UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☑ QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31,
2026
or
☐ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________
to _____________
Commission file number: 000-33411
NEW PEOPLES BANKSHARES, INC.
(Exact name of registrant as specified
in its charter)
Virginia
(State or other jurisdiction of
incorporation or organization)
31-1804543
(I.R.S. Employer
Identification No.)
67 Commerce Drive , Honaker ,
Virginia
(Address of principal executive
offices)
24260
(Zip Code)
(276) 873-7000
(Registrant’s
telephone number, including area code)
Securities registered pursuant
to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
None
Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes
☑
No
☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T ( (§ 232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☑
No
☐
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting
company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐
Accelerated filer ☐
Non-accelerated filer ☑
Smaller reporting
company ☑
Emerging growth
company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐
No
☑
The number of shares outstanding of the registrant’s
common stock was 23,555,517 as of May
11, 2026.
NEW PEOPLES BANKSHARES, INC.
INDEX
Page
PART I
FINANCIAL INFORMATION
Item 1.
Financial Statements
Consolidated
Balance Sheets – March 31, 2026 (Unaudited) and December 31, 2025
3
Consolidated
Statements of Income – Three months ended March 31, 2026 and 2025 (Unaudited)
4
Consolidated
Statements of Comprehensive Income – Three months ended March 31, 2026 and 2025 (Unaudited)
5
Consolidated
Statements of Changes in Shareholders’ Equity – Three months ended March 31, 2026 and 2025 (Unaudited)
6
Consolidated
Statements of Cash Flows – Three months ended March 31, 2026 and 2025 (Unaudited)
7
Notes
to Consolidated Financial Statements
8
Item 2.
Management’s
Discussion and Analysis of Financial Condition and Results of Operations
24
Item 3.
Quantitative and
Qualitative Disclosures about Market Risk
31
Item 4.
Controls and Procedures
31
PART II
OTHER INFORMATION
Item 1.
Legal Proceedings
32
Item 1A.
Risk Factors
32
Item 2.
Unregistered Sales
of Equity Securities and Use of Proceeds
32
Item 3.
Defaults upon Senior
Securities
33
Item 4.
Mine Safety Disclosures
33
Item 5.
Other Information
33
Item 6.
Exhibits
33
SIGNATURES
34
Part I Financial Information
Item 1 Financial Statements
NEW PEOPLES BANKSHARES, INC.
CONSOLIDATED BALANCE
SHEETS
MARCH 31, 2026 AND DECEMBER 31, 2025
(IN THOUSANDS EXCEPT PER SHARE AND SHARE
DATA)
(UNAUDITED)
March 31,
December 31,
2026
2025
ASSETS
Cash and due from banks
$ 16,540
$ 13,849
Interest-bearing deposits with banks
76,197
63,109
Federal funds sold
156
252
Total cash and cash equivalents
92,893
77,210
Investment securities available-for-sale, at fair
value
96,860
96,433
Restricted stock, at cost
2,636
2,598
Loans receivable
723,305
709,587
Allowance for credit losses
( 8,116 )
( 8,107 )
Net loans
715,189
701,480
Bank premises and equipment, net
16,124
16,400
Other real estate owned
184
89
Accrued interest receivable
3,910
3,451
Deferred taxes, net
4,066
3,895
Right-of-use assets – operating leases
2,879
2,998
Other assets
4,828
5,146
Total assets
$ 939,569
$ 909,700
LIABILITIES
Deposits:
Noninterest bearing
$ 242,598
$ 220,829
Interest-bearing
585,056
577,437
Total deposits
827,654
798,266
Borrowed funds
18,986
18,986
Lease liabilities – operating leases
2,879
2,998
Accrued interest payable
1,316
1,507
Accrued expenses and other
liabilities
5,617
5,088
Total liabilities
856,452
826,845
SHAREHOLDERS’ EQUITY
Common stock - $ 2.00 par value; 50,000,000 shares
authorized; 23,555,517 and 23,567,013 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively
47,111
47,134
Additional paid-in-capital
14,360
14,378
Retained earnings
30,152
29,210
Accumulated other comprehensive
loss
( 8,506 )
( 7,867 )
Total shareholders’
equity
83,117
82,855
Total liabilities and shareholders’
equity
$ 939,569
$ 909,700
The accompanying notes are an integral
part of these consolidated financial statements.
3
NEW PEOPLES BANKSHARES, INC.
CONSOLIDATED STATEMENTS
OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31,
2026 AND 2025
(IN THOUSANDS EXCEPT SHARE AND PER SHARE
DATA)
(UNAUDITED)
For the Three Months Ended
March 31,
INTEREST
AND DIVIDEND INCOME
2026
2025
Loans including fees
$ 11,215
$ 9,912
Federal funds sold
4
2
Interest-earning deposits with banks
638
692
Investments
698
702
Dividends on equity securities
(restricted)
42
43
Total interest and dividend
income
12,597
11,351
INTEREST EXPENSE
Deposits
3,534
3,449
Borrowed funds
246
292
Total interest expense
3,780
3,741
NET INTEREST INCOME
8,817
7,610
PROVISION
FOR CREDIT LOSSES
240
259
NET INTEREST
INCOME AFTER PROVISION FOR CREDIT LOSSES
8,577
7,351
NONINTEREST INCOME
Service charges and fees
837
877
Card processing and interchange
986
865
Financial services fees
419
318
Other noninterest income
388
353
Total noninterest income
2,630
2,413
NONINTEREST EXPENSES
Salaries and employee benefits
3,884
3,798
Occupancy and equipment expense
891
984
Data processing and telecommunications
639
634
Other operating expenses
1,819
1,856
Total noninterest expenses
7,233
7,272
INCOME BEFORE INCOME TAXES
3,974
2,492
INCOME
TAX EXPENSE
912
584
NET INCOME
$ 3,062
$ 1,908
Earnings per share
Basic and diluted
$ 0.13
$ 0.08
Average Weighted Shares of Common
Stock
Basic and diluted
23,563,034
23,626,617
The accompanying notes are an integral
part of these consolidated financial statements.
4
NEW PEOPLES BANKSHARES, INC.
CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED MARCH 31,
2026 AND 2025
(IN THOUSANDS)
(UNAUDITED)
For the Three Months Ended
March 31,
2026
2025
NET INCOME
$ 3,062
$ 1,908
Other comprehensive income (loss):
Investment securities activity
Unrealized gains (losses) arising during the period
( 808 )
2,380
Related tax (expense) benefit
169
( 500 )
TOTAL OTHER COMPREHENSIVE INCOME (LOSS)
( 639 )
1,880
TOTAL COMPREHENSIVE INCOME
$ 2,423
$ 3,788
The accompanying notes are an integral
part of these consolidated financial statements.
5
NEW PEOPLES BANKSHARES, INC.
CONSOLIDATED STATEMENTS
OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE THREE MONTHS ENDED MARCH 31,
2026 AND 2025
(IN THOUSANDS EXCEPT PER SHARE DATA)
(UNAUDITED)
Shares of
Common
Stock
Common
Stock
Additional
Paid-in-
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Shareholders’
Equity
Balance, December 31, 2024
23,637
$ 47,273
$ 14,451
$ 21,001
$ ( 11,984 )
$ 70,741
Net income
—
—
—
1,908
—
1,908
Other comprehensive income, net of tax
—
—
—
—
1,880
1,880
Cash dividend declared ($0.08 per share)
—
—
—
( 1,889 )
—
( 1,889 )
Repurchase of common stock
( 23 )
( 45 )
( 23 )
—
—
( 68 )
Balance, March 31, 2025
23,614
$ 47,228
$ 14,428
$ 21,020
$ ( 10,104 )
$ 72,572
Balance, December 31, 2025
23,567
$ 47,134
$ 14,378
$ 29,210
$ ( 7,867 )
$ 82,855
Net income
—
—
—
3,062
—
3,062
Other comprehensive loss, net of tax
—
—
—
—
( 639 )
( 639 )
Cash dividend declared ($0.09 per share)
—
—
—
( 2,120 )
—
( 2,120 )
Repurchase of common stock
( 11 )
( 23 )
( 18 )
—
—
( 41 )
Balance, March 31, 2026
23,556
$ 47,111
$ 14,360
$ 30,152
$ ( 8,506 )
$ 83,117
The accompanying notes are an integral
part of these consolidated financial statements.
6
NEW PEOPLES BANKSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2026
AND 2025
(IN THOUSANDS)
(UNAUDITED)
2026
2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income
$ 3,062
$ 1,908
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization
309
374
Provision for credit losses
240
259
Gain on sale of mortgage loans
—
( 9 )
Gain on sale or disposal of premises and equipment
—
( 2 )
Loans originated for sale
( 112 )
( 380 )
Proceeds from sales of loans originated for sale
112
389
Net amortization/accretion of bond premiums/discounts
16
15
Deferred tax benefit
( 2 )
( 1 )
Net change in:
Accrued interest receivable
( 459 )
( 189 )
Other assets
407
( 365 )
Accrued interest payable
( 191 )
( 94 )
Accrued expenses and other liabilities
421
125
Net cash provided by operating
activities
3,803
2,030
CASH FLOWS FROM INVESTING ACTIVITIES
Net increase in loans
( 14,055 )
( 13,214 )
Purchase of securities available-for-sale
( 4,186 )
( 2,939 )
Proceeds from repayments and maturities of securities
available-for-sale
2,935
2,663
Net purchase of equity securities (restricted)
( 38 )
( 20 )
Payments for the purchase of premises and equipment
( 3 )
( 268 )
Proceeds from sale of premises and equipment
—
2
Proceeds from sale of other real estate owned
—
30
Proceeds from bank owned life
insurance benefit
—
5,417
Net cash used in investing
activities
( 15,347 )
( 8,329 )
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of long-term debt
—
( 3,000 )
Net change in noninterest bearing deposits
21,769
9,156
Net change in interest-bearing deposits
7,619
17,712
Dividends paid
( 2,120 )
( 1,889 )
Repurchase of common stock
( 41 )
( 68 )
Net cash provided by financing
activities
27,227
24,911
Net increase in cash and cash equivalents
15,683
15,612
Cash and cash equivalents,
beginning of the period
77,210
67,668
Cash and cash equivalents,
end of the period
$ 92,893
$ 83,280
Supplemental disclosure of cash paid during the
period for:
Interest
$ 3,971
$ 3,835
Taxes
—
—
Supplemental disclosure of non-cash transactions:
Change in unrealized losses on securities available-for-sale
( 808 )
2,380
Transfer of loans to other real estate owned
95
164
The accompanying
notes are an integral part of these consolidated financial statements.
7
NEW PEOPLES BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS
NOTE 1 NATURE OF OPERATIONS
Nature of Operations – New
Peoples Bankshares, Inc. (New Peoples or the Company) is a financial holding company whose principal activity is the ownership
and management of a community bank, New Peoples Bank, Inc. (the Bank). New Peoples and the Bank are organized and incorporated
under the laws of the Commonwealth of Virginia. As a state-chartered member bank, the Bank is subject to regulation by the Virginia
Bureau of Financial Institutions, the Federal Deposit Insurance Corporation and the Board of Governors of the Federal Reserve
System (the Federal Reserve). The Bank provides general banking services to individuals, small and medium size businesses and
the professional community of southwest Virginia, southern West Virginia, western North Carolina and northeastern Tennessee. These
services include commercial and consumer loans along with traditional deposit products such as checking and savings accounts.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
These consolidated financial statements
conform to U. S. generally accepted accounting principles (GAAP) and to general industry practices. In the opinion of management,
the accompanying consolidated financial statements contain all adjustments (consisting of only normal recurring accruals) necessary
to present fairly the Company’s financial position as of March 31, 2026 and December 31, 2025, and the results of operations
for the three-month periods ended March 31, 2026 and 2025. The Notes included herein should be read in conjunction with the notes
to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December
31, 2025. The results of operations for interim periods are not necessarily indicative of the results of operations that may be
expected for a full year or any future period.
The consolidated financial statements
include New Peoples, the Bank, NPB Insurance Services, Inc., and NPB Web Services, Inc. (hereinafter, collectively referred to
as the Company, we, us or our). All significant intercompany balances and transactions have been eliminated. In accordance with
Accounting Standards Codification (ASC) 942, Financial Services – Depository and Lending, NPB Capital Trust I and 2 are
not included in the consolidated financial statements.
The preparation of financial statements
in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those estimates. The determination of the adequacy of the
allowance for credit losses is based on estimates that are particularly susceptible to significant changes in the economic environment
and market conditions.
Certain reclassifications have been made
to prior period amounts to conform to current period presentation. None of these reclassifications are considered material and
have no impact on net income or shareholders’ equity.
The Company’s significant accounting
policies followed in the preparation of the unaudited consolidated financial statements are disclosed in the Company’s Annual
report on Form 10-K. There have been no significant changes to the application of significant accounting policies since December
31, 2025.
NOTE 3 EARNINGS PER SHARE
Basic earnings per share computations
are based on the weighted average number of shares outstanding during each period. Diluted earnings per share reflect the additional
common shares that would have been outstanding if dilutive potential common shares had been issued. For the three-month periods
ended March 31, 2026 and 2025, there were no potential common shares. Basic and diluted net income per common share calculations
follow:
Schedule of basic and diluted net loss per common share calculations
(Dollars in thousands, except
per share data)
For the three months
ended March 31,
2026
2025
Net income
$ 3,062
$ 1,908
Weighted average shares outstanding
23,563,034
23,626,617
Weighted average dilutive shares outstanding
23,563,034
23,626,617
Basic and diluted earnings per share
$ 0.13
$ 0.08
8
NOTE 4 CAPITAL
Capital Requirements and Ratios
Banks and bank holding companies are subject
to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and, additionally for
banks, prompt corrective action regulations, involve quantitative measures of assets, liabilities, and certain off-balance sheet
items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments
by regulators. Failure to meet capital requirements can initiate regulatory action.
To qualify as a "Small Bank Holding
Company" under federal regulations, a bank must have consolidated assets of $3.0 billion or less. The primary benefit of
being deemed a "Small Bank Holding Company" is the exemption from the requirement to maintain consolidated regulatory
capital ratios; instead, regulatory capital ratios only apply at the subsidiary bank level.
The final rules implementing Basel Committee
on Banking Supervision’s capital guidelines for U.S. banks (BASEL III rules) became fully phased in on January 1, 2019.
Under the BASEL III rules, the Bank must hold a capital conservation buffer above the adequately capitalized risk-based capital
ratios. The capital conservation buffer required is 2.50%. At March 31, 2026, the Bank had a capital conservation buffer of 8.38%.
Amounts recorded to accumulated other comprehensive income (loss) are not included in computing regulatory capital. Management
believes as of March 31, 2026, the Bank met all capital adequacy requirements to which it was subject.
Prompt corrective action regulations provide
five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically
undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory
approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and
expansion, and capital restoration plans are required. At March 31, 2026, the most recent regulatory notifications categorized
the Bank as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since
that notification that management believes have changed the institution's category.
The Bank’s actual capital amounts
and ratios are presented in the following table as of March 31, 2026 and December 31, 2025, respectively.
Schedule of bank’s
actual capital amounts and ratios presented
Actual
Minimum Capital Requirement
Minimum to Be Well
Capitalized Under
Prompt Corrective
Action Provisions
(Dollars in thousands)
Amount
Ratio
Amount
Ratio
Amount
Ratio
March 31, 2026:
Total capital to risk weighted assets
$ 111,325
16.38 %
$ 54,372
8.00 %
$ 67,965
10.00 %
Tier 1 capital to risk weighted assets
102,828
15.13 %
40,779
6.00 %
54,372
8.00 %
Tier 1 capital to average assets
102,828
11.00 %
37,394
4.00 %
46,743
5.00 %
Common equity Tier 1 capital to risk weighted assets
102,828
15.13 %
30,584
4.50 %
44,177
6.50 %
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 %
9
NOTE 5 INVESTMENT SECURITIES
The amortized cost and estimated fair value of available-for-sale
(“AFS”) securities as of March 31, 2026 and December 31, 2025 are as follows:
Schedule of securities amortized cost and estimated fair value
Gross
Gross
Estimated
Amortized
Unrealized
Unrealized
Fair
(Dollars in thousands)
Cost
Gains
Losses
Value
March 31, 2026
U.S. Treasuries
$ 6,583
$ 2
$ 146
$ 6,439
U.S. Government agencies
8,713
32
400
8,345
Municipal securities
24,206
1
4,409
19,798
Corporate bonds
2,500
1
124
2,377
Mortgage-backed securities
50,528
53
5,121
45,460
Collateralized mortgage obligations
guaranteed
15,097
29
685
14,441
Total securities available-for-sale
$ 107,627
$ 118
$ 10,885
$ 96,860
December 31, 2025
U.S. Treasuries
$ 5,597
$ 16
$ 153
$ 5,460
U.S. Government agencies
9,482
49
372
9,159
Municipal securities
24,217
4
4,224
19,997
Corporate bonds
2,500
6
127
2,379
Mortgage-backed securities
50,742
134
4,797
46,079
Collateralized mortgage obligations
guaranteed
13,854
70
565
13,359
Total securities available-for-sale
$ 106,392
$ 279
$ 10,238
$ 96,433
The following table details unrealized
losses and related fair values in the AFS portfolio. This information is aggregated by the length of time that individual securities
have been in a continuous unrealized loss position as of March 31, 2026 and December 31, 2025.
Schedule of fair value and gross unrealized losses on investment securities
Less than 12 Months
12 Months or More
Total
(Dollars
in thousands)
Fair Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
March 31, 2026
U.S. Treasuries
$ —
$ —
$ 4,442
$ 146
$ 4,442
$ 146
U.S. Government agencies
1,714
13
4,199
387
5,913
400
Municipal securities
1,620
122
17,851
4,287
19,471
4,409
Corporate bonds
—
—
1,876
124
1,876
124
Mortgage-backed securities
5,150
69
33,423
5,053
38,573
5,121
Collateralized mortgage obligations
guaranteed
3,114
33
4,030
651
7,144
685
Total
$ 11,598
$ 237
$ 65,821
$ 10,648
$ 77,419
$ 10,885
December 31, 2025
U.S. Treasuries
$ —
$ —
$ 4,444
$ 153
$ 4,444
$ 153
U.S. Government agencies
814
1
4,469
371
5,283
372
Municipal securities
946
110
18,036
4,114
18,982
4,224
Corporate bonds
—
—
1,873
127
1,873
127
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
Total
$ 5,580
$ 121
$ 69,677
$ 10,117
$ 75,257
$ 10,238
As of March 31, 2026, the available-for-sale
portfolio included 172 investments for which the fair market value was less than amortized cost. As of December 31, 2025, the
available-for-sale portfolio included 165 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.”
10
Investment securities with a carrying
value of $ 31.8 million and $ 32.5 million as of March 31, 2026 and December 31, 2025, respectively, were pledged as collateral
to secure public deposits and for other purposes required or permitted by law.
There were no sales of available-for-sale
investment securities during the three months ended March 31, 2026 and 2025.
The amortized cost and fair value of investment
securities as of March 31, 2026, 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.
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
$ 4,946
$ 4,888
1.62 %
Due after one year through five years
11,142
10,831
3.29 %
Due after five years through ten years
25,390
23,968
3.19 %
Due after ten years
66,149
57,173
2.48 %
Total
$ 107,627
$ 96,860
2.69 %
The Bank, as a member bank of the Federal
Reserve Bank of Richmond (“Federal Reserve Bank”) and the Federal Home Loan Bank of Atlanta (FHLB), is required to
hold stock in each. The Bank also owns stock in CBB Financial Corp., which is a correspondent of the Bank. These equity securities
are restricted from trading and are recorded at a cost of $ 2.6 million as of March 31, 2026 and December 31, 2025. The stock has
no quoted market value and no ready market exists. When evaluating these securities for impairment, their value is determined
based on the ultimate recoverability of the par value rather than by recognizing temporary declines in value. Equity securities
are viewed as long-term investments and management believes the Company has the ability and the intent to hold these securities
until their value is recovered.
NOTE 6 LOANS
Loans receivable outstanding as of March
31, 2026, and December 31, 2025, are summarized as follows:
Schedule of loans receivable outstanding
(Dollars in thousands)
March 31,
2026
December 31,
2025
Real estate secured:
Commercial
$ 255,596
$ 255,707
Construction and land development
50,383
42,826
Residential 1-4 family
254,383
252,624
Multifamily
49,715
45,964
Farmland
24,139
23,385
Total real estate loans
634,216
620,506
Commercial
52,641
53,175
Agriculture
5,075
4,384
Consumer installment and all
other loans
31,373
31,522
Total loans
$ 723,305
$ 709,587
Also included in total loans above are
deferred loan fees of $ 2.2 million as of March 31, 2026 and December 31, 2025. Deferred loan costs were $ 1.9 million and $ 2.1
million, as of March 31, 2026 and December 31, 2025, 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 costs
is recognized at that time.
11
Loans receivable on nonaccrual status
as of March 31, 2026, and December 31, 2025, are summarized as follows:
Schedule
of loans receivable nonaccrual status
March 31, 2026
December 31, 2025
With No
Allowance
With an
Allowance
Total
With No
Allowance
With an
Allowance
Total
(Dollars in thousands)
Real estate secured:
Commercial
$ 191
$ —
$ 191
$ —
$ 415
$ 415
Construction and land development
—
20
20
—
23
23
Farmland
—
15
15
—
16
16
Residential 1-4 family
715
1,393
2,108
960
1,323
2,283
Total real estate loans
906
1,428
2,334
960
1,777
2,737
Commercial
—
84
84
—
25
25
Agriculture
630
—
630
446
305
751
Consumer installment loans
and all other loans
—
83
83
—
85
85
Total loans receivable on
nonaccrual status
$ 1,536
$ 1,595
$ 3,131
$ 1,406
$ 2,192
$ 3,598
Total interest income not recognized on
nonaccrual loans for the three months ended March 31, 2026 and March 31, 2025, was $ 38,000 .
The Company evaluates loans that do not
share risk characteristics on an individual basis utilizing the collateral or discounted cash flow methods. The following table
presents the unpaid principal balance of collateral dependent loans, which are individually evaluated to determine expected credit
losses, and the related ACL allocated to those loans as March 31, 2026 and December 31, 2025:
Schedule
of summary of impaired loans
March 31, 2026
December 31, 2025
Unpaid
Principal
Balance
Related
Allowance
Unpaid
Principal
Balance
Related
Allowance
(Dollars in thousands)
Real estate secured:
Commercial
$ 191
$ —
$ 408
$ 108
Residential 1-4 family
1,200
39
998
39
Total real estate loans
1,391
39
1,406
147
Agriculture
630
—
752
54
Consumer installment loans
and other loans
—
—
—
—
Total
$ 2,021
$ 39
$ 2,158
$ 201
12
The following table is an age analysis
of past due loans receivable as of March 31, 2026, segregated by class:
Schedule of analysis of past due loans receivable
March 31, 2026
(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
$ —
$ —
$ 191
$ 191
$ 255,405
$ 255,596
Construction and land development
—
—
—
—
50,383
50,383
Residential 1-4 family
2,666
220
631
3,517
250,866
254,383
Multifamily
—
—
—
—
49,715
49,715
Farmland
—
—
—
—
24,139
24,139
Total real estate loans
2,666
220
822
3,708
630,508
634,216
Commercial
5
96
18
119
52,522
52,641
Agriculture
—
—
630
630
4,445
5,075
Consumer installment and all
other loans
150
259
19
428
30,945
31,373
Total loans
$ 2,821
$ 575
$ 1,489
$ 4,885
$ 718,420
$ 723,305
The following table is an age analysis of past due loans receivable
as of December 31, 2025, segregated by class:
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 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
The Company categorizes loans receivable
into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial
information, historical payment experience, credit documentation, public information, and current economic trends, among other
factors. The Company analyzes loans individually by classifying the loans receivable as to credit risk. The Company uses the following
definitions for risk ratings:
Pass - Loans in this category are
considered to have a low likelihood of loss based on relevant information analyzed about the ability of the borrowers to service
their debt and other factors.
Special Mention - Loans in this
category are currently protected but are potentially weak, including adverse trends in borrower’s operations, credit quality
or financial strength. Those loans constitute an undue and unwarranted credit risk but not to the point of justifying a substandard
classification. The credit risk may be relatively minor yet constitute an unwarranted risk in light of the circumstances. Special
mention loans have potential weaknesses which may, if not checked or corrected, weaken the loan or inadequately protect the Company’s
credit position at some future date.
Substandard - A
substandard loan is inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral
pledged, if any. Loans classified as substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation
of the debt; they are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies
are not corrected.
Doubtful
- Loans classified doubtful have all the weaknesses inherent in loans classified as substandard, plus the added characteristic
that the weaknesses make collection or liquidation in full on the basis of currently existing facts, conditions, and values highly
questionable and improbable.
13
The following table presents the credit risk grade of loans by origination year as of March 31, 2026:
Schedule of credit risk grade of loans
As of March 31, 2026
(Dollars in thousands)
2026
2025
2024
2023
2022
Prior
Revolving
Total
Commercial Real Estate
Pass
$ 4,478
$ 29,336
$ 20,754
$ 41,633
$ 43,057
$ 104,469
$ 11,678
$ 255,405
Substandard
—
—
—
—
—
191
—
191
Total commercial real estate
$ 4,478
$ 29,336
$ 20,754
$ 41,633
$ 43,057
$ 104,660
$ 11,678
$ 255,596
Current period gross charge-offs
—
—
—
—
—
$ ( 103 )
—
$ ( 103 )
Construction and Land Development
Pass
$ 2,270
$ 15,508
$ 23,633
$ 1,969
$ 2,078
$ 3,784
$ 1,121
$ 50,363
Substandard
—
—
20
—
—
—
—
20
Total construction and land development
$ 2,270
$ 15,508
$ 23,653
$ 1,969
$ 2,078
$ 3,784
$ 1,121
$ 50,383
Current period gross charge-offs
—
—
—
—
—
—
—
—
Residential 1-4 Family
Pass
$ 9,652
$ 33,278
$ 18,159
$ 20,532
$ 23,281
$ 107,420
$ 39,055
$ 251,377
Special Mention
—
—
—
—
—
468
—
468
Substandard
443
—
104
189
194
1,608
—
2,538
Total residential 1-4 family
$ 10,095
$ 33,278
$ 18,263
$ 20,721
$ 23,475
$ 109,496
$ 39,055
$ 254,383
Current period gross charge-offs
—
—
—
—
—
—
—
—
Multifamily
Pass
$ 4,432
$ 18,058
$ 1,036
$ 2,504
$ 9,170
$ 13,560
$ 955
$ 49,715
Total Multifamily
$ 4,432
$ 18,058
$ 1,036
$ 2,504
$ 9,170
$ 13,560
$ 955
$ 49,715
Current period gross charge-offs
—
—
—
—
—
—
—
—
Farmland
Pass
$ 73
$ 7,003
$ 2,497
$ 1,119
$ 1,770
$ 8,103
$ 3,444
$ 24,009
Special Mention
—
—
—
—
—
115
—
115
Substandard
—
—
—
—
—
15
—
15
Total farmland
$ 73
$ 7,003
$ 2,497
$ 1,119
$ 1,770
$ 8,233
$ 3,444
$ 24,139
Current period gross charge-offs
—
—
—
—
—
—
—
—
Commercial
Pass
$ 6,140
$ 12,560
$ 9,600
$ 6,404
$ 1,995
$ 3,939
$ 11,865
$ 52,503
Special Mention
—
—
—
—
—
2
—
2
Substandard
—
56
3
18
—
41
18
136
Total commercial
$ 6,140
$ 12,616
$ 9,603
$ 6,422
$ 1,995
$ 3,982
$ 11,883
$ 52,641
Current period gross charge-offs
—
$ ( 38 )
—
—
—
—
—
$ ( 38 )
Agriculture
Pass
$ 50
$ 680
$ 654
$ 124
$ 160
$ 58
$ 2,612
$ 4,338
Special Mention
—
—
—
29
—
—
—
29
Substandard
—
442
188
—
—
78
—
708
Total agriculture
$ 50
$ 1,122
$ 842
$ 153
$ 160
$ 136
$ 2,612
$ 5,075
Current period gross charge-offs
—
—
$ ( 117 )
—
—
—
—
$ ( 117 )
Consumer Installment Loans
Pass
$ 3,005
$ 14,054
$ 6,771
$ 3,022
$ 989
$ 1,968
$ 1,471
$ 31,280
Substandard
—
32
47
13
1
—
—
93
Total consumer installment loans
$ 3,005
$ 14,086
$ 6,818
$ 3,035
$ 990
$ 1,968
$ 1,471
$ 31,373
Current period gross charge-offs
—
$ ( 6 )
$ ( 9 )
$ ( 9 )
—
$ ( 56 )
—
$ ( 80 )
Total
$ 30,543
$ 131,007
$ 83,466
$ 77,556
$ 82,695
$ 245,819
$ 72,219
$ 723,305
Total current period gross charge-offs
—
$ ( 44 )
$ ( 126 )
$ ( 9 )
—
$ ( 159 )
—
$ ( 338 )
14
The following table presents the credit
risk grade of loans by origination year as of December 31, 2025:
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
$ 0
$ 42,803
Substandard
—
23
—
—
—
—
—
23
Total
construction and land development
$ 12,676
$ 21,689
$ 2,448
$ 2,113
$ 2,122
$ 1,778
$ 0
$ 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
—
0
—
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 )
15
NOTE
7 ALLOWANCE FOR CREDIT LOSSES FOR LOANS (“ACLL”)
In
determining the amount of our allowance for credit losses, we rely on an analysis of our loan portfolio, our experience and our evaluation
of general economic conditions. If our assumptions prove to be incorrect, our current allowance may not be sufficient to cover future
loan losses and we may experience significant increases to our provision.
The
following table presents a disaggregated analysis of activity in the allowance for credit losses for loans as of March 31, 2026 and December
31, 2025:
Schedule
of allowance for credit losses for loans
Real
estate secured
Construction
Consumer
and
Land
Residential
and
All
(Dollars
are in thousands)
Commercial
Development
1-4
family
Multifamily
Farmland
Commercial
Agriculture
Other
Total
Three
months ended March 31, 2026
Beginning
balance
$ 2,856
$ 411
$ 2,799
$ 559
$ 166
$ 602
$ 82
$ 632
$ 8,107
Charge-offs
( 103 )
—
—
—
—
( 38 )
( 117 )
( 80 )
( 338 )
Recoveries
—
—
36
3
9
—
—
48
96
Provision
for credit losses
19
77
( 1 )
26
4
82
72
( 28 )
251
Ending
balance
$ 2,772
$ 488
$ 2,834
$ 588
$ 179
$ 646
$ 37
$ 572
$ 8,116
Real
estate secured
Construction
Consumer
and
Land
Residential
and
All
(Dollars
are in thousands)
Commercial
Development
1-4
family
Multifamily
Farmland
Commercial
Agriculture
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
—
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
Allocation
of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.
NOTE
8 MODIFICATIONS MADE TO BORROWERS EXPERIENCING FINANCIAL DIFFICULTY
An
assessment of whether a borrower is experiencing financial difficulty is made on the date of a modification. Because the effect of most
modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses because of the
measurement methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon
modification. Occasionally, the Company modifies loans by providing principal forgiveness on certain of its real estate loans. When principal
forgiveness is provided, the amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is
written off, against the allowance for credit losses, resulting in a reduction of the amortized cost basis and a corresponding adjustment
to the allowance for credit losses.
In
some cases, the Company will modify a certain loan by providing multiple types of concessions. Typically, one type of concession, such
as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as
principal forgiveness, may be granted.
On
February 15, 2025, severe flash flooding occurred in Tazewell and Buchanan, Counties 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 to 6 months. As of March 31, 2026, 43 loans
totaling $ 6.3 million
are participating in the deferral program. One loan totaling $ 13,000
was in default, and another loan totaling $ 178,000
was extended beyond the terms of the short-term deferral program.
As of December 31, 2025, 48 loans totaling $ 6.6
million were participating in the deferral program. One of
these loans, a residential mortgage loan totaling $ 178,000 ,
received an additional 3-month deferral, due to the extent of damage to the property. There were no loans modified to borrowers experiencing
financial difficulties in the three-month period ended March 31, 2026, other than those impacted by the natural disasters.
16
NOTE
9 CREDIT ALLOWANCE FOR UNFUNDED COMMITMENTS
The
Company maintains a separate allowance for credit losses on off-balance-sheet credit exposures, including unfunded loan commitments,
which is included in other liabilities on the consolidated balance sheet. The allowance for credit losses for off-balance-sheet credit
exposures is adjusted through a provision for credit losses in the income statement. The estimate includes consideration of the likelihood
that funding will occur and an estimate of expected credit losses on commitments expected to be funded over their estimated lives, utilizing
the same models and approaches for the Company’s other loan portfolio segments described above, as these unfunded commitments share
similar risk characteristics as its loan portfolio segments. The Company has identified the unfunded portion of certain lines of credit
as unconditionally cancellable credit exposures, meaning the Company can cancel the unfunded commitment at any time, and those commitments
are excluded from the credit loss estimate.
As
of March 31, 2026 and December 31, 2025, the liability for credit losses on off-balance-sheet credit exposures included in other liabilities
was $ 460,000 and
$ 471,000 ,
respectively. During the three months ended March 31, 2026, a negative provision of $ 11,000
was included in the Provision for Credit Losses.
NOTE
10 OTHER REAL ESTATE OWNED
The
following table summarizes the activity in other real estate owned for the three months ended March 31, 2026, and the year ended December
31, 2025:
Schedule
of activity in other real estate owned
(Dollars
in thousands)
March
31,
2026
December 31,
2025
Balance, beginning
of period
$ 89
$ 87
Additions
95
46
Proceeds
from sales
—
( 50 )
Net
gains from sales
—
6
Balance,
end of period
$ 184
$ 89
As
of March 31, 2026 one loan secured by residential real estate, totaling $95,000 was in the process of foreclosure.
NOTE
11 FAIR VALUES
The
Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.
In accordance with the Fair Value Measurements and Disclosures topic of Financial Accounting Standards Board (the FASB) ASC, the fair
value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability (an exit price)
in the principal or most advantageous market and in an orderly transaction between market participants at the measurement date. Fair
value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s
various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present
value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate
and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument.
The
fair value guidance provides a consistent definition of fair value, which focuses on exit price in the principal or most advantageous
market and in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement
date under current market conditions. If there has been a significant decrease in the volume and level of activity for the asset or liability,
a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price
at which willing market participants would transact at the measurement date under current market conditions depends on the facts and
circumstances and requires the use of significant judgment. The fair value is a reasonable point within the range that is most representative
of fair value under current market conditions.
In
accordance with this guidance, the Company groups its financial assets and financial liabilities generally measured at fair value in
three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine
fair value.
17
Level
1: Quoted prices are available in active markets for identical assets or liabilities as of the reported date.
Level
2: Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported
date. The nature of these assets and liabilities include items for which quoted prices are available but traded less frequently, and
items that are valued using other financial instruments, the parameters of which can be directly observed.
Level
3: Assets and liabilities that have little to no pricing observability as of the reported date. These items do not have two-way markets
and are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require
significant management judgment or estimation.
A
description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such
instruments pursuant to the valuation hierarchy are as follows:
Investment
Securities Available-for-sale - Investment securities AFS are recorded at fair value on a recurring basis. Fair value measurement is
based upon quoted prices. The Company’s AFS securities, totaling $96.9 million and $96.4 million as of March 31, 2026 and December
31, 2025, respectively, are the only assets whose fair values are measured on a recurring basis using Level 2 inputs from an independent
pricing service.
Collateral
Dependent Loans with an ACL - In accordance with ASC 326, we may determine that an individual loan exhibits unique risk characteristics
which differentiate it from other loans within our loan pools. In such cases, the loans are evaluated for expected credit losses on an
individual basis and excluded from the collective evaluation. Specific allocations of the allowance for credit losses are determined
by analyzing the borrower’s ability to repay amounts owed, collateral deficiencies, the relative risk grade of the loan and economic
conditions affecting the borrower’s industry, among other things. A loan is considered to be collateral dependent when, based upon
management’s assessment, the borrower is experiencing financial difficulty and repayment is expected to be provided substantially
through the operation or sale of the collateral. In such cases, expected credit losses are based on the fair value of the collateral
at the measurement date, adjusted for estimated selling costs if satisfaction of the loan depends on the sale of the collateral. We reevaluate
the fair value of collateral supporting collateral dependent loans on a quarterly basis. The fair value of real estate collateral supporting
collateral dependent loans is evaluated by appraisal services using a methodology that is consistent with the Uniform Standards of Professional
Appraisal Practice.
Other
Real Estate Owned –Other real estate owned is adjusted to fair value upon transfer of the loans, or former bank premises, to other
real estate owned. These assets are carried at the lower of their carrying value or fair value. Fair value is based upon observable market
prices, when available, reduced by estimated disposition costs, which the Company considers to be nonrecurring Level 2 inputs. When observable
market prices are not available, management determines the fair value of the foreclosed asset using independent third-party appraisals,
evaluated to determine whether or not the property is further impaired below the appraised value, and adjusts for estimated costs of
disposition. The Company records foreclosed assets as nonrecurring Level 3.
18
Assets
and liabilities measured at fair value are as follows as of March 31, 2026 and December 31, 2025:
Schedule of summary of assets
and liabilities measured at fair value
March
31, 2026
(Dollars in thousands)
Quoted
market
price in active
markets
(Level 1)
Significant
other
observable inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
(On a recurring basis)
Available-for-sale investments
U.S.
Treasuries
$ —
$ 6,439
$ —
U.S.
Government agencies
—
8,345
—
Municipal
securities
—
19,798
—
Corporate
bonds
—
2,377
—
Mortgage-backed
securities
—
45,460
—
Collateralized
mortgage obligations -guaranteed
—
14,441
—
(On a
non-recurring basis)
Other real estate owned
—
—
184
Total
$ —
$ 96,860
$ 184
December
31, 2025
(Dollars in thousands)
Quoted
market
price in active
markets
(Level 1)
Significant
other
observable inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
(On a recurring basis)
Available-for-sale investments
U.S.
Treasuries
$ —
$ 5,460
—
U.S.
Government agencies
—
9,159
$ —
Municipal
securities
—
19,997
—
Corporate
bonds
—
2,379
—
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
Not
included in the tables above as of March 31, 2026 and December 31, 2025 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.
19
For
Level 3 assets measured at fair value on a recurring or non-recurring basis as of March 31, 2026 and December 31, 2025, 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
March 31,
2026
Fair
Value at
December 31,
2025
Valuation
Technique
Significant
Unobservable Inputs
General
Range
of Significant
Unobservable
Input Values
Collateral
dependent loans with ACL:
Agriculture
$
—
$
251
Appraised
Value
Discounts
to reflect current market conditions, ultimate collectability, and estimated costs to sell
0
– 18 %
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
—
—
Appraised
Value/Other estimates from Independent Sources
Discounts
to reflect current market conditions, ultimate collectability, and estimated costs to sell
0
– 18 %
Other Real Estate Owned
$
184
$
89
Appraised
Value/Comparable Sales/Other Estimates from Independent Sources
Discounts
to reflect current market conditions and estimated costs to sell
0
– 18 %
Fair
Value of Financial Instruments
Fair
value information about financial instruments, whether or not recognized in the balance sheet, for which it is practical to estimate
the value is based upon the characteristics of the instruments and relevant market information. Financial instruments include cash, evidence
of ownership in an entity, or contracts that convey or impose on an entity that contractual right or obligation to either receive or
deliver cash for another financial instrument.
The
following summary presents the methodologies and assumptions used to estimate the fair value of the Company’s financial instruments
presented below. The information used to determine fair value is highly subjective and judgmental in nature and, therefore, the results
may not be precise. Subjective factors include, among other things, estimates of cash flows, risk characteristics, credit quality, and
interest rates, all of which are subject to change. Since the fair value is estimated as of the balance sheet date, the amounts that
will actually be realized or paid upon settlement or maturity on these various instruments could be significantly different.
20
The
carrying amount and fair value of the Company’s financial instruments that are not required to be measured or reported at fair
value on a recurring basis as of March 31, 2026, and December 31, 2025, 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)
March
31, 2026
Financial instruments –
assets
Net
loans
$ 715,189
$ 713,767
$ —
$ —
$ 713,767
Financial instruments –
liabilities
Time
deposits
289,926
289,782
—
289,782
—
Borrowed
funds
18,986
17,170
—
17,170
—
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
—
Fair
value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument.
These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire
holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments,
fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics
of various financial instruments and other factors. These estimates are subjective in nature and involve uncertainties and matters of
significant judgment and therefore cannot be determined with precision. Changes in assumptions can significantly affect the estimates.
Estimated
fair values have been determined by the Company using historical data, as generally provided in the Company’s regulatory reports,
and an estimation methodology suitable for each category of financial instruments. The Company’s fair value estimates, methods
and assumptions are set forth below for the Company’s other financial instruments.
The
carrying values of cash and due from banks, federal funds sold, deposits with no stated maturities, and accrued interest approximates
fair value and are excluded from the table above.
The
methods utilized to measure the fair value of financial instruments represent an approximation of exit price; however, an actual exit
price may differ.
NOTE
12 LEASING ACTIVITIES
As
of March 31, 2026, the Bank leases four branch offices, one administrative office, one loan production office and sublets a lot adjacent
to another branch office. The lease agreements have maturity dates ranging from 2028 to December 2041. It is assumed that there are currently
no circumstances in which the leases would be terminated prior to expiration. The weighted average remaining life of the lease terms
as of March 31, 2026 was 6.07
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 March 31, 2026 was 3.35 %.
For
the three months ended March 31, 2026 and 2025, operating lease expenses were $ 147,000
and $ 142,000 ,
respectively.
21
The
Company’s other operating leases were evaluated and determined to be immaterial to the financial statements. As of March 31, 2026,
future minimum rental commitments under the non-cancellable operating leases discussed above are as follows (dollars are in thousands):
Schedule
of future minimum rental commitments under the non-cancellable operating leases
2026
$ 432
2027
598
2028
603
2029
492
2030
492
Thereafter
712
Total lease payments
3,329
Less:
imputed interest
( 450 )
Total
$ 2,879
NOTE
13 BORROWED FUNDS
Borrowed
funds totaled $ 18,986,000 as
of March 31, 2026 and December 31, 2025. For additional information on borrowed funds, refer to Note 19 in Item 8 of Form 10-K for the
year ended December 31, 2025.
NOTE
14 REVENUE FROM CONTRACTS WITH CUSTOMERS
All
our revenue from contracts with customers as defined in ASC 606 is recognized within noninterest income. Refer to Note 25 in our Annual
Report on Form 10-K for the year ended December 31, 2025 for a description of how each revenue stream is accounted for under ASC 606.
The following table presents noninterest income by revenue stream for the three months ended March 31, 2026 and 2025:
Schedule
of revenue from contracts with customers
For
the three months ended
March
31,
(Dollars
in thousands)
2026
2025
Service charges
and fees
$ 837
$ 877
Card processing and interchange
income
986
865
Financial services fees
419
318
Other
noninterest income
388
353
Total
noninterest income
$ 2,630
$ 2,413
NOTE
15 NONINTEREST EXPENSES
Other
operating expenses, included as part of noninterest expenses, consisted of the following for the periods presented:
Schedule
of noninterest expenses
For
the three months ended
March 31,
(Dollars
in thousands)
2026
2025
Other operating
expenses
$ 913
$ 879
ATM network expense
377
428
Legal, accounting, and
professional fees
213
237
FDIC insurance premiums
103
98
Loan related expenses
76
79
Advertising
63
67
Consulting fees
39
42
Printing and supplies
31
25
Other
real estate owned expenses, net
4
1
Total
other operating expenses
$ 1,819
$ 1,856
22
NOTE
16 RECENT ACCOUNTING DEVELOPMENTS
The
following is a summary of recent authoritative announcements:
In
November 2024, the Financial Accounting Standards Board (FASB) issued ASU 2024-03, “Income Statement—Reporting Comprehensive
Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” ASU 2024-03 requires
public companies to disclose, in the notes to the financial statements, specific information about certain costs and expenses at each
interim and annual reporting period. This includes disclosing amounts related to employee compensation, depreciation, and intangible
asset amortization. In addition, public companies will need to provide qualitative description of the amounts remaining in relevant expense
captions that are not separately disaggregated quantitatively. The FASB subsequently issued ASU 2025-01, “Income Statement—Reporting
Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date”, which amends the
effective date of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance in ASU 2024-03 in annual
reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15,
2027. Early adoption of ASU 2024-03 is permitted. Implementation of ASU 2024-03 may be applied prospectively or retrospectively. The
Company does not expect the adoption of ASU 2024-03 to have a material impact on its consolidated financial statements.
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.
23
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Caution
About Forward-Looking Statements
We
make forward-looking statements in this quarterly report on Form 10-Q that are subject to risks and uncertainties. These forward-looking
statements include statements regarding expectations, intentions, projections and beliefs concerning our profitability, liquidity, and
allowance for credit losses, interest rate sensitivity, market risk, growth strategy, and financial and other goals. The words “believes,”
“expects,” “may,” “will,” “should,” “projects,” “contemplates,”
“anticipates,” “forecasts,” “intends,” or other similar words or terms are intended to identify forward
looking statements. The forward-looking information is based on various factors and was derived using numerous assumptions. Important
factors that may cause actual results to differ from projections include:
● the
success or failure of our efforts to implement our business plan;
● any
required increase in our regulatory capital ratios;
● satisfying
other regulatory requirements that may arise from examinations, changes in the law and other
similar factors;
● deterioration
of asset quality;
● changes
in the level of our nonperforming assets and charge-offs;
● fluctuations
of real estate values in our markets;
● our
ability to attract and retain talent;
● demographical
changes in our markets which negatively impact the local economy;
● the
uncertain outcome of current or future legislation or regulations or policies of state and
federal regulators;
● the
successful management of interest rate risk;
● the
successful management of liquidity;
● changes
in general economic and business conditions in our market area and the United States in general;
● credit
risks inherent in making loans such as changes in a borrower’s ability to repay and
our management of such risks;
● competition
with other banks and financial institutions, and companies outside of the banking industry,
including online lenders and those companies that have substantially greater access to capital
and other resources;
● customer
acceptance of new products and services we have offered or may offer;
● deposit
flows and competition for deposits;
● the
effects of, and changes in, trade, monetary and fiscal policies and laws, including interest
rate policies of the Federal Reserve, inflation, interest rate, market and monetary fluctuations;
● the
occurrence of significant natural disasters, including severe weather conditions, floods,
health related issues and other catastrophic events;
● geopolitical
conditions, including trade restrictions and tariffs, and acts or threats of terrorism, international
hostilities, military conflicts or actions taken by the U.S. or other governments in response
thereto, which could impact business and economic conditions in the U.S. and abroad;
● the
continued effective operation of our information technology systems and third-party service
providers, including the stabilization and ongoing performance of our core processing platform
following the system conversion completed during the fourth quarter of 2025;
● the
effects of cyber incidents or other failures, disruptions, or breaches of our operational
or security systems, or those of our third-party vendors or other service providers, including
as a result of cyber threats or attacks;
● our
ability to successfully manage cybersecurity, including generative artificial intelligence
risks;
● our
ability to assist in managing third party fraud against customer accounts including but not
limited to check, credit and debit card, and electronic funds transfer fraud;
● our
reliance on third-party vendors and correspondent banks;
● changes
in generally accepted accounting principles;
● changes
in governmental regulations, tax rates and similar matters; and,
● other
risks, which may be described, from time to time, in our filings with the SEC.
24
Because
of these uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.
In addition, our past results of operations do not necessarily indicate our future results. We expressly disclaim any obligation to update
or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Critical
Accounting Policies
For
discussion of our significant accounting policies, see our Annual Report on Form 10-K for the year ended December 31, 2025, and Note
2 Summary of Significant Accounting Policies, in Item 1 of this Form 10-Q. Certain critical accounting policies affect the more significant
judgments and estimates used in the preparation of our financial statements. Our most critical accounting policies relate to our allowance
for credit losses.
The
allowance for credit losses reflects the estimated losses resulting from the inability of our customers to make required payments. If
the financial condition of our borrowers were to deteriorate, resulting in an impairment of their ability to make payments, our estimates
would be updated, and additional provisions could be required. For further discussion of the estimates used in determining the allowance
for credit losses, we refer you to the section on “Asset Quality” in this discussion.
Overview
and Highlights
Net
income for the three months ended March 31, 2026 was $3.1 million, an increase of $1.2 million, or 60.48%, from the same period in 2025.
Net interest income increased 15.86%, or $1.2 million, from $7.6 million for the quarter ended March 31, 2025 to $8.8 million for the
quarter ended March 31, 2026. The loan portfolio was the primary driver of both increases as the yield rose 25 basis points (”bps”)
while the average balance increased $57.8 million compared to the first quarter of 2025.
The
balance sheet grew to $939.6 million in total assets as of March 31, 2026, from $909.7 million as of December 31, 2025. Gross loans increased
$13.7 million to $723.3 million as of March 31, 2026. Additionally, interest-bearing deposits with banks increased $13.1 million to $76.2
million as of March 31, 2026. During the first three months of 2026 total deposits increased $29.4 million or 3.68% to $827.7 million.
A
dividend of $0.09 per share was paid to shareholders during the first quarter of 2026, a 12.5% increase over the dividend paid in 2025.
During
the first quarter of 2026, we extended a previously announced stock repurchase program, to continue through March 31, 2027. Since the
inception of the program through March 31, 2026, the Company has repurchased 366,569 shares at an average price of $2.57 per share.
Comparison
of the Three Months ended March 31, 2026 and 2025
Quarter-to-date
highlights include:
● Returns
on average assets and equity of 1.34% and 14.69% for the first quarter of 2026, compared
to 0.90% and 10.78% for the first quarter of 2025, respectively;
● Net
interest margin was 3.99% for the first quarter of 2026 compared to 3.69% for the first quarter
of 2025;
● Net
interest income was $8.8 million for the first quarter of 2026, an increase of $1.2 million,
or 15.86%, compared to the first quarter of 2025;
● Noninterest
income was $2.6 million, an increase of $217,000, or 8.99%, during the first quarter of 2026
compared to the first quarter of 2025; and
● Noninterest
expense was $7.2 million, a decrease of $39,000, or 0.54%, for the first quarter of 2026
compared to the first quarter of 2025.
During
the first quarter of 2026, interest income increased $1.2 million to $12.6 million due to the combination of an increase of 18 bps in
the yield on earning assets to 5.69% and a $61.5 million increase in the average balance of earning assets when compared to the first
quarter of 2025. The loan portfolio was the primary driver of both increases as the yield rose 25 bps to 6.35% while the average balance
increased $57.8 million compared to the first quarter of 2025. Also contributing to the improvement in net interest income was lower
funding costs. While the average balance of interest-bearing liabilities increased $44.2 million, the costs decreased 18 bps to 2.55%,
and total interest expense only increased by $39,000 to $3.8 million during the first quarter of 2026 as compared to the first quarter
of 2025. The reduction in the cost of interest-bearing liabilities is primarily due to maturing time deposits repricing in a lower interest-rate
environment and declines in both the cost and balance of borrowed funds. The decrease in the average balance of borrowed funds was due
to a $3 million principal payment on a borrowing from the Federal Home Loan Bank of Atlanta during the fourth quarter of 2025 combined
with principal payments made on a trust preferred security in January 2025. In addition, the variable rate paid on the trust preferred
securities decreased as overnight and short-term borrowing rates declined during the last half of 2025. The net interest margin improved
30 bps to 3.99% for the quarter ending March 31, 2026, compared to 3.69% for the same period in 2025, due to the increase in the yield
on earning assets and the decline in the cost of funds. The net interest spread, which is the difference between the yield on interest-earning
assets and the costs of interest-bearing liabilities, widened by 36 bps to 3.14% for the first quarter of 2026 from 2.78% for the comparable
period of 2025.
25
The
following table shows the rates paid on earning assets and interest-bearing liabilities for the periods indicated:
Net
Interest Margin Analysis
Average
Balances, Income and Expense, and Yields and Rates
Three
Months Ended March 31 ,
2026
2025
Average
Income/
Yields/
Average
Income/
Yields/
(Dollars
are in thousands)
Balance
Expense
Rates
Balance
Expense
Rates
ASSETS
Loans (1)
(2)
$ 716,807
11,215
6.35 %
$ 659,022
$ 9,912
6.10 %
Federal
funds sold
491
4
3.58 %
139
2
4.40 %
Interest
bearing deposits in other banks
71,064
638
3.64 %
64,406
692
4.36 %
Securities
(2)
108,027
740
2.74 %
111,306
745
2.68 %
Total
earning assets
896,389
12,597
5.69 %
834,873
11,351
5.51 %
Less: Allowance
for credit losses
(8,175 )
(7,788 )
Non-earning
assets
37,278
37,411
Total
assets
$ 925,492
$ 864,496
LIABILITIES AND SHAREHOLDERS’
EQUITY
Interest-bearing
demand deposits
$ 74,258
112
0.61 %
$ 72,394
$ 137
0.77 %
Savings
and money market deposits
216,113
941
1.77 %
186,941
779
1.69 %
Time
deposits
290,916
2,481
3.46 %
274,564
2,533
3.74 %
Total
interest-bearing deposits
581,287
3,534
2.47 %
533,899
3,449
2.62 %
Other
borrowings
7,000
61
3.51 %
10,000
88
3.51 %
Trust
preferred securities
11,986
185
6.18 %
12,186
204
6.69 %
Total
borrowed funds
18,986
246
5.19 %
22,186
292
5.26 %
Total
interest-bearing liabilities
600,273
3,780
2.55 %
556,085
3,741
2.73 %
Non-interest-bearing
deposits
230,875
227,045
Other
liabilities
9,803
9,580
Total
liabilities
840,951
792,710
Shareholders’
equity
84,541
71,786
Total
liabilities and shareholders’ equity
$ 925,492
$ 864,496
Net
interest income
$ 8,817
$ 7,610
Net
interest margin
3.99 %
3.69 %
Net
interest spread
3.14 %
2.78 %
(1) Nonaccrual
loans and loans held for sale have been included in average loan balances.
(2) Tax
exempt income is not significant and has been treated as fully taxable.
26
Net
interest income is affected by changes in both average interest rates and average volumes (balances) of interest-earning assets and interest-bearing
liabilities. The following table sets forth the amounts of the total changes in interest income and interest expense which can be attributed
to rates and volume for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025.
Volume
and Rate Analysis
Increase
(decrease)
Three
Months Ended March 31, 2026
(Dollars
in thousands)
Volume
Effect
Rate
Effect
Change
in
Interest
Income/
Expense
Interest income:
Loans
$ 888
$ 415
$ 1,303
Federal
funds sold
2
—
2
Interest
bearing deposits in other banks
67
(121 )
(54 )
Taxable
investment securities
(22 )
17
(5 )
Total
earning assets
935
311
1,246
Interest expense:
Interest-bearing
demand deposits
4
(29 )
(25 )
Savings
and money market deposits
124
38
162
Time
deposits
145
(197 )
(52 )
Other
borrowings
(27 )
—
(27 )
Trust
preferred securities
(3 )
(16 )
(19 )
Total
interest-bearing liabilities
243
(204 )
39
Change
in net interest income
$ 692
$ 515
$ 1,207
The
provision for credit losses charged to the income statement for the quarter ended March 31, 2026 was $240,000 compared to $259,000 for
the three months ended March 31, 2025. The provision expense for the first quarter of 2026 is mainly attributable to growth in the loan
portfolio and a modest adjustment to certain qualitative factors in the calculation of the allowance for loan losses to reflect geopolitical
uncertainty related to the conflict in the Middle East. The provision for credit losses during the first quarter of 2025 is attributable
to loan growth and the impact of valuation allowances for two specifically assessed borrower relationships. A recovery of credit losses
on unfunded commitments of $11,000 was recognized for the first quarter of 2026 due to a $2.1 million reduction in commitments on construction
loans. The provision for credit losses on unfunded commitments for the first quarter of 2025 was $92,000, reflecting an $11.6 million,
or 31.84%, increase in unfunded commitments on construction loans.
For
a discussion of the factors affecting the allowance for credit losses, including provision expense, refer to Note 7, Allowance for Credit
Losses for Loans, in Item 1 of this Form 10-Q.
Noninterest
income, totaling $2.6 million for the first quarter of 2026, increased $217,000 compared to the quarter ended March 31, 2025. The improvement
was driven by a $101,000 increase in income from financial and investment services and a $121,000 increase in income from card processing.
Noninterest
expense was $7.2 million for the quarter ended March 31, 2026, which was a $39,000 decrease compared to the first quarter of 2025. Occupancy
costs decreased $93,000 due to costs incurred in “refreshing” a branch office in the first quarter of 2025 and a decrease
in costs for snow and ice removal to keep our branch locations open and safe during the winter storms in 2026 compared to 2025. Other
categories experiencing reductions include professional and consulting fees, card processing costs, and the expense for the debit card
rewards program which was discontinued in the fourth quarter of 2025. The reductions in expenses were partially offset by an $85,000
increase in salaries and benefits attributable to annual merit increases and an uptick in losses due to fraudulent activity.
The
efficiency ratio, which is defined as noninterest expense divided by the sum of net interest income plus noninterest income, decreased
to 63.17% during the first quarter of 2026 from 72.55% for the first quarter of 2025. We continue to assess our operational procedures
and structure to improve efficiencies and contain costs.
Income
tax expense for the first quarter of 2026 totaled $912,000, an increase of $328,000, or 56.16%, from $584,000 recorded during the same
period in 2025. The effective tax rate for the three months ended March 31, 2026, was 22.95%, compared to 23.43% for the same period
in 2025.
27
Balance
Sheet
Total
assets as of March 31, 2026, were $939.6 million, an increase of $29.9 million, or 3.28%, from $909.7 million as of December 31, 2025.
Gross loans of $723.3 million as of March 31, 2026 reflected an increase of $13.7 million, or 1.93%, from $709.6 million as of December
31, 2025. Liquid assets in the form of cash and cash equivalents increased $15.7 million, or 20.31%, during the first quarter of 2026
mainly due to the seasonal increase in deposits. Investment securities increased $427,000 during the first quarter of 2026 due to purchases
of $4.2 million offset by maturities, calls, payments and amortization of $2.9 million and an $808,000 increase in the unrealized loss
on securities available-for-sale.
Deposits
totaled $827.7 million as of March 31, 2026, compared to $798.3 million as of December 31, 2025. The increase of $29.4 million, or 3.68%,
was due to continued efforts to attract money market account relationships combined with seasonal and cyclical funds inflows. As a result,
money market and savings accounts increased $14.8 million, and noninterest-bearing demand and interest-bearing demand deposits combined
for an increase of $18.9 million during the first quarter of 2026. Over this same period, time deposits decreased $5.0 million largely
due to the maturity of a public funds deposit with no other deposit relationship, for which the Bank did not aggressively bid.
As
of March 31, 2026 and December 31, 2025, borrowed funds totaled $19.0 million.
Capital
During
the quarter ended March 31, 2026, total shareholders’ equity increased $262,000 to $83.1 million due to net income of $3.1 million
which was offset by dividends paid to shareholders of $2.1 million, the repurchase of common stock totaling $41,000, and an increase
in the unrealized loss on securities available for sale, net of the tax effects, of $639,000. Consequently, book value per share increased
to $3.53 as of March 31, 2026 compared to $3.52 as of December 31, 2025. The Bank remains well-capitalized per regulatory guidance.
As
previously announced, the Board of Directors extended the repurchase of up to 500,000 shares of the Company’s common stock through
March 31, 2027. During the first quarter of 2026, the Company repurchased 11,496 shares at an average price of $3.55 per share. Since
the commencement of the repurchase plan in 2022, 366,569 shares have been repurchased at an average price of $2.57 per share.
Asset
Quality
The
allowance for credit losses on loans was $8.1 million, or 1.12% as a percentage of total loans, as of March 31, 2026, and $8.1 million,
or 1.14%, as of December 31, 2025. The decrease in the allowance as a percentage of loans was primarily attributable to charging off
the year-end specific reserves on two borrower relationships during the first quarter of 2026. One of these relationships had two pieces
of collateral – the residential property was foreclosed and reclassified into other real estate owned during the quarter, and the
commercial property was sold at auction and the sales proceeds were received subsequent to March 31, 2026. The charge-off on the other
relationship was largely driven by the amount of time that it had been in its classified status. The $9,000 increase in the allowance
for credit losses on loans was attributable to provision expense associated with a larger loan portfolio and a modest adjustment to a
qualitative factor for geopolitical uncertainty related to the conflict in the Middle East partially offset by the charge-off of the
specific reserves discussed above.
The
allowance for credit losses on unfunded commitments was $460,000 as of March 31, 2026, as compared to $471,000 as of December 31, 2025.
The decrease in the allowance for credit losses on unfunded commitments was due to a decrease in loan commitments, specifically residential
and commercial real estate construction loan commitments.
Annualized
net charge-offs as a percentage of average loans were 0.14% during the first 3 months of 2026 compared to 0.05% during the fourth quarter
of 2025 and 0.01% during the first quarter of 2025. The increase was due to the charge-off of the specific reserves discussed above.
Nonperforming
assets, which include nonaccrual loans, accruing loans past due 90 days or more, and other real estate owned, totaled $3.3 million as
of March 31, 2026, a decrease of $537,000, or 13.94%, since year-end 2025. Nonaccrual loans decreased $467,000 during the first three
months of 2026 primarily due to the charge-off of the specific reserves on individually evaluated loans and a loan that was removed from
nonaccrual status based on performance. Nonperforming assets as a percentage of total assets were 0.35% as of March 31, 2026 and 0.42%
as of December 31, 2025.
28
Other
real estate owned increased to $184,000 as of March 31, 2026 from $89,000 at December 31, 2025 due to the foreclosure on the residential
property discussed above. Expenses associated with other real estate owned, including gains and losses on sales, were $3,000 and $1,000
for the three months ended March 31, 2026 and 2025, respectively.
For
detailed information on nonaccrual loans and other real estate owned as of March 31, 2026 and December 31, 2025, refer to Note 6 Loans
and Note 10 Other Real Estate Owned in Item 1 of this Form 10-Q.
Loans
rated substandard or below totaled $3.7 million as of March 31, 2026, an increase of $1.1 million from $2.6 million as of December 31,
2025. Total past due loans decreased to $6.1 million as of March 31, 2026 from $7.2 million as of December 31, 2025.
The
allowance for credit losses is maintained at a level that management deems appropriate to absorb any potential future losses and known
impairments within the loan portfolio, whether or not the losses are actually ever realized. Through our quarterly assessment, we continue
to adjust the CECL model to best reflect the risks in the portfolio. However, future provisions may be deemed necessary. During the first
three months of 2026, we maintained the adjustments to our qualitative factors initiated in 2024 and carried forward into 2025, to consider
risk factors associated with commercial real estate and residential mortgage loans. In addition, we made a slight adjustment of 3 bps
to consider the geopolitical uncertainty in the Middle East. Those changes, along with growth in the loan portfolio and the assessment
of the historical and specific risks associated with the loan portfolio, resulted in a recovery of credit losses for credit losses of
$240,000, which included a $251,000 provision for the loan portfolio; and a $11,000 negative provision for unfunded commitments due to
a decrease in unfunded commitments, particularly construction loans. The following table summarizes components of the allowance for credit
losses and related loans as of March 31, 2026 and December 31, 2025:
Selected
Credit Ratios
March
31,
December
31,
(Dollars
in thousands)
2026
2025
Allowance for
credit losses - loans
$ 8,116
$ 8,107
Total
loans
723,305
709,587
Allowance
for credit losses to total loans
1.12 %
1.14 %
Nonaccrual
loans
$ 3,131
$ 3,598
Nonaccrual
loans to total loans
0.43 %
0.51 %
Ratio
of allowance for credit losses loans to nonaccrual loans
2.59 X
2.25 X
Charge-offs net of recoveries
$ 242
$ 316
Average loans
$ 716,807
$ 689,104
Net
charge-offs to average loans1
0.14 %
0.05 %
1
- Annualized
Deferred
Tax Asset and Income Taxes
Due
to timing differences between the book and tax treatments of several income and expense items, a net deferred tax asset, excluding the
deferred tax asset on the unrealized loss on securities available-for-sale of $2.3 million and $2.1 million, existed as of March 31,
2026 and December 31, 2025, respectively. Our income tax expense was computed at the federal corporate income tax rate of 21% of taxable
income and a blended state tax rate of 1.95%. We have no significant nontaxable income or non-deductible expenses.
Capital
Resources
The
Company meets the eligibility criteria to be classified as a small bank holding company in accordance with the Federal Reserve’s
Small Bank Holding Company Policy Statement issued in February 2015 and is therefore not obligated to report consolidated regulatory
capital. The Bank continues to be subject to various capital requirements administered by banking agencies.
The
Bank’s capital ratios along with the minimum regulatory thresholds to be considered well-capitalized are presented in Note 4 in
Item 1 of this Form 10-Q.
29
As
of March 31, 2026, the Bank remains well capitalized under the regulatory framework for prompt corrective action. The ratios mentioned
above for the Bank comply with the Federal Reserve rules to align with the Basel III Capital requirements.
Book
value per common share was $3.53 and $3.52 as of March 31, 2026 and December 31, 2025, respectively. The increase in book value was due
to net income of $3.1 million which was offset by dividends paid to shareholders of $2.1 million, the repurchase of common stock totaling
$41,000, and an increase in the unrealized loss on securities available for sale, net of the tax effects, of $639,000.
Other
key performance indicators are as follows:
Three
months ended
March
31,
2026
2025
Return on average assets1
1.34 %
0.90 %
Return on average shareholders’
equity1
14.69 %
10.78 %
Average equity to average assets
9.13 %
8.30 %
1
- Annualized
Under
current economic conditions, we believe it is prudent to continue to retain capital sufficient to support planned asset growth while
being able to absorb potential losses that may occur if asset quality deteriorates, and based upon projections, we believe our current
capital levels will be sufficient.
During
the first quarter of 2026, the Company paid a cash dividend of $0.09 per common share to our shareholders. Future payments of cash dividends
will depend on a number of factors including but not limited to maintaining positive retained earnings, compliance with regulatory rules
governing the payment of dividends, strategic plans, and sufficient capital at the Bank to allow payment of dividends to the Company.
On
April 28, 2022 the board of directors of the Company authorized the repurchase of up to 500,000 shares of the Company’s outstanding
common stock. As previously reported, this plan was extended by the Board of Directors through March 31, 2027. The actual means and timing
of any purchases, number of shares and prices or range of prices will be determined by the Company in its discretion and will depend
on a number of factors, including the market price of the Company’s common stock, general market and economic conditions, and applicable
legal and regulatory requirements. As of March 31, 2026, the Company has repurchased 366,569 shares at an average price of $2.57 per
share since inception of the plan. During the quarter ended March 31, 2026, the Company repurchased 11,496 shares at an average price
of $3.55 per share. There is no assurance that the Company will purchase any additional shares under this program.
Liquidity
We
closely monitor our liquidity and our liquid assets in the form of cash, due from banks, federal funds sold and unpledged available-for-sale
investments. Collectively, those balances were $158.0 million as of March 31, 2026, up from $141.0 million as of December 31, 2025. The
increase is primarily due to deposit growth exceeding funding needs for loan growth. A surplus of short-term assets is maintained at
levels management deems adequate to meet potential liquidity needs
As
of March 31, 2026, all of our investments are classified as available-for-sale, providing an additional source of liquidity in the amount
of $65.1 million, which is net of the $31.8 million of securities pledged as collateral. Generally, the investment portfolio serves as
a source of liquidity while yielding a higher return at the purchase date when compared to other short-term investment options, such
as federal funds sold and overnight deposits with the Federal Reserve Bank of Richmond (the FRB). Due to the unrealized loss on securities
available-for-sale, the sale of investments, other than shorter-term investments with minimal unrealized losses or more recently purchased
investments, would not be a main source of liquidity at this time due to the immediate impact on regulatory capital; however, the majority
of the portfolio is considered high credit quality investments and would be available to pledge against borrowed funds. Total investment
securities increased $427,000 during the first quarter of 2026 from $96.4 million as of December 31, 2025 to $96.9 million as of March
31, 2026. The Bank also has additional borrowing capacity on lines for which investments and certain loans are currently pledged.
Our
loan to deposit ratio was 87.39% and 88.89% as of March 31, 2026 and December 31, 2025, respectively.
30
Available
third-party sources of liquidity as of March 31, 2026 include the following: a line of credit with the FHLB, access to brokered certificates
of deposit markets and the discount window at the Federal Reserve Bank. We also have the ability to borrow $30.0 million in unsecured
federal funds through credit facilities extended by correspondent banks.
We
have used our line of credit with the FHLB to issue letters of credit totaling $14.0 million to the Treasury Board of Virginia for collateral
on public funds. No draws on these letters of credit have been issued. The letters of credit are considered to be draws on our FHLB line
of credit. In May 2023, we borrowed $10.0 million from the FHLB, through a fixed rate 5-year advance, to support loan fundings and other
general liquidity needs and prepaid $3 million of the outstanding balance in the fourth quarter of 2025; and, in June 2025, we borrowed
an additional $5.0 million which was repaid in July 2025. An additional $252.0 million was available as of March 31, 2026 on the $273.0
million line of credit. Full use of the FHLB borrowing capacity would require the Company to pledge additional assets.
As
of March 31, 2026 we held brokered time deposits of $8.0 million, unchanged from December 31, 2025. Internet accounts are limited to
customers located in our primary market area and the surrounding geographical area. The average balance of and the rate paid on deposits
is shown in the net interest margin analysis tables. Total reciprocal Certificate of Deposit Registry Services (“CDARS”)
time deposits were $7.7 million and $7.0 million as of March 31, 2026 and December 31, 2025, respectively. Aside from the availability
of CDARS time deposits, we also offer a similar deposit product for transaction account customers through Intrafi Cash Service (“ICS”).
As of March 31, 2026 approximately $16.3 million were placed in this product as compared to $16.1 million at December 31, 2025. Both
the CDARS and ICS offerings assist us in maintaining deposit relationships, while assuring the depositors’ funds retain federal
deposit insurance coverage.
Additional
liquidity is available through the Federal Reserve Bank discount window for overnight funding needs. We may collateralize this line with
investment securities and loans at our discretion; however, while we do not anticipate using this as a primary funding source, securities
with an estimated market value of $24.9 million were pledged as of March 31, 2026.
Time
deposits of $250,000 or more were approximately 6.35% of total deposits at March 31, 2026 and 7.15% of total deposits at December 31,
2025.
In
January 2025, we made a voluntary principal payment of $3.0 million on an outstanding trust preferred security. We may consider making
future principal payments based on our available liquidity and considering other funding opportunities that may be available.
With
the on-balance sheet liquidity and other external sources of funding, we believe the Bank has adequate liquidity and capital resources
to meet our requirements and needs for the foreseeable future. However, liquidity can be further affected by a number of factors such
as counterparty willingness or ability to extend credit, regulatory actions and customer preferences, some of which are beyond our control.
Given continued economic uncertainty, the level of market interest rates, and potential impacts from proposed or enacted tariffs and
other trade restrictions, along with ongoing geopolitical conflicts than can contribute to energy price volatility and broader financial
market volatility, we continue monitoring our liquidity position, specifically cash on hand, and readily-available contingent funding
sources, in order to meet customer demands. Additionally, our contingency funding plan is reviewed quarterly with our Asset Liability
Committee.
Off
Balance Sheet Items and Contractual Obligations
There
have been no material changes during the three months ended March 31, 2026, to the off-balance sheet items and the contractual obligations
disclosed in our 2025 Form 10-K.
Item 3. Quantitative and
Qualitative Disclosures About Market Risk
Not
Applicable.
Item 4. Controls and Procedures
We
have carried out an evaluation, under the supervision and with the participation of our management, including our President and Chief
Executive Officer (our CEO) and our Executive Vice President and Chief Financial Officer (our CFO), of the effectiveness of our disclosure
controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange
Act)) as of the end of the period covered by this report. Based upon that evaluation, our CEO and CFO concluded that our disclosure controls
and procedures were operating effectively in providing reasonable assurance that (a) the information required to be disclosed by us in
the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified
in the Securities and Exchange Commission’s rules and forms, and (b) such information is accumulated and communicated to our management,
including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
31
Changes
in Internal Control Over Financial Reporting
There
were no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act)
during the quarter ended March 31, 2026, that have materially affected or are reasonably likely to materially affect the Company’s
internal control over financial reporting.
Part
II Other Information
Item 1. Legal Proceedings
In
the course of operations, we may become a party to legal proceedings in the normal course of business. At March 31, 2026, we do not anticipate
that the aggregate ultimate liability arising out of litigation pending or threatened against the Company or any of its subsidiaries
or to which the property of the Company or any of its subsidiaries is subject, in the opinion of management, will materially impact the
financial condition or liquidity of the Company.
Item 1A. Risk
Factors
Not
Applicable.
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds
(a) Sales
of Unregistered Securities – None
(b) Use
of Proceeds – Not Applicable
(c) Issuer
Purchases of Securities
Stock
Repurchase Program
The
Company has an approved one-year stock repurchase program that authorizes the repurchase of up to 500,000 of the Company’s common
shares that was extended through March 31, 2027. Repurchases may be made through open market purchases or in privately negotiated transactions.
Shares repurchased will be returned to the status of authorized and unissued shares of common stock. The actual means and timing of any
purchases, number of shares and prices or range of prices will be determined by the Company.
Shares
of the Company’s common stock were repurchased during the three months ended March 31, 2026, as detailed below. Under the terms
of the stock repurchase program, the Company has the remaining authority to repurchase up to 133,431 shares of common stock.
Period
Beginning on First Day of Month Ended
Total
Number
of Shares
Purchased
Average
Price
Paid Per
Share
Total
Number
of Shares
Purchased as
Part of
Publicly
Announced
Plans or
Programs
Maximum
Number of
Shares That
May Yet Be
Purchased
Under Plans
or Programs
January 31, 2026
572
$ 3.37
572
144,355
February 28, 2026
3,910
$ 3.56
3,910
140,445
March
31, 2026
7,014
$ 3.56
7,014
133,431
Total
11,496
$ 3.55
11,496
32
Item 3. Defaults Upon Senior
Securities
None.
Item 4. Mine Safety Disclosures
Not
Applicable.
Item 5. Other Information
Trading
Arrangements – During the three months ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of
the Exchange Act) adopted ,
modified or terminated
a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading
arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).
Item 6.
Exhibits
The
following exhibits are filed as part of this report or are incorporated by reference:
No.
Description
3.1
Amended
Articles of Incorporation of New Peoples Bankshares, Inc. (incorporated by reference to Exhibit 3.1 to Form 10-Q for the quarterly
period ended June 30, 2008 filed on August 11, 2008).
3.2
Bylaws
of New Peoples Bankshares, Inc. (incorporated by reference to Exhibit 3.2 to Form 8-K filed on August 26, 2020).
4.1
Specimen
Common Stock Certificate of New Peoples Bankshares, Inc. (incorporated by reference to Exhibit 4.1 to Form 10-Q for the quarterly
period ended June 30, 2012 filed on August 14, 2012).
4.2
Description
of New Peoples Bankshares, Inc.’s Securities (incorporated by reference to Exhibit 4.2 to Form 10-K for the year ended December
31, 2024, filed on March 31, 2025).
10.1*
Employment
Agreement dated June 25, 2025 between New Peoples Bankshares, Inc., New Peoples Bank, Inc. and James W. Kiser (incorporated by reference
to Form 8-K filed June 30, 2025)
31.1
Certification
by Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
31.2
Certification
by Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
32
Certification
by Chief Executive Officer and Chief Financial Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002.
101
The
following materials for the Company’s Form 10-Q for the quarterly period ended March 31, 2026, formatted in XBRL: (i) the Consolidated
Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated
Statements of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) the Notes to the Consolidated
Financial Statements, tagged as blocks of text.
*
Denotes management contract
33
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
NEW PEOPLES BANKSHARES, INC.
(Registrant)
By:
/s/ JAMES W.
KISER
James W. Kiser
President and Chief Executive Officer
Date:
May 13, 2026
By:
/s/ CHRISTOPHER
G. SPEAKS
Christopher G. Speaks
Executive Vice President and Chief Financial Officer
Date:
May 13, 2026
34
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.