Item 1. Financial Statements
Item 1. Financial Statements (Unaudited)
Simmons First National Corporation
Consolidated Balance Sheets
March 31, 2025 and December 31, 2024
March 31, December 31,
(In thousands, except share data) 2025 2024
(Unaudited)
ASSETS
Cash and noninterest bearing balances due from banks $ 423,171 $ 429,705
Interest bearing balances due from banks and federal funds sold 211,115 257,672
Cash and cash equivalents 634,286 687,377
Interest bearing balances due from banks - time 100 100
Investment securities:
Held-to-maturity, net of allowance for credit losses of $ 3,214 at March 31, 2025 and December 31, 2024
3,615,556 3,636,636
Available-for-sale, (amortized cost of $ 2,828,940 and $ 2,852,774 at March 31, 2025 and December 31, 2024, respectively)
2,491,849 2,529,426
Total investments 6,107,405 6,166,062
Mortgage loans held for sale 8,351 11,417
Loans 17,094,078 17,005,937
Allowance for credit losses on loans ( 252,168 ) ( 235,019 )
Net loans 16,841,910 16,770,918
Premises and equipment 573,616 585,431
Foreclosed assets and other real estate owned 8,976 9,270
Interest receivable 117,398 123,243
Bank owned life insurance 535,324 531,805
Goodwill 1,320,799 1,320,799
Other intangible assets 93,714 97,242
Other assets 551,112 572,385
Total assets $ 26,792,991 $ 26,876,049
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest bearing transaction accounts $ 4,455,255 $ 4,460,517
Interest bearing transaction accounts and savings deposits 11,265,554 10,982,022
Time deposits 5,963,811 6,443,211
Total deposits 21,684,620 21,885,750
Federal funds purchased and securities sold under agreements to repurchase 50,133 37,109
Other borrowings 884,863 745,372
Subordinated notes and debentures 366,331 366,293
Accrued interest and other liabilities 275,559 312,653
Total liabilities 23,261,506 23,347,177
Stockholders’ equity:
Common stock, Class A, $ 0.01 par value; 350,000,000 shares authorized at March 31, 2025 and December 31, 2024; 125,926,822 and 125,651,540 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively
1,259 1,257
Surplus 2,515,372 2,511,590
Undivided profits 1,382,564 1,376,935
Accumulated other comprehensive loss ( 367,710 ) ( 360,910 )
Total stockholders’ equity 3,531,485 3,528,872
Total liabilities and stockholders’ equity $ 26,792,991 $ 26,876,049
See Condensed Notes to Consolidated Financial Statements.
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Simmons First National Corporation
Consolidated Statements of Income
Three Months Ended March 31, 2025 and 2024
Three Months Ended
March 31,
(In thousands, except per share data) 2025 2024
(Unaudited)
INTEREST INCOME
Loans, including fees $ 257,755 $ 261,490
Interest bearing balances due from banks and federal funds sold 2,703 3,010
Investment securities 47,257 58,001
Mortgage loans held for sale 122 148
TOTAL INTEREST INCOME 307,837 322,649
INTEREST EXPENSE
Deposits 130,454 151,933
Federal funds purchased and securities sold under agreements to repurchase 113 189
Other borrowings 7,714 11,649
Subordinated notes and debentures 6,134 6,972
TOTAL INTEREST EXPENSE 144,415 170,743
NET INTEREST INCOME 163,422 151,906
Provision for credit losses 26,797 10,206
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 136,625 141,700
NONINTEREST INCOME
Service charges on deposit accounts 12,635 11,955
Debit and credit card fees 8,446 8,246
Wealth management fees 9,629 8,398
Mortgage lending income 2,013 2,320
Bank owned life insurance income 4,092 3,814
Other service charges and fees 1,333 1,279
Other income 8,007 7,172
TOTAL NONINTEREST INCOME 46,155 43,184
NONINTEREST EXPENSE
Salaries and employee benefits 74,824 72,653
Occupancy expense, net 12,651 12,258
Furniture and equipment expense 5,465 5,141
Other real estate and foreclosure expense 198 179
Deposit insurance 5,391 7,135
Other operating expenses 46,051 42,513
TOTAL NONINTEREST EXPENSE 144,580 139,879
INCOME BEFORE INCOME TAXES 38,200 45,005
Provision for income taxes 5,812 6,134
NET INCOME $ 32,388 $ 38,871
BASIC EARNINGS PER SHARE $ 0.26 $ 0.31
DILUTED EARNINGS PER SHARE $ 0.26 $ 0.31
See Condensed Notes to Consolidated Financial Statements.
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Simmons First National Corporation
Consolidated Statements of Comprehensive Income (Loss)
Three Months Ended March 31, 2025 and 2024
Three Months Ended
March 31,
(In thousands) 2025 2024
(Unaudited)
NET INCOME $ 32,388 $ 38,871
OTHER COMPREHENSIVE INCOME (LOSS)
Unrealized holding gains (losses) arising during the period on available-for-sale securities 4,278 ( 26,149 )
Less: Realized gains (losses) on available-for-sale securities interest rate hedges 19,186 ( 15,375 )
Less: Amortization of net unrealized losses on securities transferred from available-for-sale to held-to-maturity ( 5,702 ) ( 5,845 )
Other comprehensive income (loss), before tax effect ( 9,206 ) ( 4,929 )
Less: Tax effect of other comprehensive income (loss) ( 2,406 ) ( 1,288 )
TOTAL OTHER COMPREHENSIVE INCOME (LOSS) ( 6,800 ) ( 3,641 )
COMPREHENSIVE INCOME $ 25,588 $ 35,230
See Condensed Notes to Consolidated Financial Statements.
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Simmons First National Corporation
Consolidated Statements of Cash Flows
Three Months Ended March 31, 2025 and 2024
(In thousands) March 31, 2025 March 31, 2024
(Unaudited) (Unaudited)
OPERATING ACTIVITIES
Net income $ 32,388 $ 38,871
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization 10,759 11,531
Provision for credit losses 26,797 10,206
Net amortization of investment securities and assets 4,214 4,676
Net amortization on borrowings 38 38
Stock-based compensation expense 5,290 4,413
Loss on sale of closed branches 17 —
(Gain) loss on sale of foreclosed assets and other real estate owned ( 87 ) 5
Gain on sale of mortgage loans held for sale ( 2,007 ) ( 1,864 )
Loss on sale of loans 22 —
Deferred income taxes ( 1,087 ) 379
Income from bank owned life insurance ( 4,099 ) ( 4,165 )
Originations of mortgage loans held for sale ( 58,355 ) ( 60,656 )
Proceeds from sale of mortgage loans held for sale 63,428 59,994
Changes in assets and liabilities:
Interest receivable 5,845 ( 351 )
Other assets ( 16,913 ) ( 17,362 )
Accrued interest and other liabilities ( 27,856 ) 17,390
Income taxes payable ( 5,598 ) ( 5,511 )
Net cash provided by operating activities 32,796 57,594
INVESTING ACTIVITIES
Net change in loans ( 106,515 ) ( 163,909 )
Proceeds from sale of loans 8,578 211
Proceeds from sale of closed branches 11,077 —
Purchases of premises and equipment, net ( 10,151 ) ( 9,848 )
Proceeds from sale of foreclosed assets and other real estate owned 1,591 1,218
Proceeds from maturities of available-for-sale securities 74,517 114,212
Purchases of available-for-sale securities ( 7,796 ) —
Proceeds from maturities of held-to-maturity securities 19,112 17,037
Purchases of bank owned life insurance ( 27 ) —
Proceeds from bank owned life insurance death benefits 607 1,376
Net cash used in investing activities ( 9,007 ) ( 39,703 )
FINANCING ACTIVITIES
Net change in deposits ( 201,130 ) 108,026
Proceeds from issuance of other borrowed funds 865,000 575,000
Repayments of other borrowed funds ( 725,509 ) ( 675,492 )
Dividends paid on common stock ( 26,759 ) ( 26,337 )
Net change in federal funds purchased and securities sold under agreements to repurchase 13,024 ( 9,209 )
Net shares cancelled under stock compensation plans ( 2,342 ) ( 1,638 )
Shares issued under employee stock purchase plan 836 970
Net cash used in financing activities ( 76,880 ) ( 28,680 )
DECREASE IN CASH AND CASH EQUIVALENTS ( 53,091 ) ( 10,789 )
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 687,377 614,092
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 634,286 $ 603,303
See Condensed Notes to Consolidated Financial Statements.
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Simmons First National Corporation
Consolidated Statements of Stockholders’ Equity
Three Months Ended March 31, 2025 and 2024
(In thousands, except share data) Common
Stock Surplus Accumulated
Other
Comprehensive
Income (Loss) Undivided
Profits Total
Three Months Ended March 31, 2025
Balance, December 31, 2024 $ 1,257 $ 2,511,590 $ ( 360,910 ) $ 1,376,935 $ 3,528,872
Comprehensive (loss) income — — ( 6,800 ) 32,388 25,588
Stock issued for employee stock purchase plan – 46,857 shares
— 836 — — 836
Stock-based compensation plans, net – 228,425 shares
2 2,946 — — 2,948
Dividends on common stock – $ 0.2125 per share
— — — ( 26,759 ) ( 26,759 )
Balance, March 31, 2025 (Unaudited) $ 1,259 $ 2,515,372 $ ( 367,710 ) $ 1,382,564 $ 3,531,485
Three Months Ended March 31, 2024
Balance, December 31, 2023 $ 1,252 $ 2,499,930 $ ( 404,375 ) $ 1,329,681 $ 3,426,488
Comprehensive (loss) income — — ( 3,641 ) 38,871 35,230
Stock issued for employee stock purchase plan – 53,161 shares
— 970 — — 970
Stock-based compensation plans, net – 182,338 shares
2 2,773 — — 2,775
Dividends on common stock – $ 0.21 per share
— — — ( 26,337 ) ( 26,337 )
Balance, March 31, 2024 (Unaudited) $ 1,254 $ 2,503,673 $ ( 408,016 ) $ 1,342,215 $ 3,439,126
See Condensed Notes to Consolidated Financial Statements.
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SIMMONS FIRST NATIONAL CORPORATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1: PREPARATION OF INTERIM FINANCIAL STATEMENTS
Description of Business and Organizational Structure
Simmons First National Corporation (“Company”) is a Mid-South financial holding company headquartered in Pine Bluff, Arkansas, and the parent company of Simmons Bank, an Arkansas state-chartered bank that has been in operation since 1903 (“Simmons Bank” or the “Bank”). Simmons First Insurance Services, Inc. and Simmons First Insurance Services of TN, LLC are wholly-owned subsidiaries of Simmons Bank and are insurance agencies that offer various lines of personal and corporate insurance coverage to individual and commercial customers. The Company, through its subsidiaries, offers, among other things, consumer, real estate and commercial loans; checking, savings and time deposits; and specialized products and services (such as credit cards, trust and fiduciary services, investments, agricultural finance lending, equipment lending, insurance and Small Business Administration (“SBA”) lending) from approximately 222 financial centers as of March 31, 2025, located throughout market areas in Arkansas, Kansas, Missouri, Oklahoma, Tennessee and Texas.
Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared based upon Securities and Exchange Commission (“SEC”) rules that permit reduced disclosures for interim periods. Certain information and footnote disclosures have been condensed or omitted in accordance with those rules and regulations. The accompanying consolidated balance sheet as of December 31, 2024, was derived from audited financial statements. In the opinion of management, these financial statements reflect all adjustments that are necessary for a fair presentation of interim results of operations, including normal recurring accruals. Significant intercompany accounts and transactions have been eliminated in consolidation. The results for the interim periods are not necessarily indicative of results for the full year. For a more complete discussion of significant accounting policies and certain other information, this report should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on February 27, 2025.
The preparation of financial statements, in accordance with accounting principles generally accepted in the United States (“US GAAP”), requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income items and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements and actual results may differ from these estimates.
Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for credit losses, the valuation of acquired loans, valuation of goodwill and subsequent impairment analysis, stock-based compensation plans and income taxes. Management obtains third party valuations to assist in valuing certain aspects of these material estimates, as appropriate, including independent appraisals for significant properties in connection with the determination of the allowance for credit losses and the fair value of acquired loans. Assumptions used in the goodwill impairment analysis involve internally projected forecasts, coupled with market and third-party data. These material estimates could change as a result of the uncertainty in current macroeconomic conditions and other factors that are beyond the Company’s control and could cause actual results to differ materially from those projected.
During the second quarter of 2024, the Company identified an error in its previously issued unaudited consolidated statements of cash flows. The cash flows associated with other borrowings were presented on a net basis, rather than on a gross basis. The Company has corrected this error in the accompanying unaudited consolidated statements of cash flows for the three months ended March 31, 2024. The correction had no impact to the total net cash used in financing activities in the period. The Company evaluated the materiality of this error utilizing Accounting Standards Codification (“ASC”) Topic 250 and SEC Staff Accounting Bulletin 99-M, both quantitatively and qualitatively, and concluded that this error is immaterial to the impacted prior period.
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Recently Adopted Accounting Standards
Stock Compensation - In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”), in response to feedback received by the FASB requesting guidance on how entities should determine the appropriate guidance to apply when accounting for the issuance of profits interest units and similar types of awards. ASU 2024-01 added an example with four fact patterns to ASC 718-10 to assist preparers of financial statements in determining whether profits interest and similar awards should be accounted for within the scope of the guidance. ASU 2024-01 only addresses the scope determination and does not amend the recognition, classification or measurement guidance. ASU 2024-01 was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2024, with early adoption permitted for interim or annual financial statements that have not yet been issued or made available for issuance. Entities may choose to adopt 2024-01 on a prospective or retrospective basis. The adoption of ASU 2024-01 did not have a material impact on the Company’s operations, financial position or disclosures.
Income Taxes - In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), primarily focused on income tax disclosures regarding effective tax rates and cash income taxes paid. ASU 2023-09 requires public business entities, on an annual basis, to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than five percent of the amount computed by multiplying pretax income by the applicable statutory income tax rate). ASU 2023-09 was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2024, with early adoption permitted. The adoption of ASU 2023-09 did not have a material impact on the Company’s operations, financial position or disclosures.
Segment Reporting - In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which expanded reportable segment disclosure requirements through enhanced disclosures about significant segment expenses. The amendments in this update introduced a new requirement to disclose significant segment expenses regularly provided to the chief operating decision maker, extend certain annual disclosures to interim periods, clarify that single reportable segment entities must apply Topic 280 in its entirety, permit more than one measure of segment profit or loss to be reported under certain conditions and require disclosure of the title and position of the chief operating decision maker. ASU 2023-07 was effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The adoption of ASU 2023-07 did not have a material impact on the Company’s operations, financial position or disclosures. See Note 18, Operating Segments, for additional information.
Reference Rate Reform – In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), which provided relief for companies preparing for discontinuation of interest rates such as the London Interbank Offered Rate (“LIBOR”). LIBOR is a benchmark interest rate referenced in a variety of agreements that are used by numerous entities. On March 5, 2021, the U.K. Financial Conduct Authority (“FCA”) announced that the majority of LIBOR rates will no longer be published after December 31, 2021. Effective January 1, 2022, the ICE Benchmark Administration Limited, the administrator of the LIBOR, ceased the publication of one-week and two-month USD LIBOR and as of June 30, 2023, ceased the publications of the remaining tenors of USD LIBOR (one, three, six and 12-month).
Other interest rates used globally could also be discontinued for similar reasons. ASU 2020-04 provided optional expedients and exceptions to contracts, hedging relationships and other transactions affected by reference rate reform. The main provisions for contract modifications include optional relief by allowing the modification as a continuation of the existing contract without additional analysis and other optional expedients regarding embedded features. Optional expedients for hedge accounting permitted changes to critical terms of hedging relationships and to the designated benchmark interest rate in a fair value hedge and also provided relief for assessing hedge effectiveness for cash flow hedges. Companies were able to apply ASU 2020-04 immediately; however, the guidance was only available for a limited time (generally through December 31, 2022). The Company formed a LIBOR Transition Team in 2020, has created standard LIBOR replacement language for new and modified loan notes, and is monitoring the remaining loans with LIBOR rates monthly to ensure progress in updating these loans with acceptable LIBOR replacement language or converting them to other interest rates.
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During 2021, the Company did not offer LIBOR-indexed rates on loans which it originated, although it did participate in some shared credit agreements originated by other banks subject to the Company’s determination that the LIBOR replacement language in the loan documents met the Company’s standards. Pursuant to the Joint Regulatory Statement on LIBOR transition issued in October 2021, the Company’s policy, as of January 1, 2022, is not to enter into any new LIBOR-based credit agreements and not extend, renew, or modify prior LIBOR credit agreements without requiring conversion of the agreements to other interest rates. The adoption of ASU 2020-04 did not have a material impact on the Company’s financial position or results of operations.
In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which clarified that certain optional expedients and exceptions in ASC 848 for contract modifications and hedge accounting apply to derivatives that are affected by the changes in the interest rates used for margining, discounting, or contract price alignment for derivative instruments that are being implemented as part of the market-wide transition to new reference rates (commonly referred to as the “discounting transition”). ASU 2021-01 also amended the expedients and exceptions in ASC 848 to capture the incremental consequences of the scope clarification and to tailor the existing guidance to derivative instruments affected by the discounting transition. ASU 2021-01 was effective upon issuance and generally can be applied through December 31, 2022. ASU 2021-01 did not have a material impact on the Company’s financial position or results of operations.
In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”). ASU 2022-06 deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities are no longer permitted to apply the relief in Topic 848.
Recently Issued Accounting Standards
Disaggregation of Income Statement Expenses - In November 2024, the FASB issued ASU No. 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), that requires footnote disclosure about specific expenses by requiring companies to disaggregate, in a tabular presentation, each relevant expense caption on the face of the income statement that includes any of the following natural expenses: (i) purchases of inventory, (ii) employee compensation, (iii) depreciation, (iv) intangible asset amortization and (v) depreciation, depletion and amortization recognized as part of oil- and gas-producing activities. The tabular disclosure would also include certain other expenses, when applicable. ASU 2024-03 does not change or remove existing expense disclosure requirements; however, it may affect where that information appears in the footnotes to the financial statements. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact ASU 2024-03 will have on its results of operations, financial position or disclosures.
There have been no other significant changes to the Company’s accounting policies disclosed in Note 1, Summary of Significant Accounting Policies, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Presently, the Company is not aware of any other changes to the Accounting Standards Codification that will have a material impact on its present or future financial position or results of operations.
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NOTE 2: INVESTMENT SECURITIES
Held-to-maturity (“HTM”) securities, which include any security for which the Company has both the positive intent and ability to hold until maturity, are carried at historical cost adjusted for amortization of premiums and accretion of discounts. Premiums and discounts are amortized and accreted, respectively, to interest income using the constant effective yield method over the security’s estimated life. Prepayments are anticipated for mortgage-backed and SBA securities. Premiums on callable securities are amortized to their earliest call date.
Available-for-sale (“AFS”) securities, which include any security for which the Company has no immediate plan to sell but which may be sold in the future, are carried at fair value. Realized gains and losses, based on specifically identified amortized cost of the individual security, are included in other income. Unrealized gains and losses are recorded, net of related income tax effects, in stockholders’ equity, further discussed below. Premiums and discounts are amortized and accreted, respectively, to interest income using the constant effective yield method over the estimated life of the security. Prepayments are anticipated for mortgage-backed and SBA securities. Premiums on callable securities are amortized to their earliest call date.
During the quarters ended June 30, 2022 and September 30, 2021, the Company transferred, at fair value, $ 1.99 billion and $ 500.8 million, respectively, of securities from the AFS portfolio to the HTM portfolio. As of March 31, 2025, the related remaining combined net unrealized losses of $ 103.8 million in accumulated other comprehensive income (loss) will be amortized over the remaining life of the securities. No gains or losses on these securities were recognized at the time of transfer.
The amortized cost, fair value and allowance for credit losses of investment securities that are classified as HTM are as follows:
(In thousands) Amortized Cost Allowance
for Credit Losses Net Carrying Amount Gross Unrealized
Gains Gross Unrealized
(Losses) Estimated Fair
Value
Held-to-maturity
March 31, 2025
U.S. Government agencies $ 456,545 $ — $ 456,545 $ — $ ( 83,796 ) $ 372,749
Mortgage-backed securities 1,048,170 — 1,048,170 313 ( 111,288 ) 937,195
State and political subdivisions
1,857,076 ( 171 ) 1,856,905 44 ( 474,041 ) 1,382,908
Other securities 256,979 ( 3,043 ) 253,936 — ( 17,163 ) 236,773
Total HTM $ 3,618,770 $ ( 3,214 ) $ 3,615,556 $ 357 $ ( 686,288 ) $ 2,929,625
December 31, 2024
U.S. Government agencies $ 455,869 $ — $ 455,869 $ — $ ( 95,961 ) $ 359,908
Mortgage-backed securities 1,070,032 — 1,070,032 212 ( 133,746 ) 936,498
State and political subdivisions
1,857,373 ( 196 ) 1,857,177 20 ( 436,061 ) 1,421,136
Other securities 256,576 ( 3,018 ) 253,558 — ( 21,149 ) 232,409
Total HTM $ 3,639,850 $ ( 3,214 ) $ 3,636,636 $ 232 $ ( 686,917 ) $ 2,949,951
Mortgage-backed securities (“MBS”) are commercial MBS, secured by commercial properties, and residential MBS, generally secured by single-family residential properties. All mortgage-backed securities included in the table above were issued by U.S. government agencies or corporations. As of March 31, 2025, HTM MBS consisted of $ 134.2 million and $ 914.0 million of commercial MBS and residential MBS, respectively. As of December 31, 2024, HTM MBS consisted of $ 136.0 million and $ 934.1 million of commercial MBS and residential MBS, respectively.
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The amortized cost, fair value and allowance for credit losses of investment securities that are classified as AFS are as follows:
(In thousands) Amortized
Cost Allowance
for Credit Losses Gross Unrealized
Gains Gross Unrealized
(Losses) Estimated Fair
Value
Available-for-sale
March 31, 2025
U.S. Treasury $ 700 $ — $ — $ ( 1 ) $ 699
U.S. Government agencies 53,173 — 3 ( 858 ) 52,318
Mortgage-backed securities 1,508,611 — 72 ( 127,770 ) 1,380,913
State and political subdivisions 1,031,456 — 21 ( 198,579 ) 832,898
Other securities 235,000 — 210 ( 10,189 ) 225,021
Total AFS $ 2,828,940 $ — $ 306 $ ( 337,397 ) $ 2,491,849
December 31, 2024
U.S. Treasury $ 999 $ — $ — $ ( 3 ) $ 996
U.S. Government agencies 55,589 — 5 ( 1,047 ) 54,547
Mortgage-backed securities 1,545,539 — 4 ( 152,784 ) 1,392,759
State and political subdivisions 1,015,619 — 132 ( 157,569 ) 858,182
Other securities 235,028 — 166 ( 12,252 ) 222,942
Total AFS $ 2,852,774 $ — $ 307 $ ( 323,655 ) $ 2,529,426
As of March 31, 2025, AFS MBS consisted of $ 515.9 million and $ 865.0 million of commercial MBS and residential MBS, respectively. As of December 31, 2024, AFS MBS consisted of $ 517.2 million and $ 875.5 million of commercial MBS and residential MBS, respectively.
Accrued interest receivable on HTM and AFS securities at March 31, 2025 was $ 17.1 million and $ 21.5 million, respectively, and is included in interest receivable on the consolidated balance sheets. The Company has made the election to exclude all accrued interest receivable from securities from the estimate of credit losses.
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The following table summarizes the Company’s AFS investments in an unrealized loss position for which an allowance for credit loss has not been recorded as of March 31, 2025 and December 31, 2024, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position:
Less Than 12 Months 12 Months or More Total
(In thousands) Estimated
Fair
Value Gross
Unrealized
Losses Estimated
Fair
Value Gross
Unrealized
Losses Estimated
Fair
Value Gross
Unrealized
Losses
Available-for-sale
March 31, 2025
U.S. Treasury $ — $ — $ 699 $ ( 1 ) $ 699 $ ( 1 )
U.S. Government agencies 1,708 ( 21 ) 49,184 ( 837 ) 50,892 ( 858 )
Mortgage-backed securities 7,055 ( 15 ) 1,364,722 ( 127,755 ) 1,371,777 ( 127,770 )
State and political subdivisions 14,153 ( 192 ) 806,319 ( 198,387 ) 820,472 ( 198,579 )
Other securities 4,925 ( 75 ) 163,462 ( 10,114 ) 168,387 ( 10,189 )
Total AFS $ 27,841 $ ( 303 ) $ 2,384,386 $ ( 337,094 ) $ 2,412,227 $ ( 337,397 )
December 31, 2024
U.S. Treasury $ — $ — $ 996 $ ( 3 ) $ 996 $ ( 3 )
U.S. Government agencies 717 ( 7 ) 51,186 ( 1,040 ) 51,903 ( 1,047 )
Mortgage-backed securities 7,480 ( 189 ) 1,384,532 ( 152,595 ) 1,392,012 ( 152,784 )
State and political subdivisions 16,843 ( 195 ) 829,754 ( 157,374 ) 846,597 ( 157,569 )
Other securities 12,912 ( 20 ) 162,803 ( 12,232 ) 175,715 ( 12,252 )
Total AFS $ 37,952 $ ( 411 ) $ 2,429,271 $ ( 323,244 ) $ 2,467,223 $ ( 323,655 )
As of March 31, 2025, the Company’s investment portfolio included $ 2.49 billion of AFS securities, of which $ 2.41 billion, or 96.8 %, were in an unrealized loss position that were not deemed to have credit losses. A portion of the unrealized losses were related to the Company’s MBS, which are issued and guaranteed by U.S. government-sponsored entities and agencies, and the Company’s state and political subdivision securities, specifically investments in insured fixed rate municipal bonds for which the issuers continue to make timely principal and interest payments under the contractual terms of the securities.
Furthermore, the decline in fair value for each of the above AFS securities is attributable to the rates for those investments yielding less than current market rates. Management does not believe any of the securities are impaired due to reasons of credit quality. Management believes the declines in fair value for the securities are temporary. As of March 31, 2025, management does not have, and at December 31, 2024 the Company did not have, the immediate intent to sell the securities, and management believes the accounting standard of “more likely than not” has not been met regarding whether the Company would be required to sell any of the AFS securities before recovery of amortized cost.
Allowance for Credit Losses
All MBS held by the Company are issued by U.S. government-sponsored entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, highly rated by major rating agencies and have a long history of no credit losses. Accordingly, no allowance for credit losses has been recorded for these securities.
Regarding securities issued by state and political subdivisions and other HTM securities, the adequacy of the reserve for credit loss is determined quarterly based on methodology similar to the methodology for determining the allowance for credit losses on loans. The methodology considers, but is not limited to: (i) issuer bond ratings, (ii) issuer geography, (iii) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities, (iv) probability-weighted multiple scenario forecasts, and (v) the issuers’ size.
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The following table details activity in the allowance for credit losses by investment security type for the three months ended March 31, 2025 on the Company’s HTM securities portfolio.
(In thousands) State and Political Subdivisions Other
Securities Total
Three Months Ended March 31, 2025
Held-to-maturity
Beginning balance, January 1, 2025 $ 196 $ 3,018 $ 3,214
Provision for credit loss expense — — —
Net (decrease) increase in allowance on previously impaired securities ( 25 ) 25 —
Ending balance, March 31, 2025 $ 171 $ 3,043 $ 3,214
Activity in the allowance for credit losses by investment security type for the three months ended March 31, 2024 on the Company’s HTM securities portfolio was as follows:
(In thousands) State and Political Subdivisions Other
Securities Total
Three Months Ended March 31, 2024
Held-to-maturity
Beginning balance, January 1, 2024 $ 2,006 $ 1,208 $ 3,214
Provision for credit loss expense — — —
Net increase (decrease) in allowance on previously impaired securities 246 ( 246 ) —
Ending balance, March 31, 2024 $ 2,252 $ 962 $ 3,214
Based upon the Company’s analysis of the underlying risk characteristics of its HTM and AFS portfolios, including credit ratings and other qualitative factors, as previously discussed, there was no provision for credit losses related to the Company’s securities portfolios recorded for the three month periods ended March 31, 2025 or 2024.
The following table summarizes bond ratings for the Company’s HTM portfolio, based upon amortized cost, issued by state and political subdivisions and other securities as of March 31, 2025:
State and Political Subdivisions
(In thousands) Not Guaranteed or Pre-Refunded Other Credit Enhancement or Insurance Pre-Refunded Total Other Securities
Aaa/AAA $ 182,720 $ 300,211 $ — $ 482,931 $ —
Aa/AA 627,418 527,544 — 1,154,962 —
A 38,657 160,694 — 199,351 103,536
Baa/BBB — 4,388 — 4,388 153,443
Not Rated 15,444 — — 15,444 —
Total $ 864,239 $ 992,837 $ — $ 1,857,076 $ 256,979
Historical loss rates associated with securities having similar grades as those in the Company’s portfolio have generally not been significant. Pre-refunded securities, if any, have been defeased by the issuer and are fully secured by cash and/or U.S. Treasury securities held in escrow for payment to holders when the underlying call dates of the securities are reached. Securities with other credit enhancement or insurance continue to make timely principal and interest payments under the contractual terms of the securities. Accordingly, no allowance for credit losses has been recorded for these securities as there is no current expectation of credit losses related to these securities.
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Income earned on securities for the three months ended March 31, 2025 and 2024, is as follows:
Three Months Ended
March 31,
(In thousands) 2025 2024
Taxable:
Held-to-maturity $ 10,399 $ 11,003
Available-for-sale 21,185 31,195
Non-taxable:
Held-to-maturity 10,051 10,100
Available-for-sale 5,622 5,703
Total $ 47,257 $ 58,001
The amortized cost and estimated fair value by maturity of securities as of March 31, 2025 are shown in the following table. Securities are classified according to their contractual maturities without consideration of principal amortization, potential prepayments or call options. Accordingly, actual maturities may differ from contractual maturities.
Held-to-Maturity Available-for-Sale
(In thousands) Amortized
Cost Fair
Value Amortized
Cost Fair
Value
One year or less $ 1,940 $ 1,936 $ 4,510 $ 4,480
After one through five years 88,294 83,044 107,184 106,936
After five through ten years 381,912 337,841 193,731 182,383
After ten years 2,098,454 1,569,609 1,014,687 816,920
Securities not due on a single maturity date 1,048,170 937,195 1,508,611 1,380,913
Other securities (no maturity) — — 217 217
Total $ 3,618,770 $ 2,929,625 $ 2,828,940 $ 2,491,849
The carrying value, which approximates the fair value, of securities pledged as collateral, to secure public deposits and for other purposes, amounted to $ 2.22 billion at March 31, 2025 and $ 2.36 billion at December 31, 2024.
There were no gross realized gains and no gross realized losses from the call or sale of securities during the three months ended March 31, 2025 and 2024, as they were recognized at book value of the security. The income tax expense/benefit related to security gains/losses was 26.135 % of the gross amounts in 2025 and 2024.
The Company has entered into various fair value hedging transactions to mitigate the impact of changing interest rates on the fair value of AFS securities. See Note 22, Derivative Instruments, for disclosure of the gains and losses recognized on derivative instruments and the cumulative fair value hedging adjustments to the carrying amount of the hedged securities.
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NOTE 3: LOANS AND ALLOWANCE FOR CREDIT LOSSES
At March 31, 2025, the Company’s loan portfolio was $ 17.09 billion, compared to $ 17.01 billion at December 31, 2024. The various categories of loans are summarized as follows:
March 31, December 31,
(In thousands) 2025 2024
Consumer:
Credit cards $ 179,680 $ 181,675
Other consumer 97,198 127,319
Total consumer 276,878 308,994
Real Estate:
Construction and development 2,778,245 2,789,249
Single family residential 2,647,451 2,689,946
Other commercial 8,051,304 7,912,336
Total real estate 13,477,000 13,391,531
Commercial:
Commercial 2,372,681 2,434,175
Agricultural 264,469 261,154
Total commercial 2,637,150 2,695,329
Other 703,050 610,083
Total loans $ 17,094,078 $ 17,005,937
The above table presents total loans at amortized cost. The difference between amortized cost and unpaid principal balance is due to (i) premiums and discounts associated with acquisition date fair value adjustments on acquired loans of $ 6.1 million and $ 7.2 million at March 31, 2025 and December 31, 2024, respectively, and (ii) deferred origination costs and fees of $ 8.4 million and $ 9.6 million at March 31, 2025 and December 31, 2024, respectively.
Accrued interest on loans, which is excluded from the amortized cost of loans held for investment, totaled $ 78.7 million and $ 78.8 million at March 31, 2025 and December 31, 2024, respectively, and is included in interest receivable on the consolidated balance sheets.
Loan Origination/Risk Management – The Company seeks to manage its credit risk by diversifying its loan portfolio, determining that borrowers have adequate sources of cash flow for loan repayment without liquidation of collateral; obtaining and monitoring collateral; and providing an adequate allowance for credit losses by regularly reviewing loans through the internal loan review process. The loan portfolio is diversified by borrower, purpose and industry. The Company seeks to use diversification within the loan portfolio to reduce its credit risk, thereby minimizing the adverse impact on the portfolio if weaknesses develop in either the economy or a particular segment of borrowers. Collateral requirements are based on credit assessments of borrowers and may be used to recover the debt in case of default.
Consumer – The consumer loan portfolio consists of credit card loans and other consumer loans. Credit card loans are diversified by geographic region to reduce credit risk and minimize any adverse impact on the portfolio. Although they are regularly reviewed to facilitate the identification and monitoring of creditworthiness, credit card loans are unsecured loans, making them more susceptible to economic downturns that result in increased unemployment. Other consumer loans include direct installment loans and account overdrafts. Loans in this portfolio segment are sensitive to unemployment and other key consumer economic measures.
Real estate – The real estate loan portfolio consists of construction and development loans (“C&D”), single family residential loans and commercial loans. C&D and commercial real estate (“CRE”) loans can be particularly sensitive to valuation of real estate. CRE cycles are inevitable. The long planning and production process for new properties and rapid shifts in business conditions and employment create an inherent tension between supply and demand for commercial properties. While general economic trends often move individual markets in the same direction over time, the timing and magnitude of changes are determined by other forces unique to each market. CRE cycles tend to be local in nature and longer than other credit cycles. Factors influencing the CRE market are traditionally different from those affecting residential real estate markets; thereby making predictions for one market based on the other difficult. Additionally, submarkets within CRE – such as office, industrial, apartment, retail and hotel – also experience different cycles, providing an opportunity to lower the overall risk through diversification across types of CRE loans. Management realizes that local demand and supply conditions will also mean that different geographic areas will experience cycles of different amplitude and duration. The Company monitors these loans closely.
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Commercial – The commercial loan portfolio includes commercial and agricultural loans, representing loans to commercial customers and farmers for use in normal business or farming operations to finance working capital needs, equipment purchases or other expansion projects. Paycheck Protection Program (“PPP”) loans are also included in the commercial loan portfolio. Collection risk in this portfolio is driven by the creditworthiness of the underlying borrowers, particularly cash flow from customers’ business or farming operations. The Company continues its efforts to keep loan terms short, reducing the negative impact of upward movement in interest rates. Term loans are generally set up with one or three year balloons, and the Company has instituted a pricing mechanism for commercial loans. It is general practice to require personal guaranties on commercial loans for closely-held or limited liability entities.
Paycheck Protection Program Loans – The Company originated loans pursuant to multiple PPP appropriations of the Coronavirus Aid, Relief and Economic Security Act which provided 100% federally guaranteed loans for small businesses to cover up to 24 weeks of payroll costs and assistance with mortgage interest, rent and utilities. Notably, these small business loans may be forgiven by the SBA if borrowers maintain their payrolls and satisfy certain other conditions. PPP loans have a zero percent risk-weight for regulatory capital ratios. As of March 31, 2025 and December 31, 2024, the total outstanding balance of PPP loans was $ 1.0 million and $ 1.6 million, respectively.
Other – The other loan portfolio includes mortgage warehouse loans, representing warehouse lines of credit to mortgage originators for the disbursement of newly originated 1-4 family residential loans. Also included in the other loan portfolio are loans to public sector customers, including state and local governments.
Nonaccrual and Past Due Loans – Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Loans are placed on nonaccrual status when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provisions. Loans may be placed on nonaccrual status regardless of whether or not such loans are considered past due. When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due. 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 amortized cost basis of nonaccrual loans segregated by class of loans are as follows:
March 31, December 31,
(In thousands) 2025 2024
Consumer:
Credit cards $ 576 $ 565
Other consumer 380 678
Total consumer 956 1,243
Real estate:
Construction and development 13,452 10,681
Single family residential 32,495 33,972
Other commercial 66,930 28,524
Total real estate 112,877 73,177
Commercial:
Commercial 37,260 35,161
Agricultural 801 570
Total commercial 38,061 35,731
Other 3 3
Total $ 151,897 $ 110,154
As of March 31, 2025 and December 31, 2024, nonaccrual loans for which there was no related allowance for credit losses had an amortized cost of $ 1.1 million and $ 1.7 million, respectively. These loans are individually assessed and do not hold an allowance due to being adequately collateralized under the collateral-dependent valuation method.
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An age analysis of the amortized cost basis of past due loans, including nonaccrual loans, segregated by class of loans is as follows:
(In thousands) Gross
30-89 Days
Past Due 90 Days
or More
Past Due Total
Past Due Current Total
Loans 90 Days
Past Due &
Accruing
March 31, 2025
Consumer:
Credit cards $ 1,628 $ 580 $ 2,208 $ 177,472 $ 179,680 $ 459
Other consumer 848 136 984 96,214 97,198 —
Total consumer 2,476 716 3,192 273,686 276,878 459
Real estate:
Construction and development 426 12,933 13,359 2,764,886 2,778,245 —
Single family residential 28,076 15,531 43,607 2,603,844 2,647,451 8
Other commercial 10,230 50,516 60,746 7,990,558 8,051,304 —
Total real estate 38,732 78,980 117,712 13,359,288 13,477,000 8
Commercial:
Commercial 4,496 26,367 30,863 2,341,818 2,372,681 27
Agricultural 185 725 910 263,559 264,469 —
Total commercial 4,681 27,092 31,773 2,605,377 2,637,150 27
Other — 3 3 703,047 703,050 —
Total $ 45,889 $ 106,791 $ 152,680 $ 16,941,398 $ 17,094,078 $ 494
December 31, 2024
Consumer:
Credit cards $ 1,824 $ 635 $ 2,459 $ 179,216 $ 181,675 $ 529
Other consumer 1,752 381 2,133 125,186 127,319 —
Total consumer 3,576 1,016 4,592 304,402 308,994 529
Real estate:
Construction and development 332 10,530 10,862 2,778,387 2,789,249 —
Single family residential 34,651 16,013 50,664 2,639,282 2,689,946 —
Other commercial 5,433 26,973 32,406 7,879,930 7,912,336 —
Total real estate 40,416 53,516 93,932 13,297,599 13,391,531 —
Commercial:
Commercial 3,535 27,059 30,594 2,403,581 2,434,175 74
Agricultural 393 104 497 260,657 261,154 —
Total commercial 3,928 27,163 31,091 2,664,238 2,695,329 74
Other 276 3 279 609,804 610,083 —
Total $ 48,196 $ 81,698 $ 129,894 $ 16,876,043 $ 17,005,937 $ 603
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Loan Modifications to Borrowers Experiencing Financial Difficulty
The Company has internal loan modification programs for borrowers experiencing financial difficulties. Modifications to borrowers experiencing financial difficulties may include interest rate reductions, principal or interest forgiveness and/or term extensions. The Company primarily uses interest rate reduction and/or payment modifications or extensions, with an occasional forgiveness of principal.
The following table presents a summary of the amortized cost basis of loan modifications granted to borrowers experiencing financial difficulty, segregated by class of loans and type of loan modification, for the three month period ended March 31, 2025.
Percent of
Interest Rate Total Class
(Dollars in thousands) Reduction of Loans
Three Months Ended March 31, 2025
Real estate:
Single family residential $ 451 0.02 %
Total real estate $ 451
The financial effects of the loan modifications made to borrowers experiencing financial difficulty were not significant during the three month period ended March 31, 2025. Furthermore, such modifications did not significantly impact the Company’s determination of the allowance for credit losses during those periods.
There were no loan modifications granted to borrowers experiencing financial difficulty during the three month period ended March 31, 2024.
The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty. There was one CRE loan, related to a downtown St. Louis hotel that was originated pre-pandemic, to a borrower experiencing financial difficulty with a period-end amortized cost basis of $ 26.9 million that was modified during the previous twelve months and which subsequently defaulted during the three months ended March 31, 2025. This CRE loan was placed on nonaccrual status during the period. There was one commercial loan to a borrower experiencing financial difficulty with a period-end amortized cost basis of $ 23,000 that was modified during the previous twelve months and which subsequently defaulted during the three months ended March 31, 2024. In relation to loans modified to borrowers experiencing financial difficulty, the Company defines a payment default as a payment received more than 90 days after its due date.
At March 31, 2025 and December 31, 2024, the Company had $ 5.9 million and $ 4.0 million, respectively, of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process. At March 31, 2025 and December 31, 2024, the Company had $ 1.2 million and $ 1.3 million, respectively, of Other Real Estate Owned (“OREO”) secured by residential real estate properties.
Credit Quality Indicators – As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related to (i) the weighted-average risk rating of commercial and real estate loans, (ii) the level of classified commercial and real estate loans, (iii) net charge-offs, (iv) nonperforming loans (see details above) and (v) the general economic conditions of the Company’s local markets.
The Company utilizes a risk rating matrix to assign a risk rate to each of its commercial and real estate loans. Risk ratings are updated on an ongoing basis and are subject to change by continuous loan monitoring processes including lending management monitoring, executive management and board committee oversight, and independent credit review. A description of the general characteristics of the risk ratings is as follows:
• Pass (Excellent) – This category includes loans which are virtually free of credit risk. Borrowers in this category represent the highest credit quality and greatest financial strength.
• Pass (Good) - Loans under this category possess a nominal risk of default. This category includes borrowers with strong financial strength and superior financial ratios and trends. These loans are generally fully secured by cash or equivalents (other than those rated “excellent”).
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• Pass (Acceptable – Average) - Loans in this category are considered to possess a normal level of risk. Borrowers in this category have satisfactory financial strength and adequate cash flow coverage to service debt requirements. If secured, the perfected collateral should be of acceptable quality and within established borrowing parameters.
• Pass (Monitor) - Loans in the Watch (Monitor) category exhibit an overall acceptable level of risk, but that risk may be increased by certain conditions, which represent “red flags”. These “red flags” require a higher level of supervision or monitoring than the normal “Pass” rated credit. The borrower may be experiencing these conditions for the first time, or it may be recovering from weakness, which at one time justified a higher rating. These conditions may include: weaknesses in financial trends; marginal cash flow; one-time negative operating results; non-compliance with policy or borrowing agreements; poor diversity in operations; lack of adequate monitoring information or lender supervision; questionable management ability/stability.
• Special Mention - A loan in this category has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date. Special Mention loans are not adversely classified (although they are “criticized”) and do not expose an institution to sufficient risk to warrant adverse classification. Borrowers may be experiencing adverse operating trends or an ill-proportioned balance sheet. Non-financial characteristics of a Special Mention rating may include management problems, pending litigation, a non-existent or ineffective loan agreement or other material structural weakness, and/or other significant deviation from prudent lending practices.
• Substandard - A Substandard loan is inadequately protected by the current sound worth and paying capacity of the borrower or of the collateral pledged, if any. Loans so classified must have a well-defined weakness, or weaknesses, that jeopardize the liquidation of the debt. The loans are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. This does not imply ultimate loss of the principal, but may involve burdensome administrative expenses and the accompanying cost to carry the loan.
• Doubtful - A loan classified Doubtful has all the weaknesses inherent in a substandard loan except that the weaknesses make collection or liquidation in full (on the basis of currently existing facts, conditions, and values) highly questionable and improbable. Doubtful borrowers are usually in default, lack adequate liquidity or capital, and lack the resources necessary to remain an operating entity. The possibility of loss is extremely high, but because of specific pending events that may strengthen the asset, its classification as loss is deferred. Pending factors include: proposed merger or acquisition; liquidation procedures; capital injection; perfection of liens on additional collateral; and refinancing plans. Loans classified as Doubtful are placed on nonaccrual status.
• Loss - Loans classified Loss are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the loans has absolutely no recovery or salvage value, but rather it is not practical or desirable to defer writing off this basically worthless loan, even though partial recovery may be affected in the future. Borrowers in the Loss category are often in bankruptcy, have formally suspended debt repayments, or have otherwise ceased normal business operations. Loans should be classified as Loss and charged-off in the period in which they become uncollectible.
The Company monitors credit quality in the consumer portfolio by delinquency status. The delinquency status of loans is updated daily. A description of the delinquency credit quality indicators is as follows:
• Current - Loans in this category are either current in payments or are under 30 days past due. These loans are considered to have a normal level of risk.
• 30-89 Days Past Due - Loans in this category are between 30 and 89 days past due and are subject to the Company’s loss mitigation process. These loans are considered to have a moderate level of risk.
• 90+ Days Past Due - Loans in this category are 90 days or more past due and are placed on nonaccrual status. These loans have been subject to the Company’s loss mitigation process and foreclosure and/or charge-off proceedings have commenced.
The Company uses a dual risk rating scale that utilizes quantitative models and qualitative factors (“score cards”) to assist in determining the appropriate risk rating for its commercial loans. This dual risk rating methodology incorporates a “probability of default” analysis which utilizes quantified metrics such as loan terms and financial performance, as well as a “loss given default” analysis which utilizes collateral values and economics of the market, among other attributes. Model outputs are reviewed and analyzed to ensure the projected risk levels are commensurate with underwriting and credit leader expectations. The risk rating scale includes Probability of Default levels of 1 – 16 and Loss Given Default levels of A – I. The scale allows for more granular recognition of risk and diversification of grading among traditional Pass grades.
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The following is a reconciliation between the expanded risk rating scale and the Company’s traditional risk rating segments utilized within the commercial loan classes presented in the credit quality indicator tables.
• Pass - Includes loans with an expanded risk rating of 1 through 11. Loans with a risk rating of 10 and 11 equate to loans included on management’s “watch list” and is intended to be utilized on a temporary basis for pass grade borrowers where a significant risk-modifying action is anticipated in the near term.
• Special Mention - Includes loans with an expanded risk rating of 12.
• Substandard - Includes loans with an expanded risk rating of 13 and 14.
• Doubtful and loss - Includes loans with an expanded risk rating of 15 and 16.
The following table presents a summary of loans by credit quality indicator, as of March 31, 2025, segregated by class of loans.
Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2025 (YTD) 2024 2023 2022 2021 2020 and Prior Lines of Credit (“LOC”) Amortized Cost Basis LOC Converted to Term Loans Amortized Cost Basis Total
Consumer - credit cards
Delinquency:
Current $ — $ — $ — $ — $ — $ — $ 177,472 $ — $ 177,472
30-89 days past due — — — — — — 1,628 — 1,628
90+ days past due — — — — — — 580 — 580
Total consumer - credit cards — — — — — — 179,680 — 179,680
Current-period consumer - credit cards gross charge-offs — — — — — — 1,460 — 1,460
Consumer - other
Delinquency:
Current 14,694 29,273 14,353 14,538 3,803 1,679 17,874 — 96,214
30-89 days past due 6 149 203 445 22 4 19 — 848
90+ days past due — 60 26 12 38 — — — 136
Total consumer - other 14,700 29,482 14,582 14,995 3,863 1,683 17,893 — 97,198
Current-period consumer - other gross charge-offs — 450 126 368 32 36 58 — 1,070
Real estate - C&D
Risk rating:
Pass 18,222 44,186 110,827 62,199 26,930 36,214 2,461,129 — 2,759,707
Special mention — — — 49 — 370 2,869 — 3,288
Substandard — 59 63 102 457 79 14,490 — 15,250
Doubtful and loss — — — — — — — — —
Total real estate - C&D 18,222 44,245 110,890 62,350 27,387 36,663 2,478,488 — 2,778,245
Current-period real estate - C&D gross charge-offs — — — — — — — — —
Real estate - SF residential
Delinquency:
Current 58,690 225,634 310,195 545,289 294,653 695,559 473,824 — 2,603,844
30-89 days past due — 1,332 1,695 8,582 2,076 12,484 1,907 — 28,076
90+ days past due — 880 1,526 2,857 964 5,782 3,522 — 15,531
Total real estate - SF residential 58,690 227,846 313,416 556,728 297,693 713,825 479,253 — 2,647,451
Current-period real estate - SF residential gross charge-offs — 13 — — 42 — 103 — 158
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Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2025 (YTD) 2024 2023 2022 2021 2020 and Prior Lines of Credit (“LOC”) Amortized Cost Basis LOC Converted to Term Loans Amortized Cost Basis Total
Real estate - other commercial
Risk rating:
Pass $ 270,315 $ 591,253 $ 442,670 $ 1,444,686 $ 1,001,908 $ 989,293 $ 2,829,154 $ — $ 7,569,279
Special mention — 9,693 16,260 35,702 5,857 18,346 122,853 — 208,711
Substandard — 13,062 19,860 10,246 2,644 45,275 182,227 — 273,314
Doubtful and loss — — — — — — — — —
Total real estate - other commercial 270,315 614,008 478,790 1,490,634 1,010,409 1,052,914 3,134,234 — 8,051,304
Current-period real estate - other commercial gross charge-offs — — — — — 56 4,211 — 4,267
Commercial
Risk rating:
Pass 94,983 223,010 214,831 236,156 108,831 55,817 1,344,729 187 2,278,544
Special mention — 736 2,556 593 322 1,058 28,691 — 33,956
Substandard 32 13,909 3,389 7,457 2,866 7,759 24,766 — 60,178
Doubtful and loss — — — 3 — — — — 3
Total commercial 95,015 237,655 220,776 244,209 112,019 64,634 1,398,186 187 2,372,681
Current-period commercial - gross charge-offs — 28 404 874 641 186 2,110 — 4,243
Commercial - agriculture
Risk rating:
Pass 24,673 23,394 19,784 17,619 6,247 3,380 166,247 — 261,344
Special mention — — 4 139 — 4 1,436 — 1,583
Substandard — 214 143 40 26 162 957 — 1,542
Doubtful and loss — — — — — — — — —
Total commercial - agriculture 24,673 23,608 19,931 17,798 6,273 3,546 168,640 — 264,469
Current-period commercial - agriculture gross charge-offs — — — — — — — —
Other
Delinquency:
Current 14,736 68,197 35,157 135,869 26,705 29,918 392,465 — 703,047
30-89 days past due — — — — — — — — —
90+ days past due — — — — — 3 — — 3
Total other 14,736 68,197 35,157 135,869 26,705 29,921 392,465 — 703,050
Current-period other - gross charge-offs — — — — — — 63 — 63
Total $ 496,351 $ 1,245,041 $ 1,193,542 $ 2,522,583 $ 1,484,349 $ 1,903,186 $ 8,248,839 $ 187 $ 17,094,078
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The following table presents a summary of loans by credit quality indicator, as of December 31, 2024, segregated by class of loans.
Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2024 2023 2022 2021 2020 2019 and Prior Lines of Credit (“LOC”) Amortized Cost Basis LOC Converted to Term Loans Amortized Cost Basis Total
Consumer - credit cards
Delinquency:
Current $ — $ — $ — $ — $ — $ — $ 179,216 $ — $ 179,216
30-89 days past due — — — — — — 1,824 — 1,824
90+ days past due — — — — — — 635 — 635
Total consumer - credit cards — — — — — — 181,675 — 181,675
Current-period consumer - credit cards gross charge-offs — — — — — — 6,437 — 6,437
Consumer - other
Delinquency:
Current 63,986 17,227 17,877 4,713 1,304 893 19,186 — 125,186
30-89 days past due 515 176 701 59 14 2 285 — 1,752
90+ days past due 85 56 183 20 — 35 2 — 381
Total consumer - other 64,586 17,459 18,761 4,792 1,318 930 19,473 — 127,319
Current-period consumer - other gross charge-offs 192 680 553 98 13 10 292 — 1,838
Real estate - C&D
Risk rating:
Pass 50,288 113,056 71,908 28,921 18,187 20,653 2,468,334 — 2,771,347
Special mention — — 50 — — 376 2,862 — 3,288
Substandard 59 409 66 532 — 88 13,460 — 14,614
Doubtful and loss — — — — — — — — —
Total real estate - C&D 50,347 113,465 72,024 29,453 18,187 21,117 2,484,656 — 2,789,249
Current-period real estate - C&D gross charge-offs 162 — — — — — 521 — 683
Real estate - SF residential
Delinquency:
Current 225,040 324,605 559,278 314,700 187,752 543,590 484,317 — 2,639,282
30-89 days past due 1,205 4,201 9,578 3,316 1,525 12,389 2,437 — 34,651
90+ days past due 1,016 606 4,578 630 1,299 3,951 3,933 — 16,013
Total real estate - SF residential 227,261 329,412 573,434 318,646 190,576 559,930 490,687 — 2,689,946
Current-period real estate - SF residential gross charge-offs 3 190 231 — 37 134 247 — 842
Real estate - other commercial
Risk rating:
Pass 603,206 490,128 1,519,950 1,021,169 419,769 646,399 2,800,863 — 7,501,484
Special mention 9,479 16,272 12,401 9,494 1,472 12,754 111,466 — 173,338
Substandard 12,093 17,099 11,399 3,063 12,073 31,126 150,661 — 237,514
Doubtful and loss — — — — — — — — —
Total real estate - other commercial 624,778 523,499 1,543,750 1,033,726 433,314 690,279 3,062,990 — 7,912,336
Current-period real estate - other commercial gross charge-offs — 5,202 38 15 — 1 168 — 5,424
23
Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2024 2023 2022 2021 2020 2019 and Prior Lines of Credit (“LOC”) Amortized Cost Basis LOC Converted to Term Loans Amortized Cost Basis Total
Commercial
Risk rating:
Pass $ 245,945 $ 253,518 $ 257,227 $ 118,910 $ 28,620 $ 44,606 $ 1,411,467 $ 200 $ 2,360,493
Special mention 112 583 523 313 6 1,025 7,498 — 10,060
Substandard 10,743 2,035 8,317 2,876 2,954 5,923 30,771 — 63,619
Doubtful and loss — — 3 — — — — — 3
Total commercial 256,800 256,136 266,070 122,099 31,580 51,554 1,449,736 200 2,434,175
Current-period commercial - gross charge-offs 536 1,087 5,311 3,500 913 1,994 13,289 — 26,630
Commercial - agriculture
Risk rating:
Pass 30,103 23,222 20,673 8,220 2,825 1,209 169,849 — 256,101
Special mention — — 111 — — — 2,299 — 2,410
Substandard 1,222 14 29 — 123 14 1,241 — 2,643
Doubtful and loss — — — — — — — — —
Total commercial - agriculture 31,325 23,236 20,813 8,220 2,948 1,223 173,389 — 261,154
Current-period commercial - agriculture gross charge-offs — 222 — 8 6 — 1 — 237
Other
Delinquency:
Current 71,671 35,574 136,416 26,930 1,287 30,085 307,841 — 609,804
30-89 days past due — 276 — — — — — — 276
90+ days past due — — — — — 3 — — 3
Total other 71,671 35,850 136,416 26,930 1,287 30,088 307,841 — 610,083
Current-period other - gross charge-offs — — — — — — 473 — 473
Total $ 1,326,768 $ 1,299,057 $ 2,631,268 $ 1,543,866 $ 679,210 $ 1,355,121 $ 8,170,447 $ 200 $ 17,005,937
Allowance for Credit Losses
Allowance for Credit Losses – The allowance for credit losses is a reserve established through a provision for credit losses charged to expense, which represents management’s best estimate of lifetime expected losses based on reasonable and supportable forecasts, quantitative factors, and other qualitative considerations. The allowance, in the judgment of management, is necessary to reserve for expected loan losses and risks inherent in the loan portfolio. The Company’s allowance for credit loss methodology includes reserve factors calculated to estimate current expected credit losses to amortized cost balances over the remaining contractual life of the portfolio, adjusted for prepayments, in accordance with ASC Topic 326-20, Financial Instruments - Credit Losses . Accordingly, the methodology is comprised of two components: individual assessments on loans with unique risk characteristics and collective assessments for loans that share similar risk characteristics. Loans with similar risk characteristics such as loan type, collateral type, and internal risk ratings are aggregated for collective assessment. The Company uses statistically-based models that leverage assumptions about current and future economic conditions throughout the contractual life of the loan. Expected credit losses are estimated by either lifetime loss rates or expected loss cash flows based on three key parameters: probability-of-default (“PD”), exposure-at-default (“EAD”), and loss-given-default (“LGD”). Future economic conditions are incorporated to the extent that they are reasonable and supportable. Beyond the reasonable and supportable periods, the economic variables revert to a historical equilibrium at a pace dependent on the state of the economy reflected within the economic scenarios. To determine the best estimate of credit losses as of March 31, 2025, the Company utilized a probability-weighted, multiple-scenario approach consisting of Baseline, Upside (S1), and Downside (S3) scenarios published by Moody’s Analytics in March 2025 that was updated to reflect the U.S. economic outlook. The Company also includes qualitative adjustments to the allowance based on factors and considerations that have not otherwise been fully accounted for. These factors may include but are not limited to portfolio trends and considerations, other economic considerations, policy actions, concentration risk, or imprecision risk.
24
Loans with similar risk characteristics such as loan type, collateral type, and internal risk ratings are aggregated into homogeneous segments for assessment. Reserve factors are based on estimated probability of default and loss given default for each segment. The estimates are determined based on economic forecasts over the reasonable and supportable forecast period based on projected performance of economic variables that have a statistical relationship with the historical loss experience of the segments.
Loans that have unique risk characteristics are evaluated on an individual basis. These evaluations are typically performed on loans with a deteriorated internal risk rating. For a collateral-dependent loan, the Company’s evaluation process includes a valuation by appraisal or other collateral analysis adjusted for selling costs, when appropriate. This valuation is compared to the remaining outstanding principal balance of the loan. If a loss is determined to be probable, the loss is included in the allowance for credit losses as a specific allocation.
Loans for which the repayment is expected to be provided substantially through the operation or sale of collateral and where the borrower is experiencing financial difficulty had an amortized cost of $ 95.4 million and $ 102.6 million as of March 31, 2025 and December 31, 2024, respectively, as further detailed in the table below. The collateral securing these loans consist of commercial real estate properties, residential properties, and other business assets.
(In thousands) Real Estate Collateral Other Collateral Total
March 31, 2025
Construction and development $ 3,594 $ — $ 3,594
Single family residential — — —
Other commercial real estate 69,429 — 69,429
Commercial — 22,376 22,376
Total $ 73,023 $ 22,376 $ 95,399
December 31, 2024
Construction and development $ 1,251 $ — $ 1,251
Single family residential — — —
Other commercial real estate 69,429 — 69,429
Commercial — 31,900 31,900
Total $ 70,680 $ 31,900 $ 102,580
The following table details activity in the allowance for credit losses by portfolio segment for the three months ended March 31, 2025. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.
(In thousands) Commercial Real
Estate Credit
Card Other
Consumer
and Other Total
Allowance for credit losses:
Three Months Ended March 31, 2025
Beginning balance, January 1, 2025 $ 41,587 $ 181,962 $ 6,007 $ 5,463 $ 235,019
Provision for credit loss expense 1,572 22,443 1,359 1,423 26,797
Charge-offs ( 4,243 ) ( 4,425 ) ( 1,460 ) ( 1,133 ) ( 11,261 )
Recoveries 997 99 211 306 1,613
Net (charge-offs) recoveries ( 3,246 ) ( 4,326 ) ( 1,249 ) ( 827 ) ( 9,648 )
Ending balance, March 31, 2025 $ 39,913 $ 200,079 $ 6,117 $ 6,059 $ 252,168
25
Activity in the allowance for credit losses for the three months ended March 31, 2024 was as follows:
(In thousands) Commercial Real
Estate Credit
Card Other
Consumer
and Other Total
Allowance for credit losses:
Three Months Ended March 31, 2024
Beginning balance, January 1, 2024 $ 36,470 $ 177,177 $ 5,868 $ 5,716 $ 225,231
Provision for credit loss expense 2,872 5,359 1,298 677 10,206
Charge-offs ( 4,593 ) ( 2,857 ) ( 1,646 ) ( 732 ) ( 9,828 )
Recoveries 442 735 248 333 1,758
Net (charge-offs) recoveries ( 4,151 ) ( 2,122 ) ( 1,398 ) ( 399 ) ( 8,070 )
Ending balance, March 31, 2024 $ 35,191 $ 180,414 $ 5,768 $ 5,994 $ 227,367
As of March 31, 2025, the Company’s allowance for credit losses was considered sufficient based upon expected losses that were supported by scenario-weighted economic forecasts. The provision expense for the three months ended March 31, 2025 reflected an incremental provision expense of $ 15.6 million related to two specific credit relationships which migrated to nonperforming during the period, as well as the impact of updated economic assumptions.
Reserve for Unfunded Commitments
In addition to the allowance for credit losses, the Company has established a reserve for unfunded commitments, classified in other liabilities. This reserve is maintained at a level management believes to be sufficient to absorb losses arising from unfunded loan commitments. The reserve for unfunded commitments was $ 25.6 million for both periods ended March 31, 2025 and December 31, 2024. The adequacy of the reserve for unfunded commitments is determined quarterly based on methodology similar to the methodology for determining the allowance for credit losses. No adjustment was made to the reserve for unfunded commitments during the three month periods ended March 31, 2025 or 2024, as it was considered sufficient to cover any loss expectations.
Provision for Credit Losses
Provision for credit losses is determined by the Company as the amount to be added to the allowance for credit loss accounts for various types of financial instruments including loans, securities and off-balance-sheet credit exposure after net charge-offs have been deducted to bring the allowance to a level which, in management’s best estimate, is necessary to absorb expected credit losses over the lives of the respective financial instruments.
The components of the provision for credit losses for the three month periods ended March 31, 2025 and 2024 were as follows:
Three Months Ended
March 31,
(In thousands) 2025 2024
Provision for credit losses related to:
Loans $ 26,797 $ 10,206
Unfunded commitments — —
Securities - HTM — —
Securities - AFS — —
Total $ 26,797 $ 10,206
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NOTE 4: RIGHT-OF-USE LEASE ASSETS AND LEASE LIABILITIES
The Company accounts for its leases in accordance with ASC Topic 842, Leases , which requires recognition of most leases, including operating leases, with a term greater than 12 months on the balance sheet. At lease commencement, the lease contract is reviewed to determine whether the contract is a finance lease or an operating lease; a lease liability is recognized on a discounted basis, related to the Company’s obligation to make lease payments; and a right-of-use asset is also recognized related to the Company’s right to use, or control the use of, a specified asset for the lease term. The Company accounts for lease and non-lease components (such as taxes, insurance and common area maintenance costs) separately as such amounts are generally readily determinable under the lease contracts. Lease payments over the expected term are discounted using the Company’s Federal Home Loan Bank (“FHLB”) advance rates for borrowings of similar term. If it is reasonably certain that a renewal or termination option will be exercised, the effects of such options are included in the determination of the expected lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term.
The Company’s leases are classified as operating leases with a term, including expected renewal or termination options, greater than one year, and are related to certain office facilities and office equipment. The following table presents information as of March 31, 2025 and December 31, 2024 related to the Company’s right-of-use lease assets, included in premises and equipment, and lease liabilities, included in accrued interest and other liabilities.
March 31, December 31,
(Dollars in thousands) 2025 2024
Right-of-use lease assets $ 63,584 $ 67,224
Lease liabilities 65,776 69,319
Weighted average remaining lease term 8.02 years 8.33 years
Weighted average discount rate 3.73 % 3.81 %
Operating lease cost for the three month period ended March 31, 2025 was $ 4.1 million as compared to $ 4.0 million for the same period in 2024.
NOTE 5: PREMISES AND EQUIPMENT
Premises and equipment are stated at cost less accumulated depreciation and amortization. Total premises and equipment, net at March 31, 2025 and December 31, 2024 were as follows:
March 31, December 31,
(In thousands) 2025 2024
Right-of-use lease assets $ 63,584 $ 67,224
Premises and equipment:
Land 119,643 124,819
Buildings and improvements 412,569 404,223
Furniture, fixtures and equipment 124,979 123,741
Software 64,609 63,844
Construction in progress 16,805 24,262
Accumulated depreciation and amortization ( 228,573 ) ( 222,682 )
Total premises and equipment, net $ 573,616 $ 585,431
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NOTE 6: GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill is tested annually, or more often than annually, if circumstances warrant, for impairment. If the implied fair value of goodwill is lower than its carrying amount, goodwill impairment is indicated, and goodwill is written down to its implied fair value. Subsequent increases in goodwill value are not recognized in the financial statements. Goodwill totaled $ 1.32 billion at March 31, 2025 and December 31, 2024. Goodwill impairment was neither indicated no r recorded during the three months ended March 31, 2025 or the year ended December 31, 2024.
Core deposit premiums represent the value of the relationships that acquired banks had with their deposit customers and are amortized over periods ranging from 10 years to 15 years and are periodically evaluated, at least annually, as to the recoverability of their carrying value. Other intangible assets represent the value of other acquired relationships, including relationships with trust and wealth management customers, and are being amortized over various periods ranging from 8 years to 15 years.
Changes in the carrying amount and accumulated amortization of the Company’s core deposit premiums and other intangible assets at March 31, 2025 and December 31, 2024 were as follows:
March 31, December 31,
(In thousands) 2025 2024
Core deposit premiums:
Balance, beginning of year $ 87,575 $ 101,344
Amortization ( 3,120 ) ( 13,769 )
Balance, end of period 84,455 87,575
Books of business and other intangibles:
Balance, beginning of year 9,667 11,301
Amortization ( 408 ) ( 1,634 )
Balance, end of period 9,259 9,667
Total other intangible assets, net $ 93,714 $ 97,242
The carrying basis and accumulated amortization of the Company’s other intangible assets at March 31, 2025 and December 31, 2024 were as follows:
March 31, December 31,
(In thousands) 2025 2024
Core deposit premiums:
Gross carrying amount $ 173,305 $ 177,624
Accumulated amortization ( 88,850 ) ( 90,049 )
Core deposit premiums, net 84,455 87,575
Books of business and other intangibles:
Gross carrying amount 22,068 22,068
Accumulated amortization ( 12,809 ) ( 12,401 )
Books of business and other intangibles, net 9,259 9,667
Total other intangible assets, net $ 93,714 $ 97,242
The Company’s estimated remaining amortization expense on other intangible assets as of March 31, 2025 is as follows:
(In thousands) Year Amortization
Expense
Remainder of 2025 $ 9,292
2026 12,346
2027 12,218
2028 11,312
2029 8,563
Thereafter 39,983
Total $ 93,714
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NOTE 7: TIME DEPOSITS
Time deposits included approximately $ 1.53 billion and $ 1.55 billion of certificates of deposit over $250,000 at March 31, 2025 and December 31, 2024, respectively. Brokered time deposits were $ 2.91 billion and $ 3.30 billion at March 31, 2025 and December 31, 2024, respectively.
NOTE 8: INCOME TAXES
The provision for income taxes is comprised of the following components for the periods indicated below:
Three Months Ended
March 31,
(In thousands) 2025 2024
Income taxes currently payable $ 6,899 $ 5,755
Deferred income taxes ( 1,087 ) 379
Provision for income taxes $ 5,812 $ 6,134
The tax effects of temporary differences between the tax basis of assets and liabilities and their financial reporting amounts that give rise to deferred income tax assets and liabilities, and their approximate tax effects, are as follows:
March 31, December 31,
(In thousands) 2025 2024
Deferred tax assets:
Loans acquired $ 1,884 $ 2,141
Allowance for credit losses 59,152 55,196
Valuation of foreclosed assets 374 374
Tax NOLs from acquisition 10,210 9,945
Deferred compensation payable 3,978 3,989
Accrued equity and other compensation 5,493 9,323
Acquired securities 7,504 7,504
Right-of-use lease liability 15,577 16,416
Unrealized loss on AFS securities 125,565 128,873
Allowance for unfunded commitments 6,069 6,069
Other 7,154 7,163
Gross deferred tax assets 242,960 246,993
Deferred tax liabilities:
Goodwill and other intangible amortization ( 37,575 ) ( 38,139 )
Accumulated depreciation ( 24,529 ) ( 24,489 )
Right-of-use lease asset ( 15,058 ) ( 15,920 )
Unrealized gain on swaps ( 20,624 ) ( 25,174 )
Other ( 12,842 ) ( 13,268 )
Gross deferred tax liabilities ( 110,628 ) ( 116,990 )
Net deferred tax asset $ 132,332 $ 130,003
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A reconciliation of income tax expense at the statutory rate to the Company’s actual income tax expense is shown for the periods indicated below:
Three Months Ended
March 31,
(In thousands) 2025 2024
Computed at the statutory rate (21%) $ 8,022 $ 9,451
Increase (decrease) in taxes resulting from:
State income taxes, net of federal tax benefit ( 272 ) ( 425 )
Discrete items related to share-based compensation 195 454
Tax exempt interest income ( 3,808 ) ( 3,867 )
Tax exempt earnings on BOLI ( 796 ) ( 840 )
Federal tax credits ( 647 ) ( 560 )
Other differences, net 3,118 1,921
Actual tax provision $ 5,812 $ 6,134
The Company follows ASC Topic 740, Income Taxes , which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Benefits from tax positions should be recognized in the financial statements only when it is more likely than not that the tax position will be sustained upon examination by the appropriate taxing authority that would have full knowledge of all relevant information. A tax position that meets the more-likely-than-not recognition threshold is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. Tax positions that previously failed to meet the more-likely-than-not recognition threshold should be recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not recognition threshold should be derecognized in the first subsequent financial reporting period in which that threshold is no longer met. ASC Topic 740 also provides guidance on the accounting for and disclosure of unrecognized tax benefits, interest and penalties. The Company has no history of expiring net operating loss carryforwards and is projecting significant pre-tax and financial taxable income in future years. The Company expects to fully realize its deferred tax assets in the future.
The amount of unrecognized tax benefits may increase or decrease in the future for various reasons including adding amounts for current tax year positions, expiration of open income tax returns due to the statutes of limitation, changes in management’s judgment about the level of uncertainty, status of examinations, litigation and legislative activity and the addition or elimination of uncertain tax positions.
Section 382 of the Internal Revenue Code imposes an annual limit on the ability of a corporation that undergoes an “ownership change” to use its U.S. net operating losses to reduce its tax liability. The Company has engaged in three tax-free reorganization transactions in which acquired net operating losses are limited pursuant to Section 382. In total, approximately $ 32.1 million of federal net operating losses subject to the IRC Section 382 annual limitation are expected to be utilized by the Company. All of the acquired net operating loss carryforwards are expected to be fully utilized by 2036.
The Company files income tax returns in the U.S. federal jurisdiction. The Company’s U.S. federal income tax returns are open and subject to examinations from the 2021 tax year and forward. The Company’s various state income tax returns are generally open from the 2021 and later tax return years based on individual state statute of limitations.
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NOTE 9: SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
The Company utilizes securities sold under agreements to repurchase to facilitate the needs of its customers and to facilitate secured short-term funding needs. Securities sold under agreements to repurchase are stated at the amount of cash received in connection with the transaction. The Company monitors collateral levels on a continuous basis. The Company may be required to provide additional collateral based on the fair value of the underlying securities. Securities pledged as collateral under repurchase agreements are maintained with the Company’s safekeeping agents.
The gross amount of recognized liabilities for repurchase agreements was $ 49.7 million and $ 36.7 million at March 31, 2025 and December 31, 2024, respectively. The remaining contractual maturity of the securities sold under agreements to repurchase in the consolidated balance sheets as of March 31, 2025 and December 31, 2024 is presented in the following tables.
Remaining Contractual Maturity of the Agreements
(In thousands) Overnight and
Continuous Up to 30 Days 30-90 Days Greater than
90 Days Total
March 31, 2025
Repurchase agreements:
U.S. Government agencies $ 49,733 $ — $ — $ — $ 49,733
December 31, 2024
Repurchase agreements:
U.S. Government agencies $ 36,709 $ — $ — $ — $ 36,709
NOTE 10: OTHER BORROWINGS AND SUBORDINATED NOTES AND DEBENTURES
Debt at March 31, 2025 and December 31, 2024 consisted of the following components:
March 31, December 31,
(In thousands) 2025 2024
Other Borrowings
FHLB advances, net of discount, due 2025 to 2033, 4.38 % to 5.53 % secured by real estate loans
$ 867,873 $ 727,945
Other long-term debt
16,990 17,427
Total other borrowings 884,863 745,372
Subordinated Notes and Debentures
Subordinated notes payable, due 4/1/2028, fixed-to-floating rate (fixed rate of 5.00 % through 3/31/2023, floating rate of 2.15 % above the three-month SOFR rate, reset quarterly)
330,000 330,000
Subordinated notes payable, net of premium adjustments, due 7/31/2030, fixed-to-floating rate (fixed rate of 6.00 % through 7/30/2025, floating rate of 5.92 % above the three-month SOFR rate, reset quarterly)
37,029 37,057
Unamortized debt issuance costs ( 698 ) ( 764 )
Total subordinated notes and debentures 366,331 366,293
Total other borrowings and subordinated debt $ 1,251,194 $ 1,111,665
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In March 2018, the Company issued $ 330.0 million in aggregate principal amount, of 5.00 % Fixed-to-Floating Rate Subordinated Notes (“Notes”) at a public offering price equal to 100 % of the aggregate principal amount of the Notes. The Company incurred $ 3.6 million in debt issuance costs related to the offering during March 2018. The Notes will mature on April 1, 2028 and initially bore interest at a fixed rate of 5.00 % per annum, payable semi-annually in arrears. From and including April 1, 2023 to, but excluding, the maturity date or the date of earlier redemption, the interest rate resets quarterly to an annual interest rate equal to the “then-current three month LIBOR rate” plus 215 basis points, payable quarterly in arrears, and the Company transitioned from the “then-current three month LIBOR rate” to the “three-month Secured Overnight Financing Rate (‘SOFR’), plus a comparable spread adjustment of 26.161 basis points,” beginning with interest accrued on the Notes from and after October 1, 2023. The Notes will be subordinated in right of payment to the payment of the Company’s other existing and future senior indebtedness, including all of its general creditors. The Notes are obligations of the Company only and are not obligations of, and are not guaranteed by, any of its subsidiaries. The Company used a portion of the net proceeds from the sale of the Notes to repay certain outstanding indebtedness. The Notes qualify for Tier 2 capital treatment.
The Company assumed subordinated debt in an aggregate principal amount, net of premium adjustments, of $ 37.4 million in connection with the Spirit acquisition in April 2022 (the “Spirit Notes”). The Spirit Notes will mature on July 31, 2030, and initially bear interest at a fixed annual rate of 6.00 %, payable quarterly, in arrears, to, but excluding, July 31, 2025. From and including July 31, 2025, to, but excluding, the maturity date or earlier redemption date, the interest rate will reset quarterly to an interest rate per annum equal to a benchmark rate, which is expected to be the then-current three-month SOFR rate, as published by the Federal Reserve Bank of New York (provided, that in the event the benchmark rate is less than zero, the benchmark rate will be deemed to be zero) plus 592 basis points, payable quarterly, in arrears.
The Company had total outstanding FHLB advances of $ 867.9 million and $ 727.9 million at March 31, 2025 and December 31, 2024, respectively, which are primarily whole loan advances, are due less than one year from origination and therefore are classified as short-term advances by the Company. At March 31, 2025, the FHLB advances outstanding were secured by mortgage loans and investment securities totaling approximately $ 6.60 billion and the Company had approximately $ 4.43 billion of additional advances available from the FHLB.
The Company’s long-term debt primarily includes subordinated debt and other notes payable. Aggregate annual maturities of long-term debt at March 31, 2025, are as follows:
Year (In thousands)
Remainder of 2025 $ 1,350
2026 1,824
2027 1,919
2028 332,792
2029 10,190
Thereafter 38,119
Total $ 386,194
NOTE 11: CONTINGENT LIABILITIES
In the ordinary course of its operations, the Company and its subsidiaries are parties to various legal proceedings incidental to the conduct of its business, including proceedings based on breach of contract claims, lender liability claims, and other ordinary-course claims, some of which seek substantial relief or damages.
The Company establishes reserves for legal proceedings when potential losses become probable and can be reasonably estimated. While the ultimate resolution (including amounts thereof) of any legal proceedings cannot be determined at this time, based on information presently available and after consultation with legal counsel, management believes that the ultimate outcome in such proceedings, either individually or in the aggregate, will not have a material adverse effect on the Company’s business, consolidated results of operations, financial condition, or cash flows. It is possible, however, that future developments could result in an unfavorable outcome for or resolution of any of these proceedings, which may be material to the Company’s results of operations for a given fiscal period.
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NOTE 12: CAPITAL STOCK
On February 27, 2009, at a special meeting, the Company’s shareholders approved an amendment to the Articles of Incorporation to establish 40,040,000 authorized shares of preferred stock, $ 0.01 par value. On April 27, 2022, the Company’s shareholders approved amendments to the Company’s Articles of Incorporation to remove an $ 80.0 million cap on the aggregate liquidation preference associated with the preferred stock and increase the number of authorized shares of the Company’s Class A common stock from 175,000,000 to 350,000,000 .
On October 29, 2019, the Company filed Amended and Restated Articles of Incorporation (“October Amended Articles”) with the Arkansas Secretary of State. The October Amended Articles classified and designated Series D Preferred Stock, Par Value $ 0.01 Per Share (“Series D Preferred Stock”), out of the Company’s authorized preferred stock. On November 30, 2021, the Company redeemed all of the Series D Preferred Stock, including accrued and unpaid dividends. On April 27, 2022, the Company’s shareholders approved an amendment to the Company’s Articles of Incorporation to remove the classification and designation for the Series D Preferred Stock. As of March 31, 2025, there were no shares of preferred stock issued or outstanding.
On May 17, 2024, the Company filed a shelf registration with the SEC. The shelf registration statement provides increased flexibility and more efficient access to raise capital from time to time through the sale of common stock, preferred stock, debt securities, depository shares, warrants, purchase contracts, subscription rights, units or a combination thereof, subject to market conditions. Specific terms and prices are determined at the time of any offering under a separate prospectus supplement that the Company is required to file with the SEC at the time of the specific offering.
In January 2022, the Company’s Board of Directors authorized a stock repurchase program (“2022 Program”) under which the Company could repurchase up to $ 175.0 million of its Class A common stock currently issued and outstanding. Because the 2022 Program was set to terminate on January 31, 2024, the Company’s Board of Directors authorized a new stock repurchase program in January 2024 (“2024 Program”) under which the Company may repurchase up to $ 175.0 million of its Class A common stock currently issued and outstanding. The 2024 Program will be executed in accordance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and will terminate on January 31, 2026 (unless terminated sooner).
Under the 2024 Program, which replaced the 2022 Program, the Company may repurchase shares of its common stock through open market and privately negotiated transactions or otherwise. The timing, pricing, and amount of any repurchases under the 2024 Program will be determined by the Company’s management at its discretion based on a variety of factors, including, but not limited to, trading volume and market price of the Company’s common stock, corporate considerations, the Company’s working capital and investment requirements, general market and economic conditions, and legal requirements. The 2024 Program does not obligate the Company to repurchase any common stock and may be modified, discontinued, or suspended at any time without prior notice. The Company anticipates funding for this 2024 Program to come from available sources of liquidity, including cash on hand and future cash flow.
No shares were repurchased during the three month periods ended March 31, 2025 and 2024. Market conditions and the Company’s capital needs, among other things, will drive decisions regarding additional, future stock repurchases.
NOTE 13: UNDIVIDED PROFITS
Simmons Bank, the Company’s subsidiary bank, is subject to legal limitations on dividends that can be paid to the parent company without prior approval of the applicable regulatory agencies. The approval of the Commissioner of the Arkansas State Bank Department is required if the total of all dividends declared by an Arkansas state bank in any calendar year exceeds seventy-five percent ( 75 %) of the total of its net profits, as defined, for that year combined with seventy-five percent ( 75 %) of its retained net profits of the preceding year. Since Simmons Bank is also under supervision of the Federal Reserve, it is further limited if the total of all dividends declared in any calendar year by Simmons Bank exceeds its net income to date for that year combined with its retained net profits for the preceding two years. At March 31, 2025, undivided profits of Simmons Bank were approximately $ 561.1 million, $ 62.3 million of which were available for payment of dividends to the Company, without prior regulatory approval.
The risk-based capital guidelines of the Federal Reserve Board and the Arkansas State Bank Department include the definitions for (1) a well-capitalized institution, (2) an adequately-capitalized institution, and (3) an undercapitalized institution. The criteria for a well-capitalized institution are: a 5 % “Tier l leverage capital” ratio, an 8 % “Tier 1 risk-based capital” ratio, 10 % “total risk-based capital” ratio; and a 6.5 % “common equity Tier 1 (CET1)” ratio.
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The Company and Simmons Bank must hold a capital conservation buffer of 2.5 % composed of CET1 capital above its minimum risk-based capital requirements. Failure to meet this capital conservation buffer would result in additional limits on dividends, other distributions and discretionary bonuses. As of March 31, 2025, the Company and Simmons Bank met all capital adequacy requirements, including the capital conservation buffer, under the Basel III Capital Rules. The Company’s CET1 ratio was 12.21 % at March 31, 2025.
NOTE 14: STOCK-BASED COMPENSATION
The Company’s Board of Directors has adopted various stock-based compensation plans, including the 2023 Stock and Incentive Plan that was approved by shareholders and became effective April 18, 2023. The plans provide for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance stock units and stock awards. Pursuant to the plans, shares are reserved for future issuance by the Company upon exercise of stock options or awards of restricted stock, restricted stock units, performance stock units or stock awards granted to directors, officers and other key employees or consultants.
The table below summarizes the transactions under the Company’s active stock-based compensation plans for the three months ended March 31, 2025:
Stock Options
Outstanding Non-vested Stock Awards Outstanding Non-vested Stock Units Outstanding
(Shares in thousands) Number
of Shares Weighted
Average
Exercise
Price Number
of Shares Weighted
Average
Grant-Date
Fair Value Number
of Shares Weighted
Average
Grant-Date
Fair Value
Beginning balance, January 1, 2025 323 $ 22.92 — $ — 1,521 $ 21.04
Granted — — — — 605 21.02
Stock options exercised — — — — — —
Stock awards/units vested (earned) — — — — ( 350 ) 21.59
Forfeited/expired ( 5 ) 22.20 — — ( 105 ) 26.58
Balance, March 31, 2025 318 $ 22.93 — $ — 1,671 $ 20.54
Exercisable, March 31, 2025 318 $ 22.93
The following table summarizes information about stock options under the plans outstanding at March 31, 2025:
Options Outstanding Options Exercisable
Range of Exercise Prices Number
of Shares
(In thousands) Weighted
Average
Remaining
Contractual
Life (Years) Weighted
Average
Exercise
Price Number
of Shares
(In thousands) Weighted
Average
Exercise
Price
$ 22.75 — $ 22.75 249 0.36 $ 22.75 249 $ 22.75
23.51 — 23.51 62 0.80 23.51 62 23.51
24.07 — 24.07 7 0.46 24.07 7 24.07
$ 22.75 — $ 24.07 318 0.45 $ 22.93 318 $ 22.93
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The table below summarizes the Company’s performance stock unit activity for the three months ended March 31, 2025:
(In thousands) Performance Stock Units
Non-vested, January 1, 2025 523
Granted 124
Vested (earned) ( 20 )
Forfeited ( 116 )
Non-vested, March 31, 2025 511
Stock-based compensation expense was $ 5.3 million and $ 4.4 million during the three month periods ended March 31, 2025 and 2024, respectively. Stock-based compensation expense is recognized ratably over the requisite service period for all stock-based awards. There was no unrecognized stock-based compensation expense related to stock options at March 31, 2025. Unrecognized stock-based compensation expense related to non-vested stock awards and stock units was $ 21.5 million at March 31, 2025. At such date, the weighted-average period over which this unrecognized expense is expected to be recognized was 2.0 years.
There was no intrinsic value of stock options outstanding and stock options exercisable at March 31, 2025. Aggregate intrinsic value represents the difference between the Company’s closing stock price on the last trading day of the period, which was $ 20.53 as of March 31, 2025, and the exercise price multiplied by the number of options outstanding. There was no intrinsic value of stock options exercised during the three months ended March 31, 2025 and 2024.
The fair value of the Company’s employee stock options granted is estimated on the date of grant using the Black-Scholes option-pricing model. This model requires the input of highly subjective assumptions, changes to which can materially affect the fair value estimate. There were no stock options granted during the three months ended March 31, 2025 and 2024.
NOTE 15: EARNINGS PER SHARE (“EPS”)
Basic EPS is computed by dividing reported net income available to common stockholders by the weighted average number of common shares outstanding during each period. Diluted EPS is computed by dividing reported net income available to common stockholders by the weighted average common shares and all potential dilutive common shares outstanding during the period.
The computation of earnings per share is as follows:
Three Months Ended
March 31,
(In thousands, except per share data) 2025 2024
Net income available to common stockholders $ 32,388 $ 38,871
Average common shares outstanding 125,800 125,340
Average potential dilutive common shares 537 322
Average diluted common shares 126,337 125,662
Basic earnings per share $ 0.26 $ 0.31
Diluted earnings per share $ 0.26 $ 0.31
There were 317,660 stock options excluded from the three months ended March 31, 2025 earnings per share calculation due to the related stock option exercise price exceeding the average market price of the Company’s stock during the period. There were 410,490 stock options excluded from the earnings per share calculation for the three months ended March 31, 2024 due to the related stock option exercise price exceeding the average market price of the Company’s stock during the period.
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NOTE 16: ADDITIONAL CASH FLOW INFORMATION
The following is a summary of the Company’s additional cash flow information:
Three Months Ended
March 31,
(In thousands) 2025 2024
Interest paid $ 158,890 $ 167,127
Income taxes paid 445 422
Transfers of loans to foreclosed assets held for sale 1,210 661
NOTE 17: OTHER INCOME AND OTHER OPERATING EXPENSES
Other income for the three months ended March 31, 2025 and 2024 was $ 8.0 million and $ 7.2 million, respectively.
Other operating expenses consisted of the following:
Three Months Ended
March 31,
(In thousands) 2025 2024
Professional services $ 4,867 $ 4,067
Postage 2,280 2,037
Telephone 1,479 1,720
Credit card expense 3,029 3,328
Marketing 6,826 6,648
Software and technology 10,036 10,743
Operating supplies 627 639
Amortization of intangibles 3,527 3,850
Branch right sizing expense 994 236
Other expense 12,386 9,245
Total other operating expenses $ 46,051 $ 42,513
NOTE 18: OPERATING SEGMENTS
Operating segments are components of an enterprise about which separate financial information is available that is regularly evaluated by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company is organized with community and commercial banking groups. Each of these groups provide one or more similar banking services, including such products and services as loans; time deposits, checking and savings accounts; treasury management; and credit cards. Loan products include consumer, real estate, commercial, agricultural, equipment, warehouse lending and SBA lending. The individual banking groups have similar operating and economic characteristics. While the CODM monitors the revenue streams of the various products, services, branch locations, divisions and groups, operations are managed, financial performance is evaluated, and management makes decisions on how to allocate resources, on a Company-wide basis. Accordingly, the respective groups are considered by management to be aggregated into one reportable operating segment.
The Company also considers its wealth group, which provides trust and investment services, as well as insurance services, to be operating segments. Information on these segments is not reported separately since they do not meet the quantitative thresholds under ASC Topic 280-10-50-12, and, as a result, are reported within “Other” in the following table.
The Company’s CODM is the chief executive officer. The CODM evaluates the performance of the Company’s reportable operating segments using net interest income and net income. The CODM analyzes on the spread between interest revenue and interest expense (net interest income) to assess performance and to allocate operating and capital resources. Therefore, interest revenue is presented net of interest expense. Additionally, the CODM reviews budgeted net income versus actual net income of the Company to allocate resources to meet the Company’s strategic objectives.
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The following table provides a summary of the Company’s reportable operating segment results for the three months ended March 31, 2025 and 2024.
Three Months Ended
March 31, 2025 March 31, 2024
(In thousands) Community and Commercial Banking Other Consolidated Community and Commercial Banking Other Consolidated
Net interest income $ 162,872 $ 550 $ 163,422 $ 151,919 $ ( 13 ) $ 151,906
Noninterest income 36,359 9,796 46,155 34,201 8,983 43,184
Total net revenue 199,231 10,346 209,577 186,120 8,970 195,090
Noninterest expense:
Salaries and employee benefits 70,024 4,800 74,824 68,243 4,410 72,653
Occupancy expense, net 12,174 477 12,651 11,807 451 12,258
Furniture and equipment expense 5,465 — 5,465 5,140 1 5,141
Deposit insurance 5,391 — 5,391 7,135 — 7,135
Other operating expenses (1)
44,919 1,330 46,249 41,025 1,667 42,692
Total noninterest expense 137,973 6,607 144,580 133,350 6,529 139,879
Income before provision for credit losses and income taxes 61,258 3,739 64,997 52,770 2,441 55,211
Provision for credit losses 26,797 — 26,797 10,206 — 10,206
Income tax expense 5,802 10 5,812 6,105 29 6,134
Net income $ 28,659 $ 3,729 $ 32,388 $ 36,459 $ 2,412 $ 38,871
(In thousands) Community and Commercial Banking Other Consolidated
Assets as of:
March 31, 2025 $ 26,785,600 $ 7,391 $ 26,792,991
March 31, 2024 $ 27,365,379 $ 6,796 $ 27,372,175
_________________________
(1) Other operating expenses primarily include professional services, marketing, software and technology, amortization of intangibles and other general operating expenses.
NOTE 19: CERTAIN TRANSACTIONS
From time to time, the Company and its subsidiaries have made loans, other extensions of credit, and vendor contracts to directors, officers, their associates and members of their immediate families. Additionally, some directors, officers and their associates and members of their immediate families have placed deposits with the Company’s subsidiary bank, Simmons Bank. Such loans and other extensions of credit, deposits and vendor contracts (which were not material) were made in the ordinary course of business, on substantially the same terms (including interest rates and collateral) as those prevailing at the time for comparable transactions with unrelated persons or through a competitive bid process. Further, in management’s opinion, these extensions of credit did not involve more than normal risk of collectability or present other unfavorable features.
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NOTE 20: COMMITMENTS AND CREDIT RISK
The Company grants agribusiness, commercial and residential loans to customers primarily throughout Arkansas, Kansas, Missouri, Oklahoma, Tennessee and Texas, along with credit card loans to customers throughout the United States. 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. Since a portion of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Each customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate.
At March 31, 2025, the Company had outstanding commitments to extend credit aggregating approximately $ 762.4 million and $ 4.19 billion for credit card commitments and other loan commitments, respectively. At December 31, 2024, the Company had outstanding commitments to extend credit aggregating approximately $ 756.9 million and $ 4.03 billion for credit card commitments and other loan commitments, respectively.
As of March 31, 2025, the Company had outstanding commitments to originate fixed-rate mortgage loans of approximately $ 33.3 million. At December 31, 2024, the Company had outstanding commitments to originate fixed-rate mortgage loans of approximately $ 17.8 million. The commitments extend over varying periods of time with the majority being disbursed within a thirty-day period.
Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. 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 loans to customers. The Company had total outstanding letters of credit amounting to $ 49.4 million and $ 41.6 million at March 31, 2025 and December 31, 2024, respectively, with terms ranging from 9 months to 15 years. At March 31, 2025 and December 31, 2024, the Company had no deferred revenue under standby letter of credit agreements.
The Company has purchased letters of credit from the FHLB as security for certain public deposits. The amount of the letters of credit was $ 1.30 billion and $ 1.12 billion at March 31, 2025 and December 31, 2024, respectively, and they expire in less than one year from issuance.
NOTE 21: FAIR VALUE MEASUREMENTS
ASC Topic 820, Fair Value Measurements defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements.
ASC Topic 820 defines fair value 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. The guidance also establishes a fair value hierarchy that requires the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. ASC Topic 820 describes three levels of inputs that may be used to measure fair value:
• Level 1 Inputs – Quoted prices in active markets for identical assets or liabilities.
• Level 2 Inputs – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
• Level 3 Inputs – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
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In general, fair value is based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon internally developed models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. These adjustments may include amounts to reflect counterparty credit quality and the Company’s creditworthiness, among other things, as well as unobservable parameters. Any such valuation adjustments are applied consistently over time. The Company’s valuation methodologies may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. While management believes the Company’s valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. Furthermore, the reported fair value amounts have not been comprehensively revalued since the presentation dates, and therefore, estimates of fair value after the balance sheet date may differ significantly from the amounts presented herein. A more detailed description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.
Following is a description of the inputs and valuation methodologies used for assets measured at fair value on a recurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy.
Available-for-sale securities – Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 securities would include highly liquid government bonds, mortgage products and certain other financial products. Other securities classified as available-for-sale are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things. In order to ensure the fair values are consistent with ASC Topic 820, the Company periodically checks the fair values by comparing them to another pricing source, such as Bloomberg. The availability of pricing confirms Level 2 classification in the fair value hierarchy. The third-party pricing service is subject to an annual review of internal controls. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. The Company’s investment in U.S. Treasury securities, if any, is reported at fair value utilizing Level 1 inputs. The remainder of the Company’s available-for-sale securities are reported at fair value utilizing Level 2 inputs.
Mortgage loans held for sale – Mortgage loans held for sale are reported at fair value on an aggregate basis. Adjustments to fair value are recognized monthly and reflected in earnings. In determining the fair value of loans held for sale, the Company may consider outstanding investor commitments, discounted cash flow analyses with market assumptions or the fair value of the collateral if the loan is collateral dependent. Such loans are classified within either Level 2 or Level 3 of the fair value hierarchy. Where assumptions are made using significant unobservable inputs, such loans held for sale are classified as Level 3. At March 31, 2025 and December 31, 2024, the aggregate fair value of mortgage loans held for sale exceeded their cost.
Derivative instruments – The Company’s derivative instruments are reported at fair value utilizing Level 2 inputs. The Company obtains fair value measurements from dealer quotes.
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The following table sets forth the Company’s financial assets by level within the fair value hierarchy that were measured at fair value on a recurring basis as of March 31, 2025 and December 31, 2024.
Fair Value Measurements Using
(In thousands) Fair Value Quoted Prices in
Active Markets for
Identical Assets
(Level 1) Significant Other
Observable Inputs
(Level 2) Significant
Unobservable Inputs
(Level 3)
March 31, 2025
Available-for-sale securities
U.S. Treasury $ 699 $ 699 $ — $ —
U.S. Government agencies 52,318 — 52,318 —
Mortgage-backed securities 1,380,913 — 1,380,913 —
State and political subdivisions 832,898 — 832,898 —
Other securities 225,021 — 225,021 —
Mortgage loans held for sale 8,351 — — 8,351
Derivative asset 109,290 — 109,290 —
Derivative liability ( 24,599 ) — ( 24,599 ) —
December 31, 2024
Available-for-sale securities
U.S. Treasury $ 996 $ 996 $ — $ —
U.S. Government agencies 54,547 — 54,547 —
Mortgage-backed securities 1,392,759 — 1,392,759 —
States and political subdivisions 858,182 — 858,182 —
Other securities 222,942 — 222,942 —
Mortgage loans held for sale 11,417 — — 11,417
Derivative asset 127,474 — 127,474 —
Derivative liability ( 24,032 ) — ( 24,032 ) —
Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances. Assets and liabilities measured at fair value on a nonrecurring basis include the following:
Individually assessed loans (collateral-dependent) – When the Company has a specific expectation to initiate, or has initiated, foreclosure proceedings, and when the repayment of a loan is expected to be substantially dependent on the liquidation of underlying collateral, the relationship is deemed collateral-dependent. Fair value of the loan is determined by establishing an allowance for credit loss for any exposure based on the valuation of the underlying collateral. The valuation of the collateral is determined by either an independent third-party appraisal or other collateral analysis. Discounts can be made by the Company based upon the overall evaluation of the independent appraisal. Collateral-dependent loans are classified within Level 3 of the fair value hierarchy due to the unobservable inputs used in determining their fair value such as collateral values and the borrower’s underlying financial condition. Collateral values supporting the individually assessed loans are evaluated quarterly for updates to appraised values or adjustments due to non-current valuations.
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Foreclosed assets and other real estate owned – Foreclosed assets and other real estate owned are reported at fair value, less estimated costs to sell. At foreclosure, if the fair value, less estimated costs to sell, of the real estate acquired is less than the Company’s recorded investment in the related loan, a write-down is recognized through a charge to the allowance for credit losses. Additionally, valuations are periodically performed by management and any subsequent reduction in value is recognized by a charge to income. The fair value of foreclosed assets and other real estate owned is estimated using Level 3 inputs based on unobservable market data.
The significant unobservable inputs (Level 3) used in the fair value measurement of collateral for collateral-dependent loans and foreclosed assets primarily relate to the specialized discounting criteria applied to the borrower’s reported amount of collateral. The amount of the collateral discount depends upon the condition and marketability of the collateral, as well as other factors which may affect the collectability of the loan. Management’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset. It is reasonably possible that a change in the estimated fair value for instruments measured using Level 3 inputs could occur in the future. As the Company’s primary objective in the event of default would be to liquidate the collateral to settle the outstanding balance of the loan, collateral that is less marketable would receive a larger discount.
The following table sets forth the Company’s assets by level within the fair value hierarchy that were measured at fair value on a nonrecurring basis as of March 31, 2025 and December 31, 2024.
Fair Value Measurements Using
(In thousands) Fair Value Quoted Prices in
Active Markets for
Identical Assets
(Level 1) Significant Other
Observable Inputs
(Level 2) Significant
Unobservable Inputs
(Level 3)
March 31, 2025
Individually assessed loans (1) (2) (collateral-dependent)
$ 95,399 $ — $ — $ 95,399
Foreclosed assets and other real estate owned (1)
428 — — 428
December 31, 2024
Individually assessed loans (1) (2) (collateral-dependent)
$ 102,580 $ — $ — $ 102,580
Foreclosed assets and other real estate owned (1)
881 — — 881
________________________
(1) These amounts represent the resulting carrying amounts on the consolidated balance sheets for collateral-dependent loans and foreclosed assets and other real estate owned for which fair value re-measurements took place during the period.
(2) Identified reserves of $ 42.8 million and $ 30.1 million were related to collateral-dependent loans for which fair value re-measurements took place during the periods ended March 31, 2025 and December 31, 2024, respectively.
ASC Topic 825, Financial Instruments , requires disclosure in annual and interim financial statements of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or nonrecurring basis. The following methods and assumptions were used to estimate the fair value of each class of financial instruments not previously disclosed.
Cash and cash equivalents – The carrying amount for cash and cash equivalents approximates fair value (Level 1).
Interest bearing balances due from banks – The fair value of interest bearing balances due from banks – time is estimated using a discounted cash flow calculation that applies the rates currently offered on deposits of similar remaining maturities (Level 2).
Held-to-maturity securities – Fair values for held-to-maturity securities equal quoted market prices, if available, such as for highly liquid government bonds (Level 1). If quoted market prices are not available, fair values are estimated based on quoted market prices of similar securities. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things (Level 2). In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy.
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Loans – The fair value of loans is estimated by discounting the future cash flows, using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. Additional factors considered include the type of loan and related collateral, variable or fixed rate, classification status, remaining term, interest rate, historical delinquencies, loan to value ratios, current market rates and remaining loan balance. The loans were grouped together according to similar characteristics and were treated in the aggregate when applying various valuation techniques. The discount rates used for loans were based on current market rates for new originations of similar loans. Estimated credit losses were also factored into the projected cash flows of the loans. The fair value of loans is estimated on an exit price basis incorporating the above factors (Level 3).
Deposits – The fair value of demand deposits, savings accounts and money market deposits is the amount payable on demand at the reporting date (i.e., their carrying amount) (Level 2). The fair value of fixed-maturity time deposits is estimated using a discounted cash flow calculation that applies the rates currently offered for deposits of similar remaining maturities (Level 3).
Federal Funds purchased, securities sold under agreement to repurchase and short-term debt – The carrying amount for federal funds purchased, securities sold under agreement to repurchase and short-term debt are a reasonable estimate of fair value (Level 2).
Other borrowings – For short-term instruments, the carrying amount is a reasonable estimate of fair value. For long-term debt, rates currently available to the Company for debt with similar terms and remaining maturities are used to estimate the fair value (Level 2).
Subordinated debentures – The fair value of subordinated debentures is estimated using the rates that would be charged for subordinated debentures of similar remaining maturities (Level 2).
Accrued interest receivable/payable – The carrying amounts of accrued interest approximated fair value (Level 2).
Commitments to extend credit, letters of credit and lines of credit – The fair value of commitments is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of letters of credit and lines of credit are based on fees currently charged for similar agreements or on the estimated cost to terminate or otherwise settle the obligations with the counterparties at the reporting date.
The fair value of a financial instrument is the current amount that would be exchanged between willing parties, other than in a forced liquidation. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument.
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The estimated fair values, and related carrying amounts, of the Company’s financial instruments are as follows:
Carrying Fair Value Measurements
(In thousands) Amount Level 1 Level 2 Level 3 Total
March 31, 2025
Financial assets:
Cash and cash equivalents
$ 634,286 $ 634,286 $ — $ — $ 634,286
Interest bearing balances due from banks - time
100 — 100 — 100
Held-to-maturity securities, net 3,615,556 — 2,929,625 — 2,929,625
Interest receivable
117,398 — 117,398 — 117,398
Loans, net 16,841,910 — — 16,266,425 16,266,425
Financial liabilities:
Noninterest bearing transaction accounts 4,455,255 — 4,455,255 — 4,455,255
Interest bearing transaction accounts and savings deposits
11,265,554 — 11,265,554 — 11,265,554
Time deposits
5,963,811 — — 5,949,775 5,949,775
Federal funds purchased and securities sold under agreements to repurchase
50,133 — 50,133 — 50,133
Other borrowings
884,863 — 883,754 — 883,754
Subordinated notes and debentures
366,331 — 365,081 — 365,081
Interest payable
52,636 — 52,636 — 52,636
December 31, 2024
Financial assets:
Cash and cash equivalents
$ 687,377 $ 687,377 $ — $ — $ 687,377
Interest bearing balances due from banks - time
100 — 100 — 100
Held-to-maturity securities, net 3,636,636 — 2,949,951 — 2,949,951
Interest receivable
123,243 — 123,243 — 123,243
Loans, net 16,770,918 — — 16,153,128 16,153,128
Financial liabilities:
Noninterest bearing transaction accounts 4,460,517 — 4,460,517 — 4,460,517
Interest bearing transaction accounts and savings deposits
10,982,022 — 10,982,022 — 10,982,022
Time deposits
6,443,211 — — 6,429,309 6,429,309
Federal funds purchased and securities sold under agreements to repurchase
37,109 — 37,109 — 37,109
Other borrowings
745,372 — 743,940 — 743,940
Subordinated notes and debentures 366,293 — 361,332 — 361,332
Interest payable
67,111 — 67,111 — 67,111
The fair value of commitments to extend credit, letters of credit and lines of credit is not presented since management believes the fair value to be insignificant.
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NOTE 22: DERIVATIVE INSTRUMENTS
The Company utilizes derivative instruments to manage exposure to various types of interest rate risk for itself and its customers within policy guidelines. Transactions should only be entered into with an associated underlying exposure. All derivative instruments are carried at fair value.
Derivative contracts involve the risk of dealing with institutional derivative counterparties and their ability to meet contractual terms. Institutional counterparties must have an investment grade credit rating and be approved by the Company’s asset/liability management committee. In arranging these products for its customers, the Company assumes additional credit risk from the customer and from the dealer counterparty with whom the transaction is undertaken. Credit risk exists due to the default credit risk created in the exchange of the payments over a period of time. Credit exposure on interest rate swaps is limited to the net favorable value and interest payments of all swaps with each counterparty. Access to collateral in the event of default is reasonably assured. Therefore, credit exposure may be reduced by the amount of collateral pledged by the counterparty.
Hedge Structures
The Company will seek to enter derivative structures that most effectively address the risk exposure and structural terms of the underlying position being hedged. The term and notional principal amount of a hedge transaction will not exceed the term or principal amount of the underlying exposure. In addition, the Company will use hedge indices which are the same as, or highly correlated to, the index or rate on the underlying exposure. Derivative credit exposure is monitored on an ongoing basis for each customer transaction and aggregate exposure to each counterparty is tracked. The Company has set a maximum outstanding notional contract amount at 25 % of the Company’s assets.
Fair Value Hedges
For derivative instruments that are designated and qualify as a fair value hedge, the gain or loss on the derivative instrument as well as the offsetting loss or gain on the hedged asset or liability attributable to the hedged risk are recognized in current earnings. The gain or loss on the derivative instrument is presented on the same income statement line item as the earnings effect of the hedged item. During the third quarter of 2021, the Company began utilizing interest rate swaps designated as fair value hedges to mitigate the effect of changing interest rates on the fair values of fixed rate callable AFS securities. The hedging strategy converts the fixed interest rates to variable interest rates based on federal funds rates. The two year forward start date for these swaps occurred during late third quarter of 2023 and involves the payment of fixed interest rates with a weighted average of 1.21 % in exchange for variable interest rates based on federal funds rates. For the three month period ended March 31, 2025, the net amount included in interest income on investment securities in the consolidated statements of income related to fair value hedges was $ 7.9 million.
The following table summarizes the fair value hedges recorded in the accompanying consolidated balance sheets.
March 31, 2025 December 31, 2024
(In thousands) Balance Sheet Location Weighted Average Pay Rate Receive Rate Notional Fair Value Notional Fair Value
Derivative assets Other assets 1.21 % Federal Funds $ 1,001,715 $ 84,635 $ 1,001,715 $ 103,366
The following amounts were recorded on the balance sheet related to carrying amounts and cumulative basis adjustments for fair value hedges.
Carrying Amount of Hedged Assets Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of Hedged Assets
Line Item on the Balance Sheet (In thousands) March 31, 2025 December 31, 2024 March 31, 2025 December 31, 2024
Investment securities - Available-for-sale $ 951,166 $ 934,132 $ 84,874 $ 103,595
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Customer Risk Management Interest Rate Swaps
The Company’s qualified loan customers have the opportunity to participate in its interest rate swap program for the purpose of managing interest rate risk on their variable rate loans with the Company. The Company enters into such agreements with customers, then offsetting agreements are executed between the Company and an approved dealer counterparty to minimize market risk from changes in interest rates. The counterparty contracts are identical to customer contracts in terms of notional amounts, interest rates, and maturity dates, except for a fixed pricing spread or fee paid to the Company by the dealer counterparty. These interest rate swaps carry varying degrees of credit, interest rate and market or liquidity risks. The fair value of these derivative instruments is recognized as either derivative assets or liabilities in the accompanying consolidated balance sheets. The Company has a limited number of swaps that are standalone without a similar agreement with the loan customer.
The following table summarizes the fair values of loan derivative contracts recorded in the accompanying consolidated balance sheets.
March 31, 2025 December 31, 2024
(In thousands) Notional Fair Value Notional Fair Value
Derivative assets $ 921,587 $ 24,655 $ 748,752 $ 24,108
Derivative liabilities 922,510 24,599 749,683 24,032
Risk Participation Agreements
The Company has a limited number of Risk Participation Agreement swaps, that are associated with loan participations, where the Company is not the counterparty to the interest rate swaps that are associated with the risk participation sold. The interest rate swap mark to market only impacts the Company if the swap is in a liability position to the counterparty and the customer defaults on payments to the counterparty. The notional amount of these contingent agreements is $ 22.7 million as of March 31, 2025.
Energy Hedging
The Company, from time-to-time, has provided energy derivative services to qualifying, high quality oil and gas borrowers for hedging purposes. The Company has served as an intermediary on energy derivative products between the Company’s borrowers and dealers. The Company will only enter into back-to-back trades, thus maintaining a balanced book between the dealer and the borrower.
The energy hedging risk exposure to the Company’s customer would increase as energy prices for crude oil and natural gas rise. As prices decrease, exposure to the exchange would increase. These risks are mitigated by customer credit underwriting policies and establishing a predetermined hedge line for each borrower and by monitoring the exchange margin.
The Company has no outstanding notional values related to energy hedge swap contracts as of March 31, 2025. Currently, the Company generally does not intend to offer hedging services to any remaining energy related customers.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders, Board of Directors and Audit Committee
Simmons First National Corporation
Pine Bluff, Arkansas
Results of Review of Interim Financial Statements
We have reviewed the condensed consolidated balance sheet of Simmons First National Corporation (“the Company”) and subsidiaries as of March 31, 2025, and the related condensed consolidated statements of income, comprehensive income (loss), cash flows and stockholders’ equity for the three month periods ended March 31, 2025 and 2024, and the related notes (collectively referred to as the “interim financial information or statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed financial statements referred to above for them to be in conformity with accounting principles generally accepted in the United States of America.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheet of the Company and subsidiaries as of December 31, 2024, and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for the year then ended (not presented herein), and in our report dated February 27, 2025, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2024, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.
Basis for Review Results
These interim financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the 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 review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
/s/ Forvis Mazars, LLP
Little Rock, Arkansas
May 8, 2025
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