effort required to address this matter.
+Added: Furthermore, certain inputs and assumptions required a higher degree of auditor judgment due to the nature and extent of audit evidence and effort required to address this matter.
The primary audit procedures we performed to address this critical audit matter included:
6 unchanged sentences
• Evaluated and tested the data and inputs utilized within the ACL calculation for completeness and accuracy including mathematical accuracy of the calculation.
−Removed: • Evaluated the qualitative factors for appropriate identification and application including reasonableness of the basis for adjustment.
−Removed: • Analyzed the total qualitative factor adjustment applied to each loan segment and evaluated the appropriateness of the change in the qualitative factor adjustment in correlation to movement in the quantitative loss rate.
−Removed: • Utilized the assistance of the firm’s internal specialists to test the mathematical operation of the model.
+Added: • Evaluated the economic conditions qualitative factor for appropriate identification and application including reasonableness of the basis for adjustment.
+Added: • Analyzed the total qualitative factor adjustment applied to each loan segment and evaluated the appropriateness of the change in the qualitative factor adjustment in relation to the movement in the quantitative loss rate.
/s/ Forvis Mazars, LLP
68 unchanged sentences
Common stock, par value $ 0.01 ;
−Removed: shares authorized 300,000,000 in 2024 and 2023;
+Added: shares authorized 400,000,000 in 2025 and 300,000,000 in 2024;
shares issued and outstanding 196,357,167 in 2025 and 198,882,402 in 2024
27 unchanged sentences
Provision for credit losses on loans 24,100 48,400 11,950
−Removed: (Recovery of) provision for credit losses on unfunded commitments — ( 1,500 ) 11,410
+Added: Recovery of credit losses on unfunded commitments ( 1,000 ) — ( 1,500 )
(Recovery of ) provision for credit losses on investment securities ( 2,195 ) ( 330 ) 1,683
33 unchanged sentences
Net income available to all stockholders $ 475,441 $ 402,241 $ 392,929
−Removed: Net unrealized (loss) gain on available-for-sale securities ( 4,870 ) 72,617 ( 417,349 )
−Removed: Other comprehensive (loss) income, before tax effect ( 4,870 ) 72,617 ( 417,349 )
+Added: Net unrealized gain (loss) on available-for-sale securities 118,548 ( 4,870 ) 72,617
+Added: Other comprehensive income (loss), before tax effect 118,548 ( 4,870 ) 72,617
Tax effect ( 28,327 ) ( 2,163 ) ( 16,234 )
−Removed: Other comprehensive (loss) income ( 7,033 ) 56,383 ( 315,920 )
+Added: Other comprehensive income (loss) 90,221 ( 7,033 ) 56,383
Comprehensive income (loss) $ 565,662 $ 395,208 $ 449,312
11 unchanged sentences
Net income — — 392,929 — 392,929
−Removed: Other comprehensive loss — — — ( 315,920 ) ( 315,920 )
+Added: Other comprehensive income — — — 56,383 56,383
Net issuance of 118,653 shares of common stock from exercise of stock options
1 801 — — 802
−Removed: Issuance of 42,425,352 shares of common stock including approximately $ 2.5 million in certain stock award settlements and stock issuance costs - Happy Bancshares acquisition
−Removed: 424 960,866 — — 961,290
Repurchase of 2,225,849 shares of common stock
2 unchanged sentences
2 9,272 — — 9,274
+Added: Excise tax expense from repurchase of common stock — ( 430 ) — — ( 430 )
Cash dividends – Common Stock, $ 0.72 per share
3 unchanged sentences
Net income — — 402,241 — 402,241
−Removed: Other comprehensive income — — — 56,383 56,383
+Added: Other comprehensive loss — — — ( 7,033 ) ( 7,033 )
Net issuance of 408,617 shares of common stock from exercise of stock options
31 unchanged sentences
(Increase) decrease in value of equity securities ( 2,397 ) ( 2,971 ) 1,094
+Added: Increase in value of equity method investments ( 11,599 ) ( 3,805 ) ( 11,160 )
Amortization of securities, net 12,827 14,446 16,491
2 unchanged sentences
Gain on assets ( 2,665 ) ( 542 ) ( 2,117 )
+Added: Gain on repurchase of subordinated debentures ( 1,882 ) — —
Provision for credit losses - loans 24,100 48,400 11,950
−Removed: Provision for credit losses - unfunded commitments — ( 1,500 ) 11,410
−Removed: Provision for credit losses - investment securities ( 330 ) 1,683 2,005
+Added: Recovery of credit losses - unfunded commitments ( 1,000 ) — ( 1,500 )
+Added: Recovery of credit losses - investment securities ( 2,195 ) ( 330 ) 1,683
Deferred income taxes 10,348 8,304 ( 4,077 )
9 unchanged sentences
Net decrease (increase) in federal funds sold 725 1,375 ( 5,100 )
−Removed: Net increase in loans, excluding loans acquired ( 420,984 ) ( 9,037 ) ( 673,883 )
+Added: Net increase in loans ( 828,361 ) ( 420,984 ) ( 9,037 )
Purchases of investment securities – available-for-sale ( 113,840 ) ( 64,073 ) ( 9,894 )
−Removed: Purchases of investment securities - held-to-maturity — — ( 674,178 )
Proceeds from maturities of investment securities – available-for-sale 422,151 480,074 597,912
Proceeds from maturities of investment securities – held-to-maturity 16,255 6,993 5,897
−Removed: Proceeds from sale of investment securities – available-for-sale — — 67,349
Purchases of equity securities ( 5,000 ) — —
2 unchanged sentences
Proceeds from redemption of other investments 13,221 643 —
+Added: OREO Improvements ( 3,493 ) — —
Proceeds from foreclosed assets held for sale 11,629 2,293 1,292
2 unchanged sentences
Proceeds from sales of premises and equipment 18,809 26,268 13,915
−Removed: (Purchase of) return of investment on cash value of life insurance ( 346 ) 3,813 277
−Removed: Purchase of marine loan portfolio — — ( 242,617 )
−Removed: Net cash proceeds received – market acquisitions — — 858,584
−Removed: Net cash provided by (used in) investing activities 5,667 578,459 ( 1,024,270 )
+Added: Return of (purchase of) investment on cash value of life insurance 6,784 ( 346 ) 3,813
+Added: Net cash (used in) provided by investing activities ( 470,317 ) 5,667 578,459
Home BancShares, Inc.
3 unchanged sentences
Financing Activities
−Removed: Net increase (decrease) in deposits, excluding deposits acquired 358,586 ( 1,151,072 ) ( 2,177,058 )
−Removed: Net increase (decrease) in securities sold under agreements to repurchase 20,265 10,939 ( 9,740 )
+Added: Net increase (decrease) in deposits 333,660 358,586 ( 1,151,072 )
+Added: Net (decrease) increase in securities sold under agreements to repurchase ( 6,547 ) 20,265 10,939
Increase in FHLB and other borrowed funds — 1,401,000 6,476,550
1 unchanged sentence
Retirement of subordinated debentures ( 158,049 ) — —
−Removed: Proceeds from issuance of subordinated debentures — — 296,324
−Removed: Redemption of trust preferred securities — — ( 96,499 )
Proceeds from exercise of stock options 602 2,016 802
1 unchanged sentence
Dividends paid on common stock ( 158,920 ) ( 150,003 ) ( 145,904 )
−Removed: Net cash (used in) provided by financing activities ( 556,179 ) ( 682,706 ) ( 2,314,427 )
+Added: Net cash used in financing activities ( 171,974 ) ( 556,179 ) ( 682,706 )
Net change in cash and cash equivalents ( 243,010 ) ( 89,866 ) 275,423
47 unchanged sentences
The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses in accordance with ASC 326, Measurement of Credit Losses on Financial Instruments ("ASC 326").
−Removed: 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.
+Added: The Company first assesses whether it intends to sell or whether it 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.
5 unchanged sentences
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.
−Removed: Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense.
+Added: Changes in the allowance for credit losses are recorded as provision for (or recovery 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.
5 unchanged sentences
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.
−Removed: Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense.
+Added: Changes in the allowance for credit losses are recorded as provision for (or recovery of) credit loss expense.
Losses are charged against the allowance when management believes the uncollectability of a security is confirmed.
25 unchanged sentences
The identified loan segments are as follows:
−Removed: • 1-4 family construction
−Removed: • All other construction
−Removed: • 1-4 family revolving home equity lines of credit (“HELOC”) & junior liens
−Removed: • 1-4 family senior liens
−Removed: • Multifamily
−Removed: • Owner occupied commercial real estate
−Removed: • Non-owner occupied commercial real estate
−Removed: • Commercial & industrial, agricultural, non-depository financial institutions, purchase/carry securities, other
−Removed: • Consumer auto
−Removed: • Other consumer
−Removed: • Other consumer - SPF
+Added: • 1-4 family residential construction loans
+Added: • Other construction loans and all land development and other land loans
+Added: • Loans secured by farmland (including farm residential and other improvements)
+Added: • Revolving, open-end loans secured by 1-4 family residential properties and extended under lines
+Added: • Secured by first liens
+Added: • Secured by junior liens
+Added: • Secured by multifamily (5 or more) residential properties
+Added: • Loans secured by owner-occupied, nonfarm nonresidential properties
+Added: • Loans secured by other nonfarm nonresidential properties
+Added: • Loans to finance agricultural production and other loans to farmers
+Added: • Commercial and industrial loans
+Added: • Other revolving credit plans
+Added: • Automobile loans
+Added: • Other consumer loans
+Added: • Other consumer loans - Shore Premier Finance
+Added: • Obligations (other than securities and leases) of states and political subdivisions in the US
+Added: • Loans to nondepository financial institutions
+Added: • Loans for purchasing or carrying securities
+Added: • All other loans
+Added: 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.
+Added: 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.
+Added: 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.
+Added: 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.
+Added: When accrual of interest is discontinued, all unpaid accrued interest is reversed.
+Added: Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due.
+Added: 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.
17 unchanged sentences
(viii) changes in the quality of the loan review system and (ix) economic conditions.
−Removed: Loans considered to be collateral dependent, according to ASC 326, are loans for which, based on current information and events, it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: When accrual of interest is discontinued, all unpaid accrued interest is reversed.
−Removed: Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due.
−Removed: 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 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.
16 unchanged sentences
Subsequent changes to the allowance for credit losses are recorded through the provision for credit losses.
−Removed: For further discussion of the Company’s acquisitions, see Note 2 to the Notes to Consolidated Financial Statements.
Allowance for Credit Losses on Off-Balance Sheet Credit Exposures
91 unchanged sentences
The impact of anti-dilutive shares to the diluted earnings per share calculation was considered immaterial for the periods ended December 31, 2025, 2024 and 2023.
−Removed: Business Combinations
−Removed: Acquisition of Happy Bancshares, Inc.
−Removed: On April 1, 2022, the Company completed the acquisition of Happy Bancshares, Inc.
−Removed: (“Happy”), and merged Happy State Bank into Centennial Bank.
−Removed: The Company issued approximately 42.4 million shares of its common stock valued at approximately $ 958.8 million as of April 1, 2022.
−Removed: In addition, the holders of certain Happy stock-based awards received approximately $ 3.7 million in cash in cancellation of such awards, for a total transaction value of approximately $ 962.5 million.
−Removed: The acquisition added new markets for expansion and brought complementary businesses together to drive synergies and growth.
−Removed: Including the effects of the known purchase accounting adjustments, as of the acquisition date, Happy had approximately $ 6.69 billion in total assets, $ 3.65 billion in loans and $ 5.86 billion in customer deposits.
−Removed: Happy formerly operated its banking business from 62 locations in Texas.
−Removed: The Company has determined that the acquisition of the net assets of Happy constitutes a business combination as defined by ASC Topic 805, Business Combinations.
−Removed: Accordingly, the assets acquired and liabilities assumed are presented at their fair values as required.
−Removed: Fair values were determined based on the requirements of ASC Topic 820, Fair Value Measurements .
−Removed: In many cases, the determination of these fair values required management to make estimates about discount rates, future expected cash flows, market conditions and other future events that are highly subjective in nature.
−Removed: The following schedule is a breakdown of the assets acquired and liabilities assumed as of the acquisition date:
−Removed: Happy Bancshares, Inc.
−Removed: from Happy Fair Value Adjustments As Recorded by HBI
−Removed: (Dollars in thousands)
−Removed: Cash and due from banks $ 112,999 $ ( 446 ) $ 112,553
−Removed: Interest-bearing deposits with other banks 746,031 — 746,031
−Removed: Cash and cash equivalents 859,030 ( 446 ) 858,584
−Removed: Investment securities - available-for-sale, net of allowance for credit losses 1,773,540 8,485 1,782,025
−Removed: Total investment securities 1,773,540 8,485 1,782,025
−Removed: Loans receivable 3,657,009 ( 4,389 ) 3,652,620
−Removed: Allowance for credit losses ( 42,224 ) 25,408 ( 16,816 )
−Removed: Loans receivable, net 3,614,785 21,019 3,635,804
−Removed: Bank premises and equipment, net 153,642 ( 12,270 ) 141,372
−Removed: Foreclosed assets held for sale 193 ( 77 ) 116
−Removed: Cash value of life insurance 105,049 3 105,052
−Removed: Accrued interest receivable 31,575 — 31,575
−Removed: Deferred tax asset, net 32,908 ( 1,092 ) 31,816
−Removed: Goodwill 130,428 ( 130,428 ) —
−Removed: Core deposit intangible 10,672 31,591 42,263
−Removed: Other assets 43,330 15,567 58,897
−Removed: Total assets acquired $ 6,755,152 $ ( 67,648 ) $ 6,687,504
−Removed: Demand and non-interest-bearing $ 1,932,756 $ 67 $ 1,932,823
−Removed: Savings and interest-bearing transaction accounts 3,519,652 — 3,519,652
−Removed: Time deposits 401,899 903 402,802
−Removed: Total deposits 5,854,307 970 5,855,277
−Removed: FHLB and other borrowed funds 74,212 4,118 78,330
−Removed: Accrued interest payable and other liabilities 50,889 ( 1,892 ) 48,997
−Removed: Subordinated debentures 159,965 7,625 167,590
−Removed: Total liabilities assumed 6,139,373 10,821 6,150,194
−Removed: Total equity assumed 615,779 ( 615,779 ) —
−Removed: Total liabilities and equity assumed $ 6,755,152 $ ( 604,958 ) $ 6,150,194
−Removed: Net assets acquired 537,310
−Removed: Purchase price 962,538
−Removed: Goodwill $ 425,228
−Removed: The following is a description of the methods used to determine the fair values of significant assets and liabilities presented above:
−Removed: Cash and due from banks, interest-bearing deposits with other banks and federal funds sold – The carrying amount of these assets was deemed a reasonable estimate of fair value based on the short-term nature of these assets.
−Removed: Investment securities – Investment securities were acquired from Happy with an approximately $ 8.5 million adjustment to fair value based upon quoted market prices.
−Removed: Otherwise the book value was deemed to approximate fair value.
−Removed: Loans – Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan, whether or not the loan was amortizing and current discount rates.
−Removed: The discount rates used for loans are based on current market rates for new originations of comparable loans and include adjustments for liquidity concerns.
−Removed: The discount rate does not include a factor for credit losses as that has been included in the estimated cash flows.
−Removed: Loans were grouped together according to similar characteristics and were treated in the aggregate when applying various valuation techniques.
−Removed: See Note 5 to the Condensed Notes to Consolidated Financial Statements, for additional information related to purchased financial assets with credit deterioration.
−Removed: Bank premises and equipment – Bank premises and equipment were acquired from Happy with a $ 12.3 million adjustment to fair value.
−Removed: This represents the difference between current appraisals completed in connection with the acquisition and book value acquired.
−Removed: Foreclosed assets held for sale – These assets are presented at the estimated fair values that management expects to receive when the properties are sold, net of related costs of disposal.
−Removed: Cash value of life insurance – Bank owned life insurance is carried at its current cash surrender value, which is the most reasonable estimate of fair value.
−Removed: Accrued interest receivable – The carrying amount of these assets was deemed a reasonable estimate of the fair value.
−Removed: Core deposit intangible – This core deposit intangible asset represents the value of the relationships that Happy had with its deposit customers.
−Removed: The fair value of this intangible asset was estimated based on a discounted cash flow methodology that gave appropriate consideration to expected customer attrition rates, cost of the deposit base, and the net maintenance cost attributable to customer deposits.
−Removed: Deposits – The fair values used for the demand and savings deposits that comprise the transaction accounts acquired, by definition, equal the amount payable on demand at the acquisition date.
−Removed: The $ 903,000 fair value adjustment applied for time deposits was because the weighted-average interest rate of Happy’s certificates of deposits were estimated to be above the current market rates.
−Removed: FHLB borrowed funds – The fair value of FHLB borrowed funds is estimated based on borrowing rates currently available to the Company for borrowings with similar terms and maturities.
−Removed: Accrued interest payable and other liabilities – The fair value adjustment results from certain liabilities whose value was estimated to be more or less than book value, such as certain accounts payable and other miscellaneous liabilities.
−Removed: The carrying amount of accrued interest and the remainder of other liabilities was deemed to be a reasonable estimate of fair value.
−Removed: Subordinated debentures – The fair value of subordinated debentures is estimated based on borrowing rates currently available to the Company for borrowings with similar terms and maturities.
−Removed: The unaudited pro-forma combined consolidated financial information presents how the combined financial information of HBI and Happy might have appeared had the businesses actually been combined.
−Removed: The following schedule represents the unaudited pro forma combined financial information as of the year ended December 31, 2022, assuming the acquisition was completed as of January 1, 2022:
−Removed: December 31, 2022
−Removed: (In thousands, except per share data)
−Removed: Total interest income $ 935,168
−Removed: Total non-interest income 188,012
−Removed: Net income available to all shareholders 406,949
−Removed: Basic earnings per common share $ 1.98
−Removed: Diluted earnings per common share 1.98
−Removed: The unaudited pro-forma consolidated financial information is presented for illustrative purposes only and does not indicate the financial results of the combined company had the companies actually been combined at the beginning of the period presented and had the impact of possible significant revenue enhancements and expense efficiencies from in-market cost savings, among other factors, been considered and, accordingly, does not attempt to predict or suggest future results.
−Removed: Pro-forma results include Happy merger expenses of $ 49.6 million, provision for credit losses on acquired loans of $ 45.2 million, provision for credit losses on acquired unfunded commitments of $ 11.4 million and provision for credit losses on acquired investment securities of $ 2.0 million for the year ended December 31, 2022.
−Removed: The pro-forma financial information also does not necessarily reflect what the historical results of the combined company would have been had the companies been combined during this period.
−Removed: Purchased loans that reflect a more-than-insignificant deterioration of credit from origination are considered PCD.
−Removed: For PCD loans, the initial estimate of expected credit losses is recognized in the allowance for credit losses on the date of acquisition using the same methodology as other loans held-for-investment.
−Removed: The following table provides a summary of loans purchased as part of the Happy acquisition with credit deterioration at acquisition:
−Removed: April 1, 2022
−Removed: (In thousands)
−Removed: Purchased Loans with Credit Deterioration:
−Removed: Par value $ 165,028
−Removed: Allowance for credit losses at acquisition ( 16,816 )
−Removed: Premium on acquired loans 684
−Removed: Purchase price $ 148,896
Investment Securities
60 unchanged sentences
Total $ 3,088,820 $ 2,871,931 $ 1,261,267 $ 1,161,052
−Removed: During the year ended December 31, 2024, no available-for-sale securities were sold.
−Removed: During the year ended December 31, 2023, no available-for-sale securities were sold.
−Removed: During the year ended December 31, 2022, $ 67.3 million in available-for-sale securities were sold, and no gain or loss was recognized.
+Added: During the years ended December 31, 2025, 2024 and 2023, no available-for-sale securities were sold.
The following 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 December 31, 2025 and 2024:
37 unchanged sentences
Total $ 77,866 $ ( 3,016 ) $ 1,064,094 $ ( 129,287 ) $ 1,141,960 $ ( 132,303 )
−Removed: 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.
−Removed: Securities that are held as available-for-sale are used as a part of our asset/liability management strategy.
−Removed: 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.
−Removed: The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: In making this assessment, the Company considers the extent to which fair value is less than amortized cost, and changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors.
−Removed: 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.
−Removed: 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.
−Removed: Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.
−Removed: 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.
−Removed: Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses.
−Removed: The Company measures expected credit losses on HTM securities on a collective basis by major security type, with each type sharing similar risk characteristics.
−Removed: The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.
−Removed: 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.
−Removed: Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense.
−Removed: Losses are charged against the allowance when management believes the uncollectability of a security is confirmed.
+Added: During the year ended December 31, 2025, the Company recovered $ 2.2 million in AFS reserves due to an upgrade in the credit quality of the subordinated debt investment securities for which an allowance had been previously recorded.
During the year ended December 31, 2024, the Company recovered $ 330,000 in AFS reserves due to an improvement in the unrealized loss position of one of the Company's subordinated debt investments.
1 unchanged sentence
As result, the Company wrote down the value of the investment to its unrealized loss position, which required a $ 1.7 million provision, but the remaining $ 842,000 allowance for credit losses on AFS investments associated with certain securities in the subordinated debt portfolio within the banking sector was considered adequate.
−Removed: At December 31, 2022, the Company determined the $ 842,000 allowance for credit losses on AFS investments associated with certain securities in the subordinated debt portfolio within the banking sector was considered adequate.
−Removed: These investments are classified within the other securities category of the AFS portfolio.
−Removed: At both December 31, 2024 and 2023, the $ 2.0 million allowance for credit losses for the held-to-maturity portfolio was considered adequate.
+Added: At December 31, 2025, 2024 and 2023, the $ 2.0 million allowance for credit losses for the held-to-maturity portfolio was considered adequate.
No additional provision for credit losses was considered necessary for the HTM portfolio.
−Removed: During the year ended December 31, 2022, the Company recorded a $ 2.0 million provision for credit losses for the HTM portfolio as a result of the investment securities acquired as part of the Happy acquisition.
Available-for-Sale Investment Securities
12 unchanged sentences
Beginning balance $ 2,005 $ 2,005 $ 2,005
−Removed: Provision for credit loss - acquired securities — — 2,005
Securities charged-off — — —
2 unchanged sentences
For the year ended December 31, 2025, the Company had available-for-sale investment securities with approximately $ 222.6 million in unrealized losses, which have been in continuous loss positions for more than twelve months.
−Removed: With the exception of the subordinated debt investment securities which were downgraded during 2023 resulting in the allowance, the Company’s assessments indicated that 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.
+Added: The Company’s assessments indicated that 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 48.6 % of the Company’s available-for-sale investment portfolio will mature or are expected to pay down within five years or less .
−Removed: As a result, the Company has the ability and intent to hold such securities until maturity.
+Added: As a result, the Company has the ability and intent to hold such securities until recovery of amortized cost.
For the year ended December 31, 2024, the Company had available-for-sale investment securities with approximately $ 334.9 million in unrealized losses, which had been in continuous loss positions for more than twelve months.
−Removed: With the exception of the securities with credit losses noted above, the Company’s assessments indicated that 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.
+Added: With the exception of the subordinated debt investment securities which were downgraded during 2023 resulting in the allowance, the Company’s assessments indicated that 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 Company’s available-for-sale investment portfolio was expected to mature or pay down within five years or less .
−Removed: As a result, the Company has the ability and intent to hold such securities until maturity.
+Added: As a result, the Company has the ability and intent to hold such securities until recovery of amortized cost.
As of December 31, 2025, the Company's available-for-sale securities portfolio consisted of 1,462 investment securities, 1,173 of which were in an unrealized loss position.
2 unchanged sentences
government-sponsored mortgage-backed securities portfolio contained $ 134.0 million of unrealized losses on 612 securities, and the private mortgage-backed securities portfolio contained $ 7.0 million of unrealized losses on 28 securities.
−Removed: The non-government-sponsored asset backed securities portfolio contained $ 3.4 million of unrealized losses on 23 securities.
+Added: The non-government-sponsored asset backed securities portfolio contained $ 926,776 of unrealized losses on 12 securities.
The state and political subdivisions portfolio contained $ 65.4 million of unrealized losses on 418 securities.
In addition, the other securities portfolio contained $ 9.0 million of unrealized losses on 48 securities.
−Removed: 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.
−Removed: The Company has determined that, as of December 31, 2024, 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.
+Added: 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.
+Added: The Company has determined that, as of December 31, 2025, a reserve 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 December 31, 2025, the Company's held-to-maturity securities portfolio consisted of 512 investment securities, 494 of which were in an unrealized loss position.
80 unchanged sentences
The balance, as of December 31, 2025, consisted of $ 52.2 million resulting from the acquisition of Happy.
−Removed: The balance, as of December 31, 2023, consisted of $ 130.4 million resulting from the acquisition of Happy and $ 376,100 from the acquisition of LH-Finance.
+Added: The balance, as of December 31, 2024, consisted of $ 76.3 million resulting from the acquisition of Happy.
Allowance for Credit Losses, Credit Quality and Other
25 unchanged sentences
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.
−Removed: 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.
+Added: Management determined the models in use as of December 31, 2024 were appropriate for use in 2025.
The identified loss drivers by segment are included below as of both December 31, 2025 and 2024.
−Removed: December 31, 2024
Loss Driver Segment Call Report Segment(s) Modeled Economic Factors
10 unchanged sentences
Obligations of States and Political Subdivisions 8 National Unemployment (%) & Gross Domestic Product (%)
−Removed: December 31, 2023
−Removed: Loss Driver Segment
−Removed: Call Report Segment(s)
−Removed: Modeled Economic Factors
−Removed: 1-4 Family Construction 1a1 National Unemployment (%) & Housing Price Index (%)
−Removed: All Other Construction 1a2 National Unemployment (%) & Gross Domestic Product (%)
−Removed: 1-4 Family Revolving HELOC & Junior Liens 1c1 National Unemployment (%) & Housing Price Index – CoreLogic (%)
−Removed: 1-4 Family Revolving HELOC & Junior Liens 1c2b National Unemployment (%) & Gross Domestic Product (%)
−Removed: 1-4 Family Senior Liens 1c2a National Unemployment (%) & Gross Domestic Product (%)
−Removed: Multifamily 1d Rental Vacancy Rate (%) & Housing Price Index – Case-Schiller (%)
−Removed: Owner Occupied CRE 1e1 National Unemployment (%) & Gross Domestic Product (%)
−Removed: Non-Owner Occupied CRE 1e2,1b,8 National Unemployment (%) & Gross Domestic Product (%)
−Removed: Commercial & Industrial, Agricultural, Non-Depository Financial Institutions, Purchase/Carry Securities, Other 4a, 3, 9a, 9b1, 9b2, 10, Other National Unemployment (%) & National Retail Sales (%)
−Removed: Consumer Auto 6c National Unemployment (%) & National Retail Sales (%)
−Removed: Other Consumer 6b, 6d National Unemployment (%) & National Retail Sales (%)
−Removed: Other Consumer - SPF 6d National Unemployment (%)
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.
32 unchanged sentences
The off-balance sheet credit exposures exhibit similar risk characteristics as loans currently in the Company’s loan portfolio.
+Added: During the year ended December 31, 2025, the Company recorded a $ 24.1 million provision for credit losses on loans and recovered $ 1.0 million in credit losses on unfunded commitments.
During the year ended December 31, 2024, the Company recorded a $ 48.4 million provision for credit losses on loans.
2 unchanged sentences
In addition, during the third quarter of 2024, the Company recorded a $ 1.0 million provision for credit losses on unfunded commitments, which completely offset the $ 1.0 million recovery of credit losses on unfunded commitments which was recorded during the first quarter of 2024.
−Removed: During the year ended December 31, 2023, the Company recorded a $ 12.0 million provision for credit losses on loans, and the Company reversed $ 1.5 million in provision for unfunded commitments.
−Removed: During the year ended December 31, 2022, the Company completed the acquisition of Happy.
−Removed: As a result, the Company recorded $ 4.4 million in net loan discounts and a $ 16.8 million increase in the allowance for credit losses related to PCD loans.
−Removed: In addition, the Company recorded a $ 45.2 million provision for credit losses on acquired loans for the CECL "double count" and an $ 11.4 million provision for credit losses on acquired unfunded commitments.
−Removed: In addition, the Company recorded a $ 5.0 million provision for credit losses on loans due to increased loan growth.
−Removed: However, the Company determined that no additional provision was necessary for unfunded commitments as the current level of the reserve was considered adequate.
+Added: During the year ended December 31, 2023, the Company recorded a $ 12.0 million provision for credit losses on loans, and the Company recovered $ 1.5 million in provision for unfunded commitments.
The following table presents the activity in the allowance for credit losses for the year ended December 31, 2025.
11 unchanged sentences
Recoveries of loans previously charged off 576 8,700 223 2,378 969 12,846
−Removed: Net loans (charged off) recovered
+Added: Net loans recovered (charged off)
506 5,666 ( 408 ) ( 3,999 ) ( 4,162 ) ( 2,397 )
2 unchanged sentences
$ 48,023 $ 77,220 $ 72,692 $ 65,932 $ 33,716 $ 297,583
+Added: During the year ended December 31, 2025, the Company reduced the level of the hurricane reserve from $ 33.4 million to $ 6.0 million as the deferred loans returned to regular payment during the year.
+Added: 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.
The following table presents the balance in the allowance for credit losses for the year ended December 31, 2024.
12 unchanged sentences
Net loans (charged off) recovered ( 1,216 ) ( 38,073 ) ( 6,887 ) ( 10,461 ) ( 4,117 ) ( 60,754 )
−Removed: ( 150 ) ( 1,802 ) 60 ( 8,574 ) ( 2,919 ) ( 13,385 )
Provision for credit loss - loans 19,610 50,753 1,862 ( 32,728 ) 8,903 48,400
1 unchanged sentence
$ 52,271 $ 91,315 $ 50,835 $ 49,621 $ 31,838 $ 275,880
−Removed: The following table presents the balance in the allowance for loan losses for the year ended December 31, 2022.
+Added: 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.
+Added: In light of the then 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.
+Added: The following table presents the balance in the allowance for credit losses for the year ended December 31, 2023.
Year Ended December 31, 2023
8 unchanged sentences
Beginning balance $ 32,243 $ 93,848 $ 50,963 $ 89,354 $ 23,261 $ 289,669
−Removed: Allowance for credit losses on PCD loans - Happy acquisition 950 9,283 980 5,596 7 16,816
Loans charged off ( 263 ) ( 2,335 ) ( 269 ) ( 9,157 ) ( 4,031 ) ( 16,055 )
Recoveries of loans previously charged off 113 533 329 583 1,112 2,670
−Removed: Net loans recovered (charged off) 404 967 ( 327 ) ( 8,993 ) ( 6,082 ) ( 14,031 )
−Removed: Provision for credit loss - acquired loans 7,205 18,711 7,380 11,303 571 45,170
+Added: Net loans (charged off) recovered
+Added: ( 150 ) ( 1,802 ) 60 ( 8,574 ) ( 2,919 ) ( 13,385 )
Provision for credit loss - loans 1,784 ( 13,411 ) 4,837 12,030 6,710 11,950
74 unchanged sentences
The Company had $ 219.4 million and $ 268.0 million in impaired loans for the periods ended December 31, 2025 and 2024, respectively.
−Removed: Loans that do not share risk characteristics are evaluated on an individual basis.
−Removed: 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 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.
−Removed: 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.
−Removed: When repayment is expected to be from the sale of the collateral, expected credit losses are calculated as the amount by which the amortized cost basis of the loan exceeds the fair value of the underlying collateral less estimated costs to sell.
−Removed: 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.
+Added: Interest recognized on impaired loans during the years ended December 31, 2025, 2024 and 2023 was approximately $ 11.2 million, $ 13.5 million and $ 2.5 million, respectively.
+Added: 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 December 31, 2025 and 2024:
27 unchanged sentences
Total $ 15,145 $ 46,050 $ 98,887 $ 160,082 $ 14,604,418 $ 14,764,500 $ 5,034
−Removed: Non-accruing loans were $ 93.9 million and $ 60.0 million at December 31, 2024 and 2023, respectively.
−Removed: Interest recognized on impaired loans during the years ended December 31, 2024, 2023 and 2022 was approximately $ 13.5 million, $ 2.5 million and $ 9.6 million, respectively.
−Removed: The amount of interest recognized on impaired loans on the cash basis is not materially different than the accrual basis.
Credit Quality Indicators.
236 unchanged sentences
Construction/land development — 18 11 — 41 — — 70
−Removed: Agricultural — — — — — — — —
Residential real estate loans
Residential 1-4 family — 21 98 309 — 203 — 631
−Removed: Multifamily residential — — 6,500 — — — — 6,500
Total real estate — 44 509 356 330 2,496 — 3,735
11 unchanged sentences
Construction/land development — — 666 526 33 — 212 1,437
−Removed: Agricultural — — — — 1 6 — 7
Residential real estate loans
Residential 1-4 family — 57 170 1 58 184 97 567
+Added: Multifamily residential — — 6,500 — — — — 6,500
Total real estate — 57 33,395 1,306 10,070 1,404 404 46,636
2 unchanged sentences
Agricultural & other 3,026 ** 71 — — — — — 3,097
−Removed: 1 1 2 64 3 164 3,487
Total $ 3,044 $ 838 $ 34,489 $ 2,243 $ 10,522 $ 7,883 $ 4,017 $ 63,036
99 unchanged sentences
Combination of Modifications
−Removed: 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-
+Added: Term Extension Interest Rate Reduction Principal Reduction Interest Only Interest Rate Reduction and Term Extension Term Extension and Interest Only Term Extension and Principal Reduction Post-
Percentage of Total Class of Loans Receivable
17 unchanged sentences
Construction/land development — — — 52 — — — — 52 —
−Removed: Agricultural — — — — — — — — — — %
Residential real estate loans
Residential 1-4 family 1,076 1,198 102 22 523 — — 117 3,038 0.16
−Removed: Multifamily residential — — — — — — — — — — %
Total real estate 1,464 33,294 102 1,302 862 — 15,646 117 52,787 0.48
2 unchanged sentences
Total $ 3,807 $ 100,311 $ 102 $ 1,752 $ 938 $ 2 $ 15,646 $ 117 $ 122,675 0.83 %
−Removed: During the year ended December 31, 2024, the Company restructured approximately $ 108.4 million in loans to 13 borrowers.
−Removed: The ending balance of these loans as of December 31, 2024, was $ 100.5 million.
−Removed: The Company considered the financial effect of these loan modifications to borrowers experiencing financial difficulty during the year ended December 31, 2024 immaterial for tabular disclosure inclusion.
−Removed: Three of the modified loans pertained to one borrower relationship and accounted for $ 99.1 million of the total post-modification outstanding balance.
−Removed: 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.
−Removed: The charged-off amount was $ 26.1 million.
−Removed: Five of the $ 122.7 million in restructured loans held by the Company were considered to be collateral dependent as of December 31, 2024.
−Removed: The outstanding balance of these loans was $ 114.7 million, and the specific reserve was $ 2.9 million.
+Added: 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.
+Added: The Company has modified 13 loans over the past 12 months to borrowers experiencing financial difficulty.
+Added: The pre-modification balance of the loans was $ 5.0 million, and the ending balance as of December 31, 2025 was $ 4.9 million.
+Added: The $ 4.9 million balance consists of $ 736,526 of non-accrual loans and $ 4.1 million of current loans, of which all were current as of December 31, 2025.
The following table presents the amortized cost basis of loans that had a payment default during the years ended December 31, 2025 and 2024, respectively, and were modified in the twelve months prior to that default to borrowers experiencing financial difficulty.
December 31, 2025
−Removed: Term Extension Combination Interest Rate Reduction and Term Extension
+Added: Interest Rate Reduction Combination Interest Rate Reduction and Term Extension
(Dollars in thousands)
9 unchanged sentences
December 31, 2024
−Removed: Term Extension Interest Rate Reduction Principal Reduction Interest Only Combination Interest Rate Reduction and Term Extension Combination Interest Rate Reduction and Principal Reduction Combination Term Extension and Principal Reduction
+Added: Term Extension Combination Interest Rate Reduction and Term Extension
(Dollars in thousands)
6 unchanged sentences
Total real estate 249 —
−Removed: Consumer 14 — — 29 — 5 —
Commercial and industrial — 2
Total $ 254 $ 2
−Removed: 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.
−Removed: The Company has modified 13 loans over the past 12 months to borrowers experiencing financial difficulty.
−Removed: The pre-modification balance of the loans was $ 134.4 million, and the ending balance as of December 31, 2024 was $ 100.5 million.
−Removed: The $ 100.5 million balance consists of $ 256,190 of non-accrual loans and $ 100.2 million of current loans, of which all were current as of December 31, 2024.
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.
4 unchanged sentences
The Company held approximately $ 52.2 million and $ 76.3 million in PCD loans, as of December 31, 2025 and 2024, respectively.
−Removed: The balance, as of December 31, 2024, resulted from the acquisition of Happy.
−Removed: The balance, as of December 31, 2023, consisted of $ 130.4 million resulting from the acquisition of Happy and $ 376,100 from the acquisition of LH-Finance.
The following is a presentation of total foreclosed assets as of December 31, 2025 and 2024:
41 unchanged sentences
These equity securities without a readily determinable fair value were $ 128.1 million and $ 135.2 million at December 31, 2025 and December 31, 2024, respectively, and are accounted for at cost.
−Removed: The Company also has equity securities which are accounted for under ASC Topic 321.
−Removed: These equity securities without a readily determinable fair value were $ 91.2 million and $ 88.6 million at December 31, 2024 and 2023, respectively.
+Added: The Company has equity securities which are accounted for under ASC Topic 321 if they lack a readily determinable fair value or are using net asset value of the practical expedient to determine fair value under ASC Topic 820.
+Added: These equity securities were $ 97.1 million and $ 91.2 million at December 31, 2025 and 2024, respectively.
There were no transactions during the period that would indicate a material change in fair value.
−Removed: The aggregate amount of time deposits with a minimum denomination of $250,000 was $ 917.1 million and $ 836.7 million at December 31, 2024 and 2023, respectively.
+Added: The remaining capital commitments were $ 27.0 million and $ 29.1 million at December 31, 2025 and 2024, respectively.
+Added: The aggregate amount of time deposits with a minimum denomination of $250,000 was $ 1.01 billion and $ 917.1 million at December 31, 2025 and 2024, respectively.
The aggregate amount of time deposits with a minimum denomination of $100,000 was $ 1.28 billion and $ 1.20 billion at December 31, 2025 and 2024, respectively.
21 unchanged sentences
FHLB and Other Borrowed Funds
−Removed: The Company’s FHLB borrowed funds, which are secured by our loan portfolio, were $ 600.0 million at both December 31, 2024 and 2023.
+Added: The Company’s FHLB borrowed funds, which are secured by our loan portfolio, were $ 500.0 million and $ 600.0 million at December 31, 2025 and 2024, respectively.
At December 31, 2025, $ 100.0 million and $ 400.0 million balance was classified as short-term and long-term advances, respectively.
−Removed: At December 31, 2023, the entire $ 600.0 million balance was classified as long-term advances.
+Added: At December 31, 2024, $ 100.0 million and $ 500.0 million balance was classified as short-term and long-term advances, respectively.
The FHLB advances mature from 2026 to 2037 with fixed interest rates ranging from 3.37 % to 4.84 % and are secured by loans and investments securities.
−Removed: Expected maturities could differ from contractual maturities because the FHLB has have the right to call or the Company has the right to prepay certain obligations.
+Added: Expected maturities could differ from contractual maturities because the FHLB has the right to call or the Company has the right to prepay certain obligations.
Other borrowed funds were $ 250,000 as of December 31, 2025 and were classified as short-term advances.
−Removed: Other borrowed funds were $ 701.3 million as of December 31, 2023 and were classified as short-term advances.
+Added: Other borrowed funds were $ 750,000 as of December 31, 2024 and were classified as short-term advances.
During the fourth quarter of 2024, the Company paid off its $ 700.0 million advance from the Federal Reserve's Bank Term Funding Program ("BTFP").
3 unchanged sentences
2026 $ 100,250 $ 500,250
−Removed: 2026 100,000 100,000
Thereafter 400,000 —
13 unchanged sentences
Subordinated Debt Securities .
−Removed: 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.
−Removed: The 2030 Notes are unsecured, subordinated debt obligations of the Company and will mature on July 31, 2030.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: On July 31, 2025, the Company completed the payoff of its $ 140.0 million in aggregate principal amount of 5.500 % Fixed-to-Floating Rate Subordinated Notes due 2030 (the "2030 Notes") acquired from Happy on April 1, 2022, for which the Company had recorded a value of approximately $ 144.4 million, including fair value adjustments.
+Added: Each 2030 Note was redeemed pursuant to the terms of the Subordinated Indenture, dated as of July 30, 2020, between the Company and UMB Bank, the Trustee for the 2030 Notes, at the redemption price of 100 % of its principal amount, plus accrued and unpaid interest to, but excluding, the redemption date.
+Added: Prior to their redemption, the 2030 Notes were unsecured, subordinated debt obligations of the Company and were scheduled to mature on July 31, 2030.
+Added: From and including the date of issuance to, but excluding July 31, 2025 or the date of earlier redemption, the 2030 Notes bore interest at an initial rate of 5.50 % per annum, payable in arrears on January 31 and July 31 of each year.
+Added: From and including July 31, 2025 to, but excluding, the maturity date or earlier redemption, the 2030 Notes were to 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.
+Added: The Company was permitted, beginning with the interest payment date of July 31, 2025, and on any interest payment date thereafter, to 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.
+Added: The Company was also permitted to 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 occurred that could impact the Company’s ability to deduct interest payable on the 2030 Notes for U.S.
+Added: federal income tax purposes or preclude the 2030 Notes from being recognized as Tier 2 capital for regulatory capital purposes, or if the Company was 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.
7 unchanged sentences
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.
+Added: On September 4, 2025 , the Company repurchased $ 20.0 million of the 2032 Notes in an open-market transaction.
+Added: The repurchase resulted in a $ 1.9 million gain.
+Added: In July 2025, the United States enacted the One Big Beautiful Bill Act, which extends certain provisions of the Tax Cuts and Jobs Act of 2017 in addition to other changes.
+Added: The Company continues to evaluate the impact the new legislation will have on the Company’s consolidated financial statements.
The following is a summary of the components of the provision for income taxes for the years ended December 31, 2025, 2024 and 2023:
9 unchanged sentences
Income tax expense $ 136,354 $ 120,101 $ 118,954
−Removed: The reconciliation between the statutory federal income tax rate and effective income tax rate is as follows for the years ended December 31, 2024, 2023 and 2022:
−Removed: Year Ended December 31,
+Added: The reconciliation between the statutory federal income tax and effective income tax by dollar amount and percentage is as follows for the year ended December 31, 2025, 2024 and 2023:
2025 2024 2023
−Removed: Statutory federal income tax rate 21.00 % 21.00 % 21.00 %
−Removed: Effect of non-taxable interest income ( 1.06 ) ( 0.68 ) ( 1.89 )
−Removed: Stock compensation 0.56 0.28 0.38
−Removed: State income taxes, net of federal benefit 2.22 2.97 2.70
+Added: (Dollars in thousands) Amount Percent Amount Percent Amount Percent
+Added: Income tax at federal statutory rate $ 128,477 21.00 % $ 109,692 21.00 % $ 107,526 21.00 %
+Added: Tax effect of:
+Added: State income taxes, net of federal income taxes (1)
+Added: 14,762 2.41 16,038 3.07 14,906 2.92
+Added: Other tax credits ( 242 ) ( 0.04 ) ( 250 ) ( 0.05 ) ( 289 ) ( 0.06 )
+Added: Nontaxable or nondeductible items
+Added: Nontaxable income:
+Added: Interest on municipal securities ( 6,845 ) ( 1.12 ) ( 6,874 ) ( 1.32 ) ( 7,157 ) ( 1.40 )
+Added: Income on bank-owned life insurance ( 1,575 ) ( 0.26 ) ( 1,073 ) ( 0.21 ) ( 1,044 ) ( 0.20 )
+Added: Other nontaxable income ( 1,807 ) ( 0.30 ) ( 1,797 ) ( 0.33 ) ( 1,081 ) ( 0.21 )
+Added: Nondeductible expenses:
+Added: Municipal bond interest expense 176 0.03 1,331 0.25 3,686 0.72
+Added: Executive compensation expense 2,091 0.35 1,878 0.36 1,052 0.21
+Added: Other nondeductible expenses 1,317 0.22 1,156 0.22 1,355 0.26
Other — — — — — —
−Removed: Effective income tax rate 22.99 % 23.24 % 22.64 %
+Added: Total $ 136,354 22.29 % $ 120,101 22.99 % $ 118,954 23.24 %
+Added: (1) State taxes in Arkansas, Florida and New York made up the majority (greater than 50%) of the tax effect in this category.
+Added: The effective tax rate differs from the U.S.
+Added: federal statutory rate primarily due to state income taxes, net of federal benefit, and stock compensation, which increased the rate.
+Added: These increases were partially offset by the effect of non-taxable interest income and other, which lowered the rate.
+Added: Income taxes paid, net of refunds received for the year ended December 31, 2025 is as follows:
+Added: (In thousands)
+Added: Federal $ 99,500
+Added: State and local
+Added: New York 6,454
+Added: All other states 3,673
+Added: Total $ 109,627
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:
15 unchanged sentences
Accelerated depreciation on premises and equipment 2,521 —
−Removed: Tax basis on acquisitions
−Removed: Core deposit intangibles 8,997 11,021
+Added: Core deposit intangible 7,217 8,997
FHLB dividends 2,003 1,919
+Added: Tax basis/premium on acquisitions 10,645 7,439
Other 11,132 9,915
10 unchanged sentences
The Company’s Restated Articles of Incorporation, as amended, authorize the issuance of up to 400,000,000 shares of common stock, par value $ 0.01 per share.
−Removed: 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.
+Added: 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
+Added: 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.
During 2025, the Company repurchased a total of 2,890,706 shares with a weighted-average stock price of $ 28.13 per share.
2 unchanged sentences
The remaining balance available for repurchase was 17,109,294 shares at December 31, 2025.
−Removed: 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.
−Removed: 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.
Stock Compensation Plans
2 unchanged sentences
The purpose of the 2022 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.
−Removed: The 2022 Plan replaced the Company’s Amended and Restated 2006 Stock Option and Performance Incentive Plan (the “2006 Plan” and, together with the 2022 Plan, the “Plans”), which expired on February 27, 2022.
−Removed: Awards outstanding under the 2006 Plan remain in effect under the terms of the 2006 Plan until such awards vest, expire, lapse or are forfeited or terminated.
−Removed: However, no new awards may be granted under the 2006 Plan.
−Removed: As of December 31, 2024, the maximum total number of shares of the Company’s common stock available for issuance under the 2022 Plan was 14,788,000 shares (representing 13,288,000 shares approved for issuance under the 2006 Plan plus 1,500,000 shares added upon adoption of the 2022 Plan).
−Removed: At December 31, 2024, the Company had 2,052,178 shares of common stock remaining available for future grants under the 2022 Plan and an aggregate of 3,641,537 shares of common stock reserved for issuance pursuant to outstanding awards under the Plans.
+Added: As of December 31, 2025, the maximum total number of shares of the Company’s common stock available for issuance under the 2022 Plan was 14,788,000 shares.
+Added: At December 31, 2025, the Company had 1,812,514 shares of common stock remaining available for future grants under the 2022 Plan and an aggregate of 3,052,415 shares of common stock reserved for issuance pursuant to the Plan.
The intrinsic value of the stock options outstanding at December 31, 2025, 2024, and 2023 was $ 5.8 million, $ 9.0 million and $ 12.2 million, respectively.
1 unchanged sentence
The intrinsic value of the stock options exercised during 2025, 2024 and 2023 was $ 2.9 million, $ 8.8 million, and $ 1.9 million, respectively.
−Removed: Total unrecognized compensation cost related to non-vested awards, which are expected to be recognized over the vesting periods, was approximately $ 1.5 million as of December 31, 2024.
+Added: Total unrecognized compensation cost related to non-vested awards, which are expected to be recognized over the vesting periods, was approximately $ 467,000 as of December 31, 2025.
The table below summarized the stock option transactions under the Plan at December 31, 2025, 2024 and 2023 and changes during the years then ended:
41 unchanged sentences
$ 28.00 to $ 29.99
−Removed: $ 28.00 to $ 29.99
10 8.85 29.41 2 29.41
24 unchanged sentences
FDIC and state assessment 11,238 15,388 25,530
−Removed: Hurricane expense — — 176
Insurance 4,202 3,634 3,567
29 unchanged sentences
At December 31, 2025 and 2024, related party loans were approximately $ 49.9 million and $ 36.3 million, respectively.
−Removed: New loans and advances on prior commitments made to the related parties were $ 1.7 and $ 662,000 for the years ended December 31, 2024 and 2023, respectively.
+Added: New loans and advances on prior commitments made to the related parties were $ 16.2 million and $ 1.7 million for the years ended December 31, 2025 and 2024, respectively.
Repayments of loans made by the related parties were $ 2.6 million and $ 1.7 million for the years ended December 31, 2025 and 2024, respectively .
−Removed: At December 31, 2024 and 2023, directors, officers, and other related interest parties had demand, non-interest-bearing deposits of approximately $ 5.1 million and $ 4.3 million, respectively, savings and interest-bearing transaction accounts of approximately $ 7.8 million and $ 11.6 million, respectively, and time certificates of deposit of approximately $ 1.6 million and $ 878,000 , respectively.
+Added: At December 31, 2025 and 2024, directors, officers, and other related interest parties had demand, non-interest-bearing deposits of approximately $ 4.1 million and $ 5.1 million, respectively, savings and interest-bearing transaction accounts of approximately $ 8.2 million and $ 7.8 million, respectively, and time certificates of deposit of approximately $ 1.8 million and $ 1.6 million, respectively.
During each of 2025, 2024 and 2023, rent expense totaling approximately $ 80,000 , $ 133,000 and $ 139,000 , respectively, was paid to related parties.
14 unchanged sentences
(In thousands)
−Removed: 2025 $ 10,262
Thereafter 16,822
4 unchanged sentences
(In thousands)
+Added: 2025 $ 10,262
Thereafter 16,346
9 unchanged sentences
Operating lease expense $ 9,597 $ 9,140 $ 8,087
−Removed: Short-term lease expense — — 3
Variable lease expense 1,035 1,217 1,105
50 unchanged sentences
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.
−Removed: As of December 31, 2024 and 2023, Level 2 securities were $ 3.05 billion and $ 3.49 billion, respectively.
−Removed: As of December 31, 2024 and 2023, Level 3 securities were $ 21.5 million and $ 22.8 million, respectively.
−Removed: In addition, there were no material transfers between hierarchy levels during 2024, 2023 and 2022.
+Added: There were no material transfers between hierarchy levels during the periods ended 2025, 2024 or 2023.
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.
3 unchanged sentences
See footnote 2 for further detail related to the fair value of the Company's available-for-sale investment portfolio.
+Added: For securities valued using valuation models and other valuation techniques that use significant unobservable inputs and are therefore classified within level 3 of the fair value hierarchy, judgments used to estimate fair value are more significant than those required when estimating the fair value of instruments classified within levels 1 and 2.
+Added: The lack of observability of certain significant inputs requires management to assess relevant empirical data in deriving valuation inputs including, for example, transaction details, yield curves, interest rates, prepayment speeds, credit spreads, volatilities, correlations, and valuations of comparable instruments.
+Added: 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 during the periods ended December 31, 2025 and December 31, 2024 (in thousands):
+Added: December 31, 2025
+Added: Fair Value Measurements
+Added: Fair Value Level 1 Level 2 Level 3
+Added: (in thousands)
+Added: government-sponsored enterprises $ 240,782 $ — $ 240,782 $ —
+Added: government-sponsored mortgage-backed securities 1,212,948 — 1,212,948 —
+Added: Private mortgage-backed securities 145,720 — 145,720 —
+Added: Non-government-sponsored asset backed securities 157,844 — 157,844 —
+Added: State and political subdivisions 887,838 — 872,522 15,316
+Added: Other securities 226,799 — 212,004 14,795
+Added: Total $ 2,871,931 $ — $ 2,841,820 $ 30,111
+Added: December 31, 2024
+Added: Fair Value Measurements
+Added: Fair Value Level 1 Level 2 Level 3
+Added: (in thousands)
+Added: government-sponsored enterprises $ 284,790 $ — $ 284,790 $ —
+Added: government-sponsored mortgage-backed securities 1,324,684 — 1,324,684 —
+Added: Private mortgage-backed securities 171,394 — 171,394 —
+Added: Non-government-sponsored asset backed securities 225,648 — 225,648 —
+Added: State and political subdivisions 870,361 — 853,699 16,662
+Added: Other securities 195,762 — 190,895 4,867
+Added: Total $ 3,072,639 $ — $ 3,051,110 $ 21,529
+Added: Certain assets and liabilities are measured at fair value on a nonrecurring basis;
+Added: that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances.
+Added: 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.
5 unchanged sentences
Collateral values supporting the individually assessed loans are evaluated quarterly for updates to appraised values or adjustments due to non-current valuations.
−Removed: The fair value of collateral-dependent loans was $ 209.8 million and $ 171.7 million as of December 31, 2024 and 2023, respectively.
−Removed: This valuation is considered Level 3, consisting of appraisals of underlying collateral.
+Added: The Company reversed $ 2.1 million and $ 3.0 million of accrued interest receivable when impaired loans were put on non-accrual status during the years ended December 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.
1 unchanged sentence
Additionally, valuations are periodically performed by management and any subsequent reduction in value is recognized by a charge to income.
−Removed: The fair value of foreclosed assets held for sale is estimated using Level 3 inputs based on appraisals of underlying collateral.
−Removed: As of December 31, 2024 and 2023, the fair value of foreclosed assets held for sale, less estimated costs to sell, was $ 43.4 million and $ 30.5 million, respectively.
−Removed: Foreclosed assets held for sale with a carrying value of approximately $ 17.9 million were remeasured during the year ended December 31, 2024, resulting in a write-down of approximately $ 2.5 million.
−Removed: No foreclosed assets held for sale were remeasured during the year ended December 31, 2023.
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.
+Added: 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 during the periods ended December 31, 2025 and December 31, 2024 (in thousands):
+Added: Fair Value Measurements
+Added: Fair Value Level 1 Level 2 Level 3
+Added: December 31, 2025
+Added: (in thousands)
+Added: Individually evaluated loans (collateral-dependent) (1)(2)
+Added: $ 186,484 $ — $ — $ 186,484
+Added: December 31, 2024
+Added: Individually evaluated loans (collateral-dependent) (1)(2)
+Added: $ 209,799 $ — $ — $ 209,799
+Added: Foreclosed assets and other real estate owned (1)(3)
+Added: 17,882 — — 17,882
+Added: (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.
+Added: (2) Specific reserves of $ 17.0 million and $ 23.8 million were related to collateral-dependent loans for which fair value re-measurements took place during the periods ended December 31, 2025 and December 31, 2024, respectively.
+Added: (3) Remeasurements of foreclosed assets held for sale resulted in 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.
2 unchanged sentences
During the reported periods, collateral discounts ranged from approximately 10 % to 50 %.
−Removed: Fair Values of Financial Instruments
The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:
28 unchanged sentences
December 31, 2025
−Removed: Amount Fair Value Level
+Added: Fair Value Measurements
+Added: Amount Level 1 Level 2 Level 3 Total
(In thousands)
2 unchanged sentences
Federal funds sold 3,000 3,000 — 3,000
−Removed: Investment securities - available for sale 3,051,110 3,051,110 2
−Removed: Investment securities - available for sale 21,529 21,529 3
Investment securities - held-to-maturity 1,259,262 27,457 1,133,595 — 1,161,052
13 unchanged sentences
December 31, 2024
−Removed: Amount Fair Value Level
+Added: Fair Value Measurements
+Added: Amount Level 1 Level 2 Level 3 Total
(In thousands)
2 unchanged sentences
Federal funds sold 3,725 3,725 — — 3,725
−Removed: Investment securities - available for sale 3,485,031 3,485,031 2
−Removed: Investment securities - available for sale 22,810 22,810 3
Investment securities - held-to-maturity 1,275,204 — 1,142,940 — 1,142,940
27 unchanged sentences
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.
−Removed: The Company elected to adopt the interim final rule, which is reflected in the risk-based capital ratios presented below.
+Added: The Company elected to adopt the interim final rule, which is reflected in the risk-based capital ratios as of December 31, 2024.
+Added: The risk-based capital ratios as of December 31, 2025, do not include a transitional period adjustment as the transition period has ended.
Basel III became effective for the Company and its bank subsidiary on January 1, 2015.
41 unchanged sentences
Interest paid $ 391,778 $ 449,941 $ 339,606
−Removed: Income taxes paid 110,743 135,089 86,583
+Added: Income taxes paid, net of refunds received
+Added: 109,627 110,693 134,112
Assets acquired by foreclosure 4,332 14,936 30,532
4 unchanged sentences
Investment securities 60,872 58,199
+Added: Loans receivable 91,454 —
Investments in wholly-owned subsidiaries 4,000,696 3,782,780
16 unchanged sentences
(In thousands) 2025 2024 2023
+Added: Interest income on loans
+Added: $ 4,476 $ — $ —
Dividends from equity securities 3,696 3,589 3,634
17 unchanged sentences
Items not requiring (providing) cash
−Removed: (Accretion)/ amortization
+Added: Depreciation 13 — —
( 50 ) ( 588 ) ( 586 )
2 unchanged sentences
( 7,277 ) ( 2,971 ) 1,094
+Added: Loss on assets
+Added: Write down of fixed assets
+Added: Gain on retirement of subordinated debt
+Added: ( 1,882 ) — —
Equity in undistributed income of subsidiaries ( 126,151 ) ( 110,217 ) ( 84,869 )
4 unchanged sentences
Purchases of premises and equipment, net
−Removed: Net cash proceeds from Happy Bancshares, Inc.
+Added: Proceeds from sale of branches, equipment, and other assets, net
+Added: Purchase of loans ( 97,236 ) — —
+Added: Net decrease in loans 5,782 — —
Purchases of equity securities ( 6,070 ) — —
Proceeds from sale of equity securities 2,429 3,436 1,522
−Removed: Redemptions of other investments — — 2,899
+Added: Proceeds from maturities of other investments 8,245 — —
Net cash provided by investing activities
2 unchanged sentences
Retirement of subordinated debentures ( 158,049 ) — —
−Removed: Proceeds from the issuance of subordinated debentures — — 296,324
−Removed: Redemption of trust preferred securities — — ( 96,499 )
Proceeds from exercise of stock options 602 2,016 802
51 unchanged sentences
Recent Accounting Pronouncements
−Removed: In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848):
−Removed: Scope.” The amendments in the update clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition.
−Removed: Specifically, certain provisions in Topic 848, if elected by an entity, apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform.
−Removed: Amendments in the update to the expedients and exceptions in Topic 848 capture the incremental consequences of the scope clarification and tailor the existing guidance to derivative instruments affected by the discounting transition.
−Removed: The amendments in this Update do not apply to contract modifications made after December 31, 2022, new hedging relationships entered into after December 31, 2022, and existing hedging relationships evaluated for effectiveness in periods after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that apply certain optional expedients in which the accounting effects are recorded through the end of the hedging relationship.
−Removed: ASU 2021-01 was effective upon issuance and generally could be applied through December 31, 2022.
−Removed: To ensure the relief in Topic 848 covers the period of time during which a significant number of modifications may take place, ASU 2022-06 defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848.
−Removed: In March 2022, the FASB issued ASU 2022-02, Financial Instruments—Credit Losses (Topic 326):
−Removed: Troubled Debt Restructurings ("TDR") and Vintage Disclosures ("ASU 2022-02") .
−Removed: The amendments eliminate the TDR recognition and measurement guidance and, instead, require that an entity evaluate (consistent with the accounting for other loan modifications) whether the modification represents a new loan or a continuation of an existing loan.
−Removed: The amendments also enhance existing disclosure requirements and introduce new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty.
−Removed: The amendments require that an entity disclose current-period gross write-offs by year of origination for financing receivables and net investment in leases.
−Removed: Gross write-off information must be included in the vintage disclosures required for public business entities, which requires that an entity disclose the amortized cost basis of financing receivables by credit quality indicator and class of financing receivable by year of origination.
−Removed: ASU 2022-02 is effective for entities that have adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments , for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.
−Removed: These amendments should be applied prospectively.
−Removed: The Company adopted the guidance effective January 1, 2023 and elected to apply the amendments prospectively.
−Removed: The adoption did not have a significant impact on our financial position.
−Removed: In December 2022, the FASB issued ASU 2022-06, " Reference Rate Reform (Topic 848):
−Removed: Deferral of the Sunset Date of Topic 848.
−Removed: " These amendments extend the period of time preparers can utilize the reference rate reform relief guidance in Topic 848.
−Removed: The objective of the guidance in Topic 848 is to provide relief during the temporary transition period, so the FASB included a sunset provision within Topic 848 based on expectations of when the London Interbank Offered Rate (LIBOR) would cease being published.
−Removed: In 2021, the UK Financial Conduct Authority (FCA) delayed the intended cessation date of certain tenors of USD LIBOR to June 30, 2023.
−Removed: To ensure the relief in Topic 848 covers the period of time during which a significant number of modifications may take place, the ASU defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848.
−Removed: ASU 2022-06 was effective upon issuance.
−Removed: The sunset of the provisions did not have a material impact on our financial position.
In November 2023, the FASB issued ASU 2023-07, " Segment Reporting (Topic 280):
12 unchanged sentences
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.
−Removed: The Company adopted the guidance effective December 31, 2024, and its option did not have a significant impact on our financial position or financial statements.
+Added: 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):
6 unchanged sentences
Retrospective application is permitted.
+Added: The Company implemented the guidance beginning with the Company's 2025 Annual Report on Form 10-K.
+Added: The Company adopted the guidance effective December 31, 2025, and its adoption did not have a significant impact on our financial position or financial statements.
+Added: In November 2024, the FASB issued ASU No.
+Added: 2024-03, "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: 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:
+Added: (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.
+Added: The tabular disclosure would also include certain other expenses, when applicable.
+Added: The ASU does not change or remove existing expense disclosure requirements;
+Added: however, it may affect where that information appears in the footnotes to the financial statements.
+Added: 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.
+Added: In January 2025, the FASB issued ASU No.
+Added: 2025-01, "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: 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.
+Added: Entities within the ASU's scope are permitted to early adopt the ASU.
+Added: The Company is currently evaluating the potential impacts related to the adoption of the ASU.
+Added: In November 2025, the FASB issued ASU No.
+Added: 2025-08, "Financial Instruments - Credit Losses (Topic 326):
+Added: Purchased Loans." The amendments in this Update apply to all entities subject to the guidance in Topic 326, including public business entities, private companies, and not-for-profit entities.
+Added: The amendments in this Update expand the population of acquired financial assets subject to the gross-up approach in Topic 326.
+Added: In accordance with the amendments in this Update, loans (excluding credit cards) acquired without credit deterioration and deemed “seasoned” (defined below) are purchased seasoned loans and accounted for using the gross-up approach at acquisition.
+Added: Specifically, after an entity determines that a loan is a non-PCD asset based on its assessment of credit deterioration experienced since origination, the entity should apply the guidance described in the amendments to determine whether the loan is seasoned and, therefore, should be accounted for using the gross-up approach.
+Added: All non-PCD loans (excluding credit cards) that are acquired in a business combination are deemed seasoned.
+Added: Other non-PCD loans (excluding credit cards) are seasoned if they were purchased at least 90 days after origination and the acquirer was not involved in the origination of the loans.
+Added: The amendments in this Update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods.
+Added: The amendments in this Update should be applied prospectively to loans that are acquired on or after the initial application date.
+Added: Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued or made available for issuance.
+Added: If an entity adopts the amendments in an interim reporting period, it should apply the amendments as of the beginning of that interim reporting period or the beginning of the annual reporting period that includes that interim reporting period.
+Added: The Company is currently evaluating the potential impacts related to the adoption of the ASU.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.