What changed in this filing

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Item 1. Financial Statements

2025-05-14 compared with 2024-11-13 · 185 added, 507 removed, 616 unchanged (53% of the section changed)

Financial Statements

Financial Information

National Bankshares, Inc.

1 unchanged sentence

(in thousands, except share and per share data)

September 30, 2024

March 31, 2025

December 31, 2024

6 unchanged sentences

Mortgage loans held for sale

Loans, net of unearned income and deferred fees and costs

Real estate construction loans

Consumer real estate loans

Commercial real estate loans

Commercial non real estate loans

Public sector and IDA loans

Consumer non real estate loans

deferred fees and costs

Loans, net of deferred fees and costs

allowance for credit losses

2 unchanged sentences

Core deposit intangible, net

Bank-owned life insurance

Bank-owned life insurance ("BOLI")

Liabilities and Stockholders' Equity

12 unchanged sentences

Common stock of $ 1.25 par value and additional paid in capital.

Authorized 10,000,000

issued and outstanding 6,360,973 (including 4,379 unvested) shares at

September 30, 2024 and 5,893,782 (including 4,095 unvested) shares at December 31,

Authorized 10,000,000 shares;

issued and outstanding 6,363,371 (including 4,961 unvested) shares as of March 31, 2025 and December 31, 2024

Retained earnings

4 unchanged sentences

National Bankshares, Inc.

Cons olidated Statements of Income

Three Months Ended September 30,

(in thousands, except share and per share data)

Interest Income

Interest and fees on loans

Interest on federal funds sold

Interest on interest-bearing deposits

Interest on securities – taxable

Interest on securities – nontaxable

Total interest income

Interest Expense

Interest on time deposits

Interest on other deposits

Interest on borrowings

Total interest expense

Net interest income

Recovery of credit losses

Net interest income after recovery of credit losses

Noninterest Income

Service charges on deposit accounts

Other service charges and fees

Credit and debit card fees, net

Gain on sale of mortgage loans

Total noninterest income

Noninterest Expense

Salaries and employee benefits

Occupancy, furniture and fixtures

Data processing and ATM

FDIC assessment

Intangible asset amortization

Net costs of other real estate owned

Franchise taxes

Professional services

Merger-related expenses

Other operating expenses

Total noninterest expense

Income before income tax expense

Income tax expense

Basic net income per common share

Fully diluted net income per common share

Weighted average number of common shares outstanding, basic

Weighted average number of common shares outstanding, fully diluted

See accompanying notes to consolidated financial statements.

National Bankshares, Inc.

Consolidated Statements of Comprehensive Income (Loss)

Three Months Ended September 30, 2024 and 2023

September 30,

(in thousands)

Other Comprehensive Income (Loss), Net of Tax

Unrealized holding gain (loss) on available for sale securities net of tax of $ 4,284 and

($ 4,099 ) for the periods ended September 30, 2024 and 2023, respectively

Other comprehensive income (loss), net of tax

Total Comprehensive Income (Loss)

National Bankshares, Inc.

Consoli dated Statements of Income

Nine Months Ended September 30,

Three Months Ended March 31,

(in thousands, except share and per share data)

9 unchanged sentences

Interest on other deposits

Interest on borrowings

Total interest expense

6 unchanged sentences

Credit and debit card fees, net

Gain on sale of investment

Gain on sale of mortgage loans

Realized securities loss, net

Gain on sale of mortgage loans held for sale

Total noninterest income

5 unchanged sentences

Intangible asset amortization

Net costs of other real estate owned

Franchise taxes

Professional services

Merger-related expenses

Contract termination

Merger-related expense

Conversion expense

Other operating expenses

3 unchanged sentences

Basic net income per common share

Fully diluted net income per common share

Diluted net income per common share

Weighted average number of common shares outstanding, basic

Weighted average number of common shares outstanding, fully diluted

Dividends declared per common share

Weighted average number of common shares outstanding, diluted

See accompanying notes to consolidated financial statements.

National Bankshares, Inc.

Consolidate d Statements of Comprehensive Income

Nine Months Ended September 30, 2024 and 2023

September 30,

Consolidate d Statements of Comprehensive Income (Loss)

Three Months Ended March 31, 2025 and 2024

For the Three Months Ended March 31,

(in thousands)

1 unchanged sentence

Unrealized holding gain (loss) on available for sale securities net of tax of $ 2,017 and

($ 2,268 ) for the periods ended September 30, 2024 and 2023, respectively

Reclassification adjustment for loss included in net income, net of tax of $ 700 in 2023

($ 887 ) for the periods ended March 31, 2025 and 2024, respectively

Other comprehensive income (loss), net of tax

Total Comprehensive Income

Total Comprehensive Income (Loss)

See accompanying notes to consolidated financial statements.

1 unchanged sentence

Consolidated Statem ents of Changes in Stockholders’ Equity

Three Months Ended September 30, 2024 and 2023

(in thousands except share data)

Common Stock and Additional Paid-in Capital

Retained Earnings

Accumulated Other Comprehensive Loss

Balances at June 30, 2023

Other comprehensive loss, net of tax of ($ 4,099 )

Stock based compensation

Balances at September 30, 2023

Balances at June 30, 2024

Other comprehensive income, net of tax of $ 4,284

Stock based compensation

Balances at September 30, 2024

See accompanying notes to consolidated financial statements.

Nine Months Ended September 30, 2024 and 202 3

(in thousands except share data)

Common Stock and Additional Paid-in Capital

Retained Earnings

Accumulated Other Comprehensive Loss

Three Months Ended March 31, 2025 and 2024

(in thousands except per share data)

Paid-in Capital

Comprehensive

Balances at December 31, 2023

Adoption of ASU 2016-13

Cash dividends of $ 1.73 per share

Other comprehensive loss, net of tax of ($ 887 )

Stock based compensation

Balances at September 30, 2023

Balances at March 31, 2024

Balances at December 31, 2024

Acquisition of Frontier Community Bank

Cash dividends of $ 0.73 per share

Other comprehensive income, net of tax of $ 2,017

Stock based compensation

Balances at September 30, 2024

Balances at March 31, 2025

See accompanying notes to consolidated financial statements.

1 unchanged sentence

Consolidat ed Statements of Cash Flows

Nine Months Ended September 30, 2024 and 2023

September 30,

Three Months Ended March 31, 2025 and 2024

For the Three Months Ended March 31,

(in thousands)

3 unchanged sentences

Depreciation of premises and equipment

Core deposit intangible amortization

Net accretion of acquisition accounting estimates

Amortization of premiums and accretion of discounts, net

Loss on sale of securities available for sale, net

Loss on disposal of repossessed assets

Increase in cash value of bank-owned life insurance

Amortization of premiums and accretion of discounts on securities, net

Amortization of core deposit intangible

Accretion of fair value of acquired loans

Amortization of fair value of acquired time deposits and leases

Origination of mortgage loans held for sale

1 unchanged sentence

Gain on sale of mortgage loans held for sale

Increase in cash value of bank-owned life insurance

Equity based compensation expense

5 unchanged sentences

Cash Flows from Investing Activities

Proceeds from calls, principal payments, sales and maturities of securities available for sale

Proceeds from repayments of mortgage-backed securities

Proceeds from calls, sales and maturities of securities available for sale

Net change in restricted stock

2 unchanged sentences

Loan originations and principal collections, net

Proceeds from sale of repossessed assets

Recoveries on loans charged off

Purchases of premises and equipment

Proceeds from sale of premises and equipment

BOLI settlement

Cash acquired in the acquisition, net of cash paid

Net cash (used in) provided by investing activities

Net cash used in investing activities

Cash Flows from Financing Activities

1 unchanged sentence

Net change in other deposits

Cash dividends paid

Repayment of borrowings

Net cash used in financing activities

Net cash provided by financing activities

Net change in cash and cash equivalents

1 unchanged sentence

Cash and cash equivalents at end of period

For the Three Months Ended March 31,

(in thousands)

Supplemental Disclosures of Cash Flow Information

Interest paid on deposits and borrowings

Income taxes paid

Cash payments for:

Interest on deposits and borrowings

Supplemental Disclosure of Noncash Activities

Loans charged against the allowance for credit losses

Loans transferred to repossessed assets

Unrealized holding gain (loss) on securities available for sale

Lease liabilities arising from obtaining right-of-use assets during the period

Unrealized holding gains (losses) on securities available for sale

See accompanying notes to consolidated financial statements.

1 unchanged sentence

Notes t o Consolidated Financial Statements

September 30, 2024

March 31, 2025

$ in thousands, except per share data

3 unchanged sentences

(“NBFS”) (collectively, the “Company”), conform to accounting principles generally accepted in the United States of America (“GAAP”) and to general practices within the banking industry.

All significant intercompany accounts and transactions between the Company and its subsidiaries have been eliminated.

All intercompany accounts and transactions between the Company and its subsidiaries have been eliminated.

The accompanying interim period consolidated financial statements are unaudited;

however, in the opinion of the Company’s management, all adjustments consisting of normal recurring adjustments, which are necessary for a fair presentation of the consolidated financial statements, have been included.

Application of the principles of GAAP and practices within the banking industry requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes.

Application of the principles of GAAP and practices within the banking industry require management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes.

These estimates, assumptions, and judgments are based on information available as of the date of the financial statement;

2 unchanged sentences

Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance of credit losses on loans and acquisition accounting.

The results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of results of operations for the full year or any other interim period.

The results of operations for the three months ended March 31, 2025 are not necessarily indicative of results of operations for the full year or any other interim period.

The interim period consolidated financial statements and financial information included in this Form 10-Q should be read in conjunction with the notes to consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (“2024 Form 10-K”).

The Company’s significant accounting policies followed in preparation of the unaudited consolidated financial statements are disclosed in Note 1 of the 2023 Form 10-K.

The Company’s significant accounting policies followed in preparation of the unaudited consolidated financial statements are disclosed in Note 1 of the Company's 2024 Form 10-K.

All amounts and disclosures included in this quarterly report as of December 31, 2024, were derived from the Company’s audited consolidated financial statements.

2 unchanged sentences

The Company posts all reports required to be filed under the Securities Exchange Act of 1934 on its web site at www.nationalbankshares.com .

In addition to applying significant accounting policies disclosed in Note 1 of the 2023 Form 10-K, the Company implemented accounting policies appropriate for its merger with Frontier Community Bank (“FCB”).

Business combinations are accounted for under Accounting Standards Codification (“ASC”) 805, Business Combinations, using the acquisition method of accounting.

The acquisition method of accounting requires an acquirer to record at fair value on the acquisition date the assets acquired and the liabilities assumed.

To determine the fair values, the Company relies on internal or third-party valuations, such as appraisals, valuations based on discounted cash flow analyses, or other valuation techniques.

Under the acquisition method of accounting, the Company identifies the acquirer and the closing date and applies applicable recognition principles and conditions.

Acquisition-related costs are costs the Company incurs to effect a business combination.

Those costs include advisory, legal, accounting, valuation, and other professional or consulting fees.

Some other examples of costs to the Company include systems conversions, integration planning consultants and advertising costs.

The Company accounts for acquisition-related costs as expenses in the periods in which the costs are incurred and the services are received, with one exception.

The costs to issue debt or equity securities are recognized in accordance with other applicable GAAP.

These acquisition-related costs have been and will be included within the consolidated statements of income classified within the noninterest expenses caption.

The most significant assessment of fair value in the Company’s accounting for business combinations relates to the valuation of an acquired loan portfolio.

At acquisition, loans are classified as either (i) purchase credit-deteriorated (“PCD”) loans or (ii) non-PCD loans and are recorded at fair value on the date of acquisition.

PCD loans are those for which there is more than insignificant evidence of credit deterioration since origination.

Fair values are determined primarily through a discounted cash flow approach which considers the acquired loans’ underlying characteristics, including account types, remaining terms, annual interest rates, interest types, timing of principal and interest payments, current market rates, and remaining balances.

Estimates of fair value also include estimates of default, loss severity, and estimated prepayments.

At acquisition, an allowance for credit losses (“ACL”) for PCD loans is determined based upon the Company’s methodology for estimating the ACL on loans.

This allowance is credited to the ACL on loans with a corresponding adjustment to the amortized cost basis of the loan on the date of the acquisition.

The difference between the new amortized cost basis and the unpaid principal balance is either a noncredit discount or premium that is amortized or accreted to interest income over the remaining life of the loan.

Disposals of PCD loans, which may include sale of loans to third parties, receipt of payments in full or in part from the borrower or foreclosure of the collateral, result in removal of the loan from the loan portfolio at its carrying amount.

For non-PCD loans, an ACL is established in a manner that is consistent with the Company’s originated loans.

The ACL is determined using the Company’s methodology and the related ACL for non-PCD loans is recorded through a charge to the provision for credit losses in the period in which the loans are purchased or acquired.

The entirety of any purchase discount or premium on non-PCD loans is amortized or accreted to interest income over the remaining life of the loan.

In accordance with ASC 805, the Company also identified intangible assets acquired.

Intangible assets lack physical substance but have contractual or other legal rights or are capable of being sold or exchanged either on their own or in combination with a related contract, asset or liability.

Intangible assets are initially recorded at fair value.

Determining fair value is subjective, requiring the use of estimates, assumptions and management judgment.

Intangible assets that have finite lives are amortized over their estimated useful lives and are subject to impairment testing.

Upon acquisition of FCB, the Company recognized a core deposit intangible asset, which represents the value of customer deposit relationships.

Core deposit intangible assets are amortized over an estimated useful life of 10 years using an accelerated method which approximates the estimated attrition of the acquired deposits.

Risks and Uncertainties

16 unchanged sentences

Disaggregation of Income Statement Expenses.” ASU 2024-03 requires public companies to disclose, in the notes to the financial statements, specific information about certain costs and expenses at each interim and annual reporting period.

This includes disclosing amounts related to employee compensation, depreciation, and intangible asset amortization.

This includes disclosing amounts related to employee compensation, depreciation, and intangible asset

amortization.

In addition, public companies will need to provide qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively.

3 unchanged sentences

Business Combination

On June 1, 2024 (the “Acquisition Date”), the Company completed its acquisition of FCB, a Virginia chartered commercial bank, in accordance with the definitive merger agreement that was entered into on January 23, 2024, by and among the Company, the Bank and FCB.

Upon completion of the merger, former FCB shareholders received a combination of the Company's common stock and cash.

On June 1, 2024 (the “Acquisition Date”), the Company completed its acquisition of Frontier Community Bank ("FCB"), a Virginia chartered commercial bank headquartered in Waynesboro, Virginia, in accordance with the definitive merger agreement entered on January 23, 2024, by and among the Company, the Bank and FCB.

Upon completion of the merger, FCB merged with and into the Bank.

Each share of FCB common stock was converted into either $ 14.48 in cash or 0.4250 shares of the Company’s common stock, with FCB shareholders having the ability to elect the merger consideration to be received, subject to the allocation and proration procedures set forth in the FCB Merger Agreement.

The Company issued 464,855 shares of common stock and paid cash consideration of $ 2,050 to former FCB shareholders in the acquisition.

As a result of the transaction, the Bank expanded its operations into the Waynesboro, Staunton and Lynchburg, Virginia markets.

The acquisition of FCB was accounted for as a business combination using the acquisition method of accounting.

1 unchanged sentence

The excess of the purchase price over the fair value of the net assets was recorded as provisional goodwill and represents the benefit from the transaction that is not otherwise quantifiable, including expected management and operational synergies and intangible assets that do not qualify for separate recognition.

The Company will keep the measurement of goodwill open for twelve months following the Acquisition Date in order to reflect any adjustments to the fair value of assets acquired and liabilities assumed that may arise during the Company’s final review procedures of any updated information.

The Company does not expect that any portion of goodwill will be deductible.

The following table presents the calculation of the purchase price and the fair value of the identifiable assets and liabilities.

Please refer to the Company’s 2024 Form 10-K, Note 22:

Business Combinations for additional information of the acquisition of FCB.

The following table presents the calculation of the purchase price and the fair value of the identifiable assets and liabilities as of the Acquisition Date.

As Recorded by FCB

18 unchanged sentences

Total identifiable liabilities assumed

Provisional fair value of net assets acquired

Provisional goodwill

Fair value of net assets acquired

(1) The Company issued 464,855 shares of its common stock valued at $ 30.76 per share, which was the closing price of the Company’s common stock on May 31, 2024, the last day of trading prior to the consummation of the acquisition.

3 unchanged sentences

Outstanding and vested options were settled at the difference between $ 14.48 and the strike price and totaled $ 281 .

Management made significant estimates and exercised significant judgment in accounting for the acquisition of FCB.

The following is a brief description of the valuation methodologies used to estimate the fair values of major categories of assets acquired and liabilities assumed.

The Company utilized a valuation specialist to assist with the determination of fair values for certain acquired assets and assumed liabilities.

Cash and equivalents

Included in cash and equivalents are an investment in time deposits of other financial institutions, valued at the present value of the expected contractual payments discounted at market rates for instruments with similar terms.

The estimated fair value of the acquired portfolio of debt securities was based on quoted market prices.

All of the acquired portfolio was sold upon completion of the acquisition.

The fair valuation process identified loans with credit risk indicators that qualified for PCD status.

PCD and non-PCD loans were then evaluated for credit risk and other fair value indicators.

Consistent with GAAP, FCB’s related allowance for credit losses on loans and deferred fees and costs were not recorded.

Credit risk was quantified using a probability of default (“PD”)/loss given default(“LGD”) methodology from a market participant perspective and applied to each loan’s outstanding principal balance.

PD/LGD rates were tailored to PCD or non-PCD status.

Other fair value indicators were quantified using a discounted cash flow methodology, with discounts applied for current market rates, credit risk and liquidity.

Cash flows were generated based upon the loans’ underlying characteristics and estimated prepayment speeds.

The following table provides information on PCD and non-PCD loans as of the Acquisition Date:

Non-PCD Loans

Number of loans

FCB recorded value

Discount for credit risk

Discount for non-credit factors

Premises and equipment

The fair value of premises acquired was based on a recent third-party appraisal.

Acquired equipment was based on the remaining net book value of FCB, which approximated fair value.

Core Deposit Intangible

Core deposit relationships provide a stable source of funds for lending and contribute to profitability.

The core deposit intangible was valued using an income approach focused on cost savings, which recognizes the cost savings represented by the expense of maintaining the core deposit base versus the cost of an alternative funding source.

The valuation incorporates assumptions related to account retention, discount rates, deposit interest rates, deposit maintenance costs and alternative funding rates.

right of use asset, lease liability and fair value

Right of use assets (included in other assets) and lease liabilities (included in other liabilities) for branch locations were measured at the acquisition date.

The fair value of leases was determined by applying a discounted cash flow methodology discounted by current lease rates within the appropriate market.

Deposits were valued using methods appropriate to their characteristics.

The fair value of noninterest bearing demand deposits, interest bearing demand deposits, money market and savings deposit accounts were assumed to approximate the carrying value as these accounts have no stated maturity and are payable on demand.

Time deposits were valued at the present value of the expected contractual payments discounted at market rates for instruments with similar terms.

The estimated fair value of borrowings was determined by obtaining payoff quotes from the lender.

Borrowings were paid off upon completion of the acquisition.

Deferred Tax Asset

Application of fair value measurements resulted in an increase to the deferred tax asset, included in other assets.

(3) The Company kept the measurement of goodwill open until December 31, 2024 in order to reflect any adjustments to the fair value of assets acquired and liabilities assumed that arose during the Company’s final review procedures.

The Company recorded a small measurement period adjustment to goodwill between the acquisition date and December 31, 2024.

For more information, please refer to the Company’s 2024 Form 10-K, Note 17:

Goodwill and Other Intangibles.

Loans and Allowance for Credit Losses

Loans as of September 30, 2024 include acquired loans at their outstanding principal balance, net of the remaining purchase discount of $ 7,886 .

Originated loans as of September 30, 2024 and December 31, 2023 are presented at amortized cost, net of unearned income and deferred fees and costs.

Loans include acquired loans and originated loans.

Acquired loans are presented at their outstanding principal balance, net of the remaining purchase discount of $ 7,312 as of March 31, 2025 and $ 7,564 as of December 31, 2024.

Originated loans as of March 31, 2025 and December 31, 2024 are presented at amortized cost, net of deferred fees and costs.

The following table presents the composition of the loan portfolio, excluding mortgage loans held for sale, as of the dates indicated.

September 30, 2024

December 31, 2023

Real estate construction

4 unchanged sentences

Consumer non real estate

Less unearned income and deferred fees and costs

Loans, net of unearned income and deferred fees and costs

Less deferred fees and costs

Loans, net of deferred fees and costs

Allowance for credit losses on loans

Total loans, net

Accrued interest receivable of $ 3,269 at September 30, 2024 and $ 3,032 at December 31, 2023 is not included in total loans above.

Accrued interest receivable of $ 3,384 at March 31, 2025 and $ 3,299 at December 31, 2024 is not included in total loans above.

Past Due and Nonaccrual Loans

The following tables present the aging of past due loans, by loan pool, as of the dates indicated.

September 30, 2024

Accruing Current Loans

Accruing Loans

30 – 89 Days Past Due

Accruing Loans

90 or More Days Past Due

Nonaccrual Loans

Accruing and Nonaccrual

90 or More Days Past Due

March 31, 2025

Real Estate Construction

16 unchanged sentences

December 31, 2024

Accruing Current Loans

Accruing Loans

30 – 89 Days Past Due

Accruing Loans

90 or More Days Past Due

Nonaccrual Loans

Accruing and Nonaccrual

90 or More Days Past Due

Real Estate Construction

16 unchanged sentences

The following table presents nonaccrual loans, by loan class, as of the dates indicated:

September 30, 2024

March 31, 2025

December 31, 2024

1 unchanged sentence

Commercial real estate owner-occupied

Commercial Non Real Estate

Commercial and industrial

During the three and nine months ended September 30, 2024, no accrued interest receivable was reversed against interest income.

No accrued interest receivable was reversed against interest income during the three months ended March 31, 2025 or March 31, 2024.

Allowance for Credit Losses on Loans (“ACLL”)

The following tables present the activity in the ACLL by portfolio segment for the periods indicated:

Activity in the ACLL for the Nine Months Ended September 30, 2024

Activity in the ACLL for the Three Months Ended March 31, 2025

Real Estate Construction

6 unchanged sentences

Provision for (recovery of) credit losses

Merger adjustment (1)

Balance, September 30, 2024

(1) Adjustment for PCD acquired loans.

Activity in the ACLL for the Nine Months Ended September 30, 2023

Real Estate Construction

Consumer Real Estate

Commercial Real Estate

Commercial Non Real Estate

Public Sector and IDA

Consumer Non Real Estate

Balance, March 31, 2025

Activity in the ACLL for the Three Months Ended March 31, 2024

Balance, December 31, 2023

Adoption of ASU 2016-13

Provision for (recovery of) credit losses

Balance, September 30, 2023

Balance, March 31, 2024

Activity in the ACLL for the Year Ended December 31, 2024

Real Estate Construction

Consumer Real Estate

Commercial Real Estate

Commercial Non Real Estate

Public Sector and IDA

Consumer Non Real Estate

Balance, December 31, 2023

Adoption of ASU 2016-13

Provision for (recovery of) for credit losses

Provision for (recovery of) credit losses

Merger adjustment (1)

Balance, December 31, 2024

(1) Adjustment for PCD acquired loans.

The following tables present information about the ACLL for individually evaluated loans and collectively evaluated loans by portfolio segment as of the dates indicated.

ACLL by Segment and Evaluation Method

September 30, 2024

March 31, 2025

Real Estate Construction

8 unchanged sentences

December 31, 2024

Real Estate Construction

Consumer Real Estate

Commercial Real Estate

Commercial Non Real Estate

Public Sector and IDA

Consumer Non Real Estate

Individually evaluated

1 unchanged sentence

The following tables present information about individually evaluated loans and collectively evaluated loans by portfolio segment as of the dates indicated.

Loans by Segment and Evaluation Method as of

September 30, 2024

Loans by Segment and Evaluation Method

March 31, 2025

Real Estate Construction

6 unchanged sentences

Collectively evaluated

Loans by Segment and Evaluation Method as of

Loans by Segment and Evaluation Method

December 31, 2024

Real Estate Construction

Consumer Real Estate

Commercial Real Estate

Commercial Non Real Estate

Public Sector and IDA

Consumer Non Real Estate

Individually evaluated

3 unchanged sentences

Collateral dependent loans are individually evaluated.

The Company measures the ACLL

on collateral dependent loans based upon the fair value of the collateral, as permitted by ASU 2016-13.

The Company measures the ACLL on collateral dependent loans based upon the fair value of the collateral.

Fair value of the collateral is adjusted for liquidation costs/discounts.

1 unchanged sentence

If the fair value of the collateral exceeds the amortized cost, no ACLL is required.

As of September 30, 2024, four of the Company’s individually evaluated loans were collateral dependent.

As of March 31, 2025, three of the Company’s individually evaluated loans were collateral dependent.

As of December 31, 2024, three of the Company’s individually evaluated loans were collateral dependent.

All collateral dependent loans were secured by real estate as of September 30, 2024 and December 31, 2023.

The following table details the amortized cost of the collateral dependent loans as of the dates indicated:

September 30, 2024

All collateral dependent loans were secured by real estate as of March 31, 2025 and December 31, 2024.

The following table provides detail on collateral dependent loans as of the dates indicated:

March 31, 2025

December 31, 2024

Related Allowance

Consumer Real Estate

Residential closed-end first lien

Commercial Real Estate

3 unchanged sentences

The Company categorizes loans by risk based on relevant information about the ability of borrowers to service their debt, including:

collateral and financial information, historical payment experience, credit documentation and current economic trends, among other factors.

collateral and financial information, payment history, credit documentation and current economic trends, among other factors.

At origination, each loan is assigned a risk rating.

Ongoing analysis of the loan portfolio adjusts risk ratings on an individual loan basis to reflect updated information.

Loans rated pass have acceptable credit quality.

Loans rated special mention have potential weakness due to challenging economic or financial conditions.

Loans rated classified have well-defined weaknesses that heighten the risk of default.

The tables below present the loan portfolio by amortized cost basis, year of origination, loan class and credit quality, and gross charge-offs for the nine months ended September 30, 2024 and year ended December 31, 2023.

General descriptions of risk ratings are as follows:

loans with acceptable credit quality are rated pass.

• Special mention:

loans with potential weakness due to challenging economic or financial conditions are rated special mention.

• Classified:

loans with well-defined weaknesses that heighten the risk of default are rated classified.

The following tables present the amortized cost basis of the loan portfolio by year of origination, loan class and credit quality as of March 31, 2025 and December 31, 2024, and gross charge-offs by year of origination for the three months ended March 31, 2025 and the year ended December 31, 2024.

Term Loans Amortized Cost Basis by Origination Year

September 30, 2024

March 31, 2025

Construction, residential

2 unchanged sentences

Special Mention

YTD gross charge-offs

Residential closed-end junior liens

5 unchanged sentences

Commercial real estate, other

Special Mention

Commercial and industrial

Special Mention

YTD gross charge-offs

Public sector and IDA

12 unchanged sentences

Residential closed-end first liens

YTD gross charge-offs

Special mention

Residential closed-end junior liens

Investor-owned residential real estate

Investor-owned residential real

Special mention

Multifamily residential real estate

Commercial real estate, owner occupied

Commercial real estate, owner

Special mention

4 unchanged sentences

YTD gross charge-offs

Special mention

YTD gross charge-offs

5 unchanged sentences

Loan Modifications to Borrowers Experiencing Financial Difficulty

The Company modifies loans for a variety of reasons.

At the date of modification, the Company assesses whether the borrower is experiencing financial difficulty.

If the borrower is experiencing financial difficulty, the loan’s risk rating is evaluated and is typically changed to special mention or classified, which results in individual evaluation of the loan for the ACLL.

Two loans were modified for borrowers experiencing financial difficulty during the first three months of 2024.

These loans were modified again during the three months ended September 30, 2024.

There was one loan to a borrower experiencing financial difficulty that was modified during the nine months ended September 30, 2023.

The following table presents information as of September 30, 2024 about loans modified for borrowers experiencing financial difficulty during the nine months ended September 30, 2024.

September 30, 2024

Amortized Cost Basis

Type of Modification

On the date a loan is modified, the Company assesses whether the borrower is experiencing financial difficulty.

If the borrower is experiencing financial difficulty, the loan is risk rated special mention or classified, as determined appropriate.

If the loan exceeds $ 400 , if it is placed in nonaccrual, or if foreclosure is probable, the loan is individually evaluated for the ACLL.

During the three months ended March 31, 2025, no loans were modified for borrowers experiencing financial difficulty.

During the three months ended March 31, 2024, the Company modified two loans to borrowers experiencing financial difficulty.

The following table presents information as of March 31, 2024 about loans modified for borrowers experiencing financial difficulty during the three months ended March 31, 2024.

March 31, 2024

Financial Effect

1 unchanged sentence

Commercial real estate owner-occupied

Interest only payments

Interest only

6 months of interest only payments, re-amortization of the balance to contractual maturity

1 unchanged sentence

Commercial and industrial

Term extension

Renewal of single-payment note for an additional 3 months

The following table presents information as of September 30, 2023 about loans modified for borrowers experiencing financial difficulty during the nine months ended September 30, 2023.

September 30, 2023

Amortized Cost Basis

Type of Modification

Financial Effect

Commercial Real Estate

Commercial real estate owner-occupied

Interest only

6 months of interest only payments,

re-amortization of the balance to contractual

The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty.

Both loans are in current status as of September 30, 2024.

There were no loans to borrowers experiencing financial difficulty that had a payment default during the three or nine months ended September 30, 2024 and 2023 and were modified in the twelve months prior to that default.

Default is determined at 90 or more days past due, upon charge-off, or upon foreclosure.

Modified loans in default are individually evaluated for the allowance for credit losses or if the modified loan is deemed uncollectible, the loan, or a portion of the loan, is written off and the allowance for credit losses is adjusted accordingly.

As of March 31, 2024, the loans were in current status and individually evaluated.

There were no modified loans to borrowers experiencing financial difficulty that had a payment default during the three months ended March 31, 2025 and 2024 and that were modified in the twelve months prior.

Default occurs when a payment is 90 days past due, the loan is fully or partially charged off or the Company forecloses on the collateral.

Consumer Real Estate Loans In Process of Foreclosure

As of September 30, 2024 , the Company had three consumer real estate loans totaling $ 397 in process of foreclosure.

As of December 31, 2023 , one consumer real estate loan of $ 7 was in process of foreclosure.

As of March 31, 2025 , the Company had one consumer real estate loan with an amortized cost of $ 122 in process of foreclosure.

As of December 31, 2024 , three consumer real estate loans totaling $ 37 were in process of foreclosure.

ACL for Unfunded Commitments

The following tables present the balance and activity in the ACL for unfunded commitments for the nine months ended September 30, 2024 and 2023:

The following tables present the balance and activity in the ACL for unfunded commitments for the three months ended March 31, 2025 and 2024:

Allowance for Credit Losses on Unfunded Commitments

1 unchanged sentence

Recovery of credit losses

FCB acquisition

Balance, September 30, 2024

Allowance for Credit Losses on Unfunded Commitments

Balance, March 31, 2025

Balance, December 31, 2023

Adoption of ASU 2016-13

Recovery of credit losses

Balance, September 30, 2023

Balance, March 31, 2024

The amortized cost and estimated fair value of securities available for sale along with gross unrealized gains and losses as of the dates indicated are summarized as follows:

September 30, 2024

Unrealized Gains

Unrealized Losses

March 31, 2025

government agencies and corporations

4 unchanged sentences

December 31, 2024

Unrealized Gains

Unrealized Losses

government agencies and corporations

3 unchanged sentences

Total securities available for sale

No allowance for credit loss on securities available for sale was recorded as of September 30, 2024 or December 31, 2023.

Accrued interest receivable on securities, included in accrued interest receivable on the Consolidated Balance Sheets, totaled $ 3,379 at September 30, 2024 and $ 3,281 at December 31, 2023.

The deferred tax asset for the net unrealized loss on securities available for sale was $ 13,272 as of September 30, 2024 and $ 16,629 as of December 31, 2023.

No allowance for credit losses on securities available for sale was recorded as of March 31, 2025 or December 31, 2024.

Accrued interest receivable on securities, included in accrued interest receivable on the Consolidated Balance Sheets, totaled $ 3,289 at March 31, 2025 and $ 3,170 at December 31, 2024.

The deferred tax asset for the net unrealized loss on securities available for sale was $ 14,488 as of March 31, 2025 and $ 16,506 as of December 31, 2024.

The deferred tax asset is included in other assets on the Consolidated Balance Sheets.

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

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

Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

Mortgage-backed securities included in these totals are categorized by final maturity.

September 30, 2024

March 31, 2025

Amortized Cost

6 unchanged sentences

Information pertaining to securities with gross unrealized losses aggregated by investment category and length of time that the individual securities have been in a continuous loss position, as of the dates indicated, follows.

September 30, 2024

March 31, 2025

Less Than 12 Months

12 Months or More

Gross Unrealized

government agencies and corporations

6 unchanged sentences

12 Months or More

Gross Unrealized

government agencies and corporations

5 unchanged sentences

Consideration is given to the extent to which the fair value is less than cost, the financial condition and near-term prospects of the issuer, and the intent and ability of the Company to retain its investment in the security for a period of time sufficient to allow for any anticipated recovery in fair value.

At September 30, 2024, the Company had 563 securities with a fair value of $ 599,897 in an unrealized loss position.

At March 31, 2025, the Company had 545 securities with a fair value of $ 571,226 in an unrealized loss position.

The Company reviews securities in an unrealized loss position to evaluate credit risk.

The Company considers payment history, risk ratings from external parties, financial statements for municipal and corporate securities, public statements from issuers and other available credible published sources in evaluating credit risk.

No credit risk was found and no ACL on securities available for sale was recorded as of September 30, 2024.

No credit losses were found and no ACL on securities available for sale was recorded as of March 31, 2025.

The unrealized losses are attributed to noncredit-related factors, including changes in interest rates and other market conditions.

3 unchanged sentences

Restricted Stock.

The Company holds restricted stock that is reported separately from available for sale securities.

The Company held restricted stock of $ 1,848 as of March 31, 2025 and December 31, 2024.

Restricted stock is reported separately from available for sale securities.

As a member of the Federal Reserve and the Federal Home Loan Bank of Atlanta (“FHLB”), NBB is required to maintain certain minimum investments in the common stock of those entities.

4 unchanged sentences

At its discretion, the FHLB may declare dividends on the stock.

In addition to dividends, NBB also benefits from its membership with FHLB through eligibility to borrow from the FHLB, using as collateral NBB’s capital stock investment in the FHLB and qualifying NBB real estate mortgage loans totaling $ 507,498 at September 30, 2024.

The Company’s management reviews for impairment based upon the ultimate recoverability of the cost basis of the FHLB stock, and at September 30, 2024, did not determine any impairment.

The Company’s management reviews for impairment based upon the ultimate recoverability of the cost basis of the FHLB stock, and at March 31, 2025, did not determine any impairment.

Realized Securities Gains and Losses

The Company initiated sale of FCB’s securities portfolio upon completion of the acquisition, and no gain or loss was recorded.

During the first nine months of 2023, the Company realized net securities losses of $ 3,332 on the sale of securities with an amortized cost basis of $ 46,850 .

The sales were part of the Company’s interest rate risk management strategy.

There were no sales of securities during the three months ended March 31, 2025 or 2024.

Defined Benefit Plan

The following table presents components of Net Periodic Benefit Cost for the periods indicated:

Pension Benefits

Three Months Ended September 30,

Interest cost

Expected return on plan assets

Recognized net actuarial loss

Net periodic benefit income

Pension Benefits

Nine Months Ended September 30,

The following table presents components of net periodic benefit cost (income) for the periods indicated:

Net Periodic Benefit Cost (Income)

Three Months Ended March 31,

Interest cost

4 unchanged sentences

All other components are included in other operating expense in the Consolidated Statements of Income.

In April of 2024, the Company made a contribution of $ 3,000 to the defined benefit plan.

Fair Value Measurements

27 unchanged sentences

Fair Value Measurement Using

September 30, 2024

March 31, 2025

government agencies and corporations

17 unchanged sentences

Level 2 inputs are subject to a certain degree of uncertainty and changes in these assumptions or methodologies in the future, if any, may impact securities fair value, deferred tax assets or liabilities, or expense.

Interest Rate Loan Contracts and Forward Sale Commitments

The Company originates consumer real estate loans which it intends to sell to a correspondent lender.

Interest rate loan contracts and forward sale commitments result from originating loans held for sale and are derivatives reported at fair value.

The Company enters interest rate lock commitments with customers who apply for a loan which the Company intends to sell to a correspondent lender.

The interest rate loan contract ends when the loan closes or the customer withdraws their application.

Fair value of the interest rate loan contract is based upon the correspondent lender’s pricing quotes at the report date.

Fair value is adjusted for the estimated probability of the loan closing with the borrower.

At the time the Company enters into an interest rate loan contract with a customer, it also enters into a best efforts forward sales commitment with the correspondent lender.

If the loan is closed and funded, the best efforts commitment converts to a mandatory forward sales commitment.

Fair value is based on the gain or loss that would occur if the Company were to pair-off the transaction with the investor at the measurement date.

This is a Level 3 input.

The Company measures and reports best efforts commitments at fair value.

Interest rate loan contracts and forward sale commitments are valued based on quotes from the correspondent lender at the reporting date.

Pricing changes daily and if a loan has not been sold to the correspondent by the next reporting date, the fair value may be different from that reported currently.

Changes in fair value measurement impacts net income.

As of September 30, 2024, three funded loans gave rise to a liability for the forward sales commitment.

The Company had one rate lock commitment as of December 31, 2023, resulting in an asset for the interest rate loan contract and a liability for the forward sales commitment, and one funded loan resulting in a forward sales commitment.

The following tables present information on the interest rate loan contracts and forward sale commitments as of the date indicated:

Fair Value Measurement Using

September 30, 2024

Forward sale commitment

September 30, 2024

Valuation Technique

Unobservable Input

Range (Weighted Average)

Forward sale commitment

Market approach

Pull-through rate

Forward sale commitment

Market approach

Current reference price

101.99 % - 102.63 % ( 102.14 ) (2)

Fair Value Measurement Using

December 31, 2023

Interest rate loan contract

Forward sale commitment

December 31, 2023

Valuation Technique

Unobservable Input

Range (Weighted Average)

Interest rate loan contract

Market approach

Pull-through rate

Forward sale commitment

Market approach

Pull-through rate

Interest rate loan contract

Market approach

Current reference price

Forward sale commitment

Market approach

Current reference price

101.60 % - 102.64 % ( 101.98 %) (2)

(1) All contracts are valued using the same pull-through rate

(2) Current reference prices were weighted by the relative amount of the loan

(3) Comprised of only one loan.

Financial Instruments Measured at Fair Value on a Non-Recurring Basis

7 unchanged sentences

As such, the Company records any fair value adjustments on a nonrecurring basis.

A liability of $ 3 for the fair value of loans held for sale was recorded as of September 30, 2024 .

No nonrecurring fair value adjustments were recorded on loans held for sale at December 31, 2023.

No nonrecurring fair value adjustments were recorded on loans held for sale at March 31, 2025 or December 31, 2024.

Collateral Dependent Loans

11 unchanged sentences

Likewise, values for inventory and accounts receivables collateral are based on financial statement balances or aging reports (Level 3).

As of September 30, 2024 , one consumer real estate loan totaling $ 84 and three commercial real estate loans totaling $ 9,344 were collateral dependent.

Valuation of the consumer real estate loan and two of the commercial real estate loans were based upon third party evaluations (Level 2).

Valuation for one commercial real estate loan was based upon an internal evaluation (Level 3).

As of March 31, 2025 , three commercial real estate loans totaling $ 8,999 were collateral dependent.

Valuation was based upon outside appraisals (Level 2).

None of the measurements resulted in a specific allocation.

As of December 31, 2024, three commercial real estate loans totaling $ 9,259 were measured under the fair value of collateral method using third party appraisals (Level 2).

None of the measurements resulted in a specific allocation.

Fair Value Summary

2 unchanged sentences

Estimated Fair Value

September 30, 2024

March 31, 2025

Carrying Amount

10 unchanged sentences

Accrued interest payable

Forward sale commitment

Estimated Fair Value

4 unchanged sentences

Interest-bearing deposits

Federal funds sold

Securities available for sale

3 unchanged sentences

Bank-owned life insurance

Interest rate loan contract

Financial liabilities:

Accrued interest payable

Forward sale commitment

Components of Accumulated Other Comprehensive Loss

The following tables provide information about components of accumulated other comprehensive loss as of the dates indicated:

Net Unrealized Loss on Securities

Adjustments Related to Pension Benefits

Accumulated Other Comprehensive Loss

Balance at June 30, 2023

Unrealized holding loss on available for sale securities, net of

tax of ($ 4,099 )

Balance at September 30, 2023

Balance at June 30, 2024

Comprehensive

Balance at December 31, 2023

Unrealized holding loss on available for sale securities, net of

tax of ($ 887 )

Balance at September 30, 2024

Net Unrealized Loss on Securities

Adjustments Related to Pension Benefits

Accumulated Other Comprehensive Loss

Balance at March 31, 2024

Balance at December 31, 2024

1 unchanged sentence

tax of $ 2,017

Reclassification adjustment, net of tax of $ 700

Balance at September 30, 2023

Balance at December 31, 2023

Unrealized holding loss on available for sale securities, net of

tax of $ 3,357

Balance at September 30, 2024

Balance at March 31, 2025

Revenue Recognition

13 unchanged sentences

Safe deposit box rental fees are charged to the customer on an annual basis and recognized upon receipt of payment.

The Company determined that since

rentals and renewals occur fairly consistently over time, revenue is recognized on a basis consistent with the duration of the performance obligation.

Check ordering charges are transactional based, and therefore the Company’s performance obligation is satisfied, and related revenue recognized, at a point in time.

The Company determined that since rentals and renewals occur fairly consistently over time, revenue is recognized on a basis consistent with the duration of the performance obligation.

Check ordering charges are transaction based and therefore, the Company’s performance obligation is satisfied and related revenue recognized at a point in time.

Credit and Debit Card Fees

20 unchanged sentences

Trailer revenue is recorded over time, usually monthly or quarterly, as net asset value is determined.

OREO Gains and Losses

The Company records a gain or loss from the sale of other real estate owned (“OREO”) when control of the property transfers to the buyer, which generally occurs at the time of an executed deed.

When the Company finances the sale of OREO to the buyer, the Company assesses whether the buyer is committed to perform their obligations under the contract and whether collectability of the transaction price is probable.

Once these criteria are met, the OREO asset is derecognized and the gain or loss on sale is recorded upon the transfer of control of the property to the buyer.

The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of Topic 606, for the periods indicated.

Three Months Ended September 30,

Noninterest Income

In-scope of Topic 606:

Service charges on deposit accounts

Other service charges and fees

Credit and debit card fees, net

Insurance and Investment (included within Other Income in the Consolidated

Statements of Income)

Noninterest Income (in-scope of Topic 606)

Noninterest Income (out-of-scope of Topic 606)

Total noninterest income

Nine Months Ended September 30,

Three Months Ended March 31,

Noninterest Income

3 unchanged sentences

Credit and debit card fees, net

Insurance and Investment (included within Other Income in the Consolidated

Statements of Income)

Insurance and Investment (1)

Noninterest Income (in-scope of Topic 606)

1 unchanged sentence

Total noninterest income

(1) Included within other income in the Consolidated Statements of Income

The Company’s leases are recorded under ASC Topic 842, “Leases”.

18 unchanged sentences

The following tables present information about leases as of the dates and for the periods indicated:

September 30, 2024

December 31, 2023

Lease liability

2 unchanged sentences

Weighted average discount rate

For the Three Months Ended September 30,

Lease Expense

Operating lease expense

Short-term lease expense

Total lease expense

Cash paid for amounts included in lease liabilities

For the Nine Months Ended September 30,

For the Three Months Ended March 31,

Lease Expense

3 unchanged sentences

Cash paid for amounts included in lease liabilities

Right-of-use assets obtained in exchange for operating lease liabilities commencing

during the period

The following table presents a maturity schedule of undiscounted cash flows that contribute to the lease liability:

Undiscounted Cash Flow for the Period

September 30, 2024

Twelve months ending September 30, 2025

Twelve months ending September 30, 2026

Twelve months ending September 30, 2027

Twelve months ending September 30, 2028

Twelve months ending September 30, 2029

March 31, 2025

Twelve months ending March 31, 2026

Twelve months ending March 31, 2027

Twelve months ending March 31, 2028

Twelve months ending March 31, 2029

Twelve months ending March 31, 2030

Total undiscounted cash flows

1 unchanged sentence

Stock Based Compensation

The Company’s 2023 Stock Incentive Plan (“the Plan”) was approved by shareholders at the annual shareholders meeting on May 9, 2023.

The Plan provides for the grant of various forms of stock-based compensation awards that may be settled in, or based upon the value of, the Company’s common stock.

The Company’s 2023 Stock Incentive Plan (“the Plan”) provides for the grant of various forms of stock-based compensation awards that may be settled in, or based upon the value of, the Company’s common stock.

The maximum number of shares available for issuance under the Plan is 120,000 shares.

For further information on the Plan, refer to the Company’s Proxy Statement filed with the SEC on March 28, 2024 and the Company’s S-8 filed with the SEC on June 7, 2023.

The restricted stock has voting rights and rights to dividends, which are paid upon vest date.

For further information on the Plan, please refer to the Company’s 2024 Form 10-K.

Restricted Stock Awards

Under the Plan, non-employee directors receive restricted stock awards (“RSAs”) each June and December.

The RSAs are valued at the closing stock price on the grant date and expensed over the one-year vesting period.

Stock based compensation expense charged against income was $ 28 and $ 93 for the three and nine months ended September 30, 2024.

As of September 30, 2024 , expense of $ 61 related to the nonvested RSAs is expected to be recognized over the coming 12 months.

A summary of changes in the Company’s nonvested RSAs under the Plan for the nine months ended September 30, 2024 follows:

Weighted-Average Grant-Date Fair Value

Under the Plan, restricted stock awards (“RSAs”) were granted to non-employee directors as part of the semi-annual retainer and restricted stock units ("RSUs") were granted to certain executives.

The RSAs and RSUs were valued at the closing stock price on the grant date and expensed over a one-year vesting period.

Stock based compensation expense charged against income was $ 43 for the three months ended March 31, 2025 and $ 32 for the three months ended March 31, 2024.

As of March 31, 2025 , expense of $ 103 related to the nonvested RSAs and RSUs is expected to be recognized over the coming 12 months.

A summary of changes in the Company’s nonvested RSAs under the Plan for the three months ended March 31, 2025 follows:

Weighted-Average

Nonvested at January 1, 2025

Vested and released

Nonvested at September 30, 2024

Nonvested at March 31, 2025

Net Income Per Common Share

The factors used in the computation of net income per common share for the periods indicated are presented below:

For the Three Months Ended September 30,

Common Shares 1 (Denominator)

Basic net income per

Dilutive shares for restricted stock

Diluted net income per

For the Nine Months Ended September 30,

Common Shares 1 (Denominator)

For the Three Months Ended March 31,

Shares Weighted Average Outstanding

(Denominator)

Shares Weighted Average Outstanding

(Denominator)

Basic net income per

1 unchanged sentence

Diluted net income per

(1) Weighted average outstanding

RSA grants are disregarded in the computation of diluted net income per share if they are determined to be anti-dilutive.

There were no anti-dilutive RSAs for the three and nine months ended September 30, 2024 and September 30, 2023 .

There were no anti-dilutive RSAs for the three months ended March 31, 2025 and March 31, 2024 .

Note 12 – Goodwill and Other Intangibles

The aggregate amortization expense was $ 102 and $ 137 for the three and nine months ended September 30, 2024.

The following table provides information on the significant components of goodwill and other acquired intangible assets at September 30, 2024.

Gross Carrying Amount

Measurement Period Adjustment

The aggregate amortization expense was $ 97 for the three months ended March 31, 2025.

The following table provides information on the significant components of goodwill and other acquired intangible assets at March 31, 2025.

Beginning Balance

Accumulated Amortization

Net Carrying Amount

Ending Balance

Core deposit intangible

As of September 30, 2024, estimated future remaining amortization of the core deposit intangible within the years ending December 31, is as follows:

As of March 31, 2025, estimated future remaining amortization of the core deposit intangible within the years ending December 31, is as follows:

Amortization Expense

1 unchanged sentence

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

What changed 10-Q

Item 1. Financial Statements