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Item 8. Financial Statements and Supplementary Data

2025-02-27 compared with 2024-02-28 · 437 added, 521 removed, 1713 unchanged (36% of the section changed)

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Report of Independent Registered Public Accounting Firm

To the Shareholders, Board of Directors and Audit Committee

Shareholders, Board of Directors, and Audit Committee

Origin Bancorp, Inc.

Ruston, Louisiana

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Origin Bancorp, Inc.

(the Company) as of December 31, 2023 and 2022, and the related consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”).

(Company) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023 and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America.

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

Critical Audit Matter

The critical audit matter communicated below arise from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Allowance for Credit Losses

The Company’s loan portfolio totaled $7.57 billion as of December 31, 2024, and the allowance for credit losses on loans was $91.1 million.

The Company’s unfunded loan commitments totaled $2.4 billion, with an allowance for credit losses of $4.7 million.

The Company’s available-for-sale and held-to-maturity securities portfolios totaled $1.3 billion as of December 31, 2023, and the allowance for credit losses on securities was $63,000.

Together these amounts represent the allowance for credit losses (“ACL”).

As more fully described in Notes 1, 3, 4, and 18 to the Company’s consolidated financial statements, the Company estimates its exposure to expected credit losses as of the balance sheet date, for existing financial instruments held at amortized cost, securities classified as available for sale, and off-balance sheet exposures, such as unfunded loan commitments, letters of credit, and other financial guarantees that are not unconditionally cancellable by the Company.

As more fully described in Notes 1 and 4 to the Company’s consolidated financial statements, the Company estimates its exposure to expected credit losses as of the balance sheet date, for existing loans held for investment.

The determination of the ACL requires management to exercise significant judgment and consider numerous subjective factors, including determining qualitative factors utilized to adjust historical loss rates, loan credit risk grading, and identifying loans requiring individual evaluation among others.

As disclosed by management, different assumptions and conditions could result in a materially different amount for the estimate of the ACL.

We identified the valuation of the ACL at December 31, 2023 as a critical audit matter.

Auditing the valuation of the ACL involved a high degree of subjectivity in evaluating management's estimates, such as evaluating management's identification of credit quality indicators, grouping of loans determined to be similar into pools, estimating the remaining life of loans in a pool, assessment of economic conditions and other environmental factors, evaluating the adequacy of specific allowances associated with individually evaluated loans, and assessing the appropriateness of loan credit risk grades.

We identified the identification and valuation of the qualitative factors within the ACL at December 31, 2024 as a critical audit matter.

Auditing the qualitative factors involved a high degree of judgment and subjectivity in evaluating management's assessment of economic conditions and other portfolio and environmental factors.

The primary procedures we performed as of December 31, 2024 to address this critical audit matter included:

• Obtained an understanding of the Company’s process for establishing the ACL;

• Tested the design and operating effectiveness of controls, including those related to technology, over the allowance for loan credit losses, including:

◦ loan data completeness and accuracy,

◦ reconciliation of loan balances accounted for at amortized cost to underlying detail,

◦ classifications of loans by loan pool,

◦ historical charge-off data,

◦ the calculation of loss rates given probability of default and loss given default,

◦ review of commercial real-estate appraisals,

◦ the calculation of estimated remaining lives of the loans,

◦ the establishment of qualitative adjustments,

◦ loan credit risk ratings,

◦ establishment of specific ACL on individually evaluated loans,

◦ and management’s review and disclosure controls over the ACL;

• Tested of completeness and accuracy of the information utilized in the ACL, including evaluating the relevance and reliability of such information;

• Tested the ACL model’s computational accuracy such as probability of default, loss given default, and estimated remaining lives of loans;

• Obtained an understanding of the Company’s process for establishing the qualitative factors

• Tested the design and operating effectiveness of controls over the establishment of qualitative factors in the allowance for loan credit losses

• Evaluated the completeness and accuracy and the relevance of the key data used as inputs in the qualitative factor adjustment process

• Evaluated the qualitative adjustments to the ACL, including assessing the basis for adjustments and the reasonableness of the significant assumptions

• Tested the loan review functions and evaluated the reasonableness of loan credit risk ratings;

• Evaluated the reasonableness of specific allowances on individually evaluated loans;

• Evaluated the overall reasonableness of assumptions used by management considering trends identified within peer groups;

• Evaluated the accuracy and completeness of Accounting Standards Codification Topic 326, Financial Instruments – Credit Losses , disclosures in the consolidated financial statements;

• Evaluated credit quality trends in delinquencies, non-accruals, charge-offs, and loan risk ratings

• Tested estimated utilization rate of unfunded loan commitments;

• Evaluated documentation prepared to assess the methodology utilized by third party performing the ACL calculation for securities for reasonableness.

/s/ FORVIS, LLP

/s/ Forvis Mazars, LLP

We have served as the Company’s auditor since 2016.

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Non-marketable equity securities held in other financial institutions 71,643 55,190

Loans held for sale ($ 16,852 and $ 25,389 at fair value at December 31, 2023, and December 31, 2022, respectively)

16,852 49,957

Loans held for sale at fair value 10,494 16,852

Loans, net of allowance for credit losses of $ 91,060 and $ 96,868 at December 31, 2024, and December 31, 2023, respectively

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Premises and equipment, net 126,620 118,978

Mortgage servicing rights 15,637 20,824

Mortgage servicing rights (“MSR”) — 15,637

Cash surrender value of bank-owned life insurance 40,840 39,905

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Total deposits 8,223,120 8,251,125

Federal Home Loan Bank (“FHLB”) advances, repurchase obligations and other borrowings 83,598 639,230

Federal Home Loan Bank (“FHLB”) advances, repurchase agreements and other borrowings 12,460 83,598

Subordinated indebtedness, net 159,943 194,279

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Service charges and fees 19,015 18,803 17,669

Mortgage banking revenue 3,356 6,722 12,927

Other fee income 8,917 8,089 7,279

Mortgage banking revenue 6,580 3,356 6,722

Swap fee income 323 1,277 457

(Loss) gain on sales of securities, net ( 14,799 ) ( 11,635 ) 1,664

Limited partnership investment (loss) income 405 ( 199 ) 5,701

Gain (loss) on sales and disposals of other assets, net 64 ( 175 ) ( 185 )

Change in fair value of equity investments 5,188 10,096 —

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Total noninterest income 55,379 58,335 57,274

The accompanying notes are an integral part of these consolidated financial statements.

ORIGIN BANCORP, INC.

Consolidated Statements of Income - Continued

(Dollars in thousands, except per share amounts)

Years Ended December 31,

2023 2022 2021

Noninterest expense

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Data processing 13,497 11,590 10,456

Intangible asset amortization 9,628 5,488 844

Office and operations 11,441 10,834 8,120

Professional services 5,931 3,813 3,644

Loan-related expenses 5,035 6,097 7,688

Intangible asset amortization 7,979 9,628 5,488

Regulatory assessments 6,902 6,456 3,547

Advertising and marketing 6,150 5,986 4,431

Professional services 6,610 5,931 3,813

Loan-related expense 3,164 5,035 6,097

Electronic banking 5,162 4,712 3,958

Franchise tax expense 2,897 3,334 3,582

Regulatory assessments 6,456 3,547 2,904

Communications 1,527 1,246 1,574

Merger-related expense — — 6,171

Other expenses 4,581 4,336 4,697

Other expense 10,548 6,108 5,582

Total noninterest expense 251,038 235,216 200,419

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Change in the net unrealized gain (loss) on available for sale investment securities, before tax 19,139 49,446 ( 210,761 )

Net gain realized as a yield adjustment in interest on transferred investment securities ( 10 ) ( 10 ) ( 10 )

Net loss realized as a yield adjustment in interest on transferred investment securities ( 11 ) ( 10 ) ( 10 )

Change in the net unrealized gain (loss) on investment securities, before tax 19,128 49,436 ( 210,771 )

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Change in the net unrealized (loss) gain on cash flow hedges, before tax ( 148 ) ( 256 ) 1,146

Income tax expense related to net unrealized (loss) gain on cash flow hedges ( 54 ) 241 127

Income tax (benefit) expense related to net unrealized gain (loss) on cash flow hedges ( 31 ) ( 54 ) 241

Change in net unrealized net (loss) gain on cash flow hedges, net of tax ( 117 ) ( 202 ) 905

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23,746,502 $ 118,733 $ 242,114 $ 363,635 $ 5,729 $ 730,211

Net income — — — 87,715 — 87,715

Other comprehensive loss, net of tax — — — — ( 165,604 ) ( 165,604 )

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Exercise of stock options, net of shares withheld 142,231 711 2,185 — — 2,896

Stock Issuance - Lincoln Agency Acquisition 125,386 627 4,646 — — 5,273

Stock Issuance - Pulley-White Acquisition 51,962 260 1,925 — — 2,185

Shares issued under employee stock purchase program 26,089 130 736 — — 866

Options assumed - BT Holdings, Inc., (“BTH”) Merger — — 13,687 — — 13,687

Stock issuance - BTH Merger 6,794,910 33,975 258,682 — — 292,657

Dividends declared - common stock ($ 0.58 per share)

— — — ( 15,934 ) — ( 15,934 )

Repurchase of common stock

( 37,568 ) ( 188 ) ( 1,068 ) — — ( 1,256 )

Balance at December 31, 2022

30,746,600 153,733 520,669 435,416 ( 159,875 ) 949,943

Net income — — — 83,800 — 83,800

Other comprehensive loss, net of tax — — — — ( 165,604 ) ( 165,604 )

Other comprehensive income, net of tax — — — — 38,852 38,852

Stock based compensation expense — — 5,281 — — 5,281

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Shares issued under employee stock purchase program 46,213 231 887 — — 1,118

Options assumed - BTH Merger — — 13,687 — — 13,687

Stock issuance - BTH Merger 6,794,910 33,975 258,682 — — 292,657

Dividends declared - common stock ($ 0.60 per share)

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Balance at December 31, 2023

30,986,109 154,931 528,578 500,419 ( 121,023 ) 1,062,905

Net income — — — 76,492 — 76,492

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Balance at December 31, 2024

31,197,574 $ 155,988 $ 537,366 $ 557,920 $ ( 106,029 ) $ 1,145,245

The accompanying notes are an integral part of these consolidated financial statements.

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Years Ended December 31,

Cash flows from operating activities:

2024 2023 2022

Cash flows from operating activities:

Net income $ 76,492 $ 83,800 $ 87,715

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Loss (gain) on sale of securities, net 14,799 11,635 ( 1,664 )

Deferred income tax expense 27,714 18,309 6,279

Deferred income tax (benefit) expense ( 1,467 ) 27,714 18,309

Stock-based compensation expense 7,166 5,281 3,449

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Proceeds from mortgage loans held for sale 185,339 158,357 264,607

Gain on mortgage loans held for sale, including origination of mortgage servicing rights ( 3,819 ) ( 7,175 ) ( 17,015 )

Mortgage servicing rights valuation adjustment 4,089 ( 1,219 ) 2,593

Net loss (gain) on disposals of premises and equipment 2 ( 19 ) 82

Gain on mortgage loans held for sale (including origination of MSR for the years ended December 31, 2023 and 2022)

( 4,928 ) ( 3,819 ) ( 7,175 )

MSR asset valuation adjustment ( 450 ) 4,089 ( 1,219 )

Gain on sale of MSR asset ( 410 ) — —

Net (gain) loss on disposals of premises and equipment ( 878 ) 2 ( 19 )

Increase in the cash surrender value of life insurance ( 935 ) ( 865 ) ( 688 )

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Net (gain) losses on sales and write-downs of other real estate owned ( 67 ) ( 66 ) 194

Gain on fair value of previously held interest in Lincoln Agency — — ( 5,213 )

Net change in operating leases 1,869 ( 770 ) ( 3 )

(Increase) decrease in other assets ( 6,627 ) ( 2,099 ) 1,731

Increase in other assets ( 1,074 ) ( 6,627 ) ( 2,099 )

Increase (decrease) in other liabilities 4,988 7,285 ( 1,105 )

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Cash flows from investing activities:

Cash acquired in (paid for) business combination — 69,953 ( 7,457 )

Cash acquired in business combination — — 69,953

Purchases of securities available for sale ( 247,387 ) ( 10,981 ) ( 558,091 )

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Pay downs of securities carried at fair value 299 285 275

Net redemption (purchases) of non-marketable equity securities held in other financial institutions 23,980 ( 15,818 ) 17,583

Redemption of non-marketable equity securities held in other financial institutions (1)

Purchase of non-marketable equity securities held in other financial institutions (1)

( 21,302 ) — —

Net redemptions (purchases) of non-marketable equity securities held in other financial institutions (1)

( 10,622 ) 23,980 ( 15,818 )

Originations of mortgage warehouse loans ( 9,705,580 ) ( 6,470,400 ) ( 9,126,356 )

Proceeds from pay-offs of mortgage warehouse loans 9,686,466 6,425,300 9,468,569

Net (increase) decrease in loans, excluding mortgage warehouse and loans held for sale ( 499,558 ) ( 949,638 ) 55,020

Proceeds from bank-owned life insurance — — 11

Net decrease (increase) in loans, excluding mortgage warehouse and loans held for sale 106,877 ( 499,558 ) ( 949,638 )

Proceeds from sale of the MSR asset 15,885 — —

Return of capital and other distributions from limited partnership investments 1,374 1,757 6,668

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Proceeds from sales of other real estate owned 4,434 93 997

Net cash (used in) provided by investing activities ( 130,031 ) ( 455,988 ) 12,852

Purchase of equity method investment ( 800 ) — —

Proceeds from termination of cash flow hedge 680 — —

Net cash provided by (used in) investing activities 231,940 ( 130,031 ) ( 455,988 )

The accompanying notes are an integral part of these consolidated financial statements.

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Years Ended December 31,

Cash flows from financing activities:

2024 2023 2022

Net increase (decrease) in deposits $ 475,423 $ ( 361,450 ) $ 819,378

Repayments on long-term FHLB advances ( 266 ) ( 250,257 ) ( 13,716 )

Cash flows from financing activities:

Net (decrease) increase in deposits $ ( 28,005 ) $ 475,423 $ ( 361,450 )

Repayments of long-term FHLB advances ( 275 ) ( 266 ) ( 250,257 )

Proceeds from short-term FHLB advances 1,685,000 6,065,000 10,025,000

Repayments on short-term FHLB advances ( 6,545,000 ) ( 9,475,000 ) ( 6,376,000 )

Repurchase of subordinated debentures, net ( 4,729 ) — —

Repayments of short-term FHLB advances ( 1,755,000 ) ( 6,545,000 ) ( 9,475,000 )

Maturities of subordinated debentures — ( 2,625 ) —

(Repayments on) proceeds from other short-term borrowings ( 30,000 ) 30,000 —

Repurchase of subordinated debentures ( 34,599 ) ( 4,729 ) —

Repayments of other short-term borrowings — ( 30,000 ) —

Proceeds from other short-term borrowings — — 30,000

Net (decrease) increase in securities sold under agreements to repurchase ( 863 ) ( 20,797 ) 8,339

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Cash received from exercise of stock options 1,874 3,140 2,948

Common stock repurchased — — ( 1,256 )

Net cash (used in) provided by financing activities ( 78,421 ) ( 36,307 ) 144,066

Net (decrease) increase in cash and cash equivalents ( 78,531 ) ( 346,646 ) 328,404

Net cash used in financing activities ( 150,613 ) ( 78,421 ) ( 36,307 )

Net increase (decrease) in cash and cash equivalents 189,808 ( 78,531 ) ( 346,646 )

Cash and cash equivalents at beginning of year 280,441 358,972 705,618

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Real estate acquired in settlement of loans 3,576 3,243 675

Real estate transferred from fixed assets to other real estate owned 894 — —

Transfers from loans held for sale to loans held for investment (1)

Decrease in Government National Mortgage Association (“GNMA”) repurchase obligation — ( 24,569 ) ( 18,786 )

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Common stock issued in BTH merger as consideration — — 292,657

________________________

(1) No change was made to the prior period presentation due to immateriality.

The accompanying notes are an integral part of these consolidated financial statements.

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Deeply rooted in Origin’s history is a culture committed to providing personalized relationship banking to businesses, municipalities, and personal clients to enrich the lives of the people in the communities it serves.

The Company provides a broad range of financial services and currently has over 60 locations from Dallas/Fort Worth, East Texas and Houston, across North Louisiana and into Mississippi .

In early 2024, we entered our new Southeast market with two planned banking locations in Mobile, Alabama and Fort Walton Beach, Florida.

The Company principally operates in one business segment, community banking.

The Bank provides a broad range of financial services and currently operates more than 60 locations in Dallas/Fort Worth, East Texas, Houston, across North Louisiana, Mississippi, South Alabama and into the Florida Panhandle .

Basis of Presentation .

The consolidated financial statements include the accounts of the Company and all other entities in which Origin Bancorp, Inc.

has a controlling financial interest, including the Bank, and Forth Insurance, LLC, formerly known as Davison Insurance Agency, LLC and doing business as Lincoln Agency, LLC, Lincoln Agency Transportation Insurance, Pulley-White Insurance Agency, Reeves, Coon & Funderburg, Simoneaux & Wallace Agency and Thomas & Farr Agency.

has a controlling financial interest, including the Bank, and Forth Insurance, LLC.

All significant intercompany balances and transactions have been eliminated in consolidation.

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Operating Segments .

Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-maker in deciding how to allocate resources and in assessing performance.

Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-maker (“CODM”) in deciding how to allocate resources and in assessing performance.

The Company’s senior executive management functions as its CODM.

The Bank is the only significant subsidiary upon which management makes decisions regarding how to allocate resources and assess performance.

Individual bank branches offer a group of similar services, including commercial, real estate and consumer loans, time deposits, checking and savings accounts, all with similar operating and economic characteristics.

While the chief operating decision-maker monitors the revenue streams of the various products and services, operations are managed and financial performance is evaluated on a Company-wide basis.

While the CODM monitors the revenue streams of the various products and services, operations are managed, and financial performance is evaluated on a Company-wide basis.

Accordingly, all of the community banking services and branch locations are considered by management to be aggregated into one reportable operating segment, community banking.

The CODM uses net interest income and net income to evaluate income generated from segment assets (return on average assets) in deciding whether to reinvest profits into the Company, pursue acquisitions or pay out dividends.

Net income is used to monitor budget versus actual results.

The CODM also uses net income in competitive analysis by benchmarking to the Company’s peers.

The competitive analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing management’s compensation.

The Company’s significant expense categories are disclosed on the Company’s Consolidated Statements of Income .

Use of Estimates .

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GAAP requires management to make estimates and assumptions based on available information that affect the amounts reported in the financial statements and disclosures provided, including the accompanying notes, and actual results could differ.

Material estimates that are particularly susceptible to change include the allowance for credit losses for loans and available for sale securities;

Material estimates that are particularly susceptible to change include the allowance for credit losses for loans;

fair value measurements of assets and liabilities;

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Non-marketable Equity Securities Held in Other Financial Institutions .

Securities with limited marketability, such as stock in the Federal Reserve Bank of Dallas ("FRB") or the Federal Home Loan Bank of Dallas ("FHLB"), are carried at cost, less impairment, if any.

Securities with limited marketability, such as stock in the FRBD or the Federal Home Loan Bank of Dallas (“FHLB”), are carried at cost, less impairment, if any.

These investments in stock do not have readily determinable fair values.

The Company’s remaining equity investments in other financial institutions, excluding FRB and FHLB, totaling $ 25.9 million and $ 15.8 million at December 31, 2023 and 2022, respectively, qualify for the practicability exception under Accounting Standards Update ("ASU") 2016-01 due to having illiquid markets and are carried at cost, less impairment, plus or minus any observable price changes.

The Company’s remaining equity investments in other financial institutions, excluding FRBD and FHLB, totaling $ 43.4 million and $ 25.9 million at December 31, 2024 and 2023, respectively, qualify for the practicability exception under Accounting Standards Update (“ASU”) 2016-01 due to having illiquid markets and are carried at cost, less impairment, plus or minus any observable price changes.

The carrying value of these securities was evaluated and determined not to be impaired during the years ended December 31, 2024 and 2023.

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Loans held for sale include mortgage loans and are carried at fair value, with unrealized gains and losses recorded in the consolidated statements of income.

Please see Mortgage Servicing Rights and Transfers of Financial Assets below for information on the GNMA repurchase asset, which represented the difference between the total loans held for sale and the loans held for sale at fair value, which are both shown on the Company’s consolidated balance sheets.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Forward commitments to sell mortgage loans are acquired to reduce market risk on mortgage loans in the process of origination and mortgage loans held for sale.

The forward commitments acquired by the Company for mortgage loans in process of origination are mandatory forward commitments, and the Company is required to substitute another loan or to buy back the commitment if the original loan does not fund.

Typically, the Company delivers the mortgage loans within a few days after the loans are funded.

These commitments are derivative instruments carried at fair value.

Gains and losses resulting from sales of mortgage loans are realized when the respective loans are sold to investors.

Gains and losses are determined by the difference between the selling price (including the fair value of any items such as mortgage servicing rights) and the carrying amount of the loans sold.

Gains and losses are determined by the difference between the selling price and the carrying amount of the loans sold.

Fees received from borrowers to guarantee the funding of mortgage loans held for sale are recognized as income or expense when the loans are sold or when it becomes evident that the commitment will not be used.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Loans sold into the secondary market are considered transfers of financial assets.

These transfers are accounted for as sales when control over the asset has been surrendered.

See Transfers of Financial Assets below for more information.

Transfers of Financial Assets .

Transfers of financial assets (generally consisting of sales of loans held for sale and loan participations with unaffiliated banks) are accounted for as sales when control over the asset has been surrendered, which is deemed to have occurred when:

an asset does not have any claims to it by the transferor or their creditors, including in bankruptcy or other receivership situations;

the transferee obtains the unconditional right to pledge or exchange the asset;

or the transfer does not include a repurchase provision above the limited recourse provisions of loan sales.

Acquisition Accounting and Acquired Loans.

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(4) watchlist credits;

and (5) delinquency status, including loans that are current on merger/ acquisition date, but had been previously delinquent two times 60 days.

and (5) delinquency status, including loans that are current on merger/ acquisition date, but had previously been 60 days or more delinquent on two or more occasions.

An allowance for credit losses is determined using the same methodology as other individually evaluated loans.

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These loss rates are adjusted for differences between current period conditions, including the economic forecast and the conditions existing during the historical loss period.

Historical losses are additionally adjusted for the effects of certain economic variables forecast over a one-year period.

Subsequent to the forecast effects, historical loss rates are used to estimate losses over the estimated remaining lives of the loans.

Historical losses are additionally adjusted for the effects of certain economic variables forecast over a one-year period followed by an immediate reversion to historical loss rates to estimate losses over the estimated remaining lives of the loans.

The estimated remaining lives consist of the contractual lives, adjusted for estimated prepayments.

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Leasehold improvements are capitalized and depreciated using the straight-line method over the terms of the respective leases or the estimated useful lives of the improvements, whichever is shorter.

Furniture, fixtures, and equipment are stated at cost less accumulated depreciation computed using the straight-line method over the estimated useful lives of the assets, which range from three to seven years .

The Company determines if an arrangement is a lease at inception.

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All of the Company’s operating long-term leases are real estate leases, which are accounted for as a single lease component.

Mortgage Servicing Rights and Transfers of Financial Assets .

Gains or losses on "servicing-retained" loan sale transactions generally include a component reflecting the differential between the contractual interest rate of the loan and the interest rate to be received by the investor.

The present value of the estimated future profit for servicing the loans is also taken into account in determining the amount of gain or loss on the sale of these loans.

For loans sold servicing-retained, the fair value of mortgage servicing rights is recorded as an asset, with their value estimated using a discounted cash flow methodology to arrive at the present value of future expected earnings from the servicing of the loans.

Significant model inputs include prepayment speeds, discount rates, and servicing costs.

Servicing revenues are based on a contractual percentage of the outstanding principal or a fixed amount per loan and are recorded as income when earned.

Loans sold into the secondary market are considered transfers of financial assets.

These transfers are accounted for as sales when control over the asset has been surrendered, which is deemed to have occurred when:

an asset does not have any claims to it by the transferor or their creditors, including in bankruptcy or other receivership situations;

the transferee obtains the unconditional right to pledge or exchange the asset;

or the transfer does not include a repurchase provision above the limited recourse provisions of these loan sales.

GNMA optional repurchase programs allow financial institutions to buy back individual delinquent mortgage loans that meet certain criteria from the securitized loan pool for which the institution provides servicing.

At the servicer’s option and without GNMA’s prior authorization, the servicer may repurchase a delinquent loan for an amount equal to 100% of the remaining principal balance of the loan.

This buy-back option is considered a conditional option until the delinquency criteria are met, at which time the option becomes unconditional.

When a financial institution is deemed to have regained effective control over these loans under the unconditional buy-back option, the loans can no longer be reported as sold and must be included in the consolidated balance sheets as mortgage loans held for sale, regardless of whether the institution intends to exercise the buy-back option.

These loans were recorded as mortgage loans held for sale, at the lower of cost or fair value with a corresponding liability in FHLB advances and other borrowings on the Company’s consolidated balance sheets.

During the quarter ended December 31, 2022, the Company entered into a contract to sell substantially all of its GNMA mortgage servicing rights portfolio, recognized an impairment of $ 2.0 million, and met all final sale conditions in early 2023.

The sale was completed in February 2023.

The Company sold approximately $ 1.8 million in GNMA mortgage servicing rights, representing $ 453.3 million in unpaid principal balances, with no significant additional gain or loss realized, and derecognized the related GNMA repurchase asset and offsetting liability of $ 24.6 million.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Derivative Instruments and Hedging Activities .

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In the quarter following the period in which identified intangible assets become fully amortized, the fully amortized balances are removed from the gross asset and accumulated amortization amounts.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Other Real Estate Owned .

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Any subsequent write-downs to reflect current fair value, or gains and losses on the sale of the properties are charged to noninterest income.

At December 31, 2023 and 2022, the balance of OREO was $ 3.9 million and $ 806,000 , respectively, and included as a component of accrued interest receivable and other assets in the accompanying consolidated balance sheets.

At December 31, 2024 and 2023, the balance of OREO was $ 3.6 million and $ 3.9 million, respectively, and included as a component of accrued interest receivable and other assets in the accompanying consolidated balance sheets.

Overnight Repurchase Agreements with Depositors .

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Descriptions of the Company’s revenue generating activities that are within the scope of the revenue recognition standard are described below.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Service charges and fees on deposit accounts

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Mortgage Banking Revenue .

This revenue category primarily reflects the Company’s mortgage production, sales and mortgage servicing revenue, including fees and income derived from mortgages originated with the intent to sell, mortgage sales and servicing, and the impact of risk management activities associated with the mortgage pipeline and mortgage servicing rights ("MSRs").

This revenue category primarily reflects the Company’s mortgage production and sales, including fees and income derived from mortgages originated with the intent to sell and the impact of risk management activities associated with the mortgage pipeline.

This revenue category also includes gains and losses on sales and changes in fair value for mortgage loans originated with the intent to sell and measured at fair value under the fair value option.

Changes in the fair value of MSRs are reported in mortgage banking revenue.

Net interest income from mortgage loans is recorded in interest income.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Income Taxes .

7 unchanged sentences

The Company recognizes interest and/or penalties related to income tax matters as a component of noninterest expense.

There were no penalties or related interest for the years ended December 31, 2023, 2022 or 2021.

There were no material penalties or related interest for the years ended December 31, 2024, 2023 or 2022.

Federal income tax expense or benefit has been allocated to subsidiaries on a separate return basis.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Stock-Based Compensation .

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Due to the lack of any voting, economic, or managerial control, and due to the contractual reduction in the investment, the Company accounts for its investment by amortizing the investment, beginning at the issuance of the certificate of occupancy of the project, over the compliance period, as management believes any potential residual value in the real estate will have limited value.

Amortization is included as a component of income tax expense.

Amortization is included as a component of income tax expense and for the years ended December 31, 2024, 2023 and 2022 was $ 1.7 million, $ 1.8 million and $ 1.7 million respectively.

The income tax credits and other income tax benefits recognized for the years ended December 31, 2024, 2023 and 2022 was $ 2.0 million, $ 2.3 million, and $ 2.4 million respectively, and was recorded in income tax expense on the Consolidated Statements of Income.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The Company has the risk of credit recapture if the project does not maintain compliance during the compliance period.

7 unchanged sentences

Potentially dilutive common stock equivalents are excluded from the computation of diluted earnings per common share in periods in which the effect would be anti-dilutive.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Effect of Recently Adopted Accounting Standards

2021-06, Presentation of Financial Statements (Topic 205), Financial Services —Depository and Lending(Topic 942), and Financial Services — Investment Companies (Topic 946) —Amendments to SEC Paragraphs Pursuant to SEC Final Rule Releases No.

33-10786, Amendments to Financial Disclosures about Acquired and Disposed Businesses, and No.

33-10835, Update of Statistical Disclosures for Bank and Savings and Loan Registrants amends the Accounting Standards Codification in order to agree the Codification to the new SEC releases 33-10786 and 33-10835 (the "Releases").

The Releases clearly define whether an acquired or disposed business subsidiary is significant;

update, expand and eliminate certain disclosures;

eliminate overlap with certain SEC and U.S.

and add a new subpart of Regulation S-K.

The ASU is effective upon issuance, however, the SEC release on which the ASU is based is effective for registrants with the first fiscal year ending after December 15, 2021, while Guide 3 was rescinded effective January 1, 2023.

Implementation of this ASU did not materially impact the Company’s financial statement disclosures.

2021-08, Business Combinations (Topic 805) — Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.

13 unchanged sentences

Implementation of this ASU did not materially impact the Company’s financial statements or disclosures.

Effect of Newly Issued But Not Yet Effective Accounting Standards

2022-06, Reference Rate Reform (Topic 848) - Deferral of the Sunset Date of Topic 848 — The amendments in this Update provide temporary relief during the transition period in complying with Update No.

4 unchanged sentences

In March 2021, the FCA announced that the intended cessation date of the overnight 1-, 3-, 6-, and 12-month tenors of USD LIBOR would be June 30, 2023, which is beyond the current sunset date of Topic 848.

Because the current relief in Topic 848 may not cover a period of time during which a significant number of modifications may take place, the amendments in this Update defer the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848.

The ASU is effective immediately.

Implementation of this ASU is not expected to materially impact the Company’s financial statements or disclosures.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The ASU is effective immediately.

Implementation of this ASU did not materially impact the Company’s financial statements or disclosures.

2023-02, Investments - Equity Method and Joint Ventures (Topic 323):

2 unchanged sentences

The ASU is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years.

Implementation of this ASU is not expected to materially impact the Company's financial statements or disclosures.

Implementation of this ASU did not materially impact the Company’s financial statements or disclosures.

2023-06, Disclosure Improvements:

3 unchanged sentences

The effective date of this ASU will be coincident with the removal of the related disclosure from Regulation S-X or Regulation S-K.

Implementation of this ASU is not expected to materially impact the Company's financial statements or disclosures.

Implementation of this ASU did not materially impact the Company’s financial statements or disclosures.

2023-07, Segment Reporting (Topic 280):

8 unchanged sentences

In other words, in addition to the measure that is most consistent with the measurement principles under generally accepted accounting principles (GAAP), a public entity is not precluded from reporting additional measures of a segment’s profit or loss that are used by the CODM in assessing segment performance and deciding how to allocate resources;

Require that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

Require that a public entity that has a single reportable segment provide all the disclosures required by the amendments in this Update and all existing segment disclosures in Topic 280.

1 unchanged sentence

Retrospective application to all periods presented in the financial statements is required.

The Company is evaluating the impact of this ASU on its consolidated financial statements and disclosures.

Implementation of this ASU did not materially impact the Company’s financial statements or disclosures.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Effect of Newly Issued But Not Yet Effective Accounting Standards

2023-09, Income Taxes (Topic 740):

1 unchanged sentence

Specifically, public business entities are required to disclose a tabular reconciliation, using both percentages and reporting currency amounts, for specific listed categories.

The ASU is effective for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years.

The ASU is effective for fiscal years beginning after December 15, 2024.

Implementation of this ASU is not expected to materially impact the Company’s consolidated financial statements or disclosures.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) - Disaggregation of Income Statement Expenses — The amendments in this Update require disclosure, in the notes to financial statements, of specified information about certain costs and expenses.

The amendments in this Update require:

Disclosure of the amounts of (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization recognized as part of oil and gas-producing activities;

Include certain amounts that are already required to be disclosed under current generally accepted accounting principles (GAAP) in the same disclosure as the other disaggregation requirements;

Disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and

Disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

The ASU is effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

The Company is evaluating the impact of this ASU on its consolidated financial statements and disclosures.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Note 2 — Earnings Per Share

11 unchanged sentences

Diluted earnings per common share 2.45 2.71 3.28

There were 442,909 , 9,881 and 2,085 shares of anti-dilutive stock-based awards excluded from calculation of earnings per share for the years ended December 31, 2023, 2022, and 2021, respectively, primarily due to the stock price of the stock awards exceeding the average market price of the Company’s stock during the respective periods.

There were 322,628 , 442,909 and 9,881 weighted average shares of anti-dilutive stock-based awards excluded from the calculation of earnings per share for the years ended December 31, 2024, 2023, and 2022, respectively.

The awards were anti-dilutive primarily due to the exercise price, grant date fair value or purchase price of the stock awards exceeding the average market price of the Company’s stock during the respective periods.

ORIGIN BANCORP, INC.

8 unchanged sentences

Corporate bonds 83,041 445 ( 5,250 ) 78,236 — 78,236

government and agency securities 84,377 3 ( 4,740 ) 79,640 — 79,640

treasury and government agency securities 14,742 2 ( 939 ) 13,805 — 13,805

Commercial mortgage-backed securities 49,943 — ( 5,659 ) 44,284 — 44,284

2 unchanged sentences

Residential collateralized mortgage obligations 160,422 15 ( 19,610 ) 140,827 — 140,827

Asset-backed securities 43,521 4 ( 520 ) 43,005 — 43,005

Total $ 1,237,433 $ 686 $ ( 135,591 ) $ 1,102,528 $ — $ 1,102,528

8 unchanged sentences

Corporate bonds 92,244 80 ( 8,689 ) 83,635 — 83,635

government and agency securities 264,755 4 ( 16,339 ) 248,420 — 248,420

treasury and government agency securities 84,377 3 ( 4,740 ) 79,640 — 79,640

Commercial mortgage-backed securities 104,459 — ( 11,063 ) 93,396 — 93,396

22 unchanged sentences

Corporate bonds 7,450 ( 550 ) 59,443 ( 4,700 ) 66,893 ( 5,250 )

government and agency securities — — 77,340 ( 4,740 ) 77,340 ( 4,740 )

treasury and government agency securities 10,062 ( 52 ) 3,423 ( 887 ) 13,485 ( 939 )

Commercial mortgage-backed securities 4,418 ( 120 ) 39,866 ( 5,539 ) 44,284 ( 5,659 )

4 unchanged sentences

14,884 ( 291 ) 109,416 ( 19,319 ) 124,300 ( 19,610 )

Asset-backed securities 7,350 ( 52 ) 31,618 ( 468 ) 38,968 ( 520 )

Total $ 216,560 $ ( 2,803 ) $ 840,598 $ ( 132,788 ) $ 1,057,158 $ ( 135,591 )

5 unchanged sentences

Corporate bonds 4,254 ( 53 ) 74,566 ( 8,636 ) 78,820 ( 8,689 )

government and agency securities 152,471 ( 7,373 ) 95,576 ( 8,966 ) 248,047 ( 16,339 )

treasury and government agency securities — — 77,340 ( 4,740 ) 77,340 ( 4,740 )

Commercial mortgage-backed securities — — 93,396 ( 11,063 ) 93,396 ( 11,063 )

14 unchanged sentences

Notes to Consolidated Financial Statements

The following table presents the activity in the allowance for credit losses for held-to-maturity securities.

(Dollars in thousands) Municipal Securities

Allowance for credit losses:

2023 2022 2021

The following tables present the activity in the allowance for credit losses for held-to-maturity securities.

Years Ended December 31,

(Dollars in thousands) 2024 2023 2022

Balance at January 1, $ 63 $ 899 $ 167

Provision (recovery) expense for credit loss for held to maturity securities ( 836 ) 732 101

(Recovery) provision for credit loss for held to maturity securities ( 13 ) ( 836 ) 732

Balance at December 31, $ 50 $ 63 $ 899

Accrued interest of $ 5.3 million and $ 8.2 million was not included in the calculation of the allowance or the amortized cost basis of the securities at December 31, 2023 or 2022, respectively.

Accrued interest of $ 5.3 million was not included in the calculation of the allowance or the amortized cost basis of the securities at either December 31, 2024 or December 31, 2023.

There were no past due or nonaccrual available for sale or held to maturity securities at December 31, 2024 or 2023.

18 unchanged sentences

Residential collateralized mortgage obligations — — 160,422 140,827

Asset-backed securities — — 43,521 43,005

Total $ 11,145 $ 10,456 $ 1,237,433 $ 1,102,528

24 unchanged sentences

____________________________

(1) Includes owner occupied commercial real estate of $ 953.8 million and $ 843.0 million at December 31, 2023, and December 31, 2022, respectively.

(2) Includes unamortized purchase accounting adjustment and net deferred loan fees of $ 11.8 million and $ 14.2 million at December 31, 2023, and December 31, 2022, respectively.

As of December 31, 2023, and December 31, 2022, the remaining purchase accounting net loan discount was $ 222,000 and $ 2.2 million, respectively.

(1) Includes owner occupied commercial real estate of $ 975.9 million and $ 953.8 million at December 31, 2024 and 2023, respectively.

(2) Includes unamortized purchase accounting adjustment and net deferred loan fees of $ 9.8 million and $ 11.8 million at December 31, 2024 and 2023, respectively.

Credit quality indicators.

36 unchanged sentences

• for commercial and industrial loans, the debt service coverage ratio (income from the business in excess of operating expenses compared to loan repayment requirements), the operating results of the commercial, industrial or professional enterprise, the borrower’s business, professional and financial ability and expertise, the specific risks and volatility of income and operating results typical for businesses in that category and the value, nature and marketability of collateral;

Purchased loans that have experienced more than insignificant credit deterioration since origination are PCD loans.

• for mortgage warehouse loans, the borrower’s adherence to agency or investor underwriting guidelines, while the risk associated with the underlying consumer mortgage loan repayments, similar to other consumer loans, depends on the borrower’s financial stability and are more likely than commercial loans to be adversely affected by divorce, job loss, illness and other personal hardships.

Purchased loans that have experienced more than insignificant credit deterioration since origination at the time of acquisition are purchase credit deteriorated (“PCD”) loans.

An allowance for credit losses is determined using the same methodology as other individually evaluated loans.

As a result of the merger with BT Holdings, Inc., (“BTH”), the Company held approximately $ 34.8 million and $ 48.1 million of unpaid principal balance PCD loans at December 31, 2023, and December 31, 2022, respectively.

As a result of the BTH merger, the Company held approximately $ 12.3 million and $ 34.8 million of unpaid principal balance PCD loans at December 31, 2024 and 2023, respectively.

Please see Note 1 — Significant Accounting Policies included in these Notes to Consolidated Financial Statements for a description of our accounting policies related to purchased financial assets with credit deterioration.

68 unchanged sentences

Year-to-date gross charge-offs $ 203 $ 328 $ 233 $ 141 $ 539 $ 679 $ 9,710 $ 11,833

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Amortized Cost Basis by Origination Year

(Dollars in thousands) 2022 2021 2020 2019 2018 Prior Revolving Loans Amortized Cost Basis Total

Mortgage Warehouse Lines of Credit:

Pass $ — $ — $ — $ — $ — $ — $ 329,966 $ 329,966

Special mention — — — — — — 2,042 2,042

Classified — — — — — — 527 527

Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ —

Current period year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ —

Pass $ 11,053 $ 3,567 $ 1,040 $ 399 $ 470 $ 17 $ 6,988 $ 23,534

2 unchanged sentences

Year-to-date gross charge-offs $ 3 $ 102 $ 7 $ — $ — $ 2 $ 33 $ 147

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The following tables present the Company’s loan portfolio aging analysis at the dates indicated:

40 unchanged sentences

Average balance $ 2,485,800 $ 1,035,871 $ 1,799,963 $ 2,087,361 $ 420,665 $ 22,962 $ 7,852,622

Net charge-offs to loan average balance (annualized) — % — % — % 0.38 % — % 0.54 % 0.10 %

Net charge-offs to loan average balance

— % — % — % 0.68 % — % 1.48 % 0.18 %

(1) The $ 16.8 million provision for credit losses on the consolidated statement of income includes a $ 17.5 million provision for loan losses, a $ 75,000 provision for off-balance sheet commitments and an $ 836,000 net benefit provision for credit losses on held to maturity securities for the year ended December 31, 2023.

_________________________

(1) The $ 7.4 million provision for credit losses on the consolidated statement of income includes a $ 8.7 million provision for loan losses, and a $ 1.2 million and $ 13,000 net benefit provision for off-balance sheet commitments and held to maturity securities credit losses, respectively, for the year ended December 31, 2024.

Year Ended December 31, 2023

2 unchanged sentences

Beginning balance $ 19,772 $ 7,776 $ 8,230 $ 50,148 $ 379 $ 856 $ 87,161

Allowance for loan credit losses - BTH merger (1)

1 — — 5,525 — 1 5,527

Charge-offs 42 — 27 11,833 — 147 12,049

4 unchanged sentences

Average balance $ 2,404,530 $ 1,015,178 $ 1,629,589 $ 2,054,081 $ 314,079 $ 24,627 $ 7,442,084

Net charge-offs to loan average balance (annualized) 0.01 % ( 0.03 ) % — % 0.28 % — % 0.13 % 0.08 %

Net charge-offs to loan average balance — % — % — % 0.38 % — % 0.54 % 0.10 %

____________________________

(1) Excluded from the allowance is $ 10.8 million in PCD loans that were acquired in the merger with BTH that were added to the allowance and immediately written off.

(2) The $ 24.7 million provision for credit losses on the consolidated statements of income includes a $ 21.6 million provision for loan losses, a $ 2.3 million provision for off-balance sheet commitments and a $ 732,000 provision for held to maturity securities credit losses for the year ended December 31, 2022.

(1) The $ 16.8 million provision for credit losses on the consolidated statements of income includes a $ 17.5 million provision for loan credit losses, a $ 75,000 provision for off-balance sheet commitments and a $ 836,000 net benefit provision for held to maturity securities credit losses for the year ended December 31, 2023.

ORIGIN BANCORP, INC.

4 unchanged sentences

Beginning Balance $ 13,425 $ 4,011 $ 6,116 $ 40,146 $ 340 $ 548 $ 64,586

Allowance for loan credit losses - BTH merger (1)

1 — — 5,525 — 1 5,527

Charge-offs 166 — 91 8,459 — 43 8,759

6 unchanged sentences

_________________________

(1) The $ 10.8 million net benefit provision for credit losses on the consolidated statement of income includes a $ 10.8 million net benefit provision for loan losses, a $ 68,000 net benefit provision for off-balance sheet commitments and a $ 101,000 provision for held to maturity securities credit losses for the year ended December 31, 2021.

Provision expense for loan credit losses declined $ 4.1 million to $ 17.5 million for the year ended December 31, 2023, compared to $ 21.6 million for the year ended December 31, 2022.

The higher provision expense for loan credit losses during the year ended December 31, 2022, was primarily due to the Day 1 CECL loan provision of $ 14.9 million for loan credit losses on non-PCD loans associated with the BTH merger which occurred on August 1, 2022.

The Company’s credit quality profile in relation to the ALCL drove an increase of $ 5.3 million in the collectively evaluated portion of the reserve at December 31, 2023, when compared to December 31, 2022, primarily due to qualitative factor changes across the Company’s risk pools.

The individually evaluated portion of the reserve increased $ 4.4 million at December 31, 2023, when compared to December 31, 2022.

(1) Excluded from the allowance is $ 10.8 million in PCD loans that were acquired in the merger with BTH that were added to the allowance and immediately written off.

(2) The $ 24.7 million provision for credit losses on the consolidated statement of income includes a $ 21.6 million provision for loan losses, a $ 2.3 million provision for off-balance sheet commitments and a $ 732,000 provision for held to maturity securities credit losses for the year ended December 31, 2022.

The following table presents the amortized cost basis of collateral dependent loans, which are individually evaluated to determine expected credit losses, and the related ALCL allocated to these loans.

3 unchanged sentences

Equipment — — — 42 — 46 88

Other — — — 258 — — 258

Total $ 832 $ — $ 16,804 $ 42 $ — $ 46 $ 17,724

3 unchanged sentences

Real Estate $ 605 $ — $ 4,029 $ — $ — $ — $ 4,634

Accounts Receivable — — — 831 — — 831

Equipment — — — 119 — — 119

Other — — — 258 — — 258

Total $ 605 $ — $ 4,029 $ 377 $ — $ — $ 5,011

ALCL Allocation $ — $ — $ — $ — $ — $ — $ —

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Collateral-dependent loans consist primarily of residential real estate, commercial real estate and commercial and industrial loans.

3 unchanged sentences

Note that the Company did not elect to use the collateral maintenance agreement practical expedient available under the current expected credit loss (“CECL”) guidance.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Nonaccrual LHFI was as follows:

11 unchanged sentences

42 4,706 15,120 15,897

Mortgage warehouse lines of credit — — — —

Consumer 46 — 182 90

3 unchanged sentences

Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

At December 31, 2023, and December 31, 2022, the Company had $ 1.6 million and zero funding commitments for loans in which the terms were modified as a result of the borrowers experiencing financial difficulty, respectively.

For the years ended December 31, 2023, 2022 and 2021, gross interest income that would have been recorded had the nonaccruing loans been current in accordance with their original terms, was $ 1.4 million, $ 1.3 million, $ 1.9 million, respectively.

No interest income was recorded on these loans while they were considered nonaccrual during the years ended December 31, 2023, 2022, and 2021.

No interest income was recorded on nonaccrual loans while they were considered nonaccrual during the years ended December 31, 2024, 2023 and 2022.

The Company elects the fair value option for recording residential mortgage loans held for sale in accordance with U.S.

The Company transferred $ 7.1 million of nonperforming mortgage loans from the held for sale portfolio to the held for investment portfolio during the year ended December 31, 2023.

As a result, the company had zero nonaccrual mortgage loans held for sale that were recorded using the fair value option election at December 31, 2023, compared to $ 3.9 million at December 31, 2022.

The Company had zero nonaccrual mortgage loans held for sale that were recorded using the fair value option election at both December 31, 2024 and December 31, 2023.

The tables below summarize modifications made to borrowers experiencing financial difficulty by loan and modification type during the years ended December 31, 2024 and 2023.

Amortized Cost Basis at December 31, 2024

Term Extension Combination:

Term Extension and Interest Rate Reduction Other-Than-Insignificant Payment Delay

(Dollars in thousands) Amortized Cost % of Loans Amortized Cost % of Loans Amortized Cost % of Loans

Loans secured by real estate:

Commercial real estate $ 2,552 0.10 % $ — — % $ — — %

Construction/land/land development 340 0.04 — — — —

Residential real estate 644 0.03 128 0.01 449 0.02

Total real estate 3,536 0.07 128 — 449 0.01

Commercial and industrial (1)

17,671 0.88 — — 34 —

Consumer — — 3 0.01 — —

Total $ 21,207 0.28 $ 131 — $ 483 0.01

____________________________

(1) Does not include the loans impacted by the questioned activity as a result of not meeting the modification criteria as described in the Accounting Standards Codification 310-10-50-36, “Modifications”.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The table below summarizes modifications made to borrowers experiencing financial difficulty by loan and modification type during the year ended December 31, 2023.

Amortized Cost Basis at December 31, 2023

9 unchanged sentences

Total $ 35,516 0.46 $ 1,262 0.02 $ 579 0.01

The following table describes the financial effect of the modification made to borrowers experiencing financial difficulty during the year ended December 31, 2023, respectively.

The following tables describe the financial effects of the modifications made to borrowers experiencing financial difficulty during the years ended December 31, 2024 and 2023.

Year Ended December 31, 2024

1 unchanged sentence

Commercial real estate N/A Added a weighted average 11.2 months to the life of the modified loans

Construction/land/land development N/A Added a weighted average 7.5 months to the life of the modified loans

Residential real estate Reduced weighted average contractual interest rate from 9.0 % to 8.0 %

Added a weighted average 10.4 months to the life of the modified loans

Delayed payment of weighted average 7 months

Commercial and industrial (1)

N/A Added a weighted average 7.6 months to the life of the modified loans

Delayed payment of weighted average 2 months

Consumer Reduced weighted average contractual interest rate from 9.5 % to 6.0 %

Added a weighted average 4.9 months to the life of the modified loans

____________________________

Year Ended December 31, 2023

Interest Rate Reduction Term Extension Other-Than-Insignificant Payment Delay

Commercial real estate N/A Added a weighted average 10.7 months to the life of the modified loans

Delayed payment of weighted average 6 months

Construction/land/land development N/A Added a weighted average 13.0 months to the life of the modified loans

5 unchanged sentences

Delayed payment of weighted average 6 months

The following table depicts the performance of loans that have been modified during the year ended December 31, 2023.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The following table depicts the performance of loans that have been modified during the years ended December 31, 2024 and 2023.

Payment Status (Amortized Cost Basis)

8 unchanged sentences

Commercial and industrial (1)

16,193 1,511 —

Consumer — 3 —

Total LHFI $ 20,171 $ 1,614 $ 35

____________________________

Payment Status (Amortized Cost Basis)

December 31, 2023

(Dollars in thousands) Current 30-89 Days Past Due 90 Days or More Past Due

Loans secured by real estate:

Commercial real estate

$ 8,272 $ — $ —

Construction/land/land development

Residential real estate 2,484 120 282

Total real estate 14,735 120 282

Commercial and industrial 22,219 — —

Total LHFI $ 36,954 $ 120 $ 282

At December 31, 2024, and December 31, 2023, the Company had $ 35,000 and $ 1.6 million funding commitments for loans in which the terms were modified as a result of the borrowers experiencing financial difficulty, respectively.

The table below provides the details of loans to borrowers experiencing financial difficulty that were modified within the last twelve months and defaulted during the years ended December 31, 2024 and 2023.

At or For The Year Ended December 31, 2024

Term Extension

(Dollars in thousands) Amortized Cost Default Amount

Residential real estate $ 35 $ 35

Commercial and industrial (1)

Total $ 854 $ 7,399

____________________________

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The table below provides the details of borrowers that were experiencing financial difficulty that were modified within the last twelve months and defaulted during the year ended December 31, 2023.

At or For The Year Ended December 31, 2023

3 unchanged sentences

Commercial and industrial — 10

Total LHFI $ 282 $ 292

Total $ 282 $ 292

A payment default is defined as a loan that was 90 or more days past due.

31 unchanged sentences

Corporate bonds — 77,236 1,000 78,236

treasury securities 55,480 — — 55,480

government agency securities — 13,805 — 13,805

3 unchanged sentences

Residential collateralized mortgage obligations — 140,827 — 140,827

Asset-backed securities — 43,005 — 43,005

Securities available for sale — 1,066,774 35,754 1,102,528

1 unchanged sentence

Loans held for sale — 10,494 — 10,494

Mortgage servicing rights — — 15,637 15,637

Rabbi Trust assets 509 — — 509

Other assets - derivatives — 15,595 — 15,595

24 unchanged sentences

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the years ended December 31, 2024 and 2023, are summarized as follows:

(Dollars in thousands) MSRs Securities Available for Sale Securities at Fair Value Through Income

(Dollars in thousands) MSR Asset Securities Available for Sale Securities at Fair Value Through Income

Balance at January 1, 2024 $ 15,637 $ 50,447 $ 6,808

1 unchanged sentence

Mortgage banking revenue 450 — —

( 4,089 ) — —

Other noninterest income — — 3

Loss recognized in AOCI — ( 193 ) —

Gain recognized in AOCI — 272 —

Purchases, issuances, sales and settlements:

Originations 708 — —

Purchases — 5,396 —

Sales ( 16,087 ) — —

2 unchanged sentences

$ — $ 35,754 $ 6,512

___________________________

(1) Total mortgage banking revenue includes changes in fair value due to market changes and run-off.

(Dollars in thousands) MSRs Securities Available for Sale Securities at Fair Value Through Income

(Dollars in thousands) MSR Asset Securities Available for Sale Securities at Fair Value Through Income

Balance at January 1, 2023 $ 20,824 $ 55,769 $ 6,368

1 unchanged sentence

Mortgage banking revenue (1)

( 4,089 ) — —

Other noninterest income — — 725

2 unchanged sentences

Originations 708 — —

Purchases — 22,384 —

Acquired in BTH merger 1,099 — —

Sales ( 1,806 ) — —

Settlements — ( 5,129 ) ( 285 )

5 unchanged sentences

therefore, quantitative unobservable inputs are unknown.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The following methodologies were used to measure the fair value of financial assets and liabilities valued on a recurring basis:

11 unchanged sentences

Putable instruments are valued at book value, non-putable instruments are priced mainly using a present value calculation based on the spread to the yield curve.

Mortgage Servicing Rights (“MSRs”)

The carrying amounts of the MSRs equal fair value, which are determined using a discounted cash flow valuation model.

The significant assumptions used to value MSRs were as follows:

December 31, 2023 December 31, 2022

Range Weighted Average (1)

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Mortgage Servicing Rights (“MSR”)

The Company sold substantially all of its MSR asset and recorded a $ 410,000 gain on the sale during the year ended December 31, 2024.

There were no MSR assets recognized or recorded during the year ended December 31, 2024, and the carrying value of the MSR asset is zero at December 31, 2024.

At December 31, 2023, the carrying amounts of the MSR asset equal fair value, which are determined using a discounted cash flow valuation model.

The significant assumptions used to value MSR assets were as follows:

December 31, 2023

Range Weighted Average (1)

Prepayment speeds 7.49 % - 8.50 %

8.10 % 7.65 % - 9.20 %

Discount rates 10.25 % - 12.75 %

__________________________

(1) The weighted average was calculated with reference to the principal balance of the underlying mortgages.

Recently there have been significant market-driven fluctuations in the assumptions listed above.

These fluctuations can be rapid and may continue to be significant.

There were significant market-driven fluctuations in the assumptions listed above.

Typically, loans with higher average coupon rates have a greater likelihood of prepayment during comparatively low interest rate environments, while loans with lower average coupon rates have a lower likelihood of prepayment.

The recent increase in rates has caused a decrease in the weighted average prepayment speed.

Estimating these assumptions within ranges that market participants would use in determining the fair value of MSRs requires significant management judgment.

Estimating these assumptions within ranges that market participants would use in determining the fair value of the MSR asset requires significant management judgment.

Fair values for interest rate swap agreements and interest rate lock commitments are based upon the amounts that would be required to settle the contracts.

Fair values for risk participations, forward mortgage backed security purchases or loan sale commitments and future contracts to purchase United States treasury notes are based on the fair values of the underlying mortgage loans or securities and the probability of such commitments being exercised.

Fair values for risk participations and loan sale commitments are based on the fair values of the underlying mortgage loans or securities and the probability of such commitments being exercised.

Significant management judgment and estimation is required in determining these fair value measurements.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Fair Values of Assets Recorded on a Recurring Basis for which the Fair Value Option has been Elected

Certain assets are measured at fair value on a recurring basis due to the Company’s election to adopt fair value accounting treatment for those assets.

This election allows for a more effective offset of the changes in fair values of the assets and the derivative instruments used to economically hedge them without the burden of complying with the requirements for hedge accounting under ASC Topic 815, Derivatives and Hedging.

For assets for which the fair value has been elected, the earned current contractual interest payment is recognized in interest income.

For most of these assets, this election allows for a more effective offset of the changes in fair values of the assets and the derivative instruments used to economically hedge them without the burden of complying with the requirements for hedge accounting under ASC Topic 815, Derivatives and Hedging.

For interest-earning assets for which the fair value has been elected, the earned current contractual interest payment is recognized in interest income.

Compensation (benefit) expense associated with the deferred compensation liabilities is offset by loss (gain) from the related security investments Rabbi Trust.

The net effect of investment income or loss and related compensation expense or benefit has no impact on the Company’s net income or cash balances.

At December 31, 2024, and December 31, 2023, there were no gains or losses recorded attributable to changes in instrument-specific credit risk.

The following tables summarize the difference between the fair value and the unpaid principal balance for financial instruments for which the fair value option has been elected:

The following tables summarize the difference between the fair value and the unpaid principal balance, amortized cost or contributions, respectively, for financial instruments for which the fair value option has been elected:

December 31, 2024

(Dollars in thousands) Aggregate Fair Value Principal Balance/Amortized Cost Difference

(Dollars in thousands) Aggregate Fair Value Principal Balance/Amortized Cost/Contributions Difference

Loans held for sale (1)

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Securities carried at fair value through income 6,512 6,515 ( 3 )

Rabbi Trust assets 509 499 10

Total $ 17,515 $ 17,242 $ 273

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(1) There were no loans held for sale that were designated as nonaccrual or 90 days or more past due at December 31, 2024.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

December 31, 2023

(Dollars in thousands) Aggregate Fair Value Principal Balance/Amortized Cost Difference

(Dollars in thousands) Aggregate Fair Value Principal Balance/Amortized Cost/Contributions Difference

Loans held for sale (1)

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____________________________

(1) $ 3.9 million of loans held for sale were designated as nonaccrual or 90 days or more past due at December 31, 2022.

Of this balance, $ 3.3 million was guaranteed by U.S.

Government agencies.

(1) There were no of loans held for sale that were designated as nonaccrual or 90 days or more past due at December 31, 2023.

Changes in the fair value of assets for which the Company elected the fair value option are classified in the Consolidated Statements of Income line items reflected in the following table:

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Mortgage banking revenue (loans held for sale) (1)

$ ( 111 ) $ ( 66 ) $ ( 517 )

Other income:

Loans at fair value held for investment — — ( 251 )

Securities carried at fair value through income 4 726 ( 854 )

Total fair value option impact on noninterest income $ ( 107 ) $ 660 $ ( 1,371 )

$ 660 $ ( 1,371 ) $ ( 6,176 )

Changes in fair value included in noninterest expense:

Rabbi Trust assets $ 6 $ — $ —

Deferred compensation liabilities related to Rabbi Trust assets (2)

Total fair value option impact on noninterest expense $ — $ — $ —

____________________________

(1) The fair value option impact on noninterest income is offset by the derivative gain/loss recognized in noninterest income.

(1) For the years ended December 31, 2023 and 2022, the fair value option impact on noninterest income is offset by the derivative gain/loss recognized in noninterest income.

Please see Note 9 — Mortgage Banking for more detail.

(2) Please see the Rabbi Trust section below for more detail on its impact on the Company’s net income.

The following methodologies were used to measure the fair value of financial assets valued on a recurring basis for which the fair value option was elected:

Loans Held for Sale

Fair values for loans held for sale are established using anticipated sale prices for loans allocated to a sale commitment, and those unallocated to a commitment are valued based on the interest rate and term for similar loans allocated.

The Company believes the fair value approximates an exit price.

Securities at Fair Value through Income

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Notes to Consolidated Financial Statements

Loans Held for Sale

The Company believes the fair value approximates an exit price.

The Company maintains a Rabbi Trust to fund obligations under the Origin Bank Nonqualified Deferred Compensation Plan (the “DCP”).

Investments within the Rabbi Trust consist of various mutual funds based on the participants individual investment elections.

The Company has elected the fair value option for these investments to align their valuation with the related deferred compensation liabilities.

Fair values for the Rabbi Trust investments are valued at the daily closing price as reported by the mutual fund.

These assets are included in accrued interest receivable and other assets in the Company’s Consolidated Balance Sheet , while the offsetting deferred compensation liabilities are included in accrued expenses and other liabilities.

Changes in the fair value of the Rabbi Trust assets and changes in the deferred compensation obligation are recognized in salaries and employee benefits in the accompanying Consolidated Statements of Income , but because the fair value adjustments for the assets and the change in the liabilities offset each other, the net impact to the Company’s net income is zero.

Fair Value of Assets Recorded on a Nonrecurring Basis

Non-marketable equity securities held in other financial institutions

The majority of the Company’s non-marketable equity securities held in other financial institutions qualify for the practical expedient allowed for equity securities without a readily determinable fair values, such that the Company has elected to carry these securities at cost adjusted for any observable transactions during the period, less any impairment.

Non-marketable equity securities held in other financial institutions totaled $ 55.2 million and $ 67.4 million at December 31, 2023 and 2022, respectively, and are shown on the face of the consolidated balance sheets.

The Company’s non-marketable equity securities held in other financial institutions are within Level 2 of the fair value hierarchy and do not have readily determinable fair values.

Securities with limited marketability, such as stock in the FRBD or the FHLB, are carried at cost, less impairment, if any, and total $ 28.2 million and $ 29.3 million at December 31, 2024 and 2023, respectively.

We believe these amounts approximate the fair value of these securities.

To date, no impairment has been recorded on the Company's investments in equity securities that do not have readily determinable fair values.

During the year ended December 31, 2023, the Company observed a price change in multiple orderly transactions for identical equity securities in one of the Company’s equity securities and adjusted the Company’s basis upwards by $ 10.1 million.

Government National Mortgage Association Repurchase Asset

The Company had zero and $ 24.6 million Government National Mortgage Association repurchase assets included in loans held for sale on the consolidated balance sheets at December 31, 2023, and December 31, 2022, respectively.

The assets were valued at the lower of cost or market and, where market is lower than cost, valued using anticipated sale prices for loans allocated to a sale commitment, and those unallocated to a commitment are valued based on the interest rate and term for similar loans.

During the second half of 2022, the Company entered into an agreement to sell its GNMA MSR portfolio, which met all final sale conditions in early 2023.

The Company sold $ 1.8 million in GNMA MSR, with no significant additional gain or loss realized, and derecognized the related GNMA repurchase asset and offsetting liability during the quarter ended March 31, 2023.

During the years ended December 31, 2024, and 2023, the Company observed a price change in multiple orderly transactions for identical equity securities in one of the Company’s equity securities and adjusted the Company’s basis upwards by $ 5.2 million and $ 10.1 million, respectively.

Individually Evaluated Loans with Credit Losses

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Loans that have experienced a credit loss with specific allocated losses are within Level 3 of the fair value hierarchy when the credit loss is determined using the fair value method.

The fair value of loans that have experienced a credit loss with specific allocated losses was approximately $ 19.7 million and $ 20.7 million at December 31, 2023, and December 31, 2022, respectively.

The fair value of collateral-dependent loans that have specific allocated reserves was approximately $ 4.5 million and $ 3.8 million at December 31, 2024, and December 31, 2023, respectively.

Non-Financial Assets

Foreclosed assets held for sale are the only non-financial assets valued on a nonrecurring basis that are initially recorded by the Company at fair value, less estimated costs to sell.

Held for sale OREO properties, which include foreclosed assets and bank-owned real estate which the Company is no longer utilizing and intends to sell, are the only non-financial assets valued on a nonrecurring basis that are initially recorded by the Company at fair value, less estimated costs to sell.

At foreclosure, if the fair value, less estimated costs to sell, of the real estate acquired is less than the Company’s recorded investment in the related loan, a write-down is recognized through a charge to the ALCL.

Similarly, real estate-based properties that were formerly operating as bank offices are evaluated at the time the decision is made to sell, and if the fair value, less estimated costs to sell, of the property is less than the Company’s net book value, a write-down is recognized.

Additionally, valuations are periodically performed by management, and any subsequent reduction in value is recognized by a charge to income.

The carrying value and fair value of foreclosed assets held for sale was estimated using Level 3 inputs based on observable market data and was $ 3.9 million and $ 806,000 at December 31, 2023, and December 31, 2022, respectively.

At December 31, 2023, and December 31, 2022, the Company had zero and $ 10,000 , respectively, in principal amount of residential mortgage loans in the process of foreclosure.

The carrying value and fair value of foreclosed assets and bank-owned real estate held for sale was estimated using Level 3 inputs based on observable market data and was $ 3.6 million and $ 3.9 million at December 31, 2024, and December 31, 2023, respectively.

At December 31, 2024, and December 31, 2023, the Company had $ 5.1 million and zero , respectively, principal amounts of residential mortgage loans in the process of foreclosure.

ORIGIN BANCORP, INC.

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Fair Values of Financial Instruments Not Recorded at Fair Value

The estimated fair value approximates carrying value for variable-rate loans that reprice frequently and with no significant change in credit risk.

The fair value of fixed rate loans and variable-rate loans, which reprice on an infrequent basis, is estimated by discounting future cash flows using exit level pricing, which combines the current interest rates at which similar loans with similar terms would be made to borrowers of similar credit quality and an estimated additional rate to reflect a liquidity premium.

An overall valuation adjustment is made for specific credit risks as well as general portfolio credit risk.

The estimated fair value approximates carrying value for demand deposits.

The fair value of fixed rate deposit liabilities with defined maturities is estimated by discounting future cash flows using the interest rates currently available for funding from the FHLB.

The estimated fair value of deposits does not take into account the value of our long-term relationships with depositors, commonly known as core deposit intangibles, which are separate intangible assets, and not considered financial instruments.

Nonetheless, the Company would likely realize a core deposit premium if the deposit portfolio were sold in the principal market for such deposits.

Borrowed Funds

The estimated fair value approximates carrying value for short-term borrowings.

The fair value of long-term fixed rate and fixed-to-floating-rate borrowings is estimated using quoted market prices, if available, or by discounting future cash flows using current interest rates for similar financial instruments.

The estimated fair value approximates carrying value for variable-rate junior subordinated debentures that reprice quarterly.

The carrying value and estimated fair values of financial instruments not recorded at fair value are as follows:

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71,643 71,643 55,190 55,190

GNMA repurchase asset — — 24,569 24,569

Accrued interest and loan fees receivable 38,901 38,901 41,688 41,688

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Deposits 8,223,120 8,217,564 8,251,125 8,240,520

FHLB advances and other borrowings 83,598 83,187 639,230 639,103

FHLB advances, repurchase agreements and other borrowings 12,460 12,203 83,598 83,187

Subordinated indebtedness 159,943 159,928 194,279 186,251

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Major classifications of premises and equipment are summarized below:

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

(Dollars in thousands) 2024 2023

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Depreciation expense for premises and equipment totaled $ 8.8 million, $ 8.0 million and $ 6.8 million for the years ended December 31, 2024, 2023 and 2022, respectively.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Note 7 — Leases

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Operating lease liabilities (included in Accrued expenses and other liabilities) 55,999 48,917

Finance lease right of use assets (included in Premises and equipment, net) 1,862 2,183

Finance lease liabilities (included in Accrued expenses and other liabilities) 1,932 2,244

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Total lease expense 8,272 8,244 5,709

Sublease income 339 231 136

Net lease expense $ 7,933 $ 8,013 $ 5,573

Right of use assets obtained in exchange for new operating lease liabilities $ 11,454 $ 20,568 $ 13,428

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Notes to Consolidated Financial Statements

The Company subleases commercial office spaces to tenants under operating leases.

Future lease payments at December 31, 2024, are as follows:

(Dollars in thousands) December 31, 2024

Thereafter 1,064

Total $ 2,420

Supplemental cash flow related to leases was as follows:

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Note 8 — Goodwill and Other Intangible Assets

There were zero changes to the carrying amount of goodwill during the year ended December 31, 2023.

During the year ended December 31, 2022, the Company recorded goodwill totaling $ 94.5 million and other intangible assets totaling $ 38.4 million in connection with the merger with BTH.

There were zero changes to the carrying amount of goodwill during the years ended December 31, 2024 or 2023.

The components of the Company’s goodwill and other intangible assets are as follows:

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December 31, 2024

Gross Carrying Amount at Period End Net Carrying Amount at the Beginning of the Period Mergers/Acquisitions Accumulated Amortization Net Carrying Amount at Period End

Gross Carrying Amount at Year End Net Carrying Amount at the Beginning of the Year Accumulated Amortization Net Carrying Amount at Year End

Goodwill $ 128,679 N/A $ 128,679

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Tradename 818 637 ( 272 ) 546

Non-compete 903 452 — ( 903 ) —

Naming rights 5,250 5,122 ( 431 ) 4,819

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Non-compete 903 452 ( 903 ) —

Naming rights 5,250 — ( 128 ) 5,122

Total $ 64,977 $ 49,829 $ ( 19,525 ) $ 45,452

During the year ended December 31, 2023, the Company acquired naming and logo rights on certain facilities and properties for $ 5.3 million for a defined period of time.

Core deposit intangibles acquired during the year ended December 31, 2022, represent the value of the relationships that BTH had with their deposit customers and are amortized over 10 years using an accelerated amortization methodology.

Amortization expense on other intangible assets totaled $ 9.6 million, $ 5.5 million and $ 844,000 for the years ended December 31, 2023, 2022 and 2021, respectively, and was included as a component of other noninterest expense in the consolidated statements of income.

Amortization expense on other intangible assets totaled $ 8.0 million, $ 9.6 million and $ 5.5 million for the years ended December 31, 2024, 2023 and 2022, respectively, and was included as a component of other noninterest expense in the consolidated statements of income.

ORIGIN BANCORP, INC.

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The following table presents the Company’s revenue from mortgage banking operations:

(Dollars in thousands) Years Ended December 31,

(Dollars in thousands) Year Ended December 31,

Mortgage banking revenue

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Gain on sale of loans held for sale 4,928 3,111 4,889

Originations of MSRs 708 2,286 5,153

Originations of MSR — 708 2,286

Servicing 744 3,739 5,643

Total gross mortgage revenue 6,200 8,041 13,592

MSR valuation adjustments, net (1)(2)

( 4,089 ) 1,219 ( 2,593 )

MSR asset valuation adjustments, net 450 ( 4,089 ) 1,219

Gain on sale of MSR asset 410 — —

Mortgage HFS and pipeline fair value adjustment ( 1 ) ( 53 ) ( 1,352 )

MSR hedge impact ( 543 ) ( 6,737 ) ( 1,967 )

MSR asset hedge impact ( 479 ) ( 543 ) ( 6,737 )

Mortgage banking revenue $ 6,580 $ 3,356 $ 6,722

____________________________

(1) The Company recorded a $ 1.8 million impairment on the MSR portfolio during the year ended December 31, 2023 in conjunction with the planned sale of the mortgage servicing right asset.

(2) The Company recorded a $ 2.0 million impairment on the held for sale GNMA MSR portfolio during the year ended December 31, 2022.

Management uses forward-settling mortgage-backed securities and U.S.

Treasury futures to mitigate the impact of changes in fair value of MSRs.

During 2023 and 2022, management used forward-settling mortgage-backed securities and U.S.

Treasury futures to mitigate the impact of changes in fair value of the MSR asset.

See Note 12 — Derivative Financial Instruments for further information.

Due to the timing of the MSR asset sale, the MSR asset hedge impact in 2024 primarily reflected the financial effects of the MSR asset sale rather than ongoing hedging activities.

Mortgage Servicing Rights

Activity in MSRs was as follows:

Activity in the MSR asset was as follows:

Years Ended December 31,

(Dollars in thousands) 2024 2023 2022

Balance at beginning of period $ 20,824 $ 16,220 $ 13,660

Balance at beginning of year $ 15,637 $ 20,824 $ 16,220

Servicing acquired in BTH merger — — 1,099

Addition of servicing rights — 708 2,286

Settlement of sale of GNMA MSR ( 1,806 ) — —

Settlement of sale of MSR asset ( 16,087 ) ( 1,806 ) —

Valuation adjustment, net of amortization 450 ( 4,089 ) 1,219

Balance at end of period $ 15,637 $ 20,824 $ 16,220

During the second half of 2022, the Company entered into an agreement to sell its GNMA MSR portfolio, which met all final sale conditions in early 2023.

Balance at end of year $ — $ 15,637 $ 20,824

The Company sold substantially all of its MSR asset and recorded a $ 410,000 gain on the sale during the year ended December 31, 2024.

There were no MSR assets recognized or recorded during the year ended December 31, 2024, and the Company is no longer retaining servicing on sold loans.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The Company receives annual servicing fee income approximating 0.25 % of the outstanding balance of the underlying loans.

During the second half of 2022, the Company entered into an agreement to sell its GNMA MSR asset portfolio, which met all final sale conditions in early 2023.

The Company sold $ 1.8 million in GNMA MSR assets, with no significant gain or loss realized, and derecognized the related GNMA repurchase asset and offsetting liability during the quarter ended March 31, 2023.

Prior to the sale of the Company’s MSR asset, the Company received annual servicing fee income approximating 0.25 % of the outstanding balance of the underlying loans.

In connection with the Company's activities as a servicer of mortgage loans, the investors and the securitization trusts have no recourse to the Company’s assets for failure of debtors to pay when due.

The Company is potentially subject to losses in its loan servicing portfolio due to loan foreclosures.

The Company has obligations to either repurchase the outstanding principal balance of a loan or make the purchaser whole for the economic benefits of a loan if it is determined that the loan sold violated representations or warranties made by the Company and/or the borrower at the time of the sale, which the Company refers to as mortgage loan servicing putback expenses.

The Company is potentially subject to losses on loans previously sold due to loan foreclosures.

Such representations and warranties typically include those made regarding loans that had missing or insufficient file documentation and/or loans obtained through fraud by borrowers or other third parties.

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The Company is required by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation to provide a response to putback claims within 60 days of the date of receipt.

At December 31, 2023 and 2022, the reserve for mortgage loan servicing putback expenses totaled $ 127,000 and $ 217,000 , respectively.

There is inherent uncertainty in reasonably estimating the requirement for reserves against future mortgage loan servicing putback expenses.

At December 31, 2024 and 2023, the reserve for mortgage loan putback expenses totaled $ 103,000 and $ 127,000 , respectively.

There is inherent uncertainty in reasonably estimating the requirement for reserves against future mortgage loan putback expenses.

Future putback expenses depend on many subjective factors, including the review procedures of the purchasers and the potential refinance activity on loans sold with servicing released and the subsequent consequences under the representations and warranties.

At the servicer’s option, and without GNMA's prior authorization, the servicer may repurchase a delinquent loan for an amount equal to 100% of the remaining principal balance of the loan.

This buy-back option is considered a conditional option until the delinquency criteria are met, at which time the option becomes unconditional.

These loans totaled $ 24.6 million at December 31, 2022, and were recorded as mortgage loans held for sale at the lower of cost or fair value with a corresponding liability in FHLB advances and other borrowings on the Company’s consolidated balance sheets.

The final sale conditions of the GNMA MSR portfolio were met during the quarter ended March 31, 2023, and, accordingly, there were no GNMA repurchase program loans on the balance sheet at December 31, 2023.

Note 10 — Deposits

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Time deposits 941,000 967,901

Brokered time deposits 444,989 5,407

Brokered deposits (1)

80,226 444,989

Savings 310,070 269,926

Total $ 8,223,120 $ 8,251,125

_____________________

(1) At December 31, 2024, brokered deposits included brokered time deposits and brokered interest-bearing demand of $ 79.99 million and $ 236,000 , respectively.

At December 31, 2023, brokered deposits included brokered time deposits of $ 445.0 million.

Municipal deposits totaled $ 960.6 million and $ 881.5 million at December 31, 2024 and 2023, respectively.

Included in time and brokered time deposits at December 31, 2024 and 2023, are $ 525.1 million and $ 894.4 million, respectively, of time deposits in denominations of $250,000 or more.

Maturities of time deposits, at December 31, 2023, are as follows:

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Maturities of time deposits, at December 31, 2024, are as follows:

(Dollars in thousands)

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2025 $ 973,474

Thereafter 136

Total $ 1,020,990

At December 31, 2023 and 2022, overdrawn deposits of $ 934,000 and $ 1.3 million, respectively, were reclassified as unsecured loans.

At December 31, 2024 and 2023, overdrawn deposits of $ 2.2 million and $ 934,000 , respectively, were reclassified as unsecured loans.

Note 11 — Borrowings

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Long-term FHLB advances 6,198 6,474

GNMA repurchase liability

Overnight repurchase agreements with depositors 6,262 7,124

Correspondent short-term borrowings — 30,000

Total FHLB advances and other borrowings $ 12,460 $ 83,598

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Short-term FHLB advance, fixed rate $ 70,000 5.68 % 1/5/2024

At December 31, 2022:

Short-term FHLB advance, fixed rate $ 450,000 4.55 % 1/3/2023

Short-term FHLB advance, fixed rate 100,000 4.62 1/13/2023

Security for all indebtedness and outstanding commitments to the FHLB consists of a blanket floating lien on all of the Company’s first mortgage loans, commercial real estate and other real estate loans, as well as the Company’s investment in capital stock of the FHLB and deposit accounts at the FHLB.

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Short-Term Borrowings

In conjunction with the BTH merger, the Company assumed certain repurchase agreements with former BTH depositors that included the sale and repurchase of BTH investment securities of at least equal to the daily balance of the BTH depositor’s account, subject to maximum limitations, with various maturity dates.

These BTH repurchase agreements were restructured and integrated into the Company’s repurchase agreements which include the sale and repurchase of investment securities and mature on a daily basis.

The Company’s repurchase agreements include the sale and repurchase of investment securities and mature on a daily basis.

The total overnight repurchase agreements with depositors carried a daily average interest rate of 2.62 % for the year ended December 31, 2024, and 2.21 % for the year ended December 31, 2023.

The Company had unsecured lines of credit for the purchase of federal funds in the amount of $ 145.0 million and $ 140.0 million at December 31, 2023 and 2022, respectively.

The Company had unsecured lines of credit for the purchase of federal funds in the amount of $ 145.0 million at December 31, 2024 and 2023.

The Company also had a $ 75.0 million secured repurchase line of credit at December 31, 2024 and 2023.

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Amounts required to be held on deposit are typically $ 250,000 or less, and the Company has complied with all compensating balance requirements to allow utilization of these lines of credit.

Additionally, at December 31, 2023 and 2022, the Company had the availability to borrow $ 1.42 billion and $ 1.23 billion, respectively, from the discount window at the Federal Reserve Bank of Dallas, with $ 1.69 billion and $ 1.76 billion in commercial and industrial loans pledged as collateral, respectively.

Additionally, at December 31, 2024 and 2023, the Company had the availability to borrow $ 1.33 billion and $ 1.42 billion, respectively, from the discount window at the FRBD, with $ 1.57 billion and $ 1.69 billion in commercial and industrial loans pledged as collateral, respectively.

There were no borrowings against this line at December 31, 2024 or 2023.

Holding Company Line of Credit

The Company entered into a Loan Agreement (the "Loan Agreement"), along with certain ancillary instruments, with NexBank SSB ("Lender") pursuant to which the Lender can make one or more revolving credit loans of up to $ 50.0 million to the Company, which can be used for working capital and general corporate purposes.

The Company entered into a Loan Agreement (the “Loan Agreement”), along with certain ancillary instruments, with NexBank SSB (“Lender”) pursuant to which the Lender could make one or more revolving credit loans of up to $ 50.0 million to the Company, which can be used for working capital and general corporate purposes.

On October 29, 2021, the Company entered into a second amendment (the “Amendment”) to the Loan Agreement.

Pursuant to the Amendment, the loan may not exceed an aggregate principal amount of $ 100.0 million, consisting of the $ 50.0 million existing loan amount and any one or more potential incremental revolving loan commitments that the Lender may make in its sole discretion, up to an aggregate principal of $ 50.0 million, upon the request of the Company.

The Lender has no obligation to agree to extend any incremental revolving loan or to increase the loan amount.

The principal amounts borrowed under the Loan Agreement bear interest at a variable rate equal to the applicable Term SOFR for the then-current SOFR Interest Period plus 3.35 % (as such terms are defined in the Loan Agreement).

Pursuant to the Amendment, the line of credit available to the Company expired on October 27, 2023, at which time all amounts borrowed, together with applicable interest, fees and other amounts owed by the Company were due and payable.

The Company may extend the maturity date to a date that is three hundred and sixty-four ( 364 ) days after the then-effective maturity date, no more than two times upon (i) delivery of a written request therefor to Lender at least thirty ( 30 ) days, but no more than ( 60 ) days, prior to the maturity date then in effect;

Pursuant to the Amendment, the loan was not permitted to exceed an aggregate principal amount of $ 100.0 million, consisting of the $ 50.0 million existing loan amount and any one or more potential incremental revolving loan commitments that the Lender could make in its sole discretion, up to an aggregate principal of $ 50.0 million, upon the request of the Company.

Any principal amounts borrowed under the Loan Agreement bear interest at a variable rate equal to the applicable Term SOFR for the then-current SOFR Interest Period plus 3.35 % (as such terms are defined in the Loan Agreement).

The Company was entitled to extend the maturity date to a date that is three hundred and sixty-four ( 364 ) days after the then-effective maturity date, no more than two times upon (i) delivery of a written request therefor to Lender at least thirty ( 30 ) days, but no more than ( 60 ) days, prior to the maturity date then in effect;

and (ii) receipt by the Lender of a certificate of the Company dated the date of such request.

The Company exercised the request for extension and the maturity date was extended to October 27, 2024.

The Company had no balance outstanding on this revolving credit loan under the Loan Agreement at December 31, 2023 and $ 30.0 million outstanding at December 31, 2022.

Consistent with the terms of the agreement, the Company extended the maturity twice in prior years.

The Loan Agreement was terminated upon its October 27, 2024, expiration date.

The Company had no balance outstanding on this revolving credit loan under the Loan Agreement at December 31, 2023.

Subordinated Indebtedness

At December 31, 2023, the Company had $ 34.7 million in subordinated promissory notes that were assumed in the merger with BTH (“BTH Notes”) with origination dates ranging from June 2015 to June 2021.

After the five-year anniversary of issuance, the Company had the right to redeem the BTH Notes, in part or in full, at the Company’s discretion and, if applicable, subject to receipt of any required regulatory approvals.

Primarily due to the declining Tier 2 capital treatment of the BTH Notes, the Company elected to redeem majority of the BTH Notes during the year ended December 31, 2024.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Subordinated Indebtedness

On August 1, 2022, the Company assumed $ 37.6 million of subordinated promissory notes ("BTH Notes") from BTH.

At December 31, 2023, the Company had BTH Notes of $ 34.7 million with maturity dates ranging from December 2024 to June 2031.

Interest rates on the BTH Notes primarily reprice quarterly and range from Prime + 50 bps to Prime + 175 bps with a floor of 3.875 % on all the BTH Notes, and ceilings ranging from 6.125 % to 6.375 %.

The BTH Notes are intended to qualify for Tier 2 capital treatment and are substantively identical in terms and conditions, including priority, except for the maturity dates and interest rates payable on the notes.

Interest is payable on the BTH Notes quarterly, and the principal amount of each BTH Note is payable at maturity.

After the five-year anniversary of issuance, the Company can redeem the BTH Notes in part or in full at the Company’s discretion and, if applicable, subject to receipt of any required regulatory approvals.

In addition, the BTH Notes can be redeemed at any time without penalty, upon not less than ten days ’ notice, in the event that (i) the BTH Notes no longer qualify as Tier 2 capital as a result of any amendment or change in interpretation or application of laws or regulation that becomes effective after the date of issuance of the BTH Notes, or (ii) a tax event, or (iii) investment company act event, as defined in the BTH Notes.

The BTH Notes are unsecured and rank senior to the Company’s common stock, any preferred stock that may be issued, and the BTH TruPS (defined below).

In February 2020, Origin Bank completed an offering of $ 70.0 million in aggregate principal amount of 4.25 % fixed-to-floating rate subordinated notes due 2030 (the “ 4.25 % Notes”) to certain investors in a transaction exempt from registration under Section 3(a)(2) of the Securities Act of 1933, as amended.

The 4.25 % Notes initially bear interest at a fixed annual rate of 4.25 %, payable semi-annually in arrears, to but excluding February 15, 2025.

From and including February 15, 2025, to but excluding the maturity date or early redemption date, the interest rate will equal the three-month LIBOR rate (provided, that in the event the three-month LIBOR is less than zero, the three-month LIBOR will be deemed to be zero) plus 282 basis points, payable quarterly in arrears.

The 4.25 % Notes bore interest at a fixed annual rate of 4.25 %, payable semi-annually in arrears, to but excluding February 15, 2025.

From and including February 15, 2025, to but excluding the maturity date or early redemption date, the interest rate would equal the three-month LIBOR rate plus 282 basis points, payable quarterly in arrears.

On June 30, 2023, in conjunction with the customary fallback provision upon the discontinuation of LIBOR, the rate for the floating rate periods from and including February 15, 2025, on these notes transitioned to the three-month term SOFR plus 308 basis points.

Origin Bank is entitled to redeem the 4.25 % Notes, in whole or in part, on or after February 15, 2025, and to redeem the 4.25 % Notes at any time in whole upon certain other specified events.

The 4.25 % Notes qualify as Tier 2 capital for regulatory capital purposes for Origin Bank.

Origin Bank elected to redeem the 4.25 % Notes on February 15, 2025, as permitted under the terms of the 4.25 % Notes.

In October 2020, the Company completed of an offering of $ 80.0 million in aggregate principal amount of 4.50 % fixed-to-floating rate subordinated notes due 2030 (the “ 4.50 % Notes”).

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The 4.50 % Notes qualify as Tier 2 capital for regulatory capital purposes for the Company and a portion was transferred to Origin Bank, which qualifies as Tier 1 capital for regulatory capital purposes for the Bank.

During the year ended December 31, 2023, and with the approval of the Board of Governors of the Federal Reserve System, the Company repurchased $ 5.0 million of the 4.50 % notes in conjunction the Federal Deposit Insurance Corporation’s failed bank resolution process.

On August 1, 2022, the Company assumed BTH’s obligations with respect to $ 7.2 million in aggregate principal amount of junior subordinated debentures issued to a statutory trust of BTH ("BTH TruPS").

The BTH TruPS and the Company’s two other wholly-owned, unconsolidated subsidiary grantor trusts were established for the purpose of issuing trust preferred securities.

The trust preferred securities accrue and pay distributions periodically at specified annual rates as provided in each trust agreement.

The trusts used the net proceeds from each of the offerings to purchase a like amount of junior subordinated debentures (the "debentures") of the Company.

The debentures are the sole assets of the trusts.

The Company’s obligations under the debentures and related documents, taken together, constitute a full and unconditional guarantee by the Company of the obligations of the trusts.

The trust preferred securities are mandatorily redeemable upon maturity of the debentures and can be currently redeemed by the Company in whole or in part at a redemption price equal to 100 % of the outstanding principal amount of the debentures, plus any accrued but unpaid interest to the redemption date.

The trust preferred securities qualify as Tier 1 capital of the Company for regulatory purposes, subject to certain limitations.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

During the years ended December 31, 2024 and 2023, and with the approval of the Board of Governors of the Federal Reserve System, the Company repurchased $ 1.0 million and $ 5.0 million, respectively, of the 4.50 % notes.

The following table is a summary of the terms of the junior subordinated debentures at December 31, 2024:

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____________________________

(1) The trust preferred securities reprice quarterly based on the three-month average SOFR plus 3.30 %, with the last reprice date on October 27, 2023.

(1) The trust preferred securities reprice quarterly based on the three-month average SOFR plus 3.30 %, plus 0.26161 % SOFR with the last reprice date on October 29, 2024.

(2) The trust preferred securities reprice quarterly based on the three-month CME Term SOFR plus 1.80 %, plus 0.26161 % SOFR spread adjustment, with the last reprice date on December 12, 2024.

(3) The trust preferred securities reprice quarterly based on the three-month CME Term SOFR plus 1.64 %, plus 0.26161 % SOFR spread adjustment, with the last reprice date on December 4, 2024.

The balance of the subordinated indebtedness varies from the amounts carried on the consolidated balance sheets due to the remaining original issue and purchase discount of which was established at the time of issuance or purchase and is being amortized over the remaining life of the securities using the interest method.

The balance of the subordinated indebtedness carried on the consolidated balance sheets varies from the outstanding amounts due to the remaining original issue and purchase discount of which was established at the time of issuance or purchase and is being amortized over the remaining life of the securities using the interest method.

Note 12 — Derivative Financial Instruments

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The Company enters into derivative financial instruments to manage risks related to differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments, as well as to manage changes in fair values of some assets which are marked at fair value through the consolidated statement of income on a recurring basis.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Cash Flow Hedges of Interest Rate Risk

The Company is a party to interest rate swap agreements under which the Company receives interest at a variable rate and pays at a fixed rate.

The derivative instruments represented by these swap agreements are designated as cash flow hedges of the Company’s forecasted variable cash flows under a variable-rate term borrowing agreements.

During the terms of the swap agreements, the effective portion of changes in the fair value of the derivative instruments are recorded in accumulated other comprehensive (loss) income and subsequently reclassified into earnings in the periods that the hedged forecasted variable-rate interest payments affected earnings.

There was no ineffective portion of the change in fair value of the derivatives recognized directly in earnings.

The entire swap fair value will be reclassified into earnings before the expiration dates of the swap agreements.

The Company was a party to interest rate swap agreements under which the Company received interest at a variable rate and paid interest at a fixed rate.

The derivative instruments represented by these swap agreements were designated as cash flow hedges of the Company’s forecasted variable cash flows under variable-rate term borrowing agreements.

During the terms of the swap agreements, the effective portion of changes in the fair value of the derivative instruments were recorded in accumulated other comprehensive (loss) income and subsequently reclassified into earnings in the periods that the hedged forecasted variable-rate interest payments affected earnings.

During the fourth quarter of 2024, the Company terminated these swap agreements locking in an after-tax gain of $ 537,000 in other comprehensive income.

The gain will be accreted from other comprehensive income to earnings over the remaining term of the swap agreements (March 2027 and April 2027).

Additionally, during the duration of these swap agreements, there was no ineffective portion of the change in fair value of the derivatives recognized directly in earnings.

Derivatives Not Designated as Hedges

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These are accounted for at fair value and disclosed as risk participation derivatives.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Mortgage banking derivatives

The Company enters into certain derivative agreements as part of its mortgage banking and related risk management activities.

These agreements include interest rate lock commitments on prospective residential mortgage loans and forward commitments to sell these loans to investors on a mandatory delivery basis.

The Company also economically hedges the value of MSRs by entering into a series of commitments to purchase mortgage-backed securities in the future and U.S.

As part of its mortgage banking and related risk management activities, the Company enters into interest rate lock commitment agreements (“IRLCs”) on prospective residential mortgage loans.

These IRLCs are derivative financial instruments and the fair value of these IRLCs are included in other assets.

Prior to January 1, 2024, the Company also economically hedged the value of the MSR asset by entering into a series of commitments to purchase mortgage-backed securities in the future and U.S.

Treasury Notes.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Fair Values of Derivative Instruments on the Consolidated Balance Sheets

The following tables disclose the fair value of derivative instruments in the Company’s consolidated balance sheets at December 31, 2023 and 2022, as well as the effect of these derivative instruments on the Company’s consolidated statements of income for the year ended December 31, 2023 and 2022.

The following tables disclose the fair value of derivative instruments in the Company’s consolidated balance sheets at December 31, 2024 and December 31, 2023, as well as the effect of these derivative instruments on the Company’s consolidated statements of income for the year ended December 31, 2024 and 2023.

Derivative instruments and their related gains and losses are reported in other operating activities, net in the statements of cash flows.

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Risk participation agreements included in other liabilities 32,494 20,000 — ( 2 )

Forward commitments to purchase forward-settling mortgage-backed securities included in other assets (liabilities) 9,000 7,000 91 ( 100 )

Forward commitments to purchase forward-settling mortgage-backed securities included in other assets — 9,000 — 91

Forward commitments to purchase treasury notes in other assets — 22,500 — 822

Forward commitments to sell residential mortgage loans included in other assets — 8,500 — 7

Interest rate-lock commitments on residential mortgage loans included in other assets

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These amounts are typically not exchanged, significantly exceed amounts subject to credit or market risk and are not reflected in the consolidated balance sheets.

The weighted-average rates paid and received for interest rate swaps were as follows:

The weighted-average rates for interest rate swaps were as follows:

Weighted-Average Interest Rate

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Non-hedging interest rate swaps - customer counterparties 7.67 5.04 7.82 4.88

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Gains and losses recognized on derivative instruments not designated as hedging instruments are as follows:

Gains and losses recognized on derivative instruments not designated as hedging instruments were as follows:

(Dollars in thousands) Years Ended December 31,

1 unchanged sentence

2024 2023 2022

Amount of loss recognized in mortgage banking revenue (1)

Amount of (loss) gain recognized in mortgage banking revenue (1)

$ 41 $ ( 573 ) $ ( 2,813 )

1 unchanged sentence

____________________________

(1) Gains and losses on these instruments are largely offset by market fluctuations in mortgage servicing rights.

(1) Gains and losses on these instruments are largely offset by market fluctuations in the MSR asset.

The Company sold substantially all of its MSR asset recognizing a gain on the sale of $ 410,000 for the year ended December 31, 2024.

See Note 9 — Mortgage Banking for more information on components of mortgage banking revenue.

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The Company has chosen not to net these exposures in the consolidated balance sheets, and any impact of netting these amounts would not be significant.

At December 31, 2023 and 2022, the Company had cash collateral on deposit with swap counterparties totaling $ 865,000 and $ 7.6 million, respectively.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

At December 31, 2024 and 2023, the Company had cash collateral on deposit with swap counterparties totaling $ 670,000 and $ 865,000 , respectively.

These amounts are included in interest-bearing deposits in banks in the consolidated balance sheets and are considered restricted cash until such time as the underlying swaps are settled.

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The Company has granted, and currently has outstanding, stock and incentive compensation awards subject to the provisions of the Company’s 2012 Stock Incentive Plan (the “2012 Plan”).

The 2012 Plan is designed to provide flexibility to the Company regarding its ability to motivate, attract and retain the services of key officers, employees and directors.

The 2012 Plan allows the Company to make grants of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock awards (“RSA”), restricted stock units (“RSU”), dividend equivalent rights, performance stock units (“PSU”) or any combination thereof.

At December 31, 2023, the maximum number of shares of the Company’s common stock available for issuance under the 2012 Plan was 33,365 shares.

Additionally, the Company’s stockholders approved an employee stock purchase plan (“ESPP”) which qualified as an ESPP under IRS guidelines.

The ESPP provides for the purchase of up to an aggregate one million shares of the Company’s common stock by employees.

Additionally, the Company’s stockholders approved the Origin Bancorp, Inc.

Omnibus Incentive Plan (“Omnibus Plan”) at the April 24, 2024, Annual Meeting.

The 2012 Plan and the Omnibus Plan (collectively, the “Incentive Plans”) are designed to provide flexibility to the Company regarding its ability to motivate, attract and retain the services of key officers, employees and directors.

The Incentive Plans allow the Company to make grants of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock awards (“RSA”), restricted stock units (“RSU”), dividend equivalent rights, performance stock units (“PSU”) or any combination thereof.

A maximum of 1,375,000 shares were originally reserved for issuance under the Incentive Plans.

The Omnibus Plan, approved in April 2024, allows for the issuance of 675,000 shares, and no future awards may be granted under the 2012 Plan after adoption of the Omnibus Plan.

At December 31, 2024, the maximum number of shares of the Company’s common stock available for grant under the Omnibus Plan was 499,998 .

Additionally, the Company’s stockholders previously approved an employee stock purchase plan (“ESPP”) which qualified as an ESPP under IRS guidelines.

The ESPP provides for the purchase of up to an aggregate 1,000,000 shares of the Company’s common stock by employees.

Under the ESPP, employees of the Company, who elect to participate, have the right to purchase a limited number of shares of the Company’s common stock at a 15 % discount from the lower of the market value of the common stock at the beginning or the end of each one year offering period, beginning on June 1st.

The ESPP benefit is treated as compensation to the employee, and the compensation expense will be recognized over the service period based on the grant date fair value of the rights determined at the beginning of the purchase period, adjusted for forfeitures and certain modifications.

At December 31, 2023, there was $ 188,000 of total unrecognized compensation cost related to estimated ESPP shares for the June 1, 2023, ESPP purchase period.

These costs are expected to be recognized over a period of 0.42 year.

Forfeitures are recognized as they occur.

At December 31, 2024, there was $ 208,336 of total unrecognized compensation cost related to estimated ESPP shares for the June 1, 2024 - May 31, 2025 ESPP offering period.

These costs are expected to be recognized over a period of 0.4 years.

The table below includes the weighted-average assumptions used to calculate the grant date fair value of the ESPP rights for the periods indicated using the Black-Scholes option pricing model:

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The ESPP shares purchased are as follows for the dates indicated:

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Years Ended December 31,

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Shares available for issuance under the ESPP 871,040 927,698 973,911

The Compensation Committee (“Committee”) has approved and the Company has granted PSUs to select officers and employees under the 2012 Plan.

The Compensation Committee (“Committee”) has approved, and the Company has granted PSUs to select officers and employees under the Incentive Plans.

Each PSU represents a right for the participant to receive shares of Company common stock or cash equal to the fair market value of such stock, as determined by the Committee.

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Each performance period commences on January 1 and ends three years later on December 31 (“Performance Period”).

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

On December 7, 2022, the Committee and the independent members of the Board also approved a special, one-time stock award to Drake Mills, the Company’s President and Chief Executive Officer (the “One-Time Award”), having an approximate value of $ 10,000,000 , was comprised of 129,736 restricted stock units (“CEO RSUs”) and 129,735 market-based performance stock units (“CEO PSUs”), and was effective as of December 13, 2022, (the “Grant Date”).

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Treasury Yield constant maturity curve on the valuation date.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Share-based compensation cost charged to income for the years ended December 31, 2023, 2022 and 2021, is presented below.

There was no stock option expense for any of the periods shown.

Years Ended December 31,

(Dollars in thousands) 2023 2022 2021

RSA & RSU $ 4,321 $ 2,845 $ 2,100

PSU 534 288 —

ESPP 426 316 195

Total stock compensation expense $ 5,281 $ 3,449 $ 2,295

Related tax benefits recognized in net income $ 1,109 $ 724 $ 482

Restricted Stock and Performance Stock Grants

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These awards are recognized on the straight-line method over the requisite service period, with forfeitures recognized as they occur.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The Company’s PSU awards, excluding the CEO PSUs, are three-year cliff-vested awards, with each unit divided into two categories (“ROAA Unit Group” and “ROAE Unit Group”), composed of an equivalent number of initial PSUs granted.

The PSU share amounts do not reflect potential increases or decreases resulting from the interim performance results until the final performance results are determined at the end of the three-year period.

The ROAA Unit Group is based upon the Company’s Performance Period Return on Average Assets performance, and the ROAE Unit Group is based upon the Company’s Performance Period Return on Average Equity performance.

The ROAA Unit Group is based upon the Company’s Performance Period Return on Average Assets performance, as defined in the award agreement, and the ROAE Unit Group is based upon the Company’s Performance Period Return on Average Equity performance, as defined in the award agreement.

The PSUs are initially valued utilizing the fair value of the Company’s stock at the grant date, assuming 100 % of the target number of units are achieved.

Subsequent valuation of the PSUs is determined using the ratio of the actual Company’s Performance Period ROAA or ROAE to the Company’s targeted Performance Period ROAA or ROAE, applied to the PSUs awarded times the Company’s closing month end stock price for the month immediately preceding the period end date.

Certain nonrecurring, unusual or infrequent items may be disregarded in the ROAA or ROAE calculation as described further in the PSU award agreement.

Subsequent valuation of the PSUs is determined using the ratio of the actual Company’s Performance Period ROAA or ROAE to the Company’s targeted Performance Period ROAA or ROAE.

The determination of whether and to what extent the performance criteria has been satisfied during the applicable Performance Period shall be made by the Compensation Committee, in its sole and absolute discretion, including disregarding certain nonrecurring, unusual or infrequent items in the ROAA or ROAE calculation as described further in the PSU award agreement.

Forfeitures are recognized as they occur.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The following table summarizes the Company’s award activity:

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Vested RSAs ( 17,629 ) 29.33 ( 26,550 ) 35.11 ( 33,497 ) 36.00

Forfeited RSAs — — — — ( 946 ) 24.69

Nonvested RSAs, December 31,

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265,197 32.07 197,842 28.33 157,367 29.06

At December 31, 2023, there was $ 153,000 , $ 9.7 million and $ 2.6 million of total unrecognized compensation cost related to nonvested RSA shares, RSU shares and PSU shares under the 2012 Plan, respectively.

At December 31, 2024, there was $ 236,000 , $ 9.5 million and $ 3.8 million of total unrecognized compensation cost related to nonvested RSA shares, RSU shares and PSU shares under the Incentive Plans, respectively.

Those costs are expected to be recognized over a weighted-average period of 0.3 , 3.0 and 1.2 years for RSA, RSU and PSU shares, respectively.

Share-based compensation cost charged to income for the years ended December 31, 2024, 2023 and 2022, is presented below.

There was no stock option expense for any of the periods shown.

Years Ended December 31,

(Dollars in thousands) 2024 2023 2022

RSA & RSU $ 4,631 $ 4,321 $ 2,845

PSU 2,043 534 288

ESPP 492 426 316

Total stock compensation expense $ 7,166 $ 5,281 $ 3,449

Related tax benefits recognized in net income $ 1,505 $ 1,109 $ 724

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Stock Option Grants

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BTH converted options have no expiration dates past August 16, 2031, and no further grants will be made under the BTH 2012 Equity Incentive Plan.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The table below summarizes the status of the Company’s stock options and changes during the years ended December 31, 2023, 2022, and 2021.

The table below summarizes the Company’s option activity:

(Dollars in thousands, except per share amounts) Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value

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Exercised ( 73,188 ) 26.50 — 559

Expired ( 15,218 ) 34.48 — —

Expired and forfeited ( 54,451 ) 35.06 — —

Outstanding and exercisable at December 31, 2024

2 unchanged sentences

Outstanding at January 1, 2023

BTH options converted to OBK options 611,676 28.62 — 8,838

504,437 $ 29.46 5.13 $ 3,736

Exercised ( 135,746 ) 23.61 — 1,533

Expired ( 1,654 ) 34.44 — —

Expired and forfeited ( 15,218 ) 34.48 — —

Outstanding and exercisable at December 31, 2023

2 unchanged sentences

Outstanding at January 1, 2022

39,200 $ 10.73 2.28 $ 1,262

BTH options converted to OBK options 611,676 28.62 — 8,838

Exercised ( 144,785 ) 20.80 — 2,992

Expired and forfeited ( 1,654 ) 34.44 — —

Outstanding and exercisable at December 31, 2022

504,437 29.46 5.13 3,736

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Note 14 — Employee Benefit Plans

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The Company maintains the Origin Bancorp, Inc.

Employee Retirement Plan (the "Retirement Plan") that is a defined contribution benefit plan, that allows contributions under section 401(k) of the Internal Revenue Code.

Employee Retirement Plan (the “Retirement Plan”) that is a defined contribution benefit plan, which allows contributions under section 401(k) of the Internal Revenue Code.

The Retirement Plan covers substantially all employees who meet certain other requirements and employment classification criteria.

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The total expense related to the Retirement Plan, including optional contributions, was $ 2.9 million, $ 2.7 million and $ 2.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Other Benefit Plans

3 unchanged sentences

Deferred compensation has been recorded for these plans as a component of accrued expenses and other liabilities in the accompanying consolidated balance sheets.

The deferred compensation liability was $ 10.8 million and $ 10.9 million at December 31, 2023 and 2022, respectively.

The deferred compensation liability was $ 10.8 million at both December 31, 2024 and 2023.

Typically, payments to participants reduce the accrual and any actuarial adjustments are netted with the expense.

The expense recorded for the deferred compensation plan totaled $ 452,000 for the year ended December 31, 2023, and $ 1.1 million for each of the years ended December 31, 2022 and 2021.

The expense recorded for the deferred compensation plan totaled $ 630,000 , $ 452,000 and $ 1.1 million for the years ended December 31, 2024, 2023 and 2022, respectively.

On December 7, 2022, the Company’s Board of Directors approved the Origin Bank Nonqualified Deferred Compensation Plan (the “DCP”), pursuant to which certain employees, including the Company’s named executive officers, may elect to participate.

Pursuant to the DCP, which became effective January 1, 2023, participants may make deferral elections with respect to their base salary, bonus or stock units.

The accounting treatment for the DCP differs based upon the type of compensation deferred and therefore, plan assets were bifurcated based upon the deferral of salary/bonus (cash compensation) or stock unit.

Effective January 1, 2025, the Origin Bank Long-Term Equity Deferred Compensation Plan (“LTE-DCP”) portion of the DCP, which allowed the deferral of stock units, was suspended due to administrative inefficiencies and its limited benefits for participants.

While existing grants with deferred elections for the 2024 performance year will remain in place, no new deferrals will be made under this program going forward.

The cash compensation deferral portion of the DCP is accounted for under the scope of Federal Accounting Standards Board Accounting Standards Codification 710-10-15-8 - Deferred Compensation - Rabbi Trust and satisfies the Internal Revenue Service guidelines for a Rabbi Trust.

The Company may make discretionary contributions to the DCP, which contributions will be subject to a vesting schedule.

Unless otherwise specified by the Company, such Company contributions will have a 5-year ratable vesting schedule, subject to acceleration of vesting in the case of a change in control or the participant’s death, disability or retirement.

Unless otherwise specified by the Company, such Company contributions will have a five-year ratable vesting schedule, subject to acceleration of vesting in the case of a change in control or the participant’s death, disability or retirement.

Participants may make individual investment elections that will determine the rate of return on their cash deferral amounts under the DCP.

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Participants may elect, at the time they make their deferral elections, to receive in-service distributions or separation from service distributions.

Distributions can be paid either as a lump sum payment or in substantially equal annual installments, over a period of up to 5 years for in-service distributions, or over a period of up to 10 years for separation from service distributions.

There was no deferred compensation liability or expense recorded pursuant to the DCP plan during the periods covered by this report.

Distributions can be paid either as a lump sum payment or in substantially equal annual installments, over a period of up to five years for in-service distributions, or over a period of up to ten years for separation from service distributions.

The DCP deferred liability was $ 512,000 at December 31, 2024.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The Company elected the fair value option for Rabbi Trust portion of the DCP, and therefore, the investment loss (gain) also represents a decrease (increase) in the future payout to participants and is recorded as compensation (benefit) expense in our consolidated statements of income.

Compensation (benefit) expense associated with the Rabbi Trust obligations is offset by loss (gain) from related securities.

The net effect of investment income or loss and related compensation expense or benefit has no impact on our income before income taxes, net income, or cash balances.

The LTE-DCP portion of the DCP had an immaterial expense amount recorded for the years ended December 31, 2024, 2023, and 2022.

Note 15 — Income Taxes

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Income tax expense $ 20,767 $ 22,123 $ 19,727

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

A reconciliation of income tax expense at the statutory rate to the Company’s actual income tax expense is below:

12 unchanged sentences

Total income tax expense $ 20,767 21.35 % $ 22,123 20.89 % $ 19,727 18.36 %

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Significant components of deferred tax assets and liabilities are as follows:

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Net operating loss carryforwards 1,699 1,333

Credit carryforwards — 3,678

Self-funded insurance 119 —

Litigation reserve 854 —

Investments in limited partnerships 1,307 1,789

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Of these net loss carryforwards, $ 2.1 million in Federal gross net operating loss carryforwards acquired in previous business combinations are expiring between 2025 and 2028, and 97.9 % of the $ 28.5 million in state net operating losses can be carried forward indefinitely with the remaining carryforwards expiring between 2040 and 2042.

Due to limitations on the amounts of these losses that can be recognized annually, the Company has determined that it is more likely than not that some of these net operating loss carryforwards will expire unused, and has established a $ 1,193,000 valuation allowance related to these carryforwards.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Due to limitations on the amounts of these losses that can be recognized annually, the Company has determined that it is more likely than not that some of these net operating loss carryforwards will expire unused and has established a $ 1.6 million valuation allowance related to these carryforwards.

The Company files a consolidated income tax return in the U.S.

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With few exceptions, the Company is no longer subject to income tax examinations by tax authorities in these taxing jurisdictions for the years before 2021.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Note 16 — Accumulated Other Comprehensive (Loss) Income

2 unchanged sentences

Balance at January 1, 2022

$ 5,809 $ ( 80 ) $ 5,729

Net change ( 166,509 ) 905 ( 165,604 )

Balance at December 31, 2022

( 160,700 ) 825 ( 159,875 )

Net change 39,054 ( 202 ) 38,852

Balance at December 31, 2023

( 121,646 ) 623 ( 121,023 )

Net change 15,111 ( 117 ) 14,994

17 unchanged sentences

The two-year delay is followed by a three-year transition period of CECL’s initial impact on the Company’s regulatory capital (from January 1, 2022, through December 31, 2024).

The amount representing the CECL impact to the Company’s regulatory capital that will be ratably transitioning back into regulatory capital over the transition period is $ 2.5 million and $ 5.1 million at December 31, 2023, and 2022, respectively.

The amount representing the CECL impact to the Company’s regulatory capital that will be ratably transitioning back into regulatory capital over the transition period was zero and $ 2.5 million at December 31, 2024, and December 31, 2023, respectively.

ORIGIN BANCORP, INC.

46 unchanged sentences

The stock repurchase program does not obligate the Company to purchase any shares at any time.

There have been no stock repurchases during the years ended December 31, 2023 or December 31, 2022 .

There have been no stock repurchases during the years ended December 31, 2024 or 2023.

ORIGIN BANCORP, INC.

43 unchanged sentences

Loss Contingencies

From time to time, the Company is also party to various legal actions arising in the ordinary course of business.

At this time, management does not expect that loss contingencies, if any, arising from any such proceedings, either individually or in the aggregate, would have a material adverse effect on the consolidated financial position or liquidity of the Company.

During the year ended December 31, 2024, the Company discovered certain questioned activity involving a former banker in our East Texas market.

The activity involved the banker, who has since been terminated, facilitating transactions in and among certain customer loans and accounts.

The Company has notified its insurance providers of anticipated claims resulting from this activity, but there is no consideration in the Company’s financial results of any potential insurance recoveries.

Several of the loan relationships impacted by the activity were placed on non-accrual and, as a result, the Company recorded a provision for loan credit losses of $ 4.1 million during the year ended December 31, 2024.

Additionally, in conjunction with the on-going investigation of this matter, the Company recorded a net contingency reserve of $ 4.3 million during the year ended December 31, 2024.

Total expenses associated with the questioned activity for the year ended December 31, 2024, were $ 10.5 million inclusive of the provision for loan credit losses and contingency reserve.

The Company continues to work with a third-party forensic accounting team to confirm the Bank’s identification and reconciliation of the activity, and also to assist in evaluating any additional impact from the questioned activity.

There is at least a reasonable possibility that an additional loss may have been incurred in excess of the amount accrued above and that a change in the estimate could occur in the near term.

As of the date of this report, management has assessed that an estimate for this additional loss cannot be made.

At this time, we believe that any ultimate loss arising from the situation will not be material to our financial position.

From time to time, the Company is also party to various other legal actions arising in the ordinary course of business.

Currently, management has not identified any other loss contingencies, either individually or in the aggregate, which would have a material adverse effect on the consolidated financial position or liquidity of the Company.

Note 19 — Related Party Transactions

4 unchanged sentences

Principal repayments ( 35,665 ) ( 23,133 )

Effect of changes in composition of related parties — 66,058

Balance, end of year $ 52,919 $ 71,129

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Liabilities and Stockholders’ Equity

Short-term borrowings $ — $ 30,000

Subordinated indebtedness, net $ 90,641 $ 125,078

37 unchanged sentences

Cash flows from investing activities:

Lincoln Agency, LLC and Pulley-White Insurance Agency acquisitions — — ( 7,457 )

BTH acquisition — — 44,265

Net purchases of non-marketable equity securities held in other financial institutions — — ( 3,612 )

Purchases of non-marketable equity securities held in other financial institutions ( 12,373 ) — —

Capital calls on limited partnership investments ( 982 ) ( 2,454 ) ( 3,722 )

5 unchanged sentences

Cash received on exercise of stock options 1,874 3,140 2,998

Repurchase of subordinated debentures, net ( 4,729 ) — —

Repurchase of subordinated debentures ( 34,599 ) ( 4,729 ) —

Maturities of subordinated debentures — ( 2,625 ) —

3 unchanged sentences

Cash and cash equivalents at end of year $ 47,876 $ 87,698 $ 99,810

Note 21 — Business Combinations

BT Holdings, Inc.

On August 1, 2022, the Company completed its merger with BT Holdings, Inc.

(“BTH”), a Texas corporation and the registered bank holding company of BTH Bank, acquiring 100 % of the voting equity interests of BTH.

The Company issued 6,794,910 shares of its common stock, and all outstanding BTH common stock options were converted into options to purchase an aggregate of 611,676 shares of Origin common stock.

Based on the closing price of the Company’s common stock on July 29, 2022, of $ 43.07 per share, the aggregate consideration to be paid to holders of BTH common stock in connection with the merger is valued at approximately $ 307.8 million.

Goodwill of $ 94.5 million was recorded as a result of the transaction.

The merger added new markets for expansion and brings complementary businesses together to drive synergies and growth, which are the factors that gave rise to the goodwill recorded.

The goodwill will not be deductible for tax purposes.

Including the effects of the known purchase accounting adjustments, as of the merger date, Origin had approximately $ 9.84 billion in assets, $ 6.77 billion in loans and $ 7.99 billion in deposits on a consolidated basis.

Origin Bank and BTH Bank, N.A.

operated as separate banking subsidiaries of the Company until the merger of the banks, which Origin completed on October 7, 2022, concurrently with the data processing conversion.

BTH formerly operated its banking business from 13 locations in East Texas, Dallas and Fort Worth, Texas, each of which now operates as a banking location of Origin Bank.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

The Company has determined that the merger of the net assets of BTH constitutes a business combination as defined by the ASC Topic 805.

Accordingly, the assets acquired and liabilities assumed are presented at their fair values as required.

Fair values were determined based on the requirements of ASC Topic 820.

The Company has finalized its analysis of the loans acquired along with the other acquired assets and assumed liabilities related to the merger with BT Holdings, Inc.

The following schedule is a breakdown of the assets acquired and liabilities assumed as of the merger date:

BT Holdings, Inc.

(Dollars in thousands) As Recorded by Origin

Assets Acquired:

Cash and cash equivalents $ 69,953

Investment securities 456,808

Loans acquired 1,239,532

Allowance for credit losses on loans ( 5,527 )

Loans receivable, net 1,234,005

Premises and equipment 17,825

Non-marketable equity securities held in other financial institutions 5,873

Core deposit intangible 38,356

Other assets 23,778

Total assets acquired $ 1,846,598

Liabilities Assumed:

Noninterest-bearing deposits $ 398,089

Interest-bearing deposits 865,864

Time deposits 302,506

Total deposits 1,566,459

Securities sold under agreements to repurchase 10,133

Subordinated indebtedness, net 44,074

Accrued expenses and other liabilities 12,674

Total liabilities assumed 1,633,340

Net assets acquired 213,258

Purchase price 307,784

Goodwill $ 94,526

The Company’s operating results include the operating results of the acquired assets and assumed liabilities of BTH subsequent to the merger date.

Acquisition Accounting.

The following is a description of the methods used to determine the fair values of significant assets and liabilities acquired as part of a merger or acquisition.

The Company elected to use the pushdown accounting method to record the merger.

Loans acquired – Fair values for PCD loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan and whether or not the loan was amortizing, and current discount rates except when a fair value of collateral approach was applied.

The discount rates used for PCD loans were based on current market rates and include adjustments for liquidity concerns.

The discount rate does not include a factor for credit losses, as that has been included in the estimated cash flows.

Non-PCD loans were grouped together according to similar characteristics and were treated in the aggregate when applying valuation techniques.

See Note 4 — Loans in these notes to the consolidated financial statements for more information related to loans acquired.

ORIGIN BANCORP, INC.

Notes to Consolidated Financial Statements

Loan Acquisition Accounting – The Company accounts for its acquisitions/mergers under ASC Topic 805, Business Combinations, which requires the use of the acquisition method of accounting.

All identifiable assets acquired, including loans, are recorded at fair value.

The fair value for acquired loans at the time of acquisition or merger is based on a variety of factors, including discounted expected cash flows, adjusted for estimated prepayments and credit losses.

In accordance with ASC 326, the fair value adjustment is recorded as premium or discount to the unpaid principal balance of each acquired loan.

Loans that have been identified as having experienced a more-than-insignificant deterioration in credit quality since origination are PCD loans.

The net premium or discount on PCD loans is adjusted by the Company’s allowance for credit losses recorded at the time of merger/acquisition.

The remaining net premium or discount is accreted or amortized into interest income over the remaining life of the loan using the effective interest rate method.

The net premium or discount on loans that are not classified as PCD (“non-PCD”), that includes credit and non-credit components, is accreted or amortized into interest income over the remaining life of the loan using a constant yield method.

The Company then records the necessary allowance for credit losses on the non-PCD loans through provision for credit losses expense.

Purchased loans that reflect a more-than-insignificant deterioration of credit from origination are considered PCD.

For PCD loans, the initial estimate of expected credit losses is recognized in the allowance for credit loss on the date of the merger using the same methodology as other loans held for investment as discussed in Note 4 — Loans in these notes to the consolidated financial statements.

The following table provides a summary of loans purchased with credit deterioration at the merger transaction date with BTH:

August 1, 2022

(Dollars in thousands) Commercial Real Estate Construction/ Land/ Land Development Residential Real Estate Commercial and Industrial Mortgage Warehouse Lines of Credit Consumer Total

Unpaid principal balance $ 10,731 $ 1,315 $ 2,880 $ 37,117 $ — $ 169 $ 52,212

PCD allowance for credit loss at merger 1 — — 5,525 — 1 5,527

Non-credit related (premium)/discount ( 277 ) ( 92 ) 3 ( 77 ) — 1 ( 442 )

Fair value of PCD loans $ 11,007 $ 1,407 $ 2,877 $ 31,669 $ — $ 167 $ 47,127

Revenue and earnings of BTH since the acquisition date have not been disclosed as the acquired company was merged into the Company and separate financial information is not readily available.

The following table presents unaudited pro-forma information as if the merger with BTH had occurred on January 1, 2022.

This pro-forma information gives effect to certain adjustments, including purchase accounting fair value adjustments, amortization of core deposit intangible and related income tax effects and is based on our historical results for the periods presented.

Transaction-related costs related to the merger are not reflected in the pro-forma amounts.

The pro-forma information does not necessarily reflect the results of operations that would have occurred had the Company acquired BTH at the beginning of fiscal year 2021.

Cost savings are also not reflected in the unaudited pro-forma amounts.

(Dollars in thousands except share and per share data) Pro-Forma for the Year Ended December 31, 2022

Net interest income $ 323,772

Noninterest income 65,900

Net income 104,969

Pro-forma earnings per share:

Weighted average shares outstanding 33,455,866

Changes in and Disagreements with Accountants on Accounting and Financial Disclosures

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data