Item 1. Financial Statements
Item 1. Financial Statements (unaudited)
TRICO BANCSHARES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data; unaudited)
June 30, 2026 December 31, 2025
Assets:
Cash and due from banks $ 77,063 $ 92,914
Cash at Federal Reserve and other banks 28,158 64,100
Cash and cash equivalents 105,221 157,014
Investment securities:
Marketable equity securities 2,665 2,692
Available for sale debt securities, at fair value (amortized cost of $ 1,857,352 and $ 1,883,412 )
1,695,669 1,731,931
Held to maturity debt securities, at amortized cost, net of allowance for credit losses of $ 0
80,789 90,544
Restricted equity securities 17,250 17,250
Loans held for sale 1,880 2,695
Loans 7,311,090 7,111,087
Allowance for credit losses ( 130,187 ) ( 125,762 )
Total loans, net 7,180,903 6,985,325
Premises and equipment, net 69,356 69,724
Cash value of life insurance 137,465 137,253
Accrued interest receivable 33,510 33,652
Goodwill 304,442 304,442
Other intangible assets, net 3,611 4,471
Operating leases, right-of-use
23,647 25,505
Other assets 274,355 259,565
Total assets $ 9,930,763 $ 9,822,063
Liabilities and Shareholders’ Equity:
Liabilities:
Deposits:
Noninterest-bearing demand $ 2,606,809 $ 2,594,032
Interest-bearing 5,762,021 5,669,869
Total deposits 8,368,830 8,263,901
Accrued interest payable 7,149 8,795
Operating lease liability 25,300 27,278
Other liabilities 134,134 141,137
Other borrowings 10,519 11,713
Junior subordinated debt 41,238 41,238
Total liabilities 8,587,170 8,494,062
Commitments and contingencies (Note 9)
Shareholders’ equity:
Preferred stock, no par value: 1,000,000 shares authorized, zero issued and outstanding at June 30, 2026 and December 31, 2025
— —
Common stock, no par value: 50,000,000 shares authorized; 31,965,507 and 32,334,974 issued and outstanding at June 30, 2026 and December 31, 2025, respectively
674,014 682,362
Retained earnings 771,368 740,244
Accumulated other comprehensive loss, net of tax ( 101,789 ) ( 94,605 )
Total shareholders’ equity 1,343,593 1,328,001
Total liabilities and shareholders’ equity $ 9,930,763 $ 9,822,063
See accompanying notes to unaudited condensed consolidated financial statements.
3
Table of Contents
TRICO BANCSHARES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data; unaudited)
Three months ended
June 30, Six months ended
June 30,
2026 2025 2026 2025
Interest and dividend income:
Loans, including fees $ 104,595 $ 98,695 $ 204,944 $ 194,073
Investments:
Taxable securities 14,102 14,548 27,890 29,921
Tax exempt securities 865 879 1,731 1,763
Dividends 204 373 1,078 752
Interest bearing cash at Federal Reserve and other banks 1,220 1,866 3,170 3,929
Total interest and dividend income 120,986 116,361 238,813 230,438
Interest expense:
Deposits 26,665 28,038 52,588 56,903
Other borrowings 7 92 8 1,061
Junior subordinated debt 684 1,712 1,361 3,413
Total interest expense 27,356 29,842 53,957 61,377
Net interest income 93,630 86,519 184,856 169,061
Provision for credit losses 2,655 4,665 5,980 8,393
Net interest income after credit loss provision 90,975 81,854 178,876 160,668
Non-interest income:
Service charges and fees 13,998 13,650 27,158 26,328
Gain on sale of loans 485 503 882 847
Gain (loss) on sale or call of investment securities — 4 17 ( 1,142 )
Asset management and commission income 1,761 1,635 3,810 3,123
Increase in cash value of life insurance 875 842 1,691 1,662
Other 1,127 456 1,720 2,345
Total non-interest income 18,246 17,090 35,278 33,163
Non-interest expense:
Salaries and related benefits 38,972 38,286 75,117 75,141
Other 23,953 22,845 46,860 45,575
Total non-interest expense 62,925 61,131 121,977 120,716
Income before provision for income taxes 46,296 37,813 92,177 73,115
Provision for income taxes 12,127 10,271 24,323 19,210
Net income $ 34,169 $ 27,542 $ 67,854 $ 53,905
Per share data:
Basic earnings per share $ 1.07 $ 0.84 $ 2.12 $ 1.64
Diluted earnings per share $ 1.06 $ 0.84 $ 2.10 $ 1.63
Dividends per share $ 0.36 $ 0.33 $ 0.72 $ 0.66
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(In thousands; unaudited)
Three months ended
June 30, Six months ended
June 30,
2026 2025 2026 2025
Net income $ 34,169 $ 27,542 $ 67,854 $ 53,905
Other comprehensive income, net of tax:
Unrealized (losses) gains on available for sale securities arising during the period ( 2,539 ) 9,008 ( 7,184 ) 31,106
Change in minimum pension liability — — — —
Change in joint beneficiary agreements — — — —
Other comprehensive (loss) income ( 2,539 ) 9,008 ( 7,184 ) 31,106
Comprehensive income $ 31,630 $ 36,550 $ 60,670 $ 85,011
See accompanying notes to unaudited condensed consolidated financial statements.
4
Table of Contents
TRICO BANCSHARES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(In thousands, except share and per share data; unaudited)
Shares of
Common
Stock Common
Stock Retained
Earnings Accumulated
Other
Comprehensive Income (Loss) Total
Balance at April 1, 2025 32,892,488 $ 692,500 $ 693,383 $ ( 130,364 ) $ 1,255,519
Net income 27,542 27,542
Other comprehensive income (loss) 9,008 9,008
RSU vesting 883 883
PSU vesting 353 353
RSUs released 49,296 —
Repurchase of common stock ( 391,520 ) ( 8,247 ) ( 7,466 ) ( 15,713 )
Dividends paid ($ 0.33 per share)
( 10,769 ) ( 10,769 )
Three months ended June 30, 2025 32,550,264 $ 685,489 $ 702,690 $ ( 121,356 ) $ 1,266,823
Balance at April 1, 2026 31,910,590 $ 673,507 $ 749,769 $ ( 99,250 ) $ 1,324,026
Net income 34,169 34,169
Other comprehensive income (loss) ( 2,539 ) ( 2,539 )
RSU vesting 844 844
PSU vesting 368 368
RSUs released 39,454 —
PSUs released 48,842 —
Repurchase of common stock ( 33,379 ) ( 705 ) ( 1,075 ) ( 1,780 )
Dividends paid ($ 0.36 per share)
( 11,495 ) ( 11,495 )
Three months ended June 30, 2026 31,965,507 $ 674,014 $ 771,368 $ ( 101,789 ) $ 1,343,593
Shares of
Common
Stock Common
Stock Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss) Total
Balance at January 1, 2025 32,970,425 $ 693,462 $ 679,907 $ ( 152,462 ) $ 1,220,907
Net income 53,905 53,905
Other comprehensive income (loss) 31,106 31,106
RSU vesting 1,680 1,680
PSU vesting 695 695
RSUs released 71,135 —
PSUs released — —
Repurchase of common stock ( 491,296 ) ( 10,348 ) ( 9,474 ) ( 19,822 )
Dividends paid ($ 0.66 per share)
( 21,648 ) ( 21,648 )
Six months ended June 30, 2025 32,550,264 685,489 702,690 ( 121,356 ) 1,266,823
Balance at January 1, 2026 32,334,974 $ 682,362 $ 740,244 $ ( 94,605 ) $ 1,328,001
Net income 67,854 67,854
Other comprehensive income (loss) ( 7,184 ) ( 7,184 )
RSU vesting 1,534 1,534
PSU vesting 632 632
RSUs released 79,543 —
PSUs released 48,842 —
Repurchase of common stock ( 497,852 ) ( 10,514 ) ( 13,689 ) ( 24,203 )
Dividends paid ($ 0.72 per share)
( 23,041 ) ( 23,041 )
Six months ended June 30, 2026 31,965,507 $ 674,014 $ 771,368 $ ( 101,789 ) $ 1,343,593
See accompanying notes to unaudited condensed consolidated financial statements.
5
Table of Contents
TRICO BANCSHARES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands; unaudited)
For the six months ended June 30,
2026 2025
Operating activities:
Net income $ 67,854 $ 53,905
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of premises and equipment, and amortization 3,241 3,104
Amortization of intangible assets 860 997
Provision for credit losses 5,980 8,393
Amortization of investment securities premium, net 321 919
(Loss) gain on sale of investment securities ( 17 ) 1,142
Originations of loans for sale ( 35,510 ) ( 38,334 )
Proceeds from sale of loans originated for sale 36,939 37,984
Gain on sale of loans ( 882 ) ( 847 )
Change in fair market value of mortgage servicing rights 406 192
Provision for losses on foreclosed assets — 3
Change in the market value of foreclosed assets 188 ( 3 )
Operating lease expense payments ( 3,348 ) ( 2,996 )
(Gain) loss on disposal of fixed assets ( 15 ) 90
Increase in cash value of life insurance ( 1,691 ) ( 1,662 )
Gain on life insurance death benefit ( 330 ) ( 1,207 )
(Gain) loss on marketable equity securities 27 ( 47 )
Equity compensation vesting expense 2,166 2,375
Change in:
Interest receivable 142 2,276
Interest payable ( 1,646 ) ( 1,329 )
Amortization of operating lease ROUA 3,228 2,895
Other assets and liabilities, net ( 19,073 ) ( 14,100 )
Net cash from operating activities 58,840 53,750
Investing activities:
Proceeds from maturities of securities available for sale 154,215 125,572
Proceeds from maturities of securities held to maturity 9,666 10,107
Proceeds from sale and calls of available for sale securities 4,480 30,743
Purchases of securities available for sale ( 132,848 ) ( 24,620 )
Loan origination and principal collections, net ( 201,854 ) ( 198,569 )
Proceeds from sale of other real estate owned — 103
Proceeds from sale of premises and equipment 15 —
Purchases of premises and equipment ( 2,607 ) ( 2,715 )
Proceeds from the payment of life insurance benefits 1,809 —
Net cash used by investing activities ( 167,124 ) ( 59,379 )
Financing activities:
Net change in deposits 104,929 288,233
Net change in other borrowings ( 1,194 ) ( 71,822 )
Repurchase of common stock ( 24,203 ) ( 19,822 )
Dividends paid ( 23,041 ) ( 21,648 )
Net cash from financing activities 56,491 174,941
Net change in cash and cash equivalents ( 51,793 ) 169,312
Cash and cash equivalents, beginning of period 157,014 144,956
Cash and cash equivalents, end of period $ 105,221 $ 314,268
See accompanying notes to unaudited condensed consolidated financial statements.
6
Table of Contents
Supplemental disclosure of noncash activities:
Unrealized (loss) gain on securities available for sale $ ( 10,200 ) $ 44,160
Market value of shares tendered in-lieu of cash to pay for exercise of equity and/or related taxes 2,604 907
Obligations incurred in conjunction with leased assets 778 1,006
Loans transferred to foreclosed assets 721 —
Life insurance receivable 1,809 7,414
Supplemental disclosure of cash flow activity:
Cash paid for interest expense $ 22,950 $ 62,706
Cash paid for income taxes 55,603 19,600
See accompanying notes to unaudited condensed consolidated financial statements.
7
Table of Contents
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 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 sheets.
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, 2025 (the “2025 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.
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.
Loans
Loans that Management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal amount outstanding, net of deferred loan fees and costs. Loan origination and commitment fees and certain direct loan origination costs are deferred, and the net amount is amortized as an adjustment to the related loan’s yield over the actual life of the loan. Loans on which the accrual of interest has been discontinued are designated as nonaccrual loans.
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. 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
8
Table of Contents
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 - 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 June 30, 2026 and December 31, 2025 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 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 six-month periods ended June 30, 2026 and 2025, 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
The Company performs an ACL evaluation on its loan and lease portfolio and its HTM and AFS securities portfolios. The ACL on loan and lease portfolio and HTM securities are provided through an expected loss methodology referred to as CECL methodology. The ACL on AFS securities is provided when a credit loss is deemed to have occurred for securities which the Company does not intend to sell or is not required to sell. The CECL methodology also applies to credit exposures on off-balance-sheet loan commitments.
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:
9
Table of Contents
(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 size, credit spread at origination, risk grade, business sector, and loan type
(3) Consumer: FICO, origination vintage, product type, and state geography if applicable
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.
Purchased financial assets with a more-than-insignificant amount of credit deterioration since origination (“PCD assets”) that are measured at amortized cost, the initial allowance for credit losses is added to the purchase price rather than reported as a provision for credit losses. Subsequent changes in the allowance for credit losses on PCD assets are recognized through the provision for credit losses.
HTM Securities
For HTM debt securities, the Company measures expected credit losses on held-to-maturity debt securities on a collective basis by major security type, then further disaggregated by sector and bond rating. Accrued interest receivable on held-to-maturity (HTM) debt securities is excluded from the estimate of credit losses. The estimate of expected credit losses considers historical credit loss information that is adjusted for current condition and reasonable and supportable forecasts based on current and expected changes in credit ratings and default rates. Nearly all of the Company's HTM securities are issued by the U. S. Government entities or agencies, and based on the absence of any historical or expected losses, all qualify for a zero loss assumption. Therefore, no allowance for credit losses has been recognized during the six months ended June 30, 2026 and 2025, respectively.
AFS Securities
The Company evaluates available for sale 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 six months ended June 30, 2026 and 2025, respectively.
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 determined within the same three loss models described above 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 2024-03: Disaggregation of Income Statement Expenses (DISE) • Requires additional disclosure of the nature of expenses included in the income statement to be presented in a tabular format in the footnotes to the financial statements.
ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. This standard is not expected to have a material impact on the Company’s financial statements.
10
Table of Contents
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:
June 30, 2026
(in thousands) Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Estimated
Fair
Value
Debt Securities Available for Sale
Obligations of U.S. government agencies $ 1,217,068 $ 339 $ ( 120,196 ) $ 1,097,211
Obligations of states and political subdivisions 239,510 72 ( 20,446 ) 219,136
Corporate bonds 999 — ( 10 ) 989
Asset backed securities 246,104 159 ( 948 ) 245,315
Non-agency collateralized mortgage obligations 153,671 — ( 20,653 ) 133,018
Total debt securities available for sale $ 1,857,352 $ 570 $ ( 162,253 ) $ 1,695,669
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ 79,225 $ 1 $ ( 4,056 ) 75,170
Obligations of states and political subdivisions 1,564 — ( 19 ) 1,545
Total debt securities held to maturity $ 80,789 $ 1 $ ( 4,075 ) $ 76,715
December 31, 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 $ 1,174,813 $ 1,600 $ ( 112,385 ) $ 1,064,028
Obligations of states and political subdivisions 240,199 110 ( 19,623 ) 220,686
Corporate bonds 4,981 3 ( 26 ) 4,958
Asset backed securities 270,817 131 ( 1,428 ) 269,520
Non-agency collateralized mortgage obligations 192,602 209 ( 20,072 ) 172,739
Total debt securities available for sale $ 1,883,412 $ 2,053 $ ( 153,534 ) $ 1,731,931
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ 88,980 $ 5 $ ( 3,552 ) $ 85,433
Obligations of states and political subdivisions 1,564 — ( 10 ) 1,554
Total debt securities held to maturity $ 90,544 $ 5 $ ( 3,562 ) $ 86,987
Proceeds from the sale or call of available for sale investment securities totaled $ 1.5 million during the three months ended June 30, 2026. with no gross realized gains or losses. Proceeds from the sale or call of available for sale investment securities totaled $ 0.7 million for the three months ended June 30, 2025, which resulted in gross realized gains of $ 4.0 thousand. Proceeds from the sale or call of available for sale investment securities totaled $ 4.5 million and $ 30.7 million for the six months ended June 30, 2026 and 2025, respectively, resulting in gross realized gains of $ 17.0 thousand and $ 1.1 million, respectively.
Investment securities with an aggregate carrying value of $ 792.7 million and $ 839.6 million at June 30, 2026 and December 31, 2025, 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 June 30, 2026 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 June 30, 2026, 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 June 30, 2026, the Company estimates the average remaining life of these mortgage-backed securities issued by U.S. government corporations and agencies to be approximately 5.7 years. Average remaining life is defined as the time span after which the principal balance has been reduced by half.
11
Table of Contents
As of June 30, 2026, 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 $ 3,317 $ 3,298 $ 17 $ 17
Due after one year through five years 94,117 90,150 2,584 2,537
Due after five years through ten years 236,030 215,993 77,438 73,446
Due after ten years 1,523,888 1,386,228 750 715
Totals $ 1,857,352 $ 1,695,669 $ 80,789 $ 76,715
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 June 30, 2026, 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 June 30, 2026 or December 31, 2025.
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:
June 30, 2026: 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 $ 182,391 $ ( 3,129 ) $ 857,482 $ ( 117,067 ) $ 1,039,873 $ ( 120,196 )
Obligations of states and political subdivisions 21,882 ( 301 ) 185,569 ( 20,145 ) 207,451 ( 20,446 )
Corporate bonds 988 ( 10 ) — — 988 ( 10 )
Asset backed securities 21,407 ( 44 ) 64,336 ( 904 ) 85,743 ( 948 )
Non-agency collateralized mortgage obligations 10,366 ( 51 ) 122,652 ( 20,602 ) 133,018 ( 20,653 )
Total debt securities available for sale $ 237,034 $ ( 3,535 ) $ 1,230,039 $ ( 158,718 ) $ 1,467,073 $ ( 162,253 )
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ — $ — $ 75,090 $ ( 4,056 ) $ 75,090 $ ( 4,056 )
Obligations of states and political subdivisions 1,545 ( 19 ) — — 1,545 ( 19 )
Total debt securities held to maturity $ 1,545 $ ( 19 ) $ 75,090 $ ( 4,056 ) $ 76,635 $ ( 4,075 )
The following securities had unrealized losses as of June 30, 2026:
• Obligations of U.S. government corporations and agencies included 161 debt securities with aggregate depreciation of 10.4 % from the Company’s amortized cost basis.
• Obligations of states and political subdivisions included 142 debt securities with aggregate depreciation of 9.0 % from the Company’s amortized cost basis.
• Corporate bonds included 2 debt securities with aggregate depreciation of 1.1 % from the Company’s amortized cost basis.
• Asset backed securities included 18 debt securities with aggregate depreciation of 1.1 % from the Company’s amortized cost basis.
• Non-agency collateralized mortgage obligations included 14 debt securities with aggregate depreciation of 13.4 % from the Company’s amortized cost basis.
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 June 30, 2026, 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. As such, the unrealized losses on these securities were caused by the changes in market interest rates or the widening of market spreads subsequent to the initial purchase of these securities and are not due to the underlying credit of the issuers.
12
Table of Contents
December 31, 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 $ 39,263 $ ( 133 ) $ 916,500 $ ( 112,252 ) $ 955,763 $ ( 112,385 )
Obligations of states and political subdivisions 2,874 ( 106 ) 201,382 ( 19,517 ) 204,256 ( 19,623 )
Corporate bonds 495 ( 5 ) 2,229 ( 21 ) 2,724 ( 26 )
Asset backed securities 94,965 ( 161 ) 70,084 ( 1,267 ) 165,049 ( 1,428 )
Non-agency collateralized mortgage obligations 10,524 ( 1 ) 131,873 ( 20,071 ) 142,397 ( 20,072 )
Total debt securities available for sale $ 148,121 $ ( 406 ) $ 1,322,068 $ ( 153,128 ) $ 1,470,189 $ ( 153,534 )
Debt Securities Held to Maturity
Obligations of U.S. government agencies $ — $ — $ 85,273 $ ( 3,552 ) $ 85,273 $ ( 3,552 )
Obligations of states and political subdivisions — — 1,555 ( 10 ) 1,555 ( 10 )
Total debt securities held to maturity $ — $ — $ 86,828 $ ( 3,562 ) $ 86,828 $ ( 3,562 )
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:
June 30, 2026 December 31, 2025
(in thousands)
AAA/AA/A BBB/BB/B AAA/AA/A BBB/BB/B
Obligations of U.S. government agencies $ 79,225 $ — $ 88,980 $ —
Obligations of states and political subdivisions 1,564 — 1,564 —
Total debt securities held to maturity $ 80,789 $ — $ 90,544 $ —
Note 3 – Loans
A summary of loan balances at amortized cost are as follows:
(in thousands) June 30, 2026 December 31, 2025
Commercial real estate:
CRE non-owner occupied $ 2,575,598 $ 2,495,849
CRE owner occupied 1,041,498 1,020,770
Multifamily 1,156,848 1,085,698
Farmland 239,936 251,445
Total commercial real estate loans 5,013,880 4,853,762
Consumer:
SFR 1-4 1st DT liens 826,812 842,169
SFR HELOCs and junior liens 429,632 431,772
Other 32,529 40,669
Total consumer loans 1,288,973 1,314,610
Commercial and industrial 559,886 464,428
Construction 298,388 301,045
Agriculture production 146,190 172,494
Leases 3,773 4,748
Total loans, net of deferred loan fees and discounts $ 7,311,090 $ 7,111,087
Total principal balance of loans owed, net of charge-offs $ 7,339,336 $ 7,141,911
Unamortized net deferred loan fees ( 15,693 ) ( 15,896 )
Discounts to principal balance of loans owed, net of charge-offs ( 12,553 ) ( 14,928 )
Total loans, net of unamortized deferred loan fees and discounts $ 7,311,090 $ 7,111,087
Allowance for credit losses on loans $ ( 130,187 ) $ ( 125,762 )
13
Table of Contents
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 June 30, 2026
(in thousands) Beginning
Balance Charge-offs Recoveries Provision (benefit) Ending
Balance
Commercial real estate:
CRE non-owner occupied $ 41,647 $ — $ — $ 536 $ 42,183
CRE owner occupied 16,286 — 1 ( 239 ) 16,048
Multifamily 16,384 — — 304 16,688
Farmland 5,593 — — ( 852 ) 4,741
Total commercial real estate loans 79,910 — 1 ( 251 ) 79,660
Consumer:
SFR 1-4 1st DT liens 9,929 — — 522 10,451
SFR HELOCs and junior liens 12,297 ( 75 ) 42 608 12,872
Other 1,560 ( 233 ) 49 270 1,646
Total consumer loans 23,786 ( 308 ) 91 1,400 24,969
Commercial and industrial 12,435 ( 147 ) 26 1,173 13,487
Construction 8,239 — — 212 8,451
Agriculture production 3,548 — — 54 3,602
Leases 21 — — ( 3 ) 18
Allowance for credit losses on loans 127,939 ( 455 ) 118 2,585 130,187
Reserve for unfunded commitments 8,100 — — 70 8,170
Total $ 136,039 $ ( 455 ) $ 118 $ 2,655 $ 138,357
Allowance for credit losses – Six months ended June 30, 2026
(in thousands) Beginning
Balance Charge-offs Recoveries Provision (benefit) Ending
Balance
Commercial real estate:
CRE non-owner occupied $ 40,300 $ — $ 1 $ 1,882 $ 42,183
CRE owner occupied 12,712 — 1 3,335 16,048
Multifamily 17,327 — — ( 639 ) 16,688
Farmland 5,193 — — ( 452 ) 4,741
Total commercial real estate loans 75,532 — 2 4,126 79,660
Consumer:
SFR 1-4 1st DT liens 11,045 — — ( 594 ) 10,451
SFR HELOCs and junior liens 13,264 ( 75 ) 49 ( 366 ) 12,872
Other 1,974 ( 454 ) 101 25 1,646
Total consumer loans 26,283 ( 529 ) 150 ( 935 ) 24,969
Commercial and industrial 11,430 ( 768 ) 74 2,751 13,487
Construction 8,231 ( 70 ) — 290 8,451
Agriculture production 4,265 — 11 ( 674 ) 3,602
Leases 21 — — ( 3 ) 18
Allowance for credit losses on loans 125,762 ( 1,367 ) 237 5,555 130,187
Reserve for unfunded commitments 7,745 — — 425 8,170
Total $ 133,507 $ ( 1,367 ) $ 237 $ 5,980 $ 138,357
14
Table of Contents
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, 2025
(in thousands) Beginning
Balance Charge-offs Recoveries Provision
(benefit) Ending Balance
Commercial real estate:
CRE non-owner occupied $ 37,229 $ — $ 2 $ 3,069 $ 40,300
CRE owner occupied 15,747 — 1 ( 3,036 ) 12,712
Multifamily 15,913 — — 1,414 17,327
Farmland 3,960 ( 1,053 ) — 2,286 5,193
Total commercial real estate loans 72,849 ( 1,053 ) 3 3,733 75,532
Consumer:
SFR 1-4 1st DT liens 14,227 — 6 ( 3,188 ) 11,045
SFR HELOCs and junior liens 10,411 — 26 2,827 13,264
Other 2,825 ( 649 ) 138 ( 340 ) 1,974
Total consumer loans 27,463 ( 649 ) 170 ( 701 ) 26,283
Commercial and industrial 14,397 ( 9,338 ) 291 6,080 11,430
Construction 7,224 — — 1,007 8,231
Agriculture production 3,403 ( 11 ) 665 208 4,265
Leases 30 — — ( 9 ) 21
Allowance for credit losses on loans 125,366 ( 11,051 ) 1,129 10,318 125,762
Reserve for unfunded commitments 6,000 — — 1,745 7,745
Total $ 131,366 $ ( 11,051 ) $ 1,129 $ 12,063 $ 133,507
15
Table of Contents
Allowance for credit losses – Three months ended June 30, 2025
(in thousands) Beginning
Balance Charge-offs Recoveries Provision
(benefit) Ending Balance
Commercial real estate:
CRE non-owner occupied $ 39,670 $ — $ — $ 1,251 $ 40,921
CRE owner occupied 12,169 — 1 ( 592 ) 11,578
Multifamily 15,604 — — ( 507 ) 15,097
Farmland 4,737 — — 2,151 6,888
Total commercial real estate loans 72,180 — 1 2,303 74,484
Consumer:
SFR 1-4 1st DT liens 10,995 — — 140 11,135
SFR HELOCs and junior liens 11,650 — 4 367 12,021
Other 2,895 ( 200 ) 36 ( 569 ) 2,162
Total consumer loans 25,540 ( 200 ) 40 ( 62 ) 25,318
Commercial and industrial 17,561 ( 8,384 ) 60 787 10,024
Construction 10,346 — — 649 10,995
Agriculture production 2,768 ( 11 ) 1 851 3,609
Leases 28 — — ( 3 ) 25
Allowance for credit losses on loans 128,423 ( 8,595 ) 102 4,525 124,455
Reserve for unfunded commitments 7,065 — — 140 7,205
Total $ 135,488 $ ( 8,595 ) $ 102 $ 4,665 $ 131,660
Allowance for credit losses – Six months ended June 30, 2025
(in thousands) Beginning
Balance Charge-offs Recoveries Provision
(benefit) Ending Balance
Commercial real estate:
CRE non-owner occupied $ 37,229 $ — $ — $ 3,692 $ 40,921
CRE owner occupied 15,747 — 1 ( 4,170 ) 11,578
Multifamily 15,913 — — ( 816 ) 15,097
Farmland 3,960 — — 2,928 6,888
Total commercial real estate loans 72,849 — 1 1,634 74,484
Consumer:
SFR 1-4 1st DT liens 14,227 — — ( 3,092 ) 11,135
SFR HELOCs and junior liens 10,411 — 16 1,594 12,021
Other 2,825 ( 317 ) 73 ( 419 ) 2,162
Total consumer loans 27,463 ( 317 ) 89 ( 1,917 ) 25,318
Commercial and industrial 14,397 ( 8,641 ) 166 4,102 10,024
Construction 7,224 — — 3,771 10,995
Agriculture production 3,403 ( 11 ) 614 ( 397 ) 3,609
Leases 30 — — ( 5 ) 25
Allowance for credit losses on loans 125,366 ( 8,969 ) 870 7,188 124,455
Reserve for unfunded commitments 6,000 — — 1,205 7,205
Total $ 131,366 $ ( 8,969 ) $ 870 $ 8,393 $ 131,660
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.
16
Table of Contents
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 June 30, 2026 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2026 2025 2024 2023 2022 Prior
Commercial real estate:
CRE non-owner occupied risk ratings
Pass $ 220,458 $ 257,387 $ 164,810 $ 143,291 $ 407,079 $ 1,205,929 $ 117,356 $ — $ 2,516,310
Special Mention — — 810 14,351 4,393 23,253 125 — 42,932
Substandard — — 975 — 1,601 11,839 1,941 — 16,356
Doubtful/Loss — — — — — — — — —
Total $ 220,458 $ 257,387 $ 166,595 $ 157,642 $ 413,073 $ 1,241,021 $ 119,422 $ — $ 2,575,598
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
CRE owner occupied risk ratings
Pass $ 53,932 $ 145,757 $ 75,765 $ 73,791 $ 169,048 $ 423,276 $ 48,947 $ — $ 990,516
Special Mention — 5,717 133 1,006 3,573 6,191 5,187 — 21,807
Substandard — 2,850 — — 7,000 18,920 405 — 29,175
Doubtful/Loss — — — — — — — — —
Total $ 53,932 $ 154,324 $ 75,898 $ 74,797 $ 179,621 $ 448,387 $ 54,539 $ — $ 1,041,498
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
17
Table of Contents
Term Loans Amortized Cost Basis by Origination Year – As of June 30, 2026 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2026 2025 2024 2023 2022 Prior
Commercial real estate:
Multifamily risk ratings
Pass $ 57,809 $ 92,107 $ 73,048 $ 55,068 $ 214,692 $ 598,034 $ 48,262 $ — $ 1,139,020
Special Mention — — — — — 1,253 — — 1,253
Substandard — — — — 3,441 13,134 — — 16,575
Doubtful/Loss — — — — — — — — —
Total $ 57,809 $ 92,107 $ 73,048 $ 55,068 $ 218,133 $ 612,421 $ 48,262 $ — $ 1,156,848
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
Farmland risk ratings
Pass $ 9,475 $ 8,794 $ 22,596 $ 18,120 $ 33,164 $ 49,859 $ 35,587 $ — $ 177,595
Special Mention — 615 — — 1,937 3,566 494 — 6,612
Substandard — — — 808 9,150 34,190 11,581 — 55,729
Doubtful/Loss — — — — — — — — —
Total $ 9,475 $ 9,409 $ 22,596 $ 18,928 $ 44,251 $ 87,615 $ 47,662 $ — $ 239,936
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
SFR 1-4 1st DT liens risk ratings
Pass $ 57,470 $ 73,580 $ 40,232 $ 74,518 $ 147,267 $ 409,170 $ — $ 7,216 $ 809,453
Special Mention — — 1,084 — 2,317 3,988 — 180 7,569
Substandard — — — 219 272 8,845 — 454 9,790
Doubtful/Loss — — — — — — — — —
Total $ 57,470 $ 73,580 $ 41,316 $ 74,737 $ 149,856 $ 422,003 $ — $ 7,850 $ 826,812
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
SFR HELOCs and junior liens risk ratings
Pass $ 2,401 $ 1,771 $ — $ — $ — $ 45 $ 409,157 $ 7,005 $ 420,379
Special Mention — — — — — — 3,673 74 3,747
Substandard — — — — — — 5,234 272 5,506
Doubtful/Loss — — — — — — — — —
Total $ 2,401 $ 1,771 $ — $ — $ — $ 45 $ 418,064 $ 7,351 $ 429,632
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ 75 $ — $ 75
Consumer loans:
Other risk ratings
Pass $ 2,166 $ 1,143 $ 3,977 $ 11,417 $ 3,243 $ 8,890 $ 492 $ — $ 31,328
Special Mention — 85 250 64 — 56 19 — 474
Substandard — — 3 247 48 427 2 — 727
Doubtful/Loss — — — — — — — — —
Total $ 2,166 $ 1,228 $ 4,230 $ 11,728 $ 3,291 $ 9,373 $ 513 $ — $ 32,529
Year-to-date gross charge-offs $ 111 $ 119 $ 23 $ 126 $ 19 $ 45 $ 11 $ — $ 454
18
Table of Contents
Term Loans Amortized Cost Basis by Origination Year – As of June 30, 2026 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2026 2025 2024 2023 2022 Prior
Commercial and industrial loans:
Commercial and industrial risk ratings
Pass $ 75,075 $ 96,857 $ 42,542 $ 30,432 $ 44,253 $ 56,919 $ 196,897 $ 26 $ 543,001
Special Mention 192 375 175 3,160 634 87 5,681 — 10,304
Substandard — — 369 85 756 2,820 2,483 68 6,581
Doubtful/Loss — — — — — — — — —
Total $ 75,267 $ 97,232 $ 43,086 $ 33,677 $ 45,643 $ 59,826 $ 205,061 $ 94 $ 559,886
Year-to-date gross charge-offs $ 99 $ 161 $ — $ 19 $ — $ 34 $ 431 $ 24 $ 768
Construction loans:
Construction risk ratings
Pass $ 48,333 $ 84,554 $ 104,880 $ 33,454 $ 7,985 $ 18,340 $ — $ — $ 297,546
Special Mention 368 368 — — — — — — 736
Substandard — — — — — 106 — — 106
Doubtful/Loss — — — — — — — — —
Total $ 48,701 $ 84,922 $ 104,880 $ 33,454 $ 7,985 $ 18,446 $ — $ — $ 298,388
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ 70 $ — $ — $ 70
Agriculture production loans:
Agriculture production risk ratings
Pass $ 5,517 $ 2,115 $ 682 $ 834 $ 671 $ 6,494 $ 105,453 $ — $ 121,766
Special Mention — — — — — — 24,166 — 24,166
Substandard — — — — 99 159 — — 258
Doubtful/Loss — — — — — — — —
Total $ 5,517 $ 2,115 $ 682 $ 834 $ 770 $ 6,653 $ 129,619 $ — $ 146,190
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Leases:
Lease risk ratings
Pass $ 3,773 $ — $ — $ — $ — $ — $ — $ — $ 3,773
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
Doubtful/Loss — — — — — — — — —
Total $ 3,773 $ — $ — $ — $ — $ — $ — $ — $ 3,773
Year-to-date gross charge-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Total loans outstanding:
Risk ratings
Pass $ 536,409 $ 764,065 $ 528,532 $ 440,925 $ 1,027,402 $ 2,776,956 $ 962,151 $ 14,247 $ 7,050,687
Special Mention 560 7,160 2,452 18,581 12,854 38,394 39,345 254 119,600
Substandard — 2,850 1,347 1,359 22,367 90,440 21,646 794 140,803
Doubtful/Loss — — — — — — — — —
Total $ 536,969 $ 774,075 $ 532,331 $ 460,865 $ 1,062,623 $ 2,905,790 $ 1,023,142 $ 15,295 $ 7,311,090
Year-to-date gross charge-offs $ 210 $ 280 $ 23 $ 145 $ 19 $ 149 $ 517 $ 24 $ 1,367
19
Table of Contents
Term Loans Amortized Cost Basis by Origination Year – As of December 31, 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 $ 262,241 $ 188,789 $ 162,739 $ 417,564 $ 276,975 $ 1,007,772 $ 140,006 $ — $ 2,456,086
Special Mention — 818 12,692 1,634 4,566 3,182 105 — 22,997
Substandard — — — 1,728 — 15,038 — — 16,766
Doubtful/Loss — — — — — — — — —
Total $ 262,241 $ 189,607 $ 175,431 $ 420,926 $ 281,541 $ 1,025,992 $ 140,111 $ — $ 2,495,849
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
CRE owner occupied risk ratings
Pass $ 147,249 $ 79,772 $ 76,729 $ 177,644 $ 168,858 $ 301,503 $ 33,540 $ — $ 985,295
Special Mention 8,636 135 361 1,045 237 5,148 5,184 — 20,746
Substandard — — — 7,244 3,176 4,140 169 — 14,729
Doubtful/Loss — — — — — — — — —
Total $ 155,885 $ 79,907 $ 77,090 $ 185,933 $ 172,271 $ 310,791 $ 38,893 $ — $ 1,020,770
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
Multifamily risk ratings
Pass $ 92,061 $ 68,472 $ 27,502 $ 185,703 $ 288,556 $ 358,396 $ 48,246 $ — $ 1,068,936
Special Mention — — — 3,044 443 202 — — 3,689
Substandard — — — 435 — 12,638 — — 13,073
Doubtful/Loss — — — — — — — — —
Total $ 92,061 $ 68,472 $ 27,502 $ 189,182 $ 288,999 $ 371,236 $ 48,246 $ — $ 1,085,698
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Commercial real estate:
Farmland risk ratings
Pass $ 8,901 $ 23,038 $ 18,261 $ 34,581 $ 14,831 $ 49,450 $ 35,723 $ — $ 184,785
Special Mention 624 — — 1,937 2,618 2,462 1,978 — 9,619
Substandard — — 816 9,414 20,263 13,252 13,296 — 57,041
Doubtful/Loss — — — — — — — — —
Total $ 9,525 $ 23,038 $ 19,077 $ 45,932 $ 37,712 $ 65,164 $ 50,997 $ — $ 251,445
Period end gross write-offs $ — $ — $ — $ — $ 509 $ — $ 544 $ — $ 1,053
Consumer loans:
SFR 1-4 1st DT liens risk ratings
Pass $ 81,083 $ 45,517 $ 87,492 $ 159,382 $ 218,999 $ 225,410 $ — $ 5,688 $ 823,571
Special Mention — 1,091 — 581 4,642 1,918 — 406 8,638
Substandard — — 219 284 3,313 5,618 — 526 9,960
Doubtful/Loss — — — — — — — — —
Total $ 81,083 $ 46,608 $ 87,711 $ 160,247 $ 226,954 $ 232,946 $ — $ 6,620 $ 842,169
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
20
Table of Contents
Term Loans Amortized Cost Basis by Origination Year – As of December 31, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2025 2024 2023 2022 2021 Prior
Consumer loans:
SFR HELOCs and junior liens risk ratings
Pass $ 2,116 $ — $ — $ — $ — $ 53 $ 408,407 $ 5,407 $ 415,983
Special Mention — — — — — — 9,482 377 9,859
Substandard — — — — — — 5,604 326 5,930
Doubtful/Loss — — — — — — — — —
Total $ 2,116 $ — $ — $ — $ — $ 53 $ 423,493 $ 6,110 $ 431,772
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Consumer loans:
Other risk ratings
Pass $ 4,222 $ 4,795 $ 13,717 $ 4,010 $ 4,094 $ 7,489 $ 540 $ — $ 38,867
Special Mention 77 12 202 1 251 153 43 — 739
Substandard — 69 256 303 190 242 3 — 1,063
Doubtful/Loss — — — — — — — — —
Total $ 4,299 $ 4,876 $ 14,175 $ 4,314 $ 4,535 $ 7,884 $ 586 $ — $ 40,669
Period end gross write-offs $ 481 $ 65 $ 15 $ — $ — $ 69 $ 19 $ — $ 649
Commercial and industrial loans:
Commercial and industrial risk ratings
Pass $ 122,819 $ 44,904 $ 35,360 $ 52,018 $ 16,922 $ 6,046 $ 170,194 $ 73 $ 448,336
Special Mention 50 234 2,810 707 — 37 5,330 — 9,168
Substandard — 310 96 618 2,816 342 2,695 47 6,924
Doubtful/Loss — — — — — — — — —
Total $ 122,869 $ 45,448 $ 38,266 $ 53,343 $ 19,738 $ 6,425 $ 178,219 $ 120 $ 464,428
Period end gross write-offs $ 510 $ 95 $ — $ — $ 58 $ — $ 8,675 $ — $ 9,338
Construction loans:
Construction risk ratings
Pass $ 45,182 $ 84,196 $ 104,482 $ 44,172 $ 7,021 $ 13,108 $ — $ — $ 298,161
Special Mention 372 — 1,862 — — — — — 2,234
Substandard — — — — 529 121 — — 650
Doubtful/Loss — — — — — — — — —
Total $ 45,554 $ 84,196 $ 106,344 $ 44,172 $ 7,550 $ 13,229 $ — $ — $ 301,045
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Agriculture production loans:
Agriculture production risk ratings
Pass $ 1,816 $ 727 $ 1,029 $ 1,409 $ 393 $ 7,282 $ 137,121 $ — $ 149,777
Special Mention — — — — — — 22,079 — 22,079
Substandard — — — 114 237 135 152 — 638
Doubtful/Loss — — — — — — — — —
Total $ 1,816 $ 727 $ 1,029 $ 1,523 $ 630 $ 7,417 $ 159,352 $ — $ 172,494
Period end gross write-offs $ — $ — $ — $ — $ — $ 11 $ — $ — $ 11
21
Table of Contents
Term Loans Amortized Cost Basis by Origination Year – As of December 31, 2025 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Total
(in thousands) 2025 2024 2023 2022 2021 Prior
Leases:
Lease risk ratings
Pass $ 4,748 $ — $ — $ — $ — $ — $ — $ — $ 4,748
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
Doubtful/Loss — — — — — — — — —
Total $ 4,748 $ — $ — $ — $ — $ — $ — $ — $ 4,748
Period end gross write-offs $ — $ — $ — $ — $ — $ — $ — $ — $ —
Total loans outstanding:
Risk ratings
Pass $ 772,438 $ 540,210 $ 527,311 $ 1,076,483 $ 996,649 $ 1,976,509 $ 973,777 $ 11,168 $ 6,874,545
Special Mention 9,759 2,290 17,927 8,949 12,757 13,102 44,201 783 109,768
Substandard — 379 1,387 20,140 30,524 51,526 21,919 899 126,774
Doubtful/Loss — — — — — — — — —
Total $ 782,197 $ 542,879 $ 546,625 $ 1,105,572 $ 1,039,930 $ 2,041,137 $ 1,039,897 $ 12,850 $ 7,111,087
Period end gross write-offs $ 991 $ 160 $ 15 $ — $ 567 $ 80 $ 9,238 $ — $ 11,051
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 June 30, 2026
(in thousands) 30-59 days 60-89 days > 90 days Total Past
Due Loans Current Total
Commercial real estate:
CRE non-owner occupied $ 740 $ 338 $ 2,716 $ 3,794 $ 2,571,804 $ 2,575,598
CRE owner occupied 736 593 4,949 6,278 1,035,220 1,041,498
Multifamily 396 13,068 926 14,390 1,142,458 1,156,848
Farmland 461 — 6,152 6,613 233,323 239,936
Total commercial real estate loans 2,333 13,999 14,743 31,075 4,982,805 5,013,880
Consumer:
SFR 1-4 1st DT liens 2,054 2,454 2,358 6,866 819,946 826,812
SFR HELOCs and junior liens 4,139 594 1,638 6,371 423,261 429,632
Other 433 6 206 645 31,884 32,529
Total consumer loans 6,626 3,054 4,202 13,882 1,275,091 1,288,973
Commercial and industrial 903 564 2,931 4,398 555,488 559,886
Construction — — — — 298,388 298,388
Agriculture production — — — — 146,190 146,190
Leases — 14 242 256 3,517 3,773
Total $ 9,862 $ 17,631 $ 22,118 $ 49,611 $ 7,261,479 $ 7,311,090
22
Table of Contents
Analysis of Past Due Loans - As of December 31, 2025
(in thousands) 30-59 days 60-89 days > 90 days Total Past
Due Loans Current Total
Commercial real estate:
CRE non-owner occupied $ 1,599 $ 1,728 $ 3,692 $ 7,019 $ 2,488,830 $ 2,495,849
CRE owner occupied 3,261 — 2,189 5,450 1,015,320 1,020,770
Multifamily 687 147 — 834 1,084,864 1,085,698
Farmland — — 10,937 10,937 240,508 251,445
Total commercial real estate loans 5,547 1,875 16,818 24,240 4,829,522 4,853,762
Consumer:
SFR 1-4 1st DT liens 832 1,968 1,697 4,497 837,672 842,169
SFR HELOCs and junior liens 516 1,305 1,843 3,664 428,108 431,772
Other 183 19 387 589 40,080 40,669
Total consumer loans 1,531 3,292 3,927 8,750 1,305,860 1,314,610
Commercial and industrial 1,619 522 1,629 3,770 460,658 464,428
Construction — — 603 603 300,442 301,045
Agriculture production — 88 480 568 171,926 172,494
Leases — — — — 4,748 4,748
Total $ 8,697 $ 5,777 $ 23,457 $ 37,931 $ 7,073,156 $ 7,111,087
The following table shows the ending balance of non accrual loans by loan category as of the date indicated:
Non Accrual Loans
As of June 30, 2026 As of December 31, 2025
(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 $ 8,180 $ 8,180 $ — $ 7,089 $ 7,089 $ —
CRE owner occupied 10,912 18,094 — 7,733 7,733 —
Multifamily 926 926 — 435 435 —
Farmland 20,669 25,261 — 26,840 31,615 —
Total commercial real estate loans 40,687 52,461 — 42,097 46,872 —
Consumer:
SFR 1-4 1st DT liens 6,370 6,370 — 6,246 6,246 —
SFR HELOCs and junior liens 4,069 4,316 — 5,192 5,474 —
Other 268 540 — 80 459 —
Total consumer loans 10,707 11,226 — 11,518 12,179 —
Commercial and industrial 793 4,626 23 1,228 3,976 36
Construction 106 106 — 650 650 —
Agriculture production 99 159 — 435 460 45
Leases — 242 — — — —
Sub-total 52,392 68,820 23 55,928 64,137 81
Less: Guaranteed loans ( 1,224 ) ( 1,790 ) — ( 1,667 ) ( 1,688 ) —
Total, net $ 51,168 $ 67,030 $ 23 $ 54,261 $ 62,449 $ 81
Interest income on non accrual loans that would have been recognized during the three months ended June 30, 2026 and 2025, if all such loans had been current in accordance with their original terms, totaled $ 1.3 million and $ 2.1 million, respectively. Interest income actually recognized on these originated loans during the three months ended June 30, 2026 and 2025 was $ 144.0 thousand and $ 339.0 thousand, respectively.
23
Table of Contents
The following tables present the amortized cost basis of collateral dependent loans by class of loans as of the following periods:
As of June 30, 2026
(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 $ 2,667 $ 3,139 $ — $ 2,374 $ — $ — $ — $ — $ — $ — $ — $ 8,180
CRE owner occupied 15,015 1,368 — 1,711 — — — — — — — 18,094
Multifamily — — — — 926 — — — — — — 926
Farmland — — — — — 25,261 — — — — — 25,261
Total commercial real estate loans 17,682 4,507 — 4,085 926 25,261 — — — — — 52,461
Consumer:
SFR 1-4 1st DT liens — — — — — — 6,370 — — — — 6,370
SFR HELOCs and junior liens — — — — — — 973 3,164 — — — 4,137
Other — — — — — — — — 544 — — 544
Total consumer loans — — — — — — 7,343 3,164 544 — — 11,051
Commercial and industrial — — — — — — — — — 2,383 2,243 4,626
Construction — — — — — — 106 — — — — 106
Agriculture production — — — 51 — — — — — 20 88 159
Leases — — — — — — — — — — — —
Total $ 17,682 $ 4,507 $ — $ 4,136 $ 926 $ 25,261 $ 7,449 $ 3,164 $ 544 $ 2,403 $ 2,331 $ 68,403
As of December 31, 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 $ 2,892 $ 3,195 $ — $ 1,002 $ — $ — $ — $ — $ — $ — $ — $ 7,089
CRE owner occupied 4,564 1,432 — 1,737 — — — — — — — 7,733
Multifamily — — — — 435 — — — — — — 435
Farmland — — — — — 31,615 — — — — — 31,615
Total commercial real estate loans 7,456 4,627 — 2,739 435 31,615 — — — — — 46,872
Consumer:
SFR 1-4 1st DT liens — — — — — — 6,246 — — — — 6,246
SFR HELOCs and junior liens — — — — — — 1,579 3,687 — — — 5,266
Other — — — — — — — — 456 — — 456
Total consumer loans — — — — — — 7,825 3,687 456 — — 11,968
Commercial and industrial — — — — — — — — — 1,477 2,499 3,976
Construction — — — 529 — — 121 — — — — 650
Agriculture production — — — 153 — — — — — 25 282 460
Leases — — — — — — — — — — — —
Total $ 7,456 $ 4,627 $ — $ 3,421 $ 435 $ 31,615 $ 7,946 $ 3,687 $ 456 $ 1,502 $ 2,781 $ 63,926
24
Table of Contents
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.
During the three and six months ended June 30, 2026 and June 30, 2025, respectively, there were no significant loan modifications made to borrowers experiencing financial difficulty. During the three and six months ended June 30, 2026 and June 30, 2025, 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 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 June 30, Six months ended June 30,
(in thousands) 2026 2025 2026 2025
Operating lease cost $ 1,574 $ 1,401 $ 3,139 $ 2,818
Short-term lease cost 51 49 101 95
Variable lease income ( 5 ) ( 6 ) ( 11 ) ( 16 )
Total lease cost $ 1,620 $ 1,444 $ 3,229 $ 2,897
The following table presents supplemental cash flow information related to leases for the periods ended:
Three months ended June 30, Six months ended June 30,
(in thousands) 2026 2025 2026 2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases $ 1,679 $ 1,486 $ 3,348 $ 2,996
ROUA obtained in exchange for operating lease liabilities $ 158 $ 535 $ 778 $ 1,006
The following table presents the weighted average operating lease term and discount rate as of the period ended:
June 30,
2026 2025
Weighted-average remaining lease term (years) 7.2 7.3
Weighted-average discount rate 3.88 % 3.58 %
At June 30, 2026, future expected operating lease payments are as follows:
(in thousands)
Periods ending December 31,
2026 $ 3,053
2027 5,734
2028 4,493
2029 3,180
2030 2,751
Thereafter 9,940
29,151
Discount for present value of expected cash flows ( 3,851 )
Lease liability at June 30, 2026 $ 25,300
25
Table of Contents
Note 6 - Deposits
A summary of the balances of deposits follows:
(in thousands) June 30,
2026 December 31,
2025
Noninterest-bearing demand $ 2,606,809 $ 2,594,032
Interest-bearing demand 1,849,252 1,784,769
Savings 2,769,758 2,775,058
Time certificates, $250,000 or more 518,780 484,858
Other time certificates 624,231 625,184
Total deposits $ 8,368,830 $ 8,263,901
Certificate of deposit balances totaling $ 100.0 million from the State of California were included in time certificates, $250,000 or more, at June 30, 2026 and December 31, 2025, 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 on these State deposits are generally more favorable than other wholesale funding sources available to the Company.
Overdrawn deposit balances of $ 2.5 million and $ 2.7 million were classified as consumer loans at June 30, 2026 and December 31, 2025, respectively.
Note 7 - Other Borrowings
A summary of the balances of other borrowings follows:
(in thousands) June 30,
2026 December 31,
2025
Other collateralized borrowings, fixed rate, as of June 30, 2026 and December 31, 2025 of 0.05 %, payable on July 1, 2026 and January 1, 2026, respectively
$ 10,519 $ 11,713
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 June 30, 2026 As of December 31, 2025
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 % 6.98 % $ 20,619 $ 20,619
TriCo Cap Trust II 7/23/2034 20,619 2.55 % 6.48 % 20,619 20,619
$ 41,238 $ 41,238 $ 41,238
Note 9 - Commitments and Contingencies
The following table presents a summary of the Bank’s commitments and contingent liabilities:
(in thousands) June 30,
2026 December 31,
2025
Financial instruments whose amounts represent risk:
Commitments to extend credit:
Commercial loans $ 900,124 $ 814,732
Consumer loans 613,568 598,264
Real estate mortgage loans 413,215 432,608
Real estate construction loans 287,914 334,130
Standby letters of credit 36,817 38,986
Deposit account overdraft privilege 126,515 125,317
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. 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 1.5014 per Class B-2 share. As of June 30,
26
Table of Contents
2026, the value of the Class A shares was $ 343.09 per share. Utilizing the conversion ratio, the value of unredeemed Class A equivalent shares owned by the Bank was $ 3.5 million as of June 30, 2026, 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 $ 35.1 million and $ 28.5 million during the three months ended June 30, 2026 and 2025, respectively, and during the equivalent six month periods paid $ 46.6 million and $ 40.6 million, respectiv ely . 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
The Company's Board of Directors has approved the authorization to repurchase up to 2.0 million shares of the Company's common stock (the 2025 Repurchase Plan or the 2025 Program). The Company’s 2025 Repurchase Plan replaces and supersedes the 2021 Share Repurchase Program which has been terminated as of December 31, 2025. The actual timing of any share repurchases will be determined by the Company's management and therefore the total value of the shares to be purchased under the 2025 Program is subject to change. The 2025 Program has no expiration date but the Board may suspend or discontinue the program at any time.
During the three months ended June 30, 2026, the Company repurchased zero shares. During the six months ended June 30, 2026, the Company repurchased 447,211 shares with a market value totaling $ 21.6 million under the 2025 Program. There were no shares repurchased in 2025 under the 2025 Program, however, during the three and six months ended June 30, 2025 the Company purchased 379,978 and 469,632 shares with market values of $ 15.2 million and $ 18.9 million under the 2021 Share Repurchase Program. As of June 30, 2026, approximately 1,553,000 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 six months ended June 30, 2026 and 2025, respectively. Employees tendered 33,379 and 11,542 shares in connection with the tax withholding requirements of other share-based awards during the three months ended June 30, 2026 and 2025, respectively, and 50,641 and 21,664 shares during the six months then ended, respectively. In total, shares of the Company's common stock tendered had market values of $ 1.8 million and $ 0.5 million during the quarters ended June 30, 2026 and 2025, respectively, and $ 2.6 million and $ 0.9 million during the respective six 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 2025 Program.
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 June 30, 2026 and December 31, 2025 .
Activity related to restricted stock unit awards during the six months ended June 30, 2026 is summarized in the following table:
Service
Condition
Vesting RSUs Market Plus
Service
Condition
Vesting RSUs
Outstanding at January 1, 2026 141,089 145,485
RSUs granted 65,327 49,956
RSUs added through dividend and performance credits 1,769 —
RSUs released ( 79,543 ) ( 48,842 )
RSUs forfeited ( 2,868 ) ( 4,503 )
Outstanding at June 30, 2026 125,774 142,096
27
Table of Contents
The 125,774 of service condition vesting RSUs outstanding as of June 30, 2026 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 125,774 of service condition vesting RSUs outstanding as of June 30, 2026 are expected to vest, and be released, on a weighted-average basis, over the next 2.00 years. The Company expects to recognize $ 4.4 million of pre-tax compensation costs related to these service condition vesting RSUs between June 30, 2026 and their vesting dates. The Company did not modify any service condition vesting RSUs during the six months ended June 30, 2026 or 2025.
The 142,096 of market plus service condition vesting RSUs outstanding as of June 30, 2026 are expected to vest, and be released, on a weighted-average basis, over the next 2.30 years. The Company expects to recognize $ 2.4 million of pre-tax compensation costs related to these RSUs between June 30, 2026 and their vesting dates. As of June 30, 2026, 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 213,144 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 six months ended June 30, 2026 or 2025.
Note 12 - Non-interest Income and Expense
The following tables summarize the Company’s non-interest income for the periods indicated:
Three months ended
June 30, Six months ended
June 30,
(in thousands) 2026 2025 2026 2025
ATM and interchange fees $ 6,771 $ 6,590 $ 13,040 $ 12,696
Service charges on deposit accounts 5,453 5,189 10,662 10,103
Other service fees 1,529 1,485 3,016 2,844
Mortgage banking service fees 419 438 846 877
Change in value of mortgage servicing rights ( 174 ) ( 52 ) ( 406 ) ( 192 )
Total service charges and fees 13,998 13,650 27,158 26,328
Increase in cash value of life insurance 875 842 1,691 1,662
Asset management and commission income 1,761 1,635 3,810 3,123
Gain on sale of loans 485 503 882 847
Lease brokerage income 48 50 145 116
Sale of customer checks 319 318 683 663
Gain (loss) on sale or exchange of investment securities — 4 17 ( 1,142 )
Gain (loss) on marketable equity securities ( 11 ) 8 ( 28 ) 47
Other 771 80 920 1,519
Total other non-interest income 4,248 3,440 8,120 6,835
Total non-interest income $ 18,246 $ 17,090 $ 35,278 $ 33,163
28
Table of Contents
The following tables summarize the Company’s non-interest expense for the periods indicated:
Three months ended
June 30, Six months ended
June 30,
(in thousands) 2026 2025 2026 2025
Base salaries, net of deferred loan origination costs $ 25,481 $ 25,757 $ 49,719 $ 51,158
Incentive compensation 6,530 5,223 11,256 9,261
Benefits and other compensation costs 6,961 7,306 14,142 14,722
Total salaries and benefits expense 38,972 38,286 75,117 75,141
Occupancy 4,360 4,200 8,819 8,277
Data processing and software 5,439 4,959 10,726 10,017
Equipment 1,301 1,189 2,655 2,473
Intangible amortization 430 483 860 997
Advertising 729 808 1,564 2,012
ATM and POS network charges 2,051 1,843 3,719 3,694
Professional fees 1,591 1,667 3,230 3,185
Telecommunications 477 513 919 1,001
Regulatory assessments and insurance 1,300 1,297 2,605 2,580
Merger and acquisition expense 850 — 850 —
Postage 407 385 753 705
Operational losses 267 270 787 694
Courier service 576 544 1,096 1,032
Loss (gain) on sale or acquisition of foreclosed assets — — — ( 3 )
Loss (gain) on disposal of fixed assets — 5 ( 15 ) 90
Other miscellaneous expense 4,175 4,682 8,292 8,821
Total other non-interest expense 23,953 22,845 46,860 45,575
Total non-interest expense $ 62,925 $ 61,131 $ 121,977 $ 120,716
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 June 30, Six months ended June 30,
(in thousands) 2026 2025 2026 2025
Net income $ 34,169 $ 27,542 $ 67,854 $ 53,905
Weighted average number of common shares outstanding 31,924 32,757 32,059 32,854
Effect of dilutive stock options and restricted stock 183 179 189 179
Weighted average number of common shares outstanding used to calculate diluted earnings per share 32,107 32,936 32,248 33,033
Options excluded from diluted earnings per share because of their antidilutive effect — — — —
Note 14 – Comprehensive (Loss) 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.
29
Table of Contents
The components of OCI and related tax effects are as follows:
Three months ended June 30, Six months ended June 30,
(in thousands) 2026 2025 2026 2025
Unrealized holding (losses) gains on available for sale securities before reclassifications $ ( 3,604 ) $ 12,792 $ ( 10,183 ) $ 43,018
Amounts reclassified out of AOCI:
Realized gain (loss) on debt securities — ( 4 ) ( 17 ) 1,142
Total amounts reclassified out of accumulated other comprehensive income (loss) — ( 4 ) ( 17 ) 1,142
Unrealized holding (losses) gains on available for sale securities after reclassifications ( 3,604 ) 12,788 ( 10,200 ) 44,160
Tax effect 1,065 ( 3,780 ) 3,016 ( 13,054 )
Unrealized holding (losses) gains on available for sale securities, net of tax ( 2,539 ) 9,008 ( 7,184 ) 31,106
Change in unfunded status of the supplemental retirement plans before reclassifications 174 164 348 328
Amounts reclassified out of AOCI:
Amortization of actuarial losses ( 174 ) ( 164 ) ( 348 ) ( 328 )
Total amounts reclassified out of accumulated other comprehensive loss ( 174 ) ( 164 ) ( 348 ) ( 328 )
Total other comprehensive (loss) income $ ( 2,539 ) $ 9,008 $ ( 7,184 ) $ 31,106
The components of AOCI, included in shareholders’ equity, are as follows:
(in thousands) June 30,
2026 December 31,
2025
Net unrealized loss on available for sale securities $ ( 161,681 ) $ ( 151,481 )
Tax effect 47,799 44,783
Unrealized holding loss on available for sale securities, net of tax ( 113,882 ) ( 106,698 )
Unfunded status of the supplemental retirement plans 16,129 16,129
Tax effect ( 4,768 ) ( 4,768 )
Unfunded status of the supplemental retirement plans, net of tax 11,361 11,361
Joint beneficiary agreement liability 732 732
Tax effect — —
Joint beneficiary agreement liability, net of tax 732 732
Accumulated other comprehensive loss $ ( 101,789 ) $ ( 94,605 )
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.
30
Table of Contents
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 - Loans held for sale are carried at the lower of cost or fair value. 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.
Collateral dependent 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 June 30, 2026 Total Level 1 Level 2 Level 3
Marketable equity securities $ 2,665 $ 2,665 $ — $ —
Debt securities available for sale:
Obligations of U.S. government and agencies 1,097,211 — 1,097,211 —
Obligations of states and political subdivisions 219,136 — 219,136 —
Corporate bonds 989 — 989 —
Asset backed securities 245,315 — 245,315 —
Non-agency mortgage backed securities 133,018 — 133,018 —
Loans held for sale 1,880 — 1,880 —
Mortgage servicing rights 6,502 — — 6,502
Total assets measured at fair value $ 1,706,716 $ 2,665 $ 1,697,549 $ 6,502
31
Table of Contents
Fair value at December 31, 2025 Total Level 1 Level 2 Level 3
Marketable equity securities $ 2,692 $ 2,692 $ — $ —
Debt securities available for sale:
Obligations of U.S. government and agencies 1,064,028 — 1,064,028 —
Obligations of states and political subdivisions 220,686 — 220,686 —
Corporate bonds 4,958 — 4,958 —
Asset backed securities 269,520 — 269,520 —
Non-agency mortgage backed securities 172,739 — 172,739 —
Loans held for sale 2,695 — 2,695 —
Mortgage servicing rights 6,640 — — 6,640
Total assets measured at fair value $ 1,743,958 $ 2,692 $ 1,734,626 $ 6,640
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 six months ended June 30, 2026 or June 30, 2025, 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 June 30, Beginning
Balance Transfers
into (out of)
Level 3 Change
Included
in Earnings Issuances Ending
Balance
2026: Mortgage servicing rights
$ 6,530 — $ ( 174 ) $ 146 $ 6,502
2025: Mortgage servicing rights
$ 6,614 — $ ( 52 ) $ 201 $ 6,763
Six months ended June 30,
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 June 30, 2026 and December 31, 2025:
As of June 30, 2026: Fair Value
(in thousands) Valuation
Technique Unobservable
Inputs Range,
Weighted
Average
Mortgage Servicing Rights $ 6,502 Discounted cash flow Constant prepayment rate 6 % - 13 %; 7.4 %
Discount rate 10 % - 14 %; 12 %
As of December 31, 2025:
Mortgage Servicing Rights $ 6,640 Discounted cash flow Constant prepayment rate 6 % - 12.0 %; 7.0 %
Discount rate 10 % - 14 %; 12 %
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):
June 30, 2026 Total Level 1 Level 2 Level 3
Fair value:
Collateral dependent loans $ 13,263 — — $ 13,263
Foreclosed assets 978 — — 978
Total assets measured at fair value $ 14,241 — — $ 14,241
32
Table of Contents
December 31, 2025 Total Level 1 Level 2 Level 3
Fair value:
Collateral dependent loans $ 7,545 — — $ 7,545
Foreclosed assets 3,562 — — 3,562
Total assets measured at fair value $ 11,107 — — $ 11,107
The tables below present the net (losses) gains resulting from non-recurring fair value adjustments of assets and liabilities for the periods indicated (in thousands):
Three months ended June 30, Six months ended June 30,
2026 2025 2026 2025
Collateral dependent loans $ 1,891 $ ( 2,485 ) $ 204 $ ( 7,498 )
Foreclosed assets ( 188 ) ( 3 ) ( 188 ) ( 3 )
Total losses from non-recurring measurements $ 1,703 $ ( 2,488 ) $ 16 $ ( 7,501 )
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 amounts 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 June 30, 2026:
June 30, 2026 Fair Value
(in thousands) Valuation
Technique Unobservable Inputs Range,
Weighted Average
Collateral dependent loans $ 13,263 Sales comparison
approach
Income approach Adjustment for differences between
comparable sales;
Capitalization rate Not meaningful
N/A
Foreclosed assets (Land) $ 355 Sales comparison
approach
Adjustment for differences between
comparable sales;
Not meaningful
N/A
Foreclosed assets (SFR) $ 623 Sales comparison
approach
Adjustment for differences between
comparable sales;
Not meaningful
N/A
33
Table of Contents
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, 2025:
December 31, 2025 Fair Value
(in thousands) Valuation
Technique Unobservable Inputs Range,
Weighted Average
Collateral dependent loans $ 7,545 Sales comparison
approach
Income approach Adjustment for differences between
comparable sales;
Capitalization rate Not meaningful
N/A
Foreclosed assets (Farmland) $ 2,928 Sales comparison
approach
Adjustment for differences between
comparable sales
Not meaningful
N/A
Foreclosed assets (SFR) $ 634 Sales comparison
approach Adjustment for differences between
comparable sales 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.
June 30, 2026 December 31, 2025
(in thousands) Carrying
Amount Fair
Value Carrying
Amount Fair
Value
Financial assets:
Level 1 inputs:
Cash and due from banks $ 77,063 $ 77,063 $ 92,914 $ 92,914
Cash at Federal Reserve and other banks 28,158 28,158 64,100 64,100
Level 2 inputs:
Securities held to maturity 80,789 76,715 90,544 86,987
Level 3 inputs:
Loans, net 7,180,903 7,032,976 6,985,325 6,803,008
Financial liabilities:
Level 2 inputs:
Demand, money market, and savings deposits 7,225,819 7,225,819 7,153,859 7,153,859
Time deposits 1,143,011 1,142,439 1,110,042 1,109,820
Other borrowings 10,519 10,519 11,713 11,713
Level 3 inputs:
Junior subordinated debt 41,238 40,393 41,238 40,673
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 June 30, 2026 and December 31, 2025 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 June 30, 2026 and December 31, 2025 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.
34
Table of Contents
Actual Required for Capital Adequacy Purposes Required to be
Considered Well
Capitalized
As of June 30, 2026: Amount Ratio Amount Ratio Amount Ratio
(dollars in thousands)
Total Capital (to Risk Weighted Assets):
Consolidated $ 1,283,711 14.99 % $ 899,458 10.50 % N/A N/A
Tri Counties Bank $ 1,279,898 14.94 % $ 899,318 10.50 % $ 856,493 10.00 %
Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,176,231 13.73 % $ 728,132 8.50 % N/A N/A
Tri Counties Bank $ 1,172,450 13.69 % $ 728,019 8.50 % $ 685,194 8.00 %
Common equity Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,136,231 13.26 % $ 599,638 7.00 % N/A N/A
Tri Counties Bank $ 1,172,450 13.69 % $ 599,545 7.00 % $ 556,720 6.50 %
Tier 1 Capital (to Average Assets):
Consolidated $ 1,176,231 12.04 % $ 390,775 4.00 % N/A N/A
Tri Counties Bank $ 1,172,450 12.00 % $ 390,751 4.00 % $ 488,438 5.00 %
Actual Required for Capital Adequacy Purposes Required to be
Considered Well
Capitalized
As of December 31, 2025: Amount Ratio Amount Ratio Amount Ratio
(dollars in thousands)
Total Capital (to Risk Weighted Assets):
Consolidated $ 1,256,506 15.05 % $ 876,852 10.50 % N/A N/A
Tri Counties Bank $ 1,250,620 14.98 % $ 876,708 10.50 % $ 834,960 10.00 %
Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,151,744 13.79 % $ 709,832 8.50 % N/A N/A
Tri Counties Bank $ 1,145,890 13.72 % $ 709,716 8.50 % $ 667,968 8.00 %
Common equity Tier 1 Capital (to Risk Weighted Assets):
Consolidated $ 1,111,744 13.31 % $ 584,568 7.00 % N/A N/A
Tri Counties Bank $ 1,145,890 13.72 % $ 584,472 7.00 % $ 542,724 6.50 %
Tier 1 Capital (to Average Assets):
Consolidated $ 1,151,744 11.84 % $ 389,131 4.00 % N/A N/A
Tri Counties Bank $ 1,145,890 11.78 % $ 388,982 4.00 % $ 486,227 5.00 %
As of June 30, 2026 and December 31, 2025, capital levels at the Company and the Bank exceed all capital adequacy requirements under the Basel III Capital Rules. Also, at June 30, 2026 and December 31, 2025, 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 June 30, 2026, the Company and the Bank are in compliance with the capital conservation buffer requirement.
35
Table of Contents
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 June 30, Six months ended June 30,
(in thousands) 2026 2025 2026 2025
Interest income $ 120,986 $ 116,361 $ 238,813 $ 230,438
Reconciliation of revenue:
Other revenues 18,246 17,090 35,278 33,163
Total consolidated revenues 139,232 133,451 274,091 263,601
Less:
Interest expense 27,356 29,842 53,957 61,377
Segment net interest income and noninterest income 111,876 103,609 220,134 202,224
Less:
Provision for credit losses 2,655 4,665 5,980 8,393
Salaries and benefits expense 38,972 38,286 75,117 75,141
Other banking segment items 23,953 22,845 46,860 45,575
Provision for income taxes 12,127 10,271 24,323 19,210
Segment net income/consolidated net income $ 34,169 $ 27,542 $ 67,854 $ 53,905
As of June 30,
2026 2025
Reconciliation of assets:
Total assets for reportable segment $ 9,930,763 $ 9,923,983
Other assets — —
Total consolidated assets $ 9,930,763 $ 9,923,983
Note 18 — Pending Merger
On July 12, 2026, TriCo entered into an Agreement and Plan of Reorganization and Merger (the “merger agreement”) with First Hawaiian, Inc., a Delaware corporation (“First Hawaiian”) and Horizon Merger Sub, Inc., a California corporation and wholly owned subsidiary of First Hawaiian (“Merger Sub”). The merger agreement provides that, upon the terms and subject to the conditions set forth therein, Merger Sub will merge with and into TriCo (the “merger”), with TriCo surviving the merger (the “Surviving Corporation”), and immediately following the merger, the Surviving Corporation will merge with and into First Hawaiian (the “second step merger,” and together with the merger, the “mergers”), with First Hawaiian continuing as the surviving entity in the second step merger. Promptly following the second step merger, Tri Counties Bank will merge with and into First Hawaiian’s wholly owned bank subsidiary, First Hawaiian Bank (the “bank merger”), with First Hawaiian Bank surviving the bank merger. The merger agreement was unanimously approved and adopted by the board of directors of each of TriCo, FHI and Merger Sub.
Subject to the terms and conditions of the merger agreement, at the effective time of the merger (the “effective time”), each share of TriCo common stock outstanding immediately prior to the effective time, other than shares owned, directly or indirectly, by TriCo, First Hawaiian or any of their respective subsidiaries, will be converted into the right to receive 2.095 shares of common stock, par value $ 0.01 per share, of First Hawaiian. Holders of TriCo’s common stock will receive cash in lieu of fractional shares. Upon closing of the transaction, First Hawaiian and TriCo shareholders are expected to own approximately 65 % and 35 %, respectively, of the combined company.
36
Table of Contents
The transaction is expected to close by the end of 2026, subject to the receipt of required regulatory approvals, approval by First Hawaiian and TriCo shareholders and the satisfaction of customary closing conditions. A summary of the terms of the merger agreement and other related agreements are summarized in, and the merger agreement has been filed as an exhibit to, the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on July 15, 2026.
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.