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PEOPLES BANCORP INC

For the period ended Sep 30, 2024. Filed Oct 31, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Oct 31, 2024

PEBO$38.80+0.5%Stored close · as of Nov 9, 2026

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NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 Summary of Significant Accounting Policies

Basis of Presentation: The accompanying Unaudited Condensed Consolidated Financial Statements of Peoples Bancorp Inc. and its subsidiaries ("Peoples" refers to Peoples Bancorp Inc. and its consolidated subsidiaries collectively, except where the context indicates the reference relates solely to Peoples Bancorp Inc.) have been prepared in accordance with accounting principles generally accepted in the United States ("US GAAP") for interim financial information and the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not contain all of the information and footnotes required by US GAAP for annual financial statements and should be read in conjunction with Peoples’ Annual Report on Form 10-K for the fiscal year ended December 31, 2023 ("Peoples' 2023 Form 10-K").

The accounting and reporting policies followed in the presentation of the accompanying Unaudited Condensed Consolidated Financial Statements are consistent with those described in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples’ 2023 Form 10-K, as updated by the information contained in this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024 (this "Form 10-Q"). Management has evaluated all significant events and transactions that occurred after September 30, 2024 for potential recognition or disclosure in these Unaudited Condensed Consolidated Financial Statements. In the opinion of management, these Unaudited Condensed Consolidated Financial Statements reflect all adjustments necessary to present fairly such information for the periods and at the dates indicated. Such adjustments are normal and recurring in nature. Intercompany accounts and transactions have been eliminated. The Consolidated Balance Sheet at December 31, 2023, contained herein, has been derived from the audited Consolidated Balance Sheet included in Peoples’ 2023 Form 10-K.

The preparation of the condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year, due in part to seasonal variations and unusual or infrequently occurring items.

New Accounting Pronouncements: From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other standard setting bodies that are adopted by Peoples as of the required effective dates. Refer to "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples’ 2023 Form 10-K. Unless otherwise discussed, management believes the impact of any recently issued standards, including those issued but not yet effective, will not have a material impact on Peoples' financial statements taken as a whole.

Note 2 Fair Value of Assets and Liabilities

Fair value represents the amount expected to be received to sell an asset or paid to transfer a liability in its principal or most advantageous market in an orderly transaction between market participants at the measurement date. In accordance with fair value accounting guidance, Peoples measures, records and reports various types of assets and liabilities at fair value on either a recurring or a non-recurring basis in the Unaudited Condensed Consolidated Financial Statements. Those assets and liabilities are presented below in the sections entitled “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis” and “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis.”

Depending on the nature of the asset or the liability, Peoples uses various valuation methodologies and assumptions to estimate fair value. The measurement of fair value under US GAAP uses a hierarchy, which is described in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K.

Assets and liabilities are assigned to a level within the fair value hierarchy based on the lowest level of significant input used to measure fair value. Assets and liabilities may change levels within the fair value hierarchy due to market conditions or other circumstances. Those transfers are recognized on the date of the event that prompted the transfer. There were no transfers of assets or liabilities required to be measured at fair value on a recurring basis between levels of the fair value hierarchy during the periods presented.

Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis

The following table provides the fair value for assets and liabilities required to be measured and reported at fair value on a recurring basis on the Unaudited Consolidated Balance Sheets by level in the fair value hierarchy.

Recurring Fair Value Measurements at Reporting Date
September 30, 2024December 31, 2023
(Dollars in thousands)Level 1Level 2Level 1Level 2
Assets:
Available-for-sale investment securities:
Obligations of:
U.S. Treasury and government agencies$27,961$—$30,296$—
U.S. government sponsored agencies—174,708—118,607
States and political subdivisions—206,779—213,296
Residential mortgage-backed securities—607,726—628,924
Commercial mortgage-backed securities—57,437—51,234
Bank-issued trust preferred securities—6,056—5,965
Total available-for-sale securities$27,961$1,052,706$30,296$1,018,026
Equity investment securities (a)187241191237
Derivative assets (b)—13,685—22,304
Liabilities:
Derivative liabilities (c)$—$12,354$—$19,122

(a) Included in "Other investment securities" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 3 Investment Securities" of the Notes to the Unaudited Condensed Consolidated Financial Statements.

(b) Included in "Other assets" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 10 Derivative Financial Instruments" of the Notes to the Unaudited Condensed Consolidated Financial Statements.

(c) Included in "Accrued expenses and other liabilities" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 10 Derivative Financial Instruments" of the Notes to the Unaudited Condensed Consolidated Financial Statements.

Available-for-Sale Investment Securities: The fair values used by Peoples are obtained from an independent pricing service and represent either quoted market prices for the identical securities (Level 1) or fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, secured overnight funding rate ("SOFR") (or other relevant) yield curves, credit spreads and prices from market makers and live trading systems (Level 2). Management reviews the valuation methodology and quality controls utilized by the pricing services or broker in management's overall assessment of the reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.

Equity Investment Securities: The fair values of Peoples'equity investment securities are obtained from quoted prices in active exchange markets for identical assets or liabilities (Level 1) or quoted prices in less active markets (Level 2).

Derivative Assets and Derivative Liabilities: Derivative assets and derivative liabilities are recognized on the Unaudited Consolidated Balance Sheets at their fair value within "Other assets" and "Accrued expenses and other liabilities", respectively. The fair value for derivative financial instruments is determined based on market prices, broker-dealer quotations on similar products, or other related input parameters (Level 2).

Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis

The following table provides the fair value for each class of assets and liabilities required to be measured and reported at fair value on a non-recurring basis on the Unaudited Consolidated Balance Sheets by level in the fair value hierarchy at September 30, 2024 and December 31, 2023.

Non-Recurring Fair Value Measurements at Reporting Date
September 30, 2024December 31, 2023
(Dollars in thousands)Level 2Level 3Level 2Level 3
Assets:
Collateral dependent loans$—$10,948$—$501
Loans held for sale (a)1,928—1,663—
Other real estate owned———7,118

(a) Loans held for sale are presented gross of a valuation allowance of $74 and $163 at September 30, 2024 and at December 31, 2023, respectively.

Collateral Dependent Loans: Loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty, are considered collateral dependent. Peoples utilizes outside third-party appraisal services to value the underlying collateral, which Peoples then uses to report the loans at their fair value (Level 3).

Loans Held for Sale: Loans originated and intended to be sold in the secondary market, generally one-to-four family residential loans, are carried, in aggregate, at the lower of cost or estimated fair value. Peoples uses a valuation model using quoted market prices of similar instruments in arriving at the fair value (Level 2).

Other Real Estate Owned ("OREO"): OREO, included in "Other assets" on the Unaudited Consolidated Balance Sheets, is comprised primarily of commercial and residential real estate properties acquired by Peoples in satisfaction of a loan. OREO obtained in satisfaction of a loan is recorded at the lower of cost or estimated fair value, less estimated costs to sell the property. The carrying value of OREO is not re-measured to fair value on a recurring basis, but is based on recent real estate appraisals and is updated at least annually. These appraisals may utilize a single valuation approach or a combination of approaches, including the comparable sales approach and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available (Level 3).

Financial Instruments Not Required to be Measured or Reported at Fair Value

The following table provides the carrying amount for each class of assets and liabilities and the fair value for certain financial instruments that are not required to be measured or reported at fair value on the Unaudited Consolidated Balance Sheets.

Fair Value Measurements of Other Financial Instruments
(Dollars in thousands) · Fair Value Hierarchy Level · September 30, 2024 · December 31, 2023
Carrying Amount · Fair Value · Carrying Amount · Fair Value
Assets:
Cash and cash equivalents1$283,707$283,707$426,722$426,722
Held-to-maturity investment securities:
Obligations of:
U.S. government sponsored agencies2196,642191,610188,475180,825
States and political subdivisions (a)2141,918115,674144,496114,288
Residential mortgage-backed securities2256,329243,499248,559231,620
Commercial mortgage-backed securities298,98485,746102,36585,289
Total held-to-maturity securities693,873636,529683,895612,022
Other investment securities:
Other investment securities at cost:
Federal Home Loan Bank ("FHLB") stockN/A20,24520,24529,94929,949
Federal Reserve Bank ("FRB") stockN/A27,11427,11426,89626,896
Total other investment securities at cost47,35947,35956,84556,845
Other investment securities at fair value:
Nonqualified deferred compensation (b)14,7294,7293,1623,162
Other investment securities (c)23,1753,1752,9852,985
Total other investment securities55,26355,26362,99262,992
Loans and leases, net of deferred fees and costs (d)36,271,8396,229,3496,159,1966,064,999
Bank owned life insurance2143,065143,065140,554140,554
Liabilities:
Deposits2$7,483,157$6,811,258$7,152,297$6,319,885
Short-term borrowings2175,945187,869601,121619,999
Long-term borrowings2236,824252,873216,241222,743

(a) Obligations of states and political subdivisions are presented gross of an allowance for credit losses of $236 and $238 at September 30, 2024 and December 31, 2023, respectively.

(b) Investments in the nonqualified deferred compensation plan consist of mutual funds.

(c) "Other investment securities", as reported on the Unaudited Consolidated Balance Sheets, also included equity investment securities at September 30, 2024

and at December 31, 2023, which are reported in the Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis

table above and not included in this table.

(d) Loans and leases, net of deferred fees and costs, are presented gross of an allowance for credit losses of $66.6 million and $62.0 million at September 30, 2024 and at December 31, 2023, respectively.

For certain financial assets and liabilities, carrying value approximates fair value due to the nature of the financial instrument. These financial instruments include cash and cash equivalents and overnight borrowings. Peoples used the following methods and assumptions in estimating the fair value of the following financial instruments:

Cash and Cash Equivalents: Cash and cash equivalents include cash on hand, balances due from other banks, interest-bearing deposits in other banks, federal funds sold and other short-term investments with original maturities of ninety days or less. The carrying amount for cash and cash equivalents balances are a reasonable estimate of fair value (Level 1).

Held-to-Maturity Investment Securities: The fair values used by Peoples are obtained from an independent pricing service and represent fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, relevant yield curves, credit spreads and prices from market makers and live trading systems (Level 2). When observable market data is absent, the independent pricing service estimates prices based on underlying cash flow characteristics and discount rates and compares them to similar securities (Level 3). Management reviews the valuation methodology and quality controls utilized by the pricing services in management's overall assessment of the reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.

Other Investment Securities: Other investment securities at cost are not recorded at fair value as they are not marketable securities. Other investment securities at fair value are valued using quoted prices in an active market (Level 1) or quoted prices in less active markets (Level 2). FHLB and FRB stock are both recorded at cost.

Loans and Leases, Net of Deferred Fees and Costs: The fair value of portfolio loans and leases assumes sale of the underlying notes to a third-party financial investor. Accordingly, this value is not necessarily the value to Peoples if the notes were held to maturity. Peoples considers interest rate, credit and market factors in estimating the fair value of loans and leases (Level 3). Fair values for loans and leases are estimated using a discounted cash flow methodology. The discount rates take into account interest rates currently being offered to customers for loans and leases with similar terms, the credit risk associated with the loans and leases and other market factors, including liquidity.

Bank Owned Life Insurance: Peoples' bank owned life insurance policies are recorded at their cash surrender value (Level 2). Peoples recognizes tax-exempt income from the periodic increases in the cash surrender value of these policies and from death benefits.

Deposits: The fair value of fixed-maturity certificates of deposit ("CDs") is estimated using a discounted cash flow calculation based on current rates offered for deposits of similar remaining maturities. Demand and other non-fixed-maturity deposits are estimated using a discounted cash flow calculation based on maturity, attrition and re-pricing assumptions (Level 2).

Short-term Borrowings: The fair value of short-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2).

Long-term Borrowings: The fair value of long-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2).

Certain financial assets and financial liabilities that are not required to be measured or reported at fair value can be subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). These financial assets and financial liabilities include the following: customer relationships, the deposit base, and other information required to compute Peoples’ aggregate fair value, which are not included in the above information. Accordingly, the fair values described above are not intended to represent the aggregate fair value of Peoples.

Note 3 Investment Securities

Available-for-sale

The following table summarizes Peoples' available-for-sale investment securities:

(Dollars in thousands)Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Obligations of:
U.S. Treasury and government agencies$28,202$361$(602)$27,961
U.S. government sponsored agencies181,1981,632(8,122)174,708
States and political subdivisions229,119353(22,693)206,779
Residential mortgage-backed securities679,5752,319(74,168)607,726
Commercial mortgage-backed securities65,19816(7,777)57,437
Bank-issued trust preferred securities6,5003(447)6,056
Total available-for-sale securities$1,189,792$4,684$(113,809)$1,080,667
Obligations of:
U.S. Treasury and government agencies$30,999$292$(995)$30,296
U.S. government sponsored agencies128,500639(10,532)118,607
States and political subdivisions239,906485(27,095)213,296
Residential mortgage-backed securities717,7721,819(90,667)628,924
Commercial mortgage-backed securities60,6115(9,382)51,234
Bank-issued trust preferred securities6,500—(535)5,965
Total available-for-sale securities$1,184,288$3,240$(139,206)$1,048,322

The gross gains and losses realized by Peoples from sales or prepayments of available-for-sale securities for the periods ended September 30 were as follows:

Three Months Ended · Nine Months Ended
September 30,September 30,
(Dollars in thousands)2024202320242023
Gross gains realized$347$1,101$347$1,191
Gross losses realized4211,1087753,299
Net (loss) gain realized$(74)$(7)$(428)$(2,108)

The cost of investment securities sold, and any resulting gain or loss, were based on the specific identification method and recognized as of the trade date.

The following table presents a summary of available-for-sale investment securities that have been in a continuous unrealized loss position for the periods identified:

Less than 12 Months · 12 Months or More · Total
(Dollars in thousands)FairValueUnrealized LossNo. of SecuritiesFairValueUnrealized LossNo. of SecuritiesFairValueUnrealized Loss
Obligations of:
U.S. Treasury and government agencies$1,456$76$13,408$59511$14,864$602
U.S. government sponsored agencies32,5503761272,5347,74613105,0848,122
States and political subdivisions9,83112530167,59922,568134177,43022,693
Residential mortgage-backed securities4,9411083517,33974,060256522,28074,168
Commercial mortgage-backed securities———49,4477,7772549,4477,777
Bank-issued trust preferred securities1,991913,56243825,553447
Total$50,769$62552$823,889$113,184441$874,658$113,809
Obligations of:
U.S. Treasury and government agencies$8,568$8322$11,631$9125$20,199$995
U.S. government sponsored agencies14,43935474,21110,4971588,65010,532
States and political subdivisions18,26813632167,34626,959138185,61427,095
Residential mortgage-backed securities58,6711,15066529,89589,517238588,56690,667
Commercial mortgage-backed securities6,000112744,6569,2702150,6569,382
Bank-issued trust preferred securities1,9841613,98151935,965535
Total$107,930$1,532132$831,720$137,674420$939,650$139,206

Management evaluates available-for-sale investment securities for an allowance for credit losses on a quarterly basis. At September 30, 2024, management concluded that no individual securities at an unrealized loss position required an allowance for credit losses. At September 30, 2024, Peoples did not have the intent to sell, nor was it more likely than not that Peoples would be required to sell, any of the securities with an unrealized loss prior to recovery. Further, the unrealized losses at both September 30, 2024 and December 31, 2023 were attributable to changes in market interest rates and spreads since the securities were purchased, and were not credit-related losses.

The unrealized loss with respect to thetwo bank-issued trust preferred securities that had been in an unrealized loss position for twelve months or more at September 30, 2024 was attributable to the subordinated nature of the trust preferred securities.

The table below presents the amortized cost, fair value and total weighted-average yield of available-for-sale securities by contractual maturity at September 30, 2024. The weighted-average yields are based on the amortized cost. In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.

(Dollars in thousands)Within 1 Year1 to 5 Years5 to 10 YearsOver 10 YearsTotal
Amortized cost
Obligations of:
U.S. Treasury and government agencies$1,291$14,282$6,931$5,698$28,202
U.S. government sponsored agencies—67,07426,70987,415181,198
States and political subdivisions5,46344,85468,790110,012229,119
Residential mortgage-backed securities265,45851,746622,345679,575
Commercial mortgage-backed securities—12,01626,66726,51565,198
Bank-issued trust preferred securities2,0001,5003,000—6,500
Total available-for-sale securities$8,780$145,184$183,843$851,985$1,189,792
Fair value
Obligations of:
U.S. Treasury and government agencies$1,284$13,699$7,154$5,824$27,961
U.S. government sponsored agencies—63,29624,60986,803174,708
States and political subdivisions5,44742,80360,40198,128206,779
Residential mortgage-backed securities265,33848,393553,969607,726
Commercial mortgage-backed securities—11,23123,37922,82757,437
Bank-issued trust preferred securities1,9911,4552,610—6,056
Total available-for-sale securities$8,748$137,822$166,546$767,551$1,080,667
Total weighted-average yield3.13%2.66%2.45%3.05%2.91%

Held-to-maturity

The following table summarizes Peoples’ held-to-maturity investment securities:

(Dollars in thousands)Amortized CostAllowance for Credit LossesGross Unrealized GainsGross Unrealized LossesFair Value
Obligations of:
U.S. government sponsored agencies$196,642$—$1,234$(6,266)$191,610
States and political subdivisions141,918(236)158(26,166)115,674
Residential mortgage-backed securities256,329—2,558(15,388)243,499
Commercial mortgage-backed securities98,984—148(13,386)85,746
Total held-to-maturity investment securities$693,873$(236)$4,098$(61,206)$636,529
Obligations of:
U.S. government sponsored agencies$188,475$—$489$(8,139)$180,825
States and political subdivisions144,496(238)134(30,104)114,288
Residential mortgage-backed securities248,559—1,643(18,582)231,620
Commercial mortgage-backed securities102,365——(17,076)85,289
Total held-to-maturity investment securities$683,895$(238)$2,266$(73,901)$612,022

There wereno sales of held-to-maturity investment securities during the periods ended September 30, 2024 or December 31, 2023.

Management evaluates held-to-maturity investment securities for an allowance for credit losses on a quarterly basis. Peoples has determined that the loss given default for U.S. government sponsored agencies investment securities iszero, due to the fact that it is unlikely the ultimate guarantor (the U.S. government) would not perform on its implicit guarantee in the event of default. The remaining securities are included in the calculation of the allowance for credit losses for held-to-maturity investment securities. Peoples reported $0.2 million of allowance for credit losses for held-to-maturity securities at both September 30, 2024, and December 31, 2023.

The following table presents a summary of held-to-maturity investment securities that had been in a continuous unrealized loss position for the periods identified:

Less than 12 Months · 12 Months or More · Total
(Dollars in thousands)FairValueUnrealized LossNo. of SecuritiesFairValueUnrealized LossNo. of SecuritiesFairValueUnrealized Loss
Obligations of:
U.S. government sponsored agencies$—$——46,0226,26613$46,022$6,266
States and political subdivisions———112,39826,16666112,39826,166
Residential mortgage-backed securities11,264961139,35115,29243150,61515,388
Commercial mortgage-backed securities3,171946373,56512,4402976,73613,386
Total$14,435$1,0424$371,336$60,164151$385,771$61,206
Obligations of:
U.S. government sponsored agencies$64,487$35614$86,071$7,78318$150,558$8,139
States and political subdivisions———111,04030,10467111,04030,104
Residential mortgage-backed securities44,3791,10514117,65417,47734162,03318,582
Commercial mortgage-backed securities13,9191,845671,37015,2313185,28917,076
Total$122,785$3,30634$386,135$70,595150$508,920$73,901

The table below presents the amortized cost, fair value and total weighted-average yield of held-to-maturity investment securities by contractual maturity at September 30, 2024. The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a blended federal and state corporate income tax rate of 23.3% at September 30, 2024. In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.

(Dollars in thousands)Within 1 Year1 to 5 Years5 to 10 YearsOver 10 YearsTotal
Amortized cost
Obligations of:
U.S. government sponsored agencies$8,000$10,625$44,182$133,835$196,642
States and political subdivisions—8,32315,960117,635141,918
Residential mortgage-backed securities—2734,027252,029256,329
Commercial mortgage-backed securities—12,97534,18951,82098,984
Total held-to-maturity investment securities$8,000$32,196$98,358$555,319$693,873
Fair value
Obligations of:
U.S. government sponsored agencies$7,989$10,347$44,226$129,048$191,610
States and political subdivisions—8,14413,78293,748115,674
Residential mortgage-backed securities—2703,627239,602243,499
Commercial mortgage-backed securities—12,10130,38543,26085,746
Total held-to-maturity investment securities$7,989$30,862$92,020$505,658$636,529
Total weighted-average yield3.98%2.94%3.74%3.72%3.69%

Other Investment Securities

Peoples' other investment securities on the Unaudited Consolidated Balance Sheets consist largely of shares of FHLB stock and of FRB stock.

The following table summarizes the carrying value of Peoples' other investment securities:

(Dollars in thousands)September 30, 2024December 31, 2023
FHLB stock$20,245$29,949
FRB stock27,11426,896
Nonqualified deferred compensation4,7293,162
Equity investment securities2,7342,545
Other investment securities869869
Total other investment securities$55,691$63,421

During the nine months ended September 30, 2024, Peoples redeemed $26.9 million of FHLB stock in order to be in compliance with the requirements of the FHLB. Peoples purchased $17.2 million of additional FHLB stock during the nine months ended September 30, 2024, as a result of the FHLB's capital requirements on FHLB advances.

For the three months ended September 30, 2024 and 2023, Peoples recorded the change in the fair value of equity investment securities held during the period in "Other non-interest income", resulting in an unrealized gain of $12,000 and an unrealized loss of $58,000, respectively. For the nine months ended September 30, 2024 and 2023, Peoples recognized an unrealized gain of $81,000 and an unrealized loss of $175,000, respectively, for the change in fair value of equity investment securities in "Other non-interest income".

At September 30, 2024, Peoples' investment in equity investment securities was comprised largely of common stocks issued by various unrelated bank holding companies. There were no equity investment securities of a single issuer that exceeded 10% of Peoples' stockholders' equity at September 30, 2024.

Pledged Securities

Peoples has pledged available-for-sale investment securities and held-to-maturity investment securities to secure public and trust department deposits, and repurchase agreements in accordance with federal and state requirements. Peoples has also pledged available-for-sale investment securities to secure additional borrowing capacity at the FHLB and the FRB.

The following table summarizes the carrying amount of Peoples' pledged securities:

Carrying Amount
(Dollars in thousands)September 30, 2024December 31, 2023
Securing public and trust department deposits, and repurchase agreements:
Available-for-sale$542,071$713,033
Held-to-maturity553,726559,142
Securing additional borrowing capacity at the FHLB and the FRB:
Available-for-sale119,45385,899
Held-to-maturity63,76839,607

Accrued Interest

Accrued interest receivable is not included in investment securities balances, and is presented in the “Other assets” line of the Unaudited Consolidated Balance Sheets, withno recorded allowance for credit losses. Interest receivable on investment securities was $10.2 million at September 30, 2024 and $9.5 million at December 31, 2023.

Note 4 Loans and Leases

Peoples' loan portfolio consists of various types of loans and leases originated primarily as a result of lending opportunities within Peoples' footprint. Peoples also originates insurance premium finance loans nationwide through its Peoples Premium Finance division, and originates leases nationwide through its North Star Leasing ("NSL") division and its Vantage Financial, LLC ("Vantage") subsidiary.

The major classifications of loan balances (in each case, net of deferred fees and costs) excluding loans held for sale, were as follows:

(Dollars in thousands)September 30,2024December 31, 2023
Construction$320,094$364,019
Commercial real estate, other2,180,4912,196,957
Commercial and industrial1,250,1521,184,986
Premium finance286,983203,177
Leases433,009414,060
Residential real estate777,542791,095
Home equity lines of credit233,109208,675
Consumer, indirect677,056666,472
Consumer, direct112,198128,769
Deposit account overdrafts1,205986
Total loans, at amortized cost$6,271,839$6,159,196

Accrued interest receivable is not included within the loan balances, but is presented in the “Other assets” line of the Unaudited Consolidated Balance Sheets, with no recorded allowance for credit losses. Total interest receivable on loans was $22.9 million at September 30, 2024 and $24.5 million at December 31, 2023.

Nonaccrual and Past Due Loans

A loan is considered past due if any required principal and interest payments have not been received as of the date such payments were required to be made under the terms of the loan agreement. A loan may be placed on nonaccrual status regardless of whether or not such loan is considered past due.

The amortized cost of loans on nonaccrual status and of loans delinquent for 90 days or more and accruing was as follows:

September 30, 2024December 31, 2023
(Dollars in thousands)Nonaccrual (a)Accruing Loans 90+ Days Past DueNonaccrual (a)Accruing Loans 90+ Days Past Due
Commercial real estate, other4,4163,8382,81678
Commercial and industrial7,0084132,758316
Premium finance—7,771—1,355
Leases12,42812,6758,4363,826
Residential real estate6,6582,4427,921877
Home equity lines of credit1,4612921,022171
Consumer, indirect2,726462,41268
Consumer, direct11010111225
Total loans, at amortized cost$34,807$27,578$25,477$6,716

(a) There were $3.8 million of nonaccrual loans for which there was no allowance for credit losses at September 30, 2024 and $1.2 million of nonaccrual loans for which there was no allowance for credit losses at December 31, 2023.

During the first nine months of 2024, nonaccrual loans increased compared to at December 31, 2023, which was primarily due totwelve large leases totaling $3.6 million andfour commercial real estate loans of approximately $1.1 million that went on nonaccrual status during 2024. The increase in accruing loans 90+ days past due at September 30, 2024, when compared to at December 31, 2023, was primarily due to an increase in leases that were 90+ days past due and accruing of $8.8 million, which was administrative in nature, an increase in premium finance loans loans of approximately $6.4 million, and an increase in commercial real estate loans of approximately $3.8 million. The increase in past due premium finance loans carry low credit risk, due to the ability to cancel premiums and recover the majority of the receivable from the insurer.

The amount of interest income recognized on accruing loans 90+ days past due during the nine months ended September 30, 2024 was $1.3 million.

The following table presents the aging of the amortized cost of past due loans:

Loans Past Due · CurrentLoans · TotalLoans
(Dollars in thousands) · 30 - 59 days · 60 - 89 days · 90 + Days · Total
Construction$—$—$—$—$320,094$320,094
Commercial real estate, other1,3492,4377,07310,8592,169,6322,180,491
Commercial and industrial3,8186745,1599,6511,240,5011,250,152
Premium finance2,2671,1927,77111,230275,753286,983
Leases3,41710,78824,89439,099393,910433,009
Residential real estate3,1443,1004,91511,159766,383777,542
Home equity lines of credit1,3242761,0942,694230,415233,109
Consumer, indirect7,4051,5421,43610,383666,673677,056
Consumer, direct61976168863111,335112,198
Deposit account overdrafts————1,2051,205
Total loans, at amortized cost$23,343$20,085$52,510$95,938$6,175,901$6,271,839
Construction$13$52$—$65$363,954$364,019
Commercial real estate, other2,7284,5561,5728,8562,188,1012,196,957
Commercial and industrial1,7171,4913,0526,2601,178,7261,184,986
Premium finance1,2888671,3553,510199,667203,177
Leases12,7434,93212,01429,689384,371414,060
Residential real estate14,0212,7334,48121,235769,860791,095
Home equity lines of credit1,5616916832,935205,740208,675
Consumer, indirect7,4881,5501,23010,268656,204666,472
Consumer, direct53628243861127,908128,769
Deposit account overdrafts————986986
Total loans, at amortized cost$42,095$17,154$24,430$83,679$6,075,517$6,159,196

Delinquency trends decreased slightly, as 98.5% of Peoples' loan portfolio was considered “current” at September 30, 2024, compared to 98.6% at December 31, 2023.

Pledged Loans

Peoples has pledged certain loans secured by one-to-four family and multifamily residential mortgages, home equity lines of credit and commercial real estate loans under a blanket collateral agreement to secure borrowings from the FHLB. Peoples also has pledged eligible commercial and industrial loans to secure borrowings with the FRB. Loans pledged are summarized as follows:

(Dollars in thousands)September 30, 2024December 31, 2023
Loans pledged to FHLB$1,223,345$1,206,134
Loans pledged to FRB458,896419,245

Credit Quality Indicators

As discussed in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K, Peoples categorizes the majority of its loans into risk categories based upon an established risk grading matrix using a scale of 1 to 8. Loan grades are assigned at the time a new loan or lending commitment is extended by Peoples and may be changed at any time when circumstances warrant. Commercial loans to borrowers with an aggregate unpaid principal balance in excess of $1.0 million are reviewed at least on an annual basis for possible credit deterioration. Commercial leases, as well as loan relationships whose aggregate credit exposure to Peoples is equal to or less than $1.0 million, are reviewed on an event driven basis. Triggers for review include knowledge of adverse events affecting the borrower's business, receipt of financial statements indicating deteriorating credit quality or other similar events. Adversely classified loans are reviewed on a quarterly basis. A description of the general characteristics of the risk grades used by Peoples, follows:

“Pass” (grades 1 through 4): Loans in this risk category involve borrowers of acceptable-to-strong credit quality and risk who have the apparent ability to satisfy their loan obligations. Loans in this risk category would possess sufficient mitigating factors, such as adequate collateral or strong guarantors possessing the capacity to repay the loan if required, for any weakness that may exist.

“Special Mention” (grade 5): Loans in this risk grade are the equivalent of the regulatory definition of “Other Assets Especially Mentioned.” Loans in this risk category possess some credit deficiency or potential weakness, which requires a high level of management attention. Potential weaknesses include declining trends in operating earnings and cash flows and/or reliance on a secondary source of repayment. If left uncorrected, these potential weaknesses may result in noticeable deterioration of the repayment prospects for the loan or in Peoples' credit position.

“Substandard” (grade 6): Loans in this risk grade are inadequately protected by the borrower's current financial condition and payment capability or the collateral pledged, if any. Loans so classified have one or more well-defined weaknesses that jeopardize the orderly repayment of the loans. They are characterized by the distinct possibility that Peoples will sustain some loss if the weaknesses are not corrected.

“Doubtful” (grade 7): Loans in this risk grade have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or orderly repayment in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. Possibility of loss is extremely high, but because of certain important and reasonably specific factors that may work to the advantage and strengthening of the exposure, classification of each of these loans as an estimated loss is deferred until its more exact status may be determined.

“Loss” (grade 8): Loans in this risk grade are considered to be non-collectible and of such little value that their continuance as bankable assets is not warranted. This does not mean a loan has absolutely no recovery value, but rather it is neither practical nor desirable to defer writing off the loan, even though partial recovery may be obtained in the future. Charge-offs against the allowance for credit losses are taken during the period in which the loan becomes uncollectible. Consequently, Peoples typically does not maintain a recorded investment in loans within this category.

Consumer loans and other smaller-balance loans are evaluated and categorized as "substandard," "doubtful" or "loss" based upon the regulatory definition of these classes and consistent with regulatory requirements. Leases are categorized as "special mention", "substandard", or "loss" based upon delinquency status and the prospect of collecting the remaining net investment balance owed under the lease. All other loans not evaluated individually, nor meeting the regulatory conditions to be categorized as described above, would be considered as being "not rated."

The following table summarizes the risk category of loans within Peoples' loan portfolio, including acquired loans, based upon the most recent analysis performed at September 30, 2024:

Term Loans at Amortized Cost by Origination Year · Revolving Loans Converted to Term
(Dollars in thousands) · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving Loans · TotalLoans
Construction
Pass$30,953$137,659$96,715$34,864$3,179$13,887$—$—$317,257
Special mention—————117——117
Substandard—1,1721,548—————2,720
Total30,953138,83198,26334,8643,17914,004——320,094
Current period gross charge-offs———————
Commercial real estate, other
Pass81,458213,204343,926372,653207,222819,92240,812—2,079,197
Special mention2734,19713,9391,6491,3128,0592913229,720
Substandard1472,0242,72018,4879,32638,233627—71,564
Doubtful—————10——10
Total81,878219,425360,585392,789217,860866,22441,730322,180,491
Current period gross charge-offs——212———212
Commercial and industrial
Pass152,272209,996139,519151,66070,178183,600245,4984,8651,152,723
Special mention513,59110,8205,09511,56916,93719,8155,50067,878
Substandard2102504,56712,9624,5701,8003,061—27,420
Doubtful——1,968——163——2,131
Total152,533213,837156,874169,71786,317202,500268,37410,3651,250,152
Term Loans at Amortized Cost by Origination Year · Revolving Loans Converted to Term
(Dollars in thousands) · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving Loans · TotalLoans
Current period gross charge-offs———1578457550
Premium Finance
Pass275,91810,906159—————286,983
Total275,91810,906159—————286,983
Current period gross charge-offs311033———146
Leases
Pass157,377141,79974,24230,5136,0612,426——412,418
Special mention2,6601,3712,55557173——6,663
Substandard4794,5162,5801,569384380——9,908
Doubtful6861,824722596————3,828
Loss———192————192
Total161,202149,51080,09932,9276,4622,809——433,009
Current period gross charge-offs4732,5603,53073168387,400
Residential real estate
Pass59,31268,60686,717131,48853,439367,695——767,257
Substandard1626132647561728,212——10,179
Loss1028———68——106
Total59,48469,24786,981132,24453,611375,975——777,542
Current period gross charge-offs——465—93144
Home equity lines of credit
Pass44,11939,24838,76131,11317,33560,983251,463231,584
Substandard—1916846341,250——1,517
Loss—————8——8
Total44,11939,26738,92931,15917,36962,241251,463233,109
Current period gross charge-offs—————1111
Consumer, indirect
Pass193,608193,746165,61065,13236,26519,405——673,766
Substandard173755861797327317——3,230
Loss9101514—12——60
Total193,790194,511166,48665,94336,59219,734——677,056
Current period gross charge-offs2111,7301,4265981307534,848
Consumer, direct
Pass37,65328,87324,75311,1615,0074,507——111,954
Term Loans at Amortized Cost by Origination Year · Revolving Loans Converted to Term
(Dollars in thousands) · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving Loans · TotalLoans
Substandard—555021699——231
Loss103——————13
Total37,66328,93124,80311,1825,0134,606——112,198
Current period gross charge-offs2961974311180529
Deposit account overdrafts1,205———————1,205
Current period gross charge-offs1,232—————1,232
Total loans, at amortized cost1,038,7451,064,4651,013,179870,825426,4031,548,093310,12911,8606,271,839
Total current period gross charge-offs$1,921$4,496$5,444$1,392$287$1,532$15,072

The following table summarizes the risk category of loans within Peoples' loan portfolio, including acquired loans, based upon the then most recent analysis performed at December 31, 2023:

Term Loans at Amortized Cost by Origination Year
(Dollars in thousands)20232022202120202019PriorRevolving LoansRevolving Loans Converted to TermTotalLoans
Construction
Pass$80,273$141,245$85,913$27,169$9,995$12,723$—$—$357,318
Special mention—3,757———123——3,880
Substandard1,2001,590———31——2,821
Total81,473146,59285,91327,1699,99512,877——364,019
Current period gross charge-offs——9———9
Commercial real estate, other
Pass199,565327,762366,752227,604262,099650,26537,1771892,071,224
Special mention99912,9754,85010,3247,07422,1864084158,816
Substandard2872,4215,8788,6791,97247,213457—66,907
Doubtful—————10——10
Total200,851343,158377,480246,607271,145719,67438,0422302,196,957
Current period gross charge-offs———39—575614
Commercial and industrial
Pass225,894180,068212,93886,93455,434132,675213,714381,107,657
Special mention54012,0515339,7234,7226,33616,2368,61450,141
Substandard786,4415,1045,6171,6026,2781,88977927,009
Doubtful—————179——179
Total226,512198,560218,575102,27461,758145,468231,8399,4311,184,986
Current period gross charge-offs—3620225173415851
Premium finance
Pass201,6591,5171—————203,177
Total201,6591,5171—————203,177
Current period gross charge-offs2597————122
Term Loans at Amortized Cost by Origination Year
(Dollars in thousands) · 2023 · 2022 · 2021 · 2020 · 2019 · Prior · Revolving Loans · Revolving Loans Converted to Term · TotalLoans
Leases
Pass216,559114,32751,30714,0614,8831,501——402,638
Special mention3631,5294768115——2,455
Substandard1,9373,0062,944448321311——8,967
Total218,859118,86254,72714,5905,2051,817——414,060
Current period gross charge-offs9631,3281,1732331651353,997
Residential real estate
Pass75,95791,506140,15758,14445,507369,552——780,823
Substandard432435851825298,604——10,186
Loss—————86——86
Total76,00091,749140,74258,32646,036378,242——791,095
Current period gross charge-offs—————170170
Home equity lines of credit
Pass39,70642,56533,40619,83814,29757,482271,346207,321
Substandard19—61341231,109——1,346
Loss—————8——8
Total39,72542,56533,46719,87214,42058,599271,346208,675
Current period gross charge-offs—————110110
Consumer, indirect
Pass247,829225,22596,69859,04418,64415,977——663,417
Substandard333934789558190206——3,010
Loss7342—2———45
Total248,169226,19397,48959,60218,83616,183——666,472
Current period gross charge-offs6092,091865255631474,030
Consumer, direct
Pass58,44537,05017,4348,2823,1854,081——128,477
Substandard557947283027——266
Loss—————26——26
Total58,50037,12917,4818,3103,2154,134——128,769
Current period gross charge-offs36154771001435416
Deposit account overdrafts986———————986
Current period gross charge-offs1,1611,161
Total loans, at amortized cost1,352,7341,206,3251,025,875536,750430,6101,336,994269,90811,0076,159,196
Current period gross charge-offs$2,794$3,706$2,326$652$415$1,587$11,480

Collateral Dependent Loans

Peoples has certain loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty. The underlying collateral can vary based upon the type of loan. The following provides more detail about the types of collateral that secure collateral dependent loans:

Construction loans are typically secured by owner occupied commercial real estate or non-owner occupied investment real estate. Typically, owner occupied construction loans are secured by office buildings, warehouses, manufacturing facilities, and other commercial and industrial properties that are in process of construction. Non-owner occupied commercial construction loans are generally secured by multi-family complexes, warehouse buildings, industrial buildings, land under development, and other commercial real estate in process of construction.

Commercial real estate loans can be secured by either owner occupied commercial real estate or non-owner occupied investment commercial real estate. Typically, owner occupied commercial real estate loans are secured by office buildings, warehouses, manufacturing facilities, and other commercial and industrial properties occupied by operating companies. Non-owner occupied commercial real estate loans are generally secured by multifamily complexes, retail facilities, office buildings and complexes, warehouses, industrial buildings, land under development, as well as other commercial real estate.

Commercial and industrial loans are generally secured by equipment, inventory, accounts receivable, and other commercial property.

Residential real estate loans are typically secured by first mortgages, and in some cases could be secured by a second mortgage, on residential real estate property.

Home equity lines of credit are generally secured by second mortgages on residential real estate property.

Consumer loans are generally secured by automobiles, motorcycles, recreational vehicles and other personal property. Some consumer loans are unsecured and have no underlying collateral.

Leases are most often secured by commercial equipment and other essential business assets.

Premium finance loans are secured by the unearned portion of the insurance premium being financed.

The following table details Peoples' amortized cost of collateral dependent loans:

(Dollars in thousands)September 30, 2024December 31, 2023
Commercial real estate, other$1,923$—
Premium finance4,034—
Leases3,805—
Commercial and industrial1,186—
Residential real estate—501
Total collateral dependent loans$10,948$501

The increase in collateral dependent loans at September 30, 2024, compared to December 31, 2023, was primarily due to the addition offourteen leases associated with five customer relationships andseven premium finance loans during the three months ended September 30, 2024.

Modifications for Borrowers Experiencing Financial Difficulty

As part of Peoples' loss mitigation activities, Peoples may agree to modify the contractual terms of a loan to a borrower experiencing financial difficulty. The most common modifications to the contractual terms of a loan to a borrower experiencing financial difficulty include an extension of the maturity date, a reduction in the interest rate for the remaining life of the loan, a temporary period of interest-only payments, and a reduction in the contractual payment amount for either a short period or the remaining term of the loan.

In addition to loan modifications, Peoples also provides other loss mitigation options, such as forbearance and repayment plans, to assist borrowers who experience financial difficulties. In assessing whether or not a borrower is experiencing financial difficulty, Peoples considers information currently available regarding the financial condition of the borrower. This information includes, but is not limited to, whether (1) the borrower is currently in payment default on any of the borrower's debt; (2) a payment default is probable in the foreseeable future without the modification; (3) the borrower has declared or is in the process of declaring bankruptcy; and (4) the borrower's projected cash flow is insufficient to satisfy contractual payments due under the original terms of the loan without a modification.

The following tables display the amortized cost of loans that were restructured during the three and nine months ended September 30, 2024 and September 30, 2023, presented by loan classification.

Payment Delay (Only)
(Dollars in thousands)Payment DeferralTerm ExtensionTotalPercentage of Total by Loan Category(a)(b)(c)
During the Three Months Ended September 30, 2024
Commercial real estate$—$561$5610.03%
Commercial and industrial—9,0579,0570.72%
Leasing146376510.15%
Residential real estate—1717—%
Consumer, indirect14115—%
Total$28$10,273$10,3010.16%
During the Three Months Ended September 30, 2023
Commercial real estate—9019010.04%
Commercial and industrial—2,3522,3520.21%
Residential real estate—2525—%
Home equity lines of credit—52520.03%
Total$—$3,330$3,3300.05%
(a) Based on the amortized cost basis as of period end, divided by the period end amortized cost basis of the corresponding class of financing receivable.(b) The table presented above excludes loans that were paid off or otherwise no longer included in the loan portfolio as of period end.
(c) Each with --% not meaningful
Payment Delay (Only)
(Dollars in thousands)Forbearance PlanPayment DeferralTerm ExtensionForbearance Plan and Term ExtensionTotalPercentage of Total by Loan Category(a)(b)(c)
During the Nine Months Ended September 30, 2024
Commercial real estate$—$—$1,122$—$1,1220.05%
Commercial and industrial——19,148—19,1481.53%
Leasing—214637—8510.20%
Residential real estate——90—900.01%
Home equity lines of credit——64—640.03%
Consumer, indirect—148—22—%
Total$—$228$21,069$—$21,2970.34%
During the Nine Months Ended September 30, 2023
Construction$—$1,598$—$—$1,5980.43%
Commercial real estate189—1,089—1,2780.06%
Commercial and industrial——5,1302935,4230.48%
Residential real estate——243—2430.03%
Home equity lines of credit——203—2030.10%
Total$189$1,598$6,665$293$8,7450.14%
(a) Based on the amortized cost basis as of period end, divided by the period end amortized cost basis of the corresponding class of financing receivable.(b) The table presented above excludes loans that were paid off or otherwise no longer included in the loan portfolio as of period end.
(c) Each with --% not meaningful

The following tables summarize the financial impacts of loan modifications and payment deferrals made to loans during both the three and nine months ended September 30, 2024 and September 30, 2023, presented by loan classification.

Weighted-Average Term Extension(in months)Average Amount Capitalized as a Result of a Payment Delay(a)
During the Three Months Ended September 30, 2024
Commercial real estate6$—
Commercial and industrial7—
Leasing12—
Residential real estate1—
Consumer, indirect13—
During the Three Months Ended September 30, 2023
Commercial real estate4—
Commercial and industrial4—
Residential real estate240—
Home equity lines of credit217—
(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance. Amounts are in whole dollars.
Weighted-Average Term Extension(in months)Average Amount Capitalized as a Result of a Payment Delay(a)
During the Nine Months Ended September 30, 2024
Commercial real estate6$—
Commercial and industrial7—
Leasing12—
Residential real estate1—
Home equity lines of credit120—
Consumer, indirect3—
During the Nine Months Ended September 30, 2023
Commercial real estate6—
Commercial and industrial5—
Residential real estate2138,072
Home equity lines of credit189—
Consumer, indirect2—
(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance. Amounts are in whole dollars.

The following tables display the amortized cost of loans that received a completed modification or payment deferral within the previous 12 months and that had a payment default in the periods presented. For purposes of this disclosure, Peoples defines loans that had a payment default as loans that were 90 days or more past due following a modification.

Payment Delay as a Result of a Payment Deferral (Only)(a)
For the Three Months Ended September 30, 2024
Leasing26
Total loans that subsequently defaulted$26
For the Nine Months Ended September 30, 2024
Commercial real estate193
Commercial and industrial28
Leasing26
Residential real estate73
Total loans that subsequently defaulted$320
For the Three Months Ended September 30, 2023(b)
Commercial and industrial245
Total loans that subsequently defaulted$245
For the Nine Months Ended September 30, 2023(b)
Commercial and industrial245
Consumer, indirect11
Total loans that subsequently defaulted$256
(a) Represents the sum of amortized cost and gross charge-off as of period end. Excludes loans that liquidated either through foreclosure, deed-in-lieu of foreclosure, or a short sale.(b) Accounting standard was implemented as of January 1, 2023, thus information above reflects loan modifications made on or after that date.

The following table displays an aging analysis of loans that were modified during the 12 months prior to September 30, 2024, presented by classification and class of financing receivable.

As of September 30, 2024
(Dollars in thousands)30-59 Days Delinquent60-89 Days Delinquent90+ Days DelinquentTotal DelinquentCurrentTotal
Commercial real estate——1931932,3112,504
Commercial and industrial50—287811,36311,441
Leasing——2626174200
Residential real estate——34346397
Home equity lines of credit————120120
Consumer, indirect————77
Total loans modified(a)$50$—$281$331$14,038$14,369
(a) Represents the amortized cost basis as of period end.

The following table displays an aging analysis of loans that were modified on or after January 1, 2023, the date Peoples adopted ASU 2022-02, through September 30, 2023, presented by classification and class of financing receivable.

As of September 30, 2023
(Dollars in thousands)30-59 Days Delinquent60-89 Days Delinquent90+ Days DelinquentTotal DelinquentCurrentTotal
Construction$—$—$—$—$1,598$1,598
Commercial real estate—76—761,2031,279
Commercial and industrial—2762,0422,3183,1055,423
Residential real estate————242242
Home equity lines of credit————203203
Total loans modified(a)$—$352$2,042$2,394$6,351$8,745
(a) Represents the amortized cost basis as of period end.

Allowance for Credit Losses

As discussed in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2023 Form 10-K, Peoples estimates the allowance for credit losses using relevant available information, from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. In management's estimation of expected credit losses, Peoples uses a one-year reasonable and supportable period across all segments. Following the reasonable and supportable period, Peoples reverts the macroeconomic variables to their long run average over a four-quarter reversion period.

Changes in the allowance for credit losses for the three and nine months ended September 30, 2024 and September 30, 2023 are summarized below:

(Dollars in thousands)Beginning Balance, June 30, 2024Initial Allowance for Acquired PCD Assets(Recovery of) Provision for Credit Losses (a)Charge-offsRecoveriesEnding Balance, September 30, 2024
Construction$673$—$181$—$—$854
Commercial real estate, other19,852—(2,713)—10017,239
Commercial and industrial10,943—907(259)111,592
Premium finance763—(19)(37)4711
Leases15,218—5,449(3,753)5616,970
Residential real estate5,939—61—586,058
Home equity lines of credit1,737—69(2)—1,804
Consumer, indirect8,654—1,904(1,820)1868,924
Consumer, direct2,332—181(162)192,370
Deposit account overdrafts136—456(558)83117
Total$66,247$—$6,476$(6,591)$507$66,639
(Dollars in thousands)Beginning Balance, June 30, 2023Initial Allowance for Acquired PCD AssetsProvision for (Recovery of) Credit Losses (a)Charge-offsRecoveriesEnding Balance, September 30, 2023
Construction$1,496$—$(255)$—$—$1,241
Commercial real estate, other19,7311381,569(278)9721,257
Commercial and industrial11,0283(630)(199)310,205
Premium finance431—66(33)12476
Leases10,377—2,052(905)16811,692
Residential real estate6,1126156(50)276,251
Home equity lines of credit1,6765(9)(32)—1,640
Consumer, indirect7,610—683(926)1497,516
Consumer, direct2,6421(43)(92)112,519
Deposit account overdrafts108—289(319)49127
Total$61,211$153$3,878$(2,834)$516$62,924
(Dollars in thousands)Beginning Balance, December 31, 2023Initial Allowance for Acquired PCD AssetsProvision for (Recovery of) Credit Losses (a)Charge-offsRecoveriesEnding Balance, September 30, 2024
Construction$699$—$155$—$—$854
Commercial real estate, other20,915—(3,567)(212)10317,239
Commercial and industrial10,490—1,634(550)1811,592
Premium finance484—357(146)16711
Leases10,850—13,079(7,400)44116,970
Residential real estate5,937—56(144)2096,058
Home equity lines of credit1,588—220(11)71,804
Consumer, indirect8,590—4,808(4,848)3748,924
Consumer, direct2,343—513(529)432,370
Deposit account overdrafts115—1,010(1,232)224117
Total$62,011$—$18,265$(15,072)$1,435$66,639
(Dollars in thousands)Beginning Balance,December 31, 2022Initial Allowance for Acquired PCD AssetsProvision for (Recovery of) Credit Losses (a)Charge-offsRecoveriesEnding Balance, September 30, 2023
Construction$1,250$—$—$(9)$—$1,241
Commercial real estate, other17,7104183,307(318)14021,257
Commercial and industrial8,2293791,354(211)45410,205
Premium finance344—187(79)24476
Leases8,495—4,838(1,978)33711,692
Residential real estate6,357260(341)(150)1256,251
Home equity lines of credit1,6931835(106)—1,640
Consumer, indirect7,448—2,507(2,796)3577,516
Consumer, direct1,575861,071(274)612,519
Deposit account overdrafts61—701(809)174127
Total$53,162$1,161$13,659$(6,730)$1,672$62,924

During the third quarter of 2024, Peoples recorded a total provision for credit losses of $6.5 million, which was a result of higher net charge-offs. Net charge-offs for the third quarter of 2024 were $6.1 million, primarily driven by an increase in charge-offs on leases originated by our North Star Leasing division, partially offset by recoveries of other commercial real estate loans.The increase in the allowance for credit losses at September 30, 2024 when compared to at June 30, 2024 and at December 31, 2023 was primarily due to an increase on reserves for individually analyzed loans and leases.

During the third quarter of 2023, Peoples recorded a provision for credit losses of $3.9 million, which was driven by (i) loan growth, (ii) an increase in net charge-offs, (iii) updates to our prepayment, curtailment, and funding rates, and (iv) a deterioration in macro-economic conditions used within the CECL mode, partially offset by the release of reserves on individually analyzed loans. The allowance for credit losses at September 30, 2023 also included an allowance for loans that were not considered purchased credit deteriorated acquired in the Limestone merger.

The provision for credit losses during the first nine months of 2024 was $18.3 million, compared to a provision for credit losses of $13.7 million for the first nine months of 2023. The provision for credit losses during the first nine months of 2024 was mainly a result of (i) higher net charge-offs, (ii) an increase in reserves on individually analyzed loans and leases, (iii) economic forecast deterioration and (iv) loan growth. The provision for credit losses during the first nine months of 2023 was driven by (i) the addition of the provision for the non-purchased credit deteriorated loans acquired in the Limestone Merger, (ii) loan growth and (iii) economic forecast deterioration, partially offset by a reduction in the reserves for individually analyzed loans and leases and the use of updated loss drivers.

Peoples had recorded an allowance for unfunded commitments of $2.0 million and $1.8 million as of September 30, 2024 and December 31, 2023, respectively. The allowance for unfunded commitments (also referred to as "unfunded commitment liability") is presented in the “Accrued expenses and other liabilities” line of the Unaudited Consolidated Balance Sheets. The change in the allowance for unfunded commitments is also reflected in the "Provision for (recovery of) credit losses" line of the Unaudited Consolidated Statements of Operations.

Note 5 Goodwill and Other Intangible Assets

Goodwill

The following table details changes in the recorded amount of goodwill:

For the Nine Months EndedFor the Year Ended
(Dollars in thousands)September 30, 2024December 31, 2023
Goodwill, beginning of period$362,169$292,397
Goodwill recorded from acquisitions24569,772
Goodwill, end of period$362,414$362,169

As of the close of business on April 30, 2023, Peoples completed its acquisition of Limestone Bancorp, Inc. ("Limestone") pursuant to an Agreement and Plan of Merger dated October 24, 2022, at which point Limestone merged with and into Peoples, and immediately thereafter, Limestone Bank, Inc., the subsidiary bank of Limestone, merged with and into Peoples Bank (collectively, the “Limestone Merger”). Peoples recorded $68.8 million of Goodwill related to the Limestone Merger.

Other Intangible Assets

Other intangible assets were comprised of the following at September 30, 2024, and at December 31, 2023:

(Dollars in thousands)Core DepositsCustomer RelationshipsIndefinite-Lived Trade NamesTotal
Gross intangibles$54,186$37,920$2,491$94,597
Intangibles recorded from acquisitions————
Accumulated amortization(30,078)(24,454)—(54,532)
Total acquisition-related intangibles$24,108$13,466$2,491$40,065
Servicing rights1,251
Non-compete agreements192
Total other intangibles$41,508
Gross intangibles$26,464$37,920$2,491$66,875
Intangibles recorded from acquisitions27,722——27,722
Accumulated amortization(25,670)(20,680)—(46,350)
Total acquisition-related intangibles$28,516$17,240$2,491$48,247
Servicing rights1,385
Non-compete agreements371
Total other intangibles$50,003

The following table details estimated aggregate future amortization of other intangible assets at September 30, 2024:

(Dollars in thousands)Core DepositsCustomer RelationshipsNon-Compete AgreementsTotal
Remaining three months of 2024$1,466$1,254$64$2,784
20254,6094,038112$8,759
20263,7362,95416$6,706
20273,0432,112—$5,155
20282,6081,392—$4,000
Thereafter8,6461,716—$10,362
Total$24,108$13,466$192$37,766

The weighted average amortization period of other intangible assets is 8.5 years.

Note 6 Deposits

Peoples’ deposit balances were comprised of the following:

(Dollars in thousands)September 30, 2024December 31, 2023
Retail certificates of deposits ("CDs"):
$100 or more$1,069,312$815,300
Less than $100814,827628,117
Total Retail CDs1,884,1391,443,417
Interest-bearing deposit accounts1,065,9121,144,357
Savings accounts864,935919,244
Money market deposit accounts894,690775,488
Governmental deposit accounts824,136726,713
Brokered CDs495,904575,429
Total interest-bearing deposits6,029,7165,584,648
Non-interest-bearing deposits$1,453,4411,567,649
Total deposits$7,483,157$7,152,297

Uninsured deposits were$2.0 billion at September 30, 2024 and at December 31, 2023. Uninsured deposit amounts are estimated based on the portion of the respective customer account balances that exceeded the FDIC limit of $250,000. Peoples pledges investment securities against certain governmental deposit accounts, which covered over$714.1 million and $788.7 million of the uninsured deposit balances at September 30, 2024 and December 31,2023, respectively.

Uninsured time deposits are broken out below by time remaining until maturity.

(Dollars in thousands)September 30, 2024December 31, 2023
3 months or less$167,259$58,708
Over 3 to 6 months158,54199,928
Over 6 to 12 months82,378131,263
Over 12 months15,91037,180
Total$424,088$327,079

The contractual maturities of CDs for each of the next five years, including the remainder of 2024, and thereafter are as follows:

(Dollars in thousands)RetailBrokeredTotal
Remaining three months ending December 31, 2024$682,696$484,406$1,167,102
Year ending December 31, 20251,144,36610,2981,154,664
Year ending December 31, 202622,45622722,683
Year ending December 31, 202723,71997324,692
Year ending December 31, 20286,862—6,862
Thereafter4,040—4,040
Total CDs$1,884,139$495,904$2,380,043

At September 30, 2024, Peoples hadnine effective interest rate swaps, with an aggregate notional value of $85.0 million, all of which were funded by brokered CDs. Brokered CDs used to fund interest rate swaps are expected to be extended every 90 days through the maturity dates of the swaps. Additional information regarding Peoples' interest rate swaps can be found in "Note 10 Derivative Financial Instruments."

Note 7 Stockholders’ Equity

The following table details the progression in Peoples’ common shares and treasury stock during the nine months ended September 30, 2024:

Common SharesTreasuryStock
Shares at December 31, 202336,736,0411,511,348
Changes related to stock-based compensation awards:
Release of restricted common shares—29,921
Cancellation of restricted common shares—25,223
Grant of restricted common shares—(296,970)
Grant of unrestricted common shares—(1,200)
Purchase of treasury stock—12,004
Disbursed out of treasury stock—(12,833)
Common shares repurchased under share repurchase program—100,905
Common shares issued under dividend reinvestment plan36,418—
Common shares issued under compensation plan for Boards of Directors—(12,580)
Common shares issued under employee stock purchase plan—(32,743)
Shares at September 30, 202436,772,4591,323,075

On January 28, 2021, Peoples' Board of Directors approved a share repurchase program authorizing Peoples to purchase up to an aggregate of $30.0 million of Peoples' outstanding common shares. As of September 30, 2024, Peoples had repurchased an aggregate of 471,307 common shares totaling $13.4 million under the share repurchase program. There were 100,905 common shares totaling $3.0 million repurchased during the first nine months of 2024, none of which were purchases in the third quarter of 2024.

Under Peoples' Amended Articles of Incorporation, Peoples is authorized to issue up to 50,000 preferred shares, in one or more series, having such voting powers, designations, preferences, rights, qualifications, limitations and restrictions as designated by Peoples' Board of Directors. At September 30, 2024, Peoples hadno preferred shares issued or outstanding.

On October 21, 2024, Peoples' Board of Directors declared a quarterly cash dividend of $0.40 per common share, payable on November 18, 2024, to shareholders of record on November 4, 2024. The following table details the cash dividends declared per common share during the four quarters of 2024 and the comparable periods of 2023:

20242023
First quarter$0.39$0.38
Second quarter0.400.39
Third quarter0.400.39
Fourth quarter0.400.39
Total dividends declared$1.59$1.55

Accumulated Other Comprehensive (Loss) Income

The following table details the change in the components of Peoples’ accumulated other comprehensive (loss) income during the nine months ended September 30, 2024:

(Dollars in thousands)Unrealized (Loss) Gain on SecuritiesUnrealized Gain on Cash Flow HedgesAccumulated Other Comprehensive (Loss) Income
Balance, December 31, 2023$(104,222)$2,632$(101,590)
Reclassification adjustments to net income:
Realized loss on securities, net of tax328—328
Other comprehensive (loss) income, net of reclassifications and tax20,211(1,445)18,766
Balance, September 30, 2024$(83,683)$1,187$(82,496)

Note 8 Employee Benefit Plans

Peoples sponsored a noncontributory defined benefit pension plan that covered substantially all employees hired before January 1, 2010. The plan provided retirement benefits based on an employee’s years of service and compensation. For employees hired before January 1, 2003, the amount of post-retirement benefit was based on the employee’s average monthly compensation over the highest five consecutive years out of the employee’s last 10 years with Peoples while an eligible employee. For employees hired on or after January 1, 2003, the amount of post-retirement benefit was based on 2% of the employee’s annual compensation during the years 2003 through 2009, plus accrued interest. During the third quarter of 2023, Peoples terminated its pension plan by settling the remaining benefit obligation of $7.7 million. The pension plan had been closed to new entrants since January 1, 2010. Peoples recorded a settlement charge of $2.4 million in the third quarter of 2023 in relation to the termination of the pension plan. Peoples does not anticipate further expenses related to the termination.

Retirement Savings Plan

Peoples also maintains a retirement savings plan, or 401(k) plan, which covers substantially all employees. The plan provides participants with the opportunity to save for retirement on a tax-deferred basis. Since January 1, 2021, Peoples matches 100% of participants’ contributions up to 6% of the participants’ compensation. Matching contributions made by Peoples totaled $4.5 million during the nine months ended September 30, 2024 and $4.1 million for the nine months ended September 30, 2023.

Note 9 Earnings Per Common Share

The calculations of basic and diluted earnings per common share were as follows:

Three Months Ended · Nine Months Ended
September 30,September 30,
(Dollars in thousands, except per common share data)2024202320242023
Net income available to common shareholders$31,684$31,882$90,275$79,538
Less: Dividends paid on unvested common shares216143576388
Less: Undistributed income allocated to unvested common shares6379183190
Net earnings allocated to common shareholders$31,405$31,660$89,516$78,960
Weighted-average common shares outstanding34,793,70434,818,34634,766,28131,771,061
Effect of potentially dilutive common shares405,679243,551340,431206,425
Total weighted-average diluted common shares outstanding35,199,38335,061,89735,106,71231,977,486
Earnings per common share:
Basic$0.90$0.91$2.57$2.49
Diluted$0.89$0.90$2.55$2.47
Anti-dilutive common shares excluded from calculation:
Restricted common shares5,3933,0465,39310,547

Note 10 Derivative Financial Instruments

Peoples utilizes interest rate swap agreements as part of its asset/liability management strategy to help manage its interest rate risk position. The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements. The fair value of derivative financial instruments is included in the "Other assets" and the "Accrued expenses and other liabilities" lines in the accompanying Unaudited Consolidated Balance Sheets, while cash activity related to these derivative financial instruments is included in the activity in "Net cash provided by operating activities" in the Unaudited Condensed Consolidated Statements of Cash Flows.

Derivative Financial Instruments and Hedging Activities - Risk Management Objective of Using Derivative Financial Instruments

Peoples is exposed to certain risks arising from both its business operations and economic conditions. Peoples principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. Peoples manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its assets and liabilities. Peoples also manages interest rate risk through the use of derivative financial instruments. Specifically, Peoples enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known or expected cash amounts, the values of which are determined by interest rates. Peoples’ derivative financial instruments are used to manage differences in the amount, timing and duration of Peoples' known or expected cash receipts and its known or expected cash payments principally related to certain variable rate borrowings. Peoples also has interest rate derivative financial instruments that result from a service provided to certain qualifying customers and, therefore, are not used to manage interest rate risk in Peoples' assets or liabilities. Peoples manages a matched book with respect to customer-related derivative financial instruments in order to minimize its net risk exposure resulting from such transactions.

Cash Flow Hedges of Interest Rate Risk

Peoples' objectives in using interest rate derivative financial instruments are to add stability to interest income and expense, and to manage its exposure to interest rate movements. To accomplish these objectives, Peoples has entered into interest rate swaps as part of its interest rate risk management strategy. These interest rate swaps are designated as cash flow hedges and involve the receipt of variable rate amounts from a counterparty in exchange for Peoples making fixed payments. At September 30, 2024, Peoples had entered into 9 interest rate swap contracts with an aggregate notional value of $85.0 million. Peoples will pay a fixed rate of interest for up tofour years while receiving a floating rate component of interest equal to term SOFR. The interest received on the floating rate component is intended to offset the interest paid on rolling three-month brokered CDs, which will continue to be rolled through the life of the interest rate swaps. At both September 30, 2024 and at December 31, 2023, the interest rate swaps were designated as cash flow hedges of $85.0 million and $105.0 million, respectively, in brokered CDs, which are expected to be extended every 90 days through the maturity dates of the interest rate swaps.

For derivative financial instruments designated as cash flow hedges, the effective and ineffective portions of changes in the fair value of each derivative financial instrument is reported in accumulated other comprehensive (loss) income ("AOCI") (outside of earnings), net of tax, and are reclassified to interest expense as interest payments are made or received on Peoples' variable-rate liabilities. Peoples assesses the effectiveness of each hedging relationship by comparing the changes in cash flows of the hedging derivative financial instrument with the changes in cash flows of the designated hedged transaction. The reset dates and the payment dates on the brokered CDs are matched to the reset dates and payment dates on the receipt of the term SOFR rate (or the three-month LIBOR floating portion prior to June 30, 2023) of the swaps to ensure effectiveness of the cash flow hedge. For the nine months ended September 30, 2024, and 2023, Peoples recorded reclassifications of losses to earnings of $2.4 million and $2.3 million, respectively. During the next 12 months, Peoples estimates that $1.4 million of AOCI will be reclassified as an addition to interest expense.

The following table summarizes information about the interest rate swaps designated as cash flow hedges:

(Dollars in thousands)September 30,2024December 31,2023
Notional amount$85,000$105,000
Weighted average pay rates2.34%2.22%
Weighted average receive rates4.27%4.63%
Weighted average maturity1.6 years2.0 years
Pre-tax changes in fair value included in AOCI$1,550$3,434

The following table presents changes in fair value recorded in AOCI and in the Consolidated Statements of Operations related to the cash flow hedges:

Three Months Ended · Nine Months Ended
September 30,September 30,
(Dollars in thousands)2024202320242023
Amount of losses (gains) recorded in AOCI, pre-tax$1,698$(118)$1,885$165

The following table reflects the cash flow hedges, which are included in the Unaudited Consolidated Balance Sheets at fair value:

September 30,2024December 31,2023
(Dollars in thousands)Notional AmountFair ValueNotional AmountFair Value
Included in "Other assets":
Interest rate swaps related to debt$85,000$1,448$105,000$3,314

Non-Designated Hedges

Peoples Bank maintains an interest rate protection program for commercial loan customers, which was established in 2010. Under this program, Peoples Bank originates variable rate loans with interest rate swaps, where the customer enters into an interest rate swap with Peoples Bank on terms that match the terms of the loan. By entering into the interest rate swap with the customer, Peoples Bank effectively provides the customer with a fixed rate loan while creating a variable rate asset for Peoples Bank. Peoples Bank offsets its exposure in the interest rate swap by entering into an offsetting interest rate swap with an unaffiliated institution. These interest rate swaps do not qualify as designated hedges; therefore, each interest rate swap is accounted for as a standalone derivative financial instrument. These interest rate swaps did not have a material impact on Peoples' results of operations or financial condition at or for the three and nine months ended September 30, 2024 and at or for the year ended December 31, 2023.

The following table reflects the non-designated hedges, which are included in the Unaudited Consolidated Balance Sheets at fair value:

September 30,2024December 31,2023
(Dollars in thousands)Notional AmountFair ValueNotional AmountFair Value
Included in "Other assets":
Interest rate swaps related to commercial loans$398,473$12,236$416,106$18,990
Included in "Accrued expenses and other liabilities":
Interest rate swaps related to commercial loans$398,473$12,354$416,106$19,122

Pledged Collateral

Peoples Bank pledges or receives collateral for all interest rate swaps. When the fair value of Peoples Bank interest rate swaps is in a net liability position, Peoples Bank must pledge collateral, and, when the fair value of Peoples Bank interest rate swaps is in a net asset position, the respective counterparties must pledge collateral. At September 30, 2024 and at December 31, 2023, Peoples Bank hadno cash pledged, while counterparties had $6.6 million of cash pledged at September 30, 2024 and $12.8 million of cash pledged at December 31, 2023. Peoples Bank hadno pledged investment securities at September 30, 2024 or at December 31, 2023, while the counterparties had pledged investment securities in the amounts of $2.0 million at September 30, 2024 and $2.2 million at December 31, 2023.

Note 11 Stock-Based Compensation

Under the Peoples Bancorp Inc. Fourth Amended and Restated 2006 Equity Plan (the "2006 Equity Plan"), Peoples may grant, among other awards, nonqualified stock options, incentive stock options, restricted common share awards, stock appreciation rights, performance units and unrestricted common share awards to employees and non-employee directors. The total number of common shares available under the 2006 Equity Plan is 1,493,297. The maximum number of common shares that can be issued for incentive stock options is 750,000. Since February 2009, Peoples has granted restricted common shares to employees, and periodically to non-employee directors, subject to the terms and conditions prescribed by the 2006 Equity Plan. In general, common shares issued in connection with stock-based awards are issued from treasury shares to the extent available. If no treasury shares are available, common shares are issued from authorized but unissued common shares.

Restricted Common Shares

Under the 2006 Equity Plan, Peoples may award restricted common shares to officers, key employees and non-employee directors. In general, the restrictions on the restricted common shares awarded to officers and key employees expire after periods ranging fromone tofive years. Since 2018, common shares awarded to non-employee directors have vested immediately upon grant with no restrictions. In the first nine months of 2024, Peoples granted an aggregate of 283,712 restricted common shares subject to performance-based vesting to officers and key employees with restrictions that will lapse three years after the grant date; provided that in order for the restricted common shares to vest in full, Peoples must have reported positive net income and maintained a well-capitalized status by regulatory standards for each of the three fiscal years preceding the vesting date.

The following table summarizes the changes to Peoples’ restricted common shares for the nine months ended September 30, 2024:

Time-Based VestingPerformance-Based Vesting
Number of Common SharesWeighted-Average Grant Date Fair ValueNumber of Common SharesWeighted-Average Grant Date Fair Value
Outstanding at January 1, 2024142,419$28.78403,970$31.21
Awarded21,25829.76283,71227.92
Released(19,526)31.65(72,550)31.48
Forfeited(9,779)29.65(23,444)29.51
Outstanding at September 30, 2024134,372$28.46591,688$29.67

For the nine months ended September 30, 2024, the intrinsic value for restricted common shares released was $2.6 million compared to $3.0 million for the nine months ended September 30, 2023.

Stock-Based Compensation

Peoples recognizes stock-based compensation, which is included as a component of Peoples’ salaries and employee benefit costs, for restricted and unrestricted common shares, as well as purchases made by participants in the employee stock purchase plan. For restricted common shares, Peoples recognizes stock-based compensation based on the estimated fair value of the awards expected to vest on the grant date. The estimated fair value is then expensed over the vesting period, which is normally three years. Peoples also has an employee stock purchase plan whereby employees can purchase Peoples' common shares at a discount of 15%. The following table summarizes the amount of stock-based compensation expense and related tax benefit recognized for each period:

Three Months Ended · Nine Months Ended
September 30,September 30,
(Dollars in thousands)2024202320242023
Employee stock-based compensation expense:
Stock grant expense$1,335$1,074$5,638$4,233
Employee stock purchase plan expense(24)33115106
Total employee stock-based compensation expense1,3111,107$5,753$4,339
Non-employee director stock-based compensation expense115139$376$410
Total stock-based compensation expense1,4261,246$6,129$4,749
Recognized tax benefit(332)(291)(1,428)(1,109)
Net stock-based compensation expense$1,094$955$4,701$3,640

The fair value of restricted common share awards on the grant date is the market price of Peoples' common shares on that date. Total unrecognized stock-based compensation expense related to unvested restricted common share awards was $7.2 million at September 30, 2024, which will be recognized over a weighted-average period of 2.0 years.

Note 12 Revenue

The following table details Peoples' revenue from contracts with customers:

Three Months Ended · Nine Months Ended
September 30,September 30,
(Dollars in thousands)2024202320242023
Insurance income:
Commission and fees from sale of insurance policies (a)$4,271$4,210$12,660$12,077
Performance-based commissions (b)—402,2181,602
Trust and investment income:
Fiduciary income (a)2,8382,5068,6057,710
Brokerage income (a)2,0441,7825,8755,076
Electronic banking income:
Interchange income (a)4,9815,12414,86414,341
Promotional and usage income (a)1,3781,3424,0114,034
Deposit account service charges:
Ongoing maintenance fees for deposit accounts (a)1,7411,5775,1754,661
Transaction-based fees (b)2,7792,9397,9077,531
Commercial loan swap fees (b)163475274593
Other non-interest income transaction-based fees (b)2433911,3361,199
Total revenue from contracts with customers$20,438$20,386$62,925$58,824
Timing of revenue recognition:
Services transferred over time$17,253$16,541$51,190$47,899
Services transferred at a point in time3,1853,84511,73510,925
Total revenue from contracts with customers$20,438$20,386$62,925$58,824
(a) Services transferred over time.(b) Services transferred at a point in time.

Peoples records contract assets for income that has been recognized over a period of time for fulfillment of performance obligations, but has not yet been received related to electronic banking income and certain insurance income. This income typically relates to bonuses for which Peoples is eligible, but will not receive until a certain time in the future. Peoples records contract liabilities for payments received for commission income related to the sale of insurance policies, for which the performance obligations have not yet been fulfilled. The contract liabilities are recognized as income over time, during the period in which the performance obligations are fulfilled, which is over the insurance policy period. Peoples also records contract liabilities for bonuses received related to electronic banking income, for which the performance obligations have not yet been fulfilled. The contract liabilities are recognized as income over time, during the period in which the performance obligations are fulfilled related to electronic banking income.

The following table details the changes in Peoples' contract assets and contract liabilities for the nine-month period ended September 30, 2024:

Contract AssetsContract Liabilities
(Dollars in thousands)
Balance, January 1, 2024$753$5,776
Additional income receivable132—
Additional deferred income——
Receipt of income previously receivable(40)—
Recognition of income previously deferred—(241)
Balance, September 30, 2024$845$5,535

Note 13 Acquisitions

Limestone Bancorp, Inc.

As of the close of business on April 30, 2023, Peoples completed the Limestone Merger. In connection with the Limestone Merger, Limestone Bank, Inc., which operated 20 branches in Kentucky, merged into Peoples Bank. As consideration in the Limestone Merger, Limestone shareholders were paid 0.90 common shares of Peoples for each full share of Limestone that was owned at the merger date, resulting in the issuance of 6,827,668 common shares by Peoples, or aggregate consideration of $177.9 million. Peoples accounted for this transaction as a business combination under the acquisition method.

Peoples recorded $(0.7) million in other non-interest expenses related to the Limestone Merger for both the three and nine months ended September 30, 2024. For the third quarter of 2023, Peoples had $4.4 million of acquisition-related non-interest expense which consisted of $2.1 million in other non-interest expense, $1.3 million in data processing and software expense, $0.6 million in salaries and employee benefit costs, and $0.4 million in professional fees. For the nine months ended September 30, 2023, Peoples had $15.7 million of acquisition-related non-interest expense which consisted of $5.7 million in salaries and employee benefit costs, $5.5 million in professional fees, $3.0 million in other non-interest expense, $1.3 million in data processing and software expense, and $0.2 million in various other non-interest expense line items.

The following table provides the purchase price calculation as of the date of the Limestone Merger, and the assets acquired and liabilities assumed at their estimated fair values.

(Dollars in thousands)Fair Value
Total purchase price$177,931
Assets
Cash and balances due from banks6,422
Interest-bearing deposits in other banks87,115
Total cash and cash equivalents93,537
Available-for-sale investment securities, at fair value166,944
Other investment securities5,716
Total investment securities172,660
Loans1,077,929
Allowance for credit losses (on PCD loans)(2,051)
Net loans1,075,878
Bank premises and equipment, net of accumulated depreciation17,690
Bank owned life insurance31,343
Other intangible assets27,722
Other assets36,874
Total assets1,455,704
Liabilities
Deposits:
Non-interest-bearing262,727
Interest-bearing971,457
Total deposits1,234,184
Short-term borrowings60,000
Long-term borrowings39,453
Accrued expenses and other liabilities12,967
Total liabilities1,346,604
Net assets109,100
Goodwill$68,831

The goodwill recorded in connection with the Limestone Merger is related to expected synergies to be gained from the combination of Limestone with Peoples' operations. The employees retained from the Limestone Merger and the geographic locations of Limestone should allow Peoples to continue to grow the loan and deposit portfolios while also increasing Peoples' ability to penetrate the new markets, which should benefit Peoples in future periods. During Peoples' evaluation of intangible assets, it was determined that an assembled workforce intangible asset was not separately recognizable and was included in goodwill. Peoples recorded a core deposit asset in other intangible assets related to the Limestone Merger.

Loans acquired by Peoples in a business combination that have evidence of more than insignificant credit deterioration, which includes loans as to which Peoples believes it is probable that Peoples will be unable to collect all contractually required payments, are considered "purchased credit deteriorated" (or "PCD") loans. Acquired PCD loans are reported net of the unamortized fair value adjustment. These loans are recorded at the purchase price, and an allowance for credit losses is determined based upon discrete credit marks, along with discounted cash flow models based upon similar pools of loans, using a similar methodology as for other loans. The following table details the fair value adjustment for acquired PCD loans as of the acquisition date:

(Dollars in thousands)Par ValueAllowance for Credit LossesNon-Credit (Discount) PremiumFair Value
PCD loans
Commercial real estate, other30,907(1,340)(2,160)27,407
Commercial and industrial16,466(379)(610)15,477
Residential real estate6,328(228)(770)5,330
Home equity lines of credit774(18)11767
Consumer1,029(86)781,021
Fair value$55,504$(2,051)$(3,451)$50,002

Note 14 Leases

Peoples has elected certain practical expedients, in accordance with ASC 842 - Leases ("ASC 842"). As a lessor, Peoples has made an accounting policy election to exclude from the consideration in the contract, and from variable payments not included in the consideration in the contract, all sales and other similar taxes assessed. Peoples has also made an accounting policy election to account for each separate lease component of a contract and its associated non-lease components as a single lease component for all leases subject to ASC 842.

Lessor Arrangements

Leases originated by Peoples, that Peoples has the positive intent and ability to hold for the foreseeable future or to maturity or payoff, are reported at the net investment in the lease, net of initial direct costs, charge-offs and an allowance for credit losses. Peoples considers leases past due if any required principal or interest payments have not been received as of the date such payments were required to be made under the terms of the lease agreement. Upon detection of the reduced ability of a lessee to meet cash flow obligations, a lease is typically charged down to the net realizable value, with the remaining balance placed on nonaccrual status. Leases deemed to be uncollectable are charged against the allowance for credit losses, while recoveries of previously charged-off amounts are credited to the allowance for credit losses.

Peoples originates sales-type leases through its North Star Leasing division, as these leases are typically structured as dollar buy-out, whereby the lessee pays one dollar at maturity of the lease to purchase the equipment, or as equipment finance agreements. These leases do not typically contain residual value guarantees; however, if a lease contains a residual value guarantee, Peoples reduces its residual asset risk by obtaining a security deposit from the lessee. Peoples also originates leases through its Vantage subsidiary, which are classified as either sales-type, direct financing leases, or operating leases based primarily on whether they include a dollar buy-out or a fair market value buy-out, respectively. As a lessor, Peoples originates commercial equipment leases either directly to the customer or indirectly through vendor programs. Equipment leases relate to information technology, restaurant, manufacturing, healthcare, and other equipment. Finance leases include an estimated residual value, which is assessed for impairment as part of the allowance for credit losses. Lease income noted in the table below includes (i) gains on the early termination of leases, (ii) fees received for referrals, (iii) gains and losses recognized on the sales of residual assets and (iv) syndication income. Additional information regarding Peoples' leases can be found in "Note 4 Loans and Leases."

The table below details Peoples' lease income:

Three Months EndedNine Months Ended
(Dollars in thousands)September 30, 2024September 30, 2023September 30, 2024September 30, 2023
Interest and fees on leases (a)$11,922$11,508$35,970$31,426
Lease income (loss)1,827(66)4,1792,730
Other non-interest income (b)1,242—3,079—
Total lease income$14,991$11,442$43,228$34,156

(a)Included in "Interest and fees on loans and leases" in the Unaudited Consolidated Statements of Operations. For additional information, see "Note 4 Loans and Leases" of the Notes to the Unaudited Condensed Consolidated Financial Statements.

(b)Included in "Other non-interest income" is operating lease income.

The following table summarizes the net investment in leases, which is included in "Loans and leases, net of deferred fees and costs" on the Unaudited Consolidated Balance Sheets:

(Dollars in thousands)September 30, 2024December 31, 2023
Lease payments receivable, at amortized cost$484,926$463,742
Estimated residual values33,75833,448
Initial direct costs7,7197,114
Deferred revenue(93,394)(90,244)
Net investment in leases433,009414,060
Allowance for credit losses - leases(16,970)(10,850)
Net investment in leases, after allowance for credit losses$416,039$403,210

The following table summarizes the contractual maturities of leases:

(Dollars in thousands)Balance
Remaining three months ending December 31, 2024$49,872
Year ending December 31, 2025117,662
Year ending December 31, 2026100,690
Year ending December 31, 202794,030
Year ending December 31, 202868,937
Thereafter53,735
Lease payments receivable, at amortized cost$484,926

Lessee Arrangements

Peoples leases certain banking facilities and equipment under various agreements with original terms providing for fixed monthly payments over periods generally ranging fromtwo tothirty years. Certain leases may include options to extend or terminate the lease. Only those renewal and termination options which Peoples is reasonably certain of exercising are included in the calculation of the lease liability. Certain leases contain rent escalation clauses calling for rent increases over the term of the lease, which are included in the calculation of the lease liability. At September 30, 2024, Peoples did not have any leases that met the criteria for finance leases. Right of Use ("ROU") assets represent the right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at the commencement or the remeasurement date of a lease based on the present value of lease payments over the remaining lease term. Operating lease ROU assets include lease payments made at or before the commencement date and initial indirect costs. Operating lease ROU assets are presented net of any lease incentives. Short-term leases of certain facilities and equipment, with lease terms of 12 months or less, are recognized on a straight-line basis over the lease term and do not have an ROU asset or lease liability.

The table below details Peoples' lease expense, which is included in "Net occupancy and equipment expense" in the Unaudited Consolidated Statements of Operations:

Three Months EndedNine Months Ended
(Dollars in thousands)September 30, 2024September 30, 2023September 30, 2024September 30, 2023
Operating lease expense$723$474$2,191$2,262
Short-term lease expense29084923174
Variable lease expense42—47—
Total lease expense$1,055$558$3,161$2,436

Peoples utilizes an incremental borrowing rate to determine the present value of lease payments for each lease, as the lease agreements do not provide an implicit rate. The estimated incremental borrowing rate reflects a secured rate and is based on the term of the lease.

The following table details the ROU assets, the lease liabilities and other information related to Peoples' operating leases at the dates shown:

(Dollars in thousands)September 30, 2024December 31, 2023
ROU assets:
Other assets$10,629$11,689
Lease liabilities:
Accrued expenses and other liabilities$11,185$12,080
Other information:
Weighted-average remaining lease term9.1 years9.5 years
Weighted-average discount rate4.10%3.34%
Additions for ROU assets obtained during the year$1,130$4,428

During both the three months ended September 30, 2024 and 2023, Peoples paid cash of $0.7 million and $0.8 million, respectively, for operating leases. During the nine months ended September 30, 2024 and 2023, Peoples paid cash of $2.2 million and $2.2 million, respectively, for operating leases.

The following table summarizes the maturity of remaining lease liabilities:

(Dollars in thousands)Balance
Remaining three months ending December 31, 2024$726
Year ending December 31, 20252,315
Year ending December 31, 20262,027
Year ending December 31, 20271,816
Year ending December 31, 20281,338
Thereafter5,402
Total undiscounted lease payments$13,624
Imputed interest$(2,439)
Total lease liabilities$11,185
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