Item 1. Financial Statements
Item 1 Financial
Statements
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED BALANCE
SHEETS
SEPTEMBER 30, 2025
AND DECEMBER 31, 2024
(IN
THOUSANDS EXCEPT PER SHARE AND SHARE DATA)
(UNAUDITED)
September 30,
December 31,
2025
2024
ASSETS
Cash and due from banks
13,686
$ 13,218
Interest-bearing deposits with banks
66,538
54,300
Federal funds sold
486
150
Total cash and cash equivalents
80,710
67,668
Investment securities available-for-sale, at fair value
96,153
95,984
Loans receivable
707,272
657,536
Allowance for credit losses
( 7,967 )
( 7,684 )
Net loans
699,305
649,852
Bank premises and equipment, net
16,689
17,070
Other real estate owned
89
87
Accrued interest receivable
3,849
3,458
Deferred taxes, net
3,837
4,809
Insurance benefit receivable
—
5,417
Right-of-use assets – operating leases
3,117
3,413
Other assets
6,975
7,167
Total assets
910,724
$ 854,925
LIABILITIES
Deposits:
Noninterest bearing
228,881
$ 224,938
Interest-bearing
570,495
525,044
Total deposits
799,376
749,982
Borrowed funds
21,986
24,986
Lease liabilities – operating leases
3,117
3,413
Accrued interest payable
1,491
1,442
Accrued expenses and other liabilities
5,226
4,361
Total liabilities
831,196
784,184
SHAREHBOLDERS’ EQUITY
Common stock - $ 2.00 par value; 50,000,000 shares authorized; 23,577,193 and
23,636,724 shares issued and outstanding at
September 30, 2025 and December 31, 2024, respectively
47,154
47,273
Additional paid-in-capital
14,390
14,451
Retained earnings
26,310
21,001
Accumulated other comprehensive loss
( 8,326 )
( 11,984 )
Total shareholders’ equity
79,528
70,741
Total liabilities and shareholders’ equity
910,724
$ 854,925
The accompanying notes
are an integral part of these consolidated financial statements.
3
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED
STATEMENTS OF INCOME
FOR THE THREE AND
NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
(IN
THOUSANDS EXCEPT SHARE AND PER SHARE DATA)
(UNAUDITED)
For the Three Months Ended September 30,
For the Nine Months Ended
September 30,
INTEREST AND DIVIDEND INCOME
2025
2024
2025
2024
Loans including fees
$ 11,217
9,728
$ 31,669
$ 28,316
Federal funds sold
4
2
9
5
Interest-earning deposits with banks
644
1,164
1,999
2,999
Investments
702
610
2,115
1,723
Dividends on equity securities (restricted)
42
43
126
129
Total interest and dividend income
12,609
11,547
35,918
33,172
INTEREST EXPENSE
Deposits
3,674
3,832
10,573
10,490
Borrowed funds
298
534
884
1,601
Total interest expense
3,972
4,366
11,457
12,091
NET INTEREST INCOME
8,637
7,181
24,461
21,081
PROVISION FOR CREDIT LOSSES
189
49
602
478
NET INTEREST INCOME AFTER PROVISION FOR
CREDIT LOSSES
8,448
7,132
23,859
20,603
NONINTEREST INCOME
Service charges and fees
1,003
995
2,779
2,877
Card processing and interchange
958
937
2,811
2,803
Financial services fees
335
304
1,009
998
Net gain on sales of available for sale securities
—
4
—
4
Net gain on sale and disposal of premises and equipment
—
3
2
23
Other noninterest income
203
183
747
574
Total noninterest income
2,499
2,426
7,348
7,279
NONINTEREST EXPENSES
Salaries and employee benefits
3,736
3,527
11,186
10,768
Occupancy and equipment expense
883
897
2,741
2,627
Data processing and telecommunications
660
628
1,959
1,889
Other operating expenses
2,098
1,777
5,976
5,360
Total noninterest expenses
7,377
6,829
21,862
20,644
INCOME BEFORE INCOME TAXES
3,570
2,729
9,345
7,238
INCOME TAX EXPENSE
812
621
2,147
1,660
NET INCOME
$ 2,758
2,108
$ 7,198
$ 5,578
Earnings per share
Basic and diluted
$ 0.12
0.09
$ 0.30
$ 0.24
Average Weighted Shares of Common Stock
Basic and diluted
23,590,909
23,658,248
23,608,168
23,695,385
The accompanying
notes are an integral part of these consolidated financial statements.
4
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME
FOR THE THREE AND
NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
(IN
THOUSANDS)
(UNAUDITED)
For the Three Months Ended
September 30,
For the Nine Months Ended
September 30,
2025
2024
2025
2024
NET INCOME
$ 2,758
$ 2,108
$ 7,198
$ 5,578
Other comprehensive income:
Investment securities activity
Unrealized gains arising during the period
2,531
3,532
4,630
3,261
Reclassification adjustment for net gains included in net income
—
( 4 )
—
( 4 )
Other comprehensive gains on investment securities
2,531
3,528
4,630
3,257
Related tax expense
( 531 )
( 742 )
( 972 )
( 685 )
TOTAL OTHER COMPREHENSIVE INCOME
2,000
2,786
3,658
2,572
TOTAL COMPREHENSIVE INCOME
$ 4,758
$ 4,894
$ 10,856
$ 8,150
The accompanying notes
are an integral part of these consolidated financial statements.
5
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED STATEMENTS
OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE THREE AND
NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
(IN THOUSANDS INCLUDING
SHARE DATA)
(UNAUDITED)
Shares of Common Stock
Common Stock
Additional Paid-in- Capital
Retained
Earnings
Accumulated Other
Comprehensive Loss
Total Shareholders’ Equity
Balance, June 30, 2024
23,676
$ 47,352
$ 14,479
$ 16,267
$ ( 11,867 )
$ 66,231
Net income
—
—
—
2,108
—
2,108
Other comprehensive income, net of tax
—
—
—
—
2,786
2,786
Repurchase of common stock
( 24 )
( 48 )
( 16 )
—
—
( 64 )
Balance, September 30, 2024
23,652
$ 47,304
$ 14,463
$ 18,375
$ ( 9,081 )
$ 71,061
Balance, December 31, 2023
23,746
$ 47,492
$ 14,514
$ 14,458
$ ( 11,653 )
$ 64,811
Net income
—
—
—
5,578
—
5,578
Other comprehensive income, net of tax
—
—
—
—
2,572
2,572
Cash dividend declared ($0.07 per share)
—
—
—
( 1,661 )
—
( 1,661 )
Repurchase of common stock
( 94 )
( 188 )
( 51 )
—
—
( 239 )
Balance, September 30, 2024
23,652
$ 47,304
$ 14,463
$ 18,375
$ ( 9,081 )
$ 71,061
Balance, June 30, 2025
23,601
$ 47,202
$ 14,416
$ 23,552
$ ( 10,326 )
$ 74,844
Net income
—
—
—
2,758
—
2,758
Other comprehensive income, net of tax
—
—
—
—
2,000
2,000
Repurchase of common stock
( 24 )
( 48 )
( 26 )
—
—
( 74 )
Balance, September 30, 2025
23,577
$ 47,154
$ 14,390
$ 26,310
$ ( 8,326 )
$ 79,528
Balance, December 31, 2024
23,637
$ 47,273
$ 14,451
$ 21,001
$ ( 11,984 )
$ 70,741
Net income
—
—
—
7,198
—
7,198
Other comprehensive income, net of tax
—
—
—
—
3,658
3,658
Cash dividend declared ($0.08 per share)
—
—
—
( 1,889 )
—
( 1,889 )
Repurchase of common stock
( 60 )
( 119 )
( 61 )
—
—
( 180 )
Balance, September 30, 2025
23,577
$ 47,154
$ 14,390
$ 26,310
$ ( 8,326 )
$ 79,528
The accompanying notes
are an integral part of these consolidated financial statements.
6
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED STATEMENTS
OF CASH FLOWS
FOR THE NINE MONTHS
ENDED SEPTEMBER 30, 2025 AND 2024
(IN
THOUSANDS)
(UNAUDITED)
2025
2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net income
$ 7,198
$ 5,578
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization
1,123
1,198
Provision for credit losses
602
478
Income on bank owned life insurance
—
( 57 )
Gain on sale of mortgage loans
( 17 )
( 9 )
Net gain on sale of securities available-for-sale
—
( 4 )
Gain on sale or disposal of premises and equipment
( 2 )
( 23 )
Gain on sale of other real estate owned
( 6 )
( 44 )
Loans originated for sale
( 760 )
( 329 )
Proceeds from sales of loans originated for sale
777
338
Net amortization/accretion of bond premiums/discounts
55
165
Deferred tax benefit
—
( 261 )
Net change in:
Accrued interest receivable
( 391 )
( 212 )
Other assets
427
( 532 )
Accrued interest payable
49
504
Accrued expenses and other liabilities
477
106
Net cash provided by operating activities
9,532
6,896
CASH FLOWS FROM INVESTING ACTIVITIES
Net increase in loans
( 50,009 )
( 9,307 )
Purchase of securities available-for-sale
( 5,270 )
( 14,011 )
Proceeds from repayments and maturities of securities available-for-sale
9,676
8,214
Proceeds from sales of securities available-for-sale
—
2,134
Net purchase of equity securities (restricted)
( 20 )
( 38 )
Payments for the purchase of premises and equipment and software
( 661 )
( 1,687 )
Proceeds from sale of premises and equipment
2
1,188
Proceeds from sale of other real estate owned
50
164
Proceeds from bank owned life insurance benefit
5,417
—
Net cash used in investing activities
( 40,815 )
( 13,343 )
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of long-term debt
( 3,000 )
—
Net change in noninterest bearing deposits
3,943
( 2,126 )
Net change in interest-bearing deposits
45,451
49,223
Dividends paid
( 1,889 )
( 1,661 )
Repurchase of common stock
( 180 )
( 239 )
Net cash provided by financing activities
44,325
45,197
Net increase in cash and cash equivalents
13,042
38,750
Cash and cash equivalents, beginning of the period
67,668
64,977
Cash and cash equivalents, end of the period
$ 80,710
$ 103,727
Supplemental disclosure of cash paid during the period for:
Interest
$ 11,408
$ 11,587
Taxes
1,620
1,550
Supplemental disclosure of non-cash transactions:
Transfer of loans to other real estate owned
46
1,023
Change in unrealized losses on securities available-for-sale
4,630
3,257
The accompanying notes
are an integral part of these consolidated financial statements.
7
NEW PEOPLES BANKSHARES, INC.
NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
NOTE 1 NATURE OF OPERATIONS
Nature of Operations
– New Peoples Bankshares, Inc. (New Peoples or the Company) is a financial holding company whose principal activity is the
ownership and management of a community bank, New Peoples Bank, Inc. (the Bank). New Peoples and the Bank are organized and incorporated
under the laws of the Commonwealth of Virginia. As a state-chartered member bank, the Bank is subject to regulation by the Virginia Bureau
of Financial Institutions, the Federal Deposit Insurance Corporation and the Board of Governors of the Federal Reserve System (the Federal
Reserve). The Bank provides general banking services to individuals, small and medium size businesses and the professional community
of southwest Virginia, southern West Virginia, western North Carolina and northeastern Tennessee. These services include commercial and
consumer loans along with traditional deposit products such as checking and savings accounts.
NOTE 2 SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
These consolidated
financial statements conform to U. S. generally accepted accounting principles (GAAP) and to general industry practices. In the opinion
of management, the accompanying consolidated financial statements contain all adjustments (consisting of only normal recurring accruals)
necessary to present fairly the Company’s financial position as of September 30, 2025 and December 31, 2024, and the results of
operations for the three- and nine-month periods ended September 30, 2025 and 2024. The Notes included herein should be read in conjunction
with the notes to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2024. The results of operations for interim periods are not necessarily indicative of the results of operations that may
be expected for a full year or any future period.
The consolidated
financial statements include New Peoples, the Bank, NPB Insurance Services, Inc., and NPB Web Services, Inc. (hereinafter, collectively
referred to as the Company, we, us or our). All significant intercompany balances and transactions have been eliminated. In accordance
with Accounting Standards Codification (ASC) 942, Financial Services – Depository and Lending, NPB Capital Trust I and 2 are not
included in the consolidated financial statements.
The preparation of
financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of
assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual results could differ from those estimates. The determination of the adequacy
of the allowance for credit losses is based on estimates that are particularly susceptible to significant changes in the economic environment
and market conditions.
Certain reclassifications
have been made to prior period amounts to conform to current period presentation. None of these reclassifications are considered material
and have no impact on net income or shareholders’ equity.
The Company’s
significant accounting policies followed in the preparation of the unaudited consolidated financial statements are disclosed in the Company’s
Annual report on Form 10-K. There have been no significant changes to the application of significant accounting policies since December
31, 2024 except for the following:
Accounting Standards
Adopted in 2025 –
In December 2023,
the Financial Accounting Standards Board (FASB) issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.”
The amendments in this ASU require an entity to disclose specific categories in the rate reconciliation and provide additional information
for reconciling items that meet a quantitative threshold, which is greater than five percent of the amount computed by multiplying pretax
income by the entity’s applicable statutory rate, on an annual basis. Additionally, the amendments in this ASU require an entity
to disclose the amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign taxes and the amount
of income taxes paid (net of refunds received) disaggregated by individual jurisdictions that are equal to or greater than five percent
of total income taxes paid (net of refunds received). Lastly, the amendments in this ASU require an entity to disclose income (or loss)
from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign and income tax expense (or
benefit) from continuing operations disaggregated by federal, state, and foreign. ASU 2023-09 was effective for the Company on January
1, 2025. The adoption of this standard had no material impact on the consolidated financial statements.
8
NOTE 3 EARNINGS
PER SHARE
Basic earnings per
share computations are based on the weighted average number of shares outstanding during each period. Diluted earnings per share reflect
the additional common shares that would have been outstanding if dilutive potential common shares had been issued. For the three- and
nine-month periods ended September 30, 2025 and 2024, there were no potential common shares. Basic and diluted net income per common
share calculations follow:
Schedule of basic and diluted net loss per common share calculations
(Dollars in thousands, except
per share data)
For the three months
ended September 30,
For the nine months
ended September 30,
2025
2024
2025
2024
Net income
$ 2,758
$ 2,108
$ 7,198
$ 5,578
Weighted average shares outstanding
23,590,909
23,658,248
23,608,168
23,695,385
Weighted average dilutive shares outstanding
23,590,909
23,658,248
23,608,168
23,695,385
Basic and diluted earnings per share
$ 0.12
$ 0.09
$ 0.30
$ 0.24
NOTE 4 CAPITAL
Capital Requirements
and Ratios
Banks and bank
holding companies are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines
and, additionally for banks, prompt corrective action regulations, involve quantitative measures of assets, liabilities, and certain
off-balance sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative
judgments by regulators. Failure to meet capital requirements can initiate regulatory action.
To qualify
as a "Small Bank Holding Company" under federal regulations, a bank must have consolidated assets of $3.0 billion or less.
The primary benefit of being deemed a "Small Bank Holding Company" is the exemption from the requirement to maintain consolidated
regulatory capital ratios; instead, regulatory capital ratios only apply at the subsidiary bank level.
The final rules
implementing Basel Committee on Banking Supervision’s capital guidelines for U.S. banks (BASEL III rules) became fully phased in
on January 1, 2019. Under the BASEL III rules, the Bank must hold a capital conservation buffer above the adequately capitalized risk-based
capital ratios. The capital conservation buffer required is 2.50%. At September 30, 2025, the Bank had a capital conservation buffer
of 8.05%. Amounts recorded to accumulated other comprehensive income (loss) are not included in computing regulatory capital. Management
believes as of September 30, 2025, the Bank met all capital adequacy requirements to which it was subject.
Prompt corrective
action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized
and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized,
regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth
and expansion, and capital restoration plans are required. At September 30, 2025, the most recent regulatory notifications categorized
the Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that
notification that management believes have changed the institution's category.
The Bank’s
actual capital amounts and ratios are presented in the following table as of September 30, 2025 and December 31, 2024, respectively.
9
Schedule of bank’s
actual capital amounts and ratios presented
Actual
Minimum Capital Requirement
Minimum to Be Well Capitalized Under Prompt Corrective Action Provisions
(Dollars in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
September 30, 2025:
Total capital to risk weighted assets
107,263
16.05 %
$ 53,471
8.00 %
$ 66,839
10.00 %
Tier 1 capital to risk weighted assets
98,907
14.80 %
40,103
6.00 %
53,471
8.00 %
Tier 1 capital to average assets
98,907
10.80 %
36,644
4.00 %
45,805
5.00 %
Common equity Tier 1 capital
to risk weighted assets
98,907
14.80 %
30,078
4.50 %
43,445
6.50 %
December 31, 2024:
Total capital to risk weighted assets
101,769
16.19 %
$ 50,300
8.00 %
$ 62,875
10.00 %
Tier 1 capital to risk weighted assets
93,907
14.94 %
37,725
6.00 %
50,300
8.00 %
Tier 1 capital to average assets
93,907
10.70 %
35,113
4.00 %
43,892
5.00 %
Common equity Tier 1 capital
to risk weighted assets
93,907
14.94 %
28,294
4.50 %
40,869
6.50 %
NOTE 5 INVESTMENT
SECURITIES
The amortized cost and estimated fair
value of available-for-sale (“AFS”) securities as of September 30, 2025 and December 31, 2024 are as follows:
Schedule of securities amortized cost and estimated fair value
Gross
Gross
Approximate
Amortized
Unrealized
Unrealized
Fair
(Dollars
in thousands)
Cost
Gains
Losses
Value
September
30, 2025
U.S.
Treasuries
$
7,105
$
18
$
199
$
6,924
U.S.
Government Agencies
9,241
64
397
8,908
Taxable
municipals
24,229
6
4,415
19,820
Corporate
bonds
2,500
7
159
2,348
Mortgage-backed
securities
63,618
202
5,667
58,153
Total
securities available-for-sale
$
106,693
$
297
$
10,837
$
96,153
December
31, 2024
U.S.
Treasuries
$
8,370
$
-
$
409
$
7,961
U.S.
Government Agencies
9,380
11
586
8,805
Taxable
municipals
23,940
-
5,416
18,524
Corporate
bonds
2,499
-
246
2,253
Mortgage-backed
securities
66,965
11
8,535
58,441
Total
securities available-for-sale
$
111,154
$
22
$
15,192
$
95,984
The following table
details unrealized losses and related fair values in the AFS portfolio. This information is aggregated by the length of time that individual
securities have been in a continuous unrealized loss position as of September 30, 2025 and December 31, 2024.
Schedule of fair value and gross unrealized losses on investment securities
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. Treasuries
$ —
$ —
$ 5,906
$ 199
$ 5,906
$ 199
U.S. Government Agencies
204
—
4,585
397
4,789
397
Taxable municipals
1,344
177
17,646
4,238
18,990
4,415
Corporate bonds
—
—
1,841
159
1,841
159
Mortgage-backed securities
937
9
41,725
5,658
42,662
5,667
Total
$ 2,485
$ 186
$ 71,703
$ 10,651
$ 74,188
$ 10,837
December 31, 2024
U.S. Treasuries
$ 980
$ 20
$ 6,981
$ 389
$ 7,961
$ 409
U.S. Government Agencies
2,221
38
6,026
548
8,247
586
Taxable municipals
1,559
212
16,965
5,204
18,524
5,416
Corporate bonds
499
1
1,755
245
2,254
246
Mortgage-backed securities
14,982
311
42,018
8,224
57,000
8,535
Total
$ 20,241
$ 582
$ 73,745
$ 14,610
$ 93,986
$ 15,192
10
As of September 30,
2025, the available-for-sale portfolio included 165 investments for which the fair market value was less than amortized cost. As of December
31, 2024, the available-for-sale portfolio included 195 investments for which the fair market value was less than amortized cost. Management
believes that all unrealized losses have resulted from temporary changes in the interest rates and current market conditions and are
not a result of credit deterioration. Management does not plan to sell, and it is not likely that the Bank will be required to sell any
of the securities referenced in the table above before recovery of their amortized cost. None of the individual securities have past
due principal or interest payments, and a number of these securities have explicit or implicit payment guarantees. The remaining securities
have credit ratings at or above that necessary to be considered “bank qualified.”
Investment securities
with a carrying value of $ 35.8 million and $ 35.2 million as of September 30, 2025 and December 31, 2024, respectively, were pledged as
collateral to secure public deposits and for other purposes required or permitted by law.
There were no sales
of investment securities available-for-sale during the three or nine months ended September 30, 2025. During the three and nine months
ended September 30, 2024, investment securities available-for-sale with a carrying value of $ 2.2 million were sold, realizing a net gain
of $ 4,000 .
The amortized cost
and fair value of investment securities as of September 30, 2025, by contractual maturity, are shown in the following schedule. Expected
maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call
or prepayment penalties.
Schedule of amortized cost and fair value of investment securities contractual maturity
Weighted
(Dollars
in thousands)
Amortized
Fair
Average
Securities
Available-for-Sale
Cost
Value
Yield
Due
in one year or less
$
2,995
$
2,963
0.96 %
Due
after one year through five years
12,294
11,938
2.79 %
Due
after five years through ten years
23,204
22,234
3.43 %
Due
after ten years
68,200
59,018
2.29 %
Total
$
106,693
$
96,153
2.56 %
The Bank, as a member
bank of the Federal Reserve Bank of Richmond (“Federal Reserve Bank”) and the Federal Home Loan Bank of Atlanta (FHLB), is
required to hold stock in each. The Bank also owns stock in CBB Financial Corp., which is a correspondent of the Bank. These equity securities,
which are included in other assets on the consolidated balance sheet, are restricted from trading and are recorded at a cost of $ 2.7
million and $ 2.7 million as of September 30, 2025 and December 31, 2024, respectively. The stock has no quoted market value and no ready
market exists. When evaluating these securities for impairment, their value is determined based on the ultimate recoverability of the
par value rather than by recognizing temporary declines in value. Equity securities are viewed as long-term investments and management
believes the Company has the ability and the intent to hold these securities until their value is recovered.
NOTE 6 LOANS
Loans receivable
outstanding as of September 30, 2025 and December 31, 2024, are summarized as follows:
Schedule of loans receivable outstanding
September 30,
December 31,
(Dollars in thousands)
2025
2024
Real estate secured:
Commercial
$ 252,748
$ 243,646
Construction and land development
40,811
36,112
Residential 1-4 family
251,587
234,860
Multifamily
44,912
32,379
Farmland
24,504
16,921
Total real estate loans
614,562
563,918
Commercial
55,325
60,587
Agriculture
4,872
4,025
Consumer installment and all other loans
32,513
29,006
Total loans
$ 707,272
$ 657,536
11
Also included in
total loans above are deferred loan fees of $ 2.2 million and $ 2.0 million as of September 30, 2025 and December 31, 2024, respectively.
Deferred loan costs were $ 2.1 million and $ 1.9 million, as of September 30, 2025 and December 31, 2024, respectively. Income from net
deferred fees and costs is recognized over the lives of the respective loans as a yield adjustment. If loans repay prior to scheduled
maturities any unamortized fees or costs are recognized at that time.
Loans receivable
on nonaccrual status as of September 30, 2025 and December 31, 2024, are summarized as follows:
Schedule
of loans receivable nonaccrual status
September
30, 2025
December
31, 2024
With
No Allowance
With
an Allowance
Total
With
No Allowance
With
an Allowance
Total
(Dollars
in thousands)
Real
estate secured:
Commercial
$
7
$
-
$
7
$
411
$
-
$
411
Construction
and land development
26
-
26
300
-
300
Residential
1-4 family
1,965
39
2,004
2,232
178
2,410
Farmland
18
-
18
-
-
-
Total
real estate loans
2,016
39
2,055
2,943
178
3,121
Commercial
78
-
78
66
-
66
Agriculture
-
752
752
16
-
16
Consumer
installment loans and other loans
67
-
67
56
14
70
Total
loans receivable on nonaccrual status
$
2,161
$
791
$
2,952
$
3,081
$
192
$
3,273
Total interest income
not recognized (recognized) on nonaccrual loans for the three months ended September 30, 2025 and September 30, 2024 was $ 26,000 and
($ 18,000 ), respectively. Interest recognized during the three months ended September 30, 2024, resulted, primarily, from the resolution
of a single loan secured by commercial real estate. Total interest income not recognized on nonaccrual loans for the nine months ended
September 30, 2025 and September 30, 2024, was $ 88,000 and $ 51,000 , respectively.
The Company evaluates
loans that do not share risk characteristics on an individual basis utilizing the collateral or discounted cash flow methods. The following
table presents the unpaid principal balance of collateral dependent loans, which are individually evaluated to determine expected credit
losses, and the related ACL allocated to those loans as of September 30, 2025 and December 31, 2024:
Schedule
of summary of impaired loans
September
30, 2025
December
31, 2024
Unpaid
Principal Balance
Related
Allowance
Unpaid
Principal Balance
Related
Allowance
(Dollars
in thousands)
Real
estate secured:
Commercial
$
3,036
$
-
$
396
$
-
Construction
and land development
-
-
300
-
Residential
1-4 family
510
39
1,008
177
Total
real estate loans
3,546
39
1,704
177
Agriculture
752
54
-
-
Consumer
installment loans and other loans
-
-
13
3
Total
$
4,298
$
93
$
1,717
$
180
12
The following table
is an age analysis of past due loans receivable as of September 30, 2025, segregated by class:
Schedule of analysis of past due loans receivable
September 30, 2025
(Dollars in thousands)
Loans
30-59
Days
Past
Due
Loans
60-89
Days
Past
Due
Loans
90 or
More
Days
Past
Due
Total
Past
Due
Loans
Current
Loans
Total
Loans
Real estate secured:
Commercial
$ 368
$ 39
$ 7
$ 414
$ 252,334
$ 252,748
Construction and land
development
—
—
—
—
40,811
40,811
Residential 1-4 family
1,568
889
637
3,094
248,493
251,587
Multifamily
—
—
—
—
44,912
44,912
Farmland
—
—
—
—
24,504
24,504
Total real estate loans
1,936
928
644
3,508
611,054
614,562
Commercial
19
9
51
79
55,246
55,325
Agriculture
—
—
752
752
4,120
4,872
Consumer installment and all other loans
120
75
43
238
32,275
32,513
Total loans
$ 2,075
$ 1,012
$ 1,490
$ 4,577
$ 702,695
$ 707,272
The following
table is an age analysis of past due loans receivable as of December 31, 2024, segregated by class:
December 31, 2024
(Dollars in thousands)
Loans
30-59
Days
Past
Due
Loans
60-89
Days
Past
Due
Loans
90 or
More
Days
Past
Due
Total
Past
Due
Loans
Current
Loans
Total
Loans
Real estate secured:
Commercial
$ —
$ 255
$ 156
$ 411
$ 243,235
$ 243,646
Construction and land
development
3
333
—
336
35,776
36,112
Residential 1-4 family
2,413
1,810
510
4,733
230,127
234,860
Multifamily
—
—
—
—
32,379
32,379
Farmland
207
—
—
207
16,714
16,921
Total real estate loans
2,623
2,398
666
5,687
558,231
563,918
Commercial
166
77
—
243
60,344
60,587
Agriculture
37
—
—
37
3,988
4,025
Consumer installment and all other loans
89
88
30
207
28,799
29,006
Total loans
$ 2,915
$ 2,563
$ 696
$ 6,174
$ 651,362
$ 657,536
The Company categorizes
loans receivable 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 loans individually by classifying the loans receivable as to credit risk. The Company uses the following
definitions for risk ratings:
Pass - Loans
in this category are considered to have a low likelihood of loss based on relevant information analyzed about the ability of the borrowers
to service their debt and other factors.
Special Mention
- Loans in this category are currently protected but are potentially weak, including adverse trends in borrower’s operations, credit
quality or financial strength. Those loans constitute an undue and unwarranted credit risk but not to the point of justifying a substandard
classification. The credit risk may be relatively minor yet constitute an unwarranted risk in light of the circumstances. Special
mention loans have potential weaknesses which may, if not checked or corrected, weaken the loan or inadequately protect the Company’s
credit position at some future date.
Substandard
- A substandard loan is inadequately protected by the current sound net worth and paying capacity of the
obligor or of the collateral pledged, if any. Loans classified as substandard must have a well-defined weakness or weaknesses that jeopardize
the liquidation of the debt; they are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies
are not corrected.
Doubtful
- Loans classified doubtful have all the weaknesses
inherent in loans classified as substandard, plus the added characteristic that the weaknesses make collection or liquidation in full
on the basis of currently existing facts, conditions, and values highly questionable and improbable.
13
The following table presents the credit
risk grade of loans by origination year as of September 30, 2025:
Schedule of credit risk grade of loans
As of December 31, 2024
(Dollars are in thousands)
2025
2024
2023
2022
2021
Prior
Revolving
Total
Commercial real estate
Pass
$ 25,831
$ 21,223
$ 43,748
$ 46,030
$ 41,480
$ 71,922
$ 332
$ 250,566
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
2,174
8
—
2,182
Total commercial real estate
$ 25,831
$ 21,223
$ 43,748
$ 46,030
$ 43,654
$ 71,930
$ 332
$ 252,748
Current period gross charge-offs
$ —
$ —
$ —
$ ( 1 )
$ —
$ —
$ —
$ ( 1 )
Construction and Land Development
Pass
$ 9,268
$ 21,844
$ 2,882
$ 2,139
$ 2,273
$ 2,379
$ —
$ 40,785
Special mention
—
—
—
—
—
—
—
—
Substandard
—
26
—
—
—
—
—
26
Total construction and land development
$ 9,268
$ 21,870
$ 2,882
$ 2,139
$ 2,273
$ 2,379
$ —
$ 40,811
Current period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Residential 1-4 family
Pass
$ 27,640
$ 19,330
$ 26,739
$ 26,029
$ 36,943
$ 77,720
$ 34,600
$ 249,001
Special mention
—
—
—
—
—
485
—
485
Substandard
—
104
116
51
—
1,725
105
2,101
Total residential 1-4 family
$ 27,640
$ 19,434
$ 26,855
$ 26,080
$ 36,943
$ 79,930
$ 34,705
$ 251,587
Current period gross charge-offs
$ —
$ —
$ ( 139 )
$ —
$ —
$ —
$ —
$ ( 139 )
Multifamily
Pass
$ 15,344
$ 1,415
$ 4,583
$ 9,582
$ 6,507
$ 7,481
$ —
$ 44,912
Special mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Total multifamily
$ 15,344
$ 1,415
$ 4,583
$ 9,582
$ 6,507
$ 7,481
$ —
$ 44,912
Current period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Farmland
Pass
$ 8,343
$ 2,644
$ 1,142
$ 1,846
$ 2,679
$ 6,465
$ 1,239
$ 24,358
Special mention
—
—
—
—
—
128
—
128
Substandard
—
—
—
—
—
18
—
18
Total farmland
$ 8,343
$ 2,644
$ 1,142
$ 1,846
$ 2,679
$ 6,611
$ 1,239
$ 24,504
Current period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Commercial
Pass
$ 11,486
$ 11,874
$ 10,030
$ 2,949
$ 1,515
$ 3,013
$ 14,377
$ 55,244
Special mention
—
—
—
—
—
2
—
2
Substandard
—
51
—
—
—
—
28
79
Total commercial
$ 11,486
$ 11,925
$ 10,030
$ 2,949
$ 1,515
$ 3,015
$ 14,405
$ 55,325
Current period gross charge-offs
$ —
$ ( 8 )
$ —
$ —
$ ( 23 )
$ —
$ ( 10 )
$ ( 41 )
Agriculture
Pass
$ 1,083
$ 716
$ 189
$ 206
$ 127
$ 123
$ 1,645
$ 4,089
Special mention
—
—
—
—
—
—
32
32
Substandard
—
—
—
—
—
—
—
—
Doubtful
—
305
—
—
—
—
446
751
Total agriculture
$ 1,083
$ 1,021
$ 189
$ 206
$ 127
$ 123
$ 2,123
$ 4,872
Current period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ ( 50 )
$ ( 50 )
Consumer and All Other
Pass
$ 12,549
$ 9,661
$ 5,660
$ 1,580
$ 843
$ 982
$ 1,172
$ 32,447
Special mention
—
—
—
—
—
—
—
—
Substandard
9
35
20
2
—
—
—
66
Total consumer and all other
$ 12,558
$ 9,696
$ 5,680
$ 1,582
$ 843
$ 982
$ 1,172
$ 32,513
Current period gross charge-offs
$ ( 115 )
$ ( 32 )
$ ( 12 )
$ ( 5 )
$ ( 1 )
$ ( 2 )
$ ( 37 )
$ ( 204 )
Total
$ 111,553
$ 89,228
$ 95,109
$ 90,414
$ 94,541
$ 172,451
$ 53,976
$ 707,272
Total current period gross charge-offs
$ ( 115 )
$ ( 40 )
$ ( 151 )
$ ( 6 )
$ ( 24 )
$ ( 2 )
$ ( 97 )
$ ( 435 )
14
The following table
presents the credit risk grade of loans by origination year as of December 31, 2024:
As of December 31, 2024
(Dollars
are in thousands)
2024
2023
2022
2021
2020
Prior
Revolving
Total
Commercial
real estate
Pass
$ 20,653
$ 47,052
$ 43,553
$ 46,902
$ 27,155
$ 56,369
$ 1,541
$ 243,225
Special
mention
—
—
—
—
—
9
—
9
Substandard
—
—
255
141
—
16
—
412
Total
commercial real estate
$ 20,653
$ 47,052
$ 43,808
$ 47,043
$ 27,155
$ 56,394
$ 1,541
$ 243,646
Current
period gross charge-offs
$ —
$ —
$ —
$ ( 179 )
$ —
$ —
$ ( 1 )
$ ( 180 )
Construction
and Land Development
Pass
$ 17,654
$ 5,078
$ 6,240
$ 3,019
$ 1,719
$ 2,089
$ —
$ 35,799
Special
mention
—
—
—
—
—
12
—
12
Substandard
301
—
—
—
—
—
—
301
Total
construction and land development
$ 17,955
$ 5,078
$ 6,240
$ 3,019
$ 1,719
$ 2,101
$ —
$ 36,112
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Residential
1-4 family
Pass
$ 19,094
$ 27,861
$ 29,510
$ 38,329
$ 11,265
$ 78,424
$ 26,933
$ 231,416
Special
mention
—
—
—
—
—
319
—
319
Substandard
104
257
42
723
238
1,647
114
3,125
Total
residential 1-4 family
$ 19,198
$ 28,118
$ 29,552
$ 39,052
$ 11,503
$ 80,390
$ 27,047
$ 234,860
Current
period gross charge-offs
$ —
$ ( 38 )
$ —
$ —
$ —
$ ( 37 )
$ —
$ ( 75 )
Multifamily
Pass
$ 1,564
$ 4,829
$ 10,313
$ 6,818
$ 2,505
$ 6,350
$ —
$ 32,379
Special
mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
—
—
—
Total
multifamily
$ 1,564
$ 4,829
$ 10,313
$ 6,818
$ 2,505
$ 6,350
$ —
$ 32,379
Current
period gross charge-offs
$ —
$ ( 53 )
$ —
$ —
$ —
$ ( 42 )
$ —
$ ( 95 )
Farmland
Pass
$ 2,669
$ 1,333
$ 2,045
$ 2,812
$ 730
$ 7,186
$ —
$ 16,775
Special
mention
—
—
—
—
—
146
—
146
Substandard
—
—
—
—
—
—
—
—
Total
farmland
$ 2,669
$ 1,333
$ 2,045
$ 2,812
$ 730
$ 7,332
$ —
$ 16,921
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Commercial
Pass
$ 18,298
$ 13,490
$ 4,780
$ 2,305
$ 801
$ 2,560
$ 18,284
$ 60,518
Special
mention
—
—
—
—
—
2
—
2
Substandard
1
—
—
31
—
—
35
67
Total
commercial
$ 18,299
$ 13,490
$ 4,780
$ 2,336
$ 801
$ 2,562
$ 18,319
$ 60,587
Current
period gross charge-offs
$ —
$ ( 34 )
$ ( 55 )
$ —
$ —
$ —
$ ( 73 )
$ ( 162 )
Agriculture
Pass
$ 1,333
$ 322
$ 339
$ 232
$ 35
$ 195
$ 1,553
$ 4,009
Special
mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
16
—
16
Total
agriculture
$ 1,333
$ 322
$ 339
$ 232
$ 35
$ 211
$ 1,553
$ 4,025
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Consumer
and All Other
Pass
$ 14,500
$ 7,982
$ 2,706
$ 1,276
$ 424
$ 880
$ 1,158
$ 28,926
Special
mention
—
—
—
—
—
—
—
—
Substandard
17
22
20
19
2
—
—
80
Total
consumer and all other
$ 14,517
$ 8,004
$ 2,726
$ 1,295
$ 426
$ 880
$ 1,158
$ 29,006
Current
period gross charge-offs
$ ( 163 )
$ ( 62 )
$ ( 14 )
$ ( 7 )
$ ( 9 )
$ —
$ ( 24 )
$ ( 279 )
Total
$ 96,188
$ 108,226
$ 99,803
$ 102,607
$ 44,874
$ 156,220
$ 49,618
$ 657,536
Total
current period gross charge-offs
$ ( 163 )
$ ( 187 )
$ ( 69 )
$ ( 186 )
$ ( 9 )
$ ( 79 )
$ ( 98 )
$ ( 791 )
15
NOTE 7 ALLOWANCE
FOR CREDIT LOSSES FOR LOANS (“ACLL”)
In determining the
amount of our allowance for credit losses, we rely on an analysis of our loan portfolio, our experience and our evaluation of general
economic conditions. If our assumptions prove to be incorrect, our current allowance may not be sufficient to cover future loan losses
and we may experience significant increases to our provision.
The following
table presents a disaggregated analysis of activity in the allowance for credit losses for loans as of September 30, 2025 and December
31, 2024:
Schedule of allowance for credit losses for loans
Real
estate secured
(Dollars
are in thousands)
Commercial
Construction
and Land Development
Residential
1-4 family
Multifamily
Farmland
Commercial
Agriculture
Consumer
and All Other
Total
Three months ended September
30, 2025
Beginning balance
$ 2,561
$ 360
$ 2,998
$ 432
$ 182
$ 737
$ 62
$ 616
$ 7,948
Charge-offs
( 1 )
—
( 139 )
—
—
( 23 )
—
( 89 )
( 252 )
Recoveries
—
—
32
3
—
5
—
43
83
Provision
for credit losses
34
26
43
76
17
( 60 )
21
31
188
Ending balance
$ 2,594
$ 386
$ 2,934
$ 511
$ 199
$ 659
$ 83
$ 601
$ 7,967
Real
estate secured
(Dollars
are in thousands)
Commercial
Construction
and Land Development
Residential
1-4 family
Multifamily
Farmland
Commercial
Agriculture
Consumer
and All Other
Total
Nine months ended September
30, 2025
Beginning balance
$ 2,565
$ 322
$ 2,923
$ 382
$ 149
$ 751
$ 36
$ 556
$ 7,684
Charge-offs
( 1 )
—
( 139 )
—
—
( 41 )
( 50 )
( 204 )
( 435 )
Recoveries
—
26
54
9
3
7
—
109
208
Provision
for credit losses
30
38
96
120
47
( 58 )
97
140
510
Ending balance
$ 2,594
$ 386
$ 2,934
$ 511
$ 199
$ 659
$ 83
$ 601
$ 7,967
Real
estate secured
(Dollars
are in thousands)
Commercial
Construction
and Land Development
Residential
1-4 family
Multifamily
Farmland
Commercial
Agriculture
Consumer
and All Other
Total
Year ended December 31, 2024
Beginning balance
$ 2,518
$ 300
$ 2,666
$ 509
$ 163
$ 673
$ 33
$ 394
$ 7,256
Charge-offs
( 180 )
—
( 75 )
( 95 )
—
( 162 )
—
( 279 )
( 791 )
Recoveries
106
44
100
—
297
9
—
157
713
Provision
for credit losses
121
( 22 )
232
( 32 )
( 311 )
231
3
284
506
Ending balance
$ 2,565
$ 322
$ 2,923
$ 382
$ 149
$ 751
$ 36
$ 556
$ 7,684
Allocation of a portion
of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.
NOTE 8 MODIFICATIONS MADE TO BORROWERS
EXPERIENCING FINANCIAL DIFFICULTY
An assessment of
whether a borrower is experiencing financial difficulty is made on the date of a modification. Because the effect of most modifications
made to borrowers experiencing financial difficulty is already included in the allowance for credit losses because of the measurement
methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon modification.
Occasionally, the Company modifies loans by providing principal forgiveness on certain of its real estate loans. When principal forgiveness
is provided, the amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off
against the allowance for credit losses, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance
for credit losses.
In some cases, the
Company will modify a certain loan by providing multiple types of concessions. Typically, one type of concession, such as a term extension,
is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness,
may be granted.
On February 15, 2025,
severe flash flooding occurred in Tazewell and Buchanan, Counties in Virgina. On September 27, 2024, Hurricane Helene passed through
western North Carolina, southwest Virginia and northeast Tennessee, causing flood and
wind damage in its path. To assist borrowers impacted by these natural disasters, we offered short-term payment deferrals of 3 months.
As of December 31, 2024, 36 loans totaling $ 9.2 million were participating in the deferral program. One of these loans, a residential
mortgage loan totaling $ 178,000 , received an additional 3-month deferral due to the extent of damage to the property. As of September
30, 2025, the deferral periods have ended and 48 loans totaling $ 7.4 million participating in the deferral program have commenced regular
payments. The loan totaling $ 178,000 was in default, and $138,000 was charged off during the quarter ended September 30, 2025. There
were no loans modified to borrowers experiencing financial difficulties in the three and nine months ended September 30, 2025, other
than those impacted by natural disasters.
16
NOTE 9 CREDIT
ALLOWANCE FOR UNFUNDED COMMITMENTS
The Company maintains
a separate allowance for credit losses on off-balance-sheet credit exposures, including unfunded loan commitments, which is included
in other liabilities on the consolidated balance sheet. The allowance for credit losses for off-balance-sheet credit exposures is adjusted
through a provision for credit losses in the income statement. The estimate includes consideration of the likelihood that funding will
occur and an estimate of expected credit losses on commitments expected to be funded over their estimated lives, utilizing the same models
and approaches for the Company's other loan portfolio segments described above, as these unfunded commitments share similar risk characteristics
as its loan portfolio segments. The Company has identified the unfunded portion of certain lines of credit as unconditionally cancellable
credit exposures, meaning the Company can cancel the unfunded commitment at any time. No credit loss estimate is reported for off-balance-sheet
credit exposures that are unconditionally cancellable by the Company or for undrawn amounts under such arrangements that may be drawn
prior to the cancellation of the arrangement.
As of September 30,
2025 and December 31, 2024, the liability for credit losses on off-balance-sheet credit exposures included in other liabilities was $ 496,000
and $ 404,000 , respectively. During the three and nine months ended September 30, 2025 and September 30, 2024, $ 0 and $ 92,000 and $ 22,000
and $ 25,000 , respectively, were included in the Provision for Credit Losses.
NOTE 10 OTHER
REAL ESTATE OWNED
The following table
summarizes the activity in other real estate owned for the nine months ended September 30, 2025 and the year ended December 31, 2024:
Schedule of activity in other real estate owned
September 30,
December 31,
(Dollars in thousands)
2025
2024
Balance, beginning of period
$ 87
$ 157
Additions
46
1,330
Proceeds from sales
( 50 )
( 1,474 )
Adjustment of carrying value
—
( 9 )
Net gains from sales
6
83
Balance, end of period
$ 89
$ 87
As of September 30, 2025, there were no
loans secured by residential real estate in the process of foreclosure.
NOTE 11 FAIR VALUES
The Company uses
fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. In
accordance with the Fair Value Measurements and Disclosures topic of Financial Accounting Standards Board (the FASB) ASC, the fair value
of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the
principal or most advantageous market and in an orderly transaction between market participants at the measurement date. Fair value is
best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company's various
financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value
or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates
of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument.
The fair value guidance
provides a consistent definition of fair value, which focuses on exit price in the principal or most advantageous market and in an orderly
transaction (that is, not a forced liquidation or distressed sale) between market participants
at the measurement date under current market conditions. If there has been a significant decrease in the volume and level of activity
for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances,
determining the price at which willing market participants would transact at the measurement date under current market conditions depends
on the facts and circumstances and requires the use of significant judgment. The fair value is a reasonable point within the range that
is most representative of fair value under current market conditions.
17
In accordance with
this guidance, the Company groups its financial assets and financial liabilities generally measured at fair value in three levels, based
on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value.
Level 1:
Quoted prices are available in active markets for identical assets or liabilities as of the reported date.
Level 2:
Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported
date. The nature of these assets and liabilities include items for which quoted prices are available but traded less frequently, and
items that are valued using other financial instruments, the parameters of which can be directly observed.
Level 3:
Assets and liabilities that have little to no pricing observability as of the reported date. These items do not have two-way markets
and are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require
significant management judgment or estimation.
A description of
the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant
to the valuation hierarchy are as follows:
Investment Securities
Available-for-sale - Investment securities AFS are recorded at fair value on a recurring basis. Fair value measurement is based upon
quoted prices. The Company’s AFS securities, totaling $96.2 million and $96.0 million as of September 30, 2025 and December 31,
2024, respectively, are the only assets whose fair values are measured on a recurring basis using Level 2 inputs from an independent
pricing service.
Collateral Dependent
Loans with an ACL - In accordance with ASC 326, we may determine that an individual loan exhibits unique risk characteristics which differentiate
it from other loans within our loan pools. In such cases, the loans are evaluated for expected credit losses on an individual basis and
excluded from the collective evaluation. Specific allocations of the allowance for credit losses are determined by analyzing the borrower's
ability to repay amounts owed, collateral deficiencies, the relative risk grade of the loan and economic conditions affecting the borrower's
industry, among other things. A loan is considered to be collateral dependent when, based upon management's assessment, the borrower
is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral.
In such cases, expected credit losses are based on the fair value of the collateral at the measurement date, adjusted for estimated selling
costs if satisfaction of the loan depends on the sale of the collateral. We reevaluate the fair value of collateral supporting collateral
dependent loans on a quarterly basis. The fair value of real estate collateral supporting collateral dependent loans is evaluated by
appraisal services using a methodology that is consistent with the Uniform Standards of Professional Appraisal Practice.
Other Real Estate
Owned –Other real estate owned is adjusted to fair value upon transfer of the loans, or former bank premises, to other real estate
owned. These assets are carried at the lower of their carrying value or fair value. Fair value is based upon observable market prices,
when available, reduced by estimated disposition costs, which the Company considers to be nonrecurring Level 2 inputs. When observable
market prices are not available, management determines the fair value of the foreclosed asset using independent third-party appraisals,
evaluated to determine whether or not the property is further impaired below the appraised value, and adjusts for estimated costs of
disposition. The Company records foreclosed assets as nonrecurring Level 3.
18
Assets and liabilities
measured at fair value are as follows as of September 30, 2025 and December 31, 2024:
Schedule of summary of assets and liabilities measured at fair value
September 30, 2025
(Dollars in thousands)
Quoted market price in active markets
(Level 1)
Significant other observable inputs
(Level 2)
Significant unobservable inputs
(Level 3)
(On a recurring basis)
Available-for-sale investments
U.S. Treasuries
$ —
$ 6,924
$ —
U.S. Government Agencies
—
8,908
—
Taxable municipals
—
19,820
—
Corporate bonds
—
2,348
—
Mortgage-backed securities
—
58,153
—
(On a non-recurring basis)
Other real estate owned
—
—
89
Collateral dependent loans with ACL:
Agriculture
—
—
251
Total
$ —
$ 96,153
$ 340
December 31, 2024
(Dollars in thousands)
Quoted market price in active markets
(Level 1)
Significant other observable inputs
(Level 2)
Significant unobservable inputs
(Level 3)
(On a recurring basis)
Available-for-sale investments
U.S. Treasuries
$ —
$ 7,961
—
U.S. Government Agencies
—
8,805
$ —
Taxable municipals
—
18,524
—
Corporate bonds
—
2,253
—
Mortgage-backed securities
—
58,441
—
(On a non-recurring basis)
Other real estate owned
—
—
87
Collateral dependent loans with ACL:
Consumer installment and all other loans
—
—
11
Total
$ —
$ 95,984
$ 98
Not included in the
tables above as of September 30, 2025 and December 31, 2024 is a residential 1-4 family mortgage loan totaling $ 178,000 . $ 138,000 was
charged off during the quarter ended September 30, 2025, and the loan has a specific allowance for credit loss allocation on the recorded
investment of $ 40,000 and $ 178,000 as of September 30, 2025 and December 31, 2024, respectively.
For Level 3 assets
measured at fair value on a recurring or non-recurring basis as of September 30, 2025 and December 31, 2024, the significant unobservable
inputs used in the fair value measurements were as follows:
19
Schedule of significant unobservable inputs In level 3 assets
(Dollars in thousands)
Fair Value at
September 30, 2025
Fair Value at
December 31,
2024
Valuation Technique
Significant Unobservable
Inputs
General
Range of Significant Unobservable Input Values
Collateral
dependent loans with ACL:
Agriculture
$
251
$
-
Appraised
Value
Discounts
to reflect current market conditions, ultimate collectability, and estimated costs to sell
0
– 18 %
Consumer
installment and all other
-
11
Appraised
Value/Other estimates from Independent Sources
Discounts
to reflect current market conditions, ultimate collectability, and estimated costs to sell
0
– 18 %
Other
Real Estate Owned
$
89
$
87
Appraised
Value/Comparable Sales/Other Estimates from Independent Sources
Discounts
to reflect current market conditions and estimated costs to sell
0
– 18 %
Fair Value
of Financial Instruments
Fair value information
about financial instruments, whether or not recognized in the balance sheet, for which it is practical to estimate the value is based
upon the characteristics of the instruments and relevant market information. Financial instruments include cash, evidence of ownership
in an entity, or contracts that convey or impose on an entity that contractual right or obligation to either receive or deliver cash
for another financial instrument.
The
following summary presents the methodologies and assumptions used to estimate the fair value of the Company’s financial instruments
presented below. The information used to determine fair value is highly subjective and judgmental in nature and, therefore, the results
may not be precise. Subjective factors include, among other things, estimates of cash flows, risk characteristics, credit quality, and
interest rates, all of which are subject to change. Since the fair value is estimated as of the balance sheet date, the amounts that
will actually be realized or paid upon settlement or maturity on these various instruments could be significantly different.
The carrying amount
and fair value of the Company’s financial instruments that are not required to be measured or reported at fair value on a recurring
basis as of September 30, 2025 and December 31, 2024, are as follows:
Schedule of estimated fair value of financial instruments
Fair Value Measurements
(Dollars in thousands)
Carrying
Amount
Fair
Value
Quoted market price in active markets
(Level 1)
Significant other observable inputs
(Level 2)
Significant unobservable inputs
(Level 3)
September 30, 2025
Financial instruments – assets
Net loans
$ 699,305
$ 689,528
$ —
$ —
$ 689,528
Financial instruments – liabilities
Time deposits
292,671
292,461
—
292,461
—
Borrowed funds
21,986
20,039
—
20,039
—
December 31, 2024
Financial instruments – assets
Net loans
$ 649,852
$ 633,023
$ —
$ —
$ 633,023
Financial instruments – liabilities
Time deposits
268,739
268,509
—
268,509
—
Borrowed funds
24,986
23,071
—
23,071
—
20
Fair value estimates
are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates
do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a
particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair
value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of
various financial instruments and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant
judgment and therefore cannot be determined with precision. Changes in assumptions can significantly affect the estimates.
Estimated fair values
have been determined by the Company using historical data, as generally provided in the Company’s regulatory reports, and an estimation
methodology suitable for each category of financial instruments. The Company’s fair value estimates, methods and assumptions are
set forth below for the Company’s other financial instruments.
The carrying values
of cash and due from banks, federal funds sold, deposits with no stated maturities, and accrued interest approximates fair value and
are excluded from the table above.
NOTE 12 LEASING
ACTIVITIES
As
of September 30, 2025, the Bank leases four branch offices, one administrative office, one loan production office and sublets a lot adjacent
to another branch office. The lease agreements have maturity dates ranging from 2028 to December 2041. It is assumed that there are currently
no circumstances in which the leases would be terminated prior to expiration. The weighted average remaining life of the lease terms
as of September 30, 2025 was 6.52 years.
The
discount rate used in determining the lease liability for each individual lease was the FHLB fixed advance rate which corresponded to
the lease term for each transaction. This methodology is expected to be used for any other subsequent lease agreements. The weighted
average discount rate for the leases as of September 30, 2025 was 3.36 %.
For the three and
nine months ended September 30, 2025 and 2024, operating lease expenses were $ 145,000 and $ 435,000 ; and $ 139,000 and $ 428,000 , respectively.
The
Company’s other operating leases were evaluated and determined to be immaterial to the financial statements. As of September 30,
2025, future minimum rental commitments under the non-cancellable operating leases discussed above are as follows (dollars are in thousands):
Schedule of future minimum rental commitments under the non-cancellable operating leases
2025
$
144
2026
575
2027
596
2028
586
2029
492
Thereafter
1,243
Total
lease payments
3,636
Less:
imputed interest
( 519 )
Total
$
3,117
NOTE
13 BORROWED FUNDS
Borrowed
funds totaled $ 21,986 and $ 24,986 as of September 30, 2025 and December 31, 2024, respectively. For additional information on borrowed
funds, refer to Note 18 in Item 8 of Form 10-K for the year ended December 31, 2024. On January 7, 2025, a voluntary principal payment
of $ 3 .0 million was made on an outstanding trust preferred security. On June 30, 2025, a short-term advance of $ 5 .0 million was drawn
from FHLB and repaid in July 2025.
21
NOTE
14 REVENUE FROM CONTRACTS WITH CUSTOMERS
All
our revenue from contracts with customers as defined in ASC 606 is recognized within noninterest income. Refer to Note 24 in our Annual
Report on Form 10-K for the year ended December 31, 2024, for a description of how each revenue stream is accounted for under ASC 606.
The following table presents noninterest income by revenue stream for the three and nine months ended September 30, 2025 and 2024:
Schedule of revenue from contracts with customers
For
the three months ended
For
the nine months ended
September
30,
September
30,
(Dollars
in thousands)
2025
2024
2025
2024
Service
charges and fees
$
1,003
$
995
$
2,779
$
2,877
Card
processing and interchange income
958
937
2,811
2,803
Financial
services fees
335
304
1,009
998
Other
noninterest income
203
190
749
601
Total
noninterest income
$
2,499
$
2,426
$
7,348
$
7,279
NOTE 15 NONINTEREST EXPENSES
Other operating expenses,
included as part of noninterest expenses, consisted of the following for the periods presented:
Schedule of noninterest expenses
For the three months ended
September 30,
For the nine months ended
September 30,
(Dollars in thousands)
2025
2024
2025
2024
Other operating expenses
$ 844
$ 853
$ 2,654
$ 2,613
ATM network expense
430
388
1,275
1,141
Legal, accounting, and professional
fees
248
223
719
673
Loan related expenses
224
120
478
315
Core system conversion related costs
104
—
106
—
FDIC insurance premiums
102
98
299
287
Advertising
62
41
218
169
Consulting fees
41
39
124
119
Printing and supplies
37
18
98
74
Other real estate owned expenses, net
6
( 3 )
5
( 31 )
Total other operating expenses
$ 2,098
$ 1,777
$ 5,976
$ 5,360
NOTE 16 RECENT
ACCOUNTING DEVELOPMENTS
The following is
a summary of recent authoritative announcements:
In November 2024,
the Financial Accounting Standards Board (FASB) issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense
Disaggregation Disclosures (Subtopic 220-40): 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.
In addition, public companies will need to provide qualitative description of the amounts remaining in relevant expense captions that
are not separately disaggregated quantitatively. The FASB subsequently issued ASU 2025-01, “Income Statement—Reporting Comprehensive
Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date”, which amends the effective date
of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance in ASU 2024-03 in annual reporting periods
beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption
of ASU 2024-03 is permitted. Implementation of ASU 2024-03 may be applied prospectively or retrospectively. The Company does not expect
the adoption of ASU 2024-03 to have a material impact on its consolidated financial statements.
In September 2025, the Financial Accounting
Standards Board (FASB) issued ASU 2025-06, “Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40):
Targeted Improvements to the Accounting for Internal-Use Software.” The amendments in this ASU are intended to improve the operability
of the guidance by removing all references to software development project stages so that the guidance is neutral to different software
development methods, including methods that entities may use to develop software in the future. Therefore, the amendments require that
an entity capitalize software costs when both: Management has authorized and committed to funding the software project; and 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. This ASU is effective for annual reporting
periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption of ASU
2025-06 is permitted as of the beginning of an annual reporting period. The Company does not expect the adoption of ASU 2025-06 to have
a material impact on its consolidated financial statements.
Other accounting
standards that have been issued or proposed by the FASB or other standards-setting bodies are not expected to have a material impact
on the Company’s financial position, results of operations or cash flows.
22
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.