Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
FINANCIAL
STATEMENTS
CONTENTS
Page
Report
of Independent Registered Public Accounting Firm
40
Consolidated
Balance Sheets December 31, 2025 and 2024
42
Consolidated
Statements of Income – Years Ended December 31, 2025 and 2024
43
Consolidated
Statements of Comprehensive Income – Years Ended December 31, 2025 and 2024
44
Consolidated
Statements of Changes in Shareholders’ Equity – Years Ended December 31, 2025 and 2024
45
Consolidated
Statements of Cash Flows – Years Ended December 31, 2025 and 2024
46
Notes
to Consolidated Financial Statements
47
39
Report
of Independent Registered Public Accounting Firm
To
the Shareholders and the Board of Directors of New Peoples Bankshares, Inc.
Opinion
on the Financial Statements
We
have audited the accompanying consolidated balance sheets of New Peoples Bankshares, Inc. and its subsidiaries (the Company) as of December
31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash
flows, for the years then ended, and the related notes to the consolidated financial statements (collectively, the financial statements).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December
31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles
generally accepted in the United States of America.
Basis
for Opinion
These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight
Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities
laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits
we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.
Critical
Audit Matter
The
critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated
or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial
statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters
does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit
matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
40
Allowance
for Credit Losses – Loans Collectively Evaluated for Credit Losses
Description
of the Matter
As
further described in Note 2 (Summary of Significant Accounting Policies) and Note 8 (Allowance for Credit Losses For Loans (“ACLL”)
to the consolidated financial statements, the allowance for credit losses on loans (ACLL) is a valuation allowance that represents management’s
best estimate of expected credit losses on loans measured at amortized cost considering available information, from internal and external
sources, relevant to assessing collectability over the loans’ contractual terms. Loans which share common risk characteristics
are pooled and collectively evaluated by the Company using historical data, as well as assessments of current conditions and reasonable
and supportable forecasts of future conditions. The Company’s ACLL related to collectively evaluated loans represented $7.9 million
of the total recorded ACLL of $8.1 million as of December 31, 2025. The collectively evaluated ACLL consists of quantitative and qualitative
components.
The
quantitative component consists of loss estimates derived from a discounted cash flow model using external observations of historical
loan losses adjusted for estimated prepayments and forecasts of future conditions over a reasonable and supportable period. The estimate
considers large amounts of data in tabulating default, loss given default, and prepayment speeds and requires complex calculations as
well as management judgment in the selection of appropriate inputs.
In
addition to the quantitative component, the collectively evaluated ACLL also includes a qualitative component which aggregates management’s
assessment of available information relevant to assessing collectability that is not captured in the quantitative loss estimation process.
Factors considered by management in developing its qualitative estimates include: changes in general market, economic and business conditions;
lending policies and procedures; experience and ability of management and staff; the nature and volume of the loan portfolio; the volume
and severity of delinquencies and adversely classified loan balances; loan review system; concentrations of credit; the value of underlying
collateral in determining the recorded balance of the allowance for credit losses; and legal or regulatory requirements and competition.
This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes
available.
Management
exercised significant judgment when estimating the ACLL on collectively evaluated loans. We identified the estimation of the collectively
evaluated ACLL as a critical audit matter as auditing the collectively evaluated ACLL involved especially complex and subjective auditor
judgment in evaluating management’s assessment of the inherently subjective estimates.
The
primary audit procedures we performed to address this critical audit matter included:
· Substantively
testing management’s process for measuring the collectively evaluated ACLL, including:
o Evaluating
the conceptual soundness, assumptions, and key data inputs of the Company’s discounted
cashflow methodology, including the identification of loan pools, the probability of default
and loss given default rate inputs, and the prepayment/curtailment rate inputs for each pool.
o Evaluating
the methodology and testing the accuracy of incorporating reasonable and supportable forecasts
in the collectively evaluated ACLL estimate.
o Evaluating
the completeness and accuracy of data inputs used as a basis for the qualitative factors.
o Evaluating
the qualitative factors for directional consistency in comparison to prior periods and for
reasonableness in comparison to underlying supporting data.
o Testing
the mathematical accuracy of the ACLL for collectively evaluated loans including both the
discounted cashflow and qualitative factor components of the calculations.
/s/ Yount, Hyde &
Barbour, P.C.
We have served as
the Company’s auditor since 2022.
149
Roanoke, Virginia
March 31, 2026
41
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED BALANCE
SHEETS
DECEMBER 31, 2025
AND 2024
(in thousands except
share data)
2025
2024
ASSETS
Cash
and due from banks
$ 13,849
$ 13,218
Interest-bearing
deposits with banks
63,109
54,300
Federal
funds sold
252
150
Total
cash and cash equivalents
77,210
67,668
Investment
securities available-for-sale, at fair value
96,433
95,984
Restricted
stock, at cost
2,598
2,720
Loans
receivable
709,587
657,536
Allowance
for credit losses
( 8,107 )
( 7,684 )
Net loans
701,480
649,852
Bank premises
and equipment, net
16,400
17,070
Other
real estate owned
89
87
Accrued
interest receivable
3,451
3,458
Deferred
taxes, net
3,895
4,835
Right-of-use
assets - operating leases
2,998
3,413
Insurance
benefit receivable
—
5,417
Other
assets
5,146
4,421
Total
assets
$ 909,700
$ 854,925
LIABILITIES
AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits:
Noninterest-bearing
demand
$ 220,829
$ 224,938
Interest-bearing
deposits
577,437
525,044
Total
deposits
798,266
749,982
Borrowed
funds
18,986
24,986
Lease
liabilities - operating leases
2,998
3,413
Accrued
interest payable
1,507
1,442
Accrued
expenses and other liabilities
5,088
4,361
Total
liabilities
826,845
784,184
Commitments
and Contingent Liabilities (Notes 20 and 22)
Shareholders' equity:
Common
stock, $ 2 par value: 50,000,000 shares authorized, 23,567,013 and 23,636,724 shares issued and outstanding, respectively
47,134
47,273
Additional
paid-in capital
14,378
14,451
Retained
earnings
29,210
21,001
Accumulated
other comprehensive loss
( 7,867 )
( 11,984 )
Total
shareholders' equity
82,855
70,741
Total
liabilities and shareholders' equity
$ 909,700
$ 854,925
The accompanying notes
are an integral part of these financial statements
42
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED STATEMENTS
OF INCOME
FOR THE YEARS ENDED
DECEMBER 31, 2025 AND 2024
(in thousands except
share and per share data)
2025
2024
INTEREST
AND DIVIDEND INCOME
Loans,
including fees
$ 42,844
$ 38,208
Federal
funds sold
12
6
Interest-bearing
deposits with banks
2,752
3,875
Investments
2,812
2,371
Dividends
on equity securities (restricted)
167
173
Total
interest and dividend income
48,587
44,633
INTEREST
EXPENSE
Deposits
14,272
14,145
Borrowed
funds
1,159
1,967
Total
interest expense
15,431
16,112
NET INTEREST
INCOME
33,156
28,521
PROVISION
FOR CREDIT LOSSES
806
625
NET
INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES
32,350
27,896
NONINTEREST
INCOME
Service
charges and fees
3,621
3,838
Card processing
and interchange income
3,903
3,702
Insurance
and investment fees
1,414
1,328
Other
noninterest income
972
2,386
Total
noninterest income
9,910
11,254
NONINTEREST
EXPENSE
Salaries
and employee benefits
15,146
14,508
Occupancy
and equipment expenses
3,589
3,572
Data processing
and telecommunications
2,608
2,540
Other
operating expenses
7,772
8,177
Total
noninterest expense
29,115
28,797
INCOME
BEFORE INCOME TAXES
13,145
10,353
INCOME
TAX EXPENSE
3,047
2,149
NET
INCOME
$ 10,098
$ 8,204
Earnings
per share
Basic
and diluted
$ 0.43
$ 0.35
Average
weighted shares of common stock
Basic
and diluted
23,599,120
23,682,407
The accompanying notes
are an integral part of these financial statements
43
NEW
PEOPLES BANKSHARES, INC.
CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED
DECEMBER 31, 2025 AND 2024
(Dollars in thousands)
2025
2024
NET
INCOME
$ 10,098
$ 8,204
Other comprehensive
income (loss):
Investment
securities activity:
Unrealized
gains (losses) arising during the year
5,211
( 415 )
Reclassification
adjustment for net gains included in net income
—
( 4 )
Other
comprehensive gains (losses) on investment securities
5,211
( 419 )
Related
tax (expense) benefit
( 1,094 )
88
Total
other comprehensive income (loss)
4,117
( 331 )
TOTAL
COMPREHENSIVE INCOME
$ 14,215
$ 7,873
The accompanying notes
are an integral part of these financial statements.
44
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED STATEMENTS
OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE YEARS ENDED
DECEMBER 31, 2025 AND 2024
(in thousands excluding
share and per share data)
Shares
of Common Stock
Common
Stock
Additional
Paid-in Capital
Retained
Earnings
Accumulated
Other Comprehensive Income (Loss)
Total
Shareholders' Equity
Balance at December 31, 2023
23,745,900
$ 47,492
$ 14,514
$ 14,458
$ ( 11,653 )
$ 64,811
Net income
—
—
—
8,204
—
8,204
Other comprehensive loss,
net of tax
—
—
—
—
( 331 )
( 331 )
Cash dividend declared ($ 0.07
per share)
—
—
—
( 1,661 )
—
( 1,661 )
Repurchase
of common stock
( 109,176 )
( 219 )
( 63 )
—
—
( 282 )
Balance at December 31, 2024
23,636,724
47,273
14,451
21,001
( 11,984 )
70,741
Net income
—
—
—
10,098
—
10,098
Other comprehensive income,
net of tax
—
—
—
—
4,117
4,117
Cash dividend declared ($ 0.08
per share)
—
—
—
( 1,889 )
—
( 1,889 )
Repurchase
of common stock
( 69,711 )
( 139 )
( 73 )
—
—
( 212 )
Balance at December 31,
2025
23,567,013
$ 47,134
$ 14,378
$ 29,210
$ ( 7,867 )
$ 82,855
The accompanying notes
are an integral part of these financial statements.
45
NEW PEOPLES BANKSHARES,
INC.
CONSOLIDATED STATEMENTS
OF CASH FLOWS
FOR THE YEARS ENDED
DECEMBER 31, 2025 AND 2024
(Dollars in thousands)
2025
2024
CASH FLOWS
FROM OPERATING ACTIVITIES
Net income
$ 10,098
$ 8,204
Adjustments to reconcile net
income to net cash provided by operating activities:
Depreciation
and amortization
1,482
1,572
Provision
for credit losses
806
625
Net gain
on sale of available-for-sale securities
—
( 4 )
Income
on bank owned life insurance
—
( 73 )
Gain on
sale of mortgage loans
( 26 )
( 9 )
Gain on
sale or disposal of premises and equipment
( 2 )
( 21 )
Gain on
sale of other real estate owned
( 6 )
( 74 )
Loss on
settlement of bank owned life insurance
—
49
Income
on bank owned life insurance death benefit
—
( 1,565 )
Loans
originated for sale
( 1,115 )
( 329 )
Proceeds
from sales of loans originated for sale
1,141
338
Net amortization/accretion
of bond premiums/discounts
70
189
Deferred
tax benefit
( 155 )
( 286 )
Net change
in:
Accrued
interest receivable
7
( 429 )
Other
assets
( 307 )
( 91 )
Accrued
interest payable
65
( 5 )
Accrued
expenses and other liabilities
246
253
Net
cash provided by operating activities
12,304
8,344
CASH FLOWS
FROM INVESTING ACTIVITIES
Net increase
in loans
( 52,413 )
( 20,833 )
Purchase
of securities available-for-sale
( 9,271 )
( 23,336 )
Proceeds
from repayments and maturities of securities available-for-sale
13,963
14,419
Proceeds
from sales of securities available-for-sale
—
2,134
Redemption
(purchase) of equity securities (restricted)
122
( 38 )
Purchases
of premises, equipment and software
( 815 )
( 1,792 )
Proceeds
from sales of premises and equipment
2
1,186
Proceeds
from sales of other real estate owned
50
1,474
Proceeds
from settlement of bank owned life insurance
5,417
761
Net
cash used in investing activities
( 42,945 )
( 26,025 )
CASH FLOWS
FROM FINANCING ACTIVITIES
Net change
in short-term borrowings
—
( 10,000 )
Net change
in long-term debt
( 6,000 )
( 1,200 )
Net change
in noninterest-bearing deposits
( 4,109 )
( 8,940 )
Net change
in interest-bearing deposits
52,393
42,455
Dividends
paid
( 1,889 )
( 1,661 )
Repurchase
of common stock
( 212 )
( 282 )
Net
cash provided by financing activities
40,183
20,372
Net increase
in cash and cash equivalents
9,542
2,691
Cash
and and cash equivalents, beginning of the year
67,668
64,977
Cash
and cash equivalents, end of the year
$ 77,210
$ 67,668
Supplemental disclosure of
cash paid during the period for:
Interest
$ 15,366
$ 16,117
Taxes
2,680
2,419
Supplemental disclosure of
non-cash investing and financing activities:
Real estate
acquired in satisfaction of mortgage loans
46
1,330
Cash surrender
value of bank owned life insurance transferred to benefit receivable
—
3,852
Change
in unrealized losses on securities available-for-sale
( 5,211 )
( 419 )
The accompanying notes
are an integral part of these financial statements.
46
NEW PEOPLES BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS
NOTE 1 NATURE
OF OPERATIONS
Nature
of Operations – New Peoples Bankshares, Inc. (“New Peoples”) 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 each 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 Bank provides general banking services to individuals, small and
medium size businesses and the professional community of southwest Virginia, southern West Virginia, northeastern Tennessee, and
western North Carolina. 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
Basis of Presentation
and Consolidation – 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.
Segment Reporting
– The Company's revenue is primarily derived from the business of banking. The Company's financial performance is monitored on
a consolidated basis by the Chief Executive Officer, who is designated the chief operating decision maker (“CODM”), based
upon information provided about the Company’s products and services offered. The segments are also distinguished by the level of
information provided to the CODM, who uses such information to review the performance of various components of the business, which are
then aggregated if operating performance of product and customers are similar. The CODM evaluates the financial performance of the Company’s
business components such as revenue streams, significant expenses, and budget to actual results in assessing the Company’s segments
and in determination of allocated resources. The presentation of financial performance to the CODM is consistent with amounts and financial
statement lines items shown in the Company's consolidated balance sheets and consolidated statements of income. Additionally, the Company's
significant expenses are adequately segmented by category and amount in the consolidated statements of income to include all significant
items when considering both qualitative and quantitative factors. Significant expenses of the Company include salaries and employee benefits,
occupancy expense, equipment expense, data processing fees, and legal and professional expenses. All of the Company's financial results
are similar and considered by management to be aggregated into one reportable operating segment. While the Company has assigned certain
management responsibilities by region and business-line, the Company's CODM evaluates financial performance on a Company-wide basis.
The majority of the Company's revenue is from the business of banking and the Company's assigned regions have similar economic characteristics,
products, services, and customers. Accordingly, all of the Company's operations are considered by management to be aggregated in one
reportable operating segment.
Accounting Standards
Adopted in 2025 – In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards
Update (“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.
47
In June 2022, the
FASB issued ASU 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual
Sale Restrictions.” ASU 2022-03 clarifies that a contractual restriction on the sale of an equity security is not considered part
of the unit of account of the equity security and, therefore, is not considered in measuring fair value. ASU 2022-03 was effective for
the Company on January 1, 2025. The adoption of this standard had no material impact on the consolidated financial statements.
Use of Estimates
– The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America
(“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.
Cash and Cash
Equivalents – Cash and cash equivalents as used in the cash flow statements include cash and due from banks, interest-bearing
deposits with banks, federal funds sold and investment securities when purchased within three months of maturity.
Investment Securities
– Management determines the appropriate classification of securities at the time of purchase. If management has the intent and
the Company has the ability at the time of purchase to hold securities until maturity, they are classified as held to maturity and carried
at amortized historical cost. Securities not intended to be held to maturity are classified as available-for-sale and carried at fair
value. Securities available-for-sale are intended to be used as part of the Company’s asset and liability management strategy and
may be sold in response to changes in interest rates, prepayment risk, or other similar factors.
The amortization
of premiums and accretion of discounts are recognized in interest income using the effective interest method over the period to maturity
for discounts and the earlier of call date or maturity for premiums. Realized gains and losses on dispositions are based on the net proceeds
and the adjusted book value of the securities sold, using the specific identification method. Realized gains (losses) on securities available-for-sale
are included in noninterest income and, when applicable, are reported as a reclassification adjustment, net of tax, in other comprehensive
income (loss). Unrealized gains and losses on investment securities available for sale are based on the difference between book value
and fair value of each security. These gains and losses are credited or charged to other comprehensive income (loss), net of tax, whereas
realized gains and losses flow through the statements of income.
Allowance for
Credit Losses – Available-for-Sale Securities – For available-for-sale securities, management evaluates all investments
in an unrealized loss position on a quarterly basis, and more frequently when economic or market conditions warrant such evaluation.
If the Company has the intent to sell the security or it is more likely than not that the Company will be required to sell the security,
the security is written down to fair value and the entire loss is recorded in earnings.
If either of the
above criteria is not met, the Company evaluates whether the decline in fair value is the result of credit losses or other factors. In
making the assessment, the Company may consider various factors including the extent to which fair value is less than amortized cost,
performance on any underlying collateral, downgrades in the ratings of the security by a rating agency, the failure of the issuer to
make scheduled interest or principal payments and adverse conditions specifically related to the security. If the assessment indicates
that a credit loss exists, the present value of cash flows expected to be collected are compared to the amortized cost basis of the security
and any excess is recorded as an allowance for credit loss, limited by the amount that the fair value is less than the amortized cost
basis. Any unrealized loss that has not been recorded through an allowance for credit losses is recognized in other comprehensive income
(loss).
Changes in the allowance
for credit losses are recorded as provision for (or reversal of) credit losses expense. Losses are charged against the allowance for
credit losses when management believes an available-for-sale security is confirmed to be uncollectible or when either of the criteria
regarding intent or requirement to sell is met. As of December 31, 2025, there was no allowance for credit losses related to the available-for-sale
portfolio.
Loans held for
sale – Mortgage loans originated and intended for sale in the secondary market are carried at the lower of aggregate cost or
fair value, as determined by outstanding commitments from investors. Net unrealized losses, if any, are recorded as a valuation allowance
through earnings. Mortgage loans held for sale are generally sold with servicing released. Gains and losses on sales of mortgages are
based on the difference between the selling price and the carrying value of the related loan sold.
48
Loans –
Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at amortized
cost. Amortized cost is the principal balance outstanding, net of purchase premiums and discounts and deferred fees and costs. Accrued
interest receivable related to loans totaled $ 3.5 million as of December 31, 2025 and was reported in accrued interest receivable on
the consolidated balance sheets. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct
origination costs, are deferred and recognized in interest income using methods that approximate a level yield without anticipating prepayments.
The accrual of interest
is generally discontinued when a loan becomes 90 days past due and is not well collateralized and in the process of collection, or when
management believes, after considering economic and business conditions and collection efforts, that the principal or interest will not
be collectible in the normal course of business. Past due status is based on contractual terms of the loan. A loan is considered to be
past due when a scheduled payment has not been received 30 days after the contractual due date.
All accrued interest
is reversed against interest income when a loan is placed on nonaccrual status. Interest received on such loans is accounted for using
the cost-recovery method, until qualifying for return to accrual. Under the cost-recovery method, interest income is not recognized until
the loan balance is reduced to zero. Loans are returned to accrual status when all the principal and interest amounts contractually due
are brought current, there is a sustained period of repayment performance, and future payments are reasonably assured.
Significant Group
Concentrations of Credit Risk – The Company identifies a concentration as any obligation, direct or indirect, of the same or
affiliated interests which represent 25% or more of the Company’s capital structure, or $ 20.7 million as of December 31, 2025.
Most of the Company’s activities are with customers located within southwest Virginia, southern West Virginia, northeastern Tennessee,
and western North Carolina. Certain concentrations may pose credit risk. The Company does not have any significant concentrations to
any one industry or customer.
Allowance for
Credit Losses – Loans – The allowance for credit losses is a valuation account that is deducted from the loans’
amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged off against the allowance when
management believes the uncollectibility of a loan balance is confirmed. Expected recoveries do not exceed the aggregate of amounts previously
charged-off and expected to be charged-off. Accrued interest receivable is excluded from the estimate of credit losses.
The allowance for
credit losses represents management’s estimate of lifetime credit losses inherent in loans as of the balance sheet date. The allowance
for credit losses is estimated by management using relevant available information, from both internal and external sources, relating
to past events, current conditions, and reasonable and supportable forecasts.
The Company primarily
utilizes the cohort and the probability of default/loss given default methodologies for its reasonable and supportable forecasting of
current expected credit losses. To further adjust the allowance for credit losses for expected losses not already included within the
quantitative component of the calculation, the Company may consider qualitative adjustment factors such as changes to lending policies
and procedures; national and local economic conditions; the experience and ability of management and staff; the volume and severity of
past due, rated and nonaccrual assets; loan review system; collateral values; concentrations of credit; the impact of legal or regulatory
requirements; and competition.
The Company measures
expected credit losses for loans on a pooled basis when similar risk characteristics exist. The Company has identified the following
portfolio segments and calculates the allowance for credit losses for each using a discounted cash flow methodology:
• Commercial
Real Estate Loans. We originate loans to qualified businesses and individuals in
our market area for the purchase, construction or refinancing of commercial real estate.
These loans consist of owner occupied, non-owner occupied and multi-family transactions.
Owner occupied real estate properties primarily include retail buildings, medical buildings,
and industrial/warehouse space. Owner-occupied loans are typically repaid first by the
cash flows generated by the borrower’s business operations. The primary risk characteristics
are specific to the underlying business and its ability to generate sustainable profitability
and positive cash flow. Non-owner occupied commercial real estate properties primarily
include retail buildings, hotels, office/medical buildings, and industrial/warehouse
space. Increases in vacancy rates, interest rates or other changes in general economic
conditions can have an impact on the borrower and their ability to repay the loan. Non-owner
occupied commercial real estate loans are generally considered to have a higher degree
of credit risk as they may be dependent on the ongoing success and operating viability
of a fewer number of tenants who are occupying the property and who may have a greater
degree of exposure to economic conditions. Multifamily loans are expected to be repaid
from the cash flows of the underlying property so the collective amount of rents must
be sufficient to cover all operating expenses, property management and maintenance, taxes,
and debt service. Increases in vacancy rates, interest rates or other changes in general
economic conditions can have an impact on the borrower and their ability to repay the
loan. Construction loans include not only construction of new structures, but also additions
or alterations to existing structures. Construction loans are generally secured by real
estate. The primary risk characteristics are specific to the uncertainty on whether the
construction will be completed according to the specifications and schedules. Factors
that may influence the completion of construction may be customer specific, such as the
quality and depth of property management, or related to changes in general economic conditions.
49
• Commercial
Loans. We make commercial loans to qualified businesses in our market area. Our commercial
lending consists primarily of commercial and industrial loans to finance accounts receivable,
inventory, property, plant, and equipment. Commercial business loans generally have a
higher degree of risk than residential mortgage loans but have commensurately higher
yields. Residential mortgage loans are generally made on the basis of the borrower’s
ability to make repayment from employment and other income and are secured by real estate
whose value tends to be easily ascertainable. In contrast, commercial business loans
typically are made on the basis of the borrower’s ability to make repayment from
cash flow from its business and are secured by business assets, such as commercial real
estate, accounts receivable, equipment and inventory. As a result, the availability of
funds for the repayment of commercial business loans may be substantially dependent on
the success of the business itself. Further, the collateral for commercial business loans
may depreciate over time and cannot be appraised with as much precision as residential
real estate. To manage these risks, our underwriting guidelines generally require us
to secure commercial loans with both the assets of the borrowing business and other additional
collateral and guarantees that may be available. In addition, we actively monitor certain
measures of the borrower, including advance rate, cash flow, collateral value, and other
appropriate credit factors.
• Residential
Mortgage Loans. Our residential mortgage loans consist of residential first and second
mortgage loans, residential construction loans, home equity lines of credit and term
loans secured by first and second mortgages on the residences of borrowers for home improvements,
education, and other personal expenditures. We make mortgage loans with a variety of
terms, including fixed and floating or variable rates and a variety of maturities. Under
our underwriting guidelines, residential mortgage loans are generally made on the basis
of the borrower’s ability to make repayment from employment and other income and
are secured by real estate whose value tends to be easily ascertainable. These loans
are made consistent with our appraisal policies and real estate lending policies, which
detail maximum loan-to-value ratios and maturities.
• Construction
Loans. Construction lending entails significant additional risks compared to residential
mortgage lending. Construction loans often involve larger loan balances concentrated
with single borrowers or groups of related borrowers. Construction loans also involve
additional risks attributable to the fact that loan funds are advanced upon the security
of property under construction, which is of uncertain value prior to the completion of
construction. Thus, it is more difficult to evaluate the total loan funds required to
complete a project and related loan-to-value ratios accurately. To minimize the risks
associated with construction lending, loan-to-value limitations for residential, multi-family
and non-residential construction loans are in place. These are in addition to the usual
credit analyses of borrowers. Management feels that the loan-to-value ratios help to
minimize the risk of loss and to compensate for normal fluctuations in the real estate
market. Maturities for construction loans generally range from 4 to 12 months for residential
property and from 6 to 18 months for non-residential and multi-family properties.
• Consumer
Loans. Our consumer loans consist primarily of installment loans to individuals for
personal, family and household purposes. The specific types of consumer loans that we
make include home improvement loans, debt consolidation loans, and general consumer lending.
Consumer loans entail greater risk than residential mortgage loans, particularly in the
case of consumer loans that are unsecured, such as lines of credit, or secured by rapidly
depreciating assets such as automobiles. In such cases, any repossessed collateral for
a defaulted consumer loan may not provide an adequate source of repayment of the outstanding
loan balance due to the greater likelihood of damage, loss, or depreciation. The remaining
deficiency often does not warrant further substantial collection efforts against the
borrower. In addition, consumer loan collections are dependent on the borrower’s
continuing financial stability and thus are more likely to be adversely affected by job
loss, divorce, illness, or personal bankruptcy. Furthermore, the application of various
federal and state laws, including federal and state bankruptcy and insolvency laws, may
limit the amount which can be recovered on such loans. A borrower may also be able to
assert against the Bank as an assignee any claims and defenses that it has against the
seller of the underlying collateral.
50
Loans that do not
share risk characteristics are evaluated on an individual basis. The Company designates loan relationships of $ 250,000 or more that have
been determined to meet the regulatory definitions of “special mention” or “classified” (together known as “criticized”)
as individually evaluated. The fair value of individually evaluated loans is measured using the fair value of collateral (“collateral
method”) or the DCF method.
• The
collateral method is applied to individually evaluated loans for which foreclosure is probable.
The collateral method is also applied to individually evaluated loans when borrowers are
experiencing financial difficulty and repayment is expected to be provided substantially
through the operation or sale of the collateral (“collateral dependent”). The
allowance for credit losses is measured based on the difference between the fair value of
the collateral and the amortized cost basis of the loan as of the measurement date. When
repayment is expected to be from the operation of the collateral, the allowance for credit
losses is calculated as the amount by which the amortized cost basis of the loan exceeds
the present value of expected cash flows from the operation of the collateral. When repayment
is expected to be from the sale of the collateral, the allowance for credit losses is calculated
as the amount by which the loan’s amortized cost basis exceeds the fair value of the
underlying collateral less estimated cost to sell. The allowance for credit losses may be
zero if the fair value of the collateral at the measurement date exceeds the amortized cost
basis of the loan.
• The
DCF method is applied to individually evaluated loans that do not meet the criteria for collateral
method measurement. Cash flows are projected and discounted using the same method as for
collectively evaluated loans, and the Company considers default and prepayment assumptions.
Allowance for
Credit Losses – Unfunded Commitments – Financial instruments include off-balance sheet credit instruments such as commitments
to make loans and commercial letters of credit issued to meet customer financing needs. The Company’s exposure to credit loss in
the event of nonperformance by the other party to the financial instrument for off-balance sheet loan commitments is represented by the
contractual amount of those instruments. Such financial instruments are recorded when they are funded.
The Company records
an allowance for credit losses on off-balance sheet credit exposures, excluding unconditionally cancelable commitments, through a charge
to the provision for credit losses in the Company’s consolidated statements of income. The allowance for credit losses on off-balance
sheet credit exposures is estimated by loan segment at each balance sheet date under the current expected credit loss model using the
same methodologies as portfolio loans, taking into consideration the likelihood that funding will occur as well as any third-party guarantees.
The allowance for unfunded commitments is included in other liabilities on the Company’s consolidated balance sheets.
Bank Premises
and Equipment – Land, buildings and equipment are recorded at cost less accumulated depreciation. Depreciation is computed
using the straight-line method over the following estimated useful lives:
Schedule
of estimated useful lives
Type
Estimated
useful life
Buildings
39
– 40 years
Paving
and landscaping
15
years
Computer
equipment and software
3
to 5 years
Vehicles
5
years
Furniture
and other equipment
5
to 10 years
Leasehold
improvements are amortized over the terms of the respective leases or the estimated useful lives of the improvements, whichever is shorter.
Repairs and maintenance costs are recorded as a component of noninterest expense as incurred.
Other Real Estate
Owned (“OREO”) – OREO includes properties acquired through foreclosure or deeds taken in lieu of foreclosure, as
well as closed branch sites with no intended future use and an expected long-term disposal period. At the time of acquisition, these
properties are recorded at fair value less estimated costs to sell. Expenses incurred in connection with operating these properties and
subsequent write-downs, if any, are charged to operations. Subsequent to foreclosure, management periodically considers the adequacy
of the reserve for losses on the property. Gains and losses on the sales of these properties are credited or charged to income in the
year of the sale.
51
Leases –
A right-of-use asset and related lease liability is recognized for operating leases the Bank has entered into for certain office facilities.
Most leases include one or more options to renew. The exercise of lease renewal options is typically at the sole discretion of management.
If it is determined that it is reasonably certain that the Bank will exercise renewal options, the additional term is included in the
calculation of the lease liability. As most of our leases do not provide an implicit rate, we use the fully collateralized Federal Home
Loan Bank of Atlanta (“FHLB”) borrowing rate, commensurate with the lease terms at the lease commencement date, in determining
the present value of the lease payments.
Income Taxes
– Deferred tax assets or liabilities are computed based upon the difference between financial statement and income tax bases of
assets and liabilities using the enacted marginal tax rate. The Company provides a valuation allowance on its net deferred tax assets
where it is more likely than not such assets will not be realized. As of December 31, 2025 and 2024, the Company had no valuation allowance
on its net deferred tax assets.
The Company recognizes
the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by
the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such
positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. See
Note 11, Income Taxes, for additional information. The Company records any penalties and interest attributed to uncertain tax positions
as a component of income tax expenses.
Income Per Share
– Basic income per share computations are based on the weighted average number of shares outstanding during each period. Dilutive
earnings per share reflect the additional common shares that would have been outstanding if dilutive potential common shares had been
issued.
Financial Instruments
– Off-balance-sheet instruments - In the ordinary course of business, the Company has entered into commitments to extend credit.
Such financial instruments are recorded in the financial statements when they are funded.
Financial Instruments
– Fair Value – Fair values of financial instruments are estimated using relevant market information and other assumptions,
as more fully discussed in Note 24. Fair value estimates involve uncertainties and matters of significant judgment regarding interest
rates, credit risks, prepayments, and other factors, especially in the absence of broad markets for particular items. Changes in assumptions
or market conditions could significantly affect these estimates.
Comprehensive
Income – GAAP requires that recognized revenue, expenses, gains, and losses be included in net income. Although certain changes
in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, are reported as a separate component
of the equity section of the balance sheet, such items, along with net income, are components of comprehensive income. The change in
unrealized gains and losses on available-for-sale securities is the Company’s only component of other comprehensive income.
Revenue from Contracts
with Customers – The Company generally satisfies its performance obligations fully on its contracts with customers as services
are rendered; and the transaction prices are typically fixed, charged either on a periodic basis or based on activity.
Advertising Cost
– Advertising costs are expensed in the period incurred. These costs, which are included in Advertising, sponsorships, and donations
in Note 26 totaled approximately $ 286,000 and $ 240,000 , for the years ended December 31, 2025 and 2024, respectively.
Reclassification – Certain
amounts in the prior years’ financial statements may have been reclassified to conform to the current year’s presentation.
Certain investment securities were reclassified to collateralized mortgage obligations with guarantees to better align the investment
securities by cash flow attributes. The reclassifications had no effect on our results of operations or financial condition as previously
reported.
Subsequent Events
– The Company has evaluated subsequent events for potential recognition and/or disclosure through the date these consolidated financial
statements were issued. See Note 27 Subsequent Events for additional information.
52
NOTE 3 RECENT
ACCOUNTING DEVELOPMENTS
In November 2024,
the FASB issued ASU 2024-03, “ Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures
(Subtopic 220-40), further clarified by ASU No 2025-01. ASU 2024-03 requires public companies to disclose specific information about
certain 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. This guidance is effective for annual periods beginning
after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company does not expect these amendments
to have a material effect 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.
NOTE 4 INCOME
PER SHARE
Basic income per
share computations are based on the weighted average number of shares outstanding during each year. Dilutive earnings per share reflect
the additional common shares that would have been outstanding if dilutive potential common shares had been issued. For the years ended
December 31, 2025 and 2024, there were no dilutive potential common shares.
Basic and diluted
net income per common share calculations follows:
Schedule of basic and
diluted net loss per common share calculations
(Amounts in thousands,
except share and per share data)
For the year
ended
December
31,
2025
2024
Net
income
$ 10,098
$ 8,204
Weighted
average shares outstanding
23,599,120
23,682,407
Weighted
average dilutive shares outstanding
23,599,120
23,682,407
Basic
and diluted income per share
$ 0.43
$ 0.35
NOTE 5 DEPOSITS
IN AND FEDERAL FUNDS SOLD TO BANKS
The Bank had federal
funds sold and interest-bearing cash on deposit with the Federal Reserve Bank of Richmond (“Federal Reserve Bank”) and other
commercial banks amounting to $ 63.4 million and $ 54.5 million as of December 31, 2025 and 2024, respectively. Deposit amounts at other
commercial banks may, at times, exceed federally insured limits.
The Bank has a total
of $ 30.0 million in unsecured fed funds lines of credit facilities from three correspondent banks that were available as of December
31, 2025 and 2024, respectively. Of these total commitments, all were available as of December 31, 2025 and 2024. The Bank must maintain
a $ 250,000 minimum deposit balance with one correspondent bank as a condition of a $ 5 .0 million fed funds line of credit. As of December
31, 2025 and 2024, the Bank was in compliance with this requirement.
53
NOTE 6 INVESTMENT
SECURITIES
The amortized cost and estimated fair
value of securities (all available-for-sale) as of December 31, 2025 and 2024 are as follows:
Schedule of securities amortized cost and estimated fair value
December
31, 2025
Amortized
Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
(Dollars
in thousands)
U.S. Treasuries
$ 5,597
$ 16
$ 153
$ 5,460
U. S. Government agencies
9,482
49
372
9,159
Corporate bonds
2,500
6
127
2,379
Municipal securities
24,217
4
4,224
19,997
Mortgage-backed securities
50,742
134
4,797
46,079
Collateralized
mortgage obligations - guaranteed
13,854
70
565
13,359
$ 106,392
$ 279
$ 10,238
$ 96,433
December
31, 2024
Amortized
Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
(Dollars
in thousands)
U.S. Treasuries
$ 8,370
$ —
$ 409
$ 7,961
U. S. Government agencies
9,380
11
586
8,805
Corporate bonds
2,499
—
246
2,253
Municipal securities
23,940
—
5,416
18,524
Mortgage-backed securities
55,653
—
7,518
48,135
Collateralized
mortgage obligations - guaranteed
11,312
11
1,017
10,306
$ 111,154
$ 22
$ 15,192
$ 95,984
54
The following table
details unrealized losses and related fair values in the available-for-sale portfolio. This information is aggregated by the length of
time that individual securities have been in a continuous unrealized loss position as of December 31, 2025 and 2024.
Schedule of fair value and gross unrealized losses on investment securities
December
31, 2025
Less
Than 12 Months
More
Than 12 Months
Total
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
(Dollars
in thousands)
U.S. Treasuries
$ —
$ —
$ 4,444
$ 153
$ 4,444
$ 153
U. S. Government agencies
814
1
4,469
371
5,283
372
Corporate bonds
—
—
1,873
127
1,873
127
Municipal securities
946
110
18,036
4,114
18,982
4,224
Mortgage-backed securities
744
5
37,156
4,792
37,900
4,797
Collateralized
mortgage obligations - guaranteed
3,076
5
3,699
560
6,775
565
$ 5,580
$ 121
$ 69,677
$ 10,117
$ 75,257
$ 10,238
December
31, 2024
Less
Than 12 Months
More
Than 12 Months
Total
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
(Dollars
in thousands)
U.S. Treasuries
$ 980
$ 20
$ 6,981
$ 389
$ 7,961
$ 409
U. S. Government agencies
2,221
38
6,026
548
8,247
586
Corporate bonds
499
1
1,755
245
2,254
246
Municipal securities
1,559
212
16,965
5,204
18,524
5,416
Mortgage-backed securities
9,388
190
38,747
7,328
48,135
7,518
Collateralized
mortgage obligations - guaranteed
5,594
121
3,271
896
8,865
1,017
$ 20,241
$ 582
$ 73,745
$ 14,610
$ 93,986
$ 15,192
As of December 31,
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 are past due
as to 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 $ 32.5 million and $ 35.2 million as of December 31, 2025 and 2024, respectively, were pledged to secure public
deposits and for other purposes required or permitted by law.
The following table
presents the gross proceeds, gross gains and gross losses, and the tax provision resulting from sales of securities for the years ended
December 31, 2025 and December 31, 2024.
Schedule of gross proceeds, gross gains and gross losses, and the tax provision
(Dollars in thousands)
2025
2024
Proceeds
$ —
$ 2,134
Gains
—
43
Losses
—
( 39 )
Tax provision
—
1
The amortized
cost and fair value of investment securities as of December 31, 2025, by contractual maturity, are shown in the following schedule. Expected
maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without
call or prepayment penalties. Also, actual maturities may differ from scheduled maturities on amortizing securities, such as mortgage-backed
securities and collateralized mortgage obligations, because the underlying collateral on these types of securities may be repaid prior
to the scheduled maturity date.
55
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
$
3,944
$
3,881
1.28 %
Due
after one year through five years
11,425
11,174
3.32 %
Due
after five years through ten years
23,275
22,349
3.42 %
Due
after ten years
67,748
59,029
2.35 %
Total
$
106,392
$
96,433
2.65 %
The Bank, as a member
of the Federal Reserve Bank and the 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 are restricted from trading and are recorded at a cost of $ 2.6 million and $ 2.7
million as of December 31, 2025 and 2024, respectively. The stock has no quoted market value and no ready market exists.
NOTE 7 LOANS
Loans receivable
outstanding as of December 31, 2025 and 2024 are summarized as follows:
Schedule of loans receivable outstanding
December
31,
(Dollars in thousands)
2025
2024
Real
estate secured:
Commercial
$ 255,707
$ 243,646
Construction
and land development
42,826
36,112
Residential
1-4 family
252,624
234,860
Multifamily
45,964
32,379
Farmland
23,385
16,921
Total
real estate loans
620,506
563,918
Commercial
53,175
60,587
Agriculture
4,384
4,025
Consumer
installment loans and all other loans
31,522
29,006
Total
loans
$ 709,587
$ 657,536
Included in total
loans above are deferred loan fees of $ 2.2 million and $ 2 .0 million and deferred loan costs of $ 2.1 million and $ 1.9 million, as of December
31, 2025 and 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 fee or cost is recognized at that time.
Loans receivable
on nonaccrual status as of December 31, 2025 and 2024 are summarized as follows:
Schedule of loans receivable nonaccrual status
December
31, 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
$ —
$ 415
$ 415
$ 411
$ —
$ 411
Construction
and land development
—
23
23
300
—
300
Residential
1-4 family
960
1,323
2,283
2,232
178
2,410
Multifamily
—
—
—
—
—
—
Farmland
—
16
16
—
—
—
Total
real estate loans
960
1,777
2,737
2,943
178
3,121
Commercial
—
25
25
66
—
66
Agriculture
446
305
751
16
—
16
Consumer
installment loans and other loans
—
85
85
56
14
70
Total
loans receivable on nonaccrual status
$ 1,406
$ 2,192
$ 3,598
$ 3,081
$ 192
$ 3,273
56
Total interest income
not recognized on nonaccrual loans for 2025 and 2024 was approximately $49,000 for both years.
The Company evaluates
loans that do not share risk characteristics on an individual basis utilizing the collateral or discounted cash flow methods as described
in Note 2 Summary of Significant Accounting Policies. The following table presents the amortized cost basis of collateral dependent loans,
which are individually evaluated to determine expected credit losses, and the related allowance for credit losses allocated to those
loans as December 31, 2025 and 2024:
Schedule of related allowance for credit losses
December
31, 2025
December
31, 2024
Amortized
Cost
Related
Allowance
Amortized
Cost
Related
Allowance
(Dollars in thousands)
Real
estate secured:
Commercial
$ 408
$ 108
$ 396
$ —
Construction
and land development
—
—
300
—
Residential
1-4 family
998
39
1,008
177
Total
real estate loans
1,406
147
1,704
177
Agriculture
752
54
—
—
Consumer
installment loans and other loans
—
—
13
3
Total
$ 2,158
$ 201
$ 1,717
$ 180
The following tables
show an age analysis of past due loans receivable as of December 31, 2025 and 2024, segregated by class:
Schedule of analysis of past due loans receivable
As
of December 31, 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
$ 468
$ —
$ 423
$ 891
$ 254,816
$ 255,707
Construction
and land development
—
—
—
—
42,826
42,826
Residential
1-4 family
2,140
1,631
828
4,599
248,025
252,624
Multifamily
—
—
—
—
45,964
45,964
Farmland
—
—
—
—
23,385
23,385
Total
real estate loans
2,608
1,631
1,251
5,490
615,016
620,506
Commercial
203
26
—
229
52,946
53,175
Agriculture
110
—
802
912
3,472
4,384
Consumer
installment loans and all other loans
272
26
307
605
30,917
31,522
Total
loans
$ 3,193
$ 1,683
$ 2,360
$ 7,236
$ 702,351
$ 709,587
57
As
of 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 loans 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
As of December 31,
2025, residential 1-4 family loans that were 90 or more days past due and accruing interest totaled approximately $165,000. There were
no loans 90 or more days past due that were accruing interest as of December 31, 2024.
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 and leases 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 analysis of relevant information 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 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.
58
The following tables
present the credit risk grade of loans by origination year as of December 31, 2025 and 2024:
Schedule of credit risk grade of loans
As of December
31, 2025
(Dollars
in thousands)
2025
2024
2023
2022
2021
Prior
Revolving
Total
Commercial
real estate
Pass
$ 33,892
$ 22,565
$ 43,005
$ 44,828
$ 42,021
$ 69,031
$ 358
$ 255,700
Substandard
—
—
—
—
—
7
—
7
Total
commercial real estate
$ 33,892
$ 22,565
$ 43,005
$ 44,828
$ 42,021
$ 69,038
$ 358
$ 255,707
Current
period gross charge-offs
$ —
$ —
$ —
$ ( 1 )
$ —
$ —
$ —
$ ( 1 )
Construction and land development
Pass
$ 12,676
$ 21,666
$ 2,448
$ 2,113
$ 2,122
$ 1,778
$ —
$ 42,803
Substandard
—
23
—
—
—
—
—
23
Total
construction and land development
$ 12,676
$ 21,689
$ 2,448
$ 2,113
$ 2,122
$ 1,778
$ —
$ 42,826
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Residential
1-4 family
Pass
$ 35,441
$ 18,703
$ 24,178
$ 24,318
$ 35,543
$ 76,674
$ 34,842
$ 249,699
SpecialMention
—
—
—
—
—
476
—
476
Substandard
—
104
197
50
—
2,020
78
2,449
Total
residential 1-4 family
$ 35,441
$ 18,807
$ 24,375
$ 24,368
$ 35,543
$ 79,170
$ 34,920
$ 252,624
Current
period gross charge-offs
$ —
$ —
$ ( 138 )
$ —
$ —
$ ( 1 )
$ —
$ ( 139 )
Multifamily
Pass
$ 17,668
$ 1,464
$ 3,197
$ 9,874
$ 6,444
$ 7,317
$ —
$ 45,964
Total
multifamily
$ 17,668
$ 1,464
$ 3,197
$ 9,874
$ 6,444
$ 7,317
$ —
$ 45,964
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Farmland
Pass
$ 9,005
$ 2,610
$ 1,142
$ 1,830
$ 2,641
$ 6,020
$ —
$ 23,248
SpecialMention
—
—
—
—
—
121
—
121
Substandard
—
—
—
—
—
16
—
16
Total
farmland
$ 9,005
$ 2,610
$ 1,142
$ 1,830
$ 2,641
$ 6,157
$ —
$ 23,385
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ —
$ —
Commercial
Pass
$ 14,653
$ 10,852
$ 8,745
$ 2,628
$ 1,284
$ 3,106
$ 11,880
$ 53,148
SpecialMention
—
—
—
—
—
2
—
2
Substandard
—
—
—
—
—
—
25
25
Total
commercial
$ 14,653
$ 10,852
$ 8,745
$ 2,628
$ 1,284
$ 3,108
$ 11,905
$ 53,175
Current
period gross charge-offs
$ —
$ ( 59 )
$ —
$ —
$ ( 23 )
$ ( 15 )
$ —
$ ( 97 )
Agriculture
Pass
$ 1,437
$ 683
$ 162
$ 176
$ 104
$ 98
$ 942
$ 3,602
SpecialMention
—
—
—
—
—
—
31
31
Substandard
—
—
—
—
—
—
—
—
Doubtful
—
305
—
—
—
—
446
751
Total
agriculture
$ 1,437
$ 988
$ 162
$ 176
$ 104
$ 98
$ 1,419
$ 4,384
Current
period gross charge-offs
$ —
$ —
$ —
$ —
$ —
$ —
$ ( 50 )
$ ( 50 )
Consumer
and all other
Pass
$ 16,111
$ 7,607
$ 3,599
$ 1,311
$ 845
$ 1,617
$ 372
$ 31,462
Substandard
18
30
10
2
—
—
—
60
Total
consumer and all other
$ 16,129
$ 7,637
$ 3,609
$ 1,313
$ 845
$ 1,617
$ 372
$ 31,522
Current
period gross charge-offs
$ ( 14 )
$ ( 47 )
$ ( 25 )
$ ( 5 )
$ ( 5 )
$ ( 280 )
$ —
$ ( 376 )
Total
$ 140,901
$ 86,612
$ 86,683
$ 87,130
$ 91,004
$ 168,283
$ 48,974
$ 709,587
Total
current period gross charge-offs
$ ( 14 )
$ ( 106 )
$ ( 163 )
$ ( 6 )
$ ( 28 )
$ ( 296 )
$ ( 50 )
$ ( 663 )
59
As
of December 31, 2024
(Dollars
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 )
60
NOTE 8 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 credit losses
and we may experience significant increases to our provision.
The allowance for
credit losses incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon asset origination or acquisition.
The starting point for the estimate of the allowance for credit losses is historical loss information, which includes losses from modifications
of receivables to borrowers experiencing financial difficulty. Among other techniques, the Company uses a discounted cash flow methodology
to determine the allowance for credit losses.
The following tables
present a disaggregated analysis of activity in the allowance for credit losses for loans as of December 31, 2025 and 2024:
Schedule of allowance for credit losses for loans
Real
estate secured
(Dollars
in thousands)
Commercial
Construction
and Land Development
Residential
1-4 family
Multifamily
Farmland
Commercial
Agriculture
Consumer
and All Other
Total
Year ended December 31, 2025
Beginning balance
$ 2,565
$ 322
$ 2,923
$ 382
$ 149
$ 751
$ 36
$ 556
$ 7,684
Charge-offs
( 1 )
—
( 139 )
—
—
( 97 )
( 50 )
( 376 )
( 663 )
Recoveries
—
54
60
12
3
8
3
207
347
Provision
for credit losses
292
35
( 45 )
165
14
( 60 )
93
245
739
Ending balance
$ 2,856
$ 411
$ 2,799
$ 559
$ 166
$ 602
$ 82
$ 632
$ 8,107
Real
estate secured
(Dollars
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 9 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 amortized cost basis of the asset is written off against the allowance for credit losses. The amount of the principal
forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off, 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.
61
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 approximately $ 178,000 , received an additional 3-month deferral
due to the extent of damage to the property. As of December 31, 2025, the deferral periods have ended and 48 loans totaling
$6.6 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. No other loans in the deferral program defaulted
in the period ended December 31, 2025. There were no loans modified to borrowers experiencing financial difficulties in period
ending December 31, 2025, other than those impacted by natural disasters.
NOTE 10 BANK
PREMISES AND EQUIPMENT
Depreciation expense
was $ 1.2 million for the years ended December 31, 2025 and 2024. Bank premises and equipment as of December 31, 2025 and 2024 are summarized
as follows:
Schedule of bank premises and equipment
(Dollars in thousands)
2025
2024
Land
$ 6,450
$ 6,441
Buildings
and improvements
14,748
14,664
Furniture
and equipment
8,632
9,279
Property plan equipment,
gross
29,830
30,384
Less
accumulated depreciation
( 13,430 )
( 13,314 )
Bank
premises and equipment, net
$ 16,400
$ 17,070
NOTE
11 INCOME TAXES
The Company files
a consolidated federal income tax return. The following table provides information on the components of income tax expense for the years
ended December 31, 2025 and 2024.
(Dollars in thousands)
2025
2024
Current
income tax expense
Federal
$ 2,919
$ 2,224
State
283
211
Current
income tax expense
3,202
2,435
Deferred
tax benefit
Federal
( 148 )
( 275 )
State
( 7 )
( 11 )
Deferred
tax benefit
( 155 )
( 286 )
Income
tax expense
$ 3,047
$ 2,149
62
The following table provides a reconciliation
of tax expense computed at the federal statutory tax rate and the recorded tax expense (in dollars and percentages) for the years ended
December 31, 2025 and 2024.
Schedule of reconciliation of income tax expense
2025
2024
(Dollars
in thousands)
Amount
Percent
Amount
Percent
Tax at federal
statutory rate
$ 2,760
21.0 %
$ 2,174
21.0 %
State
income taxes, net of federal tax effect 1
218
1.7 %
177
1.7 %
Nontaxable or nondeductible
items
Nontaxable
interest income
( 6 )
0.0 %
( 1 )
0.0 %
Surrender
of bank owned life insurance policy
—
0.0 %
60
0.6 %
Penalty
on surrender of bank owned life insurance
—
0.0 %
29
0.3 %
Benefit
claim on bank owned life insurance
—
0.0 %
( 329 )
- 3.2 %
Income
from bank owned life insurance
—
0.0 %
( 15 )
- 0.1 %
Nondeductible
expenses
16
0.1 %
13
0.1 %
Other,
net
59
0.4 %
41
0.4 %
Total
income tax expense
$ 3,047
23.2 %
$ 2,149
20.8 %
1
The states of Tennessee, West Virginia and North Carolina made up the tax effect in this category.
The following table
provides information on the significant components of the Company’s deferred tax assets and liabilities as of December 31, 2025
and 2024.
(Dollars in thousands)
2025
2024
Deferred
tax assets
Allowance
for credit losses
$ 1,939
$ 1,828
Deferred
compensation
189
118
Self-insured
health insurance
189
166
Other
real estate owned
15
17
Lease
liability
678
771
Unrealized
loss on securities available for sale
2,091
3,186
Other
434
364
Total
deferred tax assets
$ 5,535
$ 6,450
Deferred
tax liabilities
Prepaid
expenses
31
31
Depreciation
462
385
Deferred
loan costs
469
428
Right-of-use
asset
678
771
Total
deferred tax liabilities
1,640
1,615
Net
deferred tax assets
$ 3,895
$ 4,835
In accordance with
applicable accounting guidance, the Company determined that it was not required to establish a valuation allowance for deferred tax assets
as it is more likely than not that the deferred tax asset will be realized through future taxable income, future reversals of existing
taxable temporary differences and tax strategies. The Company’s net deferred tax asset is recorded in the consolidated financial
statements separately.
63
During the years
ended December 31, 2025 and 2024, the Company made payments to tax authorities for income taxes as set forth in the table below.
Schedule of payments to tax authorities for income taxes
(Dollars in thousands)
2025
2024
Federal
$ 2,480
$ 2,200
State
and local:
Tennessee
104
137
West
Virginia
73
40
North
Carolina
23
42
Total
taxes paid
$ 2,680
$ 2,419
As of December 31,
2025 and 2024, the Company had no unrecognized tax benefits. The Company does not expect the total amount of unrecognized tax benefits
to increase significantly over the next twelve months. The company recognizes interest and penalties as a component of income tax expense.
In its most recently
filed tax year, the Company filed income tax returns in U.S. federal and state jurisdictions, including Tennessee, West Virginia, and
North Carolina. With few exceptions the Company is no longer subject to U.S. federal and state income tax examinations by tax authorities
for years prior to 2022.
NOTE 12 TIME
DEPOSITS
The aggregate amount
of time deposits that meet or exceed the Federal Deposit Insurance Corporation (“FDIC”) Insurance limit of $ 250,000 was $ 58.1
million and $ 51.3 million as of December 31, 2025 and 2024, respectively. Brokered time deposits totaled $ 8 .0 million and $ 3 .0 million
at December 31, 2025 and 2024, respectively.
As of December 31,
2025, the scheduled maturities of time deposits are as follows (dollars in thousands):
Schedule
of maturities
2026
$ 242,514
2027
29,241
2028
10,688
2029
5,327
2030
6,446
After
five years
—
Total
$ 294,216
NOTE 13 RELATED
PARTY TRANSACTIONS
Officers, directors
(and companies controlled by them), principal shareholders, and associates were customers of and had loan transactions with the Bank
in the normal course of business. The following table summarizes these transactions, which were made on substantially the same terms
as those prevailing for other customers and did not involve any abnormal risk.
Schedule of related party
For
the year ended December 31,
(Dollars in thousands)
2025
2024
Beginning
balance
$ 4,075
$ 2,610
New loans
and advances on lines
1,380
2,895
Effects
of changes in composition of related parties
( 3,339 )
—
Payments
and other reductions
( 543 )
( 1,430 )
Ending
balance
$ 1,573
$ 4,075
Total related party
deposits held at the Bank were $ 11.0 million and $ 17.9 million as of December 31, 2025 and 2024, respectively.
NPB Insurance Services,
Inc. holds a 39% membership interest in Lonesome Pine Title Agency, LLC, which provides title insurance.
64
NOTE 14 RETIREMENT AND OTHER
BENEFIT PLANS
The Company has established
a qualified defined contribution plan that covers all full-time employees. The Company matches employee contributions up to a maximum
of 6 % of their salary for 2025 and 2024, respectively. The Company contributed approximately $ 544,000 and $ 529,000 to the defined contribution
plan during the years ended December 31, 2025 and 2024, respectively.
On February 27, 2024,
the Board of Directors approved and adopted the New Peoples Bankshares, Inc. Long-Term Cash Incentive Plan (the “Plan”).
The Plan provides for cash incentive awards to Plan participants based on the Company’s quarterly earnings per share of common
stock over the period specified in the Plan. Certain members of management are eligible to participate in the Plan. Individual awards
are settled solely in cash, determined by multiplying quarterly earnings per share by the number of notional shares covered by a Plan
award. Awards for up to 750,000 notional shares of common stock of the Company may be granted under the Plan. The Plan does not grant
participants equity in the Company and does not create any shareholders’ rights. For each award, a participant receives an allocation
equal to earnings per share, for each share covered by the award, on a quarterly basis. Awards become vested in 25% increments, on each
of the first through fourth anniversaries of the date of grant, subject to a participant’s continuous employment with the Company
through the applicable anniversary. Awards are settled on the earliest of a participant’s separation from service, a change in
control, or the ten-year anniversary of the Plan’s effective date. Vested portions of an award are generally paid in three installments.
Notional shares totaling 655,000 and 605,000 had been awarded as of December 31, 2025 and 2024, respectively, with related expense totaling
approximately $ 321,000 and $ 160,000 for the years ended December 31, 2025 and 2024, respectively.
The Bank maintains
a salary continuation plan for key executives which was established in 2002 and was funded by single premium life insurance policies.
Expenses related to the plan were approximately $ 22,000 and $ 24,000 for the years ended December 31, 2025 and 2024, respectively.
NOTE 15 OTHER REAL ESTATE OWNED
The following table
summarizes the activity in other real estate owned for the years ended December 31, 2025 and 2024:
Schedule of activity in other real estate owned
2025
2024
(Dollars
in thousands)
Balance,
beginning of year
$ 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 year
$ 89
$ 87
As of December 31,
2025, there were no loans secured by residential real estate in the process of foreclosure. As of December 31, 2024, one loan secured
by residential real estate totaling approximately $ 16,000 was in the process of foreclosure.
NOTE 16 BANK
OWNED LIFE INSURANCE
The Bank had no bank
owned life insurance policies as of December 31, 2025.
During 2024 one bank
owned life insurance policy was surrendered at market value resulting in a loss of approximately $ 49,000 . In December 2024, a death benefit
receivable of $ 5.4 million was recorded, resulting in an income accrual of $ 1.6 million.
NOTE 17 DIVIDEND
LIMITATIONS ON SUBSIDIARY BANK
A principal source
of funds for the Company is dividends paid by the Bank. The Federal Reserve Act restricts the amount of dividends the Bank may pay. Approval
by the Board of Governors of the Federal Reserve System is required if the dividends declared by a state member bank, in any year, exceed
the sum of (1) net income of the current year and (2) income net of dividends for the preceding two years.
65
Virginia law restricts
the amount of dividends a Virginia corporation may pay. Generally, a Virginia corporation may not authorize and make distributions if,
after giving effect to the distribution, it would be unable to meet its debts as they become due in the usual course of business or if
the corporation’s total assets would be less than the sum of its total liabilities plus the amount that would be needed, if it
were dissolved at that time, to satisfy the preferential rights of shareholders whose rights are superior to the rights of those receiving
the distribution. In addition, the payment of distributions to shareholders is subject to any prior rights of outstanding preferred stock.
NOTE 18 LEASING
ACTIVITIES
As of December 31,
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 December 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 December 31, 2025 is 6.30 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 December 31, 2025 was 3.36 %.
The Company’s
operating lease costs were approximately $ 557,000 and $ 558,000 for the years ended December 31, 2025 and 2024, respectively.
The Company’s
other operating leases were evaluated and determined to be immaterial to the financial statements.
As of December 31,
2025, future minimum rental commitments under the non-cancellable operating leases discussed above are as follows (dollars in thousands):
Schedule of future minimum rental commitments under the non-cancellable operating leases
2026
$ 576
2027
598
2028
603
2029
492
2030
492
Thereafter
755
Total
lease payments
3,516
Less
imputed interest
518
Total
$ 2,998
66
NOTE
19 BORROWED FUNDS
The following table
presents the breakdown of borrowed funds as of December 31, 2025 and 2024:
Schedule
of breakdown of borrowed funds
Short-term
Borrowings
Long-term
Borrowings
FHLB
Revolving Advances
Federal
Funds Lines
FHLB
Term Loans Short-Term
FRB
Term Funding Program
FHLB
Term Loans Long-Term
NPB
Capital Trust I
NPB
Capital Trust 2
Total
(a)
(b)
(a)
(c)
(d)
(a)
(e)
(Dollars
in thousands)
Balance
December 31, 2025
$ —
$ —
$ —
$ —
$ 7,000
$ 6,831
$ 5,155
$ 18,986
Highest
balance at any month-end
5,000
—
—
—
10,000
6,831
5,155
Average weighted balance
14
—
—
—
9,696
6,880
5,155
21,745
Average interest rate:
Paid
during the year
4.57 %
0.00 %
0.00 %
0.00 %
3.51 %
7.10 %
6.24 %
5.26 %
At
year-end
0.00 %
0.00 %
0.00 %
0.00 %
3.51 %
6.77 %
5.94 %
5.34 %
Balance
December 31, 2024
$ —
$ —
$ —
$ —
$ 10,000
$ 9,831
$ 5,155
$ 24,986
Highest
balance at any month-end
—
—
—
10,000
10,000
11,031
5,155
Average weighted balance
—
—
—
7,486
10,000
10,749
5,155
33,390
Average interest rate:
Paid
during the year
0.00 %
5.61 %
0.00 %
4.83 %
3.51 %
8.15 %
7.30 %
5.88 %
At
year-end
0.00 %
0.00 %
0.00 %
0.00 %
3.51 %
7.52 %
6.69 %
5.74 %
(a) – The Bank
has the ability to borrow up to an additional $101.4 million from FHLB under a line of credit which is secured by a blanket lien on qualifying
real estate loans as of December 31, 2025. With additional collateral, the Bank’s total credit availability would be $252.3 million.
The Bank had no overnight borrowings subject to daily rate changes from the FHLB at December 31, 2025 or 2024.
We have used our
line of credit with FHLB to issue letters of credit totaling $14.0 million to the Treasury Board of Virginia for collateral on public
funds deposited in the Bank. No draws on the letters of credit have been issued. The letters of credit are considered draws on our FHLB
line of credit.
(b) –
Federal funds lines consisted of $30.0 million in unsecured federal funds line of credit facilities with correspondent banks as of December
31, 2025 and 2024 exclusive of any outstanding balance. The Company did not borrow from the lines other than to test the ability to access
the lines.
(c) – As of
December 31, 2025 and 2024, there were no short term FHLB advances outstanding.
(d) – A short-term,
fixed rate borrowing under the FRB Bank Term Funding Program in the amount of $10.0 million at was prepaid without penalty during the
fourth quarter of 2024.
(e) – The fixed
rate FHLB advance in the amount of $10.0 million as of December 31, 2024 was reduced to $7.0 million in 2025 and matures in 2028.
TPS I – On
July 7, 2004, the Company completed the issuance of $ 11.3 million in floating rate trust preferred securities, maturing July 7, 2034,
offered by its wholly owned subsidiary, NPB Capital Trust I (TPS I). The rate is determined quarterly and floats based on the 3-month
Secured Overnight Financing Rate (SOFR) plus 260 basis points. During 2024, a principal reduction of $ 1.2 million was paid.
On January 7, 2025, a principal reduction of $ 3 .0 million was paid.
TPS 2 – On
September 27, 2006, the Company completed the issuance of $ 5.2 million in floating rate trust preferred securities, maturing October
7, 2036, offered by its wholly owned subsidiary, NPB Capital Trust 2 (TPS 2). The rate is determined quarterly and floats based on the
3-month SOFR plus 177 basis points.
Under the terms of
the subordinated debt transactions, the securities have 30-year maturities and are redeemable, in whole or in part, without penalty,
at the option of the Company after five years from the issuance date, and on a quarterly basis thereafter.
67
Following are maturities of borrowed funds
as of December 31, 2025 (dollars in thousands) :
Schedule
of maturities of borrowed funds
2025
$
-
2026
-
2027
-
2028
7,000
2029
-
2030
and thereafter
11,986
$
18,986
NOTE 20 FINANCIAL
INSTRUMENTS WITH OFF-BALANCE SHEET RISK
In the normal course
of business, the Bank has outstanding commitments and contingent liabilities, such as commitments to extend credit and standby letters
of credit, which are not included in the accompanying consolidated financial statements. The Bank’s exposure to credit loss in
the event of nonperformance by the other party to the financial instruments for commitments to extend credit and standby letters of credit
is represented by the contractual or notional amount of those instruments. The Bank uses the same credit policies in making such commitments
as it does for instruments that are included in the balance sheet.
Financial instruments
whose contract amount represents credit risk as of December 31, 2025 and 2024 were as follows:
Schedule
of financial instruments with credit risk
2025
2024
(Dollars
in thousands)
Commitments
to extend credit
$ 124,474
$ 108,316
Standby
letters of credit
2,595
2,617
Commitments to extend
credit are agreements to lend to a customer at either a fixed or variable interest rate as long as there is no violation of any condition
established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of
a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily
represent future cash requirements. The Bank evaluates each customer’s creditworthiness on a case-by-case basis. The amount of
collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on management’s credit evaluation. Collateral
held varies but may include accounts receivable, inventory, property and equipment, and income-producing commercial properties.
Standby letters of
credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. Standby letters of
credit generally have fixed expiration dates or other termination clauses and may require payment of a fee. The credit risk involved
in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Bank’s policy
for obtaining collateral, and the nature of such collateral, is essentially the same as that involved in making commitments to extend
credit.
NOTE 21 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 consolidated statements of income. The estimate includes consideration of the likelihood
that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life, 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. As of December 31, 2025 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,
and those commitments are excluded from the credit losses estimate.
The Company recorded
a provision of approximately $ 67,000 and $ 119,000 to the liability for credit losses for unfunded commitments for the years ended December,
31, 2025 and 2024, respectively. As of December 31, 2025 and 2024, the liability for credit losses on off-balance-sheet credit exposures
included in accrued expenses and other liabilities was approximately $ 471,000 and $ 404,000 , respectively.
68
NOTE 22 LEGAL
CONTINGENCIES
In the normal course
of operations, we may become a party to legal proceedings. As of December 31, 2025, we do not anticipate that the aggregate ultimate
liability arising out of litigation pending or threatened against the Company or any of its subsidiaries to which the property of the
Company or any of its subsidiaries is subject, in the opinion of management, may materially impact the financial condition or liquidity
of the Company.
NOTE 23 CAPITAL
Capital Requirements
and Ratios
The Company
meets eligibility criteria of a small bank holding company in accordance with the Board of Governors of the Federal Reserve System’s
Small Bank Holding Company Policy Statement and is no longer obligated to report consolidated regulatory capital.
The Bank is
subject to various capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate
certain mandatory and, possibly, additional discretionary actions by regulators that, if undertaken, could have a direct material effect
on the Bank’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action,
the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance sheet
items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments
by the regulators about components, risk weightings, and other factors.
Quantitative
measures established by regulation to ensure capital adequacy require the Bank to maintain minimum amounts and ratios (set forth in the
following table) of total and Tier 1 capital to risk-weighted assets, Tier 1 capital to average assets, and Common Equity Tier 1 capital
to risk-weighted assets. As of December 31, 2025, the Bank meets all capital adequacy requirements to which it is subject.
69
The Bank’s actual capital
amounts and ratios are presented in the following table as of December 31, 2025 and 2024, respectively.
Schedule
of capital requirement
Actual
Minimun
Capital Requirement
Minimum
to Be Well Capitalized Under Prompt Corrective Action Provisions
(Dollars
in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
December 31, 2025:
Total Capital to Risk Weighted Assets
$ 110,354
16.51 %
$ 53,467
8.00 %
$ 66,834
10.00 %
Tier 1 Capital to Risk Weighted Assets
101,997
15.26 %
40,100
6.00 %
53,467
8.00 %
Tier 1 Capital to Average Assets
101,997
10.93 %
37,344
4.00 %
46,680
5.00 %
Common Equity Tier 1 Capital to Risk Weighted Assets
101,997
15.26 %
30,075
4.50 %
43,442
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 %
Accordingly, as of
December 31, 2025 and 2024, the Bank was well capitalized under the regulatory framework for prompt corrective action. There are no conditions
or events since such dates that management believes have changed the Bank’s category.
The Bank is also
subject to the rules implementing the Basel III capital framework and certain related provisions of the Dodd-Frank Wall Street Reform
and Consumer Protection Act of 2010. The final rules require the Bank to comply with the following minimum capital ratios: (i) a
Common Equity Tier 1 capital to risk-weighted assets ratio of at least 4.5%, plus a 2.5% “capital conservation buffer” (effectively
resulting in a minimum Common Equity Tier 1 capital to risk-weighted assets ratio of 7%), (ii) a ratio of Tier 1 capital to risk-weighted
assets of at least 6.0%, plus the 2.5% capital conservation buffer (effectively resulting in a minimum Tier 1 capital ratio of 8.5%),
(iii) a ratio of total capital to risk-weighted assets of at least 8.0%, plus the 2.5% capital conservation buffer (effectively resulting
in a minimum total capital ratio of 10.5%), and (iv) a leverage ratio of 4%, calculated as the ratio of Tier 1 capital to average
assets. The Bank’s capital conservation buffer was 8.51% at December 31, 2025. The capital conservation buffer is designed to absorb
losses during periods of economic stress. Banking institutions with a Common Equity Tier 1 capital to risk-weighted assets ratio above
the minimum but below the conservation buffer face constraints on dividends, equity repurchases, and compensation based on the amount
of the shortfall. As of both December 31, 2025 and 2024, the Common Equity Tier 1 Capital to Risk-weighted Assets ratio, the Tier 1 Capital
to Risk-weighted Assets ratio, the Total Capital to Risk-weighted Assets ratio, and the Tier 1 Capital to Average Assets ratio of the
Bank, exceeded the minimum requirements.
NOTE 24 FAIR
VALUES
The Company established
a hierarchal disclosure framework associated with the level of pricing observability utilized in measuring assets and liabilities at
fair value. The three broad levels defined by this hierarchy are:
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.
70
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 available for sale are recorded at fair value on a recurring basis.
Fair value measurement is based upon quoted prices. The Company’s available for sale securities, totaling $96.4 million
and $96.0 million as of December 31, 2025 and 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.
The aggregate carrying amounts of foreclosed assets were approximately $89,000 and $87,000 as of December 31, 2025 and 2024, respectively.
Assets and liabilities
measured at fair value are as follows as of December 31, 2025:
Schedule
of summary of assets and liabilities measured at fair value
(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
$ —
$ 5,460
$ —
U.S.
Government agencies
—
9,159
—
Corporate
bonds
—
2,379
—
Municipal
securities
—
19,997
—
Mortgage
backed securities
—
46,079
—
Collateralized
mortgage obligations - guaranteed
—
13,359
—
(On a
non-recurring basis)
Other real estate owned
—
—
89
Collateral
dependent loans with ACL:
Agriculture
—
—
251
Commercial
real estate
—
—
300
Total
$ —
$ 96,433
$ 640
71
Not included in the
above table is a residential 1-4 family mortgage loan totaling approximately $39,000 that has a specific allowance for credit loss allocation
of 100% due to the destruction of the collateral.
Assets and liabilities
measured at fair value are as follows as of 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
—
Corporate
bonds
—
2,253
—
Municipal
securities
—
18,524
—
Mortgage-backed
securities
—
48,135
—
Collateralized
mortgage obligations - guaranteed
—
10,306
—
(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
For Level 3 assets
measured at fair value on a recurring or non-recurring basis as of December 31, 2025 and 2024, the significant unobservable inputs used
in the fair value measurements were as follows:
Schedule
of significant unobservable inputs In level 3 assets
(Dollars
in thousands)
Fair
Value at December 31,
2025
Fair
Value at
December 31,
2024
Valuation
Technique
Significant
Unobservable Inputs
General
Range of Significant Unobservable Input Values
Collateral
dependent loans with ACL:
Commercial
real estate
$ 300
$ —
Appraised
Value
Discounts
to reflect current market conditions, ultimate collectability, and estimated costs to sell
0 – 18 %
Consumer
and all other
$ —
$ 11
Appraised
Value
Discounts
to reflect current market conditions, ultimate collectability, and estimated costs to sell
0 –
18 %
Agriculture
$ 251
$ —
Appraised
Value
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 %
72
Fair Value of Financial Instruments
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 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)
December
31, 2025
Financial
instruments – assets
Net
loans
$ 701,480
$ 697,105
$ —
$ —
$ 697,105
Financial
instruments – liabilities
Time
deposits
294,216
294,244
—
294,244
—
Borrowed
funds
18,986
17,132
—
17,132
—
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
—
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 value
of cash and due from banks, federal funds sold, interest-bearing deposits with other banks, deposits with no stated maturities and accrued
interest approximates fair value and is excluded from the table above.
The methods utilized
to measure the fair value of financial instruments represent an approximation of exit price; however, an actual exit price may differ.
73
NOTE 25 REVENUE
FROM CONTRACTS WITH CUSTOMERS
All of our revenue
from contracts with customers as defined in ASC 606 is recognized within noninterest income. The following table presents Noninterest
Income by revenue stream for the years ended December 31, 2025 and 2024.
Schedule
of revenue from contracts with customers
(Dollars in thousands)
2025
2024
Service
charges and fees
$ 3,621
$ 3,838
Card
processing and interchange income
3,903
3,702
Insurance
and investment fees
1,414
1,328
Other
noninterest income
972
2,386
Total
noninterest income
$ 9,910
$ 11,254
Certain revenues
are earned from contracts with customers. These revenues are recognized when the promised services are rendered to the customer and reflect
the entitled consideration received in exchange for those services.
Service
charges and fees – Revenue is recognized on deposit services based on published fees for the services provided. These
fees may be collected on a transaction basis, at the time the service is rendered or periodically based on the period over which
the service is provided. Transaction-based fees include services such as stop payment requests, paper statement rendering and
ATM usage fees. Periodic fees include such charges as monthly account maintenance fees. Overdraft fees are realized at the time
the overdraft occurs.
Card processing
and interchange fees – Card-related interchange revenue is primarily comprised of debit and credit card income. Debit
and credit card income is earned when customers’ debit or credit cards are processed through a card payment network. Card-related
interchange income is recognized at the time the customer transactions settle.
Insurance
and investment fees - Insurance and investment fee income consists of commissions received on annuity and investment product
sales through a third-party service provider. Performance is generally satisfied at the time an annuity policy is issued, or at
the execution of an investment transaction.
NOTE 26 NONINTEREST EXPENSES
Other operating expenses,
included as part of noninterest expenses, consisted of the following for the years ended December 31, 2025 and 2024:
Schedule
of noninterest expenses
(Dollars in thousands)
2025
2024
Other
operating expenses
$ 3,346
$ 3,605
ATM
network expense
1,603
1,540
Legal
and professional fees
912
895
Core
system termination costs and conversion costs
288
850
Loan
related expenses
578
399
FDIC
insurance premiums
404
386
Consulting
fees
184
153
Advertising,
sponsorships, and donations
286
240
Printing
and supplies
161
114
Other
real estate owned expenses, net
10
( 5 )
Total
$ 7,772
$ 8,177
NOTE 27 SUBSEQUENT
EVENTS
Subsequent events
are events or transactions that occur after the balance sheet date but before financial statements are issued. Recognized subsequent
events are events or transactions that provide additional evidence about conditions that existed at the date of the balance sheet, including
the estimates inherent in the process of preparing financial statements. Non-recognized subsequent events are events that provide evidence
about conditions that did not exist at the date of the balance sheet but arose after that date.
74
Management has reviewed
events occurring through the date the financial statements were available to be issued and has identified the following as a non-recognized
subsequent event.
On February 23, 2026,
the Board of Directors declared a dividend of $ 0.09 per share payable March 31, 2026 to shareholders of record as of March 16, 2026.
On March 16, 2026,
the Board of Directors authorized the continuation of the Company’s repurchase of up to 500,000 shares of its common stock through
March 31, 2027. This is a continuation of the repurchase program originally announced April 28, 2022, which was set to expire March 31,
2025 and subsequently extended to March 31, 2026. To the date of this announced continuation, 361,600 shares have been repurchased at
an average price of $2.56 per share, leaving 138,400 shares available for repurchase. Repurchases made through this program will be made
through open market purchases or in privately negotiated transactions.
NOTE 28 PARENT
CORPORATION ONLY FINANCIAL STATEMENTS
CONDENSED
BALANCE SHEETS
AS
OF DECEMBER 31, 2025 AND 2024
(Dollars in Thousands)
Schedule
of parent corporation only condensed balance sheets
2025
2024
ASSETS
Due
from banks
$ 356
$ 3,348
Investment
in subsidiaries
94,130
81,923
Other
assets
580
746
Total
assets
$ 95,066
$ 86,017
LIABILITIES
AND SHAREHOLDERS' EQUITY
Liabilities:
Accrued
interest payable
$ 196
$ 277
Accrued
expenses and other liabilities
29
13
Trust
preferred securities
11,986
14,986
Total
liabilities
12,211
15,276
Shareholders' equity:
Common
stock, $2 par value: 50,000,000 shares authorized,
—
—
23,567,013
and 23,636,724 shares issued and outstanding, respectively
47,134
47,273
Additional
paid-in capital
14,378
14,451
Retained
earnings
29,210
21,001
Accumulated
other comprehensive loss
( 7,867 )
( 11,984 )
Total
shareholders’ equity
82,855
70,741
Total
liabilities and shareholders’ equity
$ 95,066
$ 86,017
75
CONDENSED STATEMENTS
OF INCOME
FOR THE YEARS ENDED
DECEMBER 31, 2025 AND 2024
(Dollars in thousands)
Schedule
of parent corporation only condensed statements of income
2025
2024
Income
Miscellaneous
income
$ 24
$ 37
Dividends
from subsidiaries
2,790
7,144
Undistributed
income of subsidiaries
8,091
2,142
Total
income
10,905
9,323
Expenses
Trust
preferred securities interest expense
814
1,248
Professional
fees
126
116
Other
operating expenses
75
42
Total
expenses
1,015
1,406
Income
before income taxes
9,890
7,917
Income
tax benefit
( 208 )
( 287 )
Net
income
$ 10,098
$ 8,204
76
CONDENSED STATEMENTS
OF CASH FLOWS
FOR
THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(Dollars in thousands)
Schedule
of parent corporation only condensed statements of cash flows
2025
2024
CASH FLOWS
FROM OPERATING ACTIVITIES
Net income
$ 10,098
$ 8,204
Adjustments to reconcile net
ncome to net cash provided by operating activities:
Equity
in undistributed earnings of subsidiaries
( 8,091 )
( 2,142 )
Net increase
in other assets
166
41
Net
decrease in other liabilities
( 64 )
( 39 )
Net
cash provided by operating activities
2,109
6,064
CASH FLOWS
FROM FINANCING ACTIVITIES
Repayment
of long-term debt
( 3,000 )
( 1,200 )
Repurchase
of common stock
( 212 )
( 282 )
Dividends
paid
( 1,889 )
( 1,661 )
Net
cash used in financing activities
( 5,101 )
( 3,143 )
Net (decrease)
increase in cash and cash equivalents
( 2,992 )
2,921
Cash
and and cash equivalents, beginning of the year
3,348
427
Cash
and and cash equivalents, end of the year
$ 356
$ 3,348
77
Item 9. Changes
in and Disagreements with Accountants on Accounting and Financial Disclosure
None
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.