SEACOAST BANKING CORP OF FLORIDA 10-K

Item 8. Financial Statements and Supplementary Data REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Shareholders and the Board of Directors of Seacoast Banking Corporation of Florida Stuart, Florida Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Seacoast Banking Corporation of Florida (the “Company”) as of December 31, 2021 and 2020, the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes (collectively referred to as the “financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework: (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework: (2013) issued by COSO. Change in Accounting Principle As discussed in Note 1 to the financial statements, the Company has changed its method of accounting for credit losses effective January 1, 2020 due to the adoption of Financial Accounting Standards Board Accounting Standards Codification No. 326, Financial Instruments – Credit Losses (ASC 326) . The Company adopted the new credit loss standard using the modified retrospective method such that prior period amounts are not adjusted and continue to be reported in accordance with previously applicable generally accepted accounting principles. Basis for Opinions The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. 72 Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter 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 and Provision for Credit Losses on Loans The allowance for credit losses (the “ACL”) is an accounting estimate of expected credit losses over the contractual life of loans carried at amortized cost as described in Notes 1 and 5 of the consolidated financial statements. T he Company's loan portfolio, which is measured at amortized cost, is required to be presented at the net amount expected to be collected. Estimates of expected credit losses for loans are based on historical experience, current conditions and reasonable and supportable forecasts over the expected life of the loans. The Company estimates expected credit losses for loans using a methodology based on the probability of default (“PD”) and loss given default (“LGD”), which is defined as credit loss incurred when an obligor of the bank defaults. PDs and LGDs are developed by analyzing the average historical loss migration of loans to default. The ACL estimation process for loans also applies economic forecast scenarios over a three-year forecast period. The forecast may use a single scenario or a composite of scenarios. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments. For portfolio segments with a weighted average life longer than three years, the Company reverts to longer-term historical loss experience, adjusted for prepayments, to estimate losses over the remaining life of the loans within each segment. Adjustments may be made to baseline reserves based on an assessment of internal and external influences on credit quality not fully reflected in the quantitative components of the allowance model. These influences may include elements such as changes in concentration, macroeconomic conditions, recent observable asset quality trends, staff turnover, regional market conditions, employment levels and loan growth. Outcomes in any or all of these factors could differ from the baseline scenario, and the Company incorporated qualitative considerations reflecting the risk of uncertain economic conditions. These qualitative adjustments are based upon management's assessment of the factors. We determined that auditing the allowance for credit losses on loans was a critical audit matter because of the extent of auditor judgment applied and significant audit effort to evaluate the significant subjective and complex judgments made by management throughout the application processes, including the need to involve our valuation services specialists. The principal considerations resulting in our determination included the following: • Significant auditor judgment in evaluating the selection and application of the reasonable and supportable forecasts of economic variables and reasonableness of other model assumptions. • Significant auditor judgment and effort were used in evaluating the qualitative adjustments used in the model computation. 73 • Significant audit effort related to the completeness and accuracy of the high volume of data used to develop assumptions and in the model computation The primary procedures performed to address the critical audit matter included: • Testing the effectiveness of management’s internal controls over the Company’s significant model assumptions and judgments, reasonable and supportable forecasts, qualitative adjustments, and information systems. • Testing the effectiveness of controls over the completeness and accuracy of historical inputs, including loan segmentation, used in the development of the PD method and LGD assumptions, data imputation, use of third-party data, and loan data used in the computation. • Testing the effectiveness of controls over the Company’s preparation and review of the allowance for credit losses calculation, including the relevance and reliability of data used as the basis for adjustments related to the qualitative factors and the development and reasonableness of qualitative adjustments and mathematical accuracy and appropriateness of the overall calculation. • With the assistance of our valuation specialists, evaluating the reasonableness of assumptions and judgments related to the PD, LGD and loan segmentation, the conceptual design of the credit losses estimation models, and model assumption sensitivity analysis. • Evaluating management’s judgments in the selection and application of reasonable and supportable forecasts of economic variables • Substantively testing management’s process for developing the qualitative factors and assessing reasonableness, relevance and reliability of data used to develop factors, including evaluating management’s judgments and assumptions for reasonableness • Substantively testing the mathematical accuracy of the PD and LGD methods on a pooled loan level with the assistance of valuation specialists, including the completeness and accuracy of loan data used in the model /s/ Crowe LLP We have served as the Company's auditor since 2014. Fort Lauderdale, Florida February 25, 2022 74 SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME For the Year Ended December 31, (In thousands, except per share data) 2021 2020 2019 Interest Income Interest and dividends on securities Taxable $ 29,206 $ 29,718 $ 35,354 Nontaxable 577 454 555 Interest and fees on loans 251,471 254,366 250,535 Interest on interest bearing deposits and other investments 2,990 2,497 3,379 Total Interest Income 284,244 287,035 289,823 Interest Expense Interest on deposits 3,605 6,920 16,621 Interest on time certificates 2,788 13,365 21,776 Interest on securities sold under agreement to repurchase 141 283 1,431 Interest on Federal Home Loan Bank (“FHLB”) borrowings — 1,540 3,010 Interest on subordinated debt 1,685 2,184 3,367 Total Interest Expense 8,219 24,292 46,205 Net Interest Income 276,025 262,743 243,618 Provision for credit losses ( 9,421 ) 38,179 10,999 Net Interest Income After Provision for Credit Losses 285,446 224,564 232,619 Noninterest Income: Service charges on deposit accounts 9,777 9,429 11,529 Interchange income 16,231 13,711 13,399 Wealth management income 9,628 7,507 6,352 Mortgage banking fees 11,782 14,696 6,490 Marine finance fees 665 690 1,053 SBA gains 1,531 685 2,472 BOLI income 4,154 3,561 3,674 SBIC income 6,778 1,373 904 Other 10,759 8,683 9,642 71,305 60,335 55,515 Securities (losses) gains, net (includes net gains of $ 2.2 million for 2021, net gains of $ 0.2 million for 2020 and net gains of $ 6.2 million for 2019 in other comprehensive income reclassifications) ( 578 ) 1,235 1,217 Total Noninterest Income 70,727 61,570 56,732 Noninterest Expense: Salaries and wages 97,283 88,539 73,829 Employee benefits 17,873 15,544 13,697 Outsourced data processing costs 19,919 19,053 15,077 Telephone / data lines 3,223 2,984 2,958 Occupancy 14,140 14,150 14,284 Furniture and equipment 5,390 5,874 6,245 Marketing 4,583 4,833 4,161 75 Legal and professional fees 11,376 9,167 8,553 FDIC assessments 2,405 1,268 881 Amortization of intangibles 5,033 5,857 5,826 Foreclosed property expense and net (gain) loss on sale ( 264 ) 2,263 51 Provision for credit losses on unfunded commitments 133 185 — Other 16,341 15,835 15,177 Total Noninterest Expense 197,435 185,552 160,739 Income Before Income Taxes 158,738 100,582 128,612 Income taxes 34,335 22,818 29,873 Net Income $ 124,403 $ 77,764 $ 98,739 Share Data Net income per share of common stock Diluted $ 2.18 $ 1.44 $ 1.90 Basic 2.20 1.45 1.92 Average common shares outstanding Diluted 57,088 53,930 52,029 Basic 56,586 53,502 51,449 See notes to consolidated financial statements. 76 SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Year Ended December 31, (In thousands) 2021 2020 2019 Net Income $ 124,403 $ 77,764 $ 98,739 Other comprehensive income (loss): Available-for-sale securities: Unrealized (losses) gains on available-for-sale securities, net of tax benefit of $ 8.2 million in 2021, tax expense of $ 5.0 million in 2020 and tax expense of $ 5.9 million in 2019 $ ( 27,377 ) $ 16,628 $ 19,016 Reclassification of unrealized losses on securities transferred to available-for-sale upon adoption of new accounting pronouncement, net of tax benefit of $ 154 thousand in 2019 — — ( 730 ) Amortization of unrealized losses on securities transferred to held-to-maturity, net of tax expense of $ 21 thousand, $ 40 thousand, and $ 87 thousand, respectively 86 184 175 Reclassification adjustment for losses (gains) included in net income, net of tax benefit of $ 85 thousand in 2021, tax expense of $ 314 thousand in 2020 and tax expense of $ 95 thousand in 2019 278 ( 782 ) ( 936 ) Available-for-sale securities, net of tax $ ( 27,013 ) $ 16,030 $ 17,525 Unrealized losses on derivatives designated as cash flow hedges, net of reclassifications to income, net of tax expense of $ 120 thousand in 2021 and tax expense of $ 42 thousand in 2020 $ ( 351 ) $ ( 125 ) $ — Total other comprehensive income (loss) $ ( 27,364 ) $ 15,905 $ 17,525 Comprehensive Income $ 97,039 $ 93,669 $ 116,264 See notes to consolidated financial statements. 77 SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, (In thousands, except share data) 2021 2020 Assets Cash and due from banks $ 238,750 $ 86,630 Interest bearing deposits with other banks 498,979 317,458 Total cash and cash equivalents 737,729 404,088 Time deposits with other banks — 750 Debt securities: Securities available-for-sale (at fair value) 1,644,319 1,398,157 Securities held-to-maturity (fair value $ 627.4 million in 2021 and $ 192.2 million in 2020) 638,640 184,484 Total debt securities 2,282,959 1,582,641 Loans held for sale (at fair value) 31,791 68,890 Loans 5,925,029 5,735,349 Less: Allowance for credit losses ( 83,315 ) ( 92,733 ) Loans, net of allowance for credit losses 5,841,714 5,642,616 Bank premises and equipment, net 72,404 75,117 Other real estate owned 13,618 12,750 Goodwill 252,154 221,176 Other intangible assets, net 14,845 16,745 Bank owned life insurance 205,041 131,776 Net deferred tax assets 27,321 23,629 Other assets 201,857 162,214 Total Assets $ 9,681,433 $ 8,342,392 Liabilities Deposits Noninterest demand $ 3,075,534 $ 2,289,787 Interest-bearing demand 1,890,212 1,566,069 Savings 895,019 689,179 Money market 1,651,881 1,556,370 Other time deposits 404,601 425,878 Brokered time certificates — 233,815 Time certificates of more than $250,000 150,342 171,463 Total Deposits 8,067,589 6,932,561 Securities sold under agreements to repurchase, maturing within 30 days 121,565 119,609 Subordinated debt 71,646 71,365 Other liabilities 109,897 88,455 Total Liabilities 8,370,697 7,211,990 78 December 31, (In thousands, except share data) 2021 2020 Commitments and Contingencies (See “Note 9 - Borrowings” and “Note 15 - Contingent Liabilities and Commitments with Off-Balance Sheet Risk”) Shareholders' Equity Common stock, par value $ 0.10 per share authorized 120,000,000 shares, issued 58,909,369 and outstanding 58,504,250 shares in 2021 and authorized 120,000,000 shares, issued 55,584,979 and outstanding 55,243,226 shares in 2020 5,850 5,524 Additional paid-in capital 963,851 856,092 Retained earnings 358,598 256,701 Less: Treasury stock ( 405,119 shares in 2021 and 341,753 shares in 2020), at cost ( 10,569 ) ( 8,285 ) 1,317,730 1,110,032 Accumulated other comprehensive (loss) income, net ( 6,994 ) 20,370 Total Shareholders' Equity 1,310,736 1,130,402 Total Liabilities & Shareholders' Equity $ 9,681,433 $ 8,342,392 See notes to consolidated financial statements. 79 SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS For the Year Ended December 31, (In thousands) 2021 2020 2019 Cash Flows From Operating Activities Net Income $ 124,403 $ 77,764 $ 98,739 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 5,482 6,020 6,421 Amortization of premiums and discounts on securities, net 6,220 5,019 2,548 Amortization of operating lease right-of-use assets 4,576 4,362 4,117 Other amortization and accretion, net ( 13,908 ) ( 8,667 ) ( 2,005 ) Stock based compensation 8,685 7,304 7,243 Origination of loans designated for sale ( 490,426 ) ( 511,706 ) ( 329,177 ) Sale of loans designated for sale 543,410 477,178 333,591 Provision for credit losses ( 9,421 ) 38,179 10,999 Deferred income taxes 3,836 ( 4,926 ) 6,791 Losses (gains) on sale of securities 363 ( 1,096 ) ( 1,031 ) Gains on sale of loans ( 15,276 ) ( 13,930 ) ( 9,794 ) (Gains) losses on sale and write-downs of other real estate owned ( 635 ) 1,139 ( 432 ) Losses on disposition of fixed assets 817 791 511 Bank owned life insurance death benefits — — ( 956 ) Changes in operating assets and liabilities, net of effects from acquired companies: Net increase in other assets ( 42,437 ) ( 35,555 ) ( 5,614 ) Net increase (decrease) in other liabilities 28,883 18,776 ( 4,206 ) Net Cash Provided by Operating Activities 154,572 60,652 117,745 Cash Flows From Investing Activities Maturities and repayments of available-for-sale debt securities 546,339 304,064 101,674 Maturities and repayments of held-to-maturity debt securities 132,916 75,861 42,495 Proceeds from sale of available-for-sale debt securities 84,972 96,732 202,724 Purchases of available-for-sale debt securities ( 1,145,193 ) ( 830,300 ) ( 309,461 ) Purchases of held-to-maturity debt securities ( 377,159 ) — — Maturities of time deposits with other banks 750 2,992 4,501 Net new loans and principal repayments 566,348 ( 79,100 ) ( 109,614 ) Purchases of loans held for investment ( 259,267 ) — ( 270,791 ) Proceeds from the sale of other real estate owned 5,598 8,521 6,509 Additions to other real estate owned ( 2,513 ) ( 2,557 ) — Proceeds from sale of FHLB and Federal Reserve Bank Stock 3,945 39,185 74,120 Purchase of FHLB and Federal Reserve Bank Stock ( 3,020 ) ( 28,278 ) ( 75,193 ) Redemption of bank owned life insurance — — 14,218 Net cash from bank acquisitions 98,100 71,965 — Purchase of bank owned life insurance ( 60,000 ) — — Additions to bank premises and equipment ( 4,327 ) ( 1,587 ) ( 2,523 ) Net Cash Used in Investing Activities ( 412,511 ) ( 342,502 ) ( 321,341 ) 80 For the Year Ended December 31, (In thousands) 2021 2020 2019 Cash Flows From Financing Activities Net increase in deposits 640,108 844,405 407,513 Net increase (decrease) in repurchase agreements 1,956 33,488 ( 128,202 ) Net decrease in FHLB borrowings with original maturities of three months or less — ( 235,000 ) ( 67,000 ) Repayments of FHLB borrowings with original maturities of more than three months ( 33,000 ) ( 115,000 ) ( 63,000 ) Proceeds from FHLB borrowings with original maturities of more than three months — 35,000 65,000 Stock based employee benefit plans 5,022 ( 1,486 ) ( 2,135 ) Dividends paid ( 22,506 ) — — Net Cash Provided by Financing Activities 591,580 561,407 212,176 Net increase in cash and cash equivalents 333,641 279,557 8,580 Cash and Cash Equivalents at Beginning of Year 404,088 124,531 115,951 Cash and Cash Equivalents at End of Year $ 737,729 $ 404,088 $ 124,531 Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 9,977 $ 23,548 $ 46,130 Cash paid during the period for taxes 30,887 27,712 16,000 Recognition of operating lease right-of-use assets, other than through bank acquisition 12,459 2,095 30,301 Recognition of operating lease liabilities, other than through bank acquisition 12,459 2,095 34,627 Supplemental disclosure of non-cash investing activities: Transfer of debt securities from available-for-sale to held-to-maturity $ 210,805 $ — $ — Transfer of debt securities from held-to-maturity to available-for-sale — — 52,796 Unsettled sales of debt securities available-for-sale 17,147 — — Transfer from loans to other real estate owned — 5,624 5,665 Transfer from bank premises to other real estate owned 3,318 1,289 — Transfer from loans held for investment to loans held for sale — — 801 See notes to consolidated financial statements. 81 SEACOAST BANKING CORPORATION OF FLORIDA AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Accumulated Other Common Stock Paid-in Retained Treasury Comprehensive (Dollars and shares in thousands) Shares Amount Capital Earnings Stock Income (Loss) Total Balance at December 31, 2018 51,361 $ 5,136 $ 778,501 $ 97,074 $ ( 3,384 ) $ ( 13,060 ) $ 864,267 Comprehensive income — — — 98,739 — 17,525 116,264 Stock based compensation expense 30 — 7,244 — — — 7,244 Common stock issued for stock based employee benefit plans 94 12 ( 32 ) — ( 2,648 ) — ( 2,668 ) Common stock issued for stock options 29 3 425 — — — 428 Other — — 104 — — — 104 Balance at December 31, 2019 51,514 $ 5,151 $ 786,242 $ 195,813 $ ( 6,032 ) $ 4,465 $ 985,639 Comprehensive income — — — 77,764 — 15,905 93,669 Stock based compensation expense 39 — 7,304 — — — 7,304 Common stock issued for stock based employee benefit plans 465 51 ( 50 ) — ( 2,253 ) — ( 2,252 ) Common stock issued for stock options 62 6 760 — — — 766 Cumulative change in accounting principle upon adoption of new accounting pronouncement — — — ( 16,876 ) — — ( 16,876 ) Issuance of common stock, pursuant to acquisitions 3,163 316 61,836 — — — 62,152 Balance at December 31, 2020 55,243 $ 5,524 $ 856,092 $ 256,701 $ ( 8,285 ) $ 20,370 $ 1,130,402 Comprehensive income — — — 124,403 — ( 27,364 ) 97,039 Stock based compensation expense 23 — 8,685 — — — 8,685 Common stock issued for stock based employee benefit plans 167 19 ( 49 ) — ( 2,284 ) — ( 2,314 ) Common stock issued for stock options 384 38 7,298 — — — 7,336 Issuance of common stock, pursuant to acquisition 2,687 269 86,218 — — — 86,487 Conversion of options, pursuant to acquisition — — 5,607 — — — 5,607 Dividends on common stock ($ 0.39 per share) — — — ( 22,506 ) — — ( 22,506 ) Balance at December 31, 2021 58,504 $ 5,850 $ 963,851 $ 358,598 $ ( 10,569 ) $ ( 6,994 ) $ 1,310,736 See notes to consolidated financial statements. 82 N OTES TO C ONSOLIDATED F INANCIAL S TATEMENTS Seacoast Banking Corporation of Florida and Subsidiaries Note 1 - Significant Accounting Policies General: Seacoast Banking Corporation of Florida (“Seacoast” or the “Company”) is a single segment financial holding company with one operating subsidiary bank, Seacoast National Bank (“Seacoast Bank”). The Company provides integrated financial services including commercial and consumer banking, wealth management, mortgage services to customers at more than 50 full-service branches across Florida, and through advanced mobile and online banking solutions. The consolidated financial statements include the accounts of Seacoast and all its majority-owned subsidiaries but exclude trusts created for the issuance of trust preferred securities. In consolidation, all significant intercompany accounts and transactions are eliminated. The accounting and reporting policies of the Company are in accordance with accounting principles generally accepted in the United States of America, and they conform to general practices within the applicable industries. Certain prior period amounts have been reclassified to conform to the current period presentation. Use of Estimates: The preparation of consolidated financial statements requires management to make judgments in the application of certain accounting policies that involve significant estimates and assumptions. The Company has established policies and control procedures that are intended to ensure valuation methods are well controlled and applied consistently from period to period. These estimates and assumptions, which may materially affect the reported amounts of certain assets, liabilities, revenues and expenses, are based on information available as of the date of the financial statements, and changes in this information over time and the use of revised estimates and assumptions could materially affect amounts reported in subsequent financial statements. Specific areas, among others, requiring the application of management’s estimates include determination of the allowance for credit losses, acquisition accounting and purchased loans, intangible assets and impairment testing, other fair value measurements, and contingent liabilities. Cash and Cash Equivalents: Cash and cash equivalents include cash and due from banks and interest-bearing bank balances. Cash equivalents have original maturities of three months or less, and accordingly, the carrying amount of these instruments is deemed to be a reasonable estimate of fair value. Time Deposits with Other Banks: Time deposits with other banks consist of certificates of deposit with original maturities greater than three months and are carried at cost. Securities Purchased and Sold Agreements: Securities purchased under resale agreements and securities sold under repurchase agreements are generally accounted for as collateralized financing transactions and are recorded at the amount at which the securities were acquired or sold plus accrued interest. It is the Company’s policy to take possession of securities purchased under resale agreements, which are primarily U.S. government and government agency securities. The fair value of securities purchased and sold is monitored and collateral is obtained from or returned to the counterparty when appropriate. Securities: Debt securities are classified at date of purchase as available-for-sale or held-to-maturity. Debt securities that may be sold as part of the Company's asset/liability management or in response to, or in anticipation of, changes in interest rates and resulting prepayment risk, or for other factors are stated at fair value with unrealized gains or losses reflected as a component of shareholders' equity net of tax or included in noninterest income as appropriate. Debt securities that the Company has the ability and intent to hold to maturity are carried at amortized cost. Equity securities are stated at fair value with unrealized gains or losses included in noninterest income as securities gains or losses. The estimated fair value of a security is determined based on market quotations when available or, if not available, by using quoted market prices for similar securities, pricing models or discounted cash flow analyses, using observable market data where available. Realized gains and losses are included in noninterest income as investment securities gains (losses). Interest and dividends on securities, including amortization of premiums and accretion of discounts on debt securities, is recognized in interest income on an accrual basis using the interest method. The Company anticipates prepayments of principal in the calculation of the effective yield for collateralized mortgage obligations and mortgage backed securities by obtaining estimates of prepayments from independent third parties. The adjusted cost of each specific security sold is used to compute realized gains or losses on the sale of securities on a trade date basis. 83 Credit losses on securities: For securities classified as held-to-maturity, management must estimate expected credit losses over the remaining expected life and recognize this estimate as an allowance for credit losses. Debt securities that are available-for-sale are analyzed quarterly for credit losses. The analysis is performed on an individual security basis for all securities where fair value has declined below amortized cost. Fair value is based upon pricing obtained from third party pricing services. However, on occasion pricing provided by the pricing services may not be consistent with other observed prices in the market for similar securities. Using observable market factors, including interest rate and yield curves, volatilities, prepayment speeds, loss severities and default rates, the Company may at times validate the observed prices using a discounted cash flow model and using the observed prices for similar securities to determine the fair value of its securities. Both quantitative and qualitative assessments are utilized to determine if a security has a credit loss. Quantitative assessments are based on a discounted cash flow method. Qualitative assessments consider a range of factors including: percent decline in fair value, rating downgrades, subordination, duration, amortized loan-to-value, and the ability of the issuers to pay all amounts due in accordance with the contractual terms. Loans Held for Sale: The Company has elected to account for residential mortgage loans originated as held for sale at fair value. Changes in fair value are measured and recorded in Mortgage Banking Fees in noninterest income each period. The Company designates other loans as held for sale when it has the intent to sell them. Such loans are transferred to held for sale at the lower of cost or estimated fair value less cost to sell. At the time of transfer, write-downs on the loans are recorded as charge-offs, establishing a new cost basis upon transfer. Loans Held for Investment: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are considered held for investment. Loans originated by Seacoast and held for investment are recognized at the principal amount outstanding, net of unearned income and amounts charged off. Unearned income includes discounts, premiums and deferred loan origination fees reduced by loan origination costs. Unearned income on loans is amortized to interest income over the life of the related loan using the effective interest rate method. Interest income is recognized on an accrual basis. As a part of business acquisitions, the Company acquires loans that are recorded at fair value on the acquisition date. Accordingly, the associated allowance for credit losses related to these loans is not carried over at the acquisition date. Any losses after acquisition are recognized through the allowance for credit losses. Loans that, as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality since origination are classified as purchased credit deteriorated (“PCD”). Acquired loans that do not meet the definition of PCD are classified by the Company as acquired Non-PCD. An allowance for expected credit losses on PCD loans is recorded at the date of acquisition through an adjustment to the loans' amortized cost basis. In contrast, expected credit losses on loans not considered PCD are recognized through the provision for credit losses in net income at the date of acquisition. The accrual of interest is generally discontinued on loans, except consumer loans, that become 90 days past due as to principal or interest unless collection of both principal and interest is assured by way of collateralization, guarantees or other security. When interest accruals are discontinued, unpaid interest is reversed against interest income. Consumer loans that become 120 days past due are generally charged off. When borrowers demonstrate over an extended period the ability to repay a loan in accordance with the contractual terms of a loan classified as nonaccrual, the loan is returned to accrual status. Interest income on nonaccrual loans is either recorded using the cash basis method of accounting or recognized after the principal has been reduced to zero, depending on the type of loan. In response to the COVID-19 pandemic beginning in early 2020 and effective through 2021, rules defined in the Coronavirus Aid, Relief and Economic Security (“CARES”) Act and a joint statement issued by federal regulators in consultation with FASB provided financial institutions with the option not to apply troubled debt restructure (“TDR”) accounting to eligible loan modifications provided to borrowers affected by the economic impact of the COVID-19 pandemic. Outside of this guidance, a loan for which the terms have been modified resulting in a concession, and for which the borrower is experiencing financial difficulty, is considered to be a TDR. The allowance for credit losses on a TDR is measured using the same method as all other loans held for investment, except when the value of a concession cannot be measured using a method other than the discounted cash flow method. When the value of a concession is measured using the discounted cash flow method, the allowance for credit losses is determined by discounting the expected future cash flows at the original interest rate of the loan. It is the Company's practice to ensure that the charge-off policy meets or exceeds regulatory minimums. Losses on unsecured consumer loans are recognized at 90 days past due, compared to the regulatory loss criteria of 120 days. In compliance with Federal Financial Institution Examination Council guidelines, secured consumer loans, including residential real estate, are typically charged-off or charged down between 120 and 180 days past due, depending on the collateral type. Commercial loans and real estate loans are typically placed on nonaccrual status when principal or interest is past due for 90 days or more, unless the loan is both secured by collateral having realizable value sufficient to discharge the debt in-full and the loan is in process of collection. Secured loans may be charged-down to the estimated value of the collateral with previously accrued unpaid interest 84 reversed against interest income. Subsequent charge-offs may be required as a result of changes in the market value of collateral or other repayment prospects. Initial charge-off amounts are based on valuation estimates derived from appraisals, broker price opinions, or other market information. Generally, new appraisals are not received until the foreclosure process is completed; however, collateral values are evaluated periodically based on market information and incremental charge-offs are recorded if it is determined that collateral values have declined from their initial estimates. Allowance for credit losses on loans: On January 1, 2020, the Company adopted Accounting Standards Codification No. 326, Financial Instruments - Credit Losses (ASC 326), which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss ("CECL") methodology. The Company adopted ASC Topic 326 using the modified retrospective method for all financial assets measured at amortized cost and off-balance sheet credit exposures. Results for the reporting period beginning January 1, 2020 are presented under ASC Topic 326, while prior amounts continue to be reported in accordance with previously applicable GAAP. ASC Topic 326 introduced new definitions and criteria for categorizing purchased loans. Loans that, as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality since origination are classified as purchased credit ("PCD"). Acquired loans which do not meet the definition of PCD are classified by the Company as acquired Non-PCD. The Company estimates the allowance for credit losses on loans using relevant available information, from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical credit losses provide the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency level, loan to value ratios, borrower credit characteristics, loan seasoning or term as well as for changes in environmental conditions, such as changes in unemployment rates, property values, occupancy rates, and other macroeconomic metrics. The allowance for credit losses is measured on a collective basis when similar risk characteristics exist. For loans analyzed on a collective basis, the Company has developed an allowance model based on an analysis of the probability of default (“PD”) and loss given default (“LGD”) to determine an expected loss by loan segment. PDs and LGDs are developed by analyzing the average historical loss migration of loans to default. The Company excludes accrued interest on loans from its determination of allowance. The allowance estimation process also applies an economic forecast scenario over a three year forecast period. The forecast may utilize one scenario or a composite of scenarios based on management's judgment and expectations around the current and future macroeconomic outlook. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments when appropriate. The contractual term of a loan excludes expected extensions, renewals, and modification unless either of the following applies: management has a reasonable expectation at the reporting date that a troubled debt restructuring will be executed with an individual borrower or the extension or renewal options are included in the original or modified contract at the reporting date and not unconditionally cancellable by the Company. For portfolio segments with a weighted average life longer than three years, the Company reverts to longer term historical loss experience, adjusted for prepayments, to estimate losses over the remaining life of the loans within each segment. Adjustments may be made to baseline reserves for some of the loan pools based on an assessment of internal and external influences on credit quality not fully reflected in the quantitative components of the allowance model. These influences may include elements such as changes in concentration, macroeconomic conditions, recent observable asset quality trends, staff turnover, regional market conditions, employment levels and loan growth. Based upon management's assessments of these factors, the Company may apply qualitative adjustments to the allowance. Loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not also included in the collective evaluation. When management determines that foreclosure is probable, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate. Derivative Instruments and Hedging Activities : The Company enters into derivative contracts, including swaps and floors, to meet the needs of customers who request such services and to manage the Company's exposure to interest rate fluctuations. Derivative contracts are carried at fair value and recorded in the consolidated balance sheet within other assets or other liabilities. The gain or loss resulting from changes in the fair value of interest rate swaps designated and qualifying as cash flow hedging instruments is initially reported as a component of other comprehensive income and subsequently reclassified into earnings through interest income in the same period in which the hedged transaction affects earnings. 85 The Company discontinues hedge accounting prospectively when it is determined that the derivative contract is no longer effective in offsetting changes in the cash flows of the hedged item, the derivative expires or is terminated, management determines that the designation of the derivative as a hedging instrument is no longer appropriate or, for a cash flow hedge, the occurrence of the forecasted transaction is no longer probable. When hedge accounting on a cash flow hedge is discontinued, any subsequent changes in fair value of the derivative are recognized in earnings. The cumulative unrealized gain or loss related to a discontinuing cash flow hedge continues to be reported in Accumulated Other Comprehensive Income (“AOCI”) and is subsequently reclassified into earnings in the same period in which the hedged transactions affects earnings, unless it is probable that the forecasted transaction will not occur by the end of the originally specified time period, in which case the cumulative unrealized gain or loss in AOCI is reclassified into earnings immediately. Cash flows resulting from derivative financial instruments that are accounted for as hedges are classified in the cash flow statement in the same category as the cash flows from the hedged items. See additional disclosures related to derivative instruments and hedging activities in “Note 6 – Derivatives”. Loan Commitments and Letters of Credit: Loan commitments and letters of credit are an off-balance sheet item and represent commitments to make loans or lines of credit available to borrowers. The face amount of these commitments represents an exposure to loss, before considering customer collateral or ability to repay. Such commitments are recognized as loans when funded. The Company estimates a reserve for potential losses on unfunded commitments, which is reported separately from the allowance for credit losses within Other Liabilities. The reserve is based upon the same quantitative and qualitative factors applied to the collectively evaluated loan portfolio. Fees received for providing loan commitments and letters of credit that may result in loans are typically deferred and amortized to interest income over the life of the related loan, beginning with the initial borrowing. Fees on commitments and letters of credit are amortized to noninterest income as banking fees and commissions on a straight-line basis over the commitment period when funding is not expected. Fair Value Measurements: The Company measures or monitors the fair value of many of its assets and liabilities. Certain assets are measured on a recurring basis, including available-for-sale securities and loans held for sale. These assets are carried at fair value on the Company’s balance sheets. Additionally, fair value is measured on a non-recurring basis to evaluate assets or liabilities for impairment or for disclosure purposes. Examples include collateral-dependent loans, other real estate owned, loan servicing rights, goodwill, and long-lived assets. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, the Company uses various valuation techniques and assumptions when estimating fair value. The Company applies the following fair value hierarchy: Level 1 – Assets or liabilities for which the identical item is traded on an active exchange, such as publicly-traded instruments or futures contracts. Level 2 – Assets and liabilities valued based on observable market data for similar instruments. Level 3 – Assets and liabilities for which significant valuation assumptions are not readily observable in the market; instruments valued based on the best available data, some of which is internally-developed, and considers risk premiums that a market participant would require. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at and/or marked to fair value, the Company considers the principal market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability. When possible, the Company looks to active and observable markets to price identical assets or liabilities. When identical assets and liabilities are not traded in active markets, the Company looks to market observable data for similar assets and liabilities. Nevertheless, certain assets and liabilities are not actively traded in observable markets and the Company must use alternative valuation techniques to derive a fair value measurement. Bank Premises and Equipment: Bank premises and equipment are stated at cost, less accumulated depreciation and amortization. Premises and equipment include certain costs associated with the acquisition of leasehold improvements. Depreciation and amortization are recognized principally by the straight-line method, over the estimated useful lives as follows: buildings - 25 - 40 years, leasehold improvements 5 - 25 years, furniture and equipment - 3 - 12 years. Leasehold improvements typically amortize over the shorter of lease terms or estimated useful life. Premises and equipment and other long-term assets 86 are reviewed for impairment when events indicate their carrying amount may not be recoverable from future undiscounted cash flows. If impaired, the assets are written down to fair value with a corresponding impact to noninterest expense. Other Real Estate Owned: Other real estate owned (“OREO”) consists primarily of real estate acquired in lieu of unpaid loan balances. These assets are carried at an amount equal to the loan balance prior to foreclosure plus costs incurred for improvements to the property, but no more than the estimated fair value of the property less estimated selling costs. Any valuation adjustments required at the date of transfer are charged to the allowance for credit losses. Subsequently, unrealized losses and realized gains and losses are included in other noninterest expense. Operating results from OREO are recorded in other noninterest expense. OREO may also include bank premises no longer utilized in the course of the Company's business (closed branches) that are initially recorded at the lower of carrying value or fair value, less costs to sell. If the fair value of the premises is less than amortized book value, a write down is recorded through noninterest expense. Costs to maintain the property are expensed. Intangible Assets. The Company’s intangible assets consist of goodwill, core deposit intangibles (CDIs) and mortgage servicing rights. Goodwill results from business combinations and represents the difference between the purchase price and the fair value of net assets acquired. Goodwill may be adjusted for up to one year from the acquisition date in the event new information is obtained which, if known at the date of acquisitions would have impacted the fair value of the acquired assets and liabilities. Goodwill is considered to have an indefinite useful life and is not amortized, but rather tested for impairment annually in the fourth quarter, or more often if circumstances arise that may indicate risk of impairment. If impaired, goodwill is written down with a corresponding impact to noninterest expense. The Company recognizes CDIs that result from either whole bank acquisitions or branch acquisitions. They are initially measured at fair value and then amortized over periods ranging from six to eight years on a straight line basis. The Company evaluates CDIs for impairment annually, or more often if circumstances arise that may indicate risk of impairment. If impaired, the CDI is written down with a corresponding impact to noninterest expense. Bank Owned Life Insurance (BOLI): The Company, through its subsidiary bank, has purchased or acquired through bank acquisitions, life insurance policies on certain key executives. BOLI is recorded at the amount that can be realized under the insurance contract at the balance sheet date, which is the cash surrender value adjusted for other charges or other amounts due that are probable at settlement. Other Investments: Included in Other Assets are investments in funds generating affordable housing tax credits, and investments in Small Business Investment Companies (“SBICs”), which are privately owned and operated companies licensed by the U.S. Small Business Administration (“SBA”) to invest in small businesses. Investments generating tax credits are accounted for using the “proportional amortization” method. Under this method, the investor amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits allocated to the investor. SBIC investments are held at cost less impairment, if any. Income from SBIC investments will vary amongst periods and is recognized in earnings. Seacoast Bank is a member of the Federal Home Loan Bank (“FHLB”) and Federal Reserve Bank (“FRB”) systems. Members are required to own a certain amount of FHLB and FRB stock based on the level of borrowings and other factors, and may invest in additional amounts. Both cash and stock dividends are recognized in earnings. Leases: Arrangements are analyzed at inception to determine the existence of a lease. Right-of-use assets (ROUAs) represent the right to use the underlying asset and lease liabilities represent the obligation to make lease payments for the lease term. Operating lease ROUAs and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the appropriate term and information available at commencement date in determining the present value of lease payments. The lease term may include options to extend the lease when it is reasonably certain that the option will be exercised. ROUAs and operating lease liabilities are reported in Other Assets and Other Liabilities, respectively, in the Consolidated Balance Sheet. Lease expense for lease payments is recognized on a straight-line basis over the lease term and is classified as Occupancy or Furniture and Equipment expense based on the subject asset. Revenue Recognition: Revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for the services provided and is recognized when the promised services (performance obligations) are transferred to a customer, requiring the application of the following five-steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract and (v) recognize revenue when (or as) the entity satisfies a performance obligation. Relevant activity includes: 87 • Service Charges on Deposits: Seacoast Bank offers a variety of deposit-related services to its customers through several delivery channels including branch offices, ATMs, telephone, mobile, and internet banking. Transaction-based fees are recognized when services, each of which represents a performance obligation, are satisfied. Service fees may be assessed monthly, quarterly, or annually; however, the account agreements to which these fees relate can be canceled at any time by Seacoast and/or the customer. Therefore, the contract term is considered a single day (a day-to-day contract). • Wealth Management Income: The Company earns trust fees from fiduciary services provided to trust customers, which include custody of assets, recordkeeping, collection and distribution of funds. Fees are earned over time and accrued monthly as the Company provides services, and are generally assessed based on the market value of the trust assets under management at a particular date or over a particular period. The Company also earns commissions and fees from investment brokerage services provided to its customers through an arrangement with a third-party service provider. Commissions received from the third-party service provider are recorded monthly and are based upon customer activity. Fees are earned over time and accrued monthly as services are provided. The Company acts as an agent in this arrangement and therefore presents the brokerage commissions and fees net of related costs. • Interchange Income: Fees earned on card transactions depend upon the volume of activity, as well as the fees permitted by the payment network. Such fees are recognized by the Company upon fulfilling its performance obligation to approve the card transaction. Treasury Stock: The Company's repurchase of shares of its common stock are recorded at cost as treasury stock and result in a reduction of shareholders' equity. Activity in treasury stock represents shares traded to offset employee payroll taxes on vested shares. Shares held in treasury are used for employee share purchases through the Company's stock purchase plan. Stock-Based Compensation: The stock option plans are accounted for under ASC Topic 718 - Compensation - Stock Compensation and the fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model with market assumptions. This amount is amortized on a straight-line basis over the vesting period, generally 5 years. For restricted stock awards, which generally vest based on continued service with the Company, the deferred compensation is measured as the fair value of the shares on the date of grant, and the deferred compensation is amortized as salaries and employee benefits in accordance with the applicable vesting schedule, generally straight-line over three years . Some shares vest based upon the Company achieving certain performance goals and salary amortization expense is based on an estimate of the most likely results on a straight line basis. The Company accounts for forfeitures as they occur. Income Taxes : The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are determined based on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and their related tax bases and are measured using the enacted tax rates and laws that are in effect. A valuation allowance is recognized for a deferred tax asset if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. The effect on deferred tax assets and liabilities of a change in rates is recognized as income or expense in the period in which the change occurs. Note 2 - Earnings Per Share Basic earnings per share are computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during each period. Diluted earnings per share are based on the weighted-average number of common shares outstanding during each period, plus common share equivalents calculated for stock options and performance restricted stock outstanding using the treasury stock method. In 2021 no options to purchase shares of the Company's common stock were antidilutive. In 2020 and 2019, options to purchase 508,000 , and 491,000 shares, respectively, were antidilutive and accordingly were excluded in determining diluted earnings per share. 88 For the Year Ended December 31, (In thousands, except per share data) 2021 2020 2019 Basic earnings per share Net Income $ 124,403 $ 77,764 $ 98,739 Total weighted average common stock outstanding 56,586 53,502 51,449 Net income per share $ 2.20 $ 1.45 $ 1.92 Diluted earnings per share Net Income $ 124,403 $ 77,764 $ 98,739 Total weighted average common stock outstanding 56,586 53,502 51,449 Add: Dilutive effect of employee restricted stock and stock options (See “Note 10 - Employee Benefits and Stock Compensation”) 502 428 580 Total weighted average diluted stock outstanding 57,088 53,930 52,029 Net income per share $ 2.18 $ 1.44 $ 1.90 Net income has not been allocated to unvested restricted stock awards that are participating securities because the amounts that would be allocated are not material to net income per share of common stock. Unvested restricted stock awards that are participating securities represent less than one percent of all of the outstanding shares of common stock for each of the periods presented. 89 Note 3 - Securities The amortized cost, gross unrealized gains and losses and fair value of available-for-sale and held-to-maturity securities at December 31, 2021 and December 31, 2020 are summarized as follows: December 31, 2021 (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Available-for-Sale Debt Securities U.S. Treasury securities and obligations of U.S. government agencies $ 6,466 $ 316 $ ( 3 ) $ 6,779 Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities 1,234,721 8,308 ( 20,309 ) 1,222,720 Private mortgage-backed securities and collateralized mortgage obligations 88,096 1,091 ( 420 ) 88,767 Collateralized loan obligations 292,751 63 ( 124 ) 292,690 Obligations of state and political subdivisions 31,624 1,740 ( 1 ) 33,363 Totals $ 1,653,658 $ 11,518 $ ( 20,857 ) $ 1,644,319 Held-to-Maturity Debt Securities Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities $ 638,640 $ 3,828 $ ( 15,070 ) $ 627,398 Totals $ 638,640 $ 3,828 $ ( 15,070 ) $ 627,398 December 31, 2020 (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Available-for-Sale Debt Securities U.S. Treasury securities and obligations of U.S. government agencies $ 8,250 $ 528 $ ( 1 ) $ 8,777 Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities 1,038,437 23,457 ( 1,240 ) 1,060,654 Private mortgage-backed securities and collateralized mortgage obligations 89,284 2,131 ( 210 ) 91,205 Collateralized loan obligations 202,563 279 ( 647 ) 202,195 Obligations of state and political subdivisions 33,005 2,321 — 35,326 Totals $ 1,371,539 $ 28,716 $ ( 2,098 ) $ 1,398,157 Held-to-Maturity Debt Securities Mortgage-backed securities of U.S. government-sponsored entities $ 184,484 $ 7,818 $ ( 123 ) $ 192,179 Totals $ 184,484 $ 7,818 $ ( 123 ) $ 192,179 Debt securities with a fair value of $ 102.1 million were sold during 2021, with gross gains of $ 0.3 million and gross losses of $ 0.6 million. During 2020, debt securities with a fair value of $ 96.7 million were sold with gross gains of $ 2.4 million and gross losses of $ 1.3 million. Debt securities with a fair value of $ 202.7 million were sold during 2019, with gross gains of $ 2.9 million and gross losses of $ 1.8 million. Also included in “Securities gains (losses) net” is a decrease of $ 0.2 million in 2021 and increases of $ 0.1 million and $ 0.2 million in 2020 and 2019, respectively, in the value of an investment in shares of a mutual fund that invests in CRA-qualified debt securities. During the first quarter of 2021, the Company reclassified debt securities with an amortized cost of $ 210.8 million from available-for-sale to held-to-maturity, as it has the ability and intent to hold these securities to maturity. These securities had net 90 unrealized gains of $ 0.8 million at the date of transfer, which will continue to be reported in accumulated other comprehensive income, and will be amortized over the remaining life of the securities as an adjustment of yield. The effect on interest income of the amortization of net unrealized gains is offset by the amortization of the premium on the securities transferred. At December 31, 2021, debt securities with a fair value of $ 421.4 million were pledged primarily as collateral for public deposits and secured borrowings. The amortized cost and fair value of securities at December 31, 2021, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because prepayments of the underlying collateral for these securities may occur, due to the right to call or repay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are shown separately. Held-to-Maturity Available-for-Sale (In thousands) Amortized Cost Fair Value Amortized Cost Fair Value Due in less than one year $ — $ — $ 2,174 $ 2,210 Due after one year through five years — — 14,017 14,841 Due after five years through ten years — — 7,041 7,341 Due after ten years — — 14,858 15,750 — — 38,090 40,142 Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities 638,640 627,398 1,234,721 1,222,720 Private mortgage-backed securities and collateralized mortgage obligations — — 88,096 88,767 Collateralized loan obligations — — 292,751 292,690 Totals $ 638,640 $ 627,398 $ 1,653,658 $ 1,644,319 The estimated fair value of a security is determined based on market quotations when available or, if not available, by using quoted market prices for similar securities, pricing models or discounted cash flows analyses, using observable market data where available. The tables below indicate the fair value of available-for-sale debt securities with unrealized losses for which no allowance for credit losses has been recorded. December 31, 2021 Less than 12 months 12 months or longer Total (In thousands) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. Treasury securities and obligations of U.S. government agencies $ 97 $ ( 1 ) $ 245 $ ( 2 ) $ 342 $ ( 3 ) Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities 955,881 ( 19,575 ) 11,953 ( 734 ) 967,834 ( 20,309 ) Private mortgage-backed securities and collateralized mortgage obligations 33,640 ( 173 ) 9,628 ( 247 ) 43,268 ( 420 ) Collateralized loan obligations 123,202 ( 81 ) 9,461 ( 43 ) 132,663 ( 124 ) Obligations of state and political subdivisions 499 ( 1 ) — — 499 ( 1 ) Totals $ 1,113,319 $ ( 19,831 ) $ 31,287 $ ( 1,026 ) $ 1,144,606 $ ( 20,857 ) 91 December 31, 2020 Less than 12 months 12 months or longer Total (In thousands) Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. Treasury securities and obligations of U.S. government agencies $ — $ — $ 256 $ ( 1 ) $ 256 $ ( 1 ) Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities 203,405 ( 1,218 ) 569 ( 22 ) 203,974 ( 1,240 ) Private mortgage-backed securities and collateralized mortgage obligations 23,997 ( 210 ) — — 23,997 ( 210 ) Collateralized loan obligations 104,697 ( 102 ) 72,513 ( 545 ) 177,210 ( 647 ) Totals $ 332,099 $ ( 1,530 ) $ 73,338 $ ( 568 ) $ 405,437 $ ( 2,098 ) At December 31, 2021, the Company had unrealized losses of $ 20.3 million on mortgage-backed securities and collateralized mortgage obligations issued by government-sponsored entities having a fair value of $ 967.8 million. These securities are either explicitly or implicitly guaranteed by the U.S. Government and have a long history of no credit losses. The implied government guarantee of principal and interest payments and the high credit rating of the portfolio provide sufficient basis for the current expectation that there is no risk of loss if default were to occur. Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality, and expects to recover the entire amortized cost basis of these securities. Therefore, at December 31, 2021, no allowance for credit losses has been recorded. At December 31, 2021, the Company had $ 0.4 million of unrealized losses on private label residential and commercial mortgage-backed securities and collateralized mortgage obligations having a fair value of $ 43.3 million. The collateral underlying these mortgage investments is primarily residential commercial real estate. The securities have average credit support of 23 %. Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality, and expects to recover the entire amortized cost basis of these securities. Therefore, at December 31, 2021, no allowance for credit losses has been recorded. At December 31, 2021, the Company had $ 0.1 million of unrealized losses in uncapped 3-month LIBOR floating rate collateralized loan obligations (“CLOs”) having a fair value of $ 132.7 million. CLOs are special purpose vehicles and those in which the Company has invested acquire nearly all first-lien, broadly syndicated corporate loans across a diversified band of industries while providing support to senior tranche investors. As of December 31, 2021, all positions held by the Company are in AAA and AA tranches, with average credit support of 37 % and 25 % respectively. The Company evaluates the securities for potential credit losses by modeling expected loan-level defaults, recoveries, and prepayments for each CLO security. Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movement and not changes in credit quality, and expects to recover the entire amortized cost basis of these securities. Therefore, at December 31, 2021, no allowance for credit losses has been recorded. All HTM debt securities are issued by government-sponsored entities, which are either explicitly or implicitly guaranteed by the U.S. government and have a long history of no credit losses. While the potential for default on these securities may be something greater than zero, the long history with no credit losses, the implied government guarantee of principal and interest payments and the high credit rating of the HTM portfolio provide sufficient basis for the current expectation that there is no risk of loss if default were to occur. As a result, as of December 31, 2021, no allowance for credit losses has been recorded. Included in Other Assets at December 31, 2021 is $ 34.4 million of Federal Home Loan Bank and Federal Reserve Bank stock stated at par value. The Company has not identified events or changes in circumstances which may have a significant adverse effect on the fair value of these cost method investment securities. Accrued interest receivable on AFS and HTM debt securities of $ 3.4 million and $ 1.0 million, respectively, at December 31, 2021, and $ 3.2 million and $ 0.4 million, respectively, at December 31, 2020, is included in Other Assets. Also included in Other Assets is an investment in a CRA-qualified mutual fund carried at fair value of $ 9.3 million and $ 6.5 million at December 31, 2021 and December 31, 2020, respectively. The Company holds 11,330 shares of Visa Class B stock which, following resolution of Visa litigation, will be converted to Visa Class A shares. Under the current conversion ratio that became effective December 29, 2021, the Company would receive 1.6181 shares of Class A stock for each share of Class B stock for a total of 18,333 shares of Visa Class A stock. The ownership 92 of Visa stock is related to prior ownership in Visa's network, while Visa operated as a cooperative. This ownership is recorded in the Company's financial records at zero basis. Note 4 - Loans Loans held for investment are categorized into the following segments: • Construction and land development: Loans are extended to both commercial and consumer customers which are collateralized by and for the purpose of funding land development and construction projects, including 1-4 family residential construction, multi-family property, non-farm residential property, and various commercial purpose properties where the primary source of repayment is from proceeds of the sale, refinancing or permanent financing of the property. • Commercial real estate - owner-occupied: Loans are extended to commercial customers for the purpose of acquiring real estate to be occupied by the borrower's business. These loans are collateralized by the subject property and the repayment of these loans is largely dependent on the performance of the company occupying the property. • Commercial real estate - non owner-occupied: Loans are extended to commercial customers for the purpose of acquiring commercial property where occupancy by the borrower is not their primary intent. These loans are viewed primarily as cash flow loans, collateralized by the subject property, and the repayment of these loans is largely dependent on rental income from the successful operation of the property. • Residential real estate: Loans are extended to consumer customers and collateralized primarily by 1-4 family residential properties and include fixed and variable rate mortgages, home equity mortgages, and home equity lines of credit. Loans are primarily written based on conventional loan agency guidelines, including loans that exceed agency value limitations. Sources of repayment may be from the occupant of the residential property or from cash flows on rental income from the successful operation of the property. • Commercial and financial: Loans are extended to commercial customers. The purpose of the loans can be working capital, physical asset expansion, asset acquisition or other business purposes. Loans may be collateralized by assets owned by the borrower or the borrower's business. Commercial loans are based primarily on the historical and projected cash flow of the borrower's business and secondarily on the capacity of credit enhancements, guarantees and underlying collateral provided by the borrower. • Consumer: Loans are extended to consumer customers. The segment includes both installment loans and lines of credit which may be collateralized or non-collateralized. • Paycheck Protection Program (“PPP”): Loans originated under a temporary program established by the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), and extended by the Economic Aid Act. Under the terms of the program, balances may be forgiven if the borrower uses the funds in a manner consistent with the program guidelines, and repayment is guaranteed by the U.S. government. The following tables present net loan balances by segment as of: December 31, 2021 (In thousands) Portfolio Loans Acquired Non-PCD Loans PCD Loans Total Construction and land development $ 199,341 $ 31,438 $ 45 $ 230,824 Commercial real estate - owner occupied 983,517 186,812 27,445 1,197,774 Commercial real estate - non-owner occupied 1,278,180 382,554 75,705 1,736,439 Residential real estate 1,261,306 156,957 7,091 1,425,354 Commercial and financial 968,318 84,395 16,643 1,069,356 Consumer 169,507 4,658 10 174,175 Paycheck Protection Program 69,503 21,604 — 91,107 Totals $ 4,929,672 $ 868,418 $ 126,939 $ 5,925,029 93 December 31, 2020 (In thousands) Portfolio Loans Acquired Non-PCD Loans PCD Loans Total Construction and land development $ 216,420 $ 26,250 $ 2,438 $ 245,108 Commercial real estate - owner occupied 854,769 247,090 39,451 1,141,310 Commercial real estate - non-owner occupied 1,043,459 323,273 29,122 1,395,854 Residential real estate 1,155,914 176,105 10,609 1,342,628 Commercial and financial 743,846 94,627 16,280 854,753 Consumer 181,797 6,660 278 188,735 Paycheck Protection Program 515,532 51,429 — 566,961 Totals $ 4,711,737 $ 925,434 $ 98,178 $ 5,735,349 The amortized cost basis of loans at December 31, 2021 included net deferred costs of $ 31.0 million on non-PPP portfolio loans and net deferred fees of $ 2.4 million on PPP loans. At December 31, 2020, the amortized cost basis included net deferred costs of $ 22.6 million on non-PPP portfolio loans and net deferred fees of $ 9.5 million on PPP loans. At December 31, 2021, the remaining fair value adjustments on acquired loans were $ 23.1 million, or 2.3 % of the outstanding acquired loan balances, compared to $ 30.2 million, or 2.9 % of the acquired loan balances at December 31, 2020. These amounts are accreted into interest income over the remaining lives of the related loans on a level yield basis. Accrued interest receivable is included within Other Assets and was $ 14.7 million and $ 25.8 million at December 31, 2021 and December 31, 2020, respectively. Loans to directors and executive officers totaled $ 0.6 million and $ 1.1 million at December 31, 2021 and 2020, respectively. Two new loans were originated to directors or officers in 2021. 94 The following table presents the status of net loan balances as of December 31, 2021 and December 31, 2020. Loans on short-term payment deferral at the reporting date are reported as current. December 31, 2021 (In thousands) Current Accruing 30-59 Days Past Due Accruing 60-89 Days Past Due Accruing Greater Than 90 Days Nonaccrual Total Portfolio Loans Construction and land development $ 199,087 $ — $ — $ — $ 254 $ 199,341 Commercial real estate - owner occupied 982,804 — — — 713 983,517 Commercial real estate - non-owner occupied 1,276,582 — — — 1,598 1,278,180 Residential real estate 1,248,160 3,457 143 — 9,546 1,261,306 Commercial and financial 963,828 851 41 — 3,598 968,318 Consumer 168,791 565 23 15 113 169,507 Paycheck Protection Program 1 69,434 — — 69 — 69,503 Total Portfolio Loans 4,908,686 4,873 207 84 15,822 4,929,672 Acquired Non-PCD Loans Construction and land development 31,438 — — — — 31,438 Commercial real estate - owner occupied 186,652 — 160 — — 186,812 Commercial real estate - non-owner occupied 381,510 — — — 1,044 382,554 Residential real estate 154,981 182 — — 1,794 156,957 Commercial and financial 84,180 — 40 — 175 84,395 Consumer 4,082 135 — — 441 4,658 Paycheck Protection Program 1 21,567 — — 37 — 21,604 Total Acquired Non-PCD Loans 864,410 317 200 37 3,454 868,418 PCD Loans Construction and land development 40 — — — 5 45 Commercial real estate - owner occupied 24,192 — — — 3,253 27,445 Commercial real estate - non-owner occupied 72,442 — — — 3,263 75,705 Residential real estate 5,386 — — — 1,705 7,091 Commercial and financial 13,547 — — — 3,096 16,643 Consumer 10 — — — — 10 Total PCD Loans 115,617 — — — 11,322 126,939 Total Loans $ 5,888,713 $ 5,190 $ 407 $ 121 $ 30,598 $ 5,925,029 1 Paycheck Protection Program loans are not reflected as past due when forgiveness applications are being processed by the SBA. Repayment of principal and interest is fully guaranteed by the U.S. government. 95 December 31, 2020 (In thousands) Current Accruing 30-59 Days Past Due Accruing 60-89 Days Past Due Accruing Greater Than 90 Days Nonaccrual Total Portfolio Loans Construction and land development $ 216,262 $ — $ — $ — $ 158 $ 216,420 Commercial real estate - owner occupied 851,222 1,076 — — 2,471 854,769 Commercial real estate - non-owner occupied 1,041,306 — — — 2,153 1,043,459 Residential real estate 1,142,893 3,002 1,427 61 8,531 1,155,914 Commercial and financial 737,362 135 1,967 — 4,382 743,846 Consumer 180,879 203 138 2 575 181,797 Paycheck Protection Program 515,532 — — — — 515,532 Total Portfolio Loans 4,685,456 4,416 3,532 63 18,270 4,711,737 Acquired Non-PCD Loans Construction and land development 26,250 — — — — 26,250 Commercial real estate - owner occupied 244,486 — — — 2,604 247,090 Commercial real estate - non-owner occupied 322,264 — — — 1,009 323,273 Residential real estate 171,507 1,605 104 — 2,889 176,105 Commercial and financial 93,223 216 — — 1,188 94,627 Consumer 6,640 20 — — — 6,660 Paycheck Protection Program 51,429 — — — — 51,429 Total Acquired Non-PCD Loans 915,799 1,841 104 — 7,690 925,434 PCD Loans Construction and land development 2,429 — — — 9 2,438 Commercial real estate - owner occupied 36,345 — — — 3,106 39,451 Commercial real estate - non-owner occupied 24,200 — — — 4,922 29,122 Residential real estate 9,537 — — — 1,072 10,609 Commercial and financial 15,121 125 — — 1,034 16,280 Consumer 271 — — — 7 278 Total PCD Loans 87,903 125 — — 10,150 98,178 Total Loans $ 5,689,158 $ 6,382 $ 3,636 $ 63 $ 36,110 $ 5,735,349 All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. Interest subsequently received on such loans is accounted for under the cost-recovery method, whereby interest income is not recognized until the loan balance is reduced to zero. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current, and future payments are reasonably assured. The Company recognized $ 1.2 million, $ 0.9 million, and $ 1.3 million in interest income on nonaccrual loans during the years ended December 31, 2021, 2020, and 2019, respectively. The following tables present net balances of loans on nonaccrual status and the related allowance for credit losses, if any, as of: 96 December 31, 2021 (In thousands) Nonaccrual Loans With No Related Allowance Nonaccrual Loans With an Allowance Total Nonaccrual Loans Allowance for Credit Losses Construction and land development $ 37 $ 222 $ 259 $ 92 Commercial real estate - owner-occupied 2,976 990 3,966 419 Commercial real estate - non-owner occupied 4,490 1,415 5,905 27 Residential real estate 12,358 687 13,045 357 Commercial and financial 2,676 4,193 6,869 2,384 Consumer 29 525 554 525 Totals $ 22,566 $ 8,032 $ 30,598 $ 3,804 December 31, 2020 (In thousands) Nonaccrual Loans With No Related Allowance Nonaccrual Loans With an Allowance Total Nonaccrual Loans Allowance for Credit Losses Construction and land development $ 148 $ 19 $ 167 $ 8 Commercial real estate - owner-occupied 7,893 288 8,181 287 Commercial real estate - non-owner occupied 5,666 2,418 8,084 1,640 Residential real estate 9,520 2,972 12,492 1,587 Commercial and financial 3,175 3,429 6,604 2,235 Consumer 222 360 582 75 Totals $ 26,624 $ 9,486 $ 36,110 $ 5,832 Collateral-Dependent Loans Loans are considered collateral-dependent when the repayment, based on the Company's assessment as of the reporting date, is expected to be provided substantially through the operation or sale of the underlying collateral and there are no other available and reliable sources of repayment. The following table presents collateral-dependent loans as of: (In thousands) December 31, 2021 December 31, 2020 Construction and land development $ 271 $ 189 Commercial real estate - owner-occupied 4,706 11,992 Commercial real estate - non-owner occupied 4,923 7,285 Residential real estate 16,334 16,652 Commercial and financial 8,741 11,198 Consumer 741 586 Totals $ 35,716 $ 47,902 Loans by Risk Rating The Company utilizes an internal asset classification system as a means of identifying problem and potential problem loans. The following classifications are used to categorize loans under the internal classification system: • Pass: Loans that are not problem loans or potential problem loans are considered to be pass-rated. • Special Mention: Loans that do not currently expose the Company to sufficient risk to warrant classification in the Substandard or Doubtful categories, but possess weaknesses that deserve management’s close attention are deemed to be Special Mention. • Substandard: Loans with the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. 97 • Substandard Impaired: Loans typically placed on nonaccrual and considered to be collateral-dependent or accruing TDRs. • Doubtful: Loans that have all the weaknesses inherent in those classified Substandard with the added characteristic that the weakness present makes collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. Some portion of the principal balance of loans classified as doubtful are likely to be charged off. 98 The following tables present the risk rating of loans by year of origination as of: December 31, 2021 (In thousands) 2021 2020 2019 2018 2017 Prior Revolving Total Construction and Land Development Risk Ratings: Pass $ 94,318 $ 23,860 $ 38,058 $ 25,507 $ 3,995 $ 15,466 $ 29,349 $ 230,553 Special Mention — — — — — — — — Substandard — — — — — — — — Substandard Impaired — — — 222 — 49 — 271 Doubtful — — — — — — — — Total 94,318 23,860 38,058 25,729 3,995 15,515 29,349 230,824 Commercial real estate - owner occupied Risk Ratings: Pass 205,404 154,432 179,786 132,353 125,763 363,986 10,005 1,171,729 Special Mention — 6,527 5,370 649 218 3,250 — 16,014 Substandard — — — — 3,290 1,610 — 4,900 Substandard Impaired — — 2,742 310 596 1,483 — 5,131 Doubtful — — — — — — — — Total 205,404 160,959 187,898 133,312 129,867 370,329 10,005 1,197,774 Commercial real estate - non-owner occupied Risk Ratings: Pass 395,308 207,824 298,021 186,339 110,990 460,435 6,477 1,665,394 Special Mention — — 844 — 289 13,850 — 14,983 Substandard — 4,776 3,009 23,206 1,900 17,266 — 50,157 Substandard Impaired — 1,044 1,849 — 326 2,686 — 5,905 Doubtful — — — — — — — — Total 395,308 213,644 303,723 209,545 113,505 494,237 6,477 1,736,439 Residential real estate Risk Ratings: Pass 394,547 114,364 90,566 119,836 118,556 213,950 354,439 1,406,258 Special Mention — — — 70 — 1,243 532 1,845 Substandard — 340 — — 58 422 86 906 Substandard Impaired — 149 724 39 4,415 8,507 2,511 16,345 Doubtful — — — — — — — — Total 394,547 114,853 91,290 119,945 123,029 224,122 357,568 1,425,354 Commercial and financial Risk Ratings: Pass 340,826 180,677 97,072 68,232 39,331 56,053 246,568 1,028,759 Special Mention 530 15,587 — 237 251 84 876 17,565 Substandard — 371 2,605 3,594 1,436 3,217 339 11,562 Substandard Impaired — 196 4,561 3,694 1,371 1,520 128 11,470 Doubtful — — — — — — — — Total 341,356 196,831 104,238 75,757 42,389 60,874 247,911 1,069,356 99 December 31, 2021 (In thousands) 2021 2020 2019 2018 2017 Prior Revolving Total Consumer Risk Ratings: Pass 45,063 31,342 26,194 17,300 9,979 16,019 25,418 171,315 Special Mention — 24 431 37 167 3 1,199 1,861 Substandard — — 18 — 17 — 223 258 Substandard Impaired — — 92 23 74 118 434 741 Doubtful — — — — — — — — Total 45,063 31,366 26,735 17,360 10,237 16,140 27,274 174,175 Paycheck Protection Program Risk Ratings: Pass 87,036 4,071 — — — — — 91,107 Total 87,036 4,071 — — — — — 91,107 Consolidated Risk Ratings: Pass 1,562,502 716,570 729,697 549,567 408,614 1,125,909 672,256 5,765,115 Special Mention 530 22,138 6,645 993 925 18,430 2,607 52,268 Substandard — 5,487 5,632 26,800 6,701 22,515 648 67,783 Substandard Impaired — 1,389 9,968 4,288 6,782 14,363 3,073 39,863 Doubtful — — — — — — — — Total $ 1,563,032 $ 745,584 $ 751,942 $ 581,648 $ 423,022 $ 1,181,217 $ 678,584 $ 5,925,029 December 31, 2020 (In thousands) 2020 2019 2018 2017 2016 Prior Revolving Total Construction and Land Development Risk Ratings: Pass $ 62,107 $ 52,384 $ 46,067 $ 15,873 $ 7,335 $ 17,873 $ 35,324 $ 236,963 Special Mention 206 245 5,918 — — 1,449 — 7,818 Substandard — — — — — 51 — 51 Substandard Impaired — — — 37 — 239 — 276 Doubtful — — — — — — — — Total 62,313 52,629 51,985 15,910 7,335 19,612 35,324 245,108 Commercial real estate - owner occupied Risk Ratings: Pass 155,953 198,559 156,276 138,341 148,389 287,772 14,255 1,099,545 Special Mention 5,773 1,858 3,305 — 4,471 4,050 2 19,459 Substandard — — 4,709 1,955 5,508 — 12,172 Substandard Impaired — 3,151 747 1,362 — 4,874 — 10,134 Doubtful — — — — — — — — Total 161,726 203,568 160,328 144,412 154,815 302,204 14,257 1,141,310 Commercial real estate - non-owner occupied Risk Ratings: Pass 159,299 313,287 201,112 123,357 175,623 356,943 8,596 1,338,217 Special Mention — 431 9,487 7,580 10,240 114 — 27,852 100 Substandard — — 9,709 — 8,311 3,682 — 21,702 Substandard Impaired — 2,418 — — 125 5,540 — 8,083 Doubtful — — — — — — — — Total 159,299 316,136 220,308 130,937 194,299 366,279 8,596 1,395,854 Residential real estate Risk Ratings: Pass 96,819 144,329 204,077 205,046 160,612 159,742 350,502 1,321,127 Special Mention — — 33 720 — 966 479 2,198 Substandard 350 — — 896 — 1,452 100 2,798 Substandard Impaired 109 726 1,520 1,762 715 9,671 2,002 16,505 Doubtful — — — — — — — — Total 97,278 145,055 205,630 208,424 161,327 171,831 353,083 1,342,628 Commercial and financial Risk Ratings: Pass 214,774 146,511 103,769 60,782 39,692 53,758 204,304 823,590 Special Mention 71 946 965 5,612 67 635 209 8,505 Substandard 154 41 3,016 1,609 553 3,239 764 9,376 Substandard Impaired 317 4,595 3,199 2,292 2,074 704 81 13,262 Doubtful 1 — — — — — — 20 20 Total 215,316 152,093 110,949 70,295 42,386 58,336 205,378 854,753 Consumer Risk Ratings: Pass 46,476 43,143 30,433 18,937 21,880 9,488 15,089 185,446 Special Mention 58 27 14 41 42 21 1,854 2,057 Substandard — — — 42 4 151 228 425 Substandard Impaired 7 50 193 24 329 183 21 807 Doubtful — — — — — — — — Total 46,541 43,220 30,640 19,044 22,255 9,843 17,192 188,735 Paycheck Protection Program Risk Ratings: Pass 566,961 — — — — — — 566,961 Total 566,961 — — — — — — 566,961 Consolidated Risk Ratings: Pass 1,302,389 898,213 741,734 562,336 553,531 885,576 628,070 5,571,849 Special Mention 6,108 3,507 19,722 13,953 14,820 7,235 2,544 67,889 Substandard 504 41 12,725 7,256 10,823 14,083 1,092 46,524 Substandard Impaired 433 10,940 5,659 5,477 3,243 21,211 2,104 49,067 Doubtful 1 — — — — — — 20 20 Total $ 1,309,434 $ 912,701 $ 779,840 $ 589,022 $ 582,417 $ 928,105 $ 633,830 $ 5,735,349 1 Loans classified as doubtful were fully reserved as of December 31, 2020. Loans Modified in Connection with COVID-19 Pandemic The CARES Act, which was signed into law on March 27, 2020 and amended by the Consolidated Appropriations Act on December 27, 2020, encouraged financial institutions to practice prudent efforts to work with borrowers financially impacted by the COVID-19 pandemic by providing an option to exclude from TDR consideration certain loan modifications that might otherwise be categorized as TDRs under ASC 310-40. This option was available for modifications that were deemed to be COVID-related, where the borrower was not more than 30 days past due on December 31, 2019, and the modification was 101 executed between March 1, 2020 and the earlier of (i) January 1, 2022 or (ii) 60 days after the end of the COVID-19 national emergency. Federal banking regulators issued similar guidance that also allowed lenders to conclude that short-term modifications for borrowers affected by the pandemic should not be considered TDRs if the borrower was current at the time of modification. Seacoast provided financially impacted borrowers with loan accommodations, primarily consisting of payment deferrals of up to six months. At its peak on June 30, 2020, loans on deferral represented $ 1.1 billion, or 21 % of total non-PPP loans. In the second half of 2020, the large majority of these borrowers successfully resumed making contractual payments, and the level of loans with accommodations decreased to $ 74.1 million, or 1 % of total non-PPP loans at December 31, 2020, and to $ 1.2 million, or 0.02 % of total non-PPP loans as of December 31, 2021. Troubled Debt Restructured Loans The Company’s TDR concessions granted to certain borrowers generally do not include forgiveness of principal balances, but may include interest rate reductions, an extension of the amortization period and/or converting the loan to interest only for a limited period of time. Loan modifications are not reported in calendar years after modification if the loans were modified at an interest rate equal to the yields of new loan originations with comparable risk and the loans are performing based on the terms of the restructuring agreements. The following table presents loans that were modified in a troubled debt restructuring during the years ended: (In thousands) Number of Contracts Pre-Modification Outstanding Recorded Investment Post-Modification Outstanding Recorded Investment At December 31, 2021: Construction and land development — $ — $ — Commercial real estate - owner-occupied — — — Commercial real estate - non owner-occupied — — — Residential real estate 5 261 261 Commercial and financial 3 457 457 Consumer 4 84 84 Totals 12 $ 802 $ 802 At December 31, 2020: Construction and land development — $ — $ — Commercial real estate - owner-occupied — — — Commercial real estate - non owner-occupied Residential real estate 2 150 150 Commercial and financial 4 437 437 Consumer 4 112 112 Totals 10 $ 699 $ 699 At December 31, 2019: Construction and land development — $ — $ — Commercial real estate 2 2,166 2,166 Commercial real estate - non owner-occupied — — — Residential real estate 3 1,193 1,193 Commercial and financial 3 1,326 1,326 Consumer 1 19 19 Totals 9 $ 4,704 $ 4,704 The TDRs described above resulted in a specific allowance for credit losses of $ 0.2 million as of December 31, 2021, and $ 0.2 million in specific allowance for credit losses as of December 31, 2020. During the year ended December 31, 2021 there 102 were three defaults totaling $ 0.2 million on loans that had been modified in TDRs within the preceding twelve months. During the year ended December 31, 2020, there were no defaults on loans that had been modified in TDRs within the preceding twelve months. The Company considers a loan to have defaulted when it becomes 90 days or more delinquent under the modified terms, has been transferred to nonaccrual status, is charged off or has been transferred to other real estate owned. For loans measured based on the present value of expected future cash flows, $ 16 thousand, $ 0.1 million, and $ 0.1 million for the years ended December 31, 2021, 2020, and 2019, respectively, was included in interest income and represents the change in present value attributable to the passage of time. 103 Note 5 - Allowance for Credit Losses Activity in the allowance for credit losses is summarized as follows: For the Year Ended December 31, 2021 (In thousands) Beginning Balance Initial Allowance on PCD Loans Acquired During the Period Provision for Loan Losses Charge- Offs Recoveries TDR Allowance Adjustments Ending Balance Construction and land development $ 4,920 $ — $ ( 2,300 ) $ — $ 133 $ ( 2 ) $ 2,751 Commercial real estate - owner occupied 9,868 — ( 1,289 ) — — — 8,579 Commercial real estate - non-owner occupied 38,266 1,327 ( 1,664 ) ( 1,327 ) 15 — 36,617 Residential real estate 17,500 — ( 5,822 ) ( 57 ) 1,196 ( 6 ) 12,811 Commercial and financial 18,690 1,719 2,292 ( 3,987 ) 1,030 — 19,744 Consumer 3,489 — ( 638 ) ( 727 ) 697 ( 8 ) 2,813 Paycheck Protection Program — — — — — — — Total $ 92,733 $ 3,046 $ ( 9,421 ) $ ( 6,098 ) $ 3,071 $ ( 16 ) $ 83,315 For the Year Ended December 31, 2020 (In thousands) Beginning Balance Impact of Adoption of ASC 326 Initial Allowance on PCD Loans Acquired During the Period Provision for Credit Losses 1 Charge- Offs Recoveries TDR Allowance Adjustments Ending Balance Construction and land development $ 1,842 $ 1,479 $ 87 $ 1,399 $ — $ 114 $ ( 1 ) $ 4,920 Commercial real estate - owner occupied 5,361 80 1,161 3,632 ( 310 ) 18 ( 74 ) 9,868 Commercial real estate - non-owner occupied 7,863 9,341 2,236 18,966 ( 177 ) 37 — 38,266 Residential real estate 7,667 5,787 124 3,840 ( 240 ) 350 ( 28 ) 17,500 Commercial and financial 9,716 3,677 2,643 8,329 ( 7,091 ) 1,416 — 18,690 Consumer 2,705 862 28 1,613 ( 2,024 ) 316 ( 11 ) 3,489 Paycheck Protection Program — — — — — — — — Total $ 35,154 $ 21,226 $ 6,279 $ 37,779 $ ( 9,842 ) $ 2,251 $ ( 114 ) $ 92,733 1 In addition, the Company recorded a $ 0.4 million provision to establish a valuation allowance on accrued interest receivable. For the Year Ended December 31, 2019 (In thousands) Beginning Balance Provision for Loan Losses Charge- Offs Recoveries TDR Allowance Adjustments Ending Balance Construction and land development $ 2,233 $ ( 421 ) $ — $ 31 $ ( 1 ) $ 1,842 Commercial real estate 11,112 1,677 ( 248 ) 744 ( 61 ) 13,224 Residential real estate 7,775 ( 231 ) ( 152 ) 338 ( 63 ) 7,667 Commercial and financial 8,585 7,969 ( 7,550 ) 712 — 9,716 Consumer 2,718 2,005 ( 2,609 ) 595 ( 4 ) 2,705 Total $ 32,423 $ 10,999 $ ( 10,559 ) $ 2,420 $ ( 129 ) $ 35,154 Management establishes the allowance using relevant available information from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts to project losses over a three-year forecast period. Forecast data is sourced primarily from Moody’s Analytics, a firm widely recognized for its research, analysis, and economic 104 forecasts. For portfolio segments with a weighted average life longer than three years, the Company reverts to longer-term historical loss experience to estimate losses over the remaining life of the loans within each segment. Historical credit losses provide the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency level, loan to value ratios, borrower credit characteristics, loan seasoning or term as well as for changes in current and forecasted environmental conditions, such as changes in unemployment rates, property values, occupancy rates, and other macroeconomic metrics. As of December 31, 2021, the Company utilized Moody’s most recent “U.S. Macroeconomic Outlook Baseline” scenario and considered the uncertainty associated with the assumptions in the Baseline scenario, including the potential for recurring COVID-19 infections, including from variants, actions contemplated by the Federal Reserve to address inflation through changes in monetary policy, and the resulting potential impact on the progress of the economic recovery. Outcomes in any or all of these factors could differ from the Baseline scenario, and the Company incorporated qualitative considerations reflecting the risk of uncertain economic conditions, and for additional dimensions of risk not captured in the quantitative model. In the Construction and Land Development segment, the decrease in reserves during the year reflects lower loan balances and improved economic variables relating to residential real estate and consumer confidence. In this segment, the primary source of repayment is typically from proceeds of the sale, refinancing, or permanent financing of the underlying property; therefore, industry and collateral type and estimated collateral values are among the relevant factors in assessing expected losses. In the Commercial Real Estate - Owner-Occupied segment, increases in the allowance resulting from loan growth were offset by the impact of improved economic variables primarily relating to unemployment. Risk characteristics include but are not limited to, collateral type, note structure, and loan seasoning. In the Commercial Real Estate - Non Owner-Occupied segment, the decrease in reserves reflects improved economic forecast variables including lower unemployment, partially offset by higher loan balances. Repayment is often dependent upon rental income from the successful operation of the underlying property. Loan performance may be adversely affected by general economic conditions or conditions specific to the real estate market, including property types. Collateral type, note structure, and loan seasoning are among the risk characteristics analyzed for this segment. The Residential Real Estate segment includes first mortgages secured by residential property, and home equity lines of credit. The decrease in reserves reflects the impact of improved economic forecast variables including lower unemployment partially offset by higher loan balances. Risk characteristics considered for this segment include, but are not limited to, borrower FICO score, lien position, loan to value ratios, and loan seasoning. In the Commercial and Financial segment, borrowers are primarily small to medium sized professional firms and other businesses, and loans are generally supported by projected cash flows of the business, collateralized by business assets, and/or guaranteed by the business owners. The increase in reserves is attributed to higher loan balances partially offset by improved economic variables primarily relating to unemployment. Industry, collateral type, estimated collateral values and loan seasoning are among the relevant factors in assessing expected losses. Consumer loans include installment and revolving lines, loans for automobiles, boats, and other personal or family purposes. Risk characteristics considered for this segment include, but are not limited to, collateral type, loan to value ratios, loan seasoning and FICO score. The decline in the reserve during the year reflects improved economic forecast variables and lower loan balances. Balances outstanding under the Paycheck Protection Program are guaranteed by the U.S. government and have not been assigned a reserve. The allowance for credit losses is comprised of specific allowances for loans individually evaluated and general allowances for loans grouped into loan pools based on similar characteristics, which are collectively evaluated. The Company’s loan portfolio and related allowance at December 31, 2021 and 2020 is shown in the following tables. 105 December 31, 2021 Individually Evaluated Collectively Evaluated Total (In thousands) Recorded Investment Associated Allowance Recorded Investment Associated Allowance Recorded Investment Associated Allowance Construction and land development $ 271 $ 92 $ 230,553 $ 2,659 $ 230,824 $ 2,751 Commercial real estate - owner occupied 5,131 419 1,192,643 8,160 1,197,774 8,579 Commercial real estate - non-owner occupied 5,905 27 1,730,534 36,590 1,736,439 36,617 Residential real estate 16,345 646 1,409,009 12,165 1,425,354 12,811 Commercial and financial 11,470 2,885 1,057,886 16,859 1,069,356 19,744 Consumer 741 685 173,434 2,128 174,175 2,813 Paycheck Protection Program — — 91,107 — 91,107 — Total $ 39,863 $ 4,754 $ 5,885,166 $ 78,561 $ 5,925,029 $ 83,315 December 31, 2020 Individually Evaluated Collectively Evaluated Total (In thousands) Recorded Investment Associated Allowance Recorded Investment Associated Allowance Recorded Investment Associated Allowance Construction and land development $ 276 $ 13 $ 244,832 $ 4,907 $ 245,108 $ 4,920 Commercial real estate - owner occupied 10,243 402 1,131,067 9,466 1,141,310 9,868 Commercial real estate - non-owner occupied 8,083 1,640 1,387,771 36,626 1,395,854 38,266 Residential real estate 16,506 2,064 1,326,122 15,436 1,342,628 17,500 Commercial and financial 13,281 3,498 841,472 15,192 854,753 18,690 Consumer 807 91 187,928 3,398 188,735 3,489 Paycheck Protection Program — — 566,961 — 566,961 — Total $ 49,196 $ 7,708 $ 5,686,153 $ 85,025 $ 5,735,349 $ 92,733 Note 6 – Derivatives Back-to-Back Swaps The Company offers interest rate swaps when requested by customers to allow them to hedge the risk of rising interest rates on their variable rate loans. Upon entering into these swaps, the Company enters into offsetting positions with counterparties in order to minimize the interest rate risk. These back-to-back swaps qualify as freestanding financial derivatives with the fair values reported in Other Assets and Other Liabilities. The Company is party to master netting arrangements with its financial institution counterparties; however, the Company does not offset assets and liabilities under the arrangements for financial statement presentation purposes. Gains and losses on these back-to-back swaps, which offset, are recorded through noninterest income. No net gains or losses have been recognized to date on these instruments. As of December 31, 2021, the interest rate swaps had an aggregate notional value of $ 175.4 million, with a fair value of $ 8.0 million recorded in Other Assets and Other Liabilities. As of December 31, 2020, the interest rate swaps had an aggregate notional value of $ 182.4 million with a fair value of $ 13.3 million. The weighted average maturity was 6.7 years at December 31, 2021 and 7.5 years at December 31, 2020. Interest Rate Floors Designated as Cash Flow Hedges The Company has entered into interest rate floor contracts to mitigate exposure to the variability of future cash flows due to changes in interest rates on certain segments of its variable-rate loans. During 2020, the Company entered into two interest rate floor contracts, each with a notional amount of $ 150.0 million, maturing in October 2023 and November 2023. The Company considers these derivatives to be highly effective at achieving offsetting changes in cash flows attributable to changes in interest 106 rates and has designated them as cash flow hedges. Therefore, changes in the fair value of these derivative instruments are recognized in other comprehensive income. Amortization of the premium paid on cash flow hedges is recognized in earnings over the term of the hedge in the same caption as the hedged item. As of December 31, 2021 and 2020, the interest rate floors had a fair value of $ 0.3 million and $ 1.0 million, respectively, and are recorded in Other Assets in the consolidated balance sheet. For the years ended December 31, 2021 and 2020, the Company recognized losses through other comprehensive income of $ 0.7 million and $ 0.2 million, respectively, and reclassified $ 0.2 million and $ 18 thousand, respectively, out of accumulated other comprehensive income and into interest income. Over the next 12 months the Company expects to reclassify $ 0.4 million from accumulated other comprehensive income into interest income related to these agreements. (In thousands) Notional Amount Fair Value Balance Sheet Category December 31, 2021 Back-to-back swaps $ 175,392 $ 8,022 Other Assets and Other Liabilities Interest rate floors 300,000 290 Other Assets December 31, 2020 Back-to-back swaps $ 182,379 $ 13,339 Other Assets and Other Liabilities Interest rate floors 300,000 1,004 Other Assets Note 7 - Bank Premises and Equipment Bank premises and equipment consisted of the following: (In thousands) Cost Accumulated Depreciation & Amortization Net Carrying Value December 31, 2021 Premises (including land of $ 23,359 ) $ 95,810 $ ( 30,913 ) $ 64,897 Furniture and equipment 34,044 ( 26,537 ) 7,507 Total $ 129,854 $ ( 57,450 ) $ 72,404 December 31, 2020 Premises (including land of $ 22,586 ) $ 95,852 $ ( 28,999 ) $ 66,853 Furniture and equipment 38,375 ( 30,111 ) 8,264 Total $ 134,227 $ ( 59,110 ) $ 75,117 Note 8 - Goodwill and Acquired Intangible Assets The following table presents changes in the carrying amount of goodwill: For the Year Ended December 31, (In thousands) 2021 2020 2019 Beginning of year $ 221,176 $ 205,286 $ 204,753 Changes from business combinations 30,978 15,890 533 Total $ 252,154 $ 221,176 $ 205,286 The Company performs an analysis for goodwill impairment on an annual basis in the fourth quarter. Based on the analysis performed, the Company has concluded goodwill was not impaired during the periods presented. 107 Acquired intangible assets consist of core deposit intangibles (“CDI”), which are intangible assets arising from the purchase of deposits separately or from bank acquisitions. The change in balance for CDI is as follows: For the Year Ended December 31, (In thousands) 2021 2020 2019 Beginning of year $ 14,577 $ 18,305 $ 24,807 Acquired CDI, including measurement period adjustments 3,454 2,129 ( 676 ) Amortization expense ( 5,033 ) ( 5,857 ) ( 5,826 ) End of year $ 12,998 $ 14,577 $ 18,305 (In months) Remaining average amortization period for CDI 39 44 47 The gross carrying amount and accumulated amortization of the Company's CDI subject to amortization as of: December 31, 2021 December 31, 2020 (In thousands) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Core deposit intangible $ 41,596 $ ( 28,598 ) $ 38,144 $ ( 23,567 ) The annual amortization expense for the Company's CDI determined using the straight line method for each of the five years subsequent to December 31, 2021 is $ 4.8 million, $ 4.1 million, $ 1.5 million, $ 1.1 million and $ 0.9 million, respectively. The carrying value of servicing rights retained from the sale of the guaranteed portion of Small Business Administration (“SBA”) loans totaled $ 1.8 million and $ 2.2 million at December 31, 2021 and December 31, 2020, respectively. Note 9 - Borrowings A significant portion of the Company's short-term borrowings were comprised of securities sold under agreements to repurchase with overnight maturities: For the Year Ended December 31, (In thousands) 2021 2020 2019 Maximum amount outstanding at any month end $ 124,101 $ 119,609 $ 193,388 Weighted average interest rate at end of year 0.12 % 0.16 % 1.17 % Average amount outstanding $ 113,881 $ 84,514 $ 106,142 Weighted average interest rate during the year 0.12 % 0.33 % 1.35 % Securities sold under agreements to repurchase are accounted for as secured borrowings. For securities sold under agreements to repurchase, the Company would be obligated to provide additional collateral in the event of a significant decline in fair value of collateral pledged. Company securities pledged were as follows by collateral type and maturity as of: December 31, (In thousands) 2021 2020 2019 Fair value of pledged securities - overnight and continuous: Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities $ 134,577 $ 137,268 $ 94,354 The Company has available secured lines of credit of $ 1.6 billion, no ne of which was outstanding at December 31, 2021. 108 The following table summarizes the Company's junior subordinated debentures and related trust preferred and common equity securities as of December 31, 2021: (In thousands) Description Issuance Date Acquisition Date 1 Maturity Date Junior Subordinated Debt Trust Preferred Securities Common Equity Securities Contractual Interest Rate Interest Rate at December 31, 2021 SBCF Capital Trust I 3/31/2005 n/a 3/31/2035 $ 20,619 $ 20,000 $ 619 3 month LIBOR + 175 bps 1.97 % SBCF Statutory Trust II 12/16/2005 n/a 12/16/2035 20,619 20,000 619 3 month LIBOR + 133 bps 1.53 % SBCF Statutory Trust III 6/29/2007 n/a 6/15/2037 12,372 12,000 372 3 month LIBOR + 135 bps 1.55 % BANKshares, Inc. Statutory Trust I 12/19/2002 10/1/2014 12/26/2032 5,155 5,000 155 3 month LIBOR + 325 bps 3.47 % BANKshares, Inc. Statutory Trust II 3/17/2004 10/1/2014 3/17/2034 4,124 4,000 124 3 month LIBOR + 279 bps 3.01 % BANKshares, Inc. Capital Trust I 12/15/2005 10/1/2014 12/15/2035 5,155 5,000 155 3 month LIBOR + 139 bps 1.55 % Grand Bank Capital Trust I 10/29/2004 7/17/2015 10/29/2034 7,217 7,000 217 3 month LIBOR + 198 bps 2.11 % $ 75,261 $ 73,000 $ 2,261 1 Acquired junior subordinated debentures were recorded at their acquisition date fair values, which collectively was $ 5.6 million lower than face value; this amount is being amortized into interest expense over the remaining term to maturity. Interest on the trust preferred securities is calculated on the basis of 3-month LIBOR plus spread and is re-set quarterly. The trust preferred securities may be redeemed without penalty, upon approval of the Federal Reserve or upon occurrence of certain events affecting their tax or regulatory capital treatment. The proceeds of the offering of trust preferred securities and common equity securities were used by SBCF Capital Trust I and SBCF Statutory Trust II to purchase the $ 41.2 million junior subordinated deferrable interest notes issued by the Company, and by SBCF Statutory Trust III to purchase the $ 12.4 million junior subordinated deferrable interest notes issued by the Company, all of which have terms substantially similar to the trust preferred securities. The Company has the right to defer payments of interest on the notes at any time or from time to time at the Company's election. Interest can be deferred for a period not longer than five years. If the Company elects to defer interest, it may not, with certain exceptions, declare or pay any dividends or distributions on its capital stock or purchase or acquire any of its capital stock. As of December 31, 2021, 2020 and 2019, all interest payments on trust preferred securities were current. Distributions on the trust preferred securities are payable quarterly. The Company has entered into agreements to guarantee the payments of distributions on the trust preferred securities and payments of redemption of the trust preferred securities. Under these agreements, the Company also agrees, on a subordinated basis, to pay expenses and liabilities of the Trusts other than those arising under the trust preferred securities. The obligations of the Company under the junior subordinated notes, the trust agreement establishing the Trusts, the guarantees and agreements as to expenses and liabilities, in aggregate, constitute a full and conditional guarantee by the Company of the Trusts' obligations under the trust preferred securities. Note 10 - Employee Benefits and Stock Compensation The Company’s defined contribution plan covers substantially all employees after one year of service and includes a matching benefit for employees who can elect to defer a portion of their compensation. In addition, amounts of compensation contributed by employees are matched on a percentage basis under the plan. The Company's contributions to this plan charged to operations were $ 3.1 million in 2021, $ 2.8 million in 2020, and $ 2.4 million in 2019. The Company, through its Compensation and Governance Committee of the board of directors (the “Compensation Committee”), offers equity compensation to employees and non-employee directors of Seacoast and Seacoast Bank in the form 109 of various share-based awards, including stock options, restricted stock awards (“RSAs”), or restricted stock units (“RSUs”). The awards may vest over time, have certain performance based criteria, or both. Stock options are granted with an exercise price at least equal to the market price of the Company’s stock at the date of grant. The fair value of options granted is estimated on the date of grant using the Black-Scholes option-pricing model. Compensation cost is amortized on a straight-line basis over the vesting period. Vesting is determined by the Compensation Committee at the time of grant, generally over five years . The options have a maximum term of ten years . The fair value of RSAs and RSUs are estimated based on the price of the Company’s common stock on the date of grant. Compensation cost is measured straight-line for RSAs and ratably for RSUs over the vesting period of the awards and reversed for awards that are forfeited due to unfulfilled service or performance criteria. To the extent the Company has treasury shares available, stock options exercised or stock grants awarded may be issued from treasury shares. If treasury shares are insufficient, the Company can issue new shares. Vesting of share-based awards is immediately accelerated on death or disability of the recipient. The Compensation Committee may, at its discretion, accelerate vesting upon retirement or upon the event of a change-in-control. Awards are currently granted under the Seacoast 2021 Incentive Plan (“2021 Plan”), which shareholders approved on May 26, 2021 with 1,750,000 authorized shares for issuance, plus shares of underlying awards outstanding under the 2013 Incentive Plan (the “Prior Plan”) that thereafter terminate or expire unexercised or are cancelled, forfeited or lapse for any reason under the Prior Plan. The 2021 Plan was modified in August 2021 to authorize 356,497 shares for issuance related to options granted in the acquisition of Legacy Bank of Florida (“Legacy Bank”). The 2021 Plan expires on May 26, 2031. The 2021 Plan replaced the Prior Plan. Upon adoption of the 2021 Plan, no further awards were granted under the Prior Plan, which remains in effect only so long as awards granted thereunder remain outstanding. In 2021, as part of the Legacy Bank acquisition, 356,497 options were granted to replace outstanding Legacy Bank options. These options had a weighted average exercise price of $ 16.70 and were fully vested upon acquisition. In accordance with ASC Topic 805, Business Combinations , the value of the replacement awards associated with pre-combination service, $ 4.7 million, was considered purchase consideration, and the value of the replacement awards associated with post-combination service, $ 0.9 million, was recognized as compensation expense in 2021. The impact of share-based compensation on the Company’s financial results is presented below: For the Year Ended December 31, (In thousands) 2021 2020 2019 Share-based compensation expense 1 $ 8,685 $ 7,304 $ 7,244 Income tax benefit ( 2,067 ) ( 1,737 ) ( 1,723 ) 1 Excludes $ 0.9 million in 2021 associated with replacement options granted in the acquisition of Legacy Bank. The total unrecognized compensation cost and the weighted-average period over which unrecognized compensation cost is expected to be recognized related to non-vested share-based compensation arrangements at December 31, 2021 is presented below: (In thousands) Unrecognized Compensation Cost Weighted-Average Period Remaining (Years) Restricted stock awards $ 7,645 1.71 Restricted stock units 3,282 2.07 Stock options — — Total $ 10,927 1.82 Restricted Stock Awards RSAs are granted to various employees and vest over time, generally three years . Compensation cost of RSAs is based on the market value of the Company’s common stock at the date of grant and is recognized over the required service period on a straight-line basis. The Company’s accounting policy is to recognize forfeitures as they occur. A summary of the status of the Company’s non-vested RSAs as of December 31, 2021, and changes during the year then ended, is presented below: 110 Restricted Award Shares Weighted-Average Grant-Date Fair Value Non-vested at January 1, 2021 425,154 $ 20.03 Granted 218,695 35.08 Forfeited/Canceled ( 39,729 ) 21.72 Vested ( 205,416 ) 23.03 Non-vested at December 31, 2021 398,704 $ 26.68 Information regarding restricted stock awards during each of the following years is presented below: For the Year Ended December 31, 2021 2020 2019 Shares granted 218,695 379,869 157,861 Weighted-average grant date fair value $ 35.08 $ 18.36 $ 26.86 Fair value of awards vested 1 $ 4,731 $ 3,745 $ 4,128 1 Based on grant date fair value, in thousands Restricted Stock Units RSUs allow the grantee to earn 0 %- 225 % of the target award based on the Company's achievement of performance goals relating to average annual earnings per share growth and average annual return on average tangible equity relative to a group of peer companies, each measured over a three year period beginning with the year of grant. A summary of the status of the Company’s non-vested RSUs as of December 31, 2021, and changes during the year then ended, is presented below: Restricted Award Shares Weighted-Average Grant-Date Fair Value Non-vested at January 1, 2021 309,597 $ 23.54 Granted 103,073 35.24 Forfeited/Canceled ( 52,827 ) 25.83 Vested ( 74,622 ) 25.95 Non-vested at December 31, 2021 285,221 $ 26.71 Information regarding restricted stock units during each of the following years is presented below: For the Year Ended December 31, 2021 2020 2019 Shares granted 103,073 171,287 75,002 Weighted-average grant date fair value $ 35.24 $ 17.29 $ 30.02 Fair value of awards vested 1 $ 1,936 $ 2,962 $ 2,864 1 Based on grant date fair value, in thousands Stock Options The fair value of options granted is estimated on the date of grant using the Black-Scholes options-pricing model. In 2021, as part of the acquisition of Legacy Bank, the Company granted to each holder of Legacy Bank options, an option to purchase shares of Seacoast common stock on the same terms and conditions as the Legacy Bank option, with the number of shares and exercise price reflective of the conversion ratio specified in the merger agreement. The Company issued no stock options in 2020. 111 For the Year Ended December 31, 2021 2020 2019 Risk-free interest rates 0.12 % n/a 2.53 % Expected dividend yield 1.65 % n/a — % Expected volatility 36.87 % n/a 34.50 % Expected lives (years) 1.0 n/a 5.0 A summary of the Company’s stock options as of December 31, 2021, and changes during the year then ended, is presented below: Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (000s) Outstanding at January 1, 2021 839,884 $ 22.94 Granted 356,497 16.70 Exercised ( 384,035 ) 19.10 Forfeited ( 2,166 ) 18.65 Outstanding at December 31, 2021 810,180 $ 22.02 4.45 $ 10,829 Exercisable at December 31, 2021 810,180 $ 22.02 4.45 $ 10,829 The following table presents i nformation related to stock options during each of the following years: For the Year Ended December 31, 2021 2020 2019 Options granted 356,497 n/a 3,438 Weighted-average grant date fair value $ 16.70 n/a $ 28.42 Intrinsic value of stock options exercised, in thousands 5,808 830 277 The following table presents information related to stock options as of December 31, 2021: Range of Exercise Prices Options Outstanding Remaining Contractual Life (Years) Options Exercisable Weighted Average Exercise Price $ 5.88 to $ 14.82 300,299 2.2 300,299 $ 12.12 $ 15.80 to $ 28.69 331,814 5.5 331,814 26.09 $ 31.15 to $ 31.15 178,067 6.3 178,067 31.15 Total 810,180 4.5 810,180 $ 22.02 Employee Stock Purchase Plan The Employee Stock Purchase Plan (“ESPP”), as amended, was approved by shareholders on April 25, 1989, and additional shares were authorized for issuance by shareholders in 2009, 2013, and 2021. Under the ESPP, the Company is authorized to issue up to 800,000 common shares of the Company’s common stock to eligible employees of the Company. These shares may be purchased by employees at a price equal to 95 % of the fair market value of the shares on the purchase date. Employee contributions to the ESPP are made through payroll deductions. 2021 2020 2019 ESPP shares purchased 14,834 19,713 16,320 Weighted-average employee purchase price $ 32.43 $ 20.68 $ 25.39 112 Note 11 - Lease Commitments The Company is the lessee in various noncancellable operating leases for land, buildings, and equipment. Certain leases contain provisions for variable lease payments that are linked to the consumer price index. Lease cost consists of: For the Year Ended December 31, (In thousands) 2021 2020 2019 Operating lease cost $ 5,872 $ 5,738 $ 5,570 Variable lease cost 996 1,325 1,211 Short-term lease cost 564 497 715 Sublease income ( 601 ) ( 684 ) ( 618 ) Total lease cost $ 6,831 $ 6,876 $ 6,878 The following table provides supplemental information related to leases: As of and For the Year Ended December 31, (In thousands, except for weighted average data) 2021 2020 Operating lease right-of-use assets $ 35,256 $ 25,538 Operating lease liabilities 38,330 28,959 Cash paid during the year for amounts included in the measurement of operating lease liabilities 11,117 6,035 Right-of-use assets recorded during the year in exchange for new or renewed operating lease obligations 12,459 2,095 Right-of-use assets obtained during the year through bank acquisition 2,606 2,343 Weighted average remaining lease term for operating leases 8.3 years 8.5 years Weighted average discount rate for operating leases 4.25 % 4.62 % The Company’s lease agreements often include one or more options to renew at the Company’s discretion. If, at lease inception, the Company considers the exercising of a renewal option to be reasonably certain, the Company includes the extended term in the calculation of the lease liability. Maturities of lease liabilities as of December 31, 2021 are as follows: (In thousands) 2022 $ 6,597 2023 6,166 2024 6,032 2025 5,561 2026 4,869 Thereafter 15,505 Total undiscounted cash flows 44,730 Less: Net present value adjustment ( 6,400 ) Total $ 38,330 113 Note 12 - Income Taxes The provision for income taxes is as follows: For the Year Ended December 31, (In thousands) 2021 2020 2019 Current Federal $ 23,661 $ 21,688 $ 20,954 State 3,882 4,471 1,932 Deferred Federal 6,800 ( 2,697 ) 2,808 State ( 8 ) ( 644 ) 4,179 $ 34,335 $ 22,818 $ 29,873 The difference between the total expected tax expense (computed by applying the U.S. Federal tax rate of 21% to pretax income) and the reported income tax provision relating to income before income taxes is as follows: For the Year Ended December 31, (In thousands) 2021 2020 2019 Tax rate applied to income before income taxes $ 33,335 $ 21,122 $ 27,008 Increase (decrease) resulting from the effects of: Tax law change — ( 375 ) — Nondeductible acquisition costs 419 199 125 Tax exempt interest on loans, obligations of states and political subdivisions and bank owned life insurance ( 1,276 ) ( 1,110 ) ( 1,282 ) State income taxes ( 813 ) ( 804 ) ( 1,283 ) Tax credit investments ( 213 ) ( 72 ) ( 72 ) Stock compensation ( 1,239 ) ( 111 ) ( 698 ) Executive compensation disallowance 253 — — Other ( 5 ) 142 ( 36 ) Federal tax provision 30,461 18,991 23,762 State tax provision 3,874 3,827 6,111 Total income tax provision $ 34,335 $ 22,818 $ 29,873 114 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following is a summary of the significant components of the Company's deferred tax assets and liabilities as of: December 31, (In thousands) 2021 2020 Allowance for credit losses $ 22,686 $ 24,158 Other real estate owned 52 422 Accrued stock compensation 2,323 1,973 Federal tax loss carryforward 2,138 2,857 State tax loss carryforward 1,226 1,333 Lease liabilities 9,399 7,101 Net unrealized securities losses 2,287 — Deferred compensation 3,276 2,565 Accrued interest and fee income — 995 Other 477 38 Gross deferred tax assets 43,864 41,442 Less: Valuation allowance — — Deferred tax assets net of valuation allowance 43,864 41,442 Core deposit base intangible ( 3,134 ) ( 3,234 ) Accrued interest and fee income ( 1,660 ) — Net unrealized securities gains — ( 5,890 ) Premises and equipment ( 776 ) ( 534 ) Right of use assets ( 8,645 ) ( 6,262 ) Other ( 2,328 ) ( 1,893 ) Gross deferred tax liabilities ( 16,543 ) ( 17,813 ) Net deferred tax assets $ 27,321 $ 23,629 Included in the table above is the effect of temporary differences associated with the Company's investments in debt securities accounted for under ASC Topic 320, for which no deferred tax expense or benefit was recognized. These items are recorded as Accumulated Other Comprehensive Income in the shareholders' equity section of the consolidated balance sheet. In 2021, unrealized losses of $ 9.3 million resulted in a deferred tax asset of $ 2.3 million. In 2020, unrealized gains of $ 26.3 million resulted in a deferred tax liability of $ 5.9 million. At December 31, 2021, the Company's net deferred tax assets (“DTAs”) of $ 27.3 million consisted of $ 20.8 million of net U.S. federal DTAs and $ 6.5 million of net state DTAs. At December 31, 2020, the Company's net DTAs of $ 23.6 million consisted of $ 18.0 million of U.S. federal DTAs and $ 5.6 million of net state DTAs. Management assesses the necessity of a valuation allowance recorded against DTAs at each reporting period. The determination of whether a valuation allowance for net DTAs is appropriate is subject to considerable judgment and requires an evaluation of all positive and negative evidence. Based on an assessment of all of the evidence, including favorable trending in asset quality and certainty regarding the amount of future taxable income that the Company forecasts, management concluded that it was more likely than not that its net DTAs will be realized based upon future taxable income. Management's confidence in the realization of projected future taxable income is based upon analysis of the Company's risk profile and its trending financial performance, including credit quality. The Company believes it can reasonably predict future results of operations that result in taxable income at sufficient levels over the future period of time that the Company has available to realize its net DTA. A valuation allowance could be required in future periods based on the assessment of positive and negative evidence. Management's conclusion at December 31, 2021 that it is more likely than not that the net DTAs of $ 27.3 million will be realized is based upon estimates of future taxable income that are supported by internal projections which consider historical performance, various internal estimates and assumptions, as well as certain external data, all of which management believes to be reasonable although inherently subject to judgment. If actual results differ significantly from the current estimates of future taxable income, even if caused by adverse macro-economic conditions, a valuation allowance may need to be recorded for some 115 or all of the Company's DTAs. The establishment of a DTA valuation allowance could have a material adverse effect on the Company's financial condition and results of operations. Management expects to realize the $ 27.3 million in net DTAs well in advance of the statutory carryforward period. At December 31, 2021, approximately $ 2.1 million of DTAs related to federal net operating losses which will expire in annual installments beginning in 2029 through 2032. Additionally, $ 1.2 million of the DTAs related to state net operating losses which will expire in annual installments beginning in 2029 through 2034. Remaining DTAs are not related to net operating losses or credits and therefore, have no expiration date. The Company recognizes interest and penalties, as appropriate, as part of the provisioning for income taxes. No interest or penalties were accrued at December 31, 2021. In accordance with ASC Topic 718, Compensation – Stock Compensation, the Company recognized $ 0.9 million, $ 0.1 million and $ 0.8 million in 2021, 2020, and 2019, respectively, of discrete tax benefits related to share-based compensation. In accordance with ASC Topic 323, Investments-Equity Method and Joint Ventures, amortization of the Company's low-income housing credit investments of $ 1.6 million, $ 0.9 million and $ 0.9 million was reflected as income tax expense for the years ended December 31, 2021, 2020, and 2019, respectively. The amounts of affordable housing tax credits, amortization and tax benefits recorded as income tax expense for the year ended December 31, 2021 were $ 1.2 million, $ 1.6 million, and $ 0.7 million, respectively. The amounts of affordable housing tax credits, amortization and tax benefits recorded as income tax expense for the year ended December 31, 2020 were $ 0.8 million, $ 0.9 million and $ 0.2 million, respectively, and for the year ended December 31, 2019 were $ 0.8 million, $ 0.9 million and $ 0.2 million, respectively. The carrying value of the affordable housing credit investments was $ 30.1 million and $ 16.4 million at December 31, 2021 and 2020, respectively, of which $ 23.2 million and $ 9.9 million, respectively, was unfunded. The Company has no unrecognized income tax benefits or provisions due to uncertain income tax positions. No federal or state income tax return examinations are currently in process. The Company does not expect to record or realize any material unrecognized tax benefits during 2022. The following are the major tax jurisdictions in which the Company operates and the earliest tax year, exclusive of the impact of the net operating loss carryforwards, subject to examination: Jurisdiction Tax Year United States of America 2018 Florida 2018 In September 2019, the State of Florida announced a reduction in the corporate income tax rate from 5.5% to 4.458% for the years 2019, 2020 and 2021. This change resulted in additional income tax expense of $ 1.1 million upon the write down in 2019 of deferred tax assets affected by the change. During 2021, the State of Florida announced a temporary further reduction in the corporate income tax rate from 4.458% to 3.535%, retroactive to the beginning of 2021. The tax rate increased to 5.5% effective January 1, 2022, resulting in a tax benefit of $ 0.8 million which was recognized in 2021 upon the adjustment of the value of deferred tax assets affected by the change. As a result of the adoption of ASC 326 - Credit Losses on January 1, 2020, the tax impact relating to the incremental allowance for expected credit losses on loans held at amortized cost was reflected as a credit to retained earnings to reflect the tax impact of increased credit reserves. Accordingly, $ 5.5 million of such impact was reflected as an income tax credit and deferred tax asset on the Company's Consolidated Statements of Financial Condition. On March 27, 2020, the CARES Act was enacted, and Section 2303(b) of this act provided the Company with an opportunity to carry back net operating losses arising from 2018, 2019 and 2020 to the prior five tax years. Such NOLs were previously valued at the current federal corporate income tax rate of 21%. However, the provisions of the CARES Act provide for NOL carryback claims to be calculated based on a rate of 35%, which was the federal corporate tax rate in effect for many of the carryback years. Consequently, for the year ended December 31, 2020, the Company filed amended tax returns and recorded the resulting benefit reflecting taxes recoverable at the 35% tax rate. This resulted in the recognition in 2020 of an additional $ 0.4 million income tax benefit on the Company's Consolidated Statements of Income. 116 Note 13 - Shareholders’ Equity Required Regulatory Capital The Company is subject to various regulatory capital requirements administered by the Federal banking agencies. Failure to meet the minimum capital requirements can initiate certain mandatory and possible additional discretionary actions by the regulators, which could have a direct material impact on the financial statements. These requirements involve quantitative measures of assets, liabilities and certain off-balance sheet items calculated pursuant to regulatory guidance. The Company's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of total, Tier 1 capital and common equity Tier 1 capital to risk-weighted assets and of Tier 1 capital to average assets, all as defined in the regulations. At December 31, 2021 and 2020, the Company and Seacoast Bank, its wholly-owned banking subsidiary, were both considered “well capitalized” based on the applicable U.S. regulatory capital ratio requirements as reflected in the table below: Minimum to meet “Well Capitalized” Requirements Minimum for Capital Adequacy Purpose 1 (Dollars in thousands) Amount Ratio Amount Ratio Amount Ratio Seacoast Banking Corporation of Florida (Consolidated) At December 31, 2021: Total Risk-Based Capital Ratio (to risk-weighted assets) $ 1,200,885 18.21 % n/a n/a $ 527,630 ≥ 8.00 % Tier 1 Capital Ratio (to risk-weighted assets) 1,147,306 17.40 n/a n/a 395,723 ≥ 6.00 Common Equity Tier 1 Capital Ratio (to risk-weighted assets) 1,075,656 16.31 n/a n/a 296,792 ≥ 4.50 Leverage Ratio (to adjusted average assets) 1,147,306 11.68 n/a n/a 392,763 ≥ 4.00 At December 31, 2020: Total Risk-Based Capital Ratio (to risk-weighted assets) $ 1,029,455 18.51 % n/a n/a $ 444,839 ≥ 8.00 % Tier 1 Capital Ratio (to risk-weighted assets) 970,594 17.46 n/a n/a 333,629 ≥ 6.00 Common Equity Tier 1 Capital Ratio (to risk-weighted assets) 899,225 16.17 n/a n/a 250,222 ≥ 4.50 Leverage Ratio (to adjusted average assets) 970,594 11.92 n/a n/a 325,690 ≥ 4.00 Seacoast National Bank (A Wholly Owned Bank Subsidiary) At December 31, 2021: Total Risk-Based Capital Ratio (to risk-weighted assets) $ 1,099,439 16.68 % $ 658,819 ≥ 10.00 % $ 527,055 ≥ 8.00 % Tier 1 Capital Ratio (to risk-weighted assets) 1,045,860 15.86 527,055 ≥ 8.00 395,291 ≥ 6.00 Common Equity Tier 1 Capital Ratio (to risk-weighted assets) 1,045,856 15.86 428,232 ≥ 6.50 296,468 ≥ 4.50 Leverage Ratio (to adjusted average assets) 1,045,860 10.65 490,798 ≥ 5.00 392,638 ≥ 4.00 At December 31, 2020: Total Risk-Based Capital Ratio (to risk-weighted assets) $ 956,592 17.21 % $ 555,772 ≥ 10.00 % $ 444,617 ≥ 8.00 % Tier 1 Capital Ratio (to risk-weighted assets) 897,731 16.15 444,617 ≥ 8.00 333,463 ≥ 6.00 Common Equity Tier 1 Capital Ratio (to risk-weighted assets) 897,727 16.15 361,252 ≥ 6.50 250,097 ≥ 4.50 Leverage Ratio (to adjusted average assets) 897,731 11.03 406,904 ≥ 5.00 325,523 ≥ 4.00 1 Excludes the Basel III capital conservation buffer of 2.5 %, which if not exceeded may constrain dividends, equity repurchases and compensation. n/a - not applicable Common Stock The Company has reserved 800,000 common shares for issuance in connection with an employee stock purchase plan and 1,750,000 common shares for issuance in connection with an employee stock-based incentive plan. Holders of common stock are entitled to one vote per share on all matters presented to shareholders as provided in the Company’s Articles of Incorporation. 117 The Company's Board of Directors has authorized the Company to repurchase up to $ 100 million of its shares of outstanding common stock. The amount and timing of repurchases, if any, will be based on a variety of factors, including share acquisition price, regulatory limitations, market conditions and other factors. The Company has made no repurchases under the program. Note 14 - Seacoast Banking Corporation of Florida (Parent Company Only) Financial Information Balance Sheets December 31, (In thousands) 2021 2020 Assets Cash $ 57 $ 70 Securities purchased under agreement to resell with subsidiary bank, maturing within 30 days 98,398 70,074 Investment in subsidiaries 1,286,478 1,134,536 Other assets 1,140 659 $ 1,386,073 $ 1,205,339 Liabilities and Shareholders' Equity Subordinated debt $ 71,646 $ 71,365 Other liabilities 3,795 3,676 Shareholders' equity 1,310,632 1,130,298 $ 1,386,073 $ 1,205,339 Statements of Income Year Ended December 31, (In thousands) 2021 2020 2019 Income Interest/other $ 167 $ 270 $ 679 Dividends from subsidiary Bank 47,684 20,230 18,084 Total income 47,851 20,500 18,763 Interest expense 1,683 2,236 3,368 Other expenses 765 838 651 Total expenses 2,448 3,074 4,019 Income before income taxes and equity in undistributed income of subsidiaries 45,403 17,426 14,744 Income tax benefit ( 481 ) ( 589 ) ( 702 ) Income before equity in undistributed income of subsidiaries 45,884 18,015 15,446 Equity in undistributed income of subsidiaries 78,519 59,749 83,293 Net income $ 124,403 $ 77,764 $ 98,739 118 Statements of Cash Flows Year Ended December 31, (In thousands) 2021 2020 2019 Cash flows from operating activities Adjustments to reconcile net income to net cash provided by operating activities: Net Income $ 124,403 $ 77,764 $ 98,739 Equity in undistributed income of subsidiaries ( 78,519 ) ( 59,749 ) ( 83,293 ) Net (increase) decrease in other assets ( 489 ) 1,772 ( 738 ) Net increase (decrease) in other liabilities 400 256 265 Net cash provided by operating activities 45,795 20,043 14,973 Cash flows from investing activities Net cash paid for bank acquisition — ( 1,462 ) — Net (advances)/repayments with subsidiary ( 28,324 ) ( 17,095 ) ( 12,861 ) Net cash used in investment activities ( 28,324 ) ( 18,557 ) ( 12,861 ) Cash flows from financing activities Dividends paid ( 22,506 ) — — Stock based employment benefit plans 5,022 ( 1,486 ) ( 2,239 ) Net cash used in financing activities ( 17,484 ) ( 1,486 ) ( 2,239 ) Net change in cash ( 13 ) — ( 127 ) Cash at beginning of year 70 70 197 Cash at end of year $ 57 $ 70 $ 70 Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 1,441 $ 1,992 $ 3,186 Note 15 - Contingent Liabilities and Commitments with Off-Balance Sheet Risk The Company and its subsidiaries, because of the nature of their business, are at all times subject to numerous legal actions, threatened or filed. Management presently believes that none of the legal proceedings to which it is a party are likely to have a materially adverse effect on the Company’s consolidated financial condition, or operating results or cash flows. The Company's subsidiary bank is party to financial instruments with off balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit, and limited partner equity commitments. The subsidiary bank’s exposure to credit loss in the event of non-performance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contract or notional amount of those instruments. The subsidiary bank uses the same credit policies in making commitments and standby letters of credit as they do for on balance sheet instruments. 119 Unfunded commitments for the Company as of: December 31, (In thousands) 2021 2020 Contract or Notional Amount Financial instruments whose contract amounts represent credit risk: Commitments to extend credit $ 1,980,338 $ 1,548,482 Standby letters of credit and financial guarantees written: Secured 12,091 11,167 Unsecured 1,189 1,197 Unfunded limited partner equity commitment 36,393 21,390 Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Commitments include home equity lines, commercial and consumer lines of credit and construction loans. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The subsidiary bank evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the bank upon extension of credit, is based on management's credit evaluation of the counterparty. Collateral held varies but may include accounts receivable, inventory, equipment, and commercial and residential real estate. Standby letters of credit are conditional commitments issued by the subsidiary bank to guarantee the performance of a customer to a third party. These instruments have fixed termination dates and most end without being drawn; therefore, they do not represent a significant liquidity risk. Those guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The subsidiary bank holds collateral supporting these commitments for which collateral is deemed necessary. Collateral held for secured standby letters of credit at December 31, 2021 and 2020 totaled $ 13.3 million and $ 12.4 million, respectively. Unfunded limited partner equity commitments at December 31, 2021 totaled $ 36.4 million that the Company has committed to small business investment companies under the SBIC Act to be used to provide capital to small businesses and entities that provide low income housing tax credits. 120 Note 16 - Fair Value Under ASC Topic 820, fair value measurements for items measured at fair value on a recurring and nonrecurring basis at December 31, 2021 and December 31, 2020 included: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Other Unobservable Inputs (In thousands) Measurements Level 1 Level 2 Level 3 At December 31, 2021 Financial Assets Available-for-sale debt securities 1 $ 1,644,319 $ 197 $ 1,644,122 $ — Derivative financial instruments 2 8,312 — 8,312 — Loans held for sale 2 31,791 — 31,791 — Loans 3 8,443 — 1,558 6,885 Other real estate owned 4 13,618 — — 13,618 Equity securities 5 9,316 9,316 — — Financial Liabilities Derivative financial instruments 2 $ 8,022 $ — $ 8,022 $ — At December 31, 2020 Financial Assets Available-for-sale debt securities 1 $ 1,398,157 $ 101 $ 1,398,056 $ — Derivative financial instruments 2 14,343 — 14,343 — Loans held for sale 2 68,890 — 68,890 — Loans 3 8,806 — 1,900 6,906 Other real estate owned 4 12,750 — 72 12,678 Equity securities 5 6,530 6,530 — — Financial Liabilities Derivative financial instruments 2 13,339 — 13,339 — 1 See “Note 3 - Securities” for further detail of fair value of individual investment categories. 2 Recurring fair value basis determined using observable market data. 3 See “Note 4 - Loans”. Nonrecurring fair value adjustments to collateral-dependent loans reflect full or partial write-downs that are based on current appraised values of the collateral in accordance with ASC Topic 310. 4 Fair value is measured on a nonrecurring basis in accordance with ASC Topic 360. 5 An investment in shares of a mutual fund that invests primarily in CRA-qualified debt securities, reported at fair value in Other Assets. Recurring fair value basis is determined using market quotations. Available-for-sale debt securities: Level 1 securities consist of U.S. Treasury securities. Other securities are reported at fair value utilizing Level 2 inputs. The estimated fair value of a security is determined based on market quotations when available or, if not available, by using quoted market prices for similar securities, pricing models or discounted cash flow analyses, using observable market data where available. The Company reviews the prices supplied by independent pricing services, as well as their underlying pricing methodologies, for reasonableness and to ensure such prices are aligned with traditional pricing matrices. The fair value of collateralized loan obligations is determined from broker quotes. From time to time, the Company will validate, on a sample basis, prices supplied by the independent pricing service by comparison to prices obtained from other brokers and third-party sources or derived using internal models. Derivative financial instruments : The Company offers interest rate swaps to certain loan customers to allow them to hedge the risk of rising interest rates on their variable rate loans. The Company originates a variable rate loan and enters into a variable-to-fixed interest rate swap with the customer. The Company also enters into an offsetting swap with a correspondent bank. These back-to-back agreements are intended to offset each other and allow the Company to originate a variable rate loan, while providing a contract for fixed interest payments for the customer. The fair value of these derivatives is based on a discounted cash flow approach. Due to the observable nature of the inputs used in deriving the fair value of these derivative contracts, the 121 valuation of interest rate swaps is classified as Level 2. Other derivatives consist of interest rate floors designated as cash flow hedges. The fair values of these instruments are based upon the estimated amount the Company would receive or pay to terminate the instruments, taking into account current interest rates and, when appropriate, the current credit worthiness of the counterparties. Interest rate floors designated as cash flow hedges are classified within Level 2. Loans held for sale : Fair values are based upon estimated values to be received from independent third party purchasers. These loans are intended for sale and the Company believes the fair value is the best indicator of the resolution of these loans. Fair market value changes occur due to changes in interest rates, the borrower’s credit, the secondary loan market and the market for a borrower’s debt. Interest income is recorded based on contractual terms of the loan in accordance with Company policy on loans held for investment. None of the loans are 90 days or more past due or on nonaccrual as of December 31, 2021 and 2020. The aggregate fair value and contractual balance of loans held for sale as of December 31, 2021 and 2020 is as follows: December 31, (In thousands) 2021 2020 Aggregate fair value $ 31,791 $ 68,890 Contractual balance 30,963 66,415 Excess 828 2,475 Loans : Loans carried at fair value consist of collateral-dependent real estate loans. Fair value is based on recent real estate appraisals less estimated costs of sale. For these loans evaluations may use either a single valuation approach or a combination of approaches, such as comparative sales, cost and/or income approach. A significant unobservable input in the income approach is the estimated capitalization rate for a given piece of collateral. At December 31, 2021, capitalization rates utilized to determine fair value of the underlying collateral averaged approximately 7.1 %. Adjustments to comparable sales may be made by an appraiser to reflect local market conditions or other economic factors and may result in changes in the fair value of an asset over time. As such, the fair value of these loans is considered level 3 in the fair value hierarchy. Collateral-dependent loans measured at fair value totaled $ 13.1 million with a specific reserve of $ 4.7 million at December 31, 2021, compared to $ 16.5 million with a specific reserve of $ 7.7 million at December 31, 2020. Other real estate owned : When appraisals are used to determine fair value and the appraisals are based on a market approach, the fair value of other real estate owned (“OREO”) is classified as level 2. When the fair value of OREO is based on appraisals which require significant adjustments to market-based valuation inputs or apply an income approach based on unobservable cash flows, the fair value of OREO is classified as Level 3. Transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally coincides with the Company's monthly and/or quarter valuation process. There were no such transfers during the twelve months ended December 31, 2021 and 2020. 122 The carrying amount and fair value of the Company's other significant financial instruments that were not disclosed previously in the balance sheet and for which carrying amount is not fair value as of December 31, 2021 and December 31, 2020 is as follows: Carrying Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Other Unobservable Inputs (In thousands) Amount Level 1 Level 2 Level 3 At December 31, 2021 Financial Assets Held-to-maturity debt securities 1 $ 638,640 $ — $ 627,398 $ — Loans, net 5,833,271 — — 5,907,447 Financial Liabilities Deposits 8,067,589 — — 8,067,995 Subordinated debt 71,646 — 69,348 — At December 31, 2020 Financial Assets Held-to-maturity debt securities 1 $ 184,484 $ — $ 192,179 $ — Time deposits with other banks 750 — 762 — Loans, net 5,633,810 — — 5,686,019 Financial Liabilities Deposits 6,932,561 — — 6,936,097 Subordinated debt 71,365 — 58,227 — 1 See “Note 3 - Securities” for further detail of recurring fair value basis of individual investment categories. The short maturity of Seacoast’s assets and liabilities results in having a significant number of financial instruments whose fair value equals or closely approximates carrying value. Such financial instruments are reported in the following balance sheet captions: cash and due from banks, interest bearing deposits with other banks, FHLB borrowings and securities sold under agreement to repurchase. The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate that value at December 31, 2021 and December 31, 2020: Loans : Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type such as commercial, mortgage, etc. Each loan category is further segmented into fixed and adjustable rate interest terms and by performing and nonperforming categories. The fair value of loans is calculated by discounting scheduled cash flows through the estimated life including prepayment considerations, using estimated market discount rates that reflect the risks inherent in the loan. The fair value approach considers market-driven variables including credit related factors and reflects an “exit price” as defined in ASC Topic 820. Deposit Liabilities : The fair value of demand deposits, savings accounts and money market deposits is the amount payable at the reporting date. The fair value of fixed maturity certificates of deposit is estimated using the rates currently offered for funding of similar remaining maturities. Note 17 - Business Combinations Acquisition of Legacy Bank of Florida On August 6, 2021, the Company completed its acquisition of Legacy Bank of Florida (“Legacy Bank”). Prior to the acquisition, Legacy Bank operated five branches in Broward and Palm Beach counties. As a result of this acquisition, the Company expects to expand its customer base and leverage operating cost through economies of scale, and positively affect the Company’s operating results. 123 The Company acquired 100 % of the outstanding common stock of Legacy Bank. Under the terms of the definitive agreement, each share of Legacy Bank common stock was converted into the right to receive 0.1703 share of Seacoast common stock. (In thousands, except per share data) August 6, 2021 Number of Legacy Bank common shares outstanding $ 15,778 Per share exchange ratio 0.1703 Number of shares of common stock issued 2,687 Multiplied by common stock price per share on August 6, 2021 $ 32.19 Value of common stock issued 86,487 Cash paid for fractional shares 7 Fair value of options converted 4,736 Total purchase price $ 91,230 The acquisition of Legacy Bank was accounted for under the acquisition method in accordance with ASC Topic 805, Business Combinations . The Company recognized goodwill of $ 31.0 million for this acquisition that is nondeductible for tax purposes. Determining fair values of assets and liabilities, especially the loan portfolio, core deposit intangibles, and deferred taxes, is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. The fair values initially assigned to assets acquired and liabilities assumed are preliminary and could change for up to one year after the closing date of the acquisition as new information and circumstances relative to closing date fair values becomes known. As part of the Legacy Bank acquisition, 356,497 options were granted to replace outstanding Legacy Bank options. These options had a weighted average exercise price of $ 16.70 and were fully vested upon acquisition. In accordance with ASC Topic 805, Business Combinations , the value of the replacement awards associated with pre-combination service, $ 4.7 million, was considered purchase consideration, and the value of the replacement awards associated with post-combination service, $ 0.9 million, was recognized as compensation expense in 2021. (In thousands) Initially Measured August 6, 2021 Assets: Cash $ 98,107 Investment securities 992 Loans 477,215 Bank premises and equipment 2,577 Core deposit intangibles 3,454 Goodwill 30,978 Other assets 15,532 Total assets $ 628,855 Liabilities: Deposits 494,921 Other liabilities 42,705 Total liabilities $ 537,626 The table below presents information with respect to the fair value and unpaid principal balance of acquired loans at the acquisition date. 124 August 6, 2021 (In thousands) Book Balance Fair Value Loans: Construction and land development $ 37,558 $ 36,651 Commercial real estate - owner-occupied 35,765 35,363 Commercial real estate - non owner-occupied 241,322 237,091 Residential real estate 71,118 70,541 Commercial and financial 61,274 58,324 Consumer 647 647 PPP loans 38,598 38,598 Total acquired loans $ 486,282 $ 477,215 The table below presents the carrying amount of loans for which, at the date of acquisition, there was evidence of more than insignificant deterioration of credit quality since origination: (In thousands) August 6, 2021 Book balance of loans at acquisition $ 66,371 Allowance for credit losses at acquisition ( 3,046 ) Non-credit related discount ( 736 ) Total PCD loans acquired $ 62,589 The acquisition of Legacy Bank resulted in the addition of $ 11.2 million in allowance for credit losses, including the $ 3.0 million identified in the table above for PCD loans, and $ 8.2 million for non-PCD loans recorded through the provision for credit losses at the date of acquisition. The Company believes the deposits assumed in the acquisition have an intangible value. In determining the valuation amount, deposits were analyzed based on factors such as type of deposit, deposit retention, interest rates and age of deposit relationships. Acquisition of Fourth Street Banking Company On August 21, 2020, the Company completed its acquisition of Fourth Street Banking Company (“Fourth Street”). Simultaneously, upon completion of the merger of Fourth Street and the Company, Fourth Street's wholly owned subsidiary bank, Freedom Bank, was merged with and into Seacoast Bank. Prior to the acquisition, Freedom Bank operated two branches in St. Petersburg, Florida. As a result of this acquisition, the Company expects to enhance its presence in St. Petersburg, expand its customer base and leverage operating cost through economies of scale, and positively affect the Company’s operating results. The Company acquired 100 % of the outstanding common stock of Fourth Street. Under the terms of the definitive agreement, each share of Fourth Street common stock was converted into the right to receive 0.1275 share of Seacoast common stock. (In thousands, except per share data) August 21, 2020 Number of Fourth Street common shares outstanding 11,220 Shares issued upon conversion of convertible debt 5,405 Per share exchange ratio 0.1275 Number of shares of common stock issued 2,120 Multiplied by common stock price per share on August 21, 2020 $ 19.40 Value of common stock issued 41,121 Cash paid for Fourth Street vested stock options 596 Total purchase price $ 41,717 The acquisition of Fourth Street was accounted for under the acquisition method in accordance with ASC Topic 805, Business Combinations . The Company recognized goodwill of $ 9.0 million for this acquisition that is nondeductible for tax purposes. 125 Determining fair values of assets and liabilities, especially the loan portfolio, core deposit intangibles, and deferred taxes, is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. (In thousands) Initially Measured August 21, 2020 Assets: Cash $ 38,082 Investment securities 3,498 Loans 303,434 Bank premises and equipment 9,480 Core deposit intangibles 1,310 Goodwill 9,030 Other assets 7,088 Total assets $ 371,922 Liabilities: Deposits $ 329,662 Other liabilities 543 Total liabilities $ 330,205 The table below presents information with respect to the fair value and unpaid principal balance of acquired loans at the acquisition date. August 21, 2020 (In thousands) Book Balance Fair Value Construction and land development $ 9,197 $ 8,851 Commercial real estate - owner-occupied 77,936 75,215 Commercial real estate - non owner-occupied 76,014 71,171 Residential real estate 23,548 23,227 Commercial and financial 72,745 68,096 Consumer 2,748 2,694 PPP loans 55,005 54,180 Total acquired loans $ 317,193 $ 303,434 The table below presents the carrying amount of loans for which, at the date of acquisition, there was evidence of more than insignificant deterioration of credit quality since origination: (In thousands) August 21, 2020 Book balance of loans at acquisition $ 59,455 Allowance for credit losses at acquisition ( 5,763 ) Non-credit related discount ( 4,319 ) Total PCD loans acquired $ 49,373 The acquisition of Fourth Street resulted in the addition of $ 10.4 million in allowance for credit losses, including the $ 5.8 million identified in the table above for PCD loans, and $ 4.6 million for non-PCD loans recorded through the provision for credit losses at the date of acquisition. The Company believes the deposits assumed in the acquisition have an intangible value. In determining the valuation amount, deposits were analyzed based on factors such as type of deposit, deposit retention, interest rates and age of deposit relationships. Acquisition of First Bank of the Palm Beaches On March 13, 2020, the Company completed its acquisition of First Bank of the Palm Beaches (“FBPB”). FBPB was merged with and into Seacoast Bank. FBPB operated two branches in the Palm Beach market. 126 As a result of this acquisition, the Company expects to enhance its presence in the Palm Beach market, expand its customer base and leverage operating cost through economies of scale, and positively affect the Company’s operating results. The Company acquired 100 % of the outstanding common stock of FBPB. Under the terms of the definitive agreement, each share of FBPB common stock was converted into the right to receive 0.2000 share of Seacoast common stock. (In thousands, except per share data) March 13, 2020 Number of FBPB common shares outstanding 5,213 Per share exchange ratio 0.2000 Number of shares of common stock issued 1,043 Multiplied by common stock price per share on March 13, 2020 $ 20.17 Value of common stock issued 21,031 Cash paid for FBPB vested stock options 866 Total purchase price $ 21,897 The acquisition of FBPB was accounted for under the acquisition method in accordance with ASC Topic 805, Business Combinations . The Company recognized goodwill of $ 6.9 million for this acquisition that is nondeductible for tax purposes. Determining fair values of assets and liabilities, especially the loan portfolio, core deposit intangibles, and deferred taxes, is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. (In thousands) Initially Measured March 13, 2020 Measurement Period Adjustments As Adjusted March 13, 2020 Assets: Cash $ 34,749 $ — $ 34,749 Investment securities 447 — 447 Loans 146,839 ( 62 ) 146,777 Bank premises and equipment 6,086 — 6,086 Core deposit intangibles 819 — 819 Goodwill 6,799 62 6,861 Other assets 1,285 20 1,305 Total assets $ 197,024 $ 20 $ 197,044 Liabilities: Deposits $ 173,741 $ — $ 173,741 Other liabilities 1,386 20 1,406 Total liabilities $ 175,127 $ 20 $ 175,147 127 The table below presents information with respect to the fair value and unpaid principal balance of acquired loans at the acquisition date. March 13, 2020 (In thousands) Book Balance Fair Value Construction and land development $ 9,493 $ 9,012 Commercial real estate - owner-occupied 46,221 45,171 Commercial real estate - non owner-occupied 36,268 35,079 Residential real estate 47,569 47,043 Commercial and financial 9,659 9,388 Consumer 1,132 1,084 Total acquired loans $ 150,342 $ 146,777 The table below presents the carrying amount of loans for which, at the date of acquisition, there was evidence of more than insignificant deterioration of credit quality since origination: (In thousands) March 13, 2020 Book balance of loans at acquisition $ 43,682 Allowance for credit losses at acquisition ( 516 ) Non-credit related discount ( 128 ) Total PCD loans acquired $ 43,038 The acquisition of FBPB resulted in the addition of $ 2.3 million in allowance for credit losses, including the $ 0.5 million identified in the table above for PCD loans, and $ 1.8 million for non-PCD loans recorded through the provision for credit losses at the date of acquisition. The Company believes the deposits assumed in the acquisition have an intangible value. In determining the valuation amount, deposits were analyzed based on factors such as type of deposit, deposit retention, interest rates and age of deposit relationships. Acquisition Costs Acquisition costs included in the Company’s income statement for the years ended December 31, 2021, 2020 and 2019 were $ 7.9 million, $ 9.1 million, and $ 1.0 million, respectively. Pro-Forma Information Pro-forma data as of 2021 and 2020 present information as if the acquisition of Legacy Bank occurred at the beginning of 2020: Twelve Months Ended December 31, (In thousands, except per share data) 2021 2020 Net interest income $ 288,971 $ 281,244 Net income available to common shareholders 140,851 71,124 EPS - basic $ 2.41 $ 1.27 EPS - diluted $ 2.39 $ 1.26 2022 Acquisitions Acquisition of Florida Business Bank On January 3, 2022, the Company completed its acquisition of Business Bank of Florida, Corp, (“BBFC”). Simultaneously, upon completion of the merger of BBFC and the Company, BBFC's wholly owned subsidiary bank, Florida Business Bank, was merged with and into Seacoast Bank. Prior to the acquisition, Florida Business Bank operated one branch in Melbourne, Florida. The Company acquired 100 % of the outstanding common stock of BBFC. Under the terms of the definitive agreement, each share of BBFC common stock was converted into the right to receive 0.7997 share of Seacoast common stock. 128 (In thousands, except per share data) January 3, 2022 Number of BBFC common shares outstanding 1,112 Per share exchange ratio 0.7997 Number of shares of common stock issued 889 Multiplied by common stock price per share on January 3, 2022 $ 35.39 Value of common stock issued 31,480 Fair value of options converted 497 Total purchase price $ 31,977 Acquisition of Sabal Palm Bancorp, Inc. On January 3, 2022, the Company completed its acquisition of Sabal Palm Bancorp, Inc. (“Sabal Palm”). Simultaneously, upon completion of the merger of Sabal Palm and the Company, Sabal Palm's wholly owned subsidiary bank, Sabal Palm Bank, was merged with and into Seacoast Bank. Prior to the acquisition, Sabal Palm Bank operated three branches in the Sarasota area. The Company acquired 100 % of the outstanding common stock of Sabal Palm. Under the terms of the definitive agreement, each share of Sabal Palm common stock was converted into the right to receive 0.2203 share of Seacoast common stock. (In thousands, except per share data) January 3, 2022 Number of Sabal Palm common shares outstanding 7,536 Per share exchange ratio 0.2203 Number of shares of common stock issued 1,660 Multiplied by common stock price per share on January 3, 2022 $ 35.39 Value of common stock issued 58,762 Fair value of options converted 3,336 Total purchase price $ 62,098 The acquisitions of BBFC and Sabal Palm will be accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations. The Company's assessment of the fair value of assets acquired and liabilities assumed as of the acquisition date is incomplete at the time of this filing; therefore, certain disclosures have been omitted. The Company expects to recognize goodwill in each of these transactions, which is expected to be nondeductible for tax purposes. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.