Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS (dollars in thousands, except share data)
September 30,
2025 December 31,
2024
(Unaudited)
ASSETS
Cash and due from banks $ 67,496 $ 71,733
Short-term investments 125,340 96,472
Total cash and cash equivalents 192,836 168,205
Securities available-for-sale, at fair value 1,031,938 991,426
Securities held-to-maturity, at amortized cost (fair value of $ 113,804 and $ 113,107 , respectively)
132,799 131,568
Real estate mortgage loans held-for-sale 725 1,700
Loans, net of allowance for credit losses of $ 68,168 and $ 85,960
5,180,451 5,031,988
Land, premises and equipment, net 64,928 60,489
Bank owned life insurance 128,618 113,320
Federal Reserve and Federal Home Loan Bank stock 21,420 21,420
Accrued interest receivable 28,667 28,446
Goodwill 4,970 4,970
Other assets 107,676 124,842
Total assets $ 6,895,028 $ 6,678,374
LIABILITIES
Noninterest bearing deposits $ 1,268,241 $ 1,297,456
Interest bearing deposits 4,756,077 4,603,510
Total deposits 6,024,318 5,900,966
Borrowings - Federal Home Loan Bank advances:
Short-term advance 55,000 0
Long-term advance 1,200 0
Total borrowings 56,200 0
Accrued interest payable 8,628 15,117
Other liabilities 58,379 78,380
Total liabilities 6,147,525 5,994,463
STOCKHOLDERS’ EQUITY
Common stock: 90,000,000 shares authorized, no par value
26,023,644 shares issued and 25,528,732 outstanding as of September 30, 2025
25,978,831 shares issued and 25,509,592 outstanding as of December 31, 2024
134,434 129,664
Retained earnings 771,291 736,412
Accumulated other comprehensive income (loss) ( 140,703 ) ( 166,500 )
Treasury stock at cost ( 494,912 shares as of September 30, 2025, 469,239 shares as of December 31, 2024)
( 17,608 ) ( 15,754 )
Total stockholders’ equity 747,414 683,822
Noncontrolling interest 89 89
Total equity 747,503 683,911
Total liabilities and equity $ 6,895,028 $ 6,678,374
The accompanying notes are an integral part of these consolidated financial statements.
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CONSOLIDATED STATEMENTS OF INCOME (unaudited - dollars in thousands, except share and per share data)
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
NET INTEREST INCOME
Interest and fees on loans
Taxable $ 85,490 $ 86,118 $ 251,648 $ 252,386
Tax exempt 287 298 870 1,830
Interest and dividends on securities
Taxable 3,489 2,908 10,335 9,051
Tax exempt 3,915 3,921 11,742 11,800
Other interest income 1,706 1,773 5,132 4,721
Total interest income 94,887 95,018 279,727 279,788
Interest on deposits 38,446 45,556 114,015 131,083
Interest on short-term borrowings 368 189 1,888 3,720
Total interest expense 38,814 45,745 115,903 134,803
NET INTEREST INCOME 56,073 49,273 163,824 144,985
Provision for credit losses
2,000 3,059 11,800 13,059
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 54,073 46,214 152,024 131,926
NONINTEREST INCOME
Wealth advisory fees 2,855 2,718 8,389 7,770
Investment brokerage fees 557 438 1,559 1,438
Service charges on deposit accounts 2,921 2,835 8,522 8,332
Loan and service fees 3,419 2,955 9,309 8,855
Merchant and interchange fee income
892 898 2,568 2,653
Bank owned life insurance income 1,567 1,068 2,929 2,994
Interest rate swap fee income 0 0 20 0
Mortgage banking income (loss) ( 6 ) ( 7 ) 67 68
Net securities gains (losses)
0 0 0 ( 46 )
Net gain (loss) on Visa shares
0 ( 15 ) 0 8,996
Other income 749 1,027 2,005 3,908
Total noninterest income 12,954 11,917 35,368 44,968
NONINTEREST EXPENSE
Salaries and employee benefits 20,414 16,476 55,412 49,467
Net occupancy expense 1,877 1,721 5,604 5,159
Equipment costs 1,475 1,452 4,294 4,207
Data processing fees and supplies 4,116 3,768 12,533 11,419
Corporate and business development 1,563 1,369 4,129 4,015
FDIC insurance and other regulatory fees 878 966 2,517 2,571
Professional fees 1,726 2,089 5,812 6,675
Other expense 2,916 2,552 7,859 10,918
Total noninterest expense 34,965 30,393 98,160 94,431
INCOME BEFORE INCOME TAX EXPENSE 32,062 27,738 89,232 82,463
Income tax expense 5,658 4,400 15,777 13,175
NET INCOME $ 26,404 $ 23,338 $ 73,455 $ 69,288
BASIC WEIGHTED AVERAGE COMMON SHARES 25,703,699 25,684,407 25,708,543 25,673,275
BASIC EARNINGS PER COMMON SHARE $ 1.03 $ 0.91 $ 2.86 $ 2.70
DILUTED WEIGHTED AVERAGE COMMON SHARES 25,821,360 25,767,739 25,804,322 25,754,357
DILUTED EARNINGS PER COMMON SHARE $ 1.03 $ 0.91 $ 2.85 $ 2.69
The accompanying notes are an integral part of these consolidated financial statements.
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited - dollars in thousands)
Three months ended September 30, Nine months ended September 30,
2025 2024 2025 2024
Net income $ 26,404 $ 23,338 $ 73,455 $ 69,288
Other comprehensive income
Change in available-for-sale and transferred securities:
Unrealized holding gain on securities available-for-sale arising during the period 25,345 40,411 31,149 20,031
Reclassification adjustment for amortization of unrealized losses on securities transferred to held-to-maturity 489 488 1,468 1,473
Reclassification adjustment for (gains) losses included in net income 0 0 0 46
Net securities gain (loss) activity during the period 25,834 40,899 32,617 21,550
Tax effect ( 5,426 ) ( 8,589 ) ( 6,850 ) ( 4,526 )
Net of tax amount 20,408 32,310 25,767 17,024
Defined benefit pension plans:
Amortization of net actuarial loss 14 16 40 47
Net gain activity during the period 14 16 40 47
Tax effect ( 4 ) ( 4 ) ( 10 ) ( 12 )
Net of tax amount 10 12 30 35
Total other comprehensive income, net of tax 20,418 32,322 25,797 17,059
Comprehensive income $ 46,822 $ 55,660 $ 99,252 $ 86,347
The accompanying notes are an integral part of these consolidated financial statements.
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CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (unaudited - dollars in thousands, except share and per share data)
Three Months Ended
Common Stock Retained
Earnings Accumulated Other Comprehensive
Income (Loss) Treasury
Stock Total Stockholders’
Equity Noncontrolling
Interest Total
Equity
Shares Stock
Balance at July 1, 2024
25,503,744 $ 126,871 $ 713,541 $ ( 170,458 ) $ ( 15,453 ) $ 654,501 $ 89 $ 654,590
Comprehensive income:
Net income 23,338 23,338 23,338
Other comprehensive income, net of tax 32,322 32,322 32,322
Cash dividends declared and paid, $ 0.48 per share
( 12,329 ) ( 12,329 ) ( 12,329 )
Treasury shares purchased under deferred directors' plan ( 3,510 ) 215 ( 215 ) 0 0
Stock activity under equity compensation plans 5,850 0 0 0
Stock based compensation expense 1,260 1,260 1,260
Balance at September 30, 2024
25,506,084 $ 128,346 $ 724,550 $ ( 138,136 ) $ ( 15,668 ) $ 699,092 $ 89 $ 699,181
Balance at July 1, 2025
25,525,105 $ 130,664 $ 757,739 $ ( 161,121 ) $ ( 17,384 ) $ 709,898 $ 89 $ 709,987
Comprehensive income:
Net income 26,404 26,404 26,404
Other comprehensive income, net of tax 20,418 20,418 20,418
Cash dividends declared and paid, $ 0.50 per share
( 12,852 ) ( 12,852 ) ( 12,852 )
Treasury shares purchased under deferred directors' plan ( 3,523 ) 224 ( 224 ) 0 0
Stock activity under equity compensation plans 7,150 0 0 0
Stock based compensation expense 3,546 3,546 3,546
Balance at September 30, 2025
25,528,732 $ 134,434 $ 771,291 $ ( 140,703 ) $ ( 17,608 ) $ 747,414 $ 89 $ 747,503
The accompanying notes are an integral part of these consolidated financial statements.
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Nine Months Ended
Common Stock Retained
Earnings Accumulated Other Comprehensive
Income (Loss) Treasury
Stock Total Stockholders’
Equity Noncontrolling
Interest Total
Equity
Shares Stock
Balance at January 1, 2024
25,430,566 $ 127,692 $ 692,760 $ ( 155,195 ) $ ( 15,553 ) $ 649,704 $ 89 $ 649,793
Impact of ASU 2023-02 adoption, net of tax ( 532 ) ( 532 ) ( 532 )
Adjusted balance January 1, 2024
25,430,566 127,692 692,228 ( 155,195 ) ( 15,553 ) 649,172 89 649,261
Comprehensive income:
Net income 69,288 69,288 69,288
Other comprehensive income, net of tax 17,059 17,059 17,059
Cash dividends declared and paid, $ 1.44 per share
( 36,966 ) ( 36,966 ) ( 36,966 )
Treasury shares purchased under deferred directors' plan ( 8,088 ) 506 ( 506 ) 0 0
Treasury shares sold and distributed under deferred directors' plan 13,275 ( 391 ) 391 0 0
Stock activity under equity compensation plans 70,331 ( 2,596 ) ( 2,596 ) ( 2,596 )
Stock based compensation expense 3,135 3,135 3,135
Balance at September 30, 2024
25,506,084 $ 128,346 $ 724,550 $ ( 138,136 ) $ ( 15,668 ) $ 699,092 $ 89 $ 699,181
Balance at January 1, 2025
25,509,592 $ 129,664 $ 736,412 $ ( 166,500 ) $ ( 15,754 ) $ 683,822 $ 89 $ 683,911
Comprehensive income:
Net income 73,455 73,455 73,455
Other comprehensive income, net of tax 25,797 25,797 25,797
Cash dividends declared and paid, $ 1.50 per share
( 38,576 ) ( 38,576 ) ( 38,576 )
Treasury shares purchased under share repurchase plan ( 30,300 ) ( 1,705 ) ( 1,705 ) ( 1,705 )
Treasury shares purchased under deferred directors' plan ( 8,117 ) 524 ( 524 ) 0 0
Treasury shares sold and distributed under deferred directors' plan 12,744 ( 375 ) 375 0 0
Stock activity under equity compensation plans 44,813 ( 1,493 ) ( 1,493 ) ( 1,493 )
Stock based compensation expense 6,114 0 6,114 6,114
Balance at September 30, 2025
25,528,732 $ 134,434 $ 771,291 $ ( 140,703 ) $ ( 17,608 ) $ 747,414 $ 89 $ 747,503
The accompanying notes are an integral part of these consolidated financial statements.
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CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited - in thousands)
Nine Months Ended September 30, 2025 2024
Cash flows from operating activities:
Net income $ 73,455 $ 69,288
Adjustments to reconcile net income to net cash from operating activities:
Depreciation 4,449 4,475
Provision for credit losses 11,800 13,059
Amortization of loan servicing rights 337 373
Loans originated for sale, including participations ( 14,891 ) ( 14,399 )
Net gain on sales of loans ( 425 ) ( 342 )
Proceeds from sale of loans, including participations 16,165 12,657
Net gain on Visa shares 0 ( 8,996 )
Net (gain) loss on sales of premises and equipment 29 74
Net (gain) loss on sales and calls of securities available-for-sale 0 46
Net securities amortization 3,043 3,638
Stock based compensation expense 6,114 3,135
Earnings on life insurance ( 2,929 ) ( 2,994 )
Gain on life insurance ( 219 ) ( 243 )
Tax expense (benefit) of stock award issuances 136 ( 208 )
Net change:
Interest receivable and other assets 1,497 4,749
Interest payable and other liabilities ( 17,397 ) ( 20,515 )
Total adjustments 7,709 ( 5,491 )
Net cash from operating activities 81,164 63,797
Cash flows from investing activities:
Proceeds from sale of securities available-for-sale 0 7,136
Proceeds from sale of Visa shares 0 8,996
Proceeds from maturities, calls and principal paydowns of securities available-for-sale 48,135 44,569
Purchases of securities available-for-sale ( 60,304 ) 0
Purchase of life insurance ( 12,813 ) ( 282 )
Net (increase) decrease in total loans ( 160,263 ) ( 166,860 )
Proceeds from sales of land, premises and equipment 1 8
Purchases of land, premises and equipment ( 8,918 ) ( 6,645 )
Proceeds from life insurance 0 536
Net cash from investing activities ( 194,162 ) ( 112,542 )
Cash flows from financing activities:
Net increase (decrease) in total deposits 123,352 116,788
Net increase (decrease) in short-term borrowings 0 30,000
Proceeds from short-term FHLB borrowings 55,000 0
Proceeds from long-term FHLB borrowings 1,200 0
Net payments on short-term FHLB borrowings 0 ( 50,000 )
Common dividends paid ( 38,563 ) ( 36,953 )
Preferred dividends paid ( 13 ) ( 13 )
Payments related to equity incentive plans ( 1,493 ) ( 2,596 )
Purchase of treasury stock ( 2,229 ) ( 506 )
Sale of treasury stock 375 391
Net cash from financing activities 137,629 57,111
Net change in cash and cash equivalents 24,631 8,366
Cash and cash equivalents at beginning of the period 168,205 151,824
Cash and cash equivalents at end of the period $ 192,836 $ 160,190
Cash paid during the period for:
Interest $ 122,392 $ 140,912
Income taxes 13,986 17,100
Supplemental non-cash disclosures:
Right-of-use assets obtained in exchange for lease liabilities 926 2,699
The accompanying notes are an integral part of these consolidated financial statements.
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NOTE 1. BASIS OF PRESENTATION
This report is filed for Lakeland Financial Corporation (the "Company"), which has one wholly owned subsidiary, Lake City Bank (the "Bank"). Also included in this report are results for the Bank’s wholly owned subsidiary, LCB Investments II, Inc. ("LCB Investments"), which manages the Bank’s investment securities portfolio. LCB Investments owns LCB Funding, Inc. ("LCB Funding"), a real estate investment trust. All significant inter-company balances and transactions have been eliminated in consolidation.
The unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and are unaudited. In the opinion of management, all adjustments (all of which are normal and recurring in nature) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for any subsequent reporting periods, including the year ending December 31, 2025. The Company’s 2024 Annual Report on Form 10-K should be read in conjunction with these statements.
Operating Segments
All of the Company's financial results are similar and considered by management to be aggregated into one reportable segment. While the Company has assigned certain management responsibilities by region and business-line, the Company's Chief Operating Decision Maker ("CODM") evaluates financial performance on a Company-wide basis. The majority of the Company's revenue is from the business of banking and the Company's assigned regions have similar economic characteristics, products, services and customers.
Financial performance is reported to the CODM monthly, and the primary measure of performance is consolidated net income. The allocation of resources throughout the Company is determined annually based upon consolidated net income performance. The presentation of financial performance to the CODM is consistent with amounts and financial statement line items shown in the Company's consolidated balance sheets and consolidated statements of income. Additionally, the Company's significant expenses are adequately segmented by category and amount in the consolidated statements of income to include all significant items when considering both qualitative and quantitative factors. Significant expenses of the Company include salaries and employee benefits, net occupancy expense, equipment costs, data processing fees and supplies and professional fees.
Adoption of New Accounting Standards
On December 13, 2023, the FASB issued ASU 2023-08, "Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets" , to provide improved accounting and disclosure guidance for crypto assets. Stakeholders stated that current accounting guidance, except as provided in GAAP for certain specialized industries, surrounding crypto asset holdings as indefinite-lived intangible assets fails to provide financial statement users with decision-useful information. To remedy these shortcomings, the amendments in this update require an entity present (1) crypto assets measured at fair value separately from other intangible assets reported in the balance sheet and (2) changes from the remeasurement of crypto assets separately from changes in the carrying amounts of other intangible assets in the income statement. While the amendments in the update do not otherwise change the presentation requirements for the statement of cash flows, they do require specific presentation of cash receipts arising from crypto assets that are received as noncash consideration in the ordinary course of business and are converted nearly immediately into cash.
The amendments in the update also provide for several enhancements related to disclosure of an entity's crypto asset holdings. For annual and interim reporting periods, the amendments in the update require an entity disclose the following information: (1) the name, cost basis, fair value, and number of units for each significant crypto asset holding and aggregate fair values and costs bases of the crypto asset holdings that are not individually significant; and (2) for crypto assets that are subject to contractual sale restrictions, the fair value of those crypto assets, the nature and remaining duration of the restriction(s), and the circumstances that could cause the restriction(s) to lapse. For annual reporting periods, the amendments in the update require an entity disclose the following information: (1) a rollforward, in the aggregate, of activity in the reporting period for crypto asset holdings, including additions (with a description of the activities that resulted in the additions), dispositions, gains, and losses; (2) for any dispositions for crypto assets in the reporting period, the difference between the disposal price and the cost basis and a description of the activities that resulted in the dispositions; (3) if gains and losses are not presented separately, the income statement line item in which those gains and losses are recognized; and (4) the method for determining the cost basis of crypto assets.
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The amendments in this update are effective for public business entities for annual periods beginning after December 15, 2024, including interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued (or made available for issuance). If an entity adopts the amendments in an interim period, it must adopt them as of the beginning of the fiscal year that includes that interim period. The amendments in this update require a cumulative-effect adjustment to the opening balance of retained earnings (or other appropriate components of equity or net assets) as of the beginning of the annual reporting period in which an entity adopts the amendments. This standard did not have an impact on the consolidated financial statements based upon the nature of the Company's current operations.
On March 18, 2025, the FASB issued ASU 2025-02, "Liabilities (Topic 405): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 122" , which provided amendments to SEC paragraphs pursuant to Staff Accounting Bulletin 122. This amendment removed text related to "Accounting for Obligations to Safeguard Crypto-Assets an Entity Holds for Its Platform Users" from ASU 405-10-S99-1, as Staff Accounting Bulletin 122 rescinded the topic.
Newly Issued But Not Yet Effective Accounting Standards
On October 9, 2023, the FASB issued ASU 2023-06, "Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative" , which modified the disclosure or presentation requirements of a variety of Topics in the Codification and was intended to both clarify or improve such requirements and align the requirements with the SEC's regulations. The amendments to Topics of Codification provided in this update apply to all reporting entities within the scope of the affected Topics unless otherwise indicated by the update. Given the variety of Topics amended, a broad range of entities may be affected by one or more of the amendments provided in the update. The Company evaluated the amendments provided in the update and believes certain of the disclosure improvements are applicable to the Company's interim or annual disclosures. Subtopic 230-10, as amended, requires disclosure within the accounting policy in annual periods of where cash flows associated with derivative instruments and their related gains and losses are presented within the statement of cash flows. Subtopic 260-10, as amended, requires disclosure of the methods used in the diluted earnings-per-share computation for each dilutive security and clarifies that certain disclosures should be made during interim periods. Subtopic 470-10, as amended, requires disclosure of amounts and terms of unused lines of credit and unfunded commitments and the weighted-average interest rate on short-term borrowings outstanding as of the date of each balance sheet presented.
The effective date for each amendment for entities subject to the SEC's existing disclosure requirements is the effective date of the removal of the related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. The amendments in the update are to be applied prospectively. The Company will apply prospectively the provisions provided in the amendments as such provisions become effective, and does not believe the application of these modified disclosure requirements will have a material impact on the consolidated financial statements. If by June 30, 2027, the SEC has not removed the applicable requirement from Regulation S-X or Regulation S-K, the pending content of the related amendment in the update will be removed from the Codification and will not become effective.
On December 14, 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures" , to address investor requests for greater transparency in regards to income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The amendments are designed to enhance transparency surrounding income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation; and (2) income taxes paid disaggregation by taxing jurisdiction, which will allow investors to better assess, in their capital allocation decisions, how an entity's operations and related tax risks and tax planning and operational opportunities affect its income tax rate and prospects for future cash flows. Other amendments in this update are designed to improve the effectiveness and comparability of disclosures by (1) adding disclosures of pretax income (loss) and income tax expense (benefit) to be consistent with the SEC's Regulation S-X 210.4-08(h), Rules of General Application-General Notes to Financial Statements: Income Tax Expense; and (2) removing disclosures that are no longer considered cost beneficial or relevant.
The amendments in this update are effective for public business entities for annual periods beginning after December 31, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this update should be applied on a prospective basis, however retrospective application is permitted. The Company is currently evaluating the impact of this update on its disclosures, however does not expect the adoption of this update to have a material impact on the year-end consolidated financial statements and related footnotes.
On November 8, 2024, the FASB issued ASU 2024-03, "Income Statement—Reporting Comprehensive Income— Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" , to improve the disclosures surrounding a public business entity's expenses and address requests from investors for more detailed information
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about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales, SG&A, and research and development).
The amendments in this update require disclosure, in the notes to the financial statements, of specified information about certain costs and expenses. The amendments require that at each interim and annual reporting period an entity (1) Disclose the amounts of (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization and (e) depreciation, depletion and amortization recognized as part of oil- and gas-producing activities (DD&A) (or other amounts of depletion expense) included in each relevant expense caption. A relevant expense caption is an is an expense caption presented on the face of the income statement within continuing operations that contains any of the following expense categories listed in (a)-(e); (2) Include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as other disaggregation requirements; (3) Disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and (4) Disclose the total amount of selling expenses, and in annual reporting periods, an entity's definition of selling expenses. An entity is not precluded from providing additional voluntarily disclosures that may provide investors with additional decision-useful information.
On January 6, 2025, the FASB issued ASU 2025-01, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date" , to clarify the effective date of the ASU 2024-03. The update amends the effective date of Update 2024-03 to annual reporting periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027. The Company is currently evaluating the impact of this update on its disclosures, however does not expect the adoption of this update to have a material impact on the consolidated financial statements.
On September 18, 2025, the FASB issued ASU 2025-06, "Intangibles—Goodwill and Other—Internal Use-Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software" , to modernize the accounting for software costs to better align the guidance with current software development practices. Specifically, many entities have shifted from using a prescriptive and sequential ("linear") development method to using an incremental and iterative ("agile") development method, the latter of which is not contemplated in the current guidance and presents a challenge to stakeholders in determining when to begin capitalizing internal-use software costs.
The amendments in this update remove all references to linear project stages, and instead require an entity to start capitalizing software costs when both of the following occur: (1) Management has authorized and committed to funding the software project and (2) It is probable that the project will be completed and the software will be used to perform the function intended (referred to as the "probable-to-complete recognition threshold"). In evaluating the probable-to-complete recognition threshold, an entity is required to consider whether there is significant uncertainty associated with the development activities of the software (referred to as "significant development uncertainty".) The two factors to consider in determining whether the re is significant development uncertainty are whether: (1) The software being developed has technological innovations or novel, unique, or unproven functions or features, and the uncertainty related to those technological innovations, functions, or features, if identified, has not been resolved through coding and testing and (2) The entity has determined what it needs the software to do, including whether the entity has identified or continues to substantially revise the software's significant performance requirements. The amendments in the update specify that internal-use software costs must be disclosed according to applicable property, plant and equipment guidance, regardless of how such costs are presented in the financial statements. Furthermore, the amendments in the update supersede website development costs guidance and incorporate the recognition requirements for website-specific development costs into Subtopic 350-40.
The amendments in this update are effective for all entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The amendments in the update may be applied using a prospective transition approach, a modified transition approach that is based on the status of the project and whether software costs were capitalized before the date of adoption or a retrospective transition approach. The Company is currently evaluating the impact of this update on its disclosures, however does not expect the adoption of this update to have a material impact on the consolidated financial statements.
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NOTE 2. SECURITIES
Debt securities purchased with the intent and ability to hold to their maturity are classified as held-to-maturity securities. All other investment securities are classified as available-for-sale securities.
Available-for-Sale Securities
Information related to the amortized cost, fair value and allowance for credit losses of securities available-for-sale and the related gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) is provided in the table below.
(dollars in thousands) Amortized
Cost Gross Unrealized Gain Gross Unrealized Losses Allowance for Credit Losses Fair Value
September 30, 2025
U.S. Treasury securities $ 5,011 $ 0 $ ( 10 ) $ 0 $ 5,001
U.S. government sponsored agencies 139,611 83 ( 22,627 ) 0 117,067
Mortgage-backed securities: residential 504,570 829 ( 57,191 ) 0 448,208
State and municipal securities 542,672 130 ( 81,140 ) 0 461,662
Total $ 1,191,864 $ 1,042 $ ( 160,968 ) $ 0 $ 1,031,938
December 31, 2024
U.S. government sponsored agencies $ 137,150 $ 0 $ ( 27,715 ) $ 0 $ 109,435
Mortgage-backed securities: residential 500,278 83 ( 77,952 ) 0 422,409
State and municipal securities 545,073 17 ( 85,508 ) 0 459,582
Total $ 1,182,501 $ 100 $ ( 191,175 ) $ 0 $ 991,426
Held-to-Maturity Securities
Information related to the amortized cost, fair value and allowance for credit losses of securities held-to-maturity and the related gross unrealized gains and losses is presented in the table below.
(dollars in thousands) Amortized
Cost Gross Unrealized Gain Gross Unrealized Losses Allowance for Credit Losses Fair Value
September 30, 2025
State and municipal securities $ 132,799 $ 0 $ ( 18,995 ) $ 0 $ 113,804
December 31, 2024
State and municipal securities $ 131,568 $ 0 $ ( 18,461 ) $ 0 $ 113,107
The Company has the current intent and ability to hold held-to-maturity securities until maturity. All of the Company's securities designated as held-to-maturity were transferred from the available-for-sale classification. The net unrealized gain or loss on the transferred securities was recorded as a component of accumulated other comprehensive income (loss) at the time of the transfer and is amortized over the remaining life of the underlying securities as an adjustment to the yield on those securities. The net amount of the unamortized unrealized loss on the transferred securities included in accumulated other comprehensive income (loss) was $ 17.5 million ($ 13.8 million, net of tax) at September 30, 2025.
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Information regarding the amortized cost and fair value of available-for-sale and held-to-maturity debt securities by maturity as of September 30, 2025 is presented below. Maturity information is based on contractual maturity for all securities other than mortgage-backed securities. Actual maturities of securities may differ from contractual maturities because borrowers may have the right to prepay the obligation without a prepayment penalty.
Available-for-Sale Held-to-Maturity
(dollars in thousands) Amortized Cost Fair
Value Amortized Cost Fair
Value
Due in one year or less $ 0 $ 0 $ 0 $ 0
Due after one year through five years 17,577 17,193 0 0
Due after five years through ten years 93,212 86,472 7,315 6,657
Due after ten years 576,505 480,065 125,484 107,147
687,294 583,730 132,799 113,804
Mortgage-backed securities 504,570 448,208 0 0
Total debt securities $ 1,191,864 $ 1,031,938 $ 132,799 $ 113,804
Available-for-sale securities proceeds, gross gains and gross losses are presented below.
Three Months Ended September 30, Nine Months Ended September 30,
(dollars in thousands) 2025 2024 2025 2024
Sales of securities available-for-sale
Proceeds $ 0 $ 0 $ 0 $ 7,136
Gross gains 0 0 0 0
Gross losses 0 0 0 ( 46 )
Number of securities 0 0 0 15
In accordance with ASU No. 2017-8, purchase premiums for callable securities are amortized to the earliest call date and premiums on non-callable securities as well as discounts are recognized in interest income using the interest method over the terms of the securities or over the estimated lives of mortgage-backed securities. Gains and losses on sales are based on the amortized cost of the security sold and recorded on the trade date.
Securities with fair values of $ 547.7 million and $ 560.2 million were pledged as of September 30, 2025 and December 31, 2024, respectively, as collateral for borrowings from the Federal Home Loan Bank ("FHLB") and Federal Reserve Bank and for other purposes as permitted or required by law.
Unrealized Loss Analysis on Available-for-Sale and Held-to-Maturity Securities
Information regarding available-for-sale securities with unrealized losses as of September 30, 2025 and December 31, 2024 is presented on the following page. The table divides the securities between those with unrealized losses for less than twelve months and those with unrealized losses for twelve months or more.
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Less than 12 months 12 months or more Total
(dollars in thousands) Fair
Value Unrealized
Losses Fair
Value Unrealized
Losses Fair
Value Unrealized
Losses
September 30, 2025
U.S. Treasury securities $ 5,001 $ 10 $ 0 $ 0 $ 5,001 $ 10
U.S. government sponsored agencies 4,988 12 106,997 22,615 111,985 22,627
Mortgage-backed securities: residential 12,173 63 374,823 57,128 386,996 57,191
State and municipal securities 15,580 150 430,161 80,990 445,741 81,140
Total available-for-sale $ 37,742 $ 235 $ 911,981 $ 160,733 $ 949,723 $ 160,968
December 31, 2024
U.S. government sponsored agencies $ 0 $ 0 $ 109,435 $ 27,715 $ 109,435 $ 27,715
Mortgage-backed securities: residential 23,204 249 390,483 77,703 413,687 77,952
State and municipal securities 12,928 439 443,569 85,069 456,497 85,508
Total available-for-sale $ 36,132 $ 688 $ 943,487 $ 190,487 $ 979,619 $ 191,175
Information regarding held-to-maturity securities with unrealized losses as of September 30, 2025 and December 31, 2024 is presented below. The table divides the securities between those with unrealized losses for less than twelve months and those with unrealized losses for twelve months or more.
Less than 12 months 12 months or more Total
(dollars in thousands) Fair
Value Unrealized
Losses Fair
Value Unrealized
Losses Fair
Value Unrealized
Losses
September 30, 2025
State and municipal securities $ 0 $ 0 $ 113,804 $ 18,995 $ 113,804 $ 18,995
December 31, 2024
State and municipal securities $ 0 $ 0 $ 113,107 $ 18,461 $ 113,107 $ 18,461
The total number of securities with unrealized losses as of September 30, 2025 and December 31, 2024 is presented below.
Available-for-Sale Held-to-Maturity
Less than
12 months 12 months
or more Total Less than
12 months 12 months
or more Total
September 30, 2025
U.S. Treasury securities 1 0 1 0 0 0
U.S. government sponsored agencies 1 17 18 0 0 0
Mortgage-backed securities: residential 3 121 124 0 0 0
State and municipal securities 18 380 398 0 41 41
Total temporarily impaired 23 518 541 0 41 41
December 31, 2024
U.S. government sponsored agencies 0 17 17 0 0 0
Mortgage-backed securities: residential 9 124 133 0 0 0
State and municipal securities 23 392 415 0 41 41
Total temporarily impaired 32 533 565 0 41 41
Available-for-sale debt securities in unrealized loss positions are evaluated for impairment related to credit losses at least quarterly. For available-for-sale debt securities in an unrealized loss position, management first assesses whether it intends to sell, or 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 the consolidated income statement. For available-for-sale debt securities that do not
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meet the above criteria and for held-to-maturity securities, management evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security and the issuer, among other factors. If this assessment indicates that a credit loss exists, management compares the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an allowance for credit losses is recorded, limited to the amount that the fair value of the security is less than its amortized cost basis. For available-for-sale debt securities, any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income (loss), net of applicable taxes.
No allowance for credit losses for available-for-sale or held-to-maturity debt securities was recorded at September 30, 2025 or December 31, 2024. Accrued interest receivable on securities totaled $ 7.1 million and $ 7.5 million at September 30, 2025 and December 31, 2024, respectively, and is excluded from the estimate of credit losses.
The U.S. Treasury, U.S. government sponsored agencies and mortgage-backed securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major credit rating agencies, and have a long history of no credit losses. Therefore, for those securities, we do not record expected credit losses. State and municipal securities credit losses are benchmarked against highly rated municipal securities of similar duration, as published by Moody's, resulting in an immaterial allowance for credit losses.
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NOTE 3. LOANS
(dollars in thousands) September 30,
2025 December 31,
2024
Commercial and industrial loans:
Working capital lines of credit loans $ 709,645 13.5 % $ 649,609 12.7 %
Non-working capital loans 808,371 15.4 801,256 15.6
Total commercial and industrial loans $ 1,518,016 28.9 $ 1,450,865 28.3
Commercial real estate and multi-family residential loans:
Construction and land development loans 574,896 10.9 567,781 11.1
Owner occupied loans 804,253 15.3 807,090 15.8
Nonowner occupied loans 863,085 16.5 872,671 17.0
Multifamily loans 413,016 7.9 344,978 6.7
Total commercial real estate and multi-family residential loans $ 2,655,250 50.6 $ 2,592,520 50.6
Agri-business and agricultural loans:
Loans secured by farmland 153,904 2.9 156,609 3.1
Loans for agricultural production 186,068 3.6 230,787 4.5
Total agri-business and agricultural loans $ 339,972 6.5 $ 387,396 7.6
Other commercial loans 91,833 1.7 95,584 1.9
Total commercial loans $ 4,605,071 87.7 $ 4,526,365 88.4
Consumer 1-4 family mortgage loans:
Closed end first mortgage loans 273,580 5.2 259,286 5.1
Open end and junior lien loans 241,256 4.6 214,125 4.2
Residential construction and land development loans 18,706 0.4 16,818 0.3
Total consumer 1-4 family mortgage loans $ 533,542 10.2 $ 490,229 9.6
Other consumer loans 112,430 2.1 104,041 2.0
Total consumer loans $ 645,972 12.3 $ 594,270 11.6
Subtotal $ 5,251,043 100.0 % $ 5,120,635 100.0 %
Less: Allowance for credit losses ( 68,168 ) ( 85,960 )
Net deferred loan fees ( 2,424 ) ( 2,687 )
Loans, net $ 5,180,451 $ 5,031,988
The recorded investment in loans does not include accrued interest, which totaled $ 21.0 million and $ 20.3 million as of September 30, 2025 and December 31, 2024, respectively.
The Company h ad $ 1.2 million and $ 424,000 in residential real estate loans in the process of foreclosure as of September 30, 2025 and December 31, 2024, respectively.
NOTE 4. ALLOWANCE FOR CREDIT LOSSES AND CREDIT QUALITY
The Company maintains an allowance for credit losses to provide for expected credit losses. Losses are charged against the allowance when management believes that the principal is uncollectible. Subsequent recoveries, if any, are credited to the allowance. Allocations of the allowance are made for specific loans and for pools of similar types of loans, although the entire allowance is available for any loan that, in management’s judgment, should be charged against the allowance. A provision for credit losses is taken based on management’s ongoing evaluation of the appropriate allowance balance. A formal evaluation of the adequacy of the credit loss allowance is conducted monthly. The ultimate recovery of all loans is susceptible to future market factors beyond the Company’s control.
The level of credit loss provision is influenced by growth in the overall loan portfolio, emerging market risk, emerging concentration risk, commercial loan focus and large credit concentration, new industry lending activity, general economic conditions and historical loss analysis. In addition, management gives consideration to changes in the facts and circumstances
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of watch list credits, which includes the security position of the borrower, in determining the appropriate level of the credit loss provision. Furthermore, management’s overall view on credit quality is a factor in the determination of the provision.
The determination of the appropriate allowance is inherently subjective, as it requires significant estimates by management. The Company has an established process to determine the adequacy of the allowance for credit losses that generally includes consideration of changes in the nature and volume of the loan portfolio and overall portfolio quality, along with current and forecasted economic conditions that may affect borrowers’ ability to repay. Consideration is not limited to these factors although they represent the most commonly cited factors. To determine the specific allocation levels for individual credits, management considers the current valuation of collateral and the amounts and timing of expected future cash flows as the primary measures. Management also considers trends in adversely classified loans based upon an ongoing review of those credits. With respect to pools of similar loans, an appropriate level of general allowance is determined by portfolio segment using a probability of default-loss given default (“PD/LGD”) model, subject to a floor. A default can be triggered by one of several different asset quality factors, including past due status, nonaccrual status, material modification status or if the loan has had a charge-off. This PD is then combined with a LGD derived from historical charge-off data to construct a default rate. This loss rate is then supplemented with adjustments for reasonable and supportable forecasts of relevant economic indicators, particularly the unemployment rate forecast from the Federal Open Market Committee’s Summary of Economic Projections, and other environmental factors based on the risks present for each portfolio segment. These environmental factors include consideration of the following: levels of, and trends in, delinquencies and nonperforming loans; trends in volume and terms of loans; effects of any changes in risk selection and underwriting standards; other changes in lending policies, procedure, and practices; experience, ability, and depth of lending management and other relevant staff; national and local economic trends and conditions; industry conditions; and effects of changes in credit concentrations. It is also possible that these factors could include social, political, economic, and terrorist events or activities. All of these factors are susceptible to change, which may be significant. As a result of this detailed process, the allowance results in two forms of allocations, specific and general. These two components represent the total allowance for credit losses deemed adequate to cover probable losses inherent in the loan portfolio.
Commercial loans are subject to a dual standardized grading process administered by the credit administration function. These grade assignments are performed independent of each other and a consensus is reached by credit administration and the loan officer. Specific allowances are established in cases where management has identified significant conditions or circumstances related to an individual credit that indicate it should be evaluated on an individual basis. Considerations with respect to specific allocations for these individual credits include, but are not limited to, the following: (a) the sufficiency of the customer’s cash flow or net worth to repay the loan; (b) the adequacy of the discounted value of collateral relative to the loan balance; (c) whether the loan has been criticized in a regulatory examination; (d) whether the loan is nonperforming; (e) any other reasons the ultimate collectability of the loan may be in question; or (f) any unique loan characteristics that require special monitoring.
Allocations are also applied to categories of loans considered not to be individually analyzed, but for which the rate of loss is expected to be consistent with or greater than historical averages. Such allocations are based on past loss experience and information about specific borrower situations and estimated collateral values. These general pooled loan allocations are performed for portfolio segments of commercial and industrial; commercial real estate, multi-family, and construction; agri-business and agricultural; other commercial loans; and consumer 1-4 family mortgage and other consumer loans. General allocations of the allowance are determined by a historical loss rate based on the calculation of each pool’s probability of default-loss given default, subject to a floor. The length of the historical period for each pool is based on the average life of the pool, which is updated at least annually. The historical loss rates are supplemented with consideration of economic conditions and portfolio trends.
Due to the imprecise nature of estimating the allowance for credit losses, the Company’s allowance for credit losses includes an immaterial unallocated component. The unallocated component of the allowance for credit losses incorporates the Company’s judgmental determination of potential expected losses that may not be fully reflected in other allocations. As a practical expedient, the Company has elected to disclose accrued interest separately from loan principal balances on the consolidated balance sheet. Additionally, when a loan is placed on non-accrual, interest payments are reversed through interest income.
For off balance sheet credit exposures outlined in the ASU at 326-20-30-11, it is the Company’s position that nearly all of the unfunded amounts on lines of credit are unconditionally cancellable, and therefore not subject to having a liability recorded.
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The following tables present the activity in the allowance for credit losses by portfolio segment for the periods shown:
(dollars in thousands) Commercial and Industrial Commercial Real Estate and Multifamily Residential Agri-business and Agricultural Other Commercial Consumer 1-4 Family Mortgage Other Consumer Unallocated Total
Three Months Ended September 30, 2025
Beginning balance, July 1 $ 25,882 $ 31,082 $ 3,299 $ 720 $ 3,590 $ 1,579 $ 400 $ 66,552
Provision for credit losses 1,447 ( 197 ) ( 80 ) ( 29 ) 460 428 ( 29 ) 2,000
Loans charged-off ( 222 ) 0 0 0 ( 4 ) ( 347 ) 0 ( 573 )
Recoveries 42 27 0 0 16 104 0 189
Net loans (charged-off) recovered ( 180 ) 27 0 0 12 ( 243 ) 0 ( 384 )
Ending balance $ 27,149 $ 30,912 $ 3,219 $ 691 $ 4,062 $ 1,764 $ 371 $ 68,168
(dollars in thousands) Commercial and Industrial Commercial Real Estate and Multifamily Residential Agri-business and Agricultural Other Commercial Consumer 1-4 Family Mortgage Other Consumer Unallocated Total
Three Months Ended September 30, 2024
Beginning balance, July 1 $ 39,161 $ 31,687 $ 3,668 $ 820 $ 3,586 $ 1,390 $ 399 $ 80,711
Provision for credit losses 3,498 ( 355 ) ( 254 ) ( 86 ) ( 16 ) 308 ( 36 ) 3,059
Loans charged-off ( 72 ) 0 0 0 ( 3 ) ( 156 ) 0 ( 231 )
Recoveries 18 26 0 0 4 40 0 88
Net loans (charged-off) recovered ( 54 ) 26 0 0 1 ( 116 ) 0 ( 143 )
Ending balance $ 42,605 $ 31,358 $ 3,414 $ 734 $ 3,571 $ 1,582 $ 363 $ 83,627
(dollars in thousands) Commercial and Industrial Commercial Real Estate and Multifamily Residential Agri-business and Agricultural Other Commercial Consumer 1-4 Family Mortgage Other Consumer Unallocated Total
Nine Months Ended September 30, 2025
Beginning balance, January 1 $ 45,539 $ 30,865 $ 3,541 $ 743 $ 3,358 $ 1,531 $ 383 $ 85,960
Provision for credit losses 10,335 ( 32 ) ( 322 ) ( 52 ) 878 1,005 ( 12 ) 11,800
Loans charged-off ( 28,848 ) 0 0 0 ( 226 ) ( 1,119 ) 0 ( 30,193 )
Recoveries 123 79 0 0 52 347 0 601
Net loans (charged-off) recovered ( 28,725 ) 79 0 0 ( 174 ) ( 772 ) 0 ( 29,592 )
Ending balance $ 27,149 $ 30,912 $ 3,219 $ 691 $ 4,062 $ 1,764 $ 371 $ 68,168
(dollars in thousands) Commercial and Industrial Commercial Real Estate and Multifamily Residential Agri-business and Agricultural Other Commercial Consumer 1-4 Family Mortgage Other Consumer Unallocated Total
Nine Months Ended September 30, 2024
Beginning balance, January 1 $ 30,338 $ 31,335 $ 4,150 $ 1,129 $ 3,474 $ 1,174 $ 372 $ 71,972
Provision for credit losses 12,452 784 ( 736 ) ( 395 ) 73 890 ( 9 ) 13,059
Loans charged-off ( 278 ) ( 840 ) 0 0 ( 25 ) ( 668 ) 0 ( 1,811 )
Recoveries 93 79 0 0 49 186 0 407
Net loans (charged-off) recovered ( 185 ) ( 761 ) 0 0 24 ( 482 ) 0 ( 1,404 )
Ending balance $ 42,605 $ 31,358 $ 3,414 $ 734 $ 3,571 $ 1,582 $ 363 $ 83,627
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Credit Quality Indicators
The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information and current economic trends, among other factors. The Company analyzes commercial loans individually by classifying the loans as to credit risk. This analysis is performed on a quarterly basis for Special Mention, Substandard and Doubtful grade loans and annually on Pass grade loans over $ 250,000 .
The Company uses the following definitions for risk ratings:
Special Mention. Loans classified as Special Mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the Company’s credit position at some future date.
Substandard. Loans classified as Substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.
Doubtful. Loans classified as Doubtful have all the weaknesses inherent in those classified as Substandard, with the added characteristics that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.
Loans are considered to be "Pass" rated when they are reviewed as part of the previously described process and do not meet the criteria above, which are evaluated and listed with Substandard commercial grade loans and consumer nonaccrual loans, which are evaluated individually and listed with “Not Rated” loans. Loans listed as Not Rated are consumer loans or commercial loans with consumer characteristics included in groups of homogenous loans which are analyzed for credit quality indicators utilizing delinquency status.
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The following table summarizes the risk category of loans by loan segment and year of origination as of September 30, 2025:
(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total
Commercial and industrial loans:
Working capital lines of credit loans:
Pass $ 3,230 $ 1,453 $ 41 $ 1,369 $ 1,109 $ 400 $ 7,602 $ 632,039 $ 639,641
Special Mention 0 0 0 0 0 0 0 40,541 40,541
Substandard 0 0 1,994 926 194 422 3,536 25,717 29,253
Doubtful 0 0 0 0 0 0 0 0 0
Total 3,230 1,453 2,035 2,295 1,303 822 11,138 698,297 709,435
Working capital lines of credit loans:
Current period gross write offs 0 0 0 28,607 0 12 28,619 45 28,664
Non-working capital loans:
Pass 139,759 138,535 110,236 128,247 42,929 30,873 590,579 184,237 774,816
Special Mention 2,904 7,777 92 5,066 1,145 623 17,607 3,442 21,049
Substandard 553 330 2,106 1,553 105 3,923 8,570 395 8,965
Doubtful 0 0 0 0 6 91 97 0 97
Not Rated 733 346 858 710 155 203 3,005 0 3,005
Total 143,949 146,988 113,292 135,576 44,340 35,713 619,858 188,074 807,932
Non-working capital loans:
Current period gross write offs 1 2 0 0 0 0 3 181 184
Commercial real estate and multi-family residential loans:
Construction and land development loans:
Pass 20,736 38,696 14,779 22,015 731 0 96,957 474,820 571,777
Special Mention 1,242 0 0 0 0 0 1,242 0 1,242
Total 21,978 38,696 14,779 22,015 731 0 98,199 474,820 573,019
Construction and land development loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Owner occupied loans:
Pass 128,715 101,726 94,865 116,945 132,676 170,689 745,616 34,205 779,821
Special Mention 1,331 109 2,361 14,863 0 1,906 20,570 0 20,570
Substandard 0 309 295 0 1,350 1,446 3,400 0 3,400
Total 130,046 102,144 97,521 131,808 134,026 174,041 769,586 34,205 803,791
Owner occupied loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
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(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total
Nonowner occupied loans (continued):
Pass 85,779 131,308 109,516 138,120 100,613 166,703 732,039 116,959 848,998
Special Mention 0 0 11,414 103 0 0 11,517 1,954 13,471
Total 85,779 131,308 120,930 138,223 100,613 166,703 743,556 118,913 862,469
Nonowner occupied loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Multifamily loans:
Pass 138,409 55,109 86,793 21,567 31,832 33,257 366,967 45,486 412,453
Special Mention 0 0 0 295 0 0 295 0 295
Total 138,409 55,109 86,793 21,862 31,832 33,257 367,262 45,486 412,748
Multifamily loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Agri-business and agricultural loans:
Loans secured by farmland:
Pass 18,873 13,886 16,686 31,934 21,064 34,144 136,587 14,786 151,373
Special Mention 1,986 118 197 0 34 148 2,483 0 2,483
Substandard 0 0 0 0 0 55 55 0 55
Total 20,859 14,004 16,883 31,934 21,098 34,347 139,125 14,786 153,911
Loans secured by farmland:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Loans for agricultural production:
Pass 3,226 14,310 22,508 19,401 22,026 13,389 94,860 83,279 178,139
Special Mention 0 0 666 265 0 4 935 7,079 8,014
Substandard 0 0 0 13 0 0 13 0 13
Total 3,226 14,310 23,174 19,679 22,026 13,393 95,808 90,358 186,166
Loans for agricultural production:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Other commercial loans:
Pass 4,284 6,405 15,756 26,873 2,763 13,530 69,611 20,353 89,964
Special Mention 0 0 0 0 0 1,783 1,783 0 1,783
Total 4,284 6,405 15,756 26,873 2,763 15,313 71,394 20,353 91,747
Other commercial loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
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(dollars in thousands) 2025 2024 2023 2022 2021 Prior Term Total Revolving Total
Consumer 1-4 family mortgage loans (continued):
Closed end first mortgage loans:
Pass 11,627 10,766 7,293 7,501 10,510 5,790 53,487 4,711 58,198
Special Mention 191 119 218 158 62 0 748 0 748
Substandard 24 331 236 443 89 839 1,962 0 1,962
Not Rated 27,506 27,780 51,600 43,186 30,020 32,227 212,319 0 212,319
Total 39,348 38,996 59,347 51,288 40,681 38,856 268,516 4,711 273,227
Closed end first mortgage loans:
Current period gross write offs 0 0 0 0 0 24 24 0 24
Open end and junior lien loans:
Pass 118 537 697 0 198 4 1,554 10,132 11,686
Special Mention 289 0 0 0 0 0 289 0 289
Substandard 1,994 7 101 0 8 0 2,110 54 2,164
Not Rated 21,652 14,734 11,446 12,137 2,370 1,338 63,677 165,575 229,252
Total 24,053 15,278 12,244 12,137 2,576 1,342 67,630 175,761 243,391
Open end and junior lien loans:
Current period gross write offs 0 0 0 29 2 22 53 149 202
Residential construction loans:
Not Rated 4,928 8,258 596 1,712 1,213 1,904 18,611 0 18,611
Total 4,928 8,258 596 1,712 1,213 1,904 18,611 0 18,611
Residential construction loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Other consumer loans:
Pass 286 0 947 136 29 0 1,398 31,817 33,215
Special Mention 0 0 0 475 0 26 501 0 501
Substandard 0 129 121 97 6 13 366 0 366
Not Rated 16,256 17,572 15,956 8,442 4,678 3,725 66,629 11,461 78,090
Total 16,542 17,701 17,024 9,150 4,713 3,764 68,894 43,278 112,172
Other consumer loans:
Current period gross write offs 4 154 265 140 58 0 621 498 1,119
Total Loans $ 636,631 $ 590,650 $ 580,374 $ 604,552 $ 407,915 $ 519,455 $ 3,339,577 $ 1,909,042 $ 5,248,619
Total period gross write offs $ 5 $ 156 $ 265 $ 28,776 $ 60 $ 58 $ 29,320 $ 873 $ 30,193
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The following table summarizes the risk category of loans by loan segment and year of origination as of December 31, 2024:
(dollars in thousands) 2024 2023 2022 2021 2020 Prior Term Total Revolving Total
Commercial and industrial loans:
Working capital lines of credit loans:
Pass $ 1,599 $ 114 $ 1,640 $ 1,647 $ 651 $ 0 $ 5,651 $ 525,179 $ 530,830
Special Mention 0 0 0 0 0 0 0 48,301 48,301
Substandard 0 0 933 0 195 219 1,347 25,878 27,225
Doubtful 0 3,090 39,994 0 0 0 43,084 0 43,084
Total 1,599 3,204 42,567 1,647 846 219 50,082 599,358 649,440
Working capital lines of credit loans:
Current period gross write offs 0 0 94 0 0 0 94 136 230
Non-working capital loans:
Pass 151,920 157,276 173,274 58,591 32,909 28,582 602,552 164,106 766,658
Special Mention 3,901 2,614 2,024 1,637 393 1,894 12,463 6,491 18,954
Substandard 0 2,986 1,598 107 4,142 584 9,417 406 9,823
Doubtful 0 0 0 21 386 0 407 0 407
Not Rated 1,297 1,657 1,149 395 395 23 4,916 0 4,916
Total 157,118 164,533 178,045 60,751 38,225 31,083 629,755 171,003 800,758
Non-working capital loans:
Current period gross write offs 0 383 0 542 179 44 1,148 237 1,385
Commercial real estate and multi-family residential loans:
Construction and land development loans:
Pass 23,264 69,737 43,228 2,566 0 0 138,795 426,577 565,372
Special Mention 603 0 0 0 0 0 603 0 603
Total 23,867 69,737 43,228 2,566 0 0 139,398 426,577 565,975
Construction and land development loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Owner occupied loans:
Pass 98,847 138,299 120,191 143,642 109,451 129,051 739,481 35,003 774,484
Special Mention 6,295 2,728 14,777 0 619 2,488 26,907 0 26,907
Substandard 318 318 0 3,101 1,457 0 5,194 0 5,194
Total 105,460 141,345 134,968 146,743 111,527 131,539 771,582 35,003 806,585
Owner occupied loans:
Current period gross write offs 0 0 0 0 0 840 840 0 840
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(dollars in thousands) 2024 2023 2022 2021 2020 Prior Term Total Revolving Total
Nonowner occupied loans (continued):
Pass 152,963 118,517 168,387 101,064 119,612 77,497 738,040 110,441 848,481
Special Mention 0 15,650 108 5,868 0 0 21,626 1,895 23,521
Total 152,963 134,167 168,495 106,932 119,612 77,497 759,666 112,336 872,002
Nonowner occupied loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Multifamily loans:
Pass 70,497 61,679 11,708 52,995 29,177 9,794 235,850 108,486 344,336
Special Mention 0 0 307 0 0 0 307 0 307
Total 70,497 61,679 12,015 52,995 29,177 9,794 236,157 108,486 344,643
Multifamily loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Agri-business and agricultural loans:
Loans secured by farmland:
Pass 14,574 21,241 29,601 23,043 25,192 18,312 131,963 24,249 156,212
Special Mention 122 209 0 0 0 0 331 0 331
Substandard 0 0 0 0 0 71 71 0 71
Total 14,696 21,450 29,601 23,043 25,192 18,383 132,365 24,249 156,614
Loans secured by farmland:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Loans for agricultural production:
Pass 15,945 26,704 21,611 24,374 21,446 1,450 111,530 118,090 229,620
Special Mention 0 0 0 0 0 0 0 1,275 1,275
Total 15,945 26,704 21,611 24,374 21,446 1,450 111,530 119,365 230,895
Loans for agricultural production:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Other commercial loans:
Pass 6,639 17,137 29,985 3,397 11,310 5,544 74,012 19,609 93,621
Special Mention 0 0 0 0 0 1,872 1,872 0 1,872
Total 6,639 17,137 29,985 3,397 11,310 7,416 75,884 19,609 95,493
Other commercial loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Consumer 1-4 family mortgage loans:
Closed end first mortgage loans:
Pass 11,104 8,511 9,274 11,278 6,252 4,685 51,104 4,299 55,403
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(dollars in thousands) 2024 2023 2022 2021 2020 Prior Term Total Revolving Total
Closed end first mortgage loans (continued):
Special Mention 122 226 165 66 0 0 579 0 579
Substandard 0 83 319 90 0 629 1,121 0 1,121
Not Rated 28,706 55,641 47,355 34,173 13,543 22,396 201,814 0 201,814
Total 39,932 64,461 57,113 45,607 19,795 27,710 254,618 4,299 258,917
Closed end first mortgage loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Open end and junior lien loans:
Pass 574 738 0 438 0 5 1,755 10,090 11,845
Special Mention 0 0 0 0 309 0 309 0 309
Substandard 0 104 0 15 0 81 200 118 318
Not Rated 21,929 16,134 18,053 4,660 644 2,894 64,314 139,351 203,665
Total 22,503 16,976 18,053 5,113 953 2,980 66,578 149,559 216,137
Open end and junior lien loans:
Current period gross write offs 0 0 79 0 0 0 79 15 94
Residential construction loans:
Not Rated 10,030 1,154 2,045 1,386 759 1,348 16,722 0 16,722
Total 10,030 1,154 2,045 1,386 759 1,348 16,722 0 16,722
Residential construction loans:
Current period gross write offs 0 0 0 0 0 0 0 0 0
Other consumer loans:
Pass 79 971 234 109 0 0 1,393 20,742 22,135
Special Mention 0 0 475 0 157 0 632 0 632
Substandard 0 128 54 76 17 0 275 0 275
Not Rated 23,508 22,250 11,824 6,688 3,743 1,782 69,795 10,930 80,725
Total 23,587 23,349 12,587 6,873 3,917 1,782 72,095 31,672 103,767
Other consumer loans:
Current period gross write offs 49 303 236 33 0 26 647 272 919
Total loans $ 644,836 $ 745,896 $ 750,313 $ 481,427 $ 382,759 $ 311,201 $ 3,316,432 $ 1,801,516 $ 5,117,948
Total current period gross write offs $ 49 $ 686 $ 409 $ 575 $ 179 $ 910 $ 2,808 $ 660 $ 3,468
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Nonaccrual and Past Due Loans:
The Company does not record interest on nonaccrual loans until principal is recovered. For all loan classes, a loan is generally placed on nonaccrual status when principal or interest becomes 90 days past due unless it is well secured and in the process of collection, or earlier when concern exists as to the ultimate collectability of principal or interest. Interest accrued but not received is reversed against earnings. Cash interest received on these loans is applied to the principal balance until the principal is recovered or until the loan returns to accrual status. Loans may be returned to accrual status when all the principal and interest amounts contractually due are brought current, remain current for a prescribed period, and future payments are reasonably assured.
The following table presents the aging of the amortized cost basis in past due loans as of September 30, 2025 by class of loans and loans past due 90 days or more and still accruing by class of loan:
(dollars in thousands) Loans Not Past Due 30-89 Days Past Due Greater than 89 Days Past Due and Accruing Total Accruing Total Nonaccrual Nonaccrual With No Allowance For Credit Loss Total
Commercial and industrial loans:
Working capital lines of credit loans $ 704,522 $ 0 $ 0 $ 704,522 $ 4,867 $ 444 $ 709,389
Non-working capital loans 800,376 46 0 800,422 7,556 103 807,978
Commercial real estate and multi-family residential loans:
Construction and land development loans 573,019 0 0 573,019 0 0 573,019
Owner occupied loans 801,880 170 0 802,050 1,741 0 803,791
Nonowner occupied loans 862,469 0 0 862,469 0 0 862,469
Multifamily loans 412,748 0 0 412,748 0 0 412,748
Agri-business and agricultural loans:
Loans secured by farmland 153,856 0 0 153,856 55 0 153,911
Loans for agricultural production 186,153 0 0 186,153 13 13 186,166
Other commercial loans 91,747 0 0 91,747 0 0 91,747
Consumer 1‑4 family mortgage loans:
Closed end first mortgage loans 271,197 61 7 271,265 1,962 793 273,227
Open end and junior lien loans 240,938 289 0 241,227 2,164 155 243,391
Residential construction loans 18,611 0 0 18,611 0 0 18,611
Other consumer loans 111,390 415 0 111,805 367 6 112,172
Total $ 5,228,906 $ 981 $ 7 $ 5,229,894 $ 18,725 $ 1,514 $ 5,248,619
An insignificant amount of interest income was recognized on nonaccrual loans during the three and nine month periods ended September 30, 2025.
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The following table presents the aging of the amortized cost basis in past due loans as of December 31, 2024 by class of loans and loans past due 90 days or more and still accruing by class of loan:
(dollars in thousands) Loans Not Past Due 30-89 Days Past Due Greater than 89 Days Past Due and Accruing Total Accruing Total Nonaccrual Nonaccrual With No Allowance For Credit Loss Total
Commercial and industrial loans:
Working capital lines of credit loans $ 603,016 $ 1,082 $ 0 $ 604,098 $ 45,342 $ 594 $ 649,440
Non-working capital loans 792,577 663 3 793,243 7,515 37 800,758
Commercial real estate and multi-family residential loans:
Construction and land development loans 565,975 0 0 565,975 0 0 565,975
Owner occupied loans 804,810 0 0 804,810 1,775 318 806,585
Nonowner occupied loans 872,002 0 0 872,002 0 0 872,002
Multifamily loans 344,643 0 0 344,643 0 0 344,643
Agri-business and agricultural loans:
Loans secured by farmland 156,543 0 0 156,543 71 0 156,614
Loans for agricultural production 230,895 0 0 230,895 0 0 230,895
Other commercial loans 95,493 0 0 95,493 0 0 95,493
Consumer 1‑4 family mortgage loans:
Closed end first mortgage loans 256,486 1,284 26 257,796 1,121 665 258,917
Open end and junior lien loans 215,505 314 0 215,819 318 318 216,137
Residential construction loans 16,722 0 0 16,722 0 0 16,722
Other consumer loans 102,565 927 0 103,492 275 17 103,767
Total $ 5,057,232 $ 4,270 $ 29 $ 5,061,531 $ 56,417 $ 1,949 $ 5,117,948
An insignificant amount of interest income was recognized on nonaccrual loans during the year ended December 31, 2024.
When management determines that foreclosure is probable, expected credit losses for collateral dependent loans are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate. A loan is considered collateral dependent when the borrower is experiencing financial difficulty and the loan is expected to be repaid substantially through the operation or sale of the collateral. The class of loan represents the primary collateral type associated with the loan. Significant quarter over quarter changes are reflective of changes in nonaccrual status and not necessarily associated with credit quality indicators like appraisal value.
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The following tables present the amortized cost basis of collateral dependent loans by class of loan as of:
September 30, 2025
(dollars in thousands) Real Estate General
Business
Assets Other Total
Commercial and industrial loans:
Working capital lines of credit loans $ 536 $ 22,945 $ 638 $ 24,119
Non-working capital loans 52 7,633 5 7,690
Commercial real estate and multi-family residential loans:
Owner occupied loans 309 1,741 0 2,050
Agri-business and agricultural loans:
Loans secured by farmland 0 55 0 55
Consumer 1-4 family mortgage loans:
Closed end first mortgage loans 1,962 0 0 1,962
Open end and junior lien loans 2,164 0 0 2,164
Other consumer loans 0 0 283 283
Total $ 5,023 $ 32,374 $ 926 $ 38,323
December 31, 2024
(dollars in thousands) Real Estate General
Business
Assets Other Total
Commercial and industrial loans:
Working capital lines of credit loans $ 50 $ 64,023 $ 447 $ 64,520
Non-working capital loans 1,891 6,585 19 8,495
Commercial real estate and multi-family residential loans:
Owner occupied loans 318 3,512 0 3,830
Agri-business and agricultural loans:
Loans secured by farmland 0 71 0 71
Consumer 1-4 family mortgage loans:
Closed end first mortgage loans 1,121 0 0 1,121
Open end and junior lien loans 318 0 0 318
Other consumer loans 0 0 272 272
Total $ 3,698 $ 74,191 $ 738 $ 78,627
Loan Modifications Made to Borrowers Experiencing Financial Difficulty
The allowance for credit losses incorporates an estimate of lifetime expected credit losses using historical loss information. The Company uses a probability of default/loss given default model to determine an estimate which is recorded for each asset upon origination. Occasionally, the Company has reason to modify certain terms of loans for borrowers experiencing financial distress by providing the following forms of relief: forgiveness of loan principal, extension of repayment terms, interest rate reduction or an other than insignificant payment delay. The Company can make any or all of these types of concessions as part of such modifications. Since an estimate for historical losses is already included as a component of the allowance for credit losses, a change to the allowance for credit losses is generally not recorded at the time of such modifications unless the loan is individually analyzed and the modification changes the specific reserve allocation. In the event forgiveness of principal is provided, the amount of the forgiveness is charged off against the allowance for credit losses.
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The following table presents the amortized cost basis at the end of the reporting period of loans that were experiencing financial difficulty and received a modification of terms during the three and nine months ended September 30, 2025, by class and type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivables at the end of the reporting period is also presented below:
(dollars in thousands) Combination Principal Forgiveness and Interest Rate Reduction Total Modifications Total Class of Financing Receivable
Three and Nine Months Ended September 30, 2025
Consumer 1-4 family mortgage loans:
Open end and junior lien loans $ 1,994 $ 1,994 0.82 %
Total consumer 1-4 family mortgage loans 1,994 1,994 0.37
Total consumer loans 1,994 1,994 0.31
Total loan modifications made to borrowers experiencing financial difficulty $ 1,994 $ 1,994 0.04 %
The Company has no material commitments to lend additional funds to borrowers included in the previous table.
During the three and nine months ended September 30, 2024, no modifications were made to loans for borrowers experiencing financial difficulty.
The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty:
(dollars in thousands) Principal Forgiveness Weighted Average Interest Rate Reduction
Three and Nine Months Ended September 30, 2025
Commercial and industrial loans:
Working capital lines of credit loans (1) $ 28,607 7.00 %
Total commercial and industrial loans 28,607 7.00 %
Total commercial loans 28,607 7.00 %
Total financial effect of loan modifications made to borrowers experiencing financial difficulty $ 28,607 7.00 %
(1) Principal forgiveness of $ 28.6 million represents one $ 30.6 million working capital line of credit loan, of which $ 28.6 million was charged off. The remaining $ 2.0 million was financed into an open end and junior lien loan with a personal guarantor of the forgiven loan. The modified note is collateralized by several of the guarantor's commercial and residential real estate properties.
The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty by reviewing the delinquency and payment default status of such loans to understand the effectiveness of its relief efforts.
At September 30, 2025, no loans receiving a modification due to borrower financial difficulty within the previous twelve months were greater than 30 days or more past due.
Upon the Company's determination that a modified loan (or portion thereof) has subsequently been deemed uncollectible, the loan (or a portion thereof) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.
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NOTE 5. BORROWINGS
For the periods ended below, advances from the Federal Home Loan Bank of Indianapolis ("FHLBI") were as follows:
(dollars in thousands) September 30, 2025 December 31, 2024
Short-term fixed rate bullet advance, 4.31 %, due October 3, 2025
$ 55,000 $ 0
Long-term fixed rate bullet advance, 0.00 %, due March 12, 2035
1,200 0
Total $ 56,200 $ 0
For the period ended September 30, 2025, the Company had advances outstanding from the Federal Home Loan Bank of Indianapolis ("FHLBI") of $ 56.2 million. The fixed rate bullet advance of $ 55.0 million due October 3, 2025 had an interest rate of 4.31 %. The fixed rate bullet advance of $ 1.2 million due March 12, 2035 had an interest rate of 0.00 %. The $ 1.2 million advance is a rate-subsidized Community Development Financial Institution ("CDFI") Rate Buydown Advance offered by the FHLBI. The Company extended a low cost loan to a qualifying CDFI within its operating footprint that was then funded by the fixed rate advance from the Rate Buydown Advance program. For the period ended December 31, 2024, the Company had no advances outstanding with the FHLBI. There were no Federal Funds purchased outstanding at September 30, 2025 and December 31, 2024.
On October 10, 2025, the Company renewed an unsecured revolving credit agreement with a financial institution allowing the Company to borrow up to $ 30.0 million. The credit agreement has a one year term which may be amended, extended, modified or renewed. Funds provided under the agreement can be used to repurchase shares of the Company’s common stock under the share repurchase program, which was reauthorized by the Company’s board of directors on April 8, 2025, and expires on April 30, 2027, and for general operations. The credit agreement includes a negative pledge agreement whereby the Company agrees not to pledge or otherwise encumber the stock of the Bank. There was no outstanding balance on the credit agreement at September 30, 2025 and December 31, 2024.
NOTE 6. FAIR VALUE DISCLOSURES
Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values:
Level 1 Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.
Level 2 Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.
The Company used the following methods and significant assumptions to estimate the fair value of each type of financial instrument:
Securities: Securities available-for-sale are valued primarily by a third party pricing service. The fair values of securities available-for-sale are determined on a recurring basis by obtaining quoted prices on nationally recognized securities exchanges (Level 1 inputs) or pricing models which utilize significant observable inputs such as matrix pricing. This is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2 inputs). These models utilize the market approach with standard inputs that include, but are not limited to benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data. For certain municipal securities that are not rated and observable inputs about the specific issuer are not available, fair values are estimated using observable data from other municipal securities presumed to be similar or other market data on other non-rated municipal securities (Level 3 inputs).
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The Company’s Finance Department, which is responsible for all accounting and SEC disclosure compliance, and the Company’s Treasury Department, which is responsible for investment portfolio management and asset/liability modeling, are the two areas that determine the Company’s valuation policies and procedures. Both of these areas report directly to the Executive Vice President and Chief Financial Officer of the Company. For assets or liabilities that may be considered for Level 3 fair value measurement on a recurring basis, these two departments and the Executive Vice President and Chief Financial Officer determine the appropriate level of the assets or liabilities under consideration. If there are new assets or liabilities that are determined to be Level 3 by this group, the Risk Management Committee of the Company and the Audit Committee of the Board are made aware of such assets at their next scheduled meeting.
Securities pricing is obtained from a third party pricing service and all security prices are tested annually against prices from another third party provider and reviewed with a market value price tolerance variance that varies by sector: municipal securities +/- 5 %, government MBS/CMO +/- 3 % and U.S. treasuries +/- 1 %. If any securities fall outside the tolerance threshold and have a variance of $ 100,000 or more, a determination of materiality is made for the amount over the threshold. Any security that would have a material threshold difference would be further investigated to determine why the variance exists and if any action is needed concerning the security pricing for that individual security. Changes in market value are reviewed monthly in aggregate by security type and any material changes are reviewed to determine why they exist. At least annually, the pricing methodology of the pricing service is received and reviewed to support the fair value levels used by the Company. A detailed pricing evaluation is requested and reviewed on any security determined to be fair valued using unobservable inputs by the pricing service.
Mortgage banking derivative: The fair values of mortgage banking derivatives are based on observable market data as of the measurement date (Level 2).
Interest rate swap derivatives: Our derivatives are traded in an over-the-counter market where quoted market prices are not always available. Therefore, the fair values of derivatives are determined using quantitative models that utilize multiple market inputs. The inputs will vary based on the type of derivative, but could include interest rates, prices and indices to generate continuous yield or pricing curves, prepayment rates, and volatility factors to value the position. The majority of market inputs are actively quoted and can be validated through external sources, including brokers, market transactions and third-party pricing services. The fair value of interest rate swap derivatives is determined by pricing or valuation models using observable market data as of the measurement date (Level 2).
Collateral dependent loans: Collateral dependent loans with specific allocations of the allowance for credit losses are generally based on the fair value of the underlying collateral when repayment is expected solely from the collateral. Fair value is determined using several methods. Generally, the fair value of real estate is based on appraisals by qualified third party appraisers. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and result in a Level 3 classification of the inputs for determining fair value. In addition, the Company’s management routinely applies internal discount factors to the value of appraisals used in the fair value evaluation of collateral dependent loans. The deductions to the appraisals take into account changing business factors and market conditions, as well as value impairment in cases where the appraisal date predates a likely change in market conditions. Commercial real estate is generally discounted from its appraised value by 30 - 50 % with the higher discounts applied to real estate that is determined to have a thin trading market or to be specialized collateral. In addition to real estate, the Company’s management evaluates other types of collateral as follows: (a) raw materials inventory is discounted from its cost or book value by 40 - 60 %, depending on the marketability of the goods; (b) finished goods are generally discounted by 40 - 60 %, depending on the ease of marketability, cost of transportation or scope of use of the finished good; (c) work in process inventory is typically discounted by 60 %- 100 %, depending on the length of manufacturing time, types of components used in the completion process, and the breadth of the user base; (d) equipment is valued at a percentage of depreciated book value or recent appraised value, if available, and is typically discounted at 20 - 50 % after various considerations including age and condition of the equipment, marketability, breadth of use, and whether the equipment includes unique components or add-ons; and (e) marketable securities are discounted by 10 %- 30 %, depending on the type of investment, age of valuation report and general market conditions. This methodology is based on a market approach and typically results in a Level 3 classification of the inputs for determining fair value.
Mortgage servicing rights: As of September 30, 2025, the value of the Company’s Level 3 servicing assets for residential mortgage loans (“MSRs”) was $ 1.7 million, carried at amortized cost and no valuation reserve. These residential mortgage loans have a weighted average interest rate of 3.9 %, a weighted average maturity of 20 years and are secured by homes generally within the Company’s market area of Northern Indiana and Indianapolis. A third-party valuation is used to estimate fair value by stratifying the portfolios on the basis of certain risk characteristics, including loan type and interest rate. Impairment is estimated based on an income approach. The inputs used include estimates of prepayment speeds, discount rate,
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cost to service, escrow account earnings, contractual servicing fee income, ancillary income, late fees and float income. The most significant assumption used to value MSRs is prepayment rate. Prepayment rates are estimated based on published industry consensus prepayment rates. The most significant unobservable assumption is the discount rate. At September 30, 2025, the constant prepayment speed (“PSA”) used was 163 and used a discount rate of 9.5 %. At December 31, 2024, the PSA used was 157 and the discount rate used was 10.0 %.
Other real estate owned: Nonrecurring adjustments to certain commercial and residential real estate properties, classified as other real estate owned, are measured at the lower of carrying amount or fair value less costs to sell. Fair values are generally based on third party appraisals of the property and are reviewed by the Company’s internal appraisal officer. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable properties used to determine value. Such adjustments are usually significant and result in a Level 3 classification. In addition, the Company’s management may apply discount factors to the appraisals to take into account changing business factors and market conditions, as well as value impairment in cases where the appraisal date predates a likely change in market conditions. In cases where the carrying amount exceeds the fair value, less costs to sell, an impairment loss is recognized.
Real estate mortgage loans held-for-sale : Real estate mortgage loans held-for-sale are carried at the lower of cost or fair value, as determined by outstanding commitments, from third party investors, and result in a Level 2 classification.
The tables below present the balances of assets measured at fair value on a recurring basis:
September 30, 2025
Fair Value Measurements Using Assets
at Fair Value
(dollars in thousands) Level 1 Level 2 Level 3
Assets:
U.S. Treasury securities $ 5,001 $ 0 $ 0 $ 5,001
U.S. government sponsored agency securities 0 117,067 0 117,067
Mortgage-backed securities: residential 0 448,208 0 448,208
State and municipal securities 0 457,212 4,450 461,662
Total securities available-for-sale 5,001 1,022,487 4,450 1,031,938
Mortgage banking derivative 0 73 0 73
Interest rate swap derivative 0 15,641 0 15,641
Total assets $ 5,001 $ 1,038,201 $ 4,450 $ 1,047,652
Liabilities:
Mortgage banking derivative $ 0 $ 1 $ 0 $ 1
Interest rate swap derivative 0 15,642 0 15,642
Total liabilities $ 0 $ 15,643 $ 0 $ 15,643
December 31, 2024
Fair Value Measurements Using Assets
at Fair Value
(dollars in thousands) Level 1 Level 2 Level 3
Assets:
U.S. government sponsored agency securities $ 0 $ 109,435 $ 0 $ 109,435
Mortgage-backed securities: residential 0 422,409 0 422,409
State and municipal securities 0 454,922 4,660 459,582
Total securities available-for-sale 0 986,766 4,660 991,426
Mortgage banking derivative 0 94 0 94
Interest rate swap derivative 0 25,403 0 25,403
Total assets $ 0 $ 1,012,263 $ 4,660 $ 1,016,923
Liabilities:
Interest rate swap derivative $ 0 $ 25,403 $ 0 $ 25,403
Total liabilities $ 0 $ 25,403 $ 0 $ 25,403
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The fair value of Level 3 available-for-sale securities was immaterial and thus did not require additional recurring fair value disclosure.
The tables below present the balances of assets measured at fair value on a nonrecurring basis:
September 30, 2025
Fair Value Measurements Using Assets
at Fair Value
(dollars in thousands) Level 1 Level 2 Level 3
Assets
Collateral dependent loans:
Commercial and industrial loans:
Working capital lines of credit loans $ 0 $ 0 $ 1,671 $ 1,671
Non-working capital loans 0 0 3,118 3,118
Commercial real estate and multi-family residential loans:
Owner occupied loans 0 0 817 817
Agri-business and agricultural loans:
Loans secured by farmland 0 0 21 21
Total collateral dependent loans 0 0 5,627 5,627
Total assets $ 0 $ 0 $ 5,627 $ 5,627
December 31, 2024
Fair Value Measurements Using Assets
at Fair Value
(dollars in thousands) Level 1 Level 2 Level 3
Assets
Collateral dependent loans:
Commercial and industrial loans:
Working capital lines of credit loans $ 0 $ 0 $ 23,174 $ 23,174
Non-working capital loans 0 0 3,281 3,281
Commercial real estate and multi-family residential loans:
Owner occupied loans 0 0 664 664
Agri-business and agricultural loans:
Loans secured by farmland 0 0 32 32
Total collateral dependent loans 0 0 27,151 27,151
Total assets $ 0 $ 0 $ 27,151 $ 27,151
The following table presents the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a non-recurring basis at September 30, 2025:
(dollars in thousands) Fair Value Valuation Methodology Unobservable Inputs Average Range of Inputs
Collateral dependent loans:
Commercial and industrial $ 4,789 Collateral based measurements Discount to reflect current market conditions and ultimate collectability 44 % 1 %- 99 %
Collateral dependent loans:
Commercial real estate and multi-family residential loans 817 Collateral based measurements Discount to reflect current market conditions and ultimate collectability 37 % 13 %- 61 %
Collateral dependent loans:
Agri-business and agricultural 21 Collateral based measurements Discount to reflect current market conditions and ultimate collectability 61 %
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The following table presents the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a non-recurring basis at December 31, 2024:
(dollars in thousands) Fair Value Valuation Methodology Unobservable Inputs Average Range of Inputs
Collateral dependent loans:
Commercial and industrial $ 26,455 Collateral based measurements Discount to reflect current market conditions and ultimate collectability 51 % 4 %- 99 %
Collateral dependent loans:
Commercial real estate and multi-family residential loans 664 Collateral based measurements Discount to reflect current market conditions and ultimate collectability 54 %
Collateral dependent loans:
Agri-business and agricultural 32 Collateral based measurements Discount to reflect current market conditions and ultimate collectability 54 %
The following tables contain the estimated fair values and the related carrying values of the Company’s financial instruments. Items that are not financial instruments are not included.
September 30, 2025
Carrying
Value Estimated Fair Value
(dollars in thousands) Level 1 Level 2 Level 3 Total
Financial Assets:
Cash and cash equivalents $ 192,836 $ 192,836 $ 0 $ 0 $ 192,836
Securities available-for-sale 1,031,938 5,001 1,022,487 4,450 1,031,938
Securities held-to-maturity 132,799 0 113,804 0 113,804
Real estate mortgages held-for-sale 725 0 739 0 739
Loans, net 5,180,451 0 0 5,110,207 5,110,207
Mortgage banking derivative 73 0 73 0 73
Interest rate swap derivative 15,641 0 15,641 0 15,641
Federal Reserve and Federal Home Loan Bank Stock 21,420 N/A N/A N/A N/A
Accrued interest receivable 28,667 0 7,730 20,937 28,667
Financial Liabilities:
Certificates of deposit $ 785,749 $ 0 $ 783,237 $ 0 $ 783,237
All other deposits 5,238,569 5,238,569 0 0 5,238,569
Federal Home Loan Bank advances:
Short-term advance 55,000 55,000 0 0 55,000
Long-term advance 1,200 0 781 0 781
Mortgage banking derivative 1 0 1 0 1
Interest rate swap derivative 15,642 0 15,642 0 15,642
Standby letters of credit 262 0 0 262 262
Accrued interest payable 8,628 430 8,198 0 8,628
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December 31, 2024
Carrying
Value Estimated Fair Value
(dollars in thousands) Level 1 Level 2 Level 3 Total
Financial Assets:
Cash and cash equivalents $ 168,205 $ 168,205 $ 0 $ 0 $ 168,205
Securities available-for-sale 991,426 0 986,766 4,660 991,426
Securities held-to-maturity 131,568 0 113,107 0 113,107
Real estate mortgages held-for-sale 1,700 0 1,733 0 1,733
Loans, net 5,031,988 0 0 4,916,231 4,916,231
Mortgage banking derivative 94 0 94 0 94
Interest rate swap derivative 25,403 0 25,403 0 25,403
Federal Reserve and Federal Home Loan Bank Stock 21,420 N/A N/A N/A N/A
Accrued interest receivable 28,446 0 8,178 20,268 28,446
Financial Liabilities:
Certificates of deposit $ 855,876 $ 0 $ 851,933 $ 0 $ 851,933
All other deposits 5,045,090 5,045,090 0 0 5,045,090
Interest rate swap derivative 25,403 0 25,403 0 25,403
Standby letters of credit 294 0 0 285 285
Accrued interest payable 15,117 425 14,692 0 15,117
NOTE 7. OFFSETTING ASSETS AND LIABILITIES
The following tables summarize gross and net information about financial instruments and derivative instruments that are offset in the statement of financial position or that are subject to an enforceable master netting arrangement at September 30, 2025 and December 31, 2024.
September 30, 2025
Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Statement of Financial Position Net Amounts presented in the Statement of Financial Position Gross Amounts Not Offset in the Statement of Financial Position Net Amount
(dollars in thousands) Financial Instruments Cash Collateral Position
Assets
Interest Rate Swap Derivatives $ 15,641 $ 0 $ 15,641 $ 0 $ ( 13,515 ) $ 2,126
Total Assets $ 15,641 $ 0 $ 15,641 $ 0 $ ( 13,515 ) $ 2,126
Liabilities
Interest Rate Swap Derivatives $ 15,642 $ 0 $ 15,642 $ 0 $ 0 $ 15,642
Total Liabilities $ 15,642 $ 0 $ 15,642 $ 0 $ 0 $ 15,642
December 31, 2024
Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Statement of Financial Position Net Amounts presented in the Statement of Financial Position Gross Amounts Not Offset in the Statement of Financial Position Net Amount
(dollars in thousands) Financial Instruments Cash Collateral Position
Assets
Interest Rate Swap Derivatives $ 25,403 $ 0 $ 25,403 $ 0 $ ( 21,815 ) $ 3,588
Total Assets $ 25,403 $ 0 $ 25,403 $ 0 $ ( 21,815 ) $ 3,588
Liabilities
Interest Rate Swap Derivatives $ 25,403 $ 0 $ 25,403 $ 0 $ 0 $ 25,403
Total Liabilities $ 25,403 $ 0 $ 25,403 $ 0 $ 0 $ 25,403
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If an event of default occurs causing an early termination of an interest rate swap derivative, any early termination amount payable to one party by the other party may be reduced by set-off against any other amount payable by the one party to the other party. If a default in performance of any obligation of a repurchase agreement occurs, each party will set-off property held in respect of transactions against obligations owing in respect of any other transactions.
NOTE 8. EARNINGS PER SHARE
Basic earnings per common share is net income divided by the weighted average number of common shares outstanding during the period, which includes shares held in treasury on behalf of participants in the Company’s Directors Fee Deferral Plan, and share repurchases. Diluted earnings per common share includes the dilutive effect of additional potential common shares issuable under stock based awards and warrants, none of which were antidilutive.
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Weighted average shares outstanding for basic earnings per common share 25,703,699 25,684,407 25,708,543 25,673,275
Dilutive effect of stock based awards 117,661 83,332 95,779 81,082
Weighted average shares outstanding for diluted earnings per common share 25,821,360 25,767,739 25,804,322 25,754,357
Basic earnings per common share $ 1.03 $ 0.91 $ 2.86 $ 2.70
Diluted earnings per common share $ 1.03 $ 0.91 $ 2.85 $ 2.69
NOTE 9. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The following tables summarize the changes within each classification of accumulated other comprehensive income (loss) for the three months ended September 30, 2025 and 2024, all shown net of tax:
(dollars in thousands) Unrealized Gains and Losses on Available-
for-Sales Securities Defined Benefit Pension Items Total
Balance at July 1, 2025
$ ( 160,573 ) $ ( 548 ) $ ( 161,121 )
Other comprehensive income (loss) before reclassification 20,023 0 20,023
Amounts reclassified from accumulated other comprehensive income (loss) 385 10 395
Net current period other comprehensive income (loss) 20,408 10 20,418
Balance at September 30, 2025 $ ( 140,165 ) $ ( 538 ) $ ( 140,703 )
(dollars in thousands) Unrealized Gains and Losses on Available-
for-Sales Securities Defined Benefit Pension Items Total
Balance at July 1, 2024
$ ( 169,746 ) $ ( 712 ) $ ( 170,458 )
Other comprehensive income (loss) before reclassification 31,925 0 31,925
Amounts reclassified from accumulated other comprehensive income (loss) 385 12 397
Net current period other comprehensive income (loss) 32,310 12 32,322
Balance at September 30, 2024 $ ( 137,436 ) $ ( 700 ) $ ( 138,136 )
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The following tables summarize the changes within each classification of accumulated other comprehensive income (loss) for the nine months ended September 30, 2025 and 2024, all shown net of tax:
(dollars in thousands) Unrealized Gains and Losses on Available-
for-Sales Securities Defined Benefit Pension Items Total
Balance at January 1, 2025 $ ( 165,932 ) $ ( 568 ) $ ( 166,500 )
Other comprehensive income (loss) before reclassification 24,608 0 24,608
Amounts reclassified from accumulated other comprehensive income (loss) 1,159 30 1,189
Net current period other comprehensive income (loss) 25,767 30 25,797
Balance at September 30, 2025
$ ( 140,165 ) $ ( 538 ) $ ( 140,703 )
(dollars in thousands) Unrealized Gains and Losses on Available-
for-Sales Securities Defined Benefit Pension Items Total
Balance at January 1, 2024 $ ( 154,460 ) $ ( 735 ) $ ( 155,195 )
Other comprehensive income (loss) before reclassification 15,825 0 15,825
Amounts reclassified from accumulated other comprehensive income (loss) 1,199 35 1,234
Net current period other comprehensive income (loss) 17,024 35 17,059
Balance at September 30, 2024
$ ( 137,436 ) $ ( 700 ) $ ( 138,136 )
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Reclassifications out of other accumulated other comprehensive income (loss) for the three months ended September 30, 2025 are as follows:
Details about
Accumulated Other
Comprehensive
Income (Loss) Components Amount
Reclassified From Accumulated Other Comprehensive Income (Loss) Affected Line Item
in the Statement Where Net Income is Presented
(dollars in thousands)
Amortization of unrealized losses on held-to-maturity securities $ ( 489 ) Interest income
Tax effect 104 Income tax expense
( 385 ) Net of tax
Amortization of defined benefit pension items ( 14 ) Other expense
Tax effect 4 Income tax expense
( 10 ) Net of tax
Total reclassifications for the period $ ( 395 ) Net income
Reclassifications out of other accumulated comprehensive income (loss) for the three months ended September 30, 2024 are as follows:
Details about
Accumulated Other
Comprehensive
Income (Loss) Components Amount
Reclassified From Accumulated Other Comprehensive Income (Loss) Affected Line Item
in the Statement Where Net Income is Presented
(dollars in thousands)
Amortization of unrealized losses on held-to-maturity securities $ ( 488 ) Interest income
Tax effect 103 Income tax expense
( 385 ) Net of tax
Amortization of defined benefit pension items ( 16 ) Other expense
Tax effect 4 Income tax expense
( 12 ) Net of tax
Total reclassifications for the period $ ( 397 ) Net income
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Reclassifications out of accumulated comprehensive income (loss) for the nine months ended September 30, 2025 are as follows:
Details about
Accumulated Other
Comprehensive
Income (Loss) Components Amount
Reclassified From Accumulated Other Comprehensive Income (Loss) Affected Line Item
in the Statement Where Net Income is Presented
(dollars in thousands)
Amortization of unrealized losses on held-to-maturity securities $ ( 1,468 ) Interest income
Tax effect 309 Income tax expense
( 1,159 ) Net of tax
Amortization of defined benefit pension items ( 40 ) Other expense
Tax effect 10 Income tax expense
( 30 ) Net of tax
Total reclassifications for the period $ ( 1,189 ) Net income
Reclassifications out of accumulated other comprehensive income (loss) for the nine months ended September 30, 2024 are as follows:
Details about
Accumulated Other
Comprehensive
Income (Loss) Components Amount
Reclassified From Accumulated Other Comprehensive Income (Loss) Affected Line Item
in the Statement Where Net Income is Presented
(dollars in thousands)
Amortization of unrealized losses on held-to-maturity securities $ ( 1,473 ) Interest income
Realized gains and (losses) on available-for-sale securities ( 46 ) Net securities gains (losses)
Tax effect 320 Income tax expense
( 1,199 ) Net of tax
Amortization of defined benefit pension items ( 47 ) Other expense
Tax effect 12 Income tax expense
( 35 ) Net of tax
Total reclassifications for the period $ ( 1,234 ) Net income
NOTE 10. LEASES
The Company leases certain office facilities under long-term operating lease agreements. The leases expire at various dates through 2044 and some include renewal options. Many of these leases require the payment of property taxes, insurance premiums, maintenance, utilities and other costs. In many cases, rentals are subject to increase in relation to a cost-of-living index. The Company accounts for lease and non-lease components together as a single lease component. The Company determines if an arrangement is a lease at inception. Operating leases are recorded as a right-of-use ("ROU") lease asset and are included in other assets on the consolidated balance sheet. The Company's corresponding lease obligations are included in other liabilities on the consolidated balance sheet. ROU lease assets represent the Company's right to use an underlying asset for the lease term and lease obligations represent the Company's obligation to make lease payments arising from the lease. Operating ROU lease assets and obligations are recognized at the commencement date based on the present value of lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The ROU lease asset also includes any lease payments made and excludes lease incentives. The Company's lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option.
Lease expense for lease payments is recognized on a straight-line basis over the lease term. Short-term leases are leases having a term of twelve months or less. The Company recognizes short-term leases on a straight-line basis and does not record a related lease asset or liability for such leases, as allowed as a practical expedient of the standard.
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The following is a maturity analysis of the operating lease liabilities as of September 30, 2025:
Years ending December 31, (in thousands) Operating Lease Obligation
2025 $ 250
2026 971
2027 919
2028 869
2029 743
2030 and thereafter 5,852
Total undiscounted lease payments 9,604
Less imputed interest ( 2,355 )
Lease liability $ 7,249
Right-of-use asset $ 7,249
Three Months Ended September 30, Nine Months Ended September 30,
(dollars in thousands) 2025 2024 2025 2024
Lease cost
Operating lease cost $ 233 $ 198 $ 630 $ 544
Short-term lease cost 1 2 3 6
Total lease cost $ 234 $ 200 $ 633 $ 550
Other information
Operating cash outflows from operating leases $ 233 $ 198 $ 630 $ 544
Weighted-average remaining lease term - operating leases 6.8 years 7.9 years 6.8 years 7.9 years
Weighted average discount rate - operating leases 3.8 % 3.6 % 3.8 % 3.6 %
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.