COLONY BANKCORP INC
For the period ended Dec 31, 2025. Filed Mar 13, 2026.
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FY2025 · Filed Mar 13, 2026
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Item 8. Financial Statements and Supplementary Data
Financial Statements and Supplemental Data
MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
The management of Colony Bankcorp, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) promulgated under the Securities Exchange Act of 1934 as a process designed by, or under the supervision of, the company’s principal executive and principal financial officers and affected by the company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Management has assessed the effectiveness of the internal control over financial reporting as of December 31, 2025. In making this assessment, we used the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Management also conducted an assessment of requirements pertaining to Section 112 of the Federal Deposit Insurance Corporation Improvement Act. This section relates to management’s evaluation of internal control over financial reporting, including controls over the preparation of financial statements in accordance with the instructions to the Consolidated Financial Statements for Bank Holding Companies (Form FR Y-9C) and in compliance with laws and regulations. Our evaluation included a review of the documentation of controls, evaluations of the design of the internal control system and tests of the effectiveness of internal controls.
We have excluded TC Bancshares, Inc. and its wholly owned subsidiary, TC Federal Bank from our assessment of internal control over financial reporting as of December 31, 2025, because it was acquired by the Company in a purchase business combination during the fourth quarter of 2025.
Based on our assessment, management concluded that as of December 31, 2025, Colony Bankcorp, Inc.’s internal control over financial reporting is effective based on those criteria.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2025 has been audited by Mauldin and Jenkins, LLC, an independent registered public accounting firm, as stated in their report which appears herein.
/s/ T. Heath Fountain
T. Heath FountainChief Executive Officer and Director
/s/ Derek Shelnutt
Derek Shelnutt
Executive Vice President and Chief Financial Officer
To the Board of Directors and Stockholders
Colony Bankcorp, Inc. and Subsidiaries
Fitzgerald, Georgia
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Colony Bankcorp, Inc. and Subsidiaries (the Company) as of December 31, 2025 and 2024 and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated March 13, 2026, expressed an unqualified opinion.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the Audit Committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved especially challenging, subjective, or complex judgements. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Allowance for credit losses
Description of the Matter
As described in Note 5 to the Company’s consolidated financial statements, the Company has a gross loan portfolio of $2.38 billion and related allowance for credit losses (ACL) of $23.01 million as of December 31, 2025. As described by the Company in Note 1, the Company computes quantitative and qualitative components for the allowance for credit losses. The quantitative component is evaluated on a collective (pool) basis, segregated by class of loans (the quantitative collective ACL). The Company estimated the quantitative collective ACL utilizing a discounted cash flow (DCF) methodology applied to their loan pools segregated by similar risk characteristics. The Company’s DCF methodology generates cash flow projections at the loan level wherein payment expectations are adjusted for estimated prepayment speeds, curtailments, time to recovery, probability of default (PD), and loss given default (LGD).
We identified the Company’s estimate of the ACL as a critical audit matter. The principal considerations for our determination of the ACL as a critical audit matter related to the subjective and complex auditor judgment involved in the assessment of the quantitative collective ACL due to significant measurement uncertainty and the high degree of subjectivity in the Company’s judgments in determining the qualitative factors. Auditing these complex judgments and assumptions by the Company involves especially challenging auditor judgment due to the nature and extent of audit evidence and effort required to address these matters, including the extent of specialized skill or knowledge needed.
The primary procedures we performed to address this critical audit matter included the following:
We evaluated the Company’s ACL methodology for compliance with U.S. generally accepted accounting principles.
We tested the design and operating effectiveness of controls relating to the Company’s determination of the ACL, including controls over development of the quantitative and qualitative factors, reliability and accuracy of data used to calculate and estimate the various components of the ACL and managements validation procedures over the model.
We evaluated the relevance, and the reasonableness of assumptions related to evaluation of the loan portfolio, current and forecasted economic conditions, and other risk factors used in development of the qualitative factors.
We tested data used by the Company in developing the qualitative factors by comparing these data points to internally developed and externally reliable sources.
We assessed the overall trends in credit quality by comparing the overall ACL to those recorded by the Company’s peer institutions.
We reviewed subsequent events and transactions and considered whether they corroborated or contradicted the Company’s conclusion.
We have served as the Company’s auditor since 2021.
/s/ Mauldin & Jenkins, LLC
Albany, Georgia
March 13, 2026
To the Board of Directors and Stockholders
Colony Bankcorp, Inc. and Subsidiaries
Fitzgerald, Georgia
Opinion on Internal Control over Financial Reporting
We have audited Colony Bankcorp, Inc. and Subsidiaries (the Company) internal control over financial reporting, as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013)issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the criteria established in Internal Control – Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of Colony Bankcorp, Inc. and Subsidiaries (the “Company”) as of December 31, 2025 and 2024 and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements (collectively, the financial statements) and our report dated March 13, 2026 expressed an unqualified opinion.
As described in Management's Report on Internal Control over Financial Reporting, management has excluded TC Bancshares, Inc. and its wholly owned subsidiary, TC Federal Bank from its assessment of internal control over financial reporting as of December 31, 2025, because it was acquired by the Company in a purchase business combination during the fourth quarter of 2025. We have also excluded TC Bancshares, Inc. and its wholly owned subsidiary, TC Federal Bank from our audit of internal control over financial reporting. TC Federal Bank was merged with and into the Company’s wholly owned subsidiary, Colony Bank as of and for the year ended December 31, 2025.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Mauldin & Jenkins, LLC
Albany, Georgia
March 13, 2026
DECEMBER 31
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Assets | ||
| Cash and due from banks | $27,307 | $26,045 |
| Interest-bearing deposits in banks and federal funds sold | 230,333 | 204,989 |
| Cash and cash equivalents | 257,640 | 231,034 |
| Investment securities available-for-sale, at fair value (amortized cost $412,395 and $409,380, respectively) | 383,817 | 366,049 |
| Investment securities held-to-maturity, at amortized cost (fair value $354,290 and $383,020, respectively) | 386,618 | 430,077 |
| Other investments | 19,176 | 17,694 |
| Loans held for sale | 78,990 | 39,786 |
| Loans, net of unearned income | 2,381,224 | 1,842,980 |
| Allowance for credit losses | (23,014) | (18,980) |
| Loans, net | 2,358,210 | 1,824,000 |
| Premises and equipment | 37,045 | 37,831 |
| Other real estate owned | 1,048 | 202 |
| Goodwill | 63,873 | 48,923 |
| Other intangible assets | 7,851 | 2,975 |
| Bank-owned life insurance | 68,457 | 57,970 |
| Deferred income taxes, net | 19,582 | 21,891 |
| Other assets | 53,094 | 31,350 |
| Total assets | $3,735,401 | $3,109,782 |
| Liabilities and stockholders’ equity | ||
| Liabilities: | ||
| Deposits | ||
| Noninterest-bearing | $526,803 | $462,283 |
| Interest-bearing | 2,540,718 | 2,105,660 |
| Total deposits | 3,067,521 | 2,567,943 |
| Federal Home Loan Bank advances | 194,972 | 185,000 |
| Other borrowed money | 63,132 | 63,039 |
| Other liabilities | 33,856 | 15,125 |
| Total liabilities | 3,359,481 | 2,831,107 |
| Commitments and Contingencies (Note 15) | ||
| Stockholders’ equity: | ||
| Preferred stock, no par value; 10,000,000 shares authorized, none issued or outstanding as of December 31, 2025 and 2024, respectively | — | — |
| Common stock, par value $1.00 per share; 50,000,000 shares authorized, 21,251,695 and 17,519,884 shares issued and outstanding as of December 31, 2025 and 2024, respectively | 21,252 | 17,520 |
| Paid-in capital | 228,577 | 168,353 |
| Retained earnings | 160,584 | 140,369 |
| Accumulated other comprehensive loss, net of tax | (34,493) | (47,567) |
| Total stockholders’ equity | 375,920 | 278,675 |
| Total liabilities and stockholders’ equity | $3,735,401 | $3,109,782 |
| (dollars in thousands, except per share data) | 2025 | 2024 |
|---|---|---|
| Interest income | ||
| Loans, including fees | $124,333 | $111,675 |
| Investment securities | 19,436 | 20,974 |
| Deposits with other banks and short term investments | 6,183 | 4,592 |
| Total interest income | 149,952 | 137,241 |
| Interest expense | ||
| Deposits | 46,710 | 50,007 |
| Federal Home Loan Bank advances | 7,618 | 7,211 |
| Other borrowings | 3,723 | 3,947 |
| Total interest expense | 58,051 | 61,165 |
| Net interest income | 91,901 | 76,076 |
| Provision for credit losses | 4,500 | 3,050 |
| Net interest income after provision for credit losses | 87,401 | 73,026 |
| Noninterest income | ||
| Service charges on deposits | 9,695 | 9,365 |
| Mortgage fee income | 7,535 | 6,048 |
| Gain on sales of SBA loans | 5,372 | 9,242 |
| Loss on sales of securities | (1,039) | (1,835) |
| Interchange fees | 8,438 | 8,299 |
| BOLI income | 1,792 | 1,725 |
| Insurance commissions | 2,864 | 1,789 |
| Other | 5,623 | 4,742 |
| Total noninterest income | 40,280 | 39,375 |
| Noninterest expense | ||
| Salaries and employee benefits | 52,417 | 49,767 |
| Occupancy and equipment | 6,753 | 6,149 |
| Acquisition related expenses | 2,063 | — |
| Information technology expense | 10,652 | 8,978 |
| Professional fees | 3,507 | 2,825 |
| Advertising and public relations | 4,279 | 4,009 |
| Communications | 805 | 865 |
| Other | 12,070 | 10,241 |
| Total noninterest expense | 92,546 | 82,834 |
| Income before income taxes | 35,135 | 29,567 |
| Income taxes | 6,882 | 5,699 |
| Net income | $28,253 | $23,868 |
| Net income per share of common stock: | ||
| Basic | $1.59 | $1.36 |
| Diluted | $1.59 | $1.36 |
| Cash dividends declared per share of common stock | $0.46 | $0.45 |
| Weighted average shares outstanding, basic | 17,789,688 | 17,557,743 |
| Weighted average shares outstanding, diluted | 17,789,688 | 17,557,743 |
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Net income | $28,253 | $23,868 |
| Other comprehensive income: | ||
| Net unrealized gains on investment securities arising during the period | 12,892 | 3,296 |
| Tax effect | (3,283) | (840) |
| Reclassification adjustment for amortization of unrealized holding losses from the transfer of securities from available-for-sale to held-to-maturity | 4,265 | 5,041 |
| Tax effect | (1,086) | (1,284) |
| Realized losses on sales of securities included in net income | 1,039 | 1,835 |
| Tax effect | (265) | (467) |
| Change in defined benefit pension plan | (69) | — |
| Tax effect | 24 | — |
| Unrealized gains (losses) on derivative instruments designated as cash flow hedges | (342) | 1,364 |
| Tax effect | 87 | (347) |
| Realized gains on derivative instruments recognized in net income | (252) | (700) |
| Tax effect | 64 | 178 |
| Total other comprehensive income | 13,074 | 8,076 |
| Comprehensive income | $41,327 | $31,944 |
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2025 and 2024
| (dollars in thousands) · Preferred Stock · Common Stock · Paid-incapital · Retainedearnings · Accumulatedothercomprehensiveincome (loss) · Total | ||||||||
|---|---|---|---|---|---|---|---|---|
| Shares · Amount · Shares · Amount | ||||||||
| Balance, December 31, 2023 | — | $— | 17,564,182 | $17,564 | $168,614 | $124,400 | $(55,643) | 254,935 |
| Other comprehensive income | — | — | — | — | — | — | 8,076 | 8,076 |
| Dividends on common shares ($0.46 per share) | — | — | — | — | — | (7,899) | — | (7,899) |
| Issuance of restricted stock, net of forfeitures | — | — | 69,597 | 70 | (70) | — | — | — |
| Tax withholding related to vesting of restricted stock | — | — | (23,895) | (24) | (272) | — | — | (296) |
| Repurchase and retirement of shares | — | — | (90,000) | (90) | (1,215) | — | — | (1,305) |
| Stock-based compensation expense, net | — | — | — | — | 1,296 | — | — | 1,296 |
| Net income | — | — | — | — | — | 23,868 | — | 23,868 |
| Balance, December 31, 2024 | — | $— | 17,519,884 | $17,520 | $168,353 | $140,369 | $(47,567) | 278,675 |
| Other comprehensive income | — | — | — | — | — | — | 13,074 | 13,074 |
| Dividends on common shares ($0.45 per share) | — | — | — | — | — | (8,038) | — | (8,038) |
| Issuance of common stock | — | — | 3,839,613 | 3,840 | 62,010 | — | — | 65,850 |
| Issuance of restricted stock, net of forfeitures | — | — | 57,997 | 58 | (58) | — | — | — |
| Tax withholding related to vesting of restricted stock | — | — | (18,502) | (19) | (292) | — | — | (311) |
| Repurchase and retirement of shares | — | — | (147,297) | (147) | (2,221) | — | — | (2,368) |
| Stock-based compensation expense, net | — | — | — | — | 785 | — | — | 785 |
| Net income | — | — | — | — | — | 28,253 | — | 28,253 |
| Balance, December 31, 2025 | — | $— | 21,251,695 | $21,252 | $228,577 | $160,584 | $(34,493) | $375,920 |
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net income | $28,253 | $23,868 |
| Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
| Provision for credit losses | 4,500 | 3,050 |
| Depreciation, amortization and accretion | 7,723 | 8,130 |
| Stock-based compensation expense | 785 | 1,296 |
| Loss on sales of securities | 1,039 | 1,835 |
| Net change in servicing asset | (192) | (1,456) |
| Loss (gain) on sales of other real estate owned and repossessions | 134 | (169) |
| Loss on sales of premises & equipment | — | 5 |
| Writedown of bank building | — | 197 |
| Change in bank owned life insurance | (1,792) | (1,725) |
| Equity method investment loss | (299) | (270) |
| Deferred tax expense | 2,064 | 755 |
| Gain on sales of SBA loans | (5,372) | (9,242) |
| Originations of loans held for sale | (353,252) | (301,632) |
| Proceeds from sales of loans held for sale | 319,420 | 299,046 |
| Change in other assets | (8,999) | (1,895) |
| Change in other liabilities | 443 | 1,608 |
| Net cash provided by (used in) operating activities | (5,545) | 23,401 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Purchases of investment securities, available-for-sale | (22,703) | (56,616) |
| Proceeds from maturities, calls, and paydowns of investment securities, available-for-sale | 55,499 | 69,180 |
| Proceeds from sales of investment securities, available-for-sale | 55,550 | 29,890 |
| Proceeds from maturities, calls, and paydowns of investment securities, held-to-maturity | 27,481 | 17,376 |
| Proceeds from sales of investment securities, held-to-maturity | 17,877 | 3,971 |
| Net change in loans | (132,294) | 36,966 |
| Purchase of premises and equipment | (1,354) | (1,080) |
| Proceeds from sales of other real estate owned and repossessions | 610 | 1,269 |
| Proceeds from settlement of bank owned life insurance policies | 4,491 | 681 |
| Purchase of Federal Home Loan Bank stock | (39) | (556) |
| Proceeds from sales of premises and equipment | — | 77 |
| Proceeds from insurance related to fire at bank branch | 875 | — |
| Net cash and cash equivalents received from bank acquisition | 916 | — |
| Net cash and cash equivalents paid in insurance acquisition | (3,500) | — |
| Net cash provided by investing activities | 3,409 | 101,158 |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Change in noninterest-bearing customer deposits | 8,199 | (36,709) |
| Change in interest-bearing customer deposits | 31,260 | 59,862 |
| Dividends paid on common stock | (8,038) | (7,899) |
| Proceeds from Federal Home Loan Bank advances | 200,000 | 270,000 |
| Repayments of Federal Home Loan Bank advances | (200,000) | (260,000) |
| Proceeds from other borrowings | 75,000 | 20,000 |
| Repayments on other borrowings | (75,000) | (20,000) |
| Redemption of subordinated debt | — | (500) |
|---|---|---|
| Repurchase and retirement of shares | (2,368) | (1,305) |
| Cash paid for tax withholding related to vesting of restricted stock | (311) | (296) |
| Net cash provided by financing activities | 28,742 | 23,153 |
| Net increase in cash and cash equivalents | 26,606 | 147,712 |
| Cash and cash equivalents at beginning of period | 231,034 | 83,322 |
| Cash and cash equivalents at end of period | $257,640 | $231,034 |
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
| Cash paid during the period for interest | $57,288 | $61,754 |
| Cash paid during the period for income taxes | 4,436 | 4,717 |
| NONCASH INVESTING AND FINANCING ACTIVITIES | ||
| Transfers to other real estate | 1,155 | 854 |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Business
Colony Bankcorp, Inc. and subsidiaries (the “Company”) is a financial holding company headquartered in Fitzgerald, Georgia, whose primary business is presently conducted by Colony Bank, its wholly owned banking subsidiary (the “Bank”). The Company operates locations throughout Georgia as well as in Birmingham, Alabama and Jacksonville, Santa Rosa Beach and Tallahassee, Florida. Through the Bank, the Company offers a broad range of banking solutions for personal and business customers. In addition to traditional banking services, the Bank provides specialized solutions including mortgage lending, government guaranteed lending, wealth management, credit cards and merchant services. The Company also provides an option for its customers to purchase insurance services including vehicle, home, renters and life insurance. Additionally, Colony Risk Management, Inc. is a subsidiary of the Company and is located in Las Vegas, Nevada. It is a captive insurance subsidiary which insures various liability and property damage policies for the Company and its related subsidiaries. Colony Risk Management is regulated by the State of Nevada Division of Insurance. The Company is subject to the regulations of certain state and federal agencies and are periodically examined by those regulatory agencies.
Basis of Presentation and Accounting Estimates
The consolidated financial statements include the accounts of Colony Bankcorp, Inc. and its wholly owned subsidiaries, Colony Bank and Colony Risk Management. All significant intercompany transactions and balances have been eliminated in consolidation.
In preparing the consolidated financial statements in conformity with generally accepted accounting principles in the United States, 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.
Transfer of Financial Assets
Transfers of financial assets are accounted for as sales, when control over the assets has been relinquished. Control over transferred assets is deemed to be surrendered when the assets have been isolated from the Company, the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity.
Cash and Cash Equivalents
For purposes of reporting cash flow, 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.
Investment Securities
The Company classifies its debt securities in one of three categories: (i) trading, (ii) held-to-maturity or (iii) available-for-sale. Trading securities are bought and held principally for the purpose of selling them in the near term. Held-to-maturity securities are those securities for which the Company has the ability and intent to hold until maturity. All other debt securities are classified as available-for-sale. As of the periods ended December 31, 2025 and 2024, debt securities were classified as either held-to-maturity or available-for-sale.
Available-for-sale securities are carried at fair value. Unrealized holding gains and losses, net of the related deferred tax effect, on available-for-sale securities are excluded from earnings and are reported in other comprehensive income as a separate component of shareholders’ equity until realized. Held-to-maturity securities are carried at amortized cost. Transfers of securities between categories are recorded at fair value at the date of transfer. Unrealized holding gains or losses associated with transfers of securities from held-to-maturity to available-for-sale are recorded as a separate component of shareholders’ equity. These unrealized holding gains or losses are amortized into income over the remaining life of the security as an adjustment to the yield in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security.
The amortization of premiums and accretion of discounts are recognized in interest income using methods approximating the interest method over the expected life of the securities. Realized gains and losses, determined on the basis of the cost of specific securities sold, are included in earnings on the trade date. The Company has made a policy election to exclude accrued interest from the amortized cost basis of debt securities and report accrued interest in other assets in the consolidated balance sheets. A debt security is placed on nonaccrual status at the time any principal or interest payments become more than 90 days delinquent or if full collection of interest or principal becomes uncertain. Accrued interest for a security placed on nonaccrual is reversed against interest income. There wasno accrued interest related to debt securities reversed against interest income for the years ended December 31, 2025 and 2024.
The Company evaluates available-for-sale securities in an unrealized loss position to determine if credit-related losses exists. The Company first evaluates whether it intends to sell or more likely than not will be required to sell a security with losses 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, the Company evaluates whether the decline in fair value is attributable to credit or resulted from other factors. If credit-related losses exists, the Company recognizes an allowance for credit losses ("ACL"), limited to the amount by which the fair value is less than the amortized cost basis. Any loss not recognized through an ACL is recognized in other comprehensive income, net of tax, as a non credit-related loss. As of December 31, 2025 and 2024, the Company had $383.8 million and $366.0 million available-for-sale securities, respectively, with no related allowance for credit losses.
The Company uses a systematic methodology to determine its ACL for debt securities held-to-maturity considering the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the portfolio. The ACL is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the held-to-maturity portfolio. The Company monitors the held-to-maturity portfolio on a quarterly basis to determine whether a valuation account would need to be recorded. As of December 31, 2025 and 2024, the Company had $386.6 million and $430.1 million held-to-maturity securities, respectively, with no related allowance for credit losses.
Other Investments
Other investments include managed investment funds which are carried at their fair value and unrealized gains or losses are recorded through earnings as a component of noninterest income.
Federal Home Loan Bank (“FHLB”) and First National Bankers Bank ("FNBB") stock are also included in other investments. These investments do not have a readily determinable market value due to restrictions placed on transferability and therefore are carried at cost.
These other investments are periodically evaluated for credit-related impairment based on ultimate recovery of par value or cost basis. Both cash and stock dividends are reported as income.
Loans Held for Sale
Mortgage and SBA loans held for sale are carried at the lower of aggregate cost or estimated fair value, as determined by outstanding commitments from third party investors in the secondary market. Adjustments to reflect unrealized gains and losses resulting from changes in fair value of mortgage loans held for sale and realized gains and losses upon ultimate sale of the mortgage loans held for sale are classified as mortgage fee income in the consolidated statements of income. Adjustments to reflect unrealized gains and losses resulting from changes in fair value of SBA loans held for sale and realized gains and losses upon ultimate sale of the SBA loans held for sale are classified as gain on sale of SBA loans in the consolidated statements of income.
Servicing Rights
When mortgage and SBA loans are sold with servicing retained, servicing rights are initially recorded at fair value with the income statement effect recorded in mortgage banking activity or gain on sale of SBA loans accordingly. Fair value is based on market prices for comparable servicing contracts, when available or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income. All classes of servicing assets are subsequently measured using the amortization method which requires servicing rights to be amortized into noninterest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans.
Servicing fee income, which is reported on the income statement in mortgage banking activity for serviced mortgage loans and other noninterest income for all other serviced loans, is recorded for fees earned for servicing loans. The fees are based on a contractual percentage of the outstanding principal or a fixed amount per loan and are recorded as income when earned. The amortization of servicing rights is netted against loan servicing fee income.
Servicing rights are evaluated for impairment based upon the fair value of the rights as compared to carrying amount. Impairment is determined by stratifying rights into strata based on predominant risk characteristics, such as interest rate, loan type and investor type. Impairment is recognized for a particular stratum through a valuation allowance, to the extent that fair value is less than the carrying amount. If the Company later determines that all or a portion of the impairment no longer exists for a particular stratum, a reduction of the valuation allowance may be recorded as an increase to income. Changes in valuation allowances related to servicing rights are reported in mortgage banking activity and other noninterest income on the income statement.
The Company's servicing rights are a result of SBA loans that are sold with servicing retained and are recorded at fair value and follow the amortization method. As of December 31, 2025 and 2024, the Company had $4.0 million and $3.8 million in servicing rights, respectively, and no related valuation allowance.
Loans
Loans are reported at their outstanding principal balances less unearned income, net of deferred fees and origination costs. Interest income is accrued on the outstanding principal balance. For all classes of loans, the accrual of interest on loans is discontinued when, in management’s opinion, the borrower may be unable to make payments as they become due, unless the loan is well secured and in the process of collection. Generally, loans are placed on nonaccrual status if principal or interest payments become 90 days past due. Loans may be placed on nonaccrual status regardless of whether such loans are considered past due. All interest accrued, but not collected for loans that are placed on nonaccrual or charged off, is reversed against interest income. Interest income on nonaccrual loans is applied against principal until the loans are returned to accrual status. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
Allowance for Credit Losses ("ACL") – Loans
The current expected credit loss (“CECL”) approach requires an estimate of the credit losses expected over the life of an exposure (or pool of exposures). It replaced the incurred loss approach’s threshold that delayed the recognition of a credit loss until it was probable a loss event was incurred. The estimate of expected credit losses is based on relevant information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. Historical loss experience is generally the starting point for estimating expected credit losses. The Company then considers whether the historical loss experience should be adjusted for asset-specific risk characteristics or current conditions at the reporting date that did not exist over the historical period used. The Company also considers future economic conditions and portfolio performance as part of a reasonable and supportable forecast period.
The ACL is a valuation account that is deducted from the loans' amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged off against the ACL when management believes the uncollectibility of a loan balance is confirmed. Accrued interest receivable is excluded from the estimate of credit losses.
Management determines the ACL balance using relevant available information from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical credit behaviors along with model judgments provide the basis for the estimation of expected credit losses. Adjustments to modeled loss estimates may be made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency level, or term as well as for changes in environmental conditions, such as changes in economic conditions, property values, or other relevant factors. The Company estimates the quantitative collective ACL utilizing a discounted cash flow (DCF) methodology applied to our loan pools segregated by similar risk characteristics. The Company’s DCF methodology generates cash flow projections at the loan level wherein payment expectations are adjusted for estimated prepayment speeds, curtailments, time to recovery, probability of default (PD), and loss given default (LGD). The modeling of expected prepayment speeds and curtailment rates are based on historical internal data and consider current conditions and reasonable and supportable forecasts of future economic conditions. The Company uses regression analysis of historical internal and peer loss data to determine suitable macroeconomic variables to utilize when modeling lifetime PD and LGD. This analysis also determines how expected PD and LGD will react to forecasted levels of the macroeconomic variables over a reasonable and supportable forecast period. At the end of the four-quarter reasonable and supportable forecast period, the Company reverts to a historical loss rate on a straight-line basis over eight quarters. For loans that have elevated risk characteristics when compared to the collectively pooled loans, they are evaluated on an individual basis.
The qualitative component is comprised of measurements used to quantify the risks within each of these loans classes and are subjectively selected by management but measured by objective measurements period over period. The data for each measurement is obtained from internal and external sources. These adjustments are based upon quarterly trend assessments in certain economic factors as well as loan segment specific risks that cannot be addressed in the quantitative methods.
The Company has identified the following portfolio segments and calculates the ACL for each using a discounted cash flow methodology at the loan level, with loss rates, prepayment assumptions and curtailment assumptions driven by each loan’s collateral type:
Construction, land & land development - Risks common to construction, land & development loans are cost overruns, changes in market demand for property, inadequate long-term financing arrangements and declines in real estate values.
Other commercial real estate - Loans in this category are susceptible to business failures and declines in general economic conditions, including declines in real estate value, declines in occupancy rates, and lack of suitable alternative use for the property.
Residential real estate - Residential real estate loans are susceptible to weakening general economic conditions, increases in unemployment rates and declining real estate values.
Commercial, financial & agricultural - Risks to this loan category include the inability to monitor the condition of the collateral, which often consists of inventory, accounts receivable and other non-real estate assets. Equipment and inventory obsolescence can also pose a risk. Declines in general economic conditions and other events can cause cash flows to fall to levels insufficient to service debt.
Consumer and other - Risks common to consumer direct loans include unemployment and changes in local economic conditions as well as the inability to monitor collateral consisting of personal property.
When management determines that foreclosure is probable or when the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be provided substantially through the operation or sale of the collateral, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate.
Allowance for Credit Losses – Off-Balance Sheet Credit Exposures
Financial instruments include off-balance sheet credit instruments, such as commitments to make loans and standby letters of credit, issued to meet customer financing needs. The face amount for these items represents the exposure to loss, before considering customer collateral or ability to repay. Such financial instruments are recorded when they are funded.
Management estimates expected credit losses on commitments to extend credit over the contractual period during which the Company is exposed to credit risk on the underlying commitments. The ACL on off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The ACL is calculated using the same aggregate reserve rates calculated for the funded portion of loans at the portfolio level applied to the amount of commitments expected to fund.
Allowance for Credit Losses – Held-to-Maturity Securities ("HTM")
Management measures current expected credit losses on HTM debt securities on a collective basis by major security type. The estimate of current expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. Management classifies the HTM portfolio into the following major security types: U.S. Treasury securities, U.S. agency securities, State, county & municipal securities, and Mortgage-backed securities. Accrued interest receivable on HTM debt is excluded from the estimate of credit losses.
All of the residential and commercial mortgage-backed securities held by the Company as HTM are issued by U.S. Government agencies and government sponsored entities. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. The state and political subdivision securities are also highly rated by major rating agencies.
Allowance for Credit Losses – Available-for-Sale Securities ("AFS")
For AFS debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or whether it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security's amortized cost basis is written down to fair value through income. For AFS debt securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an ACL is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any amount of unrealized loss that has not been recorded through an ACL is recognized in other comprehensive income. Accrued interest receivable on AFS debt securities is excluded from the estimate of credit losses.
Changes in the ACL are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the ACL when management believes the uncollectibility of an AFS security is confirmed or when either of the criteria regarding intent or requirement to sell is met.
Premises and Equipment
Land is carried at cost. Other premises and equipment are carried at cost, less accumulated depreciation computed on the straight-line method over the estimated useful lives of the assets. In general, estimated lives for buildings are up to 40 years, furniture and equipment useful lives range from five to 10 years and the lives of software and computer related equipment range from three tofive years. Leasehold improvements are amortized over the life of the related lease, or the related assets, whichever is shorter. Expenditures for major improvements of the Company’s premises and equipment are capitalized and depreciated over their estimated useful lives. Minor repairs, maintenance and improvements are charged to operations as incurred. When assets are sold or disposed of, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is reflected in earnings.
Leases
The Company has entered into or acquired various operating leases for certain branch locations, ATM locations, loan production offices, and corporate support services locations. Generally, these leases have initial lease terms of 15 years or less. Many of the leases have one or more lease renewal options. The exercise of lease renewal options is at the Company's sole discretion and is considered on a case-by-case basis. Certain of our lease agreements contain early termination options. If renewal options or early termination options are determined by management to be reasonably certain, then they are included in the calculation of the operating right-of-use assets or operating lease liabilities. Certain of our lease agreements provide for periodic adjustments to rental payments for inflation. At the commencement date of the lease, the Company recognizes a lease liability at the present value of the lease payments not yet paid, discounted using the discount rate for the lease or the Company’s incremental borrowing rate. As the majority of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate at the commencement date in determining the present value of lease payments. The incremental borrowing rate is based on the term of the lease. At the commencement date, the company also recognizes a right-of-use asset measured at (i) the initial measurement of the lease liability; (ii) any lease payments made to the lessor at or before the commencement date less any lease incentives received; and (iii) any initial direct costs incurred by the lessee. Leases with an initial term of 12 months or less are not recorded on the balance sheet. For these short-term leases, lease expense is recognized on a straight-line basis over the lease term. At December 31, 2025, the Company had no leases classified as finance leases.
Goodwill and Intangible Assets
Goodwill represents the excess of the cost of businesses acquired over the fair value of the net assets acquired. Goodwill is assigned to reporting units and tested for impairment at least annually, or on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value.
Intangible assets consist of core deposit and customer relationship intangibles acquired in connection with a business combination. The core deposit intangible is initially recognized based on an independent valuation performed as of the acquisition date. The core deposit intangible is amortized by the straight-line method over the average remaining life of the acquired customer deposits. The customer relationship intangibles are also initially recognized based on independent valuations performed as of the acquisition date and are amortized by the straight-line method over 10 years.
Cash Value of Bank Owned Life Insurance
The Company has purchased life insurance policies on certain officers. The life insurance is recorded at the amount that can be realized under the insurance contract at the balance sheet date, which is the cash surrender value adjusted for other charges or other amounts due that are probable at settlement.
Other Real Estate
Other real estate generally represents real estate acquired through foreclosure and is initially recorded at estimated fair value at the date of acquisition less the cost of disposal. Losses from the acquisition of property in full or partial satisfaction of debt are recorded as loan losses. Properties are evaluated regularly to ensure the recorded amounts are supported by current fair values, and valuation allowances are recorded as necessary to reduce the carrying amount to fair value less estimated cost of disposal. Routine holding costs and gains or losses upon disposition are included in foreclosed property expense.
Derivatives
At the inception of a derivative contract, the Company designates the derivative as one of three types based on the Company's intentions and belief as to likely effectiveness as a hedge. These three types are (1) a hedge of a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability ("cash flow hedge"), (2) a hedge of the fair value of a recognized asset or liability or of an unrecognized firm commitment ("fair value hedge"), or (3) an instrument with no hedging designation ("non-designated derivative"). For a cash flow hedge, the gain or loss on the derivative is reported in other comprehensive income ("OCI") and is reclassified into earnings in the same period during which the hedged transaction affects earnings. For a fair value hedge, the gain or loss on the derivative, as well as the offsetting loss or gain on the hedged item attributable to the hedged risk, are recognized in current earnings as fair values change. Changes in the fair value of derivatives not designated are reported currently in earnings, as noninterest income.
Net cash settlements on derivatives that qualify for hedge accounting are recorded in interest income or interest expense, based on the item being hedged. Net cash settlements on derivatives that do not qualify for hedge accounting are reported in noninterest income or noninterest expense. Cash flows from hedges are classified in the consolidated statements of cash flows in the same manner as the items being hedged.
The Company formally documents the relationship between derivatives and hedged items, as well as the risk management objective and the strategy for undertaking hedge transactions at the inception of the hedging relationship. This documentation includes linking fair value or cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivative instruments that are used are highly effective in offsetting changes in fair values or cash flows of the hedged items. The Company discontinues hedge accounting when it determines that the derivative is no longer effective in offsetting changes in the fair value or cash flows of the hedged item, the derivative is settled or terminated, a hedged forecasted transaction is no longer probable, a hedged firm commitment is no longer firm or treatment of the derivative as a hedge is no longer appropriate or intended.
When hedge accounting is discontinued, subsequent changes in fair value of the derivative are recorded as noninterest income. When a fair value hedge is discontinued, the hedged asset or liability is no longer adjusted for changes in fair value and the existing basis adjustment is amortized or accreted over the remaining life of the asset or liability. When a cash flow hedge is discontinued but the hedged cash flows or forecasted transactions are still expected to occur, gains or losses that were accumulated in OCI are amortized into earnings over the same periods which the hedged transactions will affect earnings.
Income Taxes
The provision for income taxes is based upon income for financial statement purposes, adjusted for nontaxable income and nondeductible expenses. Deferred income taxes have been provided when different accounting methods have been used in determining income for income tax purposes and for financial reporting purposes.
Deferred tax assets and liabilities are recognized based on future tax consequences attributable to differences arising from the financial statement carrying values of assets and liabilities and their tax basis. The differences relate primarily to depreciable assets (use of different depreciation methods for financial statement and income tax purposes) and allowance for credit losses
(use of the allowance method for financial statement purposes and the direct write-off method for tax purposes). In the event of changes in the tax laws, deferred tax assets and liabilities are adjusted in the period of the enactment of those changes, with effects included in the income tax provision. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company and its subsidiary file a consolidated federal income tax return. The subsidiary pays its proportional share of federal income taxes to the Company based on its taxable income.
The Company’s federal and state income tax returns are subject to examination by the Internal Revenue Service (IRS) and the Georgia Department of Revenue, generally for three years after filing.
The Company believes that its income tax filing positions taken or expected to be taken on its tax returns will more likely than not be sustained upon audit by the taxing authorities and does not anticipate any adjustments that will result in a material adverse impact on the Company’s financial condition, results of operations, or cash flow. Therefore, no reserves for uncertain income tax positions have been recorded.
Revenue Recognition
The Company's contracts with customers generally do not contain terms that require significant judgment to determine the amount of revenue to recognize. The Company's' policies for recognizing noninterest income that falls within the scope of ASC Topic 606, and include service charges on deposits, interchange fees, and insurance revenue (included with other noninterest income).
Service charges on deposits include both account maintenance fees and overdraft fees and revenue from safe deposit box rental fees and lockbox services and ATM fees. Revenue is recognized for these services either over time, corresponding with deposit accounts' monthly cycle, or at a point in time for transaction-related services and fees. Payment for service charges on deposit accounts is primarily received immediately or in the following month through a direct charge to clients' accounts. Safe deposits and lockbox service fees are recognized over time, on a monthly basis, as the Company's' performance obligation for services is satisfied. ATM fees are transaction-based fees recognized at the time the transaction is executed as that is the point at which the Company satisfies the performance obligation.
Interchange fees include debit card interchange fees. Debit card interchange fees are earned from debit card holder transactions conducted through various payment networks. Interchange fees from debit card holders transactions represent a percentage of the underlying transaction amount and are recognized daily, concurrently with the transaction processing services provided to the debit cardholder.
Insurance commissions represents income received on insurance products sold. The commissions are recognized as revenue when the client executes an insurance policy with the insurance carrier. In some cases, the company receives payment of trailing commissions each year when the client pays its annual premium.
Other income includes SBA servicing and other related fee income, income from wealth advisory and merchant services, dividends on FHLB stock, other deposit related fees as well as gains or losses on sales of assets and other real estate.
Earnings per Share
Basic earnings per share are computed by dividing net income allocated to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share are computed by dividing net income allocated to common shareholders by the sum of the weighted-average number of shares of common stock outstanding and the effect of the issuance of potential common shares that are dilutive. Potential common shares consist of restricted shares for the years ended December 31, 2025 and 2024, and are determined using the treasury stock method. The Company has determined that its outstanding non-vested stock awards are participating securities, and all dividends on these awards are paid similar to other dividends.
Comprehensive Income
Accounting principles generally require that recognized revenue, expenses, gains and losses be included in net income. Certain changes in assets and liabilities, such as unrealized gains and losses on securities available for sale, represent equity changes from economic events of the period other than transactions with owners. Such items are considered components of other comprehensive income. Accounting standards codification requires the presentation in the consolidated financial statements of net income and all items of other comprehensive income as total comprehensive income.
Fair Value Measures
Fair values of assets and liabilities are estimated using relevant market information and other assumptions, as more fully disclosed in Note 17. Fair value estimates involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, and other factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market conditions could significantly affect these estimates.
Operating Segments
The Company hasthree reportable segments, the Banking Division, the Retail Mortgage Division and the Small Business Specialty Lending Division. The Banking Division derives its revenues from the delivery of full service financial services to include 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 Small Business Specialty Lending Division derives its revenues from origination, sales and servicing of SBA and USDA government guaranteed loans.
The Banking, Retail Mortgage and Small Business Specialty Lending Divisions are managed as separate business units because of the different products and services they provide. The Company's Chief Operating Decision Maker, our Chief Executive Officer, evaluates performance and allocates resources based on profit or loss from operations. The Company has applied the aggregation criterion set forth in ASC Topic 280 - Segment Reporting, to the results of its operations. There are no material intersegment sales or transfers.
Reclassifications
Certain amounts, previously reported, have been reclassified to state all periods on a comparable basis and had no effect on stockholders’ equity or net income.
Accounting Standards Updates
In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures ("ASU 2023-07"). This ASU was issued to improve segment reporting disclosures. The amendments in this ASU improve financial reporting by requiring disclosure of incremental segment information including significant segment expenses regularly provided to the chief operating decision maker as well as the amount and composition of other segment items on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. Retrospective application is required in all prior periods unless impracticable to do so. The Company adopted the new disclosure requirements for the annual period beginning on January 1, 2024 and for interim periods beginning on January 1, 2025. The adoption of this standard did not have a material impact on the Company's financial statements.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures ("ASU 2023-09"). This ASU was issued to enhance the transparency and decision usefulness of income tax disclosures. The ASU addresses investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The Company adopted this standard effective January 1, 2025 on a prospective basis. The adoption did not have a material impact on the Company's financial position, results of operations or cash flows, but resulted in enhanced, disaggregated disclosures in the income tax footnote.
In November 2024, the FASB issued ASU No. 2024-03, Income Statement (Topic 220): Disaggregation of Income Statement Expenses ("ASU 2024-03"). This ASU was issued to improve the disclosures over expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The ASU addresses investors' requests for more disaggregated expense information to better understand an entity's performance, better assess the entity's prospects for future cash flows, and compare an entity's performance over time and with that of other entities. This ASU requires disclosure in the notes to the financial statements of specified information about certain costs and expenses. Retrospective application in all periods is permitted. The Company will adopt the new disclosure requirements for the annual period beginning on January 1, 2027, and interim periods starting on January 1, 2028. The Company is still evaluating the impact of these additional disclosure requirements.
Effective October 1, 2025, the Company early adopted ASU 2025-08, Financial Instruments - Credit Losses (Topic 326): Purchased Loans, which amended the accounting for certain purchased financial assets. Under the new guidance, the Company is allowed to apply the 'gross-up' approach to acquired loans that meet the definition of 'purchased seasoned loans' (PSLs), whereby an allowance for credit losses is recognized at the acquisition date with an offsetting adjustment to the amortized cost basis of the assets. This aligns the accounting for PSLs with the treatment of purchased financial assets with credit deterioration (PCD assets). This change eliminated the immediate recognition of day-one credit loss expense.
NOTE 2. BUSINESS COMBINATION
Acquisition of The Ellerbee Agency
On April 1, 2025, the Company acquired The Ellerbee Agency, an Allstate appointed consumer property and casualty insurance agency which became part of Colony's insurance division and expanded our insurance footprint and customer base into two new locations in Monroe and Greensboro, Georgia. The Company paid cash consideration of $3.5 million and recorded a customer relationship intangible of $1.4 million, which is being amortized overten years, and $1.9 million in goodwill. The goodwill was solely assigned to the Bank segment and is not expected to be deductible for income tax purposes.
Acquisition of TC Federal Bancshares, Inc.
On December 1, 2025, the Company completed its acquisition of TC Bancshares, Inc. (“TCBC”), a bank holding company headquartered in Thomasville, Georgia. Upon consummation of the acquisition, TCBC was merged with and into the Company, with Colony Bankcorp, Inc. as the surviving entity in the merger. Immediately following the holding company merger, TCBC’s wholly owned bank subsidiary, TC Federal Bank was also merged with and into the Bank. The acquisition expanded the Company’s market presence, as TC Federal Bank hadfour full-service banking locations in Thomasville and Savannah, Georgia and in Tallahassee and Jacksonville, Florida. Under the terms of the Agreement and Plan of Merger, each TCBC shareholder had the option to receive either $21.25 in cash or 1.25 shares of the Company’s common stock in exchange for each share of TCBC stock. As a result, the Company issued 3,839,613 common shares at a fair value of $65.9 million and paid $15.4 million in cash to the former shareholders of TCBC as merger consideration.
The assets and liabilities of TCBC as of the effective date of the merger were recorded at their respective estimated fair values and combined with those of the Company. The excess of the purchase price over the net estimated fair values of the acquired assets and liabilities was allocated to identifiable intangible assets with the remaining excess allocated to goodwill. Goodwill of $13.0 million was recorded as part of the TCBC acquisition and was solely assigned to the Bank segment of the Company. Also, the goodwill recorded is not expected to be deductible for income tax purposes.
The Company's operating results for the year ended December 31, 2025 include the operating results of the acquired assets and assumed liabilities of TC Bancshares, Inc. subsequent to the acquisition on December 1, 2025. Due to the streamlining and integration of the operating activities into those of the Company post-acquisition, historical reporting for the former TC Bancshares, Inc. operations is impracticable, and thus disclosures of the revenue from the assets acquired and income before income taxes are impracticable for the period subsequent to acquisition.
The following table presents pro forma combined information as if the acquisition of TC Bancshares, Inc. had occurred on January 1, 2024. The pro forma amounts presented below give effect to changes in interest income due to the accretion of the net discount associated with the fair value adjustments to acquired loans, changes in noninterest expense associated with the amortization of the core deposit intangible had the acquisition occurred as of January 1, 2024, acquisition-related expenses attributable to the acquisition which primarily include, but is not limited to, advertising, professional fees and information technology expenses as well as related income tax effects on the aforementioned items. The pro forma results are not necessarily indicative of what would have occurred had the merger taken place on the indicated date nor are they intended to represent or be indicative of future results of operations. In addition, cost savings and other business synergies related to the acquisition are not reflected in the pro forma combined amounts.
| For the Year Ended December 31, | ||
|---|---|---|
| (dollars in thousands) | 2025 | 2024 |
| Revenues | $222,652 | $208,010 |
| Net income | 32,263 | 25,116 |
The following table presents the assets acquired and liabilities assumed of TCBC as of December 1, 2025, and their fair value estimates. The fair value estimates are subject to refinement for up to one year after the closing date of the acquisition for new information obtained about facts and circumstances that existed at the acquisition date. The Company continues its evaluation of the facts and circumstances available as of December 1, 2025, to assign fair values to assets acquired and liabilities assumed, which could result in further adjustments to the fair values presented below.
| (dollars in thousands, except market price) | Initial Fair Value Adjustments |
|---|---|
| Purchase price consideration: | |
| Shares of CBAN common stock issued to TCBC shareholders as of December 1, 2025 | 3,839,613 |
| Market price of CBAN common stock on November 28, 2025 | $17.15 |
| Estimated fair value of CBAN common stock issued | 65,850 |
| Cash consideration paid | 15,430 |
| Total consideration | $81,280 |
| Assets acquired at fair value: | |
| Cash and cash equivalents | $16,346 |
| Investment securities, available-for-sale | 93,485 |
| Loans | 412,676 |
| Allowance for credit losses | (4,619) |
| Premises and equipment | 1,615 |
| Core deposit intangible | 4,622 |
| Prepaid and other assets | 31,066 |
| Total fair value of assets acquired | $555,191 |
| Liabilities assumed at fair value: | |
| Deposits | $460,119 |
| FHLB advances | 9,969 |
| Payables and other liabilities | 16,825 |
| Total fair value of liabilities assumed | $486,913 |
| Net assets acquired at fair value | $68,278 |
| Amount of goodwill resulting from acquisition | $13,002 |
The following is a description of the methods used to determine the fair values of significant assets acquired and liabilities assumed.
Cash and due from banks and interest-bearing deposits with banks: The carrying amount of these assets was a reasonable estimate of fair value based on the short-term nature of these assets.
Securities: Fair values for securities were based on quoted market prices, where available. If quoted market prices were not available, fair value estimates were based on observable inputs including quoted market prices for similar instruments, quoted market prices that were not in an active market or other inputs that were observable in the market. In the absence of observable inputs, fair value was estimated based on pricing models and/or discounted cash flow methodologies.
Loans: Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term, amortization status and current discount rates. Loans were grouped together according to similar characteristics when applying various valuation techniques. The discount rates used for loans were based on current market rates for new originations of comparable loans and include adjustments for liquidity. The discount rate does not include a factor for credit losses as that has been included as a reduction to the estimated cash flows. Purchased loans that reflect a more-than-insignificant deterioration of credit from origination are considered Purchase Credit Deteriorated ("PCD") loans. For PCD loans, the initial estimate of expected credit losses is recognized in the allowance for credit losses on the date of acquisition using the same methodology as other loans held-for-investment. In addition, the Company early adopted ASU 2025-08 as of October 1, 2025. Accordingly, the initial estimate of expected credit losses recognized in the allowance for credit losses included both PCD and non-PCD loans which were deemed purchased seasoned loans.
The following table presents the acquired loan data for the TCBC acquisition.
| (dollars in thousands) | Unpaid principal balance | Discount | Loans | Allowance for credit losses on loans | Net loans |
|---|---|---|---|---|---|
| PCD loans | $11,625 | $(580) | $11,045 | $(1,183) | $9,862 |
| Non-PCD loans | 413,539 | (11,908) | 401,631 | (3,436) | 398,195 |
| Total | $425,164 | $(12,488) | $412,676 | $(4,619) | $408,057 |
Core deposit intangible: The Company recorded a core deposit intangible of $4.6 million as of the acquisition date. The fair value was estimated based on a discounted cash flow methodology that gave appropriate consideration to expected customer attrition rates, net maintenance cost of the deposit base, alternative cost of funds, and the interest costs associated with customer deposits. The core deposit intangible is being amortized over the average remaining life of the acquired customer deposits.
Deposits: The fair values used for the demand and savings deposits by definition equal the amount payable on demand at the acquisition date. The fair values for time deposits were estimated using a discounted cash flow calculation that applies interest rates currently being offered to the contractual interest rates on such time deposits.
NOTE 3. INVESTMENT SECURITIES
The amortized cost and estimated fair value of securities available-for-sale and held-to-maturity, along with gross unrealized gains and losses are summarized as follows:
| (dollars in thousands) | ||||
|---|---|---|---|---|
| December 31, 2025 | AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | FairValue |
| Securities Available-for-Sale: | ||||
| U.S. treasury securities | $5,570 | $12 | $— | $5,582 |
| U.S. agency securities | 3,304 | — | (108) | 3,196 |
| Asset backed securities | 14,622 | 6 | (145) | 14,483 |
| State, county & municipal securities | 118,204 | 58 | (11,032) | 107,230 |
| Corporate debt securities | 52,660 | 336 | (4,189) | 48,807 |
| Mortgage-backed securities | 218,035 | 525 | (14,041) | 204,519 |
| Total | $412,395 | $937 | $(29,515) | $383,817 |
| December 31, 2025 | AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | FairValue |
| Securities Held-to-Maturity: | ||||
| U.S. treasury securities | $65,408 | $— | $(958) | $64,450 |
| U.S. agency securities | 8,991 | — | (682) | 8,309 |
| State, county & municipal securities | 137,591 | 76 | (11,675) | 125,992 |
| Mortgage-backed securities | 174,628 | — | (19,089) | 155,539 |
| Total | $386,618 | $76 | $(32,404) | $354,290 |
| December 31, 2024 | AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | FairValue |
|---|---|---|---|---|
| Securities Available-for-Sale: | ||||
| U.S. treasury securities | $3,173 | $— | $— | $3,173 |
| U.S. agency securities | 3,001 | — | (246) | 2,755 |
| Asset backed securities | 17,925 | 17 | (118) | 17,824 |
| State, county & municipal securities | 110,952 | — | (15,315) | 95,637 |
| Corporate debt securities | 53,324 | 1 | (5,543) | 47,782 |
| Mortgage-backed securities | 221,005 | 207 | (22,334) | 198,878 |
| Total | $409,380 | $225 | $(43,556) | $366,049 |
| December 31, 2024 | AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | FairValue |
|---|---|---|---|---|
| Securities Held-to-Maturity: | ||||
| U.S. treasury securities | $91,004 | $— | $(2,828) | $88,176 |
| U.S. agency securities | 16,151 | — | (1,263) | 14,888 |
| State, county & municipal securities | 137,190 | — | (15,915) | 121,275 |
| Mortgage-backed securities | 185,732 | — | (27,051) | 158,681 |
| Total | $430,077 | $— | $(47,057) | $383,020 |
The Company elected to exclude accrued interest receivable from the amortized cost basis of available-for-sale and held-to-maturity securities disclosed throughout this note. As of December 31, 2025 and December 31, 2024, accrued interest receivable for available-for-sale and held-to-maturity securities totaled $2.3 million and $2.3 million, and $1.7 million and $1.8 million, respectively, and is included in the "other assets" line item on the Company's consolidated balance sheet.
The Company had no transfers of securities from available-for-sale to held-to-maturity during the periods ended December 31, 2025 and December 31, 2024, respectively.
Information pertaining to available-for-sale securities with gross unrealized losses at December 31, 2025 and December 31, 2024 aggregated by investment category and length of time that securities have been in a continuous unrealized loss position are summarized as follows:
| Less Than 12 Months | 12 Months or More | Total | ||||
|---|---|---|---|---|---|---|
| (dollars in thousands) | EstimatedFairValue | UnrealizedLosses | EstimatedFairValue | UnrealizedLosses | EstimatedFairValue | UnrealizedLosses |
| U.S. treasury securities | $— | $— | $— | $— | $— | $— |
| U.S. agency securities | 1,182 | (2) | 2,014 | (106) | 3,196 | (108) |
| Asset backed securities | 5,001 | (8) | 8,265 | (137) | 13,266 | (145) |
| State, county & municipal securities | 5,219 | (545) | 94,080 | (10,487) | 99,299 | (11,032) |
| Corporate debt securities | 3,955 | (45) | 34,550 | (4,144) | 38,505 | (4,189) |
| Mortgage-backed securities | 27,089 | (134) | 125,920 | (13,907) | 153,009 | (14,041) |
| Total debt securities | $42,446 | $(734) | $264,829 | $(28,781) | $307,275 | $(29,515) |
| U.S. agency securities | — | — | 2,755 | (246) | 2,755 | (246) |
| Asset backed securities | 3,715 | (8) | 8,269 | (110) | 11,984 | $(118) |
| State, county & municipal securities | 2,829 | (294) | 92,808 | (15,021) | 95,637 | $(15,315) |
| Corporate debt securities | 4,434 | (720) | 42,847 | (4,823) | 47,281 | (5,543) |
| Mortgage-backed securities | 21,278 | (430) | 160,343 | (21,904) | 181,621 | (22,334) |
| Total debt securities | $32,256 | $(1,452) | $307,022 | $(42,104) | $339,278 | $(43,556) |
Information pertaining to held-to-maturity securities with gross unrealized losses at December 31, 2025 and December 31, 2024 aggregated by investment category and length of time that individual securities have been in a continuous loss position is summarized as follows:
| Less Than 12 Months | 12 Months or Greater | Total | ||||
|---|---|---|---|---|---|---|
| (dollars in thousands) | FairValue | GrossUnrealizedLosses | FairValue | GrossUnrealizedLosses | FairValue | GrossUnrealizedLosses |
| U.S. treasury securities | $— | $— | $64,450 | $(958) | $64,450 | $(958) |
| U.S. agency securities | — | — | 8,309 | (682) | 8,309 | (682) |
| State, county & municipal securities | 441 | (3) | 116,706 | (11,672) | 117,147 | (11,675) |
| Mortgage-backed securities | — | — | 155,539 | (19,089) | 155,539 | (19,089) |
| $441 | $(3) | $345,004 | $(32,401) | $345,445 | $(32,404) | |
| U.S. treasury securities | $— | $— | $88,176 | $(2,828) | $88,176 | $(2,828) |
| U.S. agency securities | — | — | 14,888 | (1,263) | 14,888 | (1,263) |
| State, county & municipal securities | 18,751 | (374) | 102,524 | (15,541) | 121,275 | (15,915) |
| Mortgage-backed securities | — | — | 158,681 | (27,051) | 158,681 | (27,051) |
| $18,751 | $(374) | $364,269 | $(46,683) | $383,020 | $(47,057) | |
Management evaluates available-for-sale securities in an unrealized loss position at least on a quarterly basis, and more frequently when economic or market concerns warrant such evaluation to determine if credit-related losses exists. Management first evaluates whether they intend to sell or more likely than not will be required to sell a security with losses 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 investment securities in an unrealized loss position at December 31, 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 management's review, the Company's available-for-sale securities haveno expected credit losses andno related allowance for credit losses has been established.
The Company uses a systematic methodology to determine its ACL for debt securities held-to-maturity considering the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the portfolio. The ACL is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the held-to-maturity portfolio. The Company monitors the held-to-maturity portfolio on a quarterly basis to determine whether a valuation account would need to be recorded. Based on management's review, the Company's held-to-maturity securities haveno expected credit losses andno related allowance for credit losses has been established.
At December 31, 2025, there are 232 available-for-sale securities and 144 held-to-maturity securities that have unrealized losses from the Company’s amortized cost basis. These securities are guaranteed by either the U.S. Government, other governments or U.S. corporations. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred and the results of reviews of the issuer’s financial condition. The unrealized losses are largely due to increases in market interest rates over the yields available at the time the underlying securities were purchased. As management has the ability to hold debt securities until maturity, or for the foreseeable future if classified as available-for-sale, no declines are due to reasons of credit quality.
The amortized cost and fair value of investment securities as of December 31, 2025, by contractual maturity, are shown hereafter. Expected maturities may differ from contractual maturities for certain investments because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. This is often the case with mortgage-backed securities, which are disclosed separately in the table below.
| Available-for-Sale | Held-to-Maturity | |||
|---|---|---|---|---|
| (dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value |
| Due in one year or less | $8,923 | $8,742 | $11,927 | $11,918 |
| Due after one year through five years | 36,863 | 35,478 | 64,760 | 63,478 |
| Due after five years through ten years | 93,910 | 84,793 | 73,744 | 68,405 |
| Due after ten years | 54,664 | 50,285 | 61,559 | 54,950 |
| $194,360 | $179,298 | $211,990 | $198,751 | |
| Mortgage-backed securities | 218,035 | 204,519 | 174,628 | 155,539 |
| $412,395 | $383,817 | $386,618 | $354,290 | |
Proceeds from the sales of investment securities totaled $73.4 million for the year ended December 31, 2025, and resulted in gross realized losses of $1.0 million. For the year ended December 31, 2024, the Company had proceeds from the sales of investment securities of $33.9 million, resulting in gross realized losses of $1.8 million. The purpose of these sales in 2025 and 2024 was to restructure underperforming assets and reinvest at higher yields. The sales do not impact our ability to hold the remaining securities, and we are not in a position to be required to sell any remaining securities at this time.
Investment securities having a carrying value totaling $397.2 million and $451.5 million as of December 31, 2025 and 2024, respectively, were pledged to secure public deposits and for other purposes.
The Company previously adopted ASU 2016-13 Financial Instruments - Credit Losses (Topic 326), as amended on January 1, 2023 which included evaluation of expected credit losses on debt securities. As part of the Company's calculated credit losses, the allowance for credit losses on investment securities was determined to be de minimis due to the high credit quality of the portfolio, which includes securities issued or guaranteed by the U.S. Treasury, U.S. Government agencies and high quality municipalities. Therefore, no allowance for credit losses was recorded as of December 31, 2025 or 2024. See Note 1 for additional details on the allowance for credit losses as it relates to the securities portfolio.
NOTE 4. LOANS
The following table presents the composition of loans segregated by class of loans, as of December 31, 2025 and 2024.
| (dollars in thousands) | December 31, 2025 | December 31, 2024 |
|---|---|---|
| Construction, land & land development | $302,512 | $205,046 |
| Other commercial real estate | 1,249,720 | 990,648 |
| Total commercial real estate | 1,552,232 | 1,195,694 |
| Residential real estate | 459,549 | 344,167 |
| Commercial, financial & agricultural | 218,532 | 213,910 |
| Consumer and other | 150,911 | 89,209 |
| Total loans | $2,381,224 | $1,842,980 |
Included in the above table are government guaranteed loans totaling $84.9 million at December 31, 2025 and $81.6 million at December 31, 2024. The following table presents the composition of government guaranteed loans segregated by class of loans for each respective period.
| (dollars in thousands) | December 31, 2025 | December 31, 2024 |
|---|---|---|
| Construction, land & land development | $2,277 | $2,317 |
| Other commercial real estate | 43,251 | 41,471 |
| Total commercial real estate | 45,528 | 43,788 |
| Residential real estate | 10,050 | 9,348 |
| Commercial, financial & agricultural | 29,350 | 28,500 |
| Total loans | $84,928 | $81,636 |
The following table presents the composition of loans acquired during the year ended December 31, 2025, segregated by class of loans. The balances shown reflect a fair value discount related to interest rates applied at acquisition of $12.5 million.
| (dollars in thousands) | December 31, 2025 |
|---|---|
| Construction, land & land development | $42,422 |
| Other commercial real estate | 192,111 |
| Total commercial real estate | 234,533 |
| Residential real estate | 154,202 |
| Commercial, financial & agricultural | 16,428 |
| Consumer and other | 7,513 |
| Total loans | $412,676 |
Included in the above acquired loan table are purchased credit deteriorated loans. These are loans for which there was, at acquisition, evidence of more than insignificant deterioration of credit quality since origination. The carrying amount of those loans is as follows:
| (dollars in thousands) | December 31, 2025 |
|---|---|
| Purchase price of loans at acquisition | $11,625 |
| Allowance for credit losses at acquisition | 1,183 |
| Non-credit discount at acquisition | 580 |
The Company elected to exclude accrued interest receivable from the amortized cost basis of loans disclosed throughout this note. As of December 31, 2025 and 2024, respectively, accrued interest receivable for loans totaled $11.4 million and $9.0 million and is included in the "other assets" line item on the Company's consolidated balance sheet.
Commercial, financial & agricultural loans are extended to a diverse group of businesses within the Company’s market area. These loans are often underwritten based on the borrower’s ability to service the debt from income from the business. Real estate construction loans often require loan funds to be advanced prior to completion of the project. Due to uncertainties inherent in estimating construction costs, changes in interest rates and other economic conditions, these loans often pose a higher risk than other types of loans. Consumer and other loans are originated at the bank level. These loans are generally smaller loan amounts spread across many individual borrowers to help minimize risk.
Credit Quality Indicators. As part of the ongoing monitoring of the credit quality of the loan portfolio, management tracks certain credit quality indicators including trends related to (1) the risk grade assigned to commercial and consumer loans, (2) the level of classified commercial loans, (3) net charge-offs, (4) nonperforming loans, and (5) the general economic conditions in the Company’s geographic markets.
The Company uses a risk grading matrix to assign a risk grade to each of its loans. For commercial loans over $500,000, loans are graded on a scale of 1 to 10. A description of the general characteristics of the grades is as follows:
Grades 1, 2 and 3 - Borrowers with these assigned risk grades range from virtual absence of risk to minimal risk. Such loans may be secured by Company-issued and controlled certificates of deposit or properly margined equity securities or bonds. Other loans comprising these grades are made to companies that have been in existence for a long period of time with many years of consecutive profits and strong equity, good liquidity, excellent debt service ability and unblemished past performance, or to exceptionally strong individuals with collateral of unquestioned value that fully secures the loans. Loans in this category fall into the “pass” classification.
Grades 4 and 5 - Loans assigned these “pass” risk grades are made to borrowers with acceptable credit quality and risk. The risk ranges from loans with no significant weaknesses in repayment capacity and collateral protection to acceptable loans with one or more risk factors considered to be more than average. These loans are also included in the “pass” classification.
Grade 6 - This grade includes “special mention” loans on management’s watch list and is intended to be used on a temporary basis for pass grade loans where risk-modifying action is intended in the short-term.
Grades 7 and 8 - These grades includes “substandard” loans in accordance with regulatory guidelines. This category includes borrowers with well-defined weaknesses that jeopardize the payment of the debt in accordance with the agreed terms. Loans considered to be impaired are assigned grade 8, and these loans often have assigned loss allocations as part of the allowance for credit losses. Generally, loans on which interest accrual has been stopped would be included in this grade.
Grades 9 and 10 - These grades correspond to regulatory classification definitions of “doubtful” and “loss,” respectively. In practice, any loan with these grades would be for a very short period of time, and generally the Company has no loans with these assigned grades. Management manages the Company’s problem loans in such a way that uncollectible loans or uncollectible portions of loans are charged off immediately with any residual, collectible amounts assigned a risk grade of 7 or 8.
For smaller commercial loans (under $500,000) and consumer loans, the Company began using behavioral based risk grades during the second quarter of 2024. These loans are assigned risk grades of 98 and 99 based on payment performance with the Company.
*Grade 98 - Loans assigned this risk grade indicates a "pass" credit.
*Grade 99 - Loans assigned this risk grade indicates a "substandard" credit and is moved to a nonaccrual status.
The following tables present the loan portfolio segregated by class of loans and the risk category of term loans by vintage year, which is the year of origination or most recent renewal, as of December 31, 2025 and 2024. Those loans with a risk grade of 1, 2, 3, 4, 5 and 98 have been combined in the pass line for presentation purposes. Loans with a risk grade of 7, 8 and 99 have been combined in the substandard line. There were no loans with a risk rating of "doubtful" or "loss" at December 31, 2025 and 2024.
| Term Loans Amortized Cost Basis by Origination Year | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (dollars in thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | Prior | Revolvers | Revolvers converted to term loans | Total |
| Construction, land & land development | |||||||||
| Risk rating | |||||||||
| Pass | $190,131 | $63,730 | $8,065 | $12,914 | $8,517 | $1,440 | $110 | $— | $284,907 |
| Special Mention | 16,167 | — | — | — | — | — | — | — | 16,167 |
| Substandard | 54 | 122 | 1,132 | 92 | — | 38 | — | — | 1,438 |
| Total Construction, land & land development | 206,352 | 63,852 | 9,197 | 13,006 | 8,517 | 1,478 | 110 | — | 302,512 |
| Current period gross write offs | $— | $— | $— | $— | $— | $— | $— | $— | $— |
| Other commercial real estate | |||||||||
| Risk rating | |||||||||
| Pass | 235,989 | 121,779 | 113,731 | 351,954 | 191,620 | 177,904 | 15,173 | 1,498 | 1,209,648 |
| Special Mention | 6,452 | — | 4,680 | 3,110 | — | 2,441 | — | 518 | 17,201 |
| Substandard | 5,135 | 6,327 | 4,117 | 3,036 | 799 | 2,638 | 616 | 203 | 22,871 |
| Total Other commercial real estate | 247,576 | 128,106 | 122,528 | 358,100 | 192,419 | 182,983 | 15,789 | 2,219 | 1,249,720 |
| Current period gross write offs | — | — | 206 | 278 | 5 | 20 | — | — | 509 |
| Residential real estate | |||||||||
| Risk rating | |||||||||
| Pass | 21,212 | 62,992 | 79,928 | 121,472 | 58,367 | 72,633 | 30,633 | 799 | 448,036 |
| Special Mention | 777 | 94 | 247 | — | 1,283 | 2,803 | 195 | — | 5,399 |
| Substandard | 566 | 52 | 2,534 | 1,674 | 261 | 1,027 | — | — | 6,114 |
| Total Residential real estate | 22,555 | 63,138 | 82,709 | 123,146 | 59,911 | 76,463 | 30,828 | 799 | 459,549 |
| Current period gross write offs | — | — | — | 140 | — | 43 | — | — | 183 |
| Commercial, financial & agricultural | |||||||||
| Risk rating | |||||||||
| Pass | 46,062 | 26,351 | 32,121 | 26,463 | 6,811 | 16,282 | 48,395 | 849 | 203,334 |
| Special Mention | 1,666 | — | 95 | 132 | — | — | 3,448 | — | 5,341 |
| Substandard | 123 | 2,291 | 3,277 | 1,571 | 2,173 | 136 | 286 | — | 9,857 |
| Total Commercial, financial & agricultural | 47,851 | 28,642 | 35,493 | 28,166 | 8,984 | 16,418 | 52,129 | 849 | 218,532 |
| Current period gross write offs | 178 | 597 | 1,206 | 915 | 433 | 60 | — | — | 3,389 |
| Consumer and other | |||||||||
| Risk rating | |||||||||
| Pass | 83,905 | 35,690 | 28,544 | 1,272 | 150 | 408 | 589 | 22 | 150,580 |
| Special Mention | — | 131 | — | — | — | — | — | — | 131 |
| Substandard | — | 114 | 86 | — | — | — | — | — | 200 |
| Total Consumer and other | 83,905 | 35,935 | 28,630 | 1,272 | 150 | 408 | 589 | 22 | 150,911 |
| Current period gross write offs | 244 | 1,071 | 274 | 17 | — | 12 | — | — | 1,618 |
| Total Loans | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Risk rating | |||||||||
| Pass | 577,299 | 310,542 | 262,389 | 514,075 | 265,465 | 268,667 | 94,900 | 3,168 | 2,296,505 |
| Special Mention | 25,062 | 225 | 5,022 | 3,242 | 1,283 | 5,244 | 3,643 | 518 | 44,239 |
| Substandard | 5,878 | 8,906 | 11,146 | 6,373 | 3,233 | 3,839 | 902 | 203 | 40,480 |
| Total Loans | $608,239 | $319,673 | $278,557 | $523,690 | $269,981 | $277,750 | $99,445 | $3,889 | $2,381,224 |
| Total current period gross write offs | $422 | $1,668 | $1,686 | $1,350 | $438 | $135 | $— | $— | $5,699 |
| Term Loans Amortized Cost Basis by Origination Year | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (dollars in thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | Revolvers | Revolvers converted to term loans | Total |
| Construction, land & land development | |||||||||
| Risk rating | |||||||||
| Pass | $98,269 | $47,378 | $25,930 | $23,193 | $1,979 | $5,379 | $53 | $— | $202,181 |
| Special Mention | — | 2,088 | — | — | 411 | — | 281 | — | 2,780 |
| Substandard | — | — | — | — | — | 85 | — | — | 85 |
| Total Construction, land & land development | 98,269 | 49,466 | 25,930 | 23,193 | 2,390 | 5,464 | 334 | — | 205,046 |
| Current period gross write offs | $— | $— | $— | $— | $— | $— | $— | $— | $— |
| Other commercial real estate | |||||||||
| Risk rating | |||||||||
| Pass | 55,169 | 85,172 | 343,123 | 180,568 | 76,905 | 194,444 | 21,341 | 1,849 | 958,571 |
| Special Mention | 850 | 1,999 | 4,288 | 173 | 2,344 | 7,376 | 610 | 1,069 | 18,709 |
| Substandard | 4,114 | 2,586 | 2,875 | 459 | 352 | 2,419 | 563 | — | 13,368 |
| Total Other commercial real estate | 60,133 | 89,757 | 350,286 | 181,200 | 79,601 | 204,239 | 22,514 | 2,918 | 990,648 |
| Current period gross write offs | — | — | — | — | — | 20 | — | — | 20 |
| Residential real estate | |||||||||
| Risk rating | |||||||||
| Pass | 16,675 | 76,074 | 112,784 | 45,111 | 18,978 | 44,892 | 23,222 | 926 | 338,662 |
| Special Mention | — | 1,672 | 374 | — | — | 1,989 | 204 | — | 4,239 |
| Substandard | — | — | 442 | 270 | 28 | 526 | — | — | 1,266 |
| Total Residential real estate | 16,675 | 77,746 | 113,600 | 45,381 | 19,006 | 47,407 | 23,426 | 926 | 344,167 |
| Current period gross write offs | — | — | 400 | 18 | — | 9 | — | — | 427 |
| Commercial, financial & agricultural | |||||||||
| Risk rating | |||||||||
| Pass | 44,380 | 46,610 | 33,124 | 12,322 | 8,662 | 16,143 | 43,051 | 742 | 205,034 |
| Special Mention | — | 622 | 2,136 | 12 | — | — | 700 | — | 3,470 |
| Substandard | 105 | 1,612 | 858 | 1,904 | 271 | 218 | 433 | 5 | 5,406 |
| Total Commercial, financial & agricultural | 44,485 | 48,844 | 36,118 | 14,238 | 8,933 | 16,361 | 44,184 | 747 | 213,910 |
| Current period gross write offs | 138 | 588 | 659 | 986 | 28 | 68 | — | — | 2,467 |
| Consumer and other | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Risk rating | |||||||||
| Pass | 53,500 | 30,186 | 2,312 | 857 | 530 | 1,291 | 456 | 13 | 89,145 |
| Special Mention | — | — | — | — | — | — | — | — | — |
| Substandard | 49 | — | 12 | 1 | 2 | — | — | — | 64 |
| Total Consumer and other | 53,549 | 30,186 | 2,324 | 858 | 532 | 1,291 | 456 | 13 | 89,209 |
| Current period gross write offs | 84 | 392 | 81 | 1 | 5 | 41 | — | — | 604 |
| Total Loans | |||||||||
| Risk rating | |||||||||
| Pass | 267,993 | 285,420 | 517,273 | 262,051 | 107,054 | 262,149 | 88,123 | 3,530 | 1,793,593 |
| Special Mention | 850 | 6,381 | 6,798 | 185 | 2,755 | 9,365 | 1,795 | 1,069 | 29,198 |
| Substandard | 4,268 | 4,198 | 4,187 | 2,634 | 653 | 3,248 | 996 | 5 | 20,189 |
| Total Loans | $273,111 | $295,999 | $528,258 | $264,870 | $110,462 | $274,762 | $90,914 | $4,604 | $1,842,980 |
| Total current period gross write offs | $222 | $980 | $1,140 | $1,005 | $33 | $138 | $— | $— | $3,518 |
A loan’s risk grade is assigned at the inception of the loan and is based on the financial strength of the borrower and the type of collateral. Loan risk grades are subject to reassessment at various times throughout the year as part of the Company’s ongoing loan review process. Loans with an assigned risk grade of 7, 8, 9, 10 or 99 and an outstanding balance of $500,000 or more are reassessed on a quarterly basis. During this reassessment process individual reserves may be identified and placed against certain loans which are not considered impaired. In assessing the overall economic condition of the markets in which it operates, the Company monitors the unemployment rates for its major service areas. The unemployment rates are reviewed on a quarterly basis as part of the allowance for credit loss determination.
Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Generally, loans are placed on nonaccrual status if principal or interest payments become 90 days past due or when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provision. Loans may be placed on nonaccrual status regardless of whether such loans are considered past due.
Loans are classified as collateral-dependent when the borrower is experiencing financial difficulty, and we expect repayment to be provided substantially through the operation or sale of collateral. Our commercial loans have collateral that is comprised of real estate and business assets. Our consumer loans have collateral that is substantially comprised of residential real estate. The Company had $7.2 million and $3.1 million in collateral-dependent loans at December 31, 2025 and 2024, respectively. There were no significant changes in the extent to which collateral secures our collateral-dependent loans during the periods ended December 31, 2025 and 2024.
The following table represents an age analysis of past due loans and nonaccrual loans, segregated by class of loans, as of December 31, 2025 and 2024.
| Accruing Loans | ||||||
|---|---|---|---|---|---|---|
| (dollars in thousands) | 30-89 DaysPast Due | 90 Daysor MorePast Due | Total AccruingLoans Past Due | NonaccrualLoans | Current Loans | Total Loans |
| Construction, land & land development | $269 | $— | $269 | $1,132 | $301,111 | $302,512 |
| Other commercial real estate | 4,183 | — | 4,183 | 9,663 | 1,235,874 | 1,249,720 |
| Total commercial real estate | 4,452 | — | 4,452 | 10,795 | 1,536,985 | 1,552,232 |
| Residential real estate | 3,558 | — | 3,558 | 4,501 | 451,490 | 459,549 |
| Commercial, financial & agricultural | 925 | — | 925 | 7,883 | 209,724 | 218,532 |
| Consumer and other | 915 | 95 | 1,010 | 201 | 149,700 | 150,911 |
| Total loans | $9,850 | $95 | $9,945 | $23,380 | $2,347,899 | $2,381,224 |
| Accruing Loans | ||||||
|---|---|---|---|---|---|---|
| (dollars in thousands) | 30-89 DaysPast Due | 90 Daysor MorePast Due | Total AccruingLoans Past Due | NonaccrualLoans | Current Loans | Total Loans |
| Construction, land & land development | $544 | $— | $544 | $— | $204,502 | $205,046 |
| Other commercial real estate | 2,441 | — | 2,441 | 4,833 | 983,374 | 990,648 |
| Total commercial real estate | 2,985 | — | 2,985 | 4,833 | 1,187,876 | 1,195,694 |
| Residential real estate | 3,689 | — | 3,689 | 1,204 | 339,274 | 344,167 |
| Commercial, financial & agricultural | 1,348 | — | 1,348 | 4,559 | 208,003 | 213,910 |
| Consumer and other | 339 | 152 | 491 | 64 | 88,654 | 89,209 |
| Total loans | $8,361 | $152 | $8,513 | $10,660 | $1,823,807 | $1,842,980 |
The following table is a summary of the Company's nonaccrual loans by major categories for the periods indicated.
| (dollars in thousands) | Nonaccrual Loans with No Related ACL | Nonaccrual Loans with a Related ACL | Total Nonaccrual Loans |
|---|---|---|---|
| Construction, land & land development | $— | $1,132 | $1,132 |
| Other commercial real estate | 8,231 | 1,432 | 9,663 |
| Total commercial real estate | 8,231 | 2,564 | 10,795 |
| Residential real estate | 1,807 | 2,694 | 4,501 |
| Commercial, financial & agricultural | 4,296 | 3,587 | 7,883 |
| Consumer and other | — | 201 | 201 |
| Total loans | $14,334 | $9,046 | $23,380 |
| (dollars in thousands) | Nonaccrual Loans with No Related ACL | Nonaccrual Loans with a Related ACL | Total Nonaccrual Loans |
|---|---|---|---|
| Construction, land & land development | $— | $— | $— |
| Other commercial real estate | 1,482 | 3,351 | 4,833 |
| Total commercial real estate | 1,482 | 3,351 | 4,833 |
| Residential real estate | — | 1,204 | 1,204 |
| Commercial, financial & agricultural | — | 4,559 | 4,559 |
| Consumer and other | — | 64 | 64 |
| Total loans | $1,482 | $9,178 | $10,660 |
As of December 31, 2025, the Company had $198,000 in loans secured by 1-4 family residential properties that were in the process of foreclosure. At December 31, 2024, there wereno loans in process of foreclosure.
Interest income recorded on nonaccrual loans during the year ended December 31, 2025 was$1.2 million, and reflects interest income recorded on nonaccrual loans prior to them being placed on nonaccrual status. Had nonaccrual loans performed in accordance with their original contractual terms, the Company would have recognized additional interest income of approximately $4.8 million for the year ended December 31, 2025.
Interest income recorded on nonaccrual loans during the year ended December 31, 2024 was $511,000, and reflects interest income recorded on nonaccrual loans prior to them being placed on nonaccrual status. Had nonaccrual loans performed in accordance with their original contractual terms, the Company would have recognized additional interest income of approximately$3.8 million for the year ended December 31, 2024.
The allowance for credit losses incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon asset origination or acquisition. The starting point for the estimate of the allowance for credit losses is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. The Company uses a discounted cash flow model to determine the allowance for credit losses. An assessment of whether a borrower is experiencing financial difficulty is made on the date of a modification.
Because the effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses because of the measurement methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon modification. Occasionally, the Company modifies loans by providing principal forgiveness on certain of its real estate loans. When principal forgiveness is provided, the amortized cost basis of the asset is written off against the allowance for credit losses. The amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance for credit losses.
In some cases, the Company will modify a certain loan by providing multiple types of concessions. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted. Upon the Company's determination that a modified loan, or portion of a loan, has subsequently been deemed uncollectible, the loan, or portion of the loan, is written off.
The following tables present loans modified due to a financial difficulty under the above terms during the twelve month periods ended December 31, 2025 and 2024.
| December 31, 2025 | |||
|---|---|---|---|
| (dollars in thousands) | Interest rate reduction | Payment Delay | Total* |
| Construction, land & land development | $54 | $1,132 | $1,186 |
| Other commercial real estate | — | 589 | 589 |
| Residential real estate | — | 233 | 233 |
| Commercial, financial & agricultural | — | 888 | 888 |
| Total Loans | $54 | $2,842 | $2,896 |
| *less than 0.12% of total class of receivable | |||
There were a total offive loans in the above categories for the year ended December 31, 2025. There weretwo construction, land & land development loans, one of which had an interest rate reduction andone that had been given a payment delay. There wasone commercial real estate loan, one residential real state loan andone commercial, financial & agricultural loan, each of which had been given a payment delay.
| December 31, 2024 | ||||
|---|---|---|---|---|
| (dollars in thousands) | Term Extension | Payment Delay | Term Extension and Payment Delay | Total* |
| Construction, land & land development | $— | $85 | $— | $85 |
| Other commercial real estate | 355 | — | 145 | 500 |
| Commercial, financial & agricultural | — | 353 | 578 | 931 |
| Total Loans | $355 | $438 | $723 | $1,516 |
| *less than 0.08% of total class of receivable | ||||
.
There were a total ofnine loans in the above categories for the year ended December 31, 2024. There wasone construction, land & land development loan which had been given a payment delay. The commercial real estate loans consisted ofthree loans, allthree with a term extension ofone year andone of these loans also given a payment delay. There were five commercial, financial & agricultural loans, one of which had been given a payment delay only andfour with both a payment delay and term extensions, one loan forthree years, one loan forfive years andtwo loans forten years.
The Company hadone commercial, financial & agricultural loan that subsequently defaulted during the year ended December 31, 2025 due to late payments. The loan had been given a payment delay as well as a term extension. The Company hadthree loans that subsequently defaulted during the year ended December 31, 2024. These loans were commercial, financial & agricultural loans to one borrower that had been given a payment delay on each loan. The Company repossessed collateral of $300,000 and charged off the remaining balance on the loans of $810,000 in the fourth quarter of 2024.
NOTE 5. ALLOWANCE FOR CREDIT LOSSES
The ACL for loans represents management's estimate of life of loan credit losses in the portfolio as of the end of the period. The ACL related to unfunded commitments is included in other liabilities in the consolidated balance sheet. The following tables present the balance sheet activity in the ACL by portfolio segment for loans for the years ended December 31, 2025 and 2024.
| (dollars in thousands) | Balance, December 31, 2024 | Adoption of ASU 2025-08 | Charge-offs | Recoveries | Provision for credit losses on loans | Balance, December 31, 2025 |
|---|---|---|---|---|---|---|
| Construction, land & land development | $1,306 | $266 | $— | $1 | $901 | $2,474 |
| Other commercial real estate | 6,459 | 2,007 | (509) | 266 | (508) | 7,715 |
| Total commercial real estate | 7,765 | 2,273 | (509) | 267 | 393 | 10,189 |
| Residential real estate | 5,502 | 2,064 | (183) | 195 | (2,090) | 5,488 |
| Commercial, financial & agricultural | 2,904 | 138 | (3,389) | 120 | 4,121 | 3,894 |
| Consumer and other | 2,809 | 144 | (1,618) | 35 | 2,073 | 3,443 |
| Total allowance for credit losses on loans | $18,980 | $4,619 | $(5,699) | $617 | $4,497 | $23,014 |
| (dollars in thousands) | Balance, December 31, 2023 | Charge-offs | Recoveries | Provision for credit losses on loans | Balance, December 31, 2024 |
|---|---|---|---|---|---|
| Construction, land & land development | $2,204 | $— | $16 | $(914) | $1,306 |
| Other commercial real estate | 7,064 | (20) | 57 | (642) | 6,459 |
| Total commercial real estate | 9,268 | (20) | 73 | (1,556) | 7,765 |
| Residential real estate | 5,105 | (427) | 256 | 568 | 5,502 |
| Commercial, financial & agricultural | 2,110 | (2,467) | 161 | 3,100 | 2,904 |
| Consumer and other | 1,888 | (604) | 25 | 1,500 | 2,809 |
| Total allowance for credit losses on loans | $18,371 | $(3,518) | $515 | $3,612 | $18,980 |
Colony used aone-year reasonable and supportable forecast period. The changes in loss rates used as the basis for the estimate of credit losses during this period were modeled using historical data from peer banks and macroeconomic forecast data obtained from a third party vendor, which were then applied to Colony's recent default experience as a starting point. As of December 31, 2025, the Company expects that the markets in which it operates will experience stable economic and unemployment conditions with the trend of delinquencies returning to more normalized levels, over the next year. Management adjusted the historical loss experience for these expectations. No reversion adjustments were necessary, as the starting point for the Company's estimate was a cumulative loss rate covering the expected contractual term of the portfolio.
The Company determines its individual reserves during its quarterly review of substandard loans. This process involves reviewing all loans with a risk grade of 7, 8, 9, 10 or 99 and an outstanding balance of$500,000 or more, regardless of the loans impairment classification.
The Company maintains an allowance for off-balance sheet credit exposures such as unfunded balances for existing lines of credit, commitments to extend future credit, as well as both standby and commercial letters of credit when there is a contractual obligation to extend credit and when this extension of credit is not unconditionally cancellable. The allowance for off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur, which is based on a historical funding study derived from internal information, and an estimate of expected credit losses on commitments expected to be funded over its estimated life, which are the same loss rates that are used in computing the allowance for credit losses on loans. The allowance for credit losses for unfunded commitments is separately classified on the balance sheet within other liabilities.
The following table presents the balance and activity in the allowance for credit losses for unfunded commitments for the years ended December 31, 2025 and 2024.
| (dollars in thousands) | December 31, 2025 | December 31, 2024 |
|---|---|---|
| Beginning balance | $813 | $1,375 |
| Adjustment to allowance for unfunded commitments for adoption of ASU 2025-08 | 134 | — |
| Provision for (recovery of ) unfunded commitments | 3 | (562) |
| Ending balance | $950 | $813 |
NOTE 6. PREMISES AND EQUIPMENT
Premises and equipment are comprised of the following as of December 31:
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Land | $11,314 | $11,314 |
| Building | 36,839 | 38,410 |
| Furniture, fixtures and equipment | 22,624 | 21,203 |
| Leasehold improvements | 2,319 | 1,392 |
| Construction in progress | 19 | 1 |
| Total cost | 73,115 | 72,320 |
| Accumulated depreciation | (36,070) | (34,489) |
| Total premises and equipment | $37,045 | $37,831 |
Depreciation charged to operations totaled $2.6 million in 2025 and $2.5 million in 2024. Construction in progress at December 31, 2025 was$19,000 which represents equipment repairs at three of the Company's branches. Costs to complete these projects are not expected to exceed $34,000.
NOTE 7. OTHER REAL ESTATE OWNED
The following is a summary of the activity in other real estate owned during the years ended December 31, 2025 and 2024:
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Balance, Beginning of year | $202 | $448 |
| Loans transferred to other real estate | 1,155 | 474 |
| Sales proceeds | (310) | (1,269) |
| Transfer from premises and equipment | — | 380 |
| Net gain on sales | 1 | 169 |
| Ending balance | $1,048 | $202 |
NOTE 8. GOODWILL AND INTANGIBLE ASSETS
The table below represents the change in goodwill during the years ended December 31:
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Beginning of year | $48,923 | $48,923 |
| Acquired goodwill | 14,950 | — |
| End of year | $63,873 | $48,923 |
The Company has assigned all goodwill to its Bank segment. No goodwill is allocated to the Mortgage or Small Business Specialty Lending segments.
The following is an analysis of the core deposit intangible activity for the years ended December 31:
| 2025 · 2024 | |||||
|---|---|---|---|---|---|
| (dollars in thousands) · GrossCarryingAmount · AccumulatedAmortization · GrossCarryingAmount · AccumulatedAmortization | |||||
| Amortizable intangible assets: | |||||
| Core deposit intangible | $12,307 | $7,010 | $7,685 | $6,203 | |
| Customer relationship intangible | 3,640 | 1,086 | 2,250 | 757 | |
| Total | $15,947 | $8,096 | $9,935 | $6,960 | |
| Unamortizable intangible assets: | |||||
| Goodwill | $63,873 | $48,923 | |||
Amortization expense related to the intangible assets was $1.1 million and $1.2 million at December 31, 2025 and 2024, respectively. The estimated future amortization expense for intangible assets remaining as of December 31, 2025 is as follows:
| (dollars in thousands) | Amount |
|---|---|
| 2026 | $1,638 |
| 2027 | 1,432 |
| 2028 | 1,288 |
| 2029 | 1,204 |
| 2030 | 1,204 |
| Thereafter | 1,085 |
| Total | $7,851 |
NOTE 9. INCOME TAXES
The Company adopted ASU No. 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures ("ASU 2023-09") on January 1, 2025 on a prospective basis.
Cash Taxes Paid in Current Period
| Year ended December 31, | |
|---|---|
| (dollars in thousands) | 2025 |
| Federal | $4,210 |
| States | |
| Other | 226 |
| Foreign | — |
| Total | $4,436 |
Income Taxes
The Company files tax returns in the U.S federal jurisdiction and required states. With few exceptions, the Bank is no longer subject to tax examination by tax authorities for years prior to 2022.
The provision for income taxes from continuing operations consists of the following components:
| Year ended December 31, | |
|---|---|
| (dollars in thousands) | 2025 |
| Current | |
| Federal | $4,607 |
| State | 211 |
| Total current tax provision | 4,818 |
| Deferred | |
| Federal | 1,699 |
| State | 365 |
| Total deferred tax provision | 2,064 |
| Total tax provision from continuing operations* | $6,882 |
*The Company does not have pretax income from continuing foreign operations or foreign tax expense.
Components of Tax Expense
| Year ended December 31, | |
|---|---|
| (dollars in thousands) | 2024 |
| Current federal expense | $4,808 |
| Deferred federal expense | 759 |
| Federal income tax expense | 5,567 |
| Current state expense | 136 |
| Deferred state expense | (4) |
| State income tax expense | 132 |
| Provision for income taxes | $5,699 |
Income tax expense for the years ended December 31, 2025, 2024 and 2023 differed from the federal statutory rate applied to income before income taxes for the following reasons in accordance with ASU 2023-09:
| Year ended December 31, | ||
|---|---|---|
| 2025 | ||
| (dollars in thousands) | ||
| U.S. Federal statutory tax rate | $7,379 | 21.00% |
| State and local income taxes, net of federal income tax effect (a) | 455 | 1.30 |
| Nontaxable or nondeductible items | ||
| BOLI income | (373) | (1.06) |
| Tax-exempt interest | (491) | (1.40) |
| Other | (88) | (0.18) |
| Total | $6,882 | 19.66% |
(a) State taxes in Georgia made up the majority (greater than 50%) of the tax effect in this category.
Income tax expense for the year ended December 31, 2024 differed from the federal statutory rate applied to income before income taxes for the following reasons before the adoption of ASU-09:
| Year ended December 31, | |
|---|---|
| (dollars in thousands) | 2024 |
| Tax at U.S. statutory rate | $6,209 |
| Increase (decrease) resulting from: | |
| State income tax expense, net of federal | 104 |
| Tax-exempt interest | (128) |
| Income in cash value of bank owned life insurance | (362) |
| Tax-exempt insurance premiums | (218) |
| Other items, net | 94 |
| Income tax expense | $5,699 |
The tax effects of temporary differences result in deferred tax assets and liabilities as presented below:
| December 31, | ||
|---|---|---|
| (dollars in thousands) | 2025 | 2024 |
| Deferred Tax Assets | ||
| Allowance for credit losses | $4,576 | $4,751 |
| Lease liability | 2,571 | 330 |
| Net operating loss carryforwards | 1,927 | 1,276 |
| Tax credit carryforwards | 937 | 688 |
| Deferred compensation | 296 | 233 |
| Unrealized loss on securities available for sale | 11,599 | 16,443 |
| Restricted stock | 122 | 178 |
| Investment in partnerships | — | 39 |
| Unrealized loss on hedging investments | 166 | — |
| Nonaccrual interest | 875 | 694 |
| Allowance for unfunded commitments | 236 | 203 |
| Purchase accounting adjustments | 1,575 | — |
| Other | — | 103 |
| Total deferred tax assets | 24,880 | 24,938 |
| Deferred Tax Liabilities | ||
| Premises and equipment | 1,462 | 659 |
| Right of use lease asset | 2,553 | 307 |
| Purchase accounting adjustments | — | 1,773 |
| Core deposit intangible | 1,095 | 120 |
| Investment in partnerships | 43 | — |
| Unrealized gain on hedging investments | — | 188 |
| Other | 145 | — |
| Total deferred tax liabilities | 5,298 | 3,047 |
| Net deferred tax assets | $19,582 | $21,891 |
Management assesses the realizability of deferred tax assets at each reporting period and considers whether it is more likely than not that a deferred tax asset will not be realized. The realization of a deferred tax asset is dependent upon the generation of future taxable income during periods in which the related temporary difference becomes deductible or realizable prior to its expiration. Management considers projected future taxable income, scheduled reversal of deferred tax liabilities, and tax planning strategies in making this assessment. Based on these considerations, management believes it is more likely than not that the deferred tax assets will be realized.
The Company does not have any material uncertain tax positions and does not have any interest and penalties recorded in the income statement for years ended December 31, 2025 or 2024. The Company files a consolidated income tax return in the U.S. federal tax jurisdiction.
NOTE 10. DEPOSITS
The aggregate amount of overdrawn deposit accounts reclassified as loan balances totaled $897,000 and $692,000 as of December 31, 2025 and 2024, respectively.
Components of interest-bearing deposits as of December 31 are as follows:
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Interest-bearing demand | $932,262 | $813,783 |
| Savings and money market deposits | 787,811 | 687,603 |
| Time, $250,000 and over | 239,175 | 185,176 |
| Other time | 581,470 | 419,098 |
| Total interest-bearing deposits | $2,540,718 | $2,105,660 |
We had $131.9 million and $59.5 million in brokered deposits at December 31, 2025 and 2024, respectively. We use brokered deposits, subject to certain limitations and requirements, as a source of funding to support our asset growth and augment the deposits generated from our branch network, which are our principal source of funding. Our level of brokered deposits varies from time to time depending on competitive interest rate conditions and other factors, and tends to increase as a percentage of total deposits when the brokered deposits are less costly than issuing internet certificates of deposit or borrowing from the FHLB.
The aggregate amount of jumbo certificates of deposit, each with a minimum denomination of $250,000 was $239.2 million and $185.2 million as of December 31, 2025 and 2024, respectively.
As of December 31, 2025, the scheduled maturities of certificates of deposit are as follows:
| (dollars in thousands) | |
|---|---|
| Year Ending December 31 | Amount |
| 2026 | $743,783 |
| 2027 | 49,938 |
| 2028 | 17,293 |
| 2029 | 7,463 |
| 2030 | 1,620 |
| Thereafter | 548 |
| Total time deposits | $820,645 |
NOTE 11. DERIVATIVES
As part of its asset liability management activities, the Company may enter into interest rate swaps to help manage its interest rate risk position and mitigate exposure to the variability of future cash flows or other forecasted transactions. The Company entered intotwo interest rate swaps during the second quarter of 2023, to hedge the variability of cash flows due to changes in the benchmark Secured Overnight Financing Rate ("SOFR") interest rate risk for its short-term funding over the term of these cash flow hedges. The Company entered intotwo additional interest rate swaps during the third quarter of 2024, one of which was designated as a cash flow hedge and the other a fair value hedge. In addition, the Company entered intoone interest rate swap during the fourth quarter of 2024 which was also designated as a fair value hedge. Fair value hedging relationships mitigate exposure to the change in fair value of an asset or liability.
The notional amount of an interest rate swap does not represent the amount exchanged by the parties. The exchange of cash flows is determined by reference to the notional amount and the other terms of the interest rate swap agreements.
On June 23, 2023, the Company entered into afive-year interest rate swap with a notional amount totaling $25.0 million. On June 26, 2023 the Company entered into athree-year interest rate swap with a notional amount totaling $25.0 million. Both of the swaps were designated as cash flow hedges of certain variable rate liabilities.
On August 30, 2024, the Company entered into an interest rate swap with a notional amount totaling $25.4 million with maturity dates ranging from three to 3.5 years. This swap was designated as a fair value hedge of certain fixed rate assets. On September 6, 2024, the Company entered into an interest rate swap with a notional amount totaling $20.0 million with a maturity date oftwo years. This swap was designated as a cash flow hedge of certain variable rate liabilities. On October 17, 2024, the Company entered into an interest rate swap with a notional amount totaling $25.0 million with a maturity date ofthree years. This swap was designated as a fair value hedge of certain fixed rate assets.
The Company hadno derivatives recorded in "Other assets" on the Company's balance sheet at December 31, 2025. The derivatives recorded in "Other liabilities" on the Company's balance sheet at December 31, 2025 have a total value of $636,000, with $368,000 representing cash flow hedges and $268,000 representing fair value hedges. At December 31, 2024, derivatives recorded in "Other assets" had a total value of $784,000. with $274,000 representing cash flow hedges and $510,000 representing fair value hedges. The derivatives recorded in "Other liabilities" at December 31, 2024, had a total value of $47,000, all related to cash flow hedges.
Gains were recorded on the swap transactions, which totaled $252,000 and $700,000 for the years ended December 31, 2025 and 2024, respectively, as a component of interest expense in the consolidated statements of income. Amounts reported in accumulated OCI related to swaps are reclassified to interest income or expense as interest payments are made on the Bank's fixed rate assets and variable rate liabilities.
The following table presents the amounts recorded in the consolidated statements of income and the consolidated statements of comprehensive income relating to the interest rate swaps for the years ended December 31, 2025 and 2024.
| (dollars in thousands) | Year ended December 31, 2025 | Year ended December 31, 2024 |
|---|---|---|
| Cash flow hedging relationships | ||
| Amount of gain(loss) recognized in OCI, net of tax | $(443) | $495 |
| Amount of gain reclassified from OCI to interest expense, net of tax | 188 | 522 |
| Fair value hedging relationships | ||
| Amount of gain(loss) recognized in OCI, net of tax | (591) | 380 |
| Amount recognized in interest income, net of tax | 262 | 118 |
The following table presents the carrying amount and associated cumulative basis adjustment related to the application of hedge accounting that is included in the carrying amount of the hedged assets/(liabilities) in fair value hedging relationships.
| (dollars in thousands) | Year ended December 31, 2025 | Year ended December 31, 2024 |
|---|---|---|
| Carrying amount of assets/(liabilities) | $58,284 | $60,537 |
| Hedge accounting basis adjustment | (268) | (510) |
NOTE 12. BORROWINGS
The following table presents information regarding the Company’s outstanding borrowings at December 31, 2025:
| Description · Maturity Date · Amount · Interest Rate | ||||
|---|---|---|---|---|
| (dollars in thousands) | ||||
| FHLB Advances | December 22, 2027 | $15,000 | 4.00% | |
| FHLB Advances | January 28, 2028 | 20,000 | 3.87% | |
| FHLB Advances | February 15, 2028 | 20,000 | 3.83% | |
| FHLB Advances | April 5, 2028 | 25,000 | 3.69% | |
| FHLB Advances | April 6, 2026 | 25,000 | 3.90% | |
| FHLB Advances | May 2, 2029 | 30,000 | 4.73% | |
| FHLB Advances | March 25, 2026 | 25,000 | 3.78% | |
| FHLB Advances | March 26, 2026 | 25,000 | 3.78% | |
| FHLB Advances | November 6, 2026 | 10,000 | 4.14% | |
| Fair Value Adjustment for FHLB Borrowings assumed | (28) | N/A | ||
| Subordinated notes, net of issuance costs | May 20, 2032 | 38,903 | 5.25% | |
| Subordinated debentures | (1) | 24,229 | (1) | |
| Total borrowings | $258,104 | |||
(1)See individual maturity dates and interest rates in table below.
The following table presents information regarding the Company’s outstanding borrowings at December 31, 2024:
| Description · Maturity Date · Amount · Interest Rate | ||||
|---|---|---|---|---|
| (dollars in thousands) | ||||
| FHLB Advances | December 22, 2027 | $15,000 | 4.00% | |
| FHLB Advances | January 28, 2028 | 20,000 | 3.87% | |
| FHLB Advances | February 15, 2028 | 20,000 | 3.83% | |
| FHLB Advances | April 5, 2028 | 25,000 | 3.69% | |
| FHLB Advances | April 6, 2026 | 25,000 | 3.90% | |
| FHLB Advances | May 2, 2029 | 30,000 | 4.73% | |
| FHLB Advances | March 25, 2025 | 25,000 | 4.46% | |
| FHLB Advances | March 26, 2025 | 25,000 | 4.46% | |
| Subordinated notes | May 20, 2032 | 38,810 | 5.25% | |
| Subordinated debentures | (1) | 24,229 | (1) | |
| Total borrowings | $248,039 | |||
(1)See individual maturity dates and interest rates in table below.
As collateral on the outstanding FHLB advances, the Company has provided a blanket lien on its portfolio of qualifying residential first mortgage loans, commercial loans, farmland loans, multifamily loans and HELOC loans, as well as U.S. Treasury and Agency securities. At December 31, 2025 and 2024, the lendable collateral value of those loans and securities pledged was $318.6 million and $204.5 million, respectively. At December 31, 2025, the Company had remaining credit availability from the FHLB of $747.0 million. At December 31, 2024, the Company had remaining credit availability from the FHLB of $578.7 million. The Company may be required to pledge additional qualifying collateral in order to utilize the full amount of the remaining credit line.
At December 31, 2025 and 2024, the Company also has available federal funds lines of credit with various financial institutions totaling $143.0 million and $64.5 million, respectively, of which there were none outstanding at December 31, 2025 and 2024.
The Company has the ability to borrow funds from the Federal Reserve Bank (FRB) of Atlanta utilizing the discount window. The discount window is an instrument of monetary policy that allows eligible institutions to borrow money from the FRB on a short-term basis to meet temporary liquidity shortages caused by internal or external disruptions. The Company had borrowing capacity available under this arrangement, with none outstanding at December 31, 2025 and 2024. The Company could be required to pledge certain available-for-sale investment securities as collateral under this agreement.
On May 20, 2022, the Company completed a private placement of $39.5 million in fixed-to-floating rate subordinated notes due 2032 (the “Notes”). The Notes will bear a fixed rate of 5.25% for the first five years and will reset quarterly thereafter to then current three-month Secured Overnight Financing Rate, as published by the Federal Reserve Bank of New York, plus 265 basis points for thefive year floating term. The Company is entitled to redeem the Notes, in whole or in part, on any interest payment date on or after May 20, 2027, or at any time, in whole but not in part, upon certain other specified events. At December 31, 2025, $38.9 million of the Notes, net of debt issuance costs were outstanding. The notes are recorded as other borrowings on the consolidated balance sheets and, subject to certain limitations, qualify as Tier 2 Capital for regulatory capital purposes.
Subordinated Debentures (Trust Preferred Securities)
During the second quarter of 2004, the Company formed Colony Bankcorp Statutory Trust III for the sole purpose of issuing $4,500,000 in Trust Preferred Securities through a pool sponsored by FTN Financial Capital Market. The securities have a maturity ofthirty years and are redeemable after five years with certain exceptions.
During the second quarter of 2006, the Company formed Colony Bankcorp Capital Trust I for the sole purpose of issuing $5,000,000 in Trust Preferred Securities through a pool sponsored by Truist Capital Markets. The securities have a maturity ofthirty years and are redeemable after five years with certain exceptions.
During the first quarter of 2007, the Company formed Colony Bankcorp Capital Trust II for the sole purpose of issuing $9,000,000 in Trust Preferred Securities through a pool sponsored by Trapeza Capital Management, LLC. The securities have a maturity ofthirty years and are redeemable after five years with certain exceptions. Proceeds from this issuance were used to pay off trust preferred securities issued on March 26, 2002 through Colony Bankcorp Statutory Trust I.
During the third quarter of 2007, the Company formed Colony Bankcorp Capital Trust III for the sole purpose of issuing $5,000,000 in Trust Preferred Securities through a pool sponsored by Trapeza Capital Management, LLC. The securities have a maturity ofthirty years and are redeemable after five years with certain exceptions. Proceeds from this issuance were used to pay off trust preferred securities issued on December 19, 2002 through Colony Bankcorp Statutory Trust II.
The Company is not in default of any outstanding Trust Preferred Securities as of December 31, 2025.
The following table presents the information regarding the Company's subordinated debentures at December 31, 2025 and 2024. All subordinated debentures are at benchmark rates based on SOFR plus a spread adjustment plus a margin at December 31, 2025.
| Description | Date | Amount | AddedMargin | TotalInterestRate | Maturity | 5-YearCall Option |
|---|---|---|---|---|---|---|
| (dollars in thousands) | ||||||
| Colony Bankcorp Statutory Trust III | June 16, 2004 | $4,640 | 2.68% | 6.65% | June 17, 2034 | June 17, 2009 |
| Colony Bankcorp Capital Trust I | April 13, 2006 | 5,155 | 1.50% | 5.43% | June 30, 2036 | April 13, 2011 |
| Colony Bankcorp Capital Trust II | March 12, 2007 | 9,279 | 1.65% | 5.60% | March 30, 2037 | March 12, 2012 |
| Colony Bankcorp Capital Trust III | September 14, 2007 | 5,155 | 1.40% | 5.50% | October 30, 2037 | September 14, 2012 |
| Total | $24,229 | |||||
The Trust Preferred Securities are recorded as subordinated debentures on the consolidated balance sheets and, subject to certain limitations, qualify as Tier 1 Capital for regulatory capital purposes. The proceeds from these offerings were used to fund certain acquisitions, pay off holding company debt and inject capital into the Bank subsidiary. The Trust Preferred Securities pay interest quarterly.
NOTE 13. LEASES
A lease is defined as a contract, or part of a contract, that conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. On January 1, 2019, the Company adopted ASU No. 2016-2 and all subsequent ASUs that modified this topic (collectively referred to as “Topic 842”). For the Company, Topic 842 primarily affected the accounting treatment for operating lease agreements in which the Company is the lessee.
Substantially all of the leases in which the Company is the lessee are comprised of real estate for branches and office space with terms extending through 2040. All of our leases are classified as operating leases, and therefore, were previously not recognized on the Company’s consolidated balance sheet. With the adoption of Topic 842, operating lease arrangements are required to be recognized on the consolidated balance sheet as a right-of-use (“ROU”) asset and a corresponding lease liability.
The following table represents the consolidated balance sheet classification of the Company’s ROU assets and liabilities. The Company elected not to include short-term leases (i.e., leases with initial terms of twelve months or less), or equipment leases (deemed immaterial) on the consolidated balance sheet.
| (dollars in thousands) | Classification | December 31, 2025 | December 31, 2024 |
|---|---|---|---|
| Assets | |||
| Operating lease right-of-use assets | Other assets | $10,257 | $1,225 |
| Liabilities | |||
| Operating lease liabilities | Other liabilities | $10,327 | $1,319 |
The calculated amount of the ROU assets and lease liabilities in the table above are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments and lease incentive payments. The Company’s lease agreements often includeone or more options to renew at the Company’s discretion. If at lease inception the Company considers the exercising of a renewal option to be reasonably certain, the Company will include the extended term in the calculation of the ROU asset and lease liability. Regarding the discount rate, Topic 842 requires the use of the rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely determinable, the Company utilizes its incremental borrowing rate at lease inception, on a collateralized basis, over a similar term. For operating leases existing prior to January 1, 2019, the rate for the remaining lease term as of January 1, 2019 was used.
For the years ended December 31, 2025 and 2024, operating lease cost was $764,000 and $531,000, respectively.
As of December 31, 2025, the weighted average remaining lease term was 12.30 years and the weighted average discount rate was 4.61%.
The following table represents the future maturities of the Company’s operating lease liabilities and other lease information.
| (dollars in thousands) | |
|---|---|
| Year | Lease Liability |
| 2026 | $1,387 |
| 2027 | 1,305 |
| 2028 | 1,081 |
| 2029 | 1,020 |
| 2030 | 961 |
| Thereafter | 8,021 |
| Total Lease Payments | $13,775 |
| Less: Imputed Interest | (3,448) |
| Present Value of Lease Liabilities | $10,327 |
| Supplemental Lease Information: (dollars in thousands) · December 31, 2025 · December 31, 2024 | |||
|---|---|---|---|
| Cash paid for amounts included in the measurement of lease liabilities: | |||
| Operating cash flows from operating leases (cash payments) | $764 | $659 | |
| Operating lease right-of-use assets obtained in exchange for leases entered into during the period | 9,682 | * | 76 |
| *Includes $9.4 million assumed in business acquisition | |||
NOTE 14. COMPENSATION PLANS
The Company offers a defined contribution 401(k) Profit Sharing Plan (the "Plan") which covers substantially all employees who meet certain age and service requirements. The Plan allows employees to make voluntary pre-tax salary deferrals to the Plan. The Company, at its discretion, may elect to make an annual contribution to the Plan equal to a percentage of each participating employee’s salary. Such discretionary contributions must be approved by the Company’s board of directors. Employees are fully vested in the Company contributions aftersix years of service. In 2025 and 2024, the Company made total contributions of $1.8 million and $1.7 million to the Plan, respectively.
Colony Bank, the wholly-owned subsidiary, has deferred compensation plans covering certain former directors and certain officers choosing to participate through individual deferred compensation contracts. In accordance with terms of the contracts, the Bank is committed to pay the participant’s deferred compensation over a specified number of years, beginning at age 65. In the event of a participant’s death before age 65, payments are made to the participant’s named beneficiary over a specified number of years, beginning on the first day of the month following the death of the participant.
Liabilities accrued under the plans totaled $778,000 and $930,000 as of December 31, 2025 and 2024, respectively. Monthly benefit accruals under the contracts totaled $65,000 in 2025 and $(32,000) in 2024. Payments were $90,000 in 2025 and $130,000 in 2024.
The Company has purchased life insurance policies on the plans’ participants and uses the cash flow from these policies to partially fund the plan. There wasno fee income recognized in 2025 and 2024.
The Company offers a Stock Purchase Plan which allows employees and directors of the Company to purchase shares of the Company through deductions from eligible compensation in an amount selected by participants between one (1%) percent and fifty (50%) percent. The Stock Purchase Plan offers a fifteen (15%) match by the Company on every dollar contributed. Stock is purchased on the participants behalf each pay period using both the participants contributions and the Company match. Shares purchased with Company contributions are considered taxable income and subject to aone-year holding period. The number of shares of Company common stock reserved for issuance under this plan is 300,000 shares. Participation in the Stock Purchase Plan began in January 2026, and therefore there were no contributions or Company match as of December 31, 2025.
The Company assumed an employee pension plan as part of the acquisition of TC Bancshares, Inc. which remained in effect as of December 31, 2025. The plan was put in place on April 1, 2011 and effective March 31, 2019, the plan was frozen and closed to new participants. The plan was amended in 2025 for termination and is anticipated to be terminated by the end of 2026. The following tables provide information related to the plan since the date of acquisition, as computed by the Company's independent actuarial consultants.
Balance sheet items:
| (dollars in thousands) | November 30, 2025 | December 31, 2025 |
|---|---|---|
| Change in benefit obligation | ||
| Benefit obligation beginning of period | $8,098 | $8,201 |
| Service cost | — | — |
| Interest cost | 390 | 35 |
| Amendments | — | — |
| Actuarial (gain)/loss | 185 | (61) |
| Benefits paid | (472) | (103) |
| Effect of curtailment | — | — |
| Benefit obligation end of period | $8,201 | $8,072 |
| Change in plan assets | ||
| Fair value of assets beginning of period | $8,492 | $8,799 |
| Actual return on assets | 819 | (92) |
| Employer contributions | — | — |
| Administrative expenses | (40) | (8) |
| Benefits paid | (472) | (103) |
| Fair value of assets end of period | $8,799 | $8,596 |
| Amounts recognized in statement of financial position | |||
|---|---|---|---|
| Noncurrent assets | $598 | $524 | |
| Current liabilities | — | — | |
| Noncurrent liabilities | — | — | |
| Amounts recognized | $598 | $524 | |
| Amounts recognized in accumulated other comprehensive income | |||
| Net (gain) loss | $(468) | $(378) | |
| Transition obligation (asset) | — | — | |
| Prior service cost (credit) | — | — | |
| Amounts recognized | $(468) | $(378) | |
| Key assumptions | |||
| Discount rate | 5.21% | 5.34% | |
| Expected rate of return on assets | 7.00% | 7.00% | |
| Measurement date | 11/30/2025 | 12/31/2025 | |
Components of net periodic pension cost and other amounts recognized in other comprehensive income are as follows:
| Net periodic pension cost | 1/1 - 11/30/2025 | 12/1 - 12/31/2025 |
|---|---|---|
| Service cost | $— | $— |
| Interest cost | 390 | 35 |
| Expected return on plan assets | (525) | (51) |
| Amortization of unrecognized (gain) loss | — | — |
| Amortization of unrecognized prior service cost (credit) | — | — |
| Amortization of unrecognized transition (asset) obligation | — | — |
| Effect of curtailments | — | — |
| Net periodic pension cost (income) | $(135) | $(16) |
| Discount rate | 5.44% | 5.21% |
| Expected long-term rate of return on assets | 7.00% | 7.00% |
| Other changes to OCI | ||
| Amortization of transition obligation | $— | $— |
| Net (gain) loss | (69) | 90 |
| Amortization of net gain (loss) | — | — |
| Prior service cost (credit) | — | — |
| Amortization of prior service (cost) credit | — | — |
| Effect of curtailments | — | — |
| Total recognized in OCI | $(69) | $90 |
The following table reflects the expected benefit payments for the employee pension plan.
| Year | Expected payments |
|---|---|
| 2026 | $580 |
| 2027 | 577 |
| 2028 | 577 |
| 2029 | 573 |
| 2030 | 566 |
| Thereafter | 2,690 |
During the period December 1, 2025 through December 31, 2025, the plan experienced a liability gain of $61,000, which was the result of an increase in the discount rate. During the same period, the plan experienced an asset loss of $151,000. This resulted in a net loss for the period of $90,000. The primary reason for the asset loss was an actual rate of return of approximately (1.05)% versus an assumed annual rate of 7.00%.
The Company awards restricted shares of the Company's common stock to various bank employees with a grant price equal to the market price of the Company's common stock on the grant date. The restricted shares vest in equal installments over three years, subject to continued service through each applicable vesting date, or earlier upon the occurrence of a change in control. With the restricted stock, there will be no cash consideration to the Company for the shares. The employees will have the right to vote all shares subject to such grant and receive all dividends with respect to such shares, whether or not the shares have vested.
The following table presents the outstanding balance for restricted stock awards as of December 31, 2025 and 2024.
| Quantity | Weighted-Average Grant Date Fair Value | |
|---|---|---|
| Outstanding at December 31, 2023 | 175,993 | $14.67 |
| Granted | 74,358 | 12.16 |
| Vested | (101,032) | 15.86 |
| Forfeited | (4,761) | 15.06 |
| Outstanding at December 31, 2024 | 144,558 | 12.53 |
| Granted | 63,426 | 16.95 |
| Vested | (76,504) | 13.41 |
| Forfeited | (5,429) | 12.25 |
| Outstanding at December 31, 2025 | 126,051 | $14.23 |
Compensation expense for restricted stock is based on the market price of the Company stock at the time of the grant and amortized on a straight-line basis over the vesting period. Compensation expense recognized for the years ended December 31, 2025 and 2024 was $785,000 and $1.3 million, respectively. Total compensation expense unrecognized for the restricted shares granted for the year ended December 31, 2025 was $1.4 million, which is expected to be recognized over a weighted average period of 2.07 years.
NOTE 15. COMMITMENTS AND CONTINGENCIES
Credit-Related Financial Instruments. The Company is a party to credit-related 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, standby letters of credit and commercial letters of credit. Such commitments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets.
The Company’s exposure to credit loss is represented by the contractual amount of these commitments. The Company follows the same credit policies in making commitments as it does for on-balance sheet instruments.
At December 31, 2025 and 2024, the following financial instruments were outstanding whose contract amounts represent credit risk:
| Contract Amount | ||
|---|---|---|
| 2025 | 2024 | |
| (dollars in thousands) | ||
| Commitments to extend credit | $422,592 | $329,924 |
| Standby letters of credit | 5,382 | 5,947 |
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. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The commitments for equity lines of credit may expire without being drawn upon. Therefore, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if it is deemed necessary by the Company, is based on management’s credit evaluation of the customer.
Unfunded commitments under commercial lines of credit, revolving credit lines and overdraft protection agreements are commitments for possible future extensions of credit to existing customers. These lines of credit are uncollateralized and usually do not contain a specified maturity date and may not be drawn upon to the total extent to which the Company is committed.
Standby and performance letters of credit are conditional lending commitments issued by the Company to guarantee the performance of a customer to a third party. Those letters of credit are primarily issued to support public and private borrowing arrangements. Essentially all letters of credit issued have expiration dates withinone year. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.
Legal Contingencies. In the ordinary course of business, there are various legal proceedings pending against Colony and its subsidiaries. The aggregate liabilities, if any, arising from such proceedings would not, in the opinion of management, have a material adverse effect on Colony’s consolidated financial position.
Wire Fraud Incident and Insurance Recovery Contingency. In March 2025, the Company was the target of a wire fraud incident. Upon discovery, the Company promptly implemented enhanced internal controls and notified law enforcement and regulatory authorities. After an investigation, it was determined that the incident did not impact any customer accounts or compromise any customer data. The Company maintains insurance coverage for such incidents through both commercial insurance and through a captive insurance company that covers losses and deductibles. Based on discussions with the Company's attorneys and insurance carriers and review of applicable insurance policies, it was determined that $1.25 million would not be recoverable and therefore was recognized as an expense in the Company's financial statements for the year ended December 31, 2025.
NOTE 16. RELATED PARTY TRANSACTIONS
The following table reflects the activity and aggregate balance of direct and indirect loans to directors, executive officers or principal holders of equity securities of the Company. All such loans were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons and do not involve more than a normal risk of collectability. A summary of activity of related party loans is shown below:
| (dollars in thousands) | 2025 | 2024 |
|---|---|---|
| Balance, Beginning | $3,809 | $6,107 |
| New loans | 2,977 | 3,250 |
| Repayments | (3,721) | (3,829) |
| Transactions due to changes in directors | 1,181 | (1,719) |
| Balance, Ending | $4,246 | $3,809 |
NOTE 17. FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
Generally accepted accounting standards in the U.S. require disclosure of fair value information about financial instruments, whether or not recognized on the face of the balance sheet, for which it is practicable to estimate that value. The assumptions used in the estimation of the fair value of Colony Bancorp, Inc. and subsidiaries financial instruments are detailed hereafter. Where quoted prices are not available, fair values are based on estimates using discounted cash flows and other valuation techniques. The use of discounted cash flows can be significantly affected by the assumptions used, including the discount rate and estimates of future cash flows.
Generally accepted accounting principles related to Fair Value Measurements define fair value, establish a framework for measuring fair value, establish a three-level valuation hierarchy for disclosure of fair value measurement and enhance disclosure requirements for fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial
instrument.
Level 3 inputs to the valuation methodology are unobservable and represent the Company’s own assumptions about the
assumptions that market participants would use in pricing the assets or liabilities.
The following disclosures should not be considered a surrogate of the liquidation value of the Company, but rather a good-faith estimate of the increase or decrease in value of financial instruments held by the Company since purchase, origination or issuance.
Cash and short-term investments - For cash, due from banks, bank-owned deposits and federal funds sold, the carrying amount is a reasonable estimate of fair value and is classified Level 1.
Investment securities - Fair values for investment securities are based on quoted market prices where available and classified as Level 1. If quoted market prices are not available, estimated fair values are based on quoted market prices of comparable instruments and classified as Level 2. If a comparable is not available, the investment securities are classified as Level 3.
Other investments, at cost - The fair value of other bank stock approximates carrying value and is classified as Level 2. Fair values for investment funds are based on quoted market prices where available and classified as Level 1. If quoted market prices are not available, estimated fair values are based on quoted market prices of comparable instruments and classified as Level 2. If a comparable is not available, the investment securities are classified as Level 3.
Loans held for sale– The fair value of loans held for sale is determined on outstanding commitments from third party investors in the secondary markets and is classified within Level 2 of the valuation hierarchy.
Loans, net - The fair value of fixed rate loans is estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings. For variable rate loans, the carrying amount is a reasonable estimate of fair value. Loans are classified as Level 3.
Derivative instruments - The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts and the discounted expected variable cash payments. The variable cash payments are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The interest rate swaps are classified as Level 2.
Deposit liabilities - The fair value of demand deposits, savings accounts and certain money market deposits is the amount payable on demand at the reporting date and is classified as Level 1. The fair value of fixed maturity certificates of deposit is estimated by discounting the future cash flows using the rates currently offered for deposits of similar remaining maturities and is classified as Level 2.
Federal Home Loan Bank advances – The fair value of Federal Home Loan Bank advances is estimated by discounting the future cash flows using the current rates at which similar advances would be obtained. Federal Home Loan Bank advances are classified as Level 2.
Other borrowings– The fair value of other borrowings is calculated by discounting contractual cash flows using an estimated interest rate based on current rates available to the Company for debt of similar remaining maturities and collateral terms. Other borrowings is classified as Level 2 due to their expected maturities.
Disclosures of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis, are required in the financial statements.
The carrying amount, estimated fair values, and placement in the fair value hierarchy of the Company’s financial instruments are as follows:
| Carrying · Estimated · Level | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (dollars in thousands) | Amount | Fair Value | 1 | 2 | 3 | ||||
| Assets | |||||||||
| Cash and short-term investments | $257,640 | $257,640 | $257,640 | $— | $— | ||||
| Investment securities available for sale | 383,817 | 383,817 | — | 377,302 | 6,515 | ||||
| Investment securities held to maturity | 386,618 | 354,290 | — | 354,290 | — | ||||
| Other investments | 19,176 | 19,176 | — | 19,176 | — | ||||
| Loans held for sale | 78,990 | 78,990 | — | 78,990 | — | ||||
| Loans, net | 2,358,210 | 2,274,712 | — | — | 2,274,712 | ||||
| Derivative assets | — | — | — | — | — | ||||
| Liabilities | |||||||||
| Deposits | 3,067,521 | 3,065,312 | — | 3,065,312 | — | ||||
| Federal Home Loan Bank advances | 194,972 | 193,998 | — | 193,998 | — | ||||
| Other borrowed money | 63,132 | 55,692 | — | 55,692 | — | ||||
| Derivative liabilities | 636 | 636 | — | 636 | — | ||||
| Assets | |||||||||
| Cash and short-term investments | $231,034 | $231,034 | $231,034 | $— | $— | ||||
| Investment securities available for sale | 366,049 | 366,049 | — | 357,128 | 8,921 | ||||
| Investment securities held to maturity | 430,077 | 383,020 | 383,020 | — | |||||
| Other investments | 17,694 | 17,694 | — | 17,694 | — | ||||
| Loans held for sale | 39,786 | 39,786 | — | 39,786 | — | ||||
| Loans, net | 1,824,000 | 1,703,487 | — | — | 1,703,487 | ||||
| Derivative assets | 784 | 784 | — | 784 | — | ||||
| Liabilities | |||||||||
| Deposits | 2,567,943 | 2,564,143 | — | 2,564,143 | — | ||||
| Federal Home Loan Bank advances | 185,000 | 186,468 | — | 186,468 | — | ||||
| Other borrowed money | 63,039 | 52,057 | — | 52,057 | — | ||||
| Derivative liabilities | 47 | 47 | — | 47 | — | ||||
Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on many judgments. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.
Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Significant assets and liabilities that are not considered financial instruments include deferred income taxes and premises and equipment. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.
Following is a description of the valuation methodologies used for instruments measured at fair value on a recurring and nonrecurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy:
Securities – Where quoted prices are available in an active market, securities are classified within level 1 of the valuation hierarchy. Level 1 inputs include securities that have quoted prices in active markets for identical assets. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flow. Examples of such instruments, which would generally be classified within level 2 of the valuation hierarchy, include certain collateralized mortgage and debt obligations and certain high-yield debt securities. In certain cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within level 3 of the valuation hierarchy. When measuring fair value, the valuation techniques available under the market approach, income approach and/or cost approach are used. The Company’s evaluations are based on market data and the Company employs combinations of these approaches for its valuation methods depending on the asset class.
Collateral Dependent Impaired Loans - Impaired loans are those loans which the Company has measured impairment generally based on the fair value of the loan’s collateral. Fair value is generally determined based upon independent third-party appraisals of the properties, or discounted cash flows based upon the expected proceeds. These assets are included as level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.
Other Real Estate Owned - Other real estate owned assets are adjusted to fair value less estimated selling costs upon transfer of the loans to other real estate owned. Typically, an external, third-party appraisal is performed on the collateral upon transfer into the other real estate owned account to determine the asset’s fair value. Subsequent adjustments to the collateral’s value may be based upon either updated third-party appraisals or management’s knowledge of the collateral and the current real estate market conditions. Appraised amounts used in determining the asset’s fair value, whether internally or externally prepared, are discounted 10 percent to account for selling and marketing costs. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are typically significant and result in a level 3 classification of the inputs for determining fair value. Because of the high degree of judgment required in estimating the fair value of other real estate owned assets and because of the relationship between fair value and general economic conditions, we consider the fair value of other real estate owned assets to be highly sensitive to changes in market conditions.
Assets Measured at Fair Value on a Recurring and Nonrecurring Basis - The following tables present the recorded amount of the Company’s assets and liabilities measured at fair value on a recurring and nonrecurring basis as of December 31, 2025 and 2024, aggregated by the level in the fair value hierarchy within which those measurements fall. The tables below include collateral dependent loans and other real estate properties at December 31, 2025 and 2024. Those collateral dependent loans and other real estate properties are shown net of the related specific reserves and valuation allowances.
| Fair Value Measurements at Reporting Date Using | ||||
|---|---|---|---|---|
| (dollars in thousands) | Total Fair Value | (Level 1) | (Level 2) | (Level 3) |
| Recurring | ||||
| Investment securities available-for-sale | ||||
| U.S. treasury securities | $5,582 | $— | $5,582 | $— |
| U.S. agency securities | 3,196 | — | 3,196 | — |
| Asset backed securities | 14,483 | — | 14,483 | — |
| State, county & municipal securities | 107,230 | — | 107,230 | — |
| Corporate debt securities | 48,807 | — | 42,292 | 6,515 |
| Mortgage-backed securities | 204,519 | — | 204,519 | — |
| Total investment securities available-for-sale | 383,817 | — | 377,302 | 6,515 |
| Loans held for sale | 78,990 | — | 78,990 | — |
| Derivative assets | — | — | — | — |
| Total recurring assets | $462,807 | $— | $456,292 | $6,515 |
| Derivative liabilities | $636 | $— | $636 | $— |
| Total recurring liabilities | $636 | $— | $636 | $— |
| Nonrecurring | ||||
| Collateral dependent loans | $7,194 | $— | $— | $7,194 |
| Other real estate owned | 1,048 | — | — | 1,048 |
| Total nonrecurring assets | $8,242 | $— | $— | $8,242 |
| Fair Value Measurements at Reporting Date Using | ||||
|---|---|---|---|---|
| (dollars in thousands) | Total FairValue | (Level 1) | (Level 2) | (Level 3) |
| Recurring | ||||
| Investment securities available-for-sale | ||||
| U.S. treasury securities | $3,173 | $— | $3,173 | $— |
| U.S. agency securities | 2,755 | — | 2,755 | — |
| Asset backed securities | 17,824 | — | 17,824 | — |
| State, county & municipal securities | 95,637 | — | 95,637 | — |
| Corporate debt securities | 47,782 | — | 41,234 | 6,548 |
| Mortgage-backed securities | 198,878 | — | 196,505 | 2,373 |
| Total investment securities available-for-sale | 366,049 | — | 357,128 | 8,921 |
| Loans held for sale | 39,786 | — | 39,786 | — |
| Derivative assets | 784 | — | 784 | — |
| Total recurring assets | $406,619 | $— | $397,698 | $8,921 |
| Derivative liabilities | $47 | $— | $47 | $— |
| Total recurring liabilities | $47 | $— | $47 | $— |
| Nonrecurring | ||||
| Collateral dependent loans | $3,075 | $— | $— | $3,075 |
| Other real estate owned | 202 | — | — | 202 |
| Total nonrecurring assets | $3,277 | $— | $— | $3,277 |
Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
The following tables present quantitative information about the significant unobservable inputs used in the fair value measurements for assets in level 3 of the fair value hierarchy measured on a nonrecurring basis at December 31, 2025 and 2024. These tables are comprised primarily of collateral dependent impaired loans and other real estate owned:
| (dollars in thousands) | December 31, 2025 | ValuationTechniques | UnobservableInputs | Discount rate |
|---|---|---|---|---|
| Collateral dependent loans | $7,194 | Appraised Value | Discounts to reflect estimated costs to sell | 10% |
| Other Real Estate | $1,048 | Appraised Value/ Comparable Sales | Discounts to reflect current market conditions and estimated costs to sell | 10% |
| (dollars in thousands) | December 31, 2024 | ValuationTechniques | UnobservableInputs | Discount rate |
|---|---|---|---|---|
| Collateral dependent loans | $3,075 | Appraised Value | Discounts to reflect estimated costs to sell | 10% |
| Other Real Estate | $202 | Appraised Value/ Comparable Sales | Discounts to reflect current market conditions and estimated costs to sell | 10% |
The following tables present quantitative information about recurring level 3 fair value measurements as of December 31, 2025 and 2024.
| (dollars in thousands) | Fair Value | ValuationTechniques | UnobservableInputs | Range(Weighted Avg) |
|---|---|---|---|---|
| Available for sale securities | $6,515 | Discounted Cash Flow | Discount Rate or Yield | N/A |
| (dollars in thousands) | Fair Value | ValuationTechniques | UnobservableInputs | Range(Weighted Avg) |
|---|---|---|---|---|
| Available for sale securities | $8,921 | Discounted Cash Flow | Discount Rate or Yield | N/A |
The following table presents a reconciliation and statement of income classification of gains and losses for all assets measured at fair value on a recurring basis using significant unobservable inputs (level 3) for the year ended December 31, 2025 and 2024:
| Available for sale securities | ||
|---|---|---|
| (dollars in thousands) | 2025 | 2024 |
| Beginning balance | $8,921 | $10,814 |
| Additions | 20 | 2,588 |
| Redemptions | (2,380) | (3,831) |
| Total unrealized/realized gains (losses) included in earnings | (46) | 1,701 |
| Transfers between levels | — | (2,351) |
| Ending balance | $6,515 | $8,921 |
The Company’s policy is to recognize transfers in and transfers out of levels 1, 2 and 3 as of the end of a reporting period. There wereno transfers between levels for the period ended December 31, 2025 and $2.4 million in transfers for the period ended December 31, 2024.
NOTE 18. REGULATORY CAPITAL MARKETS
The amount of dividends payable to the parent company from the subsidiary bank is limited by various banking regulatory agencies. Upon approval by regulatory authorities, the Bank may pay cash dividends to the parent company in excess of regulatory limitations.
The Company is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and, possibly, additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of total and Tier I capital to risk-weighted assets, and of Tier I capital to average assets. As of December 31, 2025, the interim final Basel III rules (Basel III) require the Company to also maintain minimum amounts and ratios of common equity Tier 1 capital to risk weighted assets. These amounts and ratios as defined in regulations are presented hereafter. Management believes, as of December 31, 2025, the Company meets all capital adequacy requirements to which it is subject under the regulatory framework for prompt corrective action. In the opinion of management, there are no conditions or events since prior notification of capital adequacy from the regulators that have changed the institution’s category.
The Basel III rules also require the Company to maintain a capital conservation buffer comprised of common equity Tier 1 capital. The capital conservation buffer is 2.5 percent of risk-weighted assets.
The following table summarizes regulatory capital information as of December 31, 2025 and December 31, 2024 on a consolidated basis and for the subsidiary, as defined. Regulatory capital ratios for December 31, 2025 and 2024 were calculated in accordance with the Basel III rules.
| Actual | For CapitalAdequacy Purposes | To Be WellCapitalized UnderPrompt CorrectiveAction Provisions | ||||
|---|---|---|---|---|---|---|
| (dollars in thousands) | Amount | Ratio | Amount | Ratio | Amount | Ratio |
| Total Capital to Risk-Weighted Assets | ||||||
| Consolidated | $418,386 | 15.95% | $209,849 | 8.00% | $262,311 | 10.00% |
| Colony Bank | 378,421 | 14.48 | 209,072 | 8.00 | 261,340 | 10.00 |
| Tier I Capital to Risk-Weighted Assets | ||||||
| Consolidated | 356,702 | 13.60 | 157,369 | 6.00 | 209,825 | 8.00 |
| Colony Bank | 355,640 | 13.61 | 156,785 | 6.00 | 209,046 | 8.00 |
| Common Equity Tier 1 Capital to Risk-Weighted Assets | ||||||
| Consolidated | 332,473 | 12.67 | 118,084 | 4.50 | 170,566 | 6.50 |
| Colony Bank | 355,640 | 13.61 | 117,589 | 4.50 | 169,850 | 6.50 |
| Tier I Capital to Average Assets | ||||||
| Consolidated | 356,702 | 10.78 | 132,357 | 4.00 | 165,446 | 5.00 |
| Colony Bank | 355,640 | 10.78 | 131,963 | 4.00 | 164,954 | 5.00 |
| Total Capital to Risk-Weighted Assets | ||||||
| Consolidated | $352,495 | 17.10% | $164,910 | 8.00% | $206,137 | 10.00% |
| Colony Bank | 314,266 | 15.29 | 164,430 | 8.00 | 205,537 | 10.00 |
| Tier I Capital to Risk-Weighted Assets | ||||||
| Consolidated | 293,893 | 14.26 | 123,658 | 6.00 | 164,877 | 8.00 |
| Colony Bank | 294,474 | 14.33 | 123,297 | 6.00 | 164,396 | 8.00 |
| Common Equity Tier 1 Capital to Risk-Weighted Assets | ||||||
| Consolidated | 269,664 | 13.08 | 92,774 | 4.50 | 134,007 | 6.50 |
| Colony Bank | 294,474 | 14.33 | 92,473 | 4.50 | 133,572 | 6.50 |
| Tier I Capital to Average Assets | ||||||
| Consolidated | 293,893 | 9.50 | 123,744 | 4.00 | 154,681 | 5.00 |
| Colony Bank | 294,474 | 9.55 | 123,340 | 4.00 | 154,175 | 5.00 |
NOTE 19. FINANCIAL INFORMATION OF COLONY BANKCORP, INC. (PARENT ONLY)
The parent company’s balance sheets as of December 31, 2025 and 2024 and the related statements of income and cash flows for each of the years in the two-year period then ended are as follows:
BALANCE SHEETS
DECEMBER 31
| 2025 | 2024 | |
|---|---|---|
| ASSETS | ||
| Cash | $28,855 | $28,692 |
| Investment in subsidiaries | 400,594 | 305,918 |
| Other | 9,715 | 7,297 |
| Total Assets | $439,164 | $341,907 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| Liabilities | ||
| Other | $112 | $193 |
| Subordinated notes, net of issuance costs | 38,903 | 38,810 |
| Subordinated debentures | 24,229 | 24,229 |
| Total Liabilities | 63,244 | 63,232 |
| Stockholders’ Equity | ||
| Common stock, par value $1.00 per share; 50,000,000 shares authorized, 21,251,695 and 17,519,884 shares issued and outstanding as of December 31, 2025 and 2024, respectively | 21,252 | 17,520 |
| Paid-in capital | 228,577 | 168,353 |
| Retained earnings | 160,584 | 140,369 |
| Accumulated other comprehensive loss, net of tax | (34,493) | (47,567) |
| Total Stockholder’s Equity | 375,920 | 278,675 |
| Total Liabilities and Stockholders’ Equity | $439,164 | $341,907 |
STATEMENTS OF INCOME
| 2025 | 2024 | |
|---|---|---|
| Income | ||
| Interest on deposits with banks | $1 | $4 |
| Dividends from subsidiaries | 13,955 | 13,217 |
| Other | 540 | 204 |
| Total income | 14,496 | 13,425 |
| Expenses | ||
| Interest | 3,703 | 3,937 |
| Salaries and employee benefits | 628 | 461 |
| Other | 341 | 183 |
| Total expenses | 4,672 | 4,581 |
| Income before income taxes and equity in undistributed earnings of subsidiaries | 9,824 | 8,844 |
| Income tax benefit | 1,293 | 1,150 |
| Income before equity in undistributed earnings of subsidiaries | 11,117 | 9,994 |
| Equity in undistributed earnings of subsidiaries | 17,136 | 13,874 |
| Net income | $28,253 | $23,868 |
STATEMENTS OF CASH FLOWS
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net income | $28,253 | $23,868 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||
| Stock-based compensation expense | 785 | 1,296 |
| Equity in undistributed earnings of subsidiaries | (17,136) | (13,874) |
| Amortization of debt issuance costs | 93 | 94 |
| Change in deferred taxes | 96 | — |
| Change in interest payable | (8) | (7) |
| Other | (2,491) | (1,742) |
| Net cash provided by operating activities | 9,592 | 9,635 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Net cash and cash equivalents received from bank acquisition | 1,288 | — |
| Net cash provided by investing activities | 1,288 | — |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Redemption of subordinated debt | — | (500) |
| Cash paid for tax withholding related to vesting of restricted stock | (311) | (296) |
| Repurchase and retirement of shares | (2,368) | (1,305) |
| Dividends paid on common stock | (8,038) | (7,899) |
| Net cash used in financing activities | (10,717) | (10,000) |
| Net increase (decrease) in cash and cash equivalents | 163 | (365) |
| Cash and cash equivalents at beginning of period | 28,692 | 29,057 |
| Cash and cash equivalents at end of period | $28,855 | $28,692 |
NOTE 20. EARNINGS PER SHARE
The following table presents earnings per share for the years ended December 31, 2025 and 2024:
| 2025 | 2024 | |
|---|---|---|
| (dollars in thousands, except per share amounts) | ||
| Numerator | ||
| Net income available to common stockholders | $28,253 | $23,868 |
| Denominator | ||
| Weighted average number of common shares outstanding for basic earnings per common share | 17,789,688 | 17,557,743 |
| Weighted average number of common shares outstanding for diluted earnings per common share | 17,789,688 | 17,557,743 |
| Earnings per share - basic | $1.59 | $1.36 |
| Earnings per share - diluted | $1.59 | $1.36 |
NOTE 21. SEGMENT INFORMATION
ASC Topic 280 - Segment Reporting identifies operating segments as components of an enterprise which are evaluated regularly by the Company's Chief Operating Decision Maker, our Chief Executive Officer, in deciding how to allocate resources and assess performance. The Company has applied the aggregation criterion set forth in this codification to the results of its operations. The Company’s operating segments include banking, mortgage banking and small business specialty lending division. The reportable segments are determined by the products and services offered, and internal reporting. The Bank segment derives its revenues from the delivery of full-service financial services, including retail and commercial banking services and deposit accounts. The Mortgage Banking segment derives its revenues from the origination and sales of residential mortgage loans held for sale. The Small Business Specialty Lending Division segment derives its revenue from the origination, sales and servicing of Small Business Administration loans and other government guaranteed loans. Segment performance is evaluated using net interest income and noninterest income. Income taxes are allocated based on income before income taxes, and indirect expenses (includes management fees) are allocated based on various internal factors for each segment. Transactions among segments are made at fair value. The following tables present information reported internally for performance assessment as of December 31, 2025 and 2024:
| (dollars in thousands) · Bank · Mortgage · SmallBusinessSpecialtyLendingDivision · Totals | |||||||
|---|---|---|---|---|---|---|---|
| Net Interest Income | $87,718 | $224 | $3,959 | $91,901 | |||
| Provision for Credit Losses | 1,296 | — | 3,204 | 4,500 | |||
| Net Interest Income after Provision for Credit Losses | 86,422 | 224 | 755 | 87,401 | |||
| Mortgage Fee Income | 109 | 7,426 | — | 7,535 | |||
| Gain on Sale of SBA Loans | — | — | 5,372 | 5,372 | |||
| Other | 24,774 | (1) | — | 2,599 | (2) | 27,373 | |
| Total Noninterest Income | 24,883 | 7,426 | 7,971 | 40,280 | |||
| Salaries and Employee Benefits | 39,967 | 6,768 | 5,682 | 52,417 | |||
| Other (3) | 38,669 | 304 | 1,156 | 40,129 | |||
| Total Noninterest Expense | 78,636 | 7,072 | 6,838 | 92,546 | |||
| Income Taxes | 6,365 | 133 | 384 | 6,882 | |||
| Net income | $26,304 | $445 | $1,504 | $28,253 | |||
| Total assets | $3,625,785 | $13,648 | $95,968 | $3,735,401 | |||
| Full Time Employees | 447 | 48 | 31 | 526 | |||
(1) includes service charges on deposits, loss on sales of securities, interchange fees, BOLI income, insurance commissions and other noninterest income
(2) represents SBA loan related fee income
(3) includes occupancy and equipment, acquisition related expenses, information technology expense, professional fees, advertising and public relations, communications and other noninterest expenses
| (dollars in thousands) · Bank · MortgageBanking · SmallBusinessSpecialtyLendingDivision · Totals | |||||||
|---|---|---|---|---|---|---|---|
| Net Interest Income | $71,112 | $210 | $4,754 | $76,076 | |||
| Provision for Credit Losses | 1,558 | — | 1,492 | 3,050 | |||
| Net Interest Income after Provision for Credit Losses | 69,554 | 210 | 3,262 | 73,026 | |||
| Mortgage Fee Income | 70 | 5,978 | — | 6,048 | |||
| Gain on Sale of SBA Loans | — | — | 9,242 | 9,242 | |||
| Other | 21,642 | (4) | — | 2,443 | (5) | 24,085 | |
| Noninterest Income | 21,712 | 5,978 | 11,685 | 39,375 | |||
| Salaries and Employee Benefits | 37,026 | 5,731 | 7,010 | 49,767 | |||
| Other (6) | 31,929 | 45 | 1,093 | 33,067 | |||
| Noninterest Expenses | 68,955 | 5,776 | 8,103 | 82,834 | |||
| Income Taxes | 4,170 | 102 | 1,427 | 5,699 | |||
| Net income/(loss) | $18,141 | $310 | $5,417 | $23,868 | |||
| Total assets | $2,985,856 | $17,970 | $105,956 | $3,109,782 | |||
| Full Time Employees | 376 | 45 | 34 | 455 | |||
(4) includes service charges on deposits, loss on sales of securities, interchange fees, BOLI income, insurance commissions and other noninterest income
(5) represents SBA loan related fee income
(6) includes occupancy and equipment, information technology expense, professional fees, advertising and public relations, communications and other noninterest expenses
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.