Item 1. Financial Statements
Item 1. Financial Statements (unaudited)
TRICO BANCSHARES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data; unaudited)
September 30, 2025 December 31, 2024
Assets:
Cash and due from banks $ 100,693 $ 85,409
Cash at Federal Reserve and other banks 198,127 59,547
Cash and cash equivalents 298,820 144,956
Investment securities:
Marketable equity securities 2,681 2,609
Available for sale debt securities, at fair value (amortized cost of $ 1,906,961 and $ 2,138,533 )
1,740,756 1,904,885
Held to maturity debt securities, at amortized cost, net of allowance for credit losses of $ 0
95,446 111,866
Restricted equity securities 17,250 17,250
Loans held for sale 2,785 709
Loans 7,006,824 6,768,523
Allowance for credit losses ( 124,571 ) ( 125,366 )
Total loans, net 6,882,253 6,643,157
Premises and equipment, net 70,509 70,287
Cash value of life insurance 136,391 140,149
Accrued interest receivable 32,126 34,810
Goodwill 304,442 304,442
Other intangible assets, net 4,953 6,432
Operating leases, right-of-use
25,917 23,529
Other assets 264,507 268,647
Total assets $ 9,878,836 $ 9,673,728
Liabilities and Shareholders’ Equity:
Liabilities:
Deposits:
Noninterest-bearing demand $ 2,544,306 $ 2,548,613
Interest-bearing 5,790,155 5,538,963
Total deposits 8,334,461 8,087,576
Accrued interest payable 8,241 11,501
Operating lease liability 27,683 25,437
Other liabilities 145,869 137,506
Other borrowings 17,039 89,610
Junior subordinated debt 41,238 101,191
Total liabilities 8,574,531 8,452,821
Commitments and contingencies (Note 9)
Shareholders’ equity:
Preferred stock, no par value: 1,000,000 shares authorized, zero issued and outstanding at September 30, 2025 and December 31, 2024
— —
Common stock, no par value: 50,000,000 shares authorized; 32,506,880 and 32,970,425 issued and outstanding at September 30, 2025 and December 31, 2024, respectively
685,594 693,462
Retained earnings 723,668 679,907
Accumulated other comprehensive loss, net of tax ( 104,957 ) ( 152,462 )
Total shareholders’ equity 1,304,305 1,220,907
Total liabilities and shareholders’ equity $ 9,878,836 $ 9,673,728
See accompanying notes to unaudited condensed consolidated financial statements.
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TRICO BANCSHARES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data; unaudited)
Three months ended
September 30, Nine months ended
September 30,
2025 2024 2025 2024
Interest and dividend income:
Loans, including fees $ 101,004 $ 98,085 $ 295,077 $ 292,799
Investments:
Taxable securities 14,945 16,812 44,866 50,878
Tax exempt securities 872 897 2,635 2,729
Dividends 376 376 1,128 1,143
Interest bearing cash at Federal Reserve and other banks 2,790 1,177 6,719 2,247
Total interest and dividend income 119,987 117,347 350,425 349,796
Interest expense:
Deposits 29,201 30,688 86,104 83,238
Other borrowings 3 2,144 1,064 13,640
Junior subordinated debt 1,228 1,904 4,641 5,574
Total interest expense 30,432 34,736 91,809 102,452
Net interest income 89,555 82,611 258,616 247,344
Provision for credit losses 670 220 9,063 4,930
Net interest income after credit loss provision 88,885 82,391 249,553 242,414
Non-interest income:
Service charges and fees 13,751 12,782 40,079 38,215
Gain on sale of loans 327 549 1,174 1,198
Gain (loss) on sale or exchange of investment securities ( 2,124 ) 2 ( 3,266 ) ( 43 )
Asset management and commission income 1,932 1,502 5,055 3,989
Increase in cash value of life insurance 871 786 2,533 2,420
Other 3,250 874 5,595 2,353
Total non-interest income 18,007 16,495 51,170 48,132
Non-interest expense:
Salaries and related benefits 37,729 35,550 112,870 105,255
Other 22,695 23,937 68,270 69,075
Total non-interest expense 60,424 59,487 181,140 174,330
Income before provision for income taxes 46,468 39,399 119,583 116,216
Provision for income taxes 12,449 10,348 31,659 30,382
Net income $ 34,019 $ 29,051 $ 87,924 $ 85,834
Per share data:
Basic earnings per share $ 1.04 $ 0.88 $ 2.68 $ 2.59
Diluted earnings per share $ 1.04 $ 0.88 $ 2.67 $ 2.58
Dividends per share $ 0.36 $ 0.33 $ 1.02 $ 0.99
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(In thousands; unaudited)
Three months ended
September 30, Nine months ended
September 30,
2025 2024 2025 2024
Net income $ 34,019 $ 29,051 $ 87,924 $ 85,834
Other comprehensive income, net of tax:
Unrealized gains on available for sale securities arising during the period 16,399 44,538 47,505 36,192
Change in minimum pension liability — — — —
Change in joint beneficiary agreements — — — —
Other comprehensive income 16,399 44,538 47,505 36,192
Comprehensive income $ 50,418 $ 73,589 $ 135,429 $ 122,026
See accompanying notes to unaudited condensed consolidated financial statements.
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TRICO BANCSHARES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(In thousands, except share and per share data; unaudited)
Balance at Shares of
Common
Stock Common
Stock Retained
Earnings Accumulated
Other
Comprehensive Income (Loss) Total
Balance at July 1, 2024 32,989,327 $ 691,878 $ 644,687 $ ( 161,515 ) $ 1,175,050
Net income 29,051 29,051
Other comprehensive income (loss) 44,538 44,538
Stock options exercised 7,500 174 174
RSU vesting 809 809
PSU vesting 348 348
RSUs released 5,232 —
PSUs released — —
Repurchase of common stock ( 1,551 ) ( 33 ) ( 34 ) ( 67 )
Dividends paid ($ 0.33 per share)
( 10,888 ) ( 10,888 )
Three months ended September 30, 2024 33,000,508 $ 693,176 $ 662,816 $ ( 116,977 ) $ 1,239,015
Balance at July 1, 2025 32,550,264 $ 685,489 $ 702,690 $ ( 121,356 ) $ 1,266,823
Net income 34,019 34,019
Other comprehensive income (loss) 16,399 16,399
Stock options exercised — — —
RSU vesting 874 874
PSU vesting 411 411
RSUs released 4,710 —
PSUs released 7,911 —
Repurchase of common stock ( 56,005 ) ( 1,180 ) ( 1,324 ) ( 2,504 )
Dividends paid ($ 0.36 per share)
( 11,717 ) ( 11,717 )
Three months ended September 30, 2025 32,506,880 $ 685,594 $ 723,668 $ ( 104,957 ) $ 1,304,305
Balance at January 1, 2024 33,268,102 $ 697,349 $ 615,502 $ ( 153,169 ) $ 1,159,682
Net income 85,834 85,834
Other comprehensive income (loss) 36,192 36,192
Stock options exercised 7,500 174 174
RSU vesting 2,428 2,428
PSU vesting 1,122 1,122
RSUs released 69,043 —
PSUs released 32,248 —
Repurchase of common stock ( 376,385 ) ( 7,897 ) ( 5,754 ) ( 13,651 )
Dividends paid ($ 0.99 per share)
( 32,766 ) ( 32,766 )
Nine months ended September 30, 2024 33,000,508 693,176 662,816 ( 116,977 ) 1,239,015
Balance at January 1, 2025 32,970,425 $ 693,462 $ 679,907 $ ( 152,462 ) $ 1,220,907
Net income 87,924 87,924
Other comprehensive income (loss) 47,505 47,505
Stock options exercised — — —
RSU vesting 2,554 2,554
PSU vesting 1,106 1,106
RSUs released 75,845 —
PSUs released 7,911 —
Repurchase of common stock ( 547,301 ) ( 11,528 ) ( 10,798 ) ( 22,326 )
Dividends paid ($ 1.02 per share)
( 33,365 ) ( 33,365 )
Nine months ended September 30, 2025 32,506,880 $ 685,594 $ 723,668 $ ( 104,957 ) $ 1,304,305
See accompanying notes to unaudited condensed consolidated financial statements.
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TRICO BANCSHARES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands; unaudited)
For the nine months ended September 30,
2025 2024
Operating activities:
Net income $ 87,924 $ 85,834
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of premises and equipment, and amortization 4,674 4,562
Amortization of intangible assets 1,479 3,090
Provision for credit losses 9,063 4,670
Amortization of investment securities premium, net 1,434 511
Loss on sale of investment securities 3,266 43
Originations of loans for sale ( 54,156 ) ( 48,197 )
Proceeds from sale of loans originated for sale 52,825 47,476
Gain on sale of loans ( 1,174 ) ( 1,198 )
Change in fair market value of mortgage servicing rights 297 468
Gain on transfer of loans to foreclosed assets — ( 38 )
(Gain) loss on sale of foreclosed assets ( 3 ) 26
Change in the market value of foreclosed assets 3 262
Operating lease expense payments ( 4,583 ) ( 4,658 )
Loss on disposal of fixed assets 111 12
Increase in cash value of life insurance ( 2,533 ) ( 2,420 )
Gain on life insurance death benefit ( 1,209 ) —
(Gain) loss on marketable equity securities ( 72 ) ( 121 )
Equity compensation vesting expense 3,660 3,550
Gain on extinguishment of junior subordinated debt ( 2,504 ) —
Change in:
Interest receivable 2,684 3,707
Interest payable ( 3,260 ) 3,219
Amortization of operating lease ROUA 4,441 4,481
Other assets and liabilities, net ( 3,534 ) ( 19,812 )
Net cash from operating activities 98,833 85,467
Investing activities:
Proceeds from maturities of securities available for sale 266,581 315,627
Proceeds from maturities of securities held to maturity 16,290 16,074
Proceeds from sale and calls of available for sale securities 58,512 31,534
Purchases of securities available for sale ( 98,091 ) ( 122,873 )
Loan origination and principal collections, net ( 249,761 ) 107,690
Proceeds from sale of other real estate owned 103 149
Purchases of premises and equipment ( 4,585 ) ( 3,250 )
Proceeds from the payment of life insurance benefits 7,312 —
Net cash from (used by) investing activities ( 3,639 ) 344,951
Financing activities:
Net change in deposits 246,885 203,053
Net change in other borrowings ( 72,571 ) ( 365,815 )
Repurchase of common stock ( 22,326 ) ( 13,651 )
Dividends paid ( 33,365 ) ( 32,766 )
Retirement of junior subordinated debt, net ( 59,953 ) —
Exercise of stock options — 174
Net cash from (used by) financing activities 58,670 ( 209,005 )
Net change in cash and cash equivalents 153,864 221,413
Cash and cash equivalents, beginning of period 144,956 98,701
Cash and cash equivalents, end of period $ 298,820 $ 320,114
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See accompanying notes to unaudited condensed consolidated financial statements.
Supplemental disclosure of noncash activities:
Unrealized gain on securities available for sale $ 67,443 $ 51,383
Market value of shares tendered in-lieu of cash to pay for exercise of equity and/or related taxes 1,072 1,168
Obligations incurred in conjunction with leased assets 6,000 2,226
Life insurance receivable 103 —
Loans transferred to foreclosed assets 2,747 458
Supplemental disclosure of cash flow activity:
Cash paid for interest expense $ 95,069 $ 99,233
Cash paid for income taxes 22,600 27,200
See accompanying notes to unaudited condensed consolidated financial statements.
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NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Summary of Significant Accounting Policies
Description of Business and Basis of Presentation
TriCo Bancshares (the “Company” or “we”) is a California corporation organized to act as a bank holding company for Tri Counties Bank (the “Bank”). The Company and the Bank are headquartered in Chico, California. The Bank is a California-chartered bank that is engaged in the general commercial banking business in 31 California counties. The consolidated financial statements are prepared in accordance with accounting policies generally accepted in the United States of America and general practices in the banking industry. All adjustments necessary for a fair presentation of these consolidated financial statements have been included and are of a normal and recurring nature. The financial statements include the accounts of the Company. All inter-company accounts and transactions have been eliminated in consolidation.
The Company maintains two capital subsidiary business trusts (collectively, the “Capital Trusts”), both organized by the Company. For financial reporting purposes, the Company’s remaining investments in the Capital Trusts of $ 1.2 million are accounted for under the equity method and, accordingly, are not consolidated and are included in other assets on the consolidated balance sheet.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”). The Company believes that the disclosures made are adequate to make the information not misleading.
Segment and Significant Group Concentration of Credit Risk
The Company grants agribusiness, commercial, consumer, and residential loans to customers located throughout California. The Company has a diversified loan portfolio within the business segments located in this geographical area. While our Chief Executive Officer, the chief operating decision-maker (CODM), may monitor the revenue streams of the various products and services, operations are managed, financial performance is evaluated, and decisions are generally made on a Company-wide basis. Discrete financial information is not available other than on a Company-wide basis. Accordingly, operations are considered by management to be aggregated in one reportable operating segment.
Geographical Descriptions
For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.
Reclassification
Some items in the prior year consolidated financial statements were reclassified to conform to the current presentation. Reclassifications had no effect on prior year net income or shareholders’ equity.
Cash and Cash Equivalents
Net cash flows are reported for loan and deposit transactions and other borrowings. For purposes of the consolidated statement of cash flows, cash, due from banks with original maturities less than 90 days, interest-earning deposits in other banks, and Federal funds sold are considered to be cash equivalents.
Allowance for Credit Losses - Securities
The Company measures expected credit losses on HTM debt securities on a collective basis by major security type, then further disaggregated by sector and bond rating. Accrued interest receivable on HTM debt securities was considered insignificant at September 30, 2025 and December 31, 2024 and is therefore excluded from the estimate of credit losses. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts based on current and expected changes in credit ratings and default rates. Based on the implied guarantees of the U. S. Government or its agencies related
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to certain of these investment securities, and the absence of any historical or expected losses, substantially all qualify for a zero loss assumption. Management has separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years. As a result of this evaluation, management determined that the expected credit losses associated with these securities is not significant for financial reporting purposes and therefore, no allowance for credit losses has been recognized for any period reported.
The Company evaluates AFS debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. In evaluating available for sale debt securities in unrealized loss positions for impairment and the criteria regarding its intent or requirement to sell such securities, the Company considers the extent to which fair value is less than amortized cost, whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred, and the results of reviews of the issuers' financial condition, among other factors. Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the ACL when management believes the uncollectability of an available for sale debt security is confirmed or when either of the criteria regarding intent or requirement to sell is met. No security credit losses were recognized during the nine-month periods ended September 30, 2025 and 2024, respectively.
Loans
Loans that management has the intent and ability to hold until maturity or payoff are reported at principal amount outstanding, net of deferred loan fees and costs. Loans are placed in nonaccrual status when reasonable doubt exists as to the full, timely collection of interest or principal, or a loan becomes contractually past due by 90 days or more with respect to interest or principal and is not well secured and in the process of collection. When a loan is placed on nonaccrual status, all interest previously accrued but not collected is reversed against interest income. Income on such loans is then recognized only to the extent that cash is received and where the future collection of principal is considered probable. Interest accruals are resumed on such loans only when they are brought fully current with respect to interest and principal and when, in the judgment of Management, the loan is estimated to be fully collectible as to both principal and interest. Accrued interest receivable is not included in the calculation of the allowance for credit losses.
Allowance for Credit Losses - Loans
The ACL is a valuation account that is deducted from the loan's amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged-off against the allowance when management believes the recorded loan balance is confirmed as uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off. Regardless of the determination that a charge-off is appropriate for financial accounting purposes, the Company manages its loan portfolio by continually monitoring, where possible, a borrower's ability to pay through the collection of financial information, delinquency status, borrower discussion and the encouragement to repay in accordance with the original contract or modified terms, if appropriate.
The ACL consists of two primary components: (1) the determination of an ACL for loans that are individually identified and analyzed and (2) establishment of an ACL for loans collectively analyzed. To determine the collectively analyzed portion of the ACL, the Company identified various portfolio segments based on loan attributes such as, but not limited to; collateral type and loan purpose or use, to ensure loans with similar risk characteristics are measured on a collective basis. The Company utilizes three different loss model configurations and assigned each of the portfolio segments to one of the three loss model configurations. Historical credit loss experience for financial institutions nationwide, paired with relevant forecasts of macroeconomic conditions, forms the basis for the estimate of expected credit losses amongst the collectively analyzed loan portfolio. Further, each of the three loss model configurations utilized by the Company incorporate unique inputs, such as the following:
(1) Commercial Real Estate : origination vintage, delinquency status, loan-to-value as of the origination date, stated maturity date, property type, and property status
(2) Commercial and Industrial : loan maturity, credit spread at origination, risk grade, and loan type
(3) Consumer: FICO, origination vintage, product type, and state geography if applicable
One of the key assumptions requiring significant judgment in the process is estimating the Company's ACL relates to macroeconomic forecasts that are incorporated into the loss models. As all economic outlooks are inherently uncertain, the Company utilizes various data points to better inform management's estimation of expected credit losses given observable and forecast changes in the economic environment and market conditions. These macroeconomic scenario forecasts incorporate variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to: gross domestic product, unemployment rate, consumer price index, corporate interest rate spreads, and economic policy.
After quantitative considerations, management evaluates the need for additional qualitative adjustments that consider the expected impact of certain factors not fully captured in the quantitative and macroeconomic reserve calculations. These qualitative adjustments may apply to the collectively analyzed pool as a whole, one or more of the three loss models, or to one or more of the loan portfolio segments.
PCD assets are assets acquired at a discount that is due, in part, to credit quality deterioration since their origination. PCD assets are initially recorded and accounted for at fair value, by taking the sum of the present value of expected future cash flows and an allowance for
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credit losses, at acquisition. The allowance for credit losses for PCD assets is recorded through a gross-up of reserves on the balance sheet, while the allowance for acquired non-PCD assets, such as loans, is recorded through the provision for credit losses on the income statement, consistent with originated loans. Subsequent to acquisition, the allowance for credit losses for PCD loans will generally follow the same forward-looking estimation, provision, and charge-off process as non-PCD acquired and originated loans
Allowance for Credit Losses - Unfunded commitments
The Company is required to include unfunded commitments that are expected to be funded in the future within the allowance for credit loss calculation, other than those that are unconditionally cancellable. To arrive at that reserve, the reserve percentage for each applicable segment is applied to the unused portion of the expected commitment balance and is multiplied by the expected funding rate. To determine the expected funding rate, the Company uses a historical utilization rate for each segment. The allowance for credit losses for off-balance-sheet credit risk exposures is reported in other liabilities in the condensed consolidated balance sheets.
Accounting Standards Update
Accounting standards adopted in the current period
Standard Summary of Guidance Effects on financial statements
None
Accounting standards yet to be adopted
Standard Summary of Guidance Effects on financial statements
ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures • Requires a tabular rate reconciliation using both percentages and reporting currency amounts between the reported amount of income tax expense (or benefit) to the amount of statutory federal income tax at current rates for specified categories using specified disaggregation criteria.
• Requires disclosure of the amount of net income taxes paid for federal, state, and foreign taxes, including amounts in each jurisdiction where net taxes paid are equal to or greater than a 5% quantitative threshold.
• Requires disclosure of pre-tax income disaggregated between domestic and foreign tax jurisdictions, as well as income tax expense disaggregated by federal, state, and foreign jurisdictions. • Effective for fiscal years beginning after December 15, 2024, with first disclosure additions to be included in the 2025 Annual Report on Form 10-K.
• The amendments should be applied on a prospective basis, but retrospective application is permitted.
• The adoption is not expected to result in a material impact on the Company's consolidated financial statements.
Note 2 - Investment Securities
The amortized cost, estimated fair values and allowance for credit losses of investments in debt securities are summarized in the following tables:
September 30, 2025
(in thousands) Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Estimated
Fair
Value
Debt Securities Available for Sale
Obligations of U.S. government agencies $ 1,183,001 $ 1,323 $ ( 122,177 ) $ 1,062,147
Obligations of states and political subdivisions 240,306 64 ( 22,771 ) 217,599
Corporate bonds 4,944 2 ( 66 ) 4,880
Asset backed securities 280,761 321 ( 1,718 ) 279,364
Non-agency collateralized mortgage obligations 197,949 240 ( 21,423 ) 176,766
Total debt securities available for sale $ 1,906,961 $ 1,950 $ ( 168,155 ) $ 1,740,756
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ 93,882 $ 3 $ ( 4,138 ) 89,747
Obligations of states and political subdivisions 1,564 — ( 12 ) 1,552
Total debt securities held to maturity $ 95,446 $ 3 $ ( 4,150 ) $ 91,299
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December 31, 2024
(in thousands) Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Estimated
Fair
Value
Debt Securities Available for Sale
Obligations of U.S. government agencies $ 1,268,654 $ 16 $ ( 174,485 ) $ 1,094,185
Obligations of states and political subdivisions 249,627 66 ( 28,949 ) 220,744
Corporate bonds 6,182 — ( 345 ) 5,837
Asset backed securities 314,814 687 ( 1,238 ) 314,263
Non-agency collateralized mortgage obligations 299,256 238 ( 29,638 ) 269,856
Total debt securities available for sale $ 2,138,533 $ 1,007 $ ( 234,655 ) $ 1,904,885
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ 109,155 $ 3 $ ( 7,443 ) $ 101,715
Obligations of states and political subdivisions 2,711 2 ( 79 ) 2,634
Total debt securities held to maturity $ 111,866 $ 5 $ ( 7,522 ) $ 104,349
Proceeds from the sale of available for sale investment securities totaled $ 28.5 million for the three months ended September 30, 2025 which resulted in gross realized losses of $ 2.1 million. There were no available for sale investment securities sold during the three months ended September 30, 2024. Proceeds from the sale of available for sale investment securities totaled $ 58.5 million and $ 28.6 million for the nine months ended September 30, 2025 and 2024, respectively, resulting in gross realized losses of $ 3.3 million and $ 2.9 million, respectively.
Investment securities with an aggregate carrying value of $ 853.6 million and $ 716.0 million at September 30, 2025 and December 31, 2024, respectively, were pledged as collateral for specific borrowings, lines of credit or local agency deposits.
The amortized cost and estimated fair value of debt securities at September 30, 2025 by contractual maturity are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. At September 30, 2025, obligations of the U.S. government and agencies with a cost basis totaling $ 1.2 billion consist almost entirely of residential real estate mortgage-backed securities whose contractual maturity, or principal repayment, will follow the repayment of the underlying mortgages. For purposes of the following table, the entire outstanding balance of these mortgage-backed securities issued by the U.S. government and agencies is categorized based on final maturity date. At September 30, 2025, the Company estimates the average remaining life of these mortgage-backed securities issued by U.S. government corporations and agencies to be approximately 6.00 years. Average remaining life is defined as the time span after which the principal balance has been reduced by half.
As of September 30, 2025, the contractual final maturity for available for sale and held to maturity investment securities is as follows:
Debt Securities Available for Sale Held to Maturity
(in thousands) Amortized
Cost Estimated
Fair Value Amortized
Cost Estimated
Fair Value
Due in one year $ 117 $ 117 $ — $ —
Due after one year through five years 62,087 60,420 2,511 2,475
Due after five years through ten years 158,524 148,757 91,981 87,905
Due after ten years 1,686,233 1,531,462 954 919
Totals $ 1,906,961 $ 1,740,756 $ 95,446 $ 91,299
Based on an evaluation of available information including security type, counterparty credit quality, past events, current conditions, and reasonable and supportable forecasts that are relevant to collectability of cash flows, as of September 30, 2025, the Company has concluded that it expects to receive all contractual cash flows from each security held in its AFS and HTM debt securities portfolio. There was no allowance for credit losses related to investment securities as of September 30, 2025 or December 31, 2024.
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Gross unrealized losses on debt securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows:
September 30, 2025: Less than 12 months 12 months or more Total
(in thousands) Fair
Value Unrealized
Loss Fair
Value Unrealized
Loss Fair
Value Unrealized
Loss
Debt Securities Available for Sale
Obligations of U.S. government agencies $ 24,696 $ ( 292 ) $ 938,888 $ ( 121,885 ) $ 963,584 $ ( 122,177 )
Obligations of states and political subdivisions 4,090 ( 123 ) 206,521 ( 22,648 ) 210,611 ( 22,771 )
Corporate bonds 497 ( 1 ) 2,650 ( 65 ) 3,147 ( 66 )
Asset backed securities 24,169 ( 128 ) 71,006 ( 1,590 ) 95,175 ( 1,718 )
Non-agency collateralized mortgage obligations 10,683 ( 4 ) 134,864 ( 21,419 ) 145,547 ( 21,423 )
Total debt securities available for sale $ 64,135 $ ( 548 ) $ 1,353,929 $ ( 167,607 ) $ 1,418,064 $ ( 168,155 )
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ — $ — $ 89,587 $ ( 4,138 ) $ 89,587 $ ( 4,138 )
Obligations of states and political subdivisions — — 1,552 ( 12 ) 1,552 ( 12 )
Total debt securities held to maturity $ — $ — $ 91,139 $ ( 4,150 ) $ 91,139 $ ( 4,150 )
December 31, 2024: Less than 12 months 12 months or more Total
(in thousands) Fair
Value Unrealized
Loss Fair
Value Unrealized
Loss Fair
Value Unrealized
Loss
Debt Securities Available for Sale
Obligations of U.S. government agencies $ 63,714 $ ( 842 ) $ 1,021,654 $ ( 173,643 ) $ 1,085,368 $ ( 174,485 )
Obligations of states and political subdivisions 7,457 ( 140 ) 208,063 ( 28,809 ) 215,520 ( 28,949 )
Corporate bonds 1,229 ( 17 ) 4,608 ( 328 ) 5,837 ( 345 )
Asset backed securities 44,707 ( 30 ) 75,734 ( 1,208 ) 120,441 ( 1,238 )
Non-agency collateralized mortgage obligations — — 236,671 ( 29,638 ) 236,671 ( 29,638 )
Total debt securities available for sale $ 117,107 $ ( 1,029 ) $ 1,546,730 $ ( 233,626 ) $ 1,663,837 $ ( 234,655 )
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ — $ — $ 101,553 $ ( 7,443 ) $ 101,553 $ ( 7,443 )
Obligations of states and political subdivisions — — 1,485 ( 79 ) 1,485 ( 79 )
Total debt securities held to maturity $ — $ — $ 103,038 $ ( 7,522 ) $ 103,038 $ ( 7,522 )
Obligations of U.S. government agencies: The unrealized losses on investments in obligations of U.S. government agencies are caused by interest rate increases and illiquidity. The contractual cash flows of these securities are guaranteed by U.S. Government Sponsored Entities (principally Fannie Mae and Freddie Mac). It is expected that the securities would not be settled at a price less than the amortized cost of the investment. Because management believes the decline in fair value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell and more likely than not will not be required to sell, there is no impairment on these securities and there has been no credit losses recorded as of September 30, 2025. At September 30, 2025, 133 debt securities representing obligations of U.S. government agencies had unrealized losses with aggregate depreciation of 11.25 % from the Company’s amortized cost basis.
Obligations of states and political subdivisions: The unrealized losses on investments in obligations of states and political subdivisions were caused by increases in required yields by investors in these types of securities. It is expected that the securities would not be settled at a price less than the amortized cost of the investment. Because management believes the decline in fair value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell and more likely than not will not be required to sell, there is no impairment on these securities and there has been no credit losses recorded as of September 30, 2025. At September 30, 2025, 147 debt securities representing obligations of states and political subdivisions had unrealized losses with aggregate depreciation of 9.76 % from the Company’s amortized cost basis.
Corporate bonds: The unrealized losses on investments in corporate bonds were caused by increases in required yields by investors in these types of securities. It is expected that the securities would not be settled at a price less than the amortized cost of the investment. Because management believes the decline in fair value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell and more likely than not will not be required to sell, there is no impairment on these securities and there has been no credit losses recorded as of September 30, 2025. At September 30, 2025, 4 debt securities representing corporate bonds had
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unrealized losses with aggregate depreciation of 2.05 % from the Company’s amortized cost basis.
Asset backed securities: The unrealized losses on investments in asset backed securities were caused by increases in required yields by investors for these types of securities. At the time of purchase, each of these securities was rated AA or AAA and through September 30, 2025 has not experienced any deterioration in credit rating. At September 30, 2025, 18 asset backed securities had unrealized losses with aggregate depreciation of 1.77 % from the Company’s amortized cost basis. The Company continues to monitor these securities for changes in credit rating or other indications of credit deterioration. Because management believes the decline in fair value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell and more likely than not will not be required to sell, there is no impairment on these securities and there has been no credit losses recorded as of September 30, 2025.
Non-agency collateralized mortgage obligations: The unrealized losses on investments in asset backed securities were caused by increases in required yields by investors in these types of securities. It is expected that the securities would not be settled at a price less than the amortized cost of the investment. Because management believes the decline in fair value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell and more likely than not will not be required to sell, there is no impairment on these securities and there has been no credit losses recorded as of September 30, 2025. At September 30, 2025, 14 asset backed securities had unrealized losses with aggregate depreciation of 12.83 % from the Company’s amortized cost basis.
The Company monitors credit quality of debt securities held-to-maturity through the use of credit ratings. The Company monitors the credit rating on a monthly basis. The following table summarizes the amortized cost of debt securities held-to-maturity at the dates indicated, aggregated by credit quality indicator:
September 30, 2025 December 31, 2024
(in thousands)
AAA/AA/A BBB/BB/B AAA/AA/A BBB/BB/B
Obligations of U.S. government agencies $ 93,882 $ — $ 109,155 $ —
Obligations of states and political subdivisions 1,564 — 2,711 —
Total debt securities held to maturity $ 95,446 $ — $ 111,866 $ —
Note 3 – Loans
A summary of loan balances at amortized cost are as follows:
(in thousands) September 30, 2025 December 31, 2024
Commercial real estate:
CRE non-owner occupied $ 2,449,676 $ 2,323,036
CRE owner occupied 1,037,517 961,415
Multifamily 1,048,144 1,028,035
Farmland 258,057 265,146
Total commercial real estate loans 4,793,394 4,577,632
Consumer:
SFR 1-4 1st DT liens 848,696 859,660
SFR HELOCs and junior liens 402,084 363,420
Other 43,129 57,979
Total consumer loans 1,293,909 1,281,059
Commercial and industrial 453,221 471,271
Construction 298,774 279,933
Agriculture production 162,338 151,822
Leases 5,188 6,806
Total loans, net of deferred loan fees and discounts $ 7,006,824 $ 6,768,523
Total principal balance of loans owed, net of charge-offs $ 7,038,025 $ 6,804,113
Unamortized net deferred loan fees ( 15,120 ) ( 15,283 )
Discounts to principal balance of loans owed, net of charge-offs ( 16,081 ) ( 20,307 )
Total loans, net of unamortized deferred loan fees and discounts $ 7,006,824 $ 6,768,523
Allowance for credit losses on loans $ ( 124,571 ) $ ( 125,366 )
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Note 4 – Allowance for Credit Losses
For the periods indicated, the following tables summarize the activity in the allowance for credit losses on loans which is recorded as a contra asset, and the reserve for unfunded commitments which is recorded on the balance sheet within other liabilities:
Allowance for credit losses – Three months ended September 30, 2025
(in thousands) Beginning
Balance Charge-offs Recoveries Provision (benefit) Ending
Balance
Commercial real estate:
CRE non-owner occupied $ 40,921 $ — $ — $ 258 $ 41,179
CRE owner occupied 11,578 — — 352 11,930
Multifamily 15,097 — — 609 15,706
Farmland 6,888 — — ( 686 ) 6,202
Total commercial real estate loans 74,484 — — 533 75,017
Consumer:
SFR 1-4 1st DT liens 11,135 — — ( 113 ) 11,022
SFR HELOCs and junior liens 12,021 — 4 337 12,362
Other 2,162 ( 142 ) 30 314 2,364
Total consumer loans 25,318 ( 142 ) 34 538 25,748
Commercial and industrial 10,024 ( 595 ) 89 ( 429 ) 9,089
Construction 10,995 — — ( 203 ) 10,792
Agriculture production 3,609 — — 292 3,901
Leases 25 — — ( 1 ) 24
Allowance for credit losses on loans 124,455 ( 737 ) 123 730 124,571
Reserve for unfunded commitments 7,205 — — ( 60 ) 7,145
Total $ 131,660 $ ( 737 ) $ 123 $ 670 $ 131,716
Allowance for credit losses – Nine months ended September 30, 2025
(in thousands) Beginning
Balance Charge-offs Recoveries Provision (benefit) Ending
Balance
Commercial real estate:
CRE non-owner occupied $ 37,229 $ — $ — $ 3,950 $ 41,179
CRE owner occupied 15,747 — 1 ( 3,818 ) 11,930
Multifamily 15,913 — — ( 207 ) 15,706
Farmland 3,960 — — 2,242 6,202
Total commercial real estate loans 72,849 — 1 2,167 75,017
Consumer:
SFR 1-4 1st DT liens 14,227 — — ( 3,205 ) 11,022
SFR HELOCs and junior liens 10,411 — 20 1,931 12,362
Other 2,825 ( 459 ) 103 ( 105 ) 2,364
Total consumer loans 27,463 ( 459 ) 123 ( 1,379 ) 25,748
Commercial and industrial 14,397 ( 9,236 ) 255 3,673 9,089
Construction 7,224 — — 3,568 10,792
Agriculture production 3,403 ( 11 ) 614 ( 105 ) 3,901
Leases 30 — — ( 6 ) 24
Allowance for credit losses on loans 125,366 ( 9,706 ) 993 7,918 124,571
Reserve for unfunded commitments 6,000 — — 1,145 7,145
Total $ 131,366 $ ( 9,706 ) $ 993 $ 9,063 $ 131,716
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The Company consistently seeks to refine its estimation methodology for determining the allowance for credit losses, the effects of which were insignificant during the current period, and are expected to be insignificant in future periods. Management continues to estimate the appropriate level of reserves using all relevant information, from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Management believes the primary risks inherent in the portfolio are a general decline in the economy or GDP, a decline in real estate market values, rising unemployment, increasing vacancy rates, and increases inflation or interest rates in the absence of economic improvement or any other such factors. Any one or a combination of these events may adversely affect a borrower's ability to repay its loan, resulting in increased delinquencies and loan losses. Although Management believes the Company has established and maintained the ACL on loans at appropriate levels, changes in reserves may be necessary if actual economic and other conditions differ substantially from the forecast used in estimating the ACL.
For the periods indicated, the following tables summarize the activity in the allowance for credit losses on loans which is recorded as a contra asset, and the reserve for unfunded commitments which is recorded on the balance sheet within other liabilities:
Allowance for credit losses – Year ended December 31, 2024
(in thousands) Beginning
Balance Charge-offs Recoveries Provision
(benefit) Ending Balance
Commercial real estate:
CRE non-owner occupied $ 35,077 $ — $ 187 $ 1,965 $ 37,229
CRE owner occupied 15,081 — 2 664 15,747
Multifamily 14,418 — — 1,495 15,913
Farmland 4,288 — — ( 328 ) 3,960
Total commercial real estate loans 68,864 — 189 3,796 72,849
Consumer:
SFR 1-4 1st DT liens 14,009 ( 27 ) — 245 14,227
SFR HELOCs and junior liens 10,273 ( 41 ) 395 ( 216 ) 10,411
Other 3,171 ( 746 ) 217 183 2,825
Total consumer loans 27,453 ( 814 ) 612 212 27,463
Commercial and industrial 12,750 ( 1,787 ) 547 2,887 14,397
Construction 8,856 — — ( 1,632 ) 7,224
Agriculture production 3,589 ( 1,450 ) 65 1,199 3,403
Leases 10 — — 20 30
Allowance for credit losses on loans 121,522 ( 4,051 ) 1,413 6,482 125,366
Reserve for unfunded commitments 5,850 — — 150 6,000
Total $ 127,372 $ ( 4,051 ) $ 1,413 $ 6,632 $ 131,366
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Allowance for credit losses – Three months ended September 30, 2024
(in thousands) Beginning
Balance Charge-offs Recoveries Provision
(benefit) Ending Balance
Commercial real estate:
CRE non-owner occupied $ 37,155 $ — $ — $ ( 949 ) $ 36,206
CRE owner occupied 15,873 — 1 ( 492 ) 15,382
Multifamily 15,973 — — ( 238 ) 15,735
Farmland 4,031 — — ( 15 ) 4,016
Total commercial real estate loans 73,032 — 1 ( 1,694 ) 71,339
Consumer:
SFR 1-4 1st DT liens 14,604 — — ( 238 ) 14,366
SFR HELOCs and junior liens 10,087 — 196 ( 98 ) 10,185
Other 2,983 ( 170 ) 63 77 2,953
Total consumer loans 27,674 ( 170 ) 259 ( 259 ) 27,504
Commercial and industrial 12,128 ( 274 ) 106 2,493 14,453
Construction 7,466 — — ( 347 ) 7,119
Agriculture production 3,180 — 1 131 3,312
Leases 37 — — ( 4 ) 33
Allowance for credit losses on loans 123,517 ( 444 ) 367 320 123,760
Reserve for unfunded commitments 6,210 — — ( 100 ) 6,110
Total $ 129,727 $ ( 444 ) $ 367 $ 220 $ 129,870
Allowance for credit losses – Nine months ended September 30, 2024
(in thousands) Beginning
Balance Charge-offs Recoveries Provision
(benefit) Ending Balance
Commercial real estate:
CRE non-owner occupied $ 35,077 $ — $ — $ 1,129 $ 36,206
CRE owner occupied 15,081 — 2 299 15,382
Multifamily 14,418 — — 1,317 15,735
Farmland 4,288 — — ( 272 ) 4,016
Total commercial real estate loans 68,864 — 2 2,473 71,339
Consumer:
SFR 1-4 1st DT liens 14,009 ( 26 ) — 383 14,366
SFR HELOCs and junior liens 10,273 ( 41 ) 296 ( 343 ) 10,185
Other 3,171 ( 538 ) 184 136 2,953
Total consumer loans 27,453 ( 605 ) 480 176 27,504
Commercial and industrial 12,750 ( 1,274 ) 389 2,588 14,453
Construction 8,856 — — ( 1,737 ) 7,119
Agriculture production 3,589 ( 1,450 ) 26 1,147 3,312
Leases 10 — — 23 33
Allowance for credit losses on loans 121,522 ( 3,329 ) 897 4,670 123,760
Reserve for unfunded commitments 5,850 — — 260 6,110
Total $ 127,372 $ ( 3,329 ) $ 897 $ 4,930 $ 129,870
As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including, but not limited to, trends relating to (i) the level of criticized and classified loans, (ii) net charge-offs, (iii) non-performing loans, and (iv) delinquency within the portfolio. The Company analyzes loans individually to classify the loans as to credit risk and grading. This analysis is performed annually for all outstanding balances greater than $ 1 million and non-homogeneous loans, such as commercial real estate loans, unless other indicators, such as delinquency, trigger more frequent evaluation. Loans below the $ 1 million threshold and homogenous in nature are evaluated as needed for proper grading based on delinquency and borrower credit scores.
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The Company utilizes a risk grading system to assign a risk grade to each of its loans. Loans are graded on a scale ranging from Pass to Loss. A description of the general characteristics of the risk grades is as follows:
• Pass – This grade represents loans ranging from acceptable to very little or no credit risk. These loans typically meet most if not all policy standards in regard to: loan amount as a percentage of collateral value, debt service coverage, profitability, leverage, and working capital.
• Special Mention – This grade represents “Other Assets Especially Mentioned” in accordance with regulatory guidelines and includes loans that display some potential weaknesses which, if left unaddressed, may result in deterioration of the repayment prospects for the asset or may inadequately protect the Company’s position in the future. These loans warrant more than normal supervision and attention.
• Substandard – This grade represents “Substandard” loans in accordance with regulatory guidelines. Loans within this rating typically exhibit weaknesses that are well defined to the point that repayment is jeopardized. Loss potential is, however, not necessarily evident. The underlying collateral supporting the credit appears to have sufficient value to protect the Company from loss of principal and accrued interest, or the loan has been written down to the point where this is true. There is a definite need for a well-defined workout/rehabilitation program.
• Doubtful – This grade represents “Doubtful” loans in accordance with regulatory guidelines. An asset classified as Doubtful has all the weaknesses inherent in a loan classified Substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. Pending factors include proposed merger, acquisition, or liquidation procedures, capital injection, perfecting liens on additional collateral, and financing plans.
• Loss – This grade represents “Loss” loans in accordance with regulatory guidelines. A loan classified as Loss is considered uncollectible and of such little value that its continuance as a bankable asset is not warranted. This classification does not mean that the loan has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off the loan, even though some recovery may be affected in the future. The portion of the loan that is graded loss should be charged off no later than the end of the quarter in which the loss is identified.
Based on the most recent analysis performed, the risk category of loans by class of loans is as follows for the period indicated:
Term Loans Amortized Cost Basis by Origination Year – As of September 30, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2025 2024 2023 2022 2021 Prior
Commercial real estate:
CRE non-owner occupied risk ratings
Pass $ 168,168 $ 187,415 $ 178,194 $ 422,035 $ 283,409 $ 1,032,094 $ 139,800 $ — $ 2,411,115
Special Mention — — 10,529 1,647 3,670 3,220 779 — 19,845
Substandard — — — 1,732 — 16,984 — — 18,716
Doubtful/Loss — — — — — — — — —
Total $ 168,168 $ 187,415 $ 188,723 $ 425,414 $ 287,079 $ 1,052,298 $ 140,579 $ — $ 2,449,676
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
CRE owner occupied risk ratings
Pass $ 131,947 $ 80,780 $ 79,735 $ 180,707 $ 173,012 $ 316,633 $ 35,444 $ — $ 998,258
Special Mention 4,930 136 363 4,524 242 6,790 5,184 — 22,169
Substandard — — — 7,361 3,205 6,307 217 — 17,090
Doubtful/Loss — — — — — — — — —
Total $ 136,877 $ 80,916 $ 80,098 $ 192,592 $ 176,459 $ 329,730 $ 40,845 $ — $ 1,037,517
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
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Term Loans Amortized Cost Basis by Origination Year – As of September 30, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2025 2024 2023 2022 2021 Prior
Commercial real estate:
Multifamily risk ratings
Pass $ 52,473 $ 68,410 $ 27,604 $ 189,971 $ 291,377 $ 364,101 $ 37,197 $ — $ 1,031,133
Special Mention — — — — 446 204 2,686 — 3,336
Substandard — — — 446 — 13,229 — — 13,675
Doubtful/Loss — — — — — — — — —
Total $ 52,473 $ 68,410 $ 27,604 $ 190,417 $ 291,823 $ 377,534 $ 39,883 $ — $ 1,048,144
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
Farmland risk ratings
Pass $ 6,147 $ 23,236 $ 18,409 $ 35,158 $ 17,900 $ 49,634 $ 33,599 $ — $ 184,083
Special Mention 627 — — 2,051 2,640 5,909 2,719 — 13,946
Substandard — — 820 9,682 23,880 10,110 15,536 — 60,028
Doubtful/Loss — — — — — — — — —
Total $ 6,774 $ 23,236 $ 19,229 $ 46,891 $ 44,420 $ 65,653 $ 51,854 $ — $ 258,057
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
SFR 1-4 1st DT liens risk ratings
Pass $ 56,090 $ 55,497 $ 94,852 $ 162,323 $ 226,607 $ 233,572 $ — $ 5,373 $ 834,314
Special Mention — — — 285 3,015 1,449 — 312 5,061
Substandard — — 228 129 4,110 4,176 — 678 9,321
Doubtful/Loss — — — — — — — — —
Total $ 56,090 $ 55,497 $ 95,080 $ 162,737 $ 233,732 $ 239,197 $ — $ 6,363 $ 848,696
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
SFR HELOCs and junior liens risk ratings
Pass $ 1,519 $ — $ — $ — $ — $ 56 $ 380,086 $ 5,140 $ 386,801
Special Mention — — — — — — 9,089 431 9,520
Substandard — — — — — — 5,459 304 5,763
Doubtful/Loss — — — — — — — — —
Total $ 1,519 $ — $ — $ — $ — $ 56 $ 394,634 $ 5,875 $ 402,084
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
Other risk ratings
Pass $ 2,845 $ 5,320 $ 15,407 $ 4,366 $ 4,402 $ 8,536 $ 571 $ — $ 41,447
Special Mention 5 65 202 2 207 164 35 — 680
Substandard — 4 258 286 194 259 1 — 1,002
Doubtful/Loss — — — — — — — — —
Total $ 2,850 $ 5,389 $ 15,867 $ 4,654 $ 4,803 $ 8,959 $ 607 $ — $ 43,129
Year-to-date gross charge-offs $ 358 $ 65 $ 15 $ — $ — $ 4 $ 17 $ — $ 459
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Term Loans Amortized Cost Basis by Origination Year – As of September 30, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2025 2024 2023 2022 2021 Prior
Commercial and industrial loans:
Commercial and industrial risk ratings
Pass $ 93,800 $ 46,685 $ 34,892 $ 59,627 $ 19,804 $ 6,706 $ 177,143 $ 86 $ 438,743
Special Mention — 423 2,988 1,646 489 143 5,393 — 11,082
Substandard — 196 102 335 708 381 1,627 47 3,396
Doubtful/Loss — — — — — — — — —
Total $ 93,800 $ 47,304 $ 37,982 $ 61,608 $ 21,001 $ 7,230 $ 184,163 $ 133 $ 453,221
Year-to-date gross charge-offs $ 411 $ 95 $ — $ — $ 58 $ — $ 8,672 $ — $ 9,236
Construction loans:
Construction risk ratings
Pass $ 27,254 $ 76,636 $ 122,763 $ 48,900 $ 7,710 $ 13,226 $ — $ — $ 296,489
Special Mention 373 — — — — — — — 373
Substandard — — — 885 529 498 — — 1,912
Doubtful/Loss — — — — — — — — —
Total $ 27,627 $ 76,636 $ 122,763 $ 49,785 $ 8,239 $ 13,724 $ — $ — $ 298,774
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Agriculture production loans:
Agriculture production risk ratings
Pass $ 1,231 $ 756 $ 1,118 $ 1,620 $ 442 $ 7,392 $ 145,549 $ — $ 158,108
Special Mention — — — — — — 3,340 — 3,340
Substandard — — — 116 269 188 317 — 890
Doubtful/Loss — — — — — — — — —
Total $ 1,231 $ 756 $ 1,118 $ 1,736 $ 711 $ 7,580 $ 149,206 $ — $ 162,338
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ 11 $ — $ — $ 11
Leases:
Lease risk ratings
Pass $ 5,188 $ — $ — $ — $ — $ — $ — $ — $ 5,188
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
Doubtful/Loss — — — — — — — — —
Total $ 5,188 $ — $ — $ — $ — $ — $ — $ — $ 5,188
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Total loans outstanding:
Risk ratings
Pass $ 546,662 $ 544,735 $ 572,974 $ 1,104,707 $ 1,024,663 $ 2,031,950 $ 949,389 $ 10,599 $ 6,785,679
Special Mention 5,935 624 14,082 10,155 10,709 17,879 29,225 743 89,352
Substandard — 200 1,408 20,972 32,895 52,132 23,157 1,029 131,793
Doubtful/Loss — — — — — — — — —
Total $ 552,597 $ 545,559 $ 588,464 $ 1,135,834 $ 1,068,267 $ 2,101,961 $ 1,001,771 $ 12,371 $ 7,006,824
Year-to-date gross charge-offs $ 769 $ 160 $ 15 $ — $ 58 $ 15 $ 8,689 $ — $ 9,706
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Term Loans Amortized Cost Basis by Origination Year – As of December 31, 2024 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2024 2023 2022 2021 2019 Prior
Commercial real estate:
CRE non-owner occupied risk ratings
Pass $ 184,623 $ 177,650 $ 408,129 $ 282,953 $ 152,278 $ 909,735 $ 163,628 $ — $ 2,278,996
Special Mention — 836 1,688 — — 24,840 506 — 27,870
Substandard — — — — — 16,170 — — 16,170
Doubtful/Loss — — — — — — — — —
Total $ 184,623 $ 178,486 $ 409,817 $ 282,953 $ 152,278 $ 950,745 $ 164,134 $ — $ 2,323,036
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
CRE owner occupied risk ratings
Pass $ 83,320 $ 75,804 $ 191,619 $ 177,134 $ 104,490 $ 254,282 $ 35,961 $ — $ 922,610
Special Mention 1,618 — 2,699 1,731 206 11,950 — — 18,204
Substandard — 242 7,798 5,380 3,490 3,644 47 — 20,601
Doubtful/Loss — — — — — — — — —
Total $ 84,938 $ 76,046 $ 202,116 $ 184,245 $ 108,186 $ 269,876 $ 36,008 $ — $ 961,415
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
Multifamily risk ratings
Pass $ 65,376 $ 27,904 $ 171,470 $ 294,317 $ 117,889 $ 289,229 $ 44,816 $ — $ 1,011,001
Special Mention — — — 11,926 — 207 3,393 — 15,526
Substandard — — 480 — 554 474 — — 1,508
Doubtful/Loss — — — — — — — — —
Total $ 65,376 $ 27,904 $ 171,950 $ 306,243 $ 118,443 $ 289,910 $ 48,209 $ — $ 1,028,035
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
Farmland risk ratings
Pass $ 23,780 $ 18,205 $ 45,582 $ 20,832 $ 15,066 $ 36,909 $ 44,083 $ — $ 204,457
Special Mention — — 2,057 7,944 47 3,764 1,356 — 15,168
Substandard — 2,770 — 20,414 — 10,416 11,921 — 45,521
Doubtful/Loss — — — — — — — — —
Total $ 23,780 $ 20,975 $ 47,639 $ 49,190 $ 15,113 $ 51,089 $ 57,360 $ — $ 265,146
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
SFR 1-4 1st DT liens risk ratings
Pass $ 60,203 $ 113,467 $ 173,217 $ 241,388 $ 115,915 $ 137,361 $ — $ 3,952 $ 845,503
Special Mention — — 60 — — 892 — 239 1,191
Substandard — 244 137 3,467 2,092 6,393 — 633 12,966
Doubtful/Loss — — — — — — — — —
Total $ 60,203 $ 113,711 $ 173,414 $ 244,855 $ 118,007 $ 144,646 $ — $ 4,824 $ 859,660
Period end gross write-offs $ — $ 27 $ — $ — $ — $ — $ — $ — $ 27
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Term Loans Amortized Cost Basis by Origination Year – As of December 31, 2024 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2024 2023 2022 2021 2019 Prior
Consumer loans:
SFR HELOCs and junior liens risk ratings
Pass $ 236 $ — $ — $ — $ — $ 68 $ 345,902 $ 5,799 $ 352,005
Special Mention — — — — — 4 6,082 327 6,413
Substandard — — — — — — 4,579 423 5,002
Doubtful/Loss — — — — — — — — —
Total $ 236 $ — $ — $ — $ — $ 72 $ 356,563 $ 6,549 $ 363,420
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ 41 $ — $ 41
Consumer loans:
Other risk ratings
Pass $ 10,371 $ 21,746 $ 5,891 $ 6,059 $ 4,917 $ 6,991 $ 610 $ — $ 56,585
Special Mention — 63 34 227 107 41 21 — 493
Substandard 37 152 304 111 2 294 1 — 901
Doubtful/Loss — — — — — — — — —
Total $ 10,408 $ 21,961 $ 6,229 $ 6,397 $ 5,026 $ 7,326 $ 632 $ — $ 57,979
Period end gross write-offs $ 385 $ 88 $ 40 $ 74 $ 37 $ 108 $ 14 $ — $ 746
Commercial and industrial loans:
Commercial and industrial risk ratings
Pass $ 73,321 $ 49,921 $ 61,634 $ 48,255 $ 3,721 $ 8,463 $ 203,978 $ 150 $ 449,443
Special Mention 137 775 1,970 63 275 851 3,197 — 7,268
Substandard 272 35 682 728 — 596 12,200 47 14,560
Doubtful/Loss — — — — — — — — —
Total $ 73,730 $ 50,731 $ 64,286 $ 49,046 $ 3,996 $ 9,910 $ 219,375 $ 197 $ 471,271
Period end gross write-offs $ 389 $ — $ 178 $ 95 $ 24 $ — $ 1,101 $ — $ 1,787
Construction loans:
Construction risk ratings
Pass $ 36,031 $ 124,759 $ 80,269 $ 11,354 $ 6,714 $ 7,359 $ — $ — $ 266,486
Special Mention — — 13,390 — — — — — 13,390
Substandard — — — — — 57 — — 57
Doubtful/Loss — — — — — — — — —
Total $ 36,031 $ 124,759 $ 93,659 $ 11,354 $ 6,714 $ 7,416 $ — $ — $ 279,933
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Agriculture production loans:
Agriculture production risk ratings
Pass $ 265 $ 1,434 $ 2,297 $ 905 $ 175 $ 7,477 $ 133,115 $ — $ 145,668
Special Mention — — — — 2 218 5,192 — 5,412
Substandard — — 138 485 107 12 — — 742
Doubtful/Loss — — — — — — — — —
Total $ 265 $ 1,434 $ 2,435 $ 1,390 $ 284 $ 7,707 $ 138,307 $ — $ 151,822
Period end gross write-offs $ — $ — $ 173 $ — $ — $ — $ 1,277 $ — $ 1,450
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Term Loans Amortized Cost Basis by Origination Year – As of December 31, 2024 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2024 2023 2022 2021 2019 Prior
Leases:
Lease risk ratings
Pass $ 6,806 $ — $ — $ — $ — $ — $ — $ — $ 6,806
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
Doubtful/Loss — — — — — — — — —
Total $ 6,806 $ — $ — $ — $ — $ — $ — $ — $ 6,806
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Total loans outstanding:
Risk ratings
Pass $ 544,332 $ 610,890 $ 1,140,108 $ 1,083,197 $ 521,165 $ 1,657,874 $ 972,093 $ 9,901 $ 6,539,560
Special Mention 1,755 1,674 21,898 21,891 637 42,767 19,747 566 110,935
Substandard 309 3,443 9,539 30,585 6,245 38,056 28,748 1,103 118,028
Doubtful/Loss — — — — — — — — —
Total $ 546,396 $ 616,007 $ 1,171,545 $ 1,135,673 $ 528,047 $ 1,738,697 $ 1,020,588 $ 11,570 $ 6,768,523
Period end gross write-offs $ 774 $ 115 $ 391 $ 169 $ 61 $ 108 $ 2,433 $ — $ 4,051
The following table shows the ending balance of current and past due originated loans by loan category as of the date indicated:
Analysis of Past Due Loans - As of September 30, 2025
(in thousands) 30-59 days 60-89 days > 90 days Total Past
Due Loans Current Total
Commercial real estate:
CRE non-owner occupied $ — $ — $ 4,729 $ 4,729 $ 2,444,947 $ 2,449,676
CRE owner occupied 1,522 242 1,887 3,651 1,033,866 1,037,517
Multifamily 3 165 — 168 1,047,976 1,048,144
Farmland — 5,697 14,820 20,517 237,540 258,057
Total commercial real estate loans 1,525 6,104 21,436 29,065 4,764,329 4,793,394
Consumer:
SFR 1-4 1st DT liens 126 2,472 529 3,127 845,569 848,696
SFR HELOCs and junior liens 4,758 395 2,281 7,434 394,650 402,084
Other 114 173 281 568 42,561 43,129
Total consumer loans 4,998 3,040 3,091 11,129 1,282,780 1,293,909
Commercial and industrial 829 786 1,395 3,010 450,211 453,221
Construction — — 1,863 1,863 296,911 298,774
Agriculture production 102 226 317 645 161,693 162,338
Leases — — — — 5,188 5,188
Total $ 7,454 $ 10,156 $ 28,102 $ 45,712 $ 6,961,112 $ 7,006,824
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Analysis of Past Due Loans - As of December 31, 2024
(in thousands) 30-59 days 60-89 days > 90 days Total Past
Due Loans Current Total
Commercial real estate:
CRE non-owner occupied $ 221 $ — $ 2,452 $ 2,673 $ 2,320,363 $ 2,323,036
CRE owner occupied 1,625 85 3,619 5,329 956,086 961,415
Multifamily 1,120 — — 1,120 1,026,915 1,028,035
Farmland 2,686 113 6,145 8,944 256,202 265,146
Total commercial real estate loans 5,652 198 12,216 18,066 4,559,566 4,577,632
Consumer:
SFR 1-4 1st DT liens — 6 1,556 1,562 858,098 859,660
SFR HELOCs and junior liens 201 852 1,078 2,131 361,289 363,420
Other 50 — 132 182 57,797 57,979
Total consumer loans 251 858 2,766 3,875 1,277,184 1,281,059
Commercial and industrial 537 308 9,257 10,102 461,169 471,271
Construction — — — — 279,933 279,933
Agriculture production 37 317 314 668 151,154 151,822
Leases — — — — 6,806 6,806
Total $ 6,477 $ 1,681 $ 24,553 $ 32,711 $ 6,735,812 $ 6,768,523
The following table shows the ending balance of non accrual loans by loan category as of the date indicated:
Non Accrual Loans
As of September 30, 2025 As of December 31, 2024
(in thousands) Non accrual with no allowance for credit losses Total non accrual Past due 90 days or more and still accruing Non accrual with no allowance for credit losses Total non accrual Past due 90 days or more and still accruing
Commercial real estate:
CRE non-owner occupied $ 4,514 $ 4,514 $ 732 $ 3,017 $ 3,017 $ —
CRE owner occupied 6,404 6,404 102 3,632 3,874 —
Multifamily 446 446 — 480 480 —
Farmland 24,054 32,843 3,448 12,483 16,195 —
Total commercial real estate loans 35,418 44,207 4,282 19,612 23,566 —
Consumer:
SFR 1-4 1st DT liens 6,302 6,302 — 5,979 5,979 —
SFR HELOCs and junior liens 5,569 5,784 — 3,370 3,868 —
Other 106 421 — 41 204 —
Total consumer loans 11,977 12,507 — 9,390 10,051 —
Commercial and industrial 734 1,315 525 830 9,707 59
Construction 1,912 2,138 — 57 57 —
Agriculture production 645 673 — — 656 —
Leases — — — — — —
Sub-total 50,686 60,840 4,807 29,889 44,037 59
Less: Guaranteed loans ( 999 ) ( 1,027 ) — ( 828 ) ( 816 ) —
Total, net $ 49,687 $ 59,813 $ 4,807 $ 29,061 $ 43,221 $ 59
Interest income on non accrual loans that would have been recognized during the three months ended September 30, 2025 and 2024, if all such loans had been current in accordance with their original terms, totaled $ 0.2 million and $ 1.6 million, respectively. Interest income actually recognized on these originated loans during the three months ended September 30, 2025 and 2024 was $ 0.1 million and $ 0.5 million, respectively.
Interest income on non accrual loans that would have been recognized during the nine months ended September 30, 2025 and 2024, if all such loans had been current in accordance with their original terms, totaled $ 3.4 million and $ 3.0 million, respectively. Interest income actually recognized on these originated loans during the nine months ended September 30, 2025 and 2024 was $ 0.4 million and $ 0.6 million, respectively.
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The following tables present the amortized cost basis of collateral dependent loans by class of loans as of the following periods:
As of September 30, 2025
(in thousands) Retail Office Warehouse Other Multifamily Farmland SFR-1st Deed SFR-2nd Deed Automobile/Truck A/R and Inventory Equipment Total
Commercial real estate:
CRE non-owner occupied $ 2,967 $ 536 $ — $ 1,011 $ — $ — $ — $ — $ — $ — $ — $ 4,514
CRE owner occupied 4,664 — — 1,740 — — — — — — — 6,404
Multifamily — — — — 446 — — — — — — 446
Farmland — — — — — 32,843 — — — — — 32,843
Total commercial real estate loans 7,631 536 — 2,751 446 32,843 — — — — — 44,207
Consumer:
SFR 1-4 1st DT liens — — — — — — 6,302 — — — — 6,302
SFR HELOCs and junior liens — — — — — — 1,927 3,642 — — — 5,569
Other — — — — — — — — 421 — — 421
Total consumer loans — — — — — — 8,229 3,642 421 — — 12,292
Commercial and industrial — — — — — — — — — 501 814 1,315
Construction — — — 1,414 — — 724 — — — — 2,138
Agriculture production — — — 152 — 165 — — — 28 328 673
Leases — — — — — — — — — — — —
Total $ 7,631 $ 536 $ — $ 4,317 $ 446 $ 33,008 $ 8,953 $ 3,642 $ 421 $ 529 $ 1,142 $ 60,625
As of December 31, 2024
(in thousands) Retail Office Warehouse Other Multifamily Farmland SFR -1st Deed SFR -2nd Deed Automobile/Truck A/R and Inventory Equipment Total
Commercial real estate:
CRE non-owner occupied $ 2,452 $ 356 $ — $ 210 $ — $ — $ — $ — $ — $ — $ — $ 3,018
CRE owner occupied — 260 142 3,472 — — — — — — — 3,874
Multifamily — — — — 480 — — — — — — 480
Farmland — — — — — 16,448 — — — — — 16,448
Total commercial real estate loans 2,452 616 142 3,682 480 16,448 — — — — — 23,820
Consumer:
SFR 1-4 1st DT liens — — — — — — 5,979 — — — — 5,979
SFR HELOCs and junior liens — — — — — — 1,291 2,079 — — — 3,370
Other — — — — — — — — 132 — — 132
Total consumer loans — — — — — — 7,270 2,079 132 — — 9,481
Commercial and industrial — — — 8,334 — — — 54 — 530 788 9,706
Construction — — — — — — 57 — — — — 57
Agriculture production — — — — — — — — — — 12 12
Leases — — — — — — — — — — — —
Total $ 2,452 $ 616 $ 142 $ 12,016 $ 480 $ 16,448 $ 7,327 $ 2,133 $ 132 $ 530 $ 800 $ 43,076
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Modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal or interest forgiveness, forbearance, term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral.
The following tables show the amortized cost basis of loans that were both experiencing financial difficulty and modified during the periods presented. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivables is also presented below.
For the three months ended
September 30, 2025 September 30, 2024
(in thousands) Combination - Term Extension/Rate Change Total % of Loans Outstanding Payment Delay/Term Extension Total % of Loans Outstanding
SFR 1-4 1st DT liens $ 199 n/m $ — —
Commercial and industrial — — 326 n/m
Total $ 199 n/m $ 326 n/m
For the nine months ended
September 30, 2025 September 30, 2024
(in thousands) Combination - Term Extension/Rate Change Total % of Loans Outstanding Payment Delay/Term Extension Combination - Term Extension/Rate Change Total % of Loans Outstanding
Commercial real estate:
CRE non-owner occupied $ — — % $ — $ 211 n/m
Multifamily — — 295 — n/m
SFR 1-4 1st DT liens 199 n/m — — —
SFR HELOCs and junior liens — — 41 — n/m
Commercial and industrial — — $ 1,008 — 0.21 %
Total $ 199 n/m $ 1,344 $ 211 0.02 %
The following tables presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three and nine months ended September 30, 2025 and September 30, 2024.
Three and nine months ended September 30, 2025
Modification Type Loan Type Financial Effect
Combination - term extension / rate change SFR 1-4 1st DT liens Added 36 months to the life of the loan; converted to fixed rate
Three months ended September 30, 2024
Modification Type Loan Type Financial Effect
Payment delay / term extension Commercial and industrial Added 60 months to the life of the loans
Nine months ended September 30, 2024
Modification Type Loan Type Financial Effect
Combination - term extension / rate change CRE non-owner occupied Added 120 months to the life of the loan; converted from variable to fixed interest rate
Payment delay / term extension Multifamily Added 12 months to the life of the loan
Payment delay / term extension SFR HELOCs and junior liens Added 60 months to the life of the loan
Payment delay / term extension Commercial and industrial Added a weighted average 53 months to the life of the loans
During the nine months ended September 30, 2025 and September 30, 2024, respectively, there were no loans with payment defaults by borrowers experiencing financial difficulty which had material modifications in rate, term or principal forgiveness during the twelve months prior to default.
Note 5 - Leases
The Company records a ROUA on the consolidated balance sheets for those leases that convey rights to control use of identified assets for a period of time in exchange for consideration. The Company also records a lease liability on the consolidated balance sheets for the present value of future payment commitments. All of the Company’s leases are comprised of operating leases in which the Company is lessee of real estate property for branches, ATM locations, and general administration and operations. The Company has elected not to
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include short-term leases (i.e. leases with initial terms of 12 month or less) within the ROUA and lease liability.
The following table presents the components of lease expense for the periods ended:
Three months ended September 30, Nine months ended September 30,
(in thousands) 2025 2024 2025 2024
Operating lease cost $ 1,483 $ 1,416 $ 4,301 $ 4,315
Short-term lease cost 68 52 163 159
Variable lease cost (income) ( 5 ) ( 15 ) ( 21 ) 8
Total lease cost $ 1,546 $ 1,453 $ 4,443 $ 4,482
The following table presents supplemental cash flow information related to leases for the periods ended:
Three months ended September 30, Nine months ended September 30,
(in thousands) 2025 2024 2025 2024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases $ 1,587 $ 1,511 $ 4,583 $ 4,658
ROUA obtained in exchange for operating lease liabilities $ 4,994 $ 800 $ 6,000 $ 2,226
The following table presents the weighted average operating lease term and discount rate as of the period ended:
September 30,
2025 2024
Weighted-average remaining lease term (years) 7.7 7.7
Weighted-average discount rate 3.79 % 3.50 %
At September 30, 2025, future expected operating lease payments are as follows:
(in thousands)
Periods ending December 31,
2025 $ 1,547
2026 5,845
2027 5,208
2028 3,958
2029 3,007
Thereafter 12,567
32,132
Discount for present value of expected cash flows ( 4,449 )
Lease liability at September 30, 2025 $ 27,683
Note 6 - Deposits
A summary of the balances of deposits follows:
(in thousands) September 30,
2025 December 31,
2024
Noninterest-bearing demand $ 2,544,306 $ 2,548,613
Interest-bearing demand 1,836,550 1,758,629
Savings 2,847,168 2,657,849
Time certificates, $250,000 or more 480,961 485,180
Other time certificates 625,476 637,305
Total deposits $ 8,334,461 $ 8,087,576
Certificate of deposit balances of $ 100.0 million from the State of California were included in time certificates, $250,000 or more, at September 30, 2025 and December 31, 2024, respectively. The Company participates in a deposit program offered by the State of California whereby the State may make deposits at the Company’s request subject to collateral and credit worthiness constraints. The negotiated rates
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on these State deposits are generally more favorable than other wholesale funding sources available to the Company.
Overdrawn deposit balances of $ 2.1 million and $ 2.5 million were classified as consumer loans at September 30, 2025 and December 31, 2024, respectively.
Note 7 - Other Borrowings
A summary of the balances of other borrowings follows:
September 30,
2025 December 31,
2024
(in thousands)
Term borrowing at FHLB, fixed rate of 5.23 %, payable on April 8, 2025
— 75,000
Other collateralized borrowings, fixed rate, as of September 30, 2025 and December 31, 2024 of 0.05 %, payable on October 1, 2025 and January 2, 2025, respectively
17,039 14,610
Total other borrowings $ 17,039 $ 89,610
Note 8 - Junior Subordinated Debt
The following table summarizes the terms and recorded balances of each debenture as of the date indicated:
(in thousands) Coupon Rate (Variable) 3 mo. SOFR + As of September 30, 2025 As of December 31, 2024
Subordinated Debt Series Maturity
Date Face
Value Current
Coupon Rate Recorded
Book Value Recorded
Book Value
TriCo Cap Trust I 10/7/2033 $ 20,619 3.05 % 7.63 % $ 20,619 $ 20,619
TriCo Cap Trust II 7/23/2034 20,619 2.55 % 7.13 % 20,619 20,619
North Valley Trust II — — — — — 5,713
North Valley Trust III — — — — — 4,571
North Valley Trust IV — — — — — 7,863
VRB Subordinated — — — — — 16,799
VRB Subordinated - 5 %
— — — — — 25,007
$ 41,238 $ 41,238 $ 101,191
The Company repaid the holders of the North Valley Trust II, III and IV, and VRB Subordinated and Subordinated - 5 %, subordinated debt during the third quarter of 2025 with a face value of $ 57.7 million and a recorded book value of $ 60.2 million, resulting in a $ 2.5 million gain on extinguishment of debt during the period.
Note 9 - Commitments and Contingencies
The following table presents a summary of the Bank’s commitments and contingent liabilities:
(in thousands) September 30,
2025 December 31,
2024
Financial instruments whose amounts represent risk:
Commitments to extend credit:
Commercial loans $ 856,172 $ 788,491
Consumer loans 605,934 627,681
Real estate mortgage loans 436,098 419,172
Real estate construction loans 218,500 272,308
Standby letters of credit 39,552 39,804
Deposit account overdraft privilege 125,823 121,006
In April 2024, Visa Inc. announced the commencement of an exchange offer for Visa Class B-1 common stock and the Company subsequently tendered all of its Visa Class B-1 common stock in exchange for a combination of Visa Class B-2 common stock and Visa Class C common stock. Completion of the exchange resulted in a gain of $ 2.9 million relating to the Visa Class C common stock during 2024. Visa Class B-2 common stock continues to be carried at zero. The Bank owns 6,698 shares of Class B-2 common stock of Visa Inc. which may be convertible into Class A common stock at a conversion ratio of 1.5223 per Class B-2 share. As of September 30, 2025, the value of the Class A shares was $ 341.38 per share. Utilizing the conversion ratio, the value of unredeemed Class A equivalent shares
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owned by the Bank was $ 3.5 million as of September 30, 2025, and has not been reflected in the accompanying consolidated financial statements.
Note 10 - Shareholders’ Equity
Dividends Paid
The Bank paid to the Company cash dividends in the aggregate amounts of $ 72.4 million and $ 10.5 million during the three months ended September 30, 2025 and 2024, respectively, and during the equivalent nine month periods paid $ 112.9 million and $ 54.4 million, respectively. The Bank is regulated by the FDIC and the DFPI. Absent approval from the Commissioner of the DFPI, California banking laws generally limit the Bank’s ability to pay dividends to the lesser of (1) retained earnings or (2) net income for the last three fiscal years, less cash distributions paid during such period.
Stock Repurchase Plan
On February 25, 2021, the Board of Directors authorized the repurchase of up to 2.0 million shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7 % of the shares outstanding as of the approval date. The actual timing of any share repurchases can be determined by the Company's management and therefore the total value of the shares to be purchased under the 2021 Repurchase Plan is subject to change. The 2021 Repurchase Plan has no expiration date (in accordance with applicable laws and regulations). During the three and nine months ended September 30, 2025, the Company repurchased 52,106 and 521,738 shares with market values of $ 2.3 million and $ 21.3 million, respectively. During the three and nine months ended and September 30, 2024, the Company repurchased zero and 344,324 shares with market values of zero and $ 12.5 million, respectively. As of September 30, 2025, approximately 310,000 shares remain authorized for repurchase.
Stock Repurchased Under Equity Compensation Plans
The Company's shareholder-approved equity compensation plans permit employees to tender recently vested shares in lieu of cash for the payment of exercise price, if applicable, and the tax withholding on such shares. There were no option exercises during the three and nine months ended September 30, 2025 and September 30, 2024, respectively. Employees tendered 3,899 and 1,551 shares in connection with the tax withholding requirements of other share-based awards during the three months ended September 30, 2025 and 2024, respectively, and 25,563 and 32,061 during the nine months ended September 30, 2025 and 2024, respectively. In total, shares of the Company's common stock tendered had market values of $ 0.2 million and $ 0.1 million during the quarters ended September 30, 2025 and 2024, respectively, and $ 1.1 million and $ 1.2 million during the respective nine month periods. The tendered shares were retired. The market value of tendered shares is the last market trade price at closing on the day an option is exercised or the other share-based award vests. Stock repurchased under equity incentive plans are not included in the total of stock repurchased under the 2021 Stock Repurchase Plans.
Note 11 - Stock Options and Other Equity-Based Incentive Instruments
On April 16, 2024, the Board of Directors adopted the 2024 Equity Incentive Plan (2024 Plan) which was approved by shareholders on May 23, 2024. The 2024 Plan allows for up to 1,200,000 shares to be issued in connection with equity-based incentives. In conjunction with shareholder approval of the 2024 Plan, the 2019 Equity Incentive Plan (2019 Plan), which allowed for up to 1,500,000 shares to be issued in connection with equity-based incentives, is no longer available for grant issuances. While no new awards can be granted under the 2019 Plan, existing grants continue to be governed by the terms, conditions and procedures set forth in any applicable award agreement.
There were no stock options outstanding as of September 30, 2025 and December 31, 2024 . The Company did not modify any option grants during the nine months ended September 30, 2025 or 2024.
Activity related to restricted stock unit awards during the nine months ended September 30, 2025 is summarized in the following table:
Service
Condition
Vesting RSUs Market Plus
Service
Condition
Vesting RSUs
Outstanding at December 31, 2024 152,572 144,715
RSUs granted 81,060 49,692
RSUs added through dividend and performance credits 3,585 —
RSUs released ( 75,845 ) ( 7,911 )
RSUs forfeited ( 7,593 ) ( 8,628 )
Outstanding at September 30, 2025 153,779 177,868
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The 153,779 of service condition vesting RSUs outstanding as of September 30, 2025 include a feature whereby each RSU outstanding is credited with a dividend amount equal to any common stock cash dividend declared and paid, and the credited amount is divided by the closing price of the Company’s stock on the dividend payable date to arrive at an additional amount of RSUs outstanding under the original grant. The dividend credits follow the same vesting requirements as the RSU awards and are not considered participating securities. The 153,779 of service condition vesting RSUs outstanding as of September 30, 2025 are expected to vest, and be released, on a weighted-average basis, over the next 1.74 years. The Company expects to recognize $ 3.9 million of pre-tax compensation costs related to these service condition vesting RSUs between September 30, 2025 and their vesting dates. The Company did not modify any service condition vesting RSUs during the nine months ended September 30, 2025 or 2024.
The 177,868 of market plus service condition vesting RSUs outstanding as of September 30, 2025 are expected to vest, and be released, on a weighted-average basis, over the next 1.90 years. The Company expects to recognize $ 2.0 million of pre-tax compensation costs related to these RSUs between September 30, 2025 and their vesting dates. As of September 30, 2025, the number of market plus service condition vesting RSUs outstanding that will actually vest, and be released, may be reduced to zero or increased to 266,802 depending on the total return of the Company’s common stock versus the total return of an index of bank stocks from the grant date to the vesting date. The Company did not modify any market plus service condition vesting RSUs during the nine months ended September 30, 2025 or 2024.
Note 12 - Non-interest Income and Expense
The following tables summarize the Company’s non-interest income for the periods indicated:
Three months ended
September 30, Nine months ended
September 30,
(in thousands) 2025 2024 2025 2024
ATM and interchange fees $ 6,493 $ 6,472 $ 19,189 $ 19,013
Service charges on deposit accounts 5,448 4,979 15,551 14,489
Other service fees 1,485 1,224 4,329 3,876
Mortgage banking service fees 430 439 1,307 1,305
Change in value of mortgage servicing rights ( 105 ) ( 332 ) ( 297 ) ( 468 )
Total service charges and fees 13,751 12,782 40,079 38,215
Increase in cash value of life insurance 871 786 2,533 2,420
Asset management and commission income 1,932 1,502 5,055 3,989
Gain on sale of loans 327 549 1,174 1,198
Lease brokerage income 82 62 198 377
Sale of customer checks 311 303 974 916
Gain (loss) on sale or exchange of investment securities ( 2,124 ) 2 ( 3,266 ) ( 43 )
Gain (loss) on marketable equity securities 26 356 73 207
Other 2,831 153 4,350 853
Total other non-interest income 4,256 3,713 11,091 9,917
Total non-interest income $ 18,007 $ 16,495 $ 51,170 $ 48,132
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The following tables summarize the Company’s non-interest expense for the periods indicated:
Three months ended
September 30, Nine months ended
September 30,
(in thousands) 2025 2024 2025 2024
Base salaries, net of deferred loan origination costs $ 25,340 $ 24,407 $ 76,498 $ 72,279
Incentive compensation 5,351 4,361 14,612 12,329
Benefits and other compensation costs 7,038 6,782 21,760 20,647
Total salaries and benefits expense 37,729 35,550 112,870 105,255
Occupancy 4,388 4,191 12,665 12,205
Data processing and software 4,838 5,258 14,855 15,459
Equipment 1,269 1,374 3,742 4,060
Intangible amortization 482 1,030 1,479 3,090
Advertising 647 1,152 2,659 2,733
ATM and POS network charges 1,911 1,712 5,605 5,360
Professional fees 1,842 1,893 5,027 5,047
Telecommunications 503 507 1,504 1,576
Regulatory assessments and insurance 1,282 1,256 3,862 3,651
Postage 353 335 1,058 983
Operational losses 544 603 1,238 1,199
Courier service 577 542 1,609 1,581
Loss (gain) on sale or acquisition of foreclosed assets — 26 ( 3 ) ( 12 )
Loss (gain) on disposal of fixed assets 21 6 111 12
Other miscellaneous expense 4,038 4,052 12,859 12,131
Total other non-interest expense 22,695 23,937 68,270 69,075
Total non-interest expense $ 60,424 $ 59,487 $ 181,140 $ 174,330
Note 13 - Earnings Per Share
Basic earnings per share represent income available to common shareholders divided by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflect additional common shares that would have been outstanding if dilutive potential common shares had been issued, as well as any adjustments to income that would result from assumed issuance. Potential common shares that may be issued by the Company relate to outstanding stock options and restricted stock units (RSUs), and are determined using the treasury stock method. Earnings per share have been computed based on the following:
Three months ended September 30, Nine months ended September 30,
(in thousands) 2025 2024 2025 2024
Net income $ 34,019 $ 29,051 $ 87,924 $ 85,834
Weighted average number of common shares outstanding 32,542 32,993 32,749 33,119
Effect of dilutive stock options and restricted stock 181 144 180 132
Weighted average number of common shares outstanding used to calculate diluted earnings per share 32,723 33,137 32,929 33,251
Options excluded from diluted earnings per share because of their antidilutive effect — — — —
Note 14 – Comprehensive Income
Accounting principles generally require that recognized revenue, expenses, gains and losses be included in net income. Although certain changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, are reported as a separate component of the equity section of the balance sheet identified as AOCI, such items, along with net income, are components of OCI.
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The components of OCI and related tax effects are as follows:
Three months ended September 30, Nine months ended September 30,
(in thousands) 2025 2024 2025 2024
Unrealized holding gains on available for sale securities before reclassifications $ 21,158 $ 63,232 $ 64,177 $ 48,438
Amounts reclassified out of AOCI:
Realized gain (loss) on debt securities 2,124 ( 2 ) 3,266 2,945
Total amounts reclassified out of accumulated other comprehensive income (loss) 2,124 ( 2 ) 3,266 2,945
Unrealized holding gains (losses) on available for sale securities after reclassifications 23,282 63,230 67,443 51,383
Tax effect ( 6,883 ) ( 18,692 ) ( 19,938 ) ( 15,191 )
Unrealized holding gains (losses) on available for sale securities, net of tax 16,399 44,538 47,505 36,192
Change in unfunded status of the supplemental retirement plans before reclassifications 165 114 493 344
Amounts reclassified out of AOCI:
Amortization of actuarial losses ( 165 ) ( 114 ) ( 493 ) ( 344 )
Total amounts reclassified out of accumulated other comprehensive loss ( 165 ) ( 114 ) ( 493 ) ( 344 )
Total other comprehensive income $ 16,399 $ 44,538 $ 47,505 $ 36,192
The components of AOCI, included in shareholders’ equity, are as follows:
(in thousands) September 30,
2025 December 31,
2024
Net unrealized loss on available for sale securities $ ( 166,205 ) $ ( 233,648 )
Tax effect 49,137 69,075
Unrealized holding loss on available for sale securities, net of tax ( 117,068 ) ( 164,573 )
Unfunded status of the supplemental retirement plans 16,085 16,085
Tax effect ( 4,756 ) ( 4,756 )
Unfunded status of the supplemental retirement plans, net of tax 11,329 11,329
Joint beneficiary agreement liability 782 782
Tax effect — —
Joint beneficiary agreement liability, net of tax 782 782
Accumulated other comprehensive loss $ ( 104,957 ) $ ( 152,462 )
Note 15 - Fair Value Measurement
The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. In estimating fair value, the Company utilizes valuation techniques that are consistent with the market approach, income approach, and/or the cost approach. Inputs to valuation techniques include the assumptions that market participants would use in pricing an asset or liability including assumptions about the risk inherent in a particular valuation technique, the effect of a restriction on the sale or use of an asset and the risk of nonperformance. Marketable equity securities, trading securities, debt securities available-for-sale, loans held for sale, and mortgage servicing rights are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such loans held for investment and certain other assets. These nonrecurring fair value adjustments typically involve application impairment write-downs of individual assets.
The Company groups assets and liabilities at fair value in three levels, based on the markets in which the assets and liabilities are traded and the observable nature of the assumptions used to determine fair value. These levels are:
Level 1 - Valuation is based upon quoted prices for identical instruments traded in active markets.
Level 2 - Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
Level 3 - Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability.
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Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques.
Marketable equity securities, trading securities and debt securities available for sale - Marketable equity, trading and debt securities available for sale are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include mortgage-backed securities issued by government sponsored entities, municipal bonds and corporate debt securities. The Company had no securities classified as Level 3 during any of the periods covered in these consolidated financial statements.
Loans held for sale - The Company has elected to apply the fair value option for mortgage loans originated with the intent to sell. The fair value of loans held for sale is based on what secondary markets are currently offering for loans with similar characteristics. As such, we classify those loans subjected to recurring fair value adjustments as Level 2.
Individually evaluated loans - Loans are not recorded at fair value on a recurring basis. However, from time to time, certain loans have individual risk characteristics not consistent with a pool of loans and is individually evaluated for credit reserves. Loans for which it is probable that payment of interest and principal will not be made in accordance with the original contractual terms of the loan agreement are typically individually evaluated. The fair value of these loans are estimated using one of several methods, including collateral value, fair value of similar debt, enterprise value, liquidation value and discounted cash flows. Those loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. Loans where an allowance is established based on the fair value of collateral require classification in the fair value hierarchy. When the fair value of the collateral is based on an observable market price or a current appraised value which uses substantially observable data, the Company records the loan as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is further impaired below the appraised value, or the appraised value contains a significant unobservable assumption, such as deviations from comparable sales, and there is no observable market price, the Company records the loan as nonrecurring Level 3.
Foreclosed assets - Foreclosed assets include assets acquired through, or in lieu of, loan foreclosure. Foreclosed assets are held for sale and are initially recorded at fair value at the date of foreclosure, establishing a new cost basis. Subsequent to foreclosure, management periodically performs valuations and the assets are carried at the lower of carrying amount or fair value less cost to sell. When the fair value of foreclosed assets is based on an observable market price or a current appraised value which uses substantially observable data, the Company records the loan as nonrecurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is further impaired below the appraised value, or the appraised value contains a significant unobservable assumption, such as deviations from comparable sales, and there is no observable market price, the Company records the foreclosed asset as nonrecurring Level 3. Revenue and expenses from operations and changes in the valuation allowance are included in other non-interest expense.
Mortgage servicing rights - Mortgage servicing rights are carried at fair value. A valuation model, which utilizes a discounted cash flow analysis using a discount rate and prepayment speed assumptions is used in the computation of the fair value measurement. While the prepayment speed assumption is currently quoted for comparable instruments, the discount rate assumption currently requires a significant degree of management judgment and is therefore considered an unobservable input. As such, the Company classifies mortgage servicing rights subjected to recurring fair value adjustments as Level 3.
The table below presents the recorded amount of assets and liabilities measured at fair value on a recurring basis (in thousands):
Fair value at September 30, 2025 Total Level 1 Level 2 Level 3
Marketable equity securities $ 2,681 $ 2,681 $ — $ —
Debt securities available for sale:
Obligations of U.S. government and agencies 1,062,147 — 1,062,147 —
Obligations of states and political subdivisions 217,599 — 217,599 —
Corporate bonds 4,880 — 4,880 —
Asset backed securities 279,364 — 279,364 —
Non-agency mortgage backed securities 176,766 — 176,766 —
Loans held for sale 2,785 — 2,785 —
Mortgage servicing rights 6,758 — — 6,758
Total assets measured at fair value $ 1,752,980 $ 2,681 $ 1,743,541 $ 6,758
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Fair value at December 31, 2024 Total Level 1 Level 2 Level 3
Marketable equity securities $ 2,609 $ 2,609 $ — $ —
Debt securities available for sale:
Obligations of U.S. government and agencies 1,094,185 — 1,094,185 —
Obligations of states and political subdivisions 220,744 — 220,744 —
Corporate bonds 5,837 — 5,837 —
Asset backed securities 314,263 — 314,263 —
Non-agency mortgage backed securities 269,856 — 269,856 —
Loans held for sale 709 — 709 —
Mortgage servicing rights 6,626 — — 6,626
Total assets measured at fair value $ 1,914,829 $ 2,609 $ 1,905,594 $ 6,626
Transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally corresponds with the Company’s quarterly valuation process. There were no transfers between any levels during the nine months ended September 30, 2025 or September 30, 2024, respectively.
The following table provides a reconciliation of assets and liabilities measured at fair value using significant unobservable inputs (Level 3) on a recurring basis during the time periods indicated. Had there been any transfer into or out of Level 3 during the time periods indicated, the amount included in the “Transfers into (out of) Level 3” column would represent the beginning balance of an item in the period (interim quarter) during which it was transferred (in thousands):
Three months ended September 30, Beginning
Balance Transfers
into (out of)
Level 3 Change
Included
in Earnings Issuances Ending
Balance
2025: Mortgage servicing rights
$ 6,763 — $ ( 104 ) $ 99 $ 6,758
2024: Mortgage servicing rights
$ 6,666 — $ ( 332 ) $ 186 $ 6,520
Nine months ended September 30, Beginning
Balance Transfers
into (out of)
Level 3 Change
Included
in Earnings Issuances Ending
Balance
2025: Mortgage servicing rights
$ 6,626 — $ ( 297 ) $ 429 $ 6,758
2024: Mortgage servicing rights
$ 6,606 — $ ( 468 ) $ 382 $ 6,520
The key unobservable inputs used in determining the fair value of mortgage servicing rights are mortgage prepayment speeds and the discount rate used to discount cash projected cash flows. Generally, any significant increases in the mortgage prepayment speed and discount rate utilized in the fair value measurement of the mortgage servicing rights will result in a negative fair value adjustments (and decrease in the fair value measurement). Conversely, a decrease in the mortgage prepayment speed and discount rate will result in a positive fair value adjustment (and increase in the fair value measurement).
The following table presents quantitative information about recurring Level 3 fair value measurements at September 30, 2025 and December 31, 2024:
As of September 30, 2025: Fair Value
(in thousands) Valuation
Technique Unobservable
Inputs Range,
Weighted
Average
Mortgage Servicing Rights $ 6,758 Discounted cash flow Constant prepayment rate 6 % - 12 %; 7.0 %
Discount rate 10 % - 14 %; 12 %
As of December 31, 2024:
Mortgage Servicing Rights $ 6,626 Discounted cash flow Constant prepayment rate 6 % - 11.0 %; 7.0 %
Discount rate 10 % - 14 %; 12 %
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The tables below present the recorded investment in assets and liabilities measured at fair value on a nonrecurring basis, as of the dates indicated, that had a write-down or an additional allowance provided during the periods indicated (in thousands):
September 30, 2025 Total Level 1 Level 2 Level 3
Fair value:
Collateral dependent loans $ 3,751 — — $ 3,751
December 31, 2024 Total Level 1 Level 2 Level 3
Fair value:
Collateral dependent loans $ 8,770 — — $ 8,770
Real estate owned 709 — — 709
Total assets measured at fair value $ 9,479 — — $ 9,479
The tables below present the net losses resulting from non-recurring fair value adjustments of assets and liabilities for the periods indicated (in thousands):
Three months ended September 30, Nine months ended September 30,
2025 2024 2025 2024
Collateral dependent loans $ 442 $ 4,051 $ 7,940 $ 4,358
Foreclosed assets — — 3 —
Total losses from non-recurring measurements $ 442 $ 4,051 $ 7,943 $ 4,358
The individually evaluated loan amounts above represent collateral dependent loans that have been adjusted to fair value. When the Company identifies a collateral dependent loan with unique risk characteristics, the Company evaluates the need for an allowance using the current fair value of the collateral, less selling costs. Depending on the characteristics of a loan, the fair value of collateral is generally estimated by obtaining external appraisals. If the Company determines that the value of the loan is less than the recorded investment in the loan, the Company recognizes this impairment and adjust the carrying value of the loan to fair value through the allowance for credit losses. The loss represents charge-offs or impairments on collateral dependent loans for fair value adjustments based on the fair value of collateral. The carrying value of loans fully charged-off is zero .
The foreclosed assets amount above represents impaired real estate that has been adjusted to fair value. Foreclosed assets represent real estate which the Company has taken control of in partial or full satisfaction of loans. At the time of foreclosure, other real estate owned is recorded at fair value less costs to sell, which becomes the property’s new basis. Any write-downs based on the asset’s fair value at the date of acquisition are charged to the allowance for credit losses. After foreclosure, management periodically performs valuations such that the real estate is carried at the lower of its new cost basis or fair value, net of estimated costs to sell. Fair value adjustments on other real estate owned are recognized within net loss on real estate owned. The loss represents impairments on real estate owned for fair value adjustments based on the fair value of the real estate.
The Company’s property appraisals are primarily based on the sales comparison approach and income approach methodologies, which consider recent sales of comparable properties, including their income generating characteristics, and then make adjustments to reflect the general assumptions that a market participant would make when analyzing the property for purchase. These adjustments may increase or decrease an appraised value and can vary significantly depending on the location, physical characteristics and income producing potential of each property. Additionally, the quality and volume of market information available at the time of the appraisal can vary from period to period and cause significant changes to the nature and magnitude of comparable sale adjustments. Given these variations, comparable sale adjustments are generally not a reliable indicator for how fair value will increase or decrease from period to period. Under certain circumstances, management discounts are applied based on specific characteristics of an individual property.
The following table presents quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a nonrecurring basis at September 30, 2025:
September 30, 2025 Fair Value
(in thousands) Valuation
Technique Unobservable Inputs Range,
Weighted Average
Collateral dependent loans $ 3,751 Sales comparison
approach
Income approach Adjustment for differences between
comparable sales;
Capitalization rate Not meaningful
N/A
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The following table presents quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a nonrecurring basis at December 31, 2024:
December 31, 2024 Fair Value
(in thousands) Valuation
Technique Unobservable Inputs Range,
Weighted Average
Collateral dependent loans $ 8,770 Sales comparison
approach
Income approach Adjustment for differences between
comparable sales;
Capitalization rate Not meaningful
N/A
Real estate owned (Residential real estate) $ 709 Sales comparison
approach
Income approach Adjustment for differences between
comparable sales;
Capitalization rate Not meaningful
N/A
Fair values for financial instruments are management’s estimates of the values at which the instruments could be exchanged in a transaction between willing parties. The Company uses the exit price notion when measuring the fair value of financial instruments. These estimates are subjective and may vary significantly from amounts that would be realized in actual transactions. In addition, other significant assets are not considered financial assets including, any mortgage banking operations, deferred tax assets, and premises and equipment. Further, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on the fair value estimates and have not been considered in any of these estimates.
September 30, 2025 December 31, 2024
(in thousands) Carrying
Amount Fair
Value Carrying
Amount Fair
Value
Financial assets:
Level 1 inputs:
Cash and due from banks $ 100,693 $ 100,693 $ 85,409 $ 85,409
Cash at Federal Reserve and other banks 198,127 198,127 59,547 59,547
Level 2 inputs:
Securities held to maturity 95,446 91,299 111,866 104,349
Restricted equity securities 17,250 n/a 17,250 n/a
Level 3 inputs:
Loans, net 6,882,253 6,651,009 6,643,157 6,293,727
Financial liabilities:
Level 2 inputs:
Deposits 8,334,461 8,331,961 8,087,576 8,085,150
Other borrowings 17,039 17,039 89,610 89,780
Level 3 inputs:
Junior subordinated debt 41,238 41,605 101,191 103,630
Note 16 - Regulatory Matters
The Company is subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios (set forth in the table below) of total, Tier 1, and common equity Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets. The following tables present actual and required capital ratios as of September 30, 2025 and December 31, 2024 for the Company and the Bank under applicable Basel III Capital Rules. The minimum capital amounts presented include the minimum required capital levels as of September 30, 2025 and December 31, 2024 based on the then phased-in provisions of the Basel III Capital Rules. Capital levels required to be considered well capitalized are based upon prompt corrective action regulations, as amended to reflect the changes under the Basel III Capital Rules.
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Actual Required for Capital Adequacy Purposes Required to be
Considered Well
Capitalized
As of September 30, 2025: Amount Ratio Amount Ratio Amount Ratio
(dollars in thousands)
Total Capital (to Risk Weighted Assets):
Consolidated $ 1,240,959 15.11 % $ 862,402 10.50 % N/A N/A
Tri Counties Bank $ 1,233,469 15.02 % $ 862,260 10.50 % $ 821,200 10.00 %
Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,137,918 13.85 % $ 698,135 8.50 % N/A N/A
Tri Counties Bank $ 1,130,460 13.77 % $ 698,020 8.50 % $ 656,960 8.00 %
Common equity Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,097,918 13.37 % $ 574,935 7.00 % N/A N/A
Tri Counties Bank $ 1,130,460 13.77 % $ 574,840 7.00 % $ 533,780 6.50 %
Tier 1 Capital (to Average Assets):
Consolidated $ 1,137,918 11.71 % $ 388,850 4.00 % N/A N/A
Tri Counties Bank $ 1,130,460 11.63 % $ 388,755 4.00 % $ 485,943 5.00 %
Actual Required for Capital Adequacy Purposes Required to be
Considered Well
Capitalized
As of December 31, 2024: Amount Ratio Amount Ratio Amount Ratio
(dollars in thousands)
Total Capital (to Risk Weighted Assets):
Consolidated $ 1,258,218 15.71 % $ 840,943 10.50 % N/A N/A
Tri Counties Bank $ 1,248,802 15.60 % $ 840,740 10.50 % $ 800,704 10.00 %
Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,118,292 13.96 % $ 680,763 8.50 % N/A N/A
Tri Counties Bank $ 1,148,328 14.34 % $ 680,599 8.50 % $ 640,563 8.00 %
Common equity Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,060,690 13.24 % $ 560,628 7.00 % N/A N/A
Tri Counties Bank $ 1,148,328 14.34 % $ 560,493 7.00 % $ 520,458 6.50 %
Tier 1 Capital (to Average Assets):
Consolidated $ 1,118,292 11.70 % $ 382,214 4.00 % N/A N/A
Tri Counties Bank $ 1,148,328 12.02 % $ 382,096 4.00 % $ 477,620 5.00 %
As of September 30, 2025 and December 31, 2024, capital levels at the Company and the Bank exceed all capital adequacy requirements under the Basel III Capital Rules. Also, at September 30, 2025 and December 31, 2024, the Bank’s capital levels exceeded the minimum amounts necessary to be considered well capitalized under the current regulatory framework for prompt corrective action.
The Basel III Capital Rules require all banking organizations to maintain a capital conservation buffer above the minimum risk-based capital requirements in order to avoid certain limitations on capital distributions, stock repurchases and discretionary bonus payments to executive officers. The capital conservation buffer is exclusively composed of common equity tier 1 capital, and it applies to each of the risk-based capital ratios but not the leverage ratio. At September 30, 2025, the Company and the Bank are in compliance with the capital conservation buffer requirement.
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Note 17 – Segment Information
The Company's reportable segment is determined by the Chief Executive Officer, who is designated as the CODM, based upon information provided about the Company's products and services offered, primary banking operations. Segment performance is evaluated using consolidated net income. Information reported internally for performance assessment by the CODM follows, inclusive of reconciliations of the banking segment totals to the financial statements.
Three months ended September 30, Nine months ended September 30,
(in thousands) 2025 2024 2025 2024
Interest income $ 119,987 $ 117,347 $ 350,425 $ 349,796
Reconciliation of revenue:
Other revenues 18,007 16,495 51,170 48,132
Total consolidated revenues 137,994 133,842 401,595 397,928
Less:
Interest expense 30,432 34,736 91,809 102,452
Segment net interest income and noninterest income 107,562 99,106 309,786 295,476
Less:
Provision for credit losses 670 220 9,063 4,930
Salaries and benefits expense 37,729 35,550 112,870 105,255
Other banking segment items 22,695 23,937 68,270 69,075
Provision for income taxes 12,449 10,348 31,659 30,382
Segment net income/consolidated net income $ 34,019 $ 29,051 $ 87,924 $ 85,834
As of September 30,
2025 2024
Reconciliation of assets:
Total assets for reportable segment $ 9,878,836 $ 9,823,890
Other assets — —
Total consolidated assets $ 9,878,836 $ 9,823,890
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.