COLONY BANKCORP INC
For the period ended Dec 31, 2023. Filed Mar 14, 2024.
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FY2023 · Filed Mar 14, 2024
CBAN$20.31-1.3%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
(a)The following documents are filed as part of this report:
| (1) | The consolidated financial statements of Colony Bankcorp, Inc. and subsidiaries are filed as part of this report. |
| Report of Independent Registered Accounting Firm | |
| Consolidated Balance Sheets - December 31, 2023 and 2022 | |
| Consolidated Statements of Income – Years ended December 31, 2023 and 2022 | |
| Consolidated Statements of Comprehensive Income (Loss) – Years ended December 31, 2023 and 2022 | |
| Consolidated Statements of Changes in |Stockholders’ Equity– Years ended December 31, 2023 and 2022 | |
| Consolidated Statements of Cash Flows –Years ended December 31, 2023 and 2022 | |
| Notes to Consolidated Financial Statements | |
| (2) | Financial Statements Schedules: |
| All schedules are omitted as the required information is inapplicable or the information is presented in the financial statements or the related notes. | |
| (3) | A list of the exhibits required by Item 601 of Regulation S-K to be filed as a part of this report is shown on the “Exhibit Index” filed herewith. |
Exhibit Index
| 2.1 | Agreement and Plan of Merger by and between Colony Bankcorp, Inc. and SouthCrest Financial Group, Inc., dated as of April 22, 2021 |
| -filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K (File No. 0-12436), filed with the Commission on April 22, 2021 and incorporated herein by reference. | |
| 3.1 | Articles of Incorporation, as amended |
| -filed as Exhibit99.1 to the Registrant's Quarterly Report on Form 10-Q (File No. 0-12436), filed with the Commission on August 4, 2014 and incorporated herein by reference. | |
| 3.2 | Articles of Amendment to Articles of Incorporation, as amended |
| -filed as Exhibit 3.2 to the Registrant's Quarterly Report on Form 10-Q (File No. 0-12436), filed with the Commission on August 12, 2022 and incorporated herein by reference. | |
| 3.3 | Amended and Restated Bylaws |
| -filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 0-12436), filed with the Commission on September 18, 2020 and incorporated herein by reference. | |
| 4.1 | Description of Securities |
| 4.2 | Form of 5.25% Fixed to Floating Rate Subordinated Note due 2032 |
| -filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 0-12436), filed with the Commission on May 23, 2022 and incorporated herein by reference. | |
| 10.1 | Deferred Compensation Plan and Sample Director Agreement† |
| -filed as Exhibit 10(a) to the Registrant's Registration Statement on Form 10 (File No. 0-18486), filed with the Commission on April 25, 1990 and incorporated herein by reference. | |
| 10.2 | Profit-Sharing Plan Dated January 1, 1979† |
| -filed as Exhibit 10(b) to the Registrant's Registration Statement on Form 10 (File No. 0-18486), filed with the Commission on April 25, 1990 and incorporated herein by reference. |
| 10.3 | 1999 Restricted Stock Grant Plan and Restricted Stock Grant Agreement† |
| -filed as Exhibit 10.C to the Registrant's Annual Report on Form 10-K405 (File 000-12436), filed with the Commission on March 30, 2001 and incorporated herein by reference. | |
| 10.4 | 2004 Restricted Stock Grant Plan and Restricted Stock Grant Agreement† |
| -filed as Exhibit C to the Registrant's Definitive Proxy Statement for Annual Meeting of Stockholders held on April 27, 2004, filed with the Commission on March 3, 2004 (File No. 000-12436) and incorporated herein by reference. | |
| 10.5 | Restricted Stock Award Between T. Heath Fountain and Colony Bankcorp, Inc.† |
| -filed as Exhibit 10.1 to the Registrant’s Registration Statement on Form S-8 (File No. 333-226984), filed with the Commission on August 23, 2018 and incorporated herein by reference. | |
| 10.6 | Employment Agreement, Dated July 30, 2021, Between T. Heath Fountain and Colony Bankcorp, Inc.† |
| -filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No. 000-12436), filed with the Commission on August 2, 2021 and incorporated herein by reference. | |
| 10.7 | Retention Agreement, Dated January 15, 2019, Between Colony Bank and Kimberly C. Dockery† |
| -filed as Exhibit 99.2 to the Registrant’s Current Report on Form 8-K (File No. 000-12436), filed with the Commission on January 17, 2019 and incorporated herein by reference. | |
| 10.8 | Separation and Release Agreement, Dated January 25, 2023, Between Colony Bank and Andrew Borrmann† |
| -filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No. 000-12436), filed with the Commission on January 26, 2023 and incorporated herein by reference. | |
| 10.9 | Employment Agreement, dated as of September 9, 2022, between Colony Bankcorp, Inc. and Max Edward Hoyle† |
| -filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-12436), filed with the Commission on November 10, 2022 and incorporated herein by reference. | |
| 10.10 | Employment Agreement, dated as of September 9, 2022, between Colony Bankcorp, Inc. and R. Dallis Copeland, Jr.† |
| -filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-12436), filed with the Commission on November 10, 2022 and incorporated herein by reference. | |
| 10.11 | Form of Note Purchase Agreement, dated as of May 20, 2022, by and among Colony Bankcorp, Inc. and the purchasers named therein. |
| - filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 0-12436), filed with the Commission on May 23, 2022 and incorporated herein by reference. | |
| 10.12 | Employment Agreement dated as of January 24, 2024 between Colony Bankcorp, Inc. and Derek Shelnutt† |
| 21 | Subsidiaries of the Company |
| 23.1 | Consent of Mauldin & Jenkins, LLC |
| 31.1 | Certificate of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2 | Certificate of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1 | Certificate of the Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97 | Colony Bankcorp, Inc. Compensation Recovery Policy |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Schema Document |
| 101.CAL | XBRL Calculation Linkbase Document |
| 101.DEF | XBRL Definition Linkbase Document |
| 101.PRE | XBRL Label Linkbase Document |
| 101.LAB | XBRL Presentation Linkbase Document |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and included in Exhibit 101) |
† Represents a management contract or a compensatory plan or arrangement.
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