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Ameris Bancorp

For the period ended Jun 30, 2025. Filed Aug 8, 2025.

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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.

Jun 30, 2025 · Filed Aug 8, 2025

ABCB$83.17+1.7%Stored close · as of Nov 9, 2026

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Notes to Unaudited Consolidated Financial Statements

June 30, 2025

NOTE 1 – BASIS OF PRESENTATION AND ACCOUNTING POLICIES

Nature of Business

Ameris Bancorp (the “Company” or “Ameris”) is a financial holding company headquartered in Atlanta, Georgia. Ameris conducts substantially all of its operations through its wholly owned banking subsidiary, Ameris Bank (the “Bank”). At June 30, 2025, the Bank operated 164 branches in select markets in Georgia, Alabama, Florida, North Carolina and South Carolina. The Bank provides a full range of traditional banking and lending products, treasury and cash management, insurance premium financing, and mortgage and refinancing services.

Basis of Presentation

The accompanying unaudited consolidated financial statements for Ameris have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statement presentation. The interim consolidated financial statements included herein are unaudited but reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for a fair presentation of the consolidated financial position and results of operations for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

In preparing the consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of reporting cash flows, cash and cash equivalents include cash on hand, cash items in process of collection, amounts due from banks, interest-bearing deposits in banks and federal funds sold.

Reclassifications

Certain reclassifications of prior year amounts have been made to conform with the current year presentations. The reclassifications had no effect on net income or shareholders' equity as previously reported.

Accounting Standards Pending Adoption

ASU No. 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU No. 2023-09 provides for enhanced income tax disclosures by, among other things, requiring specific breakout of certain categories in the reconciliation of statutory income tax rate to effective rate, establishing a quantitative threshold for further breakout of reconciling items exceeding the threshold and not already required to be separately disclosed, requiring a qualitative description of the state and local jurisdictions making up the majority (greater than 50%) of the effect of state and local income taxes category, and provide further disaggregation of income taxes paid (net of refunds received) by jurisdiction. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the guidance and it is not expected to have a significant impact on the Company's financial position or results of operations but will increase disclosures of income taxes.

ASU No. 2024-03 - Income Statement - Reporting Comprehensive Income (Topic 220): Expense Disaggregation Disclosures ("ASU 2024-03"). ASU No. 2024-03 requires additional disclosure of certain expense captions presented on the face of the Company’s income statement. ASU 2024-03 is effective for the Company’s annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and should be applied either on a prospective or retrospective basis, with early adoption permitted. The Company is currently evaluating the effect that adoption of ASU 2024-03 will have on its disclosures.

NOTE 2 – INVESTMENT SECURITIES

The amortized cost and estimated fair value of securities available-for-sale along with allowance for credit losses, gross unrealized gains and losses are summarized as follows:

(dollars in thousands)Securities available-for-saleAmortizedCostAllowance for Credit LossesGrossUnrealizedGainsGrossUnrealizedLossesEstimatedFairValue
U.S. Treasuries$702,156$—$6,709$(1,052)$707,813
U.S. government-sponsored agencies1,003——(6)997
State, county and municipal securities22,425—7(765)21,667
Corporate debt securities10,945(66)—(498)10,381
SBA pool securities61,566—77(924)60,719
Mortgage-backed securities1,079,292—7,945(17,516)1,069,721
Total debt securities available-for-sale$1,877,387$(66)$14,738$(20,761)$1,871,298
U.S. Treasuries$800,860$—$669$(5,065)$796,464
U.S. government-sponsored agencies1,010——(16)994
State, county and municipal securities25,802—8(1,070)24,740
Corporate debt securities10,946(69)—(594)10,283
SBA pool securities72,036——(1,554)70,482
Mortgage-backed securities797,542—1,494(30,739)768,297
Total debt securities available-for-sale$1,708,196$(69)$2,171$(39,038)$1,671,260

The amortized cost and estimated fair value of securities held-to-maturity along with gross unrealized gains and losses are summarized as follows:

(dollars in thousands)Securities held-to-maturityAmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesEstimatedFairValue
State, county and municipal securities$33,573$—$(6,231)$27,342
Mortgage-backed securities142,914297(11,409)131,802
Total debt securities held-to-maturity$176,487$297$(17,640)$159,144
State, county and municipal securities$33,623$—$(6,214)$27,409
Mortgage-backed securities131,05480(14,515)116,619
Total debt securities held-to-maturity$164,677$80$(20,729)$144,028

The amortized cost and estimated fair value of debt securities available-for-sale and held-to-maturity as of June 30, 2025, by contractual maturity are shown below. Maturities may differ from contractual maturities in mortgage-backed securities because the mortgages underlying these securities may be called or repaid without penalty. Therefore, these securities are not included in the maturity categories in the following maturity summary:

Available-for-SaleHeld-to-Maturity
(dollars in thousands)AmortizedCostEstimated Fair ValueAmortizedCostEstimated Fair Value
Due in one year or less$126,574$126,947$—$—
Due from one year to five years554,319558,127——
Due from five to ten years114,120113,899——
Due after ten years3,0822,60433,57327,342
Mortgage-backed securities1,079,2921,069,721142,914131,802
$1,877,387$1,871,298$176,487$159,144

Securities with a carrying value of approximately $488.6 million and $449.2 million at June 30, 2025 and December 31, 2024, respectively, serve as collateral to secure public deposits and for other purposes required or permitted by law.

The following table shows the gross unrealized losses and estimated fair value of available-for-sale securities aggregated by category and length of time that securities have been in a continuous unrealized loss position at June 30, 2025 and December 31, 2024:

Less Than 12 Months12 Months or MoreTotal
(dollars in thousands)Securities available-for-saleEstimatedFairValueUnrealizedLossesEstimatedFairValueUnrealizedLossesEstimatedFairValueUnrealizedLosses
U.S. Treasuries$125,377$(86)$80,550$(966)$205,927$(1,052)
U.S. government-sponsored agencies——997(6)997(6)
State, county and municipal securities513(3)14,355(762)14,868(765)
Corporate debt securities394(2)8,488(496)8,882(498)
SBA pool securities34—38,737(924)38,771(924)
Mortgage-backed securities50,544(233)478,383(17,283)528,927(17,516)
Total debt securities available-for-sale$176,862$(324)$621,510$(20,437)$798,372$(20,761)
U.S. Treasuries$272,564$(1,376)$353,787$(3,689)$626,351$(5,065)
U.S. government sponsored agencies——994(16)994(16)
State, county and municipal securities3,953(17)15,940(1,053)19,893(1,070)
Corporate debt securities383(13)8,400(581)8,783(594)
SBA pool securities52,850(322)17,491(1,232)70,341(1,554)
Mortgage-backed securities177,438(1,968)481,617(28,771)659,055(30,739)
Total debt securities available-for-sale$507,188$(3,696)$878,229$(35,342)$1,385,417$(39,038)

As of June 30, 2025, the Company’s available-for-sale security portfolio consisted of 420 securities,344 of which were in an unrealized loss position. At June 30, 2025, the Company held 287 mortgage-backed securities that were in an unrealized loss position, all of which were issued by U.S. government-sponsored entities and agencies. At June 30, 2025, the Company held 30 U.S. Small Business Administration (“SBA”) pool securities,14 state, county and municipal securities, six corporate securities, one U.S. government-sponsored agency security, andsix U.S. Treasury securities that were in an unrealized loss position.

The following table shows the gross unrealized losses and estimated fair value of held-to-maturity securities aggregated by category and length of time that securities have been in a continuous unrealized loss position at June 30, 2025 and December 31, 2024:

Less Than 12 Months12 Months or MoreTotal
(dollars in thousands)Securities held-to-maturityEstimatedFairValueUnrealizedLossesEstimatedFairValueUnrealizedLossesEstimatedFairValueUnrealizedLosses
State, county and municipal securities$—$—$27,342$(6,231)$27,342$(6,231)
Mortgage-backed securities29,797(386)80,731(11,023)110,528(11,409)
Total debt securities held-to-maturity$29,797$(386)$108,073$(17,254)$137,870$(17,640)
State, county and municipal securities$1,702$(49)$25,707$(6,165)$27,409$(6,214)
Mortgage-backed securities22,710(848)79,366(13,667)102,076(14,515)
Total debt securities held-to-maturity$24,412$(897)$105,073$(19,832)$129,485$(20,729)

As of June 30, 2025, the Company’s held-to-maturity security portfolio consisted of 44 securities,34 of which were in an unrealized loss position. At June 30, 2025, the Company held 26 mortgage-backed securities andeight state, county and municipal securities that were in an unrealized loss position.

At June 30, 2025 and December 31, 2024, all of the Company’s mortgage-backed securities were obligations of government-sponsored agencies.

Management and the Company’s Asset and Liability Committee (the “ALCO Committee”) evaluate available-for-sale securities in an unrealized loss position on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation, to determine if credit-related impairment exists. Management first evaluates whether they intend to sell or more likely than not will be required to sell an impaired security before recovering its amortized cost basis. If either criteria is met, the entire amount of unrealized loss is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. If either of the above criteria is not met, management evaluates whether the decline in fair value is attributable to credit or resulted from other factors. The Company does not intend to sell these available-for-sale investment securities at an unrealized loss position at June 30, 2025, and it is more likely than not that the Company will not be required to sell these securities prior to recovery or maturity. Based on the results of management's review, at June 30, 2025, management determined that $66,000 was attributable to credit impairment and an allowance for credit losses was recorded. The remaining $20.8 million in unrealized loss was determined to be from factors other than credit.

(dollars in thousands)Three Months Ended June 30,Six Months Ended June 30,
Allowance for credit losses2025202420252024
Beginning balance$69$73$69$69
Provision for other credit losses(3)(5)(3)(1)
Ending balance$66$68$66$68

The Company's held-to-maturity securities haveno expected credit losses, andno related allowance for credit losses has been established.

Total net gain on securities reported on the consolidated statements of income and comprehensive income is comprised of the following for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30,Six Months Ended June 30,
(dollars in thousands)2025202420252024
Unrealized holding gains on equity securities$—$3,957$40$3,950
Net realized gains on sales of other investments—8,378—8,378
Net gain on securities$—$12,335$40$12,328

NOTE 3 – LOANS AND ALLOWANCE FOR CREDIT LOSSES

Loans are stated at amortized cost. Balances within the major loans receivable categories are presented in the following table:

(dollars in thousands)June 30, 2025December 31, 2024
Commercial and industrial$3,184,211$2,953,135
Consumer209,990221,735
Mortgage warehouse1,092,475965,053
Municipal436,759441,408
Premium finance1,294,2931,155,614
Real estate – construction and development1,485,8421,998,506
Real estate – commercial and farmland8,877,7508,445,958
Real estate – residential4,460,1774,558,497
Loans, net of unearned income$21,041,497$20,739,906

Accrued interest receivable on loans totaling $75.5 million and $77.3 million at June 30, 2025 and December 31, 2024, respectively, is reported in other assets on the consolidated balance sheets. The Company had no recorded allowance for credit losses related to accrued interest on loans at both June 30, 2025 and December 31, 2024.

Nonaccrual and Past-Due Loans

A loan is placed on nonaccrual status when, in management’s judgment, the collection of the interest income appears doubtful. Interest receivable that has been accrued and is subsequently determined to have doubtful collectability is charged to interest income. Interest on loans that are classified as nonaccrual is subsequently applied to principal until the loans are returned to accrual status. The Company’s loan policy states that a nonaccrual loan may be returned to accrual status when (i) none of its principal and interest is due and unpaid, and the Company expects repayment of the remaining contractual principal and interest, or (ii) it otherwise becomes well secured and in the process of collection. Restoration to accrual status on any given loan must be supported by a well-documented credit evaluation of the borrower’s financial condition and the prospects for full repayment, approved by the Company’s Chief Credit Officer. Past-due loans are loans whose principal or interest is past due 30 days or more. In some cases, where borrowers are experiencing financial difficulties, loans may be restructured to provide terms significantly different from the original contractual terms.

The following table presents an analysis of loans accounted for on a nonaccrual basis:

(dollars in thousands)June 30, 2025December 31, 2024
Commercial and industrial$16,401$11,875
Consumer1,119782
Real estate – construction and development1,5593,718
Real estate – commercial and farmland9,25211,960
Real estate – residential(1)58,68873,883
$87,019$102,218

(1) Included in real estate - residential were $11.7 million and $12.0 million of serviced GNMA-guaranteed nonaccrual loans at June 30, 2025 and December 31, 2024, respectively.

Interest income recognized on nonaccrual loans during the six months ended June 30, 2025 and 2024 wasnot material.

The following table presents an analysis of nonaccrual loans with no related allowance for credit losses:

(dollars in thousands)June 30, 2025December 31, 2024
Commercial and industrial$4,083$3,866
Real estate – construction and development5812,624
Real estate – commercial and farmland5,5019,357
Real estate – residential25,25436,512
$35,419$52,359

The following table presents an analysis of past-due loans as of June 30, 2025 and December 31, 2024:

(dollars in thousands)Loans30-59Days PastDueLoans60-89DaysPast DueLoans 90or MoreDays PastDueTotalLoansPast DueCurrentLoansTotalLoansLoans 90Days orMore PastDue andStillAccruing
Commercial and industrial$7,134$6,912$12,396$26,442$3,157,769$3,184,211$2
Consumer1,0093324781,819208,171209,990—
Mortgage warehouse————1,092,4751,092,475—
Municipal————436,759436,759—
Premium finance11,5116,4378,34026,2881,268,0051,294,2938,340
Real estate – construction and development5,447531,5087,0081,478,8341,485,842—
Real estate – commercial and farmland1,2513,9556,42011,6268,866,1248,877,750—
Real estate – residential49,75120,91356,184126,8484,333,3294,460,17773
Total$76,103$38,602$85,326$200,031$20,841,466$21,041,497$8,415
Commercial and industrial$12,300$5,908$12,849$31,057$2,922,078$2,953,135$5,159
Consumer2,6725573193,548218,187221,735—
Mortgage warehouse————965,053965,053—
Municipal————441,408441,408—
Premium finance15,0686,31512,48533,8681,121,7461,155,61412,485
Real estate – construction and development23,1024613,78627,3491,971,1571,998,50689
Real estate – commercial and farmland6,7872,4355,98015,2028,430,7568,445,958—
Real estate – residential47,02015,86471,070133,9544,424,5434,558,497—
Total$106,949$31,540$106,489$244,978$20,494,928$20,739,906$17,733

Collateral-Dependent Loans

Collateral-dependent loans are loans where repayment is expected to be provided substantially through the operation or sale of the collateral when the borrower is experiencing financial difficulty. If the Company determines that foreclosure is probable, these loans are written down to the lower of cost or fair value of the collateral less estimated costs to sell. When repayment is expected to be from the operation of the collateral, the allowance for credit losses is calculated as the amount by which the amortized cost basis of the financial asset exceeds the present value of expected cash flows from the operation of the collateral. The Company may, in the alternative, measure the allowance for credit loss as the amount by which the amortized cost basis of the financial asset exceeds the estimated fair value of the collateral.

The following table presents an analysis of individually evaluated collateral-dependent financial assets and related allowance for credit losses:

June 30, 2025December 31, 2024
(dollars in thousands)BalanceAllowance for Credit LossesBalanceAllowance for Credit Losses
Commercial and industrial$8,718$903$9,451$1,072
Premium finance1,501902,165130
Real estate – construction and development917922,979110
Real estate – commercial and farmland7,82627210,882149
Real estate – residential16,7751,89023,9832,302
$35,737$3,247$49,460$3,763

Credit Quality Indicators

The Company uses a five category risk grading system to assign a risk grade to each loan in the portfolio. The following is a description of the general characteristics of the grades:

Pass –This grade represents acceptable credit risk to the Company based on factors including creditworthiness of the borrower, current performance and nature of the collateral.

Other Assets Especially Mentioned ("Special Mention") –This grade includes loans that exhibit potential weaknesses that deserve management’s close attention. If left uncorrected, these weaknesses may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date.

Substandard –This grade represents loans which are inadequately protected by the current creditworthiness and paying capacity of the borrower or of the collateral pledged, if any. These assets exhibit a well-defined weakness or are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. These weaknesses may be characterized by past due performance, operating losses or questionable collateral values.

Doubtful –This grade includes loans which exhibit all of the characteristics of a substandard loan with the added provision that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable or improbable.

Loss –This grade is assigned to loans which are considered uncollectible and of such little value that their continuance as active assets of the Bank is not warranted. This classification does not mean that the loan has absolutely no recovery or salvage value, but rather it is not practical or desirable to defer writing it off.

The following tables present the loan portfolio's amortized cost by class of financing receivable, risk grade and year of origination (in thousands) as of June 30, 2025 and December 31, 2024. Generally, current period renewals of credit are underwritten again at the point of renewal and considered current period originations for purposes of the tables below. The Company had an immaterial amount of revolving loans which converted to term loans and the amortized cost basis of those loans is included in the applicable origination year. There wereno loans risk graded doubtful or loss at June 30, 2025 or December 31, 2024.

As of June 30, 2025 · Term Loans by Origination Year · Revolving Loans Amortized Cost Basis
2025 · 2024 · 2023 · 2022 · 2021 · Prior · Total
Commercial and Industrial
Risk Grade:
Pass$569,814$756,358$505,485$481,722$205,503$87,563$546,329$3,152,774
Special mention137577231,5511,2983,1064407,132
Substandard1141,5957,6483,1696,4524,1221,20524,305
Total commercial and industrial$570,065$758,530$513,156$486,442$213,253$94,791$547,974$3,184,211
Current-period gross charge offs$330$4,214$6,872$8,276$2,061$623$—$22,376
Consumer
Risk Grade:
Pass$58,484$17,132$13,503$5,359$1,567$36,661$74,594$207,300
Special mention—8—11—561,0381,113
Substandard20221157293427421021,577
Total consumer$58,504$17,361$13,660$5,663$1,609$37,459$75,734$209,990
Current-period gross charge offs$—$394$215$274$27$943$—$1,853
Mortgage Warehouse
Risk Grade:
Pass$—$—$—$—$—$—$1,092,475$1,092,475
Total mortgage warehouse$—$—$—$—$—$—$1,092,475$1,092,475
Current-period gross charge offs$—$—$—$—$—$—$—$—
Municipal
Risk Grade:
Pass$10,525$24,461$8,904$43,481$35,960$312,609$819$436,759
Total municipal$10,525$24,461$8,904$43,481$35,960$312,609$819$436,759
Current-period gross charge offs$—$—$—$—$—$—$—$—
Premium Finance
Risk Grade:
Pass$1,078,054$207,260$639$—$—$—$—$1,285,953
Substandard1,7716,5645————8,340
Total premium finance$1,079,825$213,824$644$—$—$—$—$1,294,293
Current-period gross charge offs$364$4,477$206$1$—$—$—$5,048
As of June 30, 2025 · Term Loans by Origination Year · Revolving Loans Amortized Cost Basis
2025 · 2024 · 2023 · 2022 · 2021 · Prior · Total
Real Estate – Construction and Development
Risk Grade:
Pass$283,571$451,132$94,550$370,795$178,203$43,799$61,663$1,483,713
Special mention———155—259—414
Substandard—2596987336415—1,715
Total real estate – construction and development$283,571$451,391$95,248$370,957$178,539$44,473$61,663$1,485,842
Current-period gross charge offs$—$—$—$—$—$—$—$—
Real Estate – Commercial and Farmland
Risk Grade:
Pass$343,579$306,682$510,639$2,782,777$2,100,991$2,630,801$95,225$8,770,694
Special mention———4,34516,39635,117—55,858
Substandard9,000—1,54217,6442,93119,98110051,198
Total real estate – commercial and farmland$352,579$306,682$512,181$2,804,766$2,120,318$2,685,899$95,325$8,877,750
Current-period gross charge offs$—$—$—$—$—$—$—$—
Real Estate - Residential
Risk Grade:
Pass$127,024$169,242$578,600$1,235,516$1,003,500$952,228$325,110$4,391,220
Special mention——949151,5805072,160
Substandard—4,3998,92013,5787,81124,4117,67866,797
Total real estate - residential$127,024$173,641$587,529$1,249,143$1,011,326$978,219$333,295$4,460,177
Current-period gross charge offs$—$—$171$—$—$162$—$333
Total Loans
Risk Grade:
Pass$2,471,051$1,932,267$1,712,320$4,919,650$3,525,724$4,063,661$2,196,215$20,820,888
Special mention137585326,11117,70940,1181,98566,677
Substandard10,90513,03818,97034,69117,57249,6719,085153,932
Total loans$2,482,093$1,945,890$1,731,322$4,960,452$3,561,005$4,153,450$2,207,285$21,041,497
Total current-period gross charge offs$694$9,085$7,464$8,551$2,088$1,728$—$29,610
As of December 31, 2024 · Term Loans by Origination Year · Revolving Loans Amortized Cost Basis
2024 · 2023 · 2022 · 2021 · 2020 · Prior · Total
Commercial and Industrial
Risk Grade:
Pass$919,301$594,485$523,513$246,036$72,397$46,358$512,778$2,914,868
Special mention892281,9381,3117772,9603,31911,225
Substandard8852,2144,3847,2226554,5557,12727,042
Total commercial and industrial$921,078$596,727$529,835$254,569$73,829$53,873$523,224$2,953,135
Consumer
Risk Grade:
Pass$58,113$18,575$8,684$2,371$17,405$31,962$83,143$220,253
Special mention8—14—961—92
Substandard11320681481796481151,390
Total consumer$58,234$18,781$8,779$2,419$17,593$32,671$83,258$221,735
Mortgage Warehouse
Risk Grade:
Pass$—$—$—$—$—$—$965,053$965,053
Total mortgage warehouse$—$—$—$—$—$—$965,053$965,053
Municipal
Risk Grade:
Pass$20,133$9,094$44,482$36,468$139,046$191,559$626$441,408
Total municipal$20,133$9,094$44,482$36,468$139,046$191,559$626$441,408
Premium Finance
Risk Grade:
Pass$1,141,370$1,648$28$83$—$—$—$1,143,129
Substandard12,0014831————12,485
Total premium finance$1,153,371$2,131$29$83$—$—$—$1,155,614
Real Estate – Construction and Development
Risk Grade:
Pass$523,704$245,526$835,742$245,091$3,619$73,816$66,449$1,993,947
Special mention——16065—275—500
Substandard—1513,020337—551—4,059
Total real estate – construction and development$523,704$245,677$838,922$245,493$3,619$74,642$66,449$1,998,506
Real Estate – Commercial and Farmland
Risk Grade:
Pass$330,472$456,486$2,373,426$2,173,060$990,712$1,866,277$113,916$8,304,349
Special mention——3,06914,84414,70663,717—96,336
Substandard—1,55116,9793,85512,73010,158—45,273
Total real estate – commercial and farmland$330,472$458,037$2,393,474$2,191,759$1,018,148$1,940,152$113,916$8,445,958
As of December 31, 2024 · Term Loans by Origination Year · Revolving Loans Amortized Cost Basis
2024 · 2023 · 2022 · 2021 · 2020 · Prior · Total
Real Estate - Residential
Risk Grade:
Pass$193,939$628,098$1,291,666$1,046,164$460,887$561,386$292,193$4,474,333
Special mention—1052161571,3751,1732,783
Substandard2,7189,88014,0409,88510,60326,2368,01981,381
Total real estate - residential$196,657$637,988$1,305,758$1,056,065$471,647$588,997$301,385$4,558,497
Total Loans
Risk Grade:
Pass$3,187,032$1,953,912$5,077,541$3,749,273$1,684,066$2,771,358$2,034,158$20,457,340
Special mention900385,23316,23615,64968,3884,492110,936
Substandard15,71714,48538,50521,34724,16742,14815,261171,630
Total loans$3,203,649$1,968,435$5,121,279$3,786,856$1,723,882$2,881,894$2,053,911$20,739,906

Allowance for Credit Losses on Loans

The allowance for credit losses represents an allowance for expected losses over the remaining contractual life of the assets. The contractual term does not consider extensions, renewals or modifications. The Company segregates the loan portfolio by type of loan and utilizes this segregation in evaluating exposure to risks within the portfolio.

Loan losses are charged against the allowance when management believes the collection of a loan’s principal is unlikely. Subsequent recoveries are credited to the allowance. Consumer loans are charged off in accordance with the Federal Financial Institutions Examination Council’s (the “FFIEC”) Uniform Retail Credit Classification and Account Management Policy. Commercial loans are charged off when they are deemed uncollectible, which usually involves a triggering event within the collection effort. If the loan is collateral dependent, the loss is more easily identified and is charged off when it is identified, usually based upon receipt of an appraisal. However, when a loan has guarantor support, the Company may carry the estimated loss as a reserve against the loan while collection efforts with the guarantor are pursued. If, after collection efforts with the guarantor are complete, the deficiency is still considered uncollectible, the loss is charged off and any further collections are treated as recoveries. In all situations, when a loan is downgraded to an Asset Quality Rating of Loss, the uncollectible portion is charged off.

The Company’s methodologies for estimating the allowance for credit losses consider available relevant information about the collectability of cash flows, including information about past events, current conditions, and reasonable and supportable forecasts. The methodologies apply historical loss information, adjusted for asset-specific characteristics, economic conditions at the measurement date, and forecasts about future economic conditions expected to exist through the contractual lives of the financial assets that are reasonable and supportable, to the identified pools of loans with similar risk characteristics for which the historical loss experience was observed. The Company utilizes a one year reasonable and supportable forecast period. The Company’s methodologies revert back to historical loss information on a straight-line basis over four quarters after the reasonable and supportable forecast period.

During the six months ended June 30, 2025, the allowance for credit losses increaseddue to the current economic forecast, an increase in the office portfolio qualitative factor and organic loan growth, partially offset by a change in the mix of loans. The allowance for credit losses was determined at June 30, 2025 using an equal weighting of two economic forecasts from Moody's in order to align with management's best estimate over the reasonable and supportable forecast period. The Moody's baseline and downside 75th percentile S-2 scenarios were equally weighted. The allowance for credit losses was determined at December 31, 2024 using the Moody's baseline scenario economic forecast weighted at 75% and the downside 75th percentile S-2 scenario was weighted at 25%. The current forecast reflects, among other things, increases in unemployment and commercial real estate vacancies, along with a decline in GDP compared with the forecast at December 31, 2024.

The following tables detail activity and end of period balances in the allowance for credit losses by portfolio segment for the periods indicated. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

Three Months Ended June 30, 2025
(dollars in thousands) · Commercial and Industrial · Consumer · Mortgage Warehouse · Municipal · Premium Finance · Real Estate – Construction and Development
Balance, March 31, 2025$82,621$6,145$1,824$57$682$69,086
Provision for loan losses12,3451,0904561567(21,785)
Loans charged off(10,517)(913)——(2,719)—
Recoveries of loans previously charged off4,536251——2,2535
Balance, June 30, 2025$88,985$6,573$2,280$58$783$47,306
Real Estate –Commercial andFarmland · Real Estate –Residential · Total
Balance, March 31, 2025$118,392$66,748$345,555
Provision for loan losses9,3351,1013,110
Loans charged off—(77)(14,226)
Recoveries of loans previously charged off67167,128
Balance, June 30, 2025$127,794$67,788$341,567
Six Months Ended June 30, 2025
(dollars in thousands)Commercialand IndustrialConsumerMortgage WarehouseMunicipalPremium FinanceReal Estate – Construction and Development
Balance, December 31, 2024$87,242$7,327$2,262$58$736$60,421
Provision for loan losses15,73355318—762(13,124)
Loans charged off(22,376)(1,853)——(5,048)—
Recoveries of loans previously charged off8,386546——4,3339
Balance, June 30, 2025$88,985$6,573$2,280$58$783$47,306
Real Estate –Commercial andFarmland · Real Estate –Residential · Total
Balance, December 31, 2024$118,377$61,661$338,084
Provision for loan losses9,3156,37219,629
Loans charged off—(333)(29,610)
Recoveries of loans previously charged off1028813,464
Balance, June 30, 2025$127,794$67,788$341,567
Three Months Ended June 30, 2024
(dollars in thousands) · Commercial and Industrial · Consumer · Mortgage Warehouse · Municipal · Premium Finance · Real Estate – Construction and Development
Balance, March 31, 2024$63,804$3,939$1,823$63$616$72,168
Provision for loan losses10,869114319(3)5945,269
Loans charged off(12,539)(965)——(2,802)—
Recoveries of loans previously charged off4,408391——2,29445
Balance, June 30, 2024$66,542$3,479$2,142$60$702$77,482
Real Estate –Commercial andFarmland · Real Estate –Residential · Total
Balance, March 31, 2024$110,656$66,954$320,023
Provision for loan losses11,311(3,125)25,348
Loans charged off(513)(26)(16,845)
Recoveries of loans previously charged off509457,692
Balance, June 30, 2024$121,963$63,848$336,218
Six Months Ended June 30, 2024
(dollars in thousands)Commercialand IndustrialConsumerMortgage WarehouseMunicipalPremium FinanceReal Estate – Construction and Development
Balance, December 31, 2023$64,053$3,952$1,678$345$602$61,017
Provision for loan losses23,016880464(285)16316,417
Loans charged off(27,834)(2,121)——(4,808)—
Recoveries of loans previously charged off7,307768——4,74548
Balance, June 30, 2024$66,542$3,479$2,142$60$702$77,482
Real Estate –Commercial andFarmland · Real Estate –Residential · Total
Balance, December 31, 2023$110,097$65,356$307,100
Provision for loan losses11,785(1,569)50,871
Loans charged off(513)(26)(35,302)
Recoveries of loans previously charged off5948713,549
Balance, June 30, 2024$121,963$63,848$336,218

Modifications to Borrowers Experiencing Financial Difficulty

The Company periodically provides modifications to borrowers experiencing financial difficulty. These modifications include either payment deferrals, term extensions, interest rate reductions, principal forgiveness or combinations of modification types. The determination of whether the borrower is experiencing financial difficulty is made on the date of the modification. When principal forgiveness is provided, the amount of principal forgiveness is charged off against the allowance for credit losses with a corresponding reduction in the amortized cost basis of the loan.

The following table shows the amortized cost basis of the loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted during the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, 2025
(dollars in thousands)Payment DeferralTerm ExtensionCombination Payment Deferral and Rate ReductionCombination Payment Deferral and Term ExtensionCombination of Term Extension and Rate ReductionTotalPercentage of Total Class of Financial Receivable
Commercial and industrial$—$5,871$—$—$—$5,8710.2%
Real estate – commercial and farmland—700—329—1,029—%
Real estate – residential5482,199506—6153,8680.1%
Total$548$8,770$506$329$615$10,7680.1%
Six Months Ended June 30, 2025
(dollars in thousands)Payment DeferralTerm ExtensionCombination Payment Deferral and Rate ReductionCombination Payment Deferral and Term ExtensionCombination of Term Extension and Rate ReductionTotalPercentage of Total Class of Financial Receivable
Commercial and industrial$—$5,871$—$—$—$5,8710.2%
Real estate – commercial and farmland2,357700—9,690—12,7470.1%
Real estate – residential1,1113,533506—1,2986,4480.1%
Total$3,468$10,104$506$9,690$1,298$25,0660.1%
Three Months Ended June 30, 2024
(dollars in thousands)Payment DeferralTerm ExtensionInterest Rate ReductionCombination of Term Extension and Rate ReductionTotalPercentage of Total Class of Financial Receivable
Commercial and industrial$625$—$—$—$625—%
Real estate – residential—2,5675038083,8780.1%
Total$625$2,567$503$808$4,503—%
Six Months Ended June 30, 2024
(dollars in thousands)Payment DeferralTerm ExtensionInterest Rate ReductionCombination of Term Extension and Rate ReductionTotalPercentage of Total Class of Financial Receivable
Commercial and industrial$625$—$—$—$625—%
Real estate – residential—6,0935031,3417,9370.2%
Total$625$6,093$503$1,341$8,562—%

The Company had unfunded commitments to borrowers experiencing financial difficulty for which the Company has modified their loans of $2.0 million and $179,000 at June 30, 2025 and December 31, 2024, respectively.

The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty during the three and six months ended June 30, 2025 and 2024, respectively:

Loan TypeFinancial Effect
Payment Deferral
Real estate – residentialPayments were deferred for 8 months
Term Extension
Commercial and industrialMaturity dates were extended for a weighted average of 13 months
Real estate – commercial and farmlandMaturity dates were extended for a weighted average of 9 months
Real estate – residentialMaturity dates were extended for a weighted average of 95 months
Combination Payment Deferral and Term Extension
Real estate – commercial and farmlandMaturity dates were extended for a weighted average 9 months and payments were deferred for 9 months
Combination Term Extension and Rate Reduction
Real estate – residentialMaturity dates were extended for a weighted average 7 months and rate was reduced by a weighted average 1.50%
Combination Payment Deferral and Rate Reduction
Real estate – residentialPayments were deferred for 10 months and rate was reduced by a weighted average 0.43%
Loan TypeFinancial Effect
Payment Deferral
Real estate – commercial and farmlandPayments were deferred for a weighted average of 9 months
Real estate – residentialPayments were deferred for a weighted average of 9 months
Term Extension
Commercial and industrialMaturity dates were extended for a weighted average of 13 months
Real estate – commercial and farmlandMaturity dates were extended for a weighted average of 9 months
Real estate – residentialMaturity dates were extended for a weighted average of 90 months
Combination Payment Deferral and Term Extension
Real estate – commercial and farmlandMaturity dates were extended for a weighted average 3 months and payments were deferred for 12 months
Combination Term Extension and Rate Reduction
Real estate – residentialMaturity dates were extended for a weighted average 37 months and rate was reduced by a weighted average 0.68%
Combination Payment Deferral and Rate Reduction
Real estate – residentialPayments were deferred for 7 months and rate was reduced by a weighted average 1.50%
Loan TypeFinancial Effect
Interest Rate Reduction
Real estate – residentialRate was reduced by 1.625%
Payment Deferral
Commercial and industrialPayments were deferred for 16 months
Term Extension
Real estate – residentialMaturity dates were extended for a weighted average of 87 months
Combination Term Extension and Rate Reduction
Real estate – residentialMaturity dates were extended for a weighted average 97 months and rate was reduced by a weighted average 3.75%
Loan TypeFinancial Effect
Interest Rate Reduction
Real estate – residentialRate was reduced by 1.625%
Payment Deferral
Commercial and industrialPayments were deferred for 16 months
Term Extension
Real estate – residentialMaturity dates were extended for a weighted average of 81 months
Combination Term Extension and Rate Reduction
Real estate – residentialMaturity dates were extended for a weighted average 112 months and rate was reduced by a weighted average 2.86%

The Company monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the performance of loans that have been modified in the last 12 months:

(dollars in thousands)Current30-59Days Past Due60-89Days Past Due90 or More Days Past DueTotal
Commercial and industrial$6,426$—$—$—$6,426
Real estate – commercial and farmland13,332———13,332
Real estate – residential8,2473,1413,8312,88318,102
Total$28,005$3,141$3,831$2,883$37,860
(dollars in thousands)Current30-59Days Past Due60-89Days Past Due90 or More Days Past DueTotal
Commercial and industrial$3,667$—$—$—$3,667
Real estate – commercial and farmland3,462———3,462
Real estate – residential10,4631,7111,0361,25914,469
Total$17,592$1,711$1,036$1,259$21,598

The following table provides the amortized cost basis of financing receivables that had a payment default during the three months ended June 30, 2025 and were modified in the 12 months before default to borrowers experiencing financial difficulty.

(dollars in thousands)Interest Rate ReductionTerm ExtensionPayment DeferralCombination of Term Extension and Rate ReductionCombination Payment Deferral and Rate ReductionTotal
Real estate – residential$499$4,202$563$4,086$506$9,856
Total$499$4,202$563$4,086$506$9,856

The following table provides the amortized cost basis of financing receivables that had a payment default during the six months ended June 30, 2025 and were modified in the 12 months before default to borrowers experiencing financial difficulty.

(dollars in thousands)Interest Rate ReductionTerm ExtensionPayment DeferralCombination of Term Extension and Rate ReductionCombination Payment Deferral and Rate ReductionTotal
Real estate – residential$499$4,862$563$4,086$506$10,516
Total$499$4,862$563$4,086$506$10,516

The following table provides the amortized cost basis of financing receivables that had a payment default during three months ended June 30, 2024 and were modified in the 12 months before default to borrowers experiencing financial difficulty.

(dollars in thousands)Term ExtensionCombination of Term Extension and Rate ReductionTotal
Real estate – residential$3,337$456$3,793
Total$3,337$456$3,793

The following table provides the amortized cost basis of financing receivables that had a payment default during six months ended June 30, 2024 and were modified in the 12 months before default to borrowers experiencing financial difficulty.

(dollars in thousands)Term ExtensionCombination of Term Extension and Rate ReductionTotal
Real estate – residential$3,337$456$3,793
Total$3,337$456$3,793

NOTE 4 – OTHER BORROWINGS

Other borrowings consist of the following:

(dollars in thousands)June 30, 2025December 31, 2024
FHLB borrowings:
Fixed Rate Advance due January 21, 2025; fixed interest rate of 4.430%$—$50,000
Fixed Rate Advance due March 3, 2025; fixed interest rate of 1.208%—15,000
Fixed Rate Advance due July 21, 2025; fixed interest rate of 4.430%50,000—
Fixed Rate Advance due August 21, 2025; fixed interest rate of 4.440%50,000—
Fixed Rate Advance due September 22, 2025; fixed interest rate of 4.460%50,000—
Fixed Rate Advance due March 2, 2027; fixed interest rate of 1.445%15,00015,000
Fixed Rate Advance due March 4, 2030; fixed interest rate of 1.606%15,00015,000
Fixed Rate Advance due December 9, 2030; fixed interest rate of 4.550%1,3611,366
Fixed Rate Advance due December 9, 2030; fixed interest rate of 4.550%942946
Principal Reducing Advance due September 29, 2031; fixed interest rate of 3.095%911984
Subordinated notes payable:
Subordinated notes payable due May 31, 2030 net of unaccreted purchase accounting fair value adjustment of $592 and $653, respectively; fixed interest rate of 5.875% through May 31, 2025; variable interest rate thereafter at three-month SOFR plus 3.63%74,59274,653
Subordinated notes payable due October 1, 2030 net of unamortized debt issuance cost of $1,060 and $1,161, respectively; fixed interest rate of 3.875% through September 30, 2025; variable interest rate thereafter at three-month SOFR plus 3.753%108,940108,839
Other Debt:
Advance from correspondent bank due December 1, 2025; secured by a loan receivable; variable interest rate at one-month SOFR plus 2.65%9,95410,000
$376,700$291,788

The advances from the FHLB are collateralized by a blanket lien on all eligible first mortgage loans and other specific loans in addition to FHLB stock. At June 30, 2025, $3.36 billion was available for borrowing on lines with the FHLB.

As of June 30, 2025, the Bank maintained credit arrangements with various financial institutions to purchase federal funds up to $92.0 million.

The Bank also participates in the Federal Reserve discount window borrowings program. At June 30, 2025, the Bank had $2.77 billion of loans pledged at the Federal Reserve discount window and had $2.24 billion available for borrowing.

Subordinated Debt

In July 2025, the Company notified holders of its 5.875% Fixed-To-Floating Rate Subordinated Notes due 2030 that it would be redeeming the notes in full at the September 1, 2025 interest payment date. These notes, which currently total $74 million outstanding, bear interest at 8.22% and will be redeemed at par.

NOTE 5 – ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss for the Company consists of changes in net unrealized gains and losses on debt securities available-for-sale. The reclassification for gains (losses) on sale of securities included in net income is recorded in net gain on securities in the consolidated statement of income and comprehensive income.

The following table presents a summary of the accumulated other comprehensive loss balances, net of tax, for the periods indicated:

(dollars in thousands)AccumulatedOther ComprehensiveLoss
Three Months Ended June 30, 2025
Balance, March 31, 2025$(14,430)
Unrealized gain on debt securities available-for-sale, net of tax7,544
Balance, June 30, 2025$(6,886)
Three Months Ended June 30, 2024
Balance, March 31, 2024$(39,959)
Unrealized gain on debt securities available-for-sale, net of tax1,939
Balance, June 30, 2024$(38,020)
Six Months Ended June 30, 2025
Balance, December 31, 2024$(30,119)
Unrealized gain on debt securities available-for-sale, net of tax23,233
Balance, June 30, 2025$(6,886)
Six Months Ended June 30, 2024
Balance, December 31, 2023$(35,939)
Unrealized loss on debt securities available-for-sale, net of tax(2,081)
Balance, June 30, 2024$(38,020)

NOTE 6 – WEIGHTED AVERAGE SHARES OUTSTANDING

Earnings per share have been computed based on the following weighted average number of common shares outstanding:

Three Months EndedJune 30,Six Months EndedJune 30,
2025202420252024
Average common shares outstanding68,594,60868,824,15068,689,50668,818,618
Common share equivalents:
Nonvested restricted share grants83,36489,755109,053101,647
Performance stock units118,60599,929114,19189,745
Average common shares outstanding, assuming dilution68,796,57769,013,83468,912,75069,010,010

There were 76,250 anti-dilutive securities excluded from the computation of earnings per share for the three and six months ended June 30, 2025. There wereno anti-dilutive securities excluded from the computation of earnings per share for thethree and sixmonths ended June 30, 2024.

NOTE 7 – FAIR VALUE MEASURES

The fair value of an asset or liability is the current amount that would be exchanged between willing parties, other than in a forced liquidation. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various assets and liabilities. In cases where quoted market prices are not available, fair value is based on discounted cash flows or other valuation techniques. These techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the asset or liability. The accounting standard for disclosures about the fair value measures excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.

The Company's loans held for sale under the fair value option are comprised of the following:

(dollars in thousands)June 30, 2025December 31, 2024
Mortgage loans held for sale$544,091$528,599
Total loans held for sale$544,091$528,599

The Company has elected to record mortgage loans held for sale at fair value in order to eliminate the complexities and inherent difficulties of achieving hedge accounting and to better align reported results with the underlying economic changes in value of the loans and related hedge instruments. This election impacts the timing and recognition of origination fees and costs, as well as servicing value, which are now recognized in earnings at the time of origination. Interest income on mortgage loans held for sale is recorded on an accrual basis in the consolidated statements of income and comprehensive income under the heading interest income – interest and fees on loans. The servicing value is included in the fair value of the interest rate lock commitments (“IRLCs”) with borrowers. The mark to market adjustments related to mortgage loans held for sale and the associated economic hedges are captured in mortgage banking activities.

Net gains of $613,000 and $7.9 million resulting from changes in fair value of these mortgage loans were recorded in income during the three and six months ended June 30, 2025, respectively. Net gains of $2.8 million and $2.4 million resulting from changes in fair value of these mortgage loans were recorded in income during the three and six months ended June 30, 2024, respectively. Net losses of $3.6 million and $8.3 million resulting from changes in the fair value of the related derivative financial instruments used to hedge exposure to the market-related risks associated with these mortgage loans were recorded in income during the three and six months ended June 30, 2025, respectively. Net gains of $534,000 and $7.4 million resulting from changes in the fair value of the related derivative financial instruments were recorded in income during the three and six months ended June 30, 2024, respectively. The Company’s valuation of mortgage loans held for sale incorporates an assumption for credit risk; however, given the short-term period that the Company holds these loans, valuation adjustments attributable to instrument-specific credit risk is nominal.

The following table summarizes the difference between the fair value and the principal balance for mortgage loans held for sale measured at fair value as of June 30, 2025 and December 31, 2024:

(dollars in thousands)June 30, 2025December 31, 2024
Aggregate fair value of mortgage loans held for sale$544,091$528,599
Aggregate unpaid principal balance of mortgage loans held for sale532,672525,071
Past-due loans of 90 days or more774—
Nonaccrual loans774—
Unpaid principal balance of nonaccrual loans765—

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Securities available-for-sale, loans held for sale under the fair value option and derivative financial instruments are recorded at fair value on a recurring basis. From time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as collateral-dependent loans, loan servicing rights and OREO. Additionally, the Company is required to disclose, but not record, the fair value of other financial instruments.

The following table presents the fair value measurements of assets and liabilities measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall as of June 30, 2025 and December 31, 2024:

Recurring BasisFair Value Measurements
June 30, 2025
(dollars in thousands)Fair ValueLevel 1Level 2Level 3
Financial assets:
Debt securities available-for-sale:
U.S. Treasuries$707,813$707,813$—$—
U.S. government sponsored agencies997—997—
State, county and municipal securities21,667—21,667—
Corporate debt securities10,381—9,3311,050
SBA pool securities60,719—60,719—
Mortgage-backed securities1,069,721—1,069,721—
Loans held for sale544,091—544,091—
Derivative financial instruments6,094—6,094—
Mortgage banking derivative instruments6,205—6,205—
Total recurring assets at fair value$2,427,688$707,813$1,718,825$1,050
Financial liabilities:
Derivative financial instruments$6,338$—$6,338$—
Risk participation agreement26—26—
Mortgage banking derivative instruments7,235—7,235—
Total recurring liabilities at fair value$13,599$—$13,599$—
Recurring BasisFair Value Measurements
December 31, 2024
(dollars in thousands)Fair ValueLevel 1Level 2Level 3
Financial assets:
Debt securities available-for-sale:
U.S. Treasuries$796,464$796,464$—$—
U.S. government sponsored agencies994—994—
State, county and municipal securities24,740—24,740—
Corporate debt securities10,283—9,2631,020
SBA pool securities70,482—70,482—
Mortgage-backed securities768,297—768,297—
Loans held for sale528,599—528,599—
Derivative financial instruments8,717—8,717—
Mortgage banking derivative instruments7,299—7,299—
Total recurring assets at fair value$2,215,875$796,464$1,418,391$1,020
Financial liabilities:
Derivative financial instruments$8,718$—$8,718$—
Risk participation agreement13—13—
Total recurring liabilities at fair value$8,731$—$8,731$—

The following table presents the fair value measurements of assets measured at fair value on a non-recurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy as of June 30, 2025 and December 31, 2024:

Nonrecurring BasisFair Value Measurements
(dollars in thousands)Fair ValueLevel 1Level 2Level 3
Collateral-dependent loans$32,490$—$—$32,490
Other real estate owned1,017——1,017
Total nonrecurring assets at fair value$33,507$—$—$33,507
Collateral-dependent loans$45,697$—$—$45,697
Other real estate owned1,010——1,010
Total nonrecurring assets at fair value$46,707$—$—$46,707

The inputs used to determine estimated fair value of collateral-dependent loans include market conditions, loan term, underlying collateral characteristics and discount rates. The inputs used to determine fair value of OREO include market conditions, estimated marketing period or holding period, underlying collateral characteristics and discount rates.

For the six months ended June 30, 2025 and the year ended December 31, 2024, there were no changes in the methods and significant assumptions used to estimate fair value.

The following table shows significant unobservable inputs used in the fair value measurement of Level 3 assets:

(dollars in thousands) · Fair Value · ValuationTechnique · Unobservable Inputs · Range ofDiscounts · WeightedAverageDiscount
Recurring:
Debt securities available-for-sale$1,050Discounted cash flowsProbability of Default9.7%9.7%
Loss Given Default45%45%
Nonrecurring:
Collateral-dependent loans$32,490Third-party appraisals and discounted cash flowsCollateral discounts and discount rates15% - 50%26%
Other real estate owned$1,017Third-party appraisals and sales contractsCollateral discounts and estimated costs to sell15% - 33%25%
Recurring:
Debt securities available-for-sale$1,020Discounted cash flowsProbability of Default10.3%10.3%
Loss Given Default45%45%
Nonrecurring:
Collateral-dependent loans$45,697Third-party appraisals and discounted cash flowsCollateral discounts and discount rates15% - 60%30%
Other real estate owned$1,010Third-party appraisals and sales contractsCollateral discounts and estimated costs to sell15% - 44%27%

The carrying amount and estimated fair value of the Company’s financial instruments, not shown elsewhere in these financial statements, were as follows:

Fair Value Measurements
(dollars in thousands)CarryingAmountLevel 1Level 2Level 3Total
Financial assets:
Cash and due from banks$249,676$249,676$—$—$249,676
Interest-bearing deposits in banks920,594920,594——920,594
Debt securities held-to-maturity176,487—159,144—159,144
Loans, net20,667,440——20,315,13720,315,137
Financial liabilities:
Deposits21,932,675—21,928,032—21,928,032
Other borrowings376,700—379,646—379,646
Subordinated deferrable interest debentures133,306—142,254—142,254
Fair Value Measurements
(dollars in thousands)CarryingAmountLevel 1Level 2Level 3Total
Financial assets:
Cash and due from banks$244,980$244,980$—$—$244,980
Interest-bearing deposits in banks975,397975,397——975,397
Debt securities held-to-maturity164,677—144,028—144,028
Loans, net20,356,125——19,882,55319,882,553
Financial liabilities:
Deposits21,722,448—21,721,421—21,721,421
Other borrowings291,788—291,213—291,213
Subordinated deferrable interest debentures132,309—142,202—142,202

NOTE 8 – COMMITMENTS AND CONTINGENCIES

Loan Commitments

The Company is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. They involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amount recognized in the Company’s balance sheets.

The Company’s exposure to credit loss is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments. A summary of the Company’s commitments is as follows:

(dollars in thousands)June 30, 2025December 31, 2024
Commitments to extend credit$3,597,113$3,578,227
Unused home equity lines of credit431,575437,304
Financial standby letters of credit42,99639,507
Mortgage interest rate lock commitments286,706192,528

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. These commitments, predominantly at variable interest rates, generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. Collateral is required in instances which the Company deems necessary. The Company has not been required to perform on any material financial standby letters of credit and the Company has not incurred any losses on financial standby letters of credit for the six months ended June 30, 2025 and the year ended December 31, 2024.

The Company maintains an allowance for credit losses on unfunded commitments which is recorded in other liabilities on the consolidated balance sheets. The following table presents activity in the allowance for unfunded commitments for the periods presented:

Three Months Ended June 30,Six Months Ended June 30,
(dollars in thousands)2025202420252024
Balance at beginning of period$35,883$37,136$30,510$41,558
Provision for unfunded commitments(335)(6,570)5,038(10,992)
Balance at end of period$35,548$30,566$35,548$30,566

Other Commitments

As of June 30, 2025, letters of credit issued by the FHLB totaling $1.3 billion were used to guarantee the Bank’s performance related to a portion of its public fund deposit balances.

Litigation and Regulatory Contingencies

From time to time, the Company and the Bank are subject to various legal proceedings, claims and disputes that arise in the ordinary course of business. The Company and the Bank are also subject to regulatory examinations, information gathering requests, inquiries and investigations in the ordinary course of business. Based on the Company’s current knowledge and advice of counsel, management presently does not believe that the liabilities arising from these legal and regulatory matters will have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows. However, it is possible that the ultimate resolution of these legal and regulatory matters could have a material adverse effect on the Company’s results of operations and financial condition for any particular period.

The Company’s management and its legal counsel periodically assess contingent liabilities, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the nature of the guarantee would be disclosed.

On May 20, 2025, the United States District Court for the Middle District of Florida entered an order terminating the consent order previously entered into by the U.S. Department of Justice with the Bank in November 2023 and dismissing the related civil action with prejudice. The consent order resolved alleged violations by the Bank of fair lending laws in the Jacksonville, Florida metropolitan area. The Court’s recent order was entered in response to an unopposed motion submitted by the Department of Justice to terminate the consent order.

NOTE 9 – SEGMENT REPORTING

The Company has the following four reportable segments: Banking Division, Retail Mortgage Division, Warehouse Lending Division and Premium Finance Division. The Banking Division derives its revenues from the delivery of full-service financial services, including commercial loans, consumer loans and deposit accounts. The Retail Mortgage Division derives its revenues from the origination, sales and servicing of one-to-four family residential mortgage loans. The Warehouse Lending Division derives its revenues from the origination and servicing of warehouse lines to other businesses that are secured by underlying one-to-four family residential mortgage loans or mortgage servicing rights. The Premium Finance Division derives its revenues from the origination and servicing of commercial insurance premium finance loans.

The Banking, Retail Mortgage, Warehouse Lending and Premium Finance Divisions are managed as separate business units because of the different products and services they provide. The Company evaluates performance and allocates resources based on profit or loss from operations. There are no material intersegment sales or transfers.

The chief operating decision maker (CODM) within the Company is the Chief Executive Officer, who also serves as a member of the Board of Directors and as Chair of the Executive Committee of the Board. The CODM regularly receives a package of period-end reports and works with management in making necessary operating decisions, including the allocation of resources among the Company's segments. This includes evaluation of performance as measured by net income for each segment. Each segment that is reported has strategic planning, budgeting, and forecasting sessions at least annually with the CODM through executive management.

The following tables present selected financial information with respect to the Company’s reportable business segments for the three and six months ended June 30, 2025 and 2024:

Three Months EndedJune 30, 2025
(dollars in thousands)BankingDivisionRetailMortgageDivisionWarehouseLendingDivisionPremium Finance DivisionTotal
Interest income$239,211$61,356$18,174$28,897$347,638
Interest expense47,71039,32511,08317,707115,825
Net interest income191,50122,0317,09111,190231,813
Provision for credit losses6771,0103697162,772
Noninterest income29,27537,7261,8931768,911
Noninterest expense
Salaries and employee benefits62,00124,3586182,33189,308
Occupancy and equipment10,54781173611,401
Data processing and communications expenses13,8251,391599115,366
Other expenses(1)25,47812,496961,11539,185
Total noninterest expense111,85139,0567803,573155,260
Income before income tax expense108,24819,6917,8356,918142,692
Income tax expense25,6674,1351,6461,41032,858
Net income$82,581$15,556$6,189$5,508$109,834
Total assets$19,143,429$4,723,883$1,114,158$1,698,683$26,680,153
Goodwill951,148——64,4981,015,646
Other intangible assets, net60,952——1,63062,582
Three Months EndedJune 30, 2024
(dollars in thousands)BankingDivisionRetailMortgageDivisionWarehouseLendingDivisionPremium Finance DivisionTotal
Interest income$243,857$59,001$19,380$25,085$347,323
Interest expense70,32035,25913,08816,735135,402
Net interest income173,53723,7426,2928,350211,921
Provision for credit losses20,888(2,882)35940818,773
Noninterest income37,52750,1451,0281188,711
Noninterest expense
Salaries and employee benefits59,92325,2541,1241,90088,201
Occupancy and equipment11,4741,00877012,559
Data processing and communications expenses13,7561,2765910215,193
Other expenses(1)24,61413,3972981,09539,404
Total noninterest expense109,76740,9351,4883,167155,357
Income before income tax expense80,40935,8345,4734,786126,502
Income tax expense26,0907,5251,14995335,717
Net income$54,319$28,309$4,324$3,833$90,785
Total assets$18,933,072$5,100,837$1,089,263$1,397,556$26,520,728
Goodwill951,148——64,4981,015,646
Other intangible assets, net74,605——4,51579,120

(1) Other expenses for each reportable segment include credit resolution-related expenses, advertising and marketing expenses, amortization of intangible assets, and loan servicing expenses.

Six Months EndedJune 30, 2025
(dollars in thousands)BankingDivisionRetailMortgageDivisionWarehouseLendingDivisionPremium Finance DivisionTotal
Interest income$472,530$119,288$33,374$56,224$681,416
Interest expense96,81675,41320,38135,154227,764
Net interest income375,71443,87512,99321,070453,652
Provision for credit losses17,0976,2011941,17224,664
Noninterest income57,99972,4552,44733132,934
Noninterest expense
Salaries and employee benefits124,71745,3531,1704,683175,923
Occupancy and equipment20,3511,640147322,078
Data processing and communications expenses27,2162,6889722030,221
Other expenses(1)51,16324,4593662,08478,072
Total noninterest expense223,44774,1401,6477,060306,294
Income before income tax expense193,16935,98913,59912,871255,628
Income tax expense44,8217,5582,8562,62457,859
Net income$148,348$28,431$10,743$10,247$197,769
Six Months EndedJune 30, 2024
(dollars in thousands)BankingDivisionRetailMortgageDivisionWarehouseLendingDivisionPremium Finance DivisionTotal
Interest income$478,979$114,100$35,863$47,833$676,775
Interest expense140,97467,07123,54331,878263,466
Net interest income338,00547,02912,32015,955413,309
Provision for credit losses40,015(550)504(91)39,878
Noninterest income63,89088,9101,76821154,589
Noninterest expense
Salaries and employee benefits118,83946,3272,0123,953171,131
Occupancy and equipment23,2272,0571414625,444
Data processing and communications expenses26,9402,6428418129,847
Other expenses(1)49,06125,9275352,12377,646
Total noninterest expense218,06776,9532,6456,403304,068
Income before income tax expense143,81359,53610,9399,664223,952
Income tax expense42,11812,5032,2971,93758,855
Net income$101,695$47,033$8,642$7,727$165,097

(1) Other expenses for each reportable segment include credit resolution-related expenses, advertising and marketing expenses, amortization of intangible assets, and loan servicing expenses.

NOTE 10 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Mortgage Banking Derivatives

The Company maintains a risk management program to manage interest rate risk and pricing risk associated with its mortgage lending activities. This program includes the use of forward contracts and other derivatives that are used to offset changes in value of the mortgage inventory due to changes in market interest rates. Forward contracts to sell primarily fixed-rate mortgage loans are entered into to reduce the exposure to market risk arising from potential changes in interest rates, which could affect the fair value of mortgage loans held for sale and outstanding interest rate lock commitments, which guarantee a certain interest rate if the loan is ultimately funded or granted by the Company as a mortgage loan held for sale. The commitments to sell mortgage loans are at fixed prices and are scheduled to settle at specified dates.

The Company enters into interest rate lock commitments for residential mortgage loans which commits it to lend funds to a potential borrower at a specific interest rate and within a specified period of time. Interest rate lock commitments that relate to the origination of mortgage loans that, if originated, will be held for sale, are considered derivative financial instruments under applicable accounting guidance. Outstanding interest rate lock commitments expose the Company to the risk that the price of the mortgage loans underlying the commitments may decline due to increases in mortgage interest rates from inception of the rate lock to the funding of the loan and the eventual commitment for sale into the secondary market.

These mortgage banking derivatives are carried at fair value and are not designated in hedge relationships. Fair values are estimated based on changes in mortgage interest rates from the date of the commitments. Changes in the fair values of these mortgage banking derivatives are included as a component of mortgage banking activity in the consolidated statements of income and comprehensive income.

Customer Related Derivative Positions

The Company enters into interest rate derivative contracts to facilitate the risk management strategies of certain clients. The Company mitigates this risk largely by entering into equal and offsetting interest rate derivative agreements with highly rated counterparties. The interest rate contracts are free-standing derivatives and are recorded at fair value on the Company's consolidated balance sheets. The credit risk to these clients is evaluated and included in the calculation of fair value. Fair value changes including credit-related adjustments are recorded as a component of other noninterest income.

Risk Participation Agreement

The Company has entered into a risk participation agreement swap, that is associated with a loan participation, where the Company is not the counterparty to the interest rate swap that is associated with the risk participation sold. The interest rate swap mark to market only impacts the Company if the swap is in a liability position to the counterparty and the customer defaults on payments to the counterparty.

The following table reflects the notional amount and fair value of derivative instruments not designated as hedging instruments included in the consolidated balance sheets as of June 30, 2025 and December 31, 2024.

June 30, 2025 · December 31, 2024
Fair ValueFair Value
(dollars in thousands)Notional AmountDerivative Assets(1)Derivative Liabilities(2)Notional AmountDerivative Assets(1)Derivative Liabilities(2)
Interest rate contracts(3)$941,574$6,094$6,338$901,597$8,717$8,718
Risk participation agreement26,163—2626,163—13
Mortgage derivatives - interest rate lock commitments286,7066,205—192,5281,504—
Mortgage derivatives - forward contracts related to mortgage loans held for sale1,103,178—7,2351,153,7175,795—

(1)Derivative assets are included inother assets on the consolidated balance sheets.

(2)Derivative liabilities are included inother liabilities on the consolidated balance sheets.

(3)Includes interest rate contracts for client derivatives and offsetting positions.

The net gains (losses) relating to changes in fair value from derivative instruments not designated as hedging instruments are summarized below for the three and six months ended June 30, 2025 and 2024.

Three Months Ended June 30, · Six Months Ended June 30,
(dollars in thousands)Location2025202420252024
Interest rate contracts(1)Other noninterest income$(109)$44$(243)$187
Risk participation agreementOther noninterest income(4)8(13)41
Interest rate lock commitmentsMortgage banking activity789(948)4,7011,168
Forward contracts related to mortgage loans held for saleMortgage banking activity(4,368)1,482(13,030)6,242

(1)Gain (loss) represents net fair value adjustments (including credit related adjustments) for client derivatives and offsetting positions.

NOTE 11 – LOAN SERVICING RIGHTS

The Company sells certain residential mortgage loans and SBA loans to third parties. All such transfers are accounted for as sales and the continuing involvement in the loans sold is limited to certain servicing responsibilities. The Company has also acquired servicing portfolios of residential mortgage and SBA loans. Loan servicing rights are initially recorded at fair value and subsequently recorded at the lower of cost or fair value, and are amortized over the remaining service life of the loans, with consideration given to prepayment assumptions. Loan servicing rights are recorded in other assets on the consolidated balance sheets.

The carrying value of the loan servicing rights assets is shown in the table below:

(dollars in thousands)June 30, 2025December 31, 2024
Loan Servicing Rights
Residential mortgage$126,022$112,514
SBA2,7862,926
Total loan servicing rights$128,808$115,440

Residential Mortgage Loans

The Company sells certain first-lien residential mortgage loans to third party investors, primarily the Federal National Mortgage Association (“FNMA”), the Government National Mortgage Association (“GNMA”) and the Federal Home Loan Mortgage Corporation (“FHLMC”). For a portion of these loans, the Company retains the related mortgage servicing rights (“MSRs”) and receives servicing fees. The net gain on loan sales, MSRs amortization and recoveries/impairment, and ongoing servicing fees on the portfolio of loans serviced for others are recorded in the consolidated statements of income and comprehensive income as part of mortgage banking activity.

During the three and six months ended June 30, 2025, the Company recorded servicing fee income of $12.7 million and $25.2 million, respectively. During the three and six months ended June 30, 2024, the Company recorded servicing fee income of $17.5 million and $34.7 million, respectively. Servicing fee income includes servicing fees, late fees and ancillary fees earned for each period.

The table below is an analysis of the activity in the Company’s MSRs and valuation allowance:

(dollars in thousands)Three Months Ended June 30,Six Months Ended June 30,
Residential mortgage servicing rights2025202420252024
Beginning carrying value, net$116,584$171,968$112,514$171,915
Additions12,7917,42120,10812,877
Amortization(3,353)(5,264)(6,600)(10,667)
Disposals—(28,819)—(28,819)
Ending carrying value, net$126,022$145,306$126,022$145,306

The key metrics and the sensitivity of the fair value to adverse changes in model inputs and/or assumptions are summarized below:

(dollars in thousands)June 30, 2025December 31, 2024
Residential mortgage servicing rights
Unpaid principal balance of loans serviced for others$9,784,564$8,856,724
Composition of residential loans serviced for others:
FHLMC25.48%24.51%
FNMA66.04%68.42%
GNMA8.48%7.07%
Total100.00%100.00%
Weighted average term (months)354353
Weighted average age (months)3433
Modeled prepayment speed8.10%7.37%
Decline in fair value due to a 10% adverse change$(5,151)$(2,474)
Decline in fair value due to a 20% adverse change$(10,119)$(5,227)
Weighted average discount rate9.31%10.79%
Decline in fair value due to a 10% adverse change$(6,210)$(3,283)
Decline in fair value due to a 20% adverse change$(12,197)$(7,379)

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. As indicated, changes in fair value based on adverse changes in model inputs and/or assumptions generally cannot be extrapolated because the relationship of a change in input or assumption to the change in fair value may not be linear. In addition, the effect of an adverse variation in a particular input or assumption on the value of the residential mortgage servicing rights is calculated without changing any other input or assumption. In reality, a change in another factor may magnify or counteract the effect of the change in the first.

SBA Loans

All sales of SBA loans, consisting of the guaranteed portion, are executed on a servicing retained basis. These loans, which are partially guaranteed by the SBA, are generally secured by business property such as real estate, inventory, equipment and accounts receivable. The net gain on SBA loan sales, amortization and impairment/recoveries of servicing rights, and ongoing servicing fees are recorded in the consolidated statements of income and comprehensive income as part of other noninterest income.

During the three and six months ended June 30, 2025, the Company recorded servicing fee income of $530,000 and $989,000, respectively. During the three and six months ended June 30, 2024, the Company recorded servicing fee income of $570,000 and $1.2 million, respectively. Servicing fee income includes servicing fees, late fees and ancillary fees earned for each period.

The table below is an analysis of the activity in the Company’s SBA loan servicing rights and valuation allowance:

(dollars in thousands)Three Months Ended June 30,Six Months Ended June 30,
SBA servicing rights2025202420252024
Beginning carrying value, net$2,927$2,301$2,926$2,737
Additions1295728676
Amortization(270)(202)(426)(657)
Ending carrying value, net$2,786$2,156$2,786$2,156
(dollars in thousands)June 30, 2025December 31, 2024
SBA servicing rights
Unpaid principal balance of loans serviced for others$230,405$235,793
Weighted average life (in years)3.343.18
Modeled prepayment speed17.26%18.95%
Decline in fair value due to a 10% adverse change$(146)$(192)
Decline in fair value due to a 20% adverse change$(280)$(366)
Weighted average discount rate14.09%11.27%
Decline in fair value due to a 100 basis point adverse change$(73)$(97)
Decline in fair value due to a 200 basis point adverse change$(143)$(190)

The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. As indicated, changes in fair value based on adverse changes in model inputs and/or assumptions generally cannot be extrapolated because the relationship of a change in input or assumption to the change in fair value may not be linear. In addition, the effect of an adverse variation in a particular input or assumption on the value of the SBA servicing rights is calculated without changing any other input or assumption. In reality, a change in another factor may magnify or counteract the effect of the change in the first.

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