SEACOAST BANKING CORP OF FLORIDA
For the period ended Sep 30, 2025. Filed Nov 5, 2025.
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Sep 30, 2025 · Filed Nov 5, 2025
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Notes to Consolidated Financial Statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Note 1 – Basis of Presentation
Basis of Presentation: The accompanying unaudited consolidated financial statements of Seacoast Banking Corporation of Florida and its subsidiaries (the “Company”) have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Certain prior period amounts have been reclassified to conform to the current period presentation.
Operating results for the three and nine months ended September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025, or any other period. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Use of Estimates: The preparation of these consolidated financial statements requires management to make judgments in the application of certain accounting policies that involve significant estimates and assumptions. The Company has established policies and control procedures that are intended to ensure valuation methods are well-controlled and applied consistently from period to period. These estimates and assumptions, which may materially affect the reported amounts of certain assets, liabilities, revenues, and expenses, are based on information available as of the date of the financial statements, and changes in this information over time and the use of revised estimates and assumptions could materially affect amounts reported in subsequent financial statements. Specific areas, among others, requiring the application of management’s estimates include the determination of the allowance for credit losses, acquisition accounting and purchased loans, intangible assets and impairment testing, and other fair value measurements.
Issued Accounting Standards
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures. ASU 2023-09 requires disclosure of specific categories in the income tax rate reconciliation and requires additional information for reconciling items that meet a quantitative threshold. The standard requires an annual disclosure of income taxes paid, net of refunds received, disaggregated by federal, state and foreign taxes and to disaggregate the information by jurisdiction based on a quantitative threshold. The standard is effective for fiscal years beginning after December 15, 2024. The Company does not expect the adoption of the standard to have a material impact on its disclosures.
In November 2024, the FASB issued ASU 2024-03, Expense Disaggregation Disclosures. ASU 2024-03 requires disclosure to disaggregate prescribed expenses within relevant income statement captions. The standard is effective for fiscal years beginning after December 15, 2026 and for interim periods after December 15, 2027. Early adoption is permitted. The Company is evaluating the impact of the changes to its existing disclosures.
Note 2 – Earnings per Share
Basic earnings per common share are computed by dividing net income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted EPS are based on the weighted-average number of common shares outstanding during each period, plus common share equivalents, calculated for share-based awards outstanding using the treasury stock method.
For the three and nine months ended September 30, 2025, options to purchase shares of the Company’s common stock totaling 144,826 and 327,859, respectively, were anti-dilutive. For the three and nine months ended September 30, 2024, options to purchase shares of the Company’s common stock totaling 327,006 and 328,045, respectively, were anti-dilutive.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2025 | 2024 | 2025 | 2024 |
| Basic EPS | ||||
| Net income | $36,467 | $30,651 | $110,618 | $86,901 |
| Average common shares outstanding | 86,619 | 84,434 | 85,398 | 84,319 |
| Net income per share | $0.42 | $0.36 | $1.30 | $1.03 |
| Diluted EPS | ||||
| Net income | $36,467 | $30,651 | $110,618 | $86,901 |
| Average common shares outstanding | 86,619 | 84,434 | 85,398 | 84,319 |
| Add: Dilutive effect of employee restricted stock and stock options | 806 | 635 | 756 | 596 |
| Average diluted shares outstanding | 87,425 | 85,069 | 86,154 | 84,915 |
| Net income per share | $0.42 | $0.36 | $1.28 | $1.02 |
Note 3 – Securities
The amortized cost, gross unrealized gains and losses and fair value of debt securities AFS and HTM at September 30, 2025 and December 31, 2024 are summarized as follows:
| (In thousands) | AmortizedCost | GrossUnrealizedGains | Gross UnrealizedLosses | FairValue |
|---|---|---|---|---|
| AFS Debt Securities | ||||
| U.S. Treasury securities and obligations of U.S. government agencies | $41,205 | $346 | $(432) | $41,119 |
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 2,654,711 | 28,944 | (141,197) | 2,542,458 |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 299,739 | 4,478 | (6,471) | 297,746 |
| Private mortgage-backed securities and collateralized mortgage obligations | 103,825 | 348 | (5,582) | 98,591 |
| CLOs | 216,818 | 698 | (309) | 217,207 |
| Obligations of state and political subdivisions | 8,635 | 1 | (1,142) | 7,494 |
| Other debt securities | 7,389 | 76 | — | 7,465 |
| Totals | $3,332,322 | $34,891 | $(155,133) | $3,212,080 |
| HTM Debt Securities | ||||
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | $511,031 | $— | $(93,719) | $417,312 |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 87,573 | — | (6,501) | 81,072 |
| Totals | $598,604 | $— | $(100,220) | $498,384 |
| (In thousands) | AmortizedCost | Gross UnrealizedGains | Gross UnrealizedLosses | FairValue |
|---|---|---|---|---|
| AFS Debt Securities | ||||
| U.S. Treasury securities and obligations of U.S. government agencies | $28,233 | $29 | $(522) | $27,740 |
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 1,777,274 | 1,237 | (190,536) | 1,587,975 |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 206,537 | 1,195 | (10,283) | 197,449 |
| Private mortgage-backed securities and collateralized mortgage obligations | 129,475 | 149 | (8,382) | 121,242 |
| CLOs | 278,342 | 788 | (166) | 278,964 |
| Obligations of state and political subdivisions | 7,139 | — | (1,449) | 5,690 |
| Other debt securities | 7,389 | 94 | — | 7,483 |
| Totals | $2,434,389 | $3,492 | $(211,338) | $2,226,543 |
| HTM Debt Securities | ||||
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | $546,444 | $— | $(117,620) | $428,824 |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 88,742 | — | (9,972) | 78,770 |
| Totals | $635,186 | $— | $(127,592) | $507,594 |
During the three months ended September 30, 2025, debt securities with a fair value of $245.7 million assumed in the acquisition of Heartland were sold. No gain or loss was recognized on the sale. During the three and nine months ended September 30, 2025, there were $19.8 million in other sales of securities, with gross losses of $1.0 million. During the three and nine months ended September 30, 2024, debt securities with a fair value of $17.6 million and $104.4 million, respectively, were sold, with gross losses of $0.3 million and $4.0 million, respectively. Included in “Securities (losses) gains, net” are increases of $0.1 million and $0.4 million, respectively, for the three and nine months ended September 30, 2025, and increases of $0.5 million and $0.3 million, respectively, for the three and nine months ended September 30, 2024 in the value of investments in mutual funds that invest in CRA-qualified debt securities.
At September 30, 2025, debt securities with a fair value of $1.4 billion were pledged primarily as collateral for public deposits and secured borrowings.
The amortized cost and fair value of securities HTM and AFS as of September 30, 2025, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because prepayments of the underlying collateral for these securities may occur, due to the right to call or repay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are shown separately.
| Held-to-Maturity | Available-for-Sale | |||
|---|---|---|---|---|
| (In thousands) | AmortizedCost | FairValue | AmortizedCost | FairValue |
| Due in less than one year | $— | $— | $14,004 | $14,010 |
| Due after one year through five years | — | — | 11,272 | 11,262 |
| Due after five years through ten years | — | — | 8,321 | 8,598 |
| Due after ten years | — | — | 16,243 | 14,743 |
| — | — | 49,840 | 48,613 | |
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 511,031 | 417,312 | 2,654,711 | 2,542,458 |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 87,573 | 81,072 | 299,739 | 297,746 |
| Private mortgage-backed securities and collateralized mortgage obligations | — | — | 103,825 | 98,591 |
| CLOs | — | — | 216,818 | 217,207 |
| Other debt securities | — | — | 7,389 | 7,465 |
| Totals | $598,604 | $498,384 | $3,332,322 | $3,212,080 |
The estimated fair value of a security is determined based on market quotations, when available, or, if not available, by using quoted market prices for similar securities, pricing models, or discounted cash flow analyses, or using observable market data. The tables below indicate the fair value of AFS debt securities with unrealized losses for which no allowance for credit losses has been recorded.
| Less Than 12 Months | 12 Months or Longer | Total1 | ||||
|---|---|---|---|---|---|---|
| (In thousands) | FairValue | UnrealizedLosses | FairValue | UnrealizedLosses | FairValue | UnrealizedLosses |
| U.S. Treasury securities and obligations of U.S. government agencies | $313 | $(2) | $14,493 | $(430) | $14,806 | $(432) |
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 175,515 | (2,115) | 786,425 | (139,082) | 961,940 | (141,197) |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 274 | — | 95,067 | (6,471) | 95,341 | (6,471) |
| Private mortgage-backed securities and collateralized mortgage obligations | — | — | 81,657 | (5,582) | 81,657 | (5,582) |
| CLOs | 45,106 | (132) | 44,532 | (177) | 89,638 | (309) |
| Obligations of state and political subdivisions | — | — | 5,663 | (1,142) | 5,663 | (1,142) |
| Totals | $221,208 | $(2,249) | $1,027,837 | $(152,884) | $1,249,045 | $(155,133) |
| 1Comprised of 337 individual securities. | ||||||
| Less Than 12 Months | 12 Months or Longer | Total1 | ||||
|---|---|---|---|---|---|---|
| (In thousands) | FairValue | UnrealizedLosses | FairValue | UnrealizedLosses | FairValue | UnrealizedLosses |
| U.S. Treasury securities and obligations of U.S. government agencies | $4,825 | $(13) | $18,060 | $(509) | $22,885 | $(522) |
| Residential mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 648,967 | (7,578) | 739,363 | (182,958) | 1,388,330 | (190,536) |
| Commercial mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | 13,200 | (222) | 107,041 | (10,061) | 120,241 | (10,283) |
| Private mortgage-backed securities and collateralized mortgage obligations | 7,178 | (16) | 101,242 | (8,366) | 108,420 | (8,382) |
| CLOs | 43,410 | (152) | 7,596 | (14) | 51,006 | (166) |
| Obligations of state and political subdivisions | 319 | (15) | 5,371 | (1,434) | 5,690 | (1,449) |
| Totals | $717,899 | $(7,996) | $978,673 | $(203,342) | $1,696,572 | $(211,338) |
| 1Comprised of 377 individual securities. | ||||||
At September 30, 2025, the Company had unrealized losses of $0.4 million on U.S. Treasury securities and obligations of U.S. government agencies having a fair value of $14.8 million. These securities are either explicitly or implicitly guaranteed by the full faith and credit of the U.S. government. The Company does not expect individual securities issued by the U.S. Treasury, a U.S. agency, or a sponsored U.S. agency to incur future losses of principal. Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality and expects to recover the entire amortized cost basis of these securities. Therefore, at September 30, 2025, no allowance for credit losses has been recorded.
At September 30, 2025, the Company had unrealized losses of $147.7 million on commercial and residential mortgage-backed securities and collateralized mortgage obligations issued by government-sponsored entities having a fair value of $1.1 billion. These securities are either explicitly or implicitly guaranteed by the U.S. government and have a long history of no credit losses. The implied government guarantee of principal and interest payments and the high credit rating of the portfolio provide a sufficient basis for the current expectation that there is no risk of loss if default were to occur. Based on the assessment of all relevant factors, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality and expects to recover the entire amortized cost basis of these securities. Therefore, at September 30, 2025, no allowance for credit losses has been recorded.
At September 30, 2025, the Company had $5.6 million of unrealized losses on private label residential mortgage-backed securities and collateralized mortgage obligations having a fair value of $81.7 million. The securities have weighted-average credit support of 22%. Based on the evaluation of available information relevant to collectibility, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality and expects to recover the entire amortized cost basis of these securities. Therefore, at September 30, 2025, no allowance for credit losses has been recorded.
At September 30, 2025, the Company had $0.3 million of unrealized losses in floating rate CLOs having a fair value of $89.6 million. CLOs are special purpose vehicles and those in which the Company has invested are nearly all first-lien, broadly syndicated corporate loans across a diversified band of industries while providing support to senior tranche investors. As of September 30, 2025, all positions held by the Company are in AAA and AA tranches, with weighted-average credit support of 37% and 26%, respectively. The Company evaluates the securities for potential credit losses by modeling expected loan-level defaults, recoveries, and prepayments for each CLO security. Based on the evaluation of available information relevant to collectibility, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality and expects to recover the entire amortized cost basis of these securities. Therefore, at September 30, 2025, no allowance for credit losses has been recorded.
At September 30, 2025, the Company had $1.1 million of unrealized losses on municipal securities having a fair value of $5.7 million. These securities are highly rated issuances of state or local municipalities, all of which are continuing to make timely contractual payments. Based on the evaluation of available information relevant to collectibility, the Company believes that the unrealized loss positions on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality and expects to recover the entire amortized cost basis of these securities. As a result, as of September 30, 2025, no allowance for credit losses has been recorded.
All HTM debt securities are issued by government-sponsored entities, which are either explicitly or implicitly guaranteed by the U.S. government and have a long history of no credit losses. The implied government guarantee of principal and interest payments, and the high credit rating of the HTM portfolio provide sufficient basis for the current expectation that there is no risk of loss if a default were to occur. As a result, as of September 30, 2025, no allowance for credit losses has been recorded. The Company has the intent and ability to hold these securities until maturity.
Included in Other Assets at September 30, 2025 and December 31, 2024 is $101.9 million and $77.3 million, respectively, of FHLB and Federal Reserve Bank stock stated at par value. The Company has not identified events or changes in circumstances which may have a significant adverse effect on the fair value of these cost method investment securities. Accrued interest receivable on AFS and HTM debt securities of $11.9 million and $1.0 million, respectively, at September 30, 2025, and $9.2 million and $1.0 million, respectively, at December 31, 2024, is included in Other Assets. Also included in Other Assets are investments in CRA-qualified mutual funds carried at fair value of $13.9 million and $13.5 million at September 30, 2025 and December 31, 2024, respectively.
Note 4 – Loans
Loans held for investment are categorized into the following segments:
Construction and land development: Loans are extended to both commercial and consumer customers which are collateralized by and for the purpose of funding land development and construction projects, including commercial, 1-4 family residential, multi-family, and non-farm residential properties where the primary source of repayment is from proceeds of the sale, refinancing or permanent financing of the property.
CRE - owner occupied: Loans are extended to commercial customers for the purpose of acquiring or refinancing real estate to be occupied by the borrower’s business. These loans are collateralized by the subject property and the repayment of these loans is largely dependent on the performance of the company occupying the property.
CRE - non-owner occupied: Loans are extended to commercial customers for the purpose of acquiring or refinancing commercial property where occupancy by the borrower is not their primary intent. These loans are viewed primarily as cash flow loans, collateralized by the subject property, and the repayment of these loans is largely dependent on rental income from third parties or from the sale of the property.
Residential real estate: Loans are extended to consumer customers and collateralized primarily by 1-4 family residential properties and include fixed and variable rate mortgages, home equity mortgages, and HELOCs. Loans are primarily written based on conventional loan agency guidelines, including loans that exceed agency value limitations. Sources of repayment are largely dependent on the occupant of the residential property.
Commercial and financial: Loans are extended to commercial customers. The purpose of the loans can be working capital, physical asset expansion, asset acquisition, or other business purposes. Loans may be collateralized by assets owned by the borrower or the borrower’s business. Commercial loans are based primarily on the historical and projected cash flow of the borrower’s business and secondarily on the capacity of credit enhancements, guarantees, and underlying collateral provided by the borrower.
Consumer: Loans are extended to consumer customers. The segment includes both installment loans and lines of credit which may be collateralized or non-collateralized.
The following tables present net loan balances by segment for portfolio loans, PCD loans and loans purchased which are not considered purchase credit deteriorated (“Non-PCD”) as of:
| (In thousands) | Portfolio Loans | Acquired Non-PCD Loans | PCD Loans | Total |
|---|---|---|---|---|
| Construction and land development | $568,687 | $47,229 | $559 | $616,475 |
| CRE - owner occupied | 1,421,755 | 446,548 | 30,401 | 1,898,704 |
| CRE - non-owner occupied | 2,676,504 | 1,011,812 | 78,225 | 3,766,541 |
| Residential real estate | 1,984,910 | 697,079 | 12,805 | 2,694,794 |
| Commercial and financial | 1,622,971 | 172,431 | 12,530 | 1,807,932 |
| Consumer | 140,785 | 38,642 | 300 | 179,727 |
| Totals | $8,415,612 | $2,413,741 | $134,820 | $10,964,173 |
| (In thousands) | Portfolio Loans | Acquired Non-PCD Loans | PCD Loans | Total |
|---|---|---|---|---|
| Construction and land development | $568,148 | $79,370 | $535 | $648,053 |
| CRE - owner occupied | 1,177,538 | 477,459 | 31,632 | 1,686,629 |
| CRE - non-owner occupied | 2,243,056 | 1,156,849 | 103,903 | 3,503,808 |
| Residential real estate | 1,882,955 | 719,589 | 14,241 | 2,616,785 |
| Commercial and financial | 1,424,689 | 199,146 | 27,519 | 1,651,354 |
| Consumer | 155,786 | 37,282 | 253 | 193,321 |
| Totals | $7,452,172 | $2,669,695 | $178,083 | $10,299,950 |
The amortized cost basis of loans included net deferred costs of $46.3 million at September 30, 2025 and $43.9 million at December 31, 2024. At September 30, 2025, the remaining fair value adjustments on acquired loans were $102.2 million, or 3.9% of the outstanding acquired loan balances, compared to $128.1 million, or 4.3% of the acquired loan balances at December 31, 2024. The discount is accreted into interest income over the remaining lives of the related loans on a level yield basis.
Accrued interest receivable is included within Other Assets and was $40.2 million and $38.1 million at September 30, 2025 and December 31, 2024, respectively.
The following tables present the status of net loan balances as of September 30, 2025 and December 31, 2024.
| (In thousands) | Current | Accruing30-59 DaysPast Due | Accruing60-89 DaysPast Due | AccruingGreaterThan90 Days | Nonaccrual | Total |
|---|---|---|---|---|---|---|
| Portfolio Loans | ||||||
| Construction and land development | $567,058 | $— | $— | $— | $1,629 | $568,687 |
| CRE - owner occupied | 1,402,710 | 4,496 | — | — | 14,549 | 1,421,755 |
| CRE - non-owner occupied | 2,676,504 | — | — | — | — | 2,676,504 |
| Residential real estate | 1,974,897 | 3,255 | 395 | — | 6,363 | 1,984,910 |
| Commercial and financial | 1,607,879 | 6,747 | 460 | 894 | 6,991 | 1,622,971 |
| Consumer | 139,742 | 653 | 41 | — | 349 | 140,785 |
| Total Portfolio Loans | $8,368,790 | $15,151 | $896 | $894 | $29,881 | $8,415,612 |
| Acquired Non-PCD Loans | ||||||
| Construction and land development | $46,148 | $— | $32 | $— | $1,049 | $47,229 |
| CRE - owner occupied | 443,002 | 167 | 349 | 71 | 2,959 | 446,548 |
| CRE - non-owner occupied | 1,006,591 | 853 | — | — | 4,368 | 1,011,812 |
| Residential real estate | 690,088 | 1,539 | 125 | — | 5,327 | 697,079 |
| Commercial and financial | 170,054 | — | — | — | 2,377 | 172,431 |
| Consumer | 36,114 | 9 | 3 | — | 2,516 | 38,642 |
| Total Acquired Non-PCD Loans | $2,391,997 | $2,568 | $509 | $71 | $18,596 | $2,413,741 |
| PCD Loans | ||||||
| Construction and land development | $82 | $— | $— | $— | $477 | $559 |
| CRE - owner occupied | 28,669 | — | — | — | 1,732 | 30,401 |
| CRE - non-owner occupied | 69,951 | — | — | — | 8,274 | 78,225 |
| Residential real estate | 11,773 | 47 | 165 | — | 820 | 12,805 |
| Commercial and financial | 11,748 | — | — | — | 782 | 12,530 |
| Consumer | 300 | — | — | — | — | 300 |
| Total PCD Loans | $122,523 | $47 | $165 | $— | $12,085 | $134,820 |
| Total Loans | $10,883,310 | $17,766 | $1,570 | $965 | $60,562 | $10,964,173 |
| (In thousands) | Current | Accruing30-59 DaysPast Due | Accruing60-89 DaysPast Due | AccruingGreaterThan90 Days | Nonaccrual | Total |
|---|---|---|---|---|---|---|
| Portfolio Loans | ||||||
| Construction and land development | $567,896 | $127 | $— | $— | $125 | $568,148 |
| CRE - owner occupied | 1,172,287 | 3,083 | — | — | 2,168 | 1,177,538 |
| CRE - non-owner occupied | 2,225,216 | 833 | — | — | 17,007 | 2,243,056 |
| Residential real estate | 1,866,295 | 5,466 | 450 | — | 10,744 | 1,882,955 |
| Commercial and financial | 1,411,623 | 1,075 | 106 | — | 11,885 | 1,424,689 |
| Consumer | 152,129 | 331 | 5 | — | 3,321 | 155,786 |
| Total Portfolio Loans | $7,395,446 | $10,915 | $561 | $— | $45,250 | $7,452,172 |
| Acquired Non-PCD Loans | ||||||
| Construction and land development | $78,728 | $8 | $99 | $— | $535 | $79,370 |
| CRE - owner occupied | 473,118 | 2,414 | — | — | 1,927 | 477,459 |
| CRE - non-owner occupied | 1,151,541 | 148 | — | — | 5,160 | 1,156,849 |
| Residential real estate | 706,566 | 1,064 | 131 | — | 11,828 | 719,589 |
| Commercial and financial | 195,853 | — | — | 35 | 3,258 | 199,146 |
| Consumer | 32,375 | 11 | 1 | — | 4,895 | 37,282 |
| Total Acquired Non-PCD Loans | $2,638,181 | $3,645 | $231 | $35 | $27,603 | $2,669,695 |
| PCD Loans | ||||||
| Construction and land development | $43 | $— | $— | $— | $492 | $535 |
| CRE - owner occupied | 26,987 | — | — | — | 4,645 | 31,632 |
| CRE - non-owner occupied | 96,188 | — | — | — | 7,715 | 103,903 |
| Residential real estate | 12,752 | — | — | 167 | 1,322 | 14,241 |
| Commercial and financial | 22,153 | — | — | — | 5,366 | 27,519 |
| Consumer | 200 | — | — | — | 53 | 253 |
| Total PCD Loans | $158,323 | $— | $— | $167 | $19,593 | $178,083 |
| Total Loans | $10,191,950 | $14,560 | $792 | $202 | $92,446 | $10,299,950 |
All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. Interest subsequently received on such loans is accounted for under the cost-recovery method, whereby interest income is not recognized until the loan balance is paid down to zero. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current, and future payments are reasonably assured. The Company recognized interest income of $0.1 million on nonaccrual loans during each of the three months ended September 30, 2025 and September 30, 2024. The Company recognized $2.3 million and $1.1 million in interest income on nonaccrual loans during the nine months ended September 30, 2025 and September 30, 2024, respectively.
The following tables present net balances of loans on nonaccrual status as of:
| (In thousands) | Nonaccrual Loans With No Related Allowance | Nonaccrual Loans With an Allowance | Total Nonaccrual Loans |
|---|---|---|---|
| Construction and land development | $1,319 | $1,836 | $3,155 |
| CRE - owner occupied | 13,837 | 5,403 | 19,240 |
| CRE - non-owner occupied | 11,504 | 1,138 | 12,642 |
| Residential real estate | 863 | 11,647 | 12,510 |
| Commercial and financial | 2,060 | 8,090 | 10,150 |
| Consumer | — | 2,865 | 2,865 |
| Totals | $29,583 | $30,979 | $60,562 |
| (In thousands) | Nonaccrual Loans With No Related Allowance | Nonaccrual Loans With an Allowance | Total Nonaccrual Loans |
|---|---|---|---|
| Construction and land development | $492 | $660 | $1,152 |
| CRE - owner occupied | 2,622 | 6,118 | 8,740 |
| CRE - non-owner occupied | 29,449 | 433 | 29,882 |
| Residential real estate | 6,462 | 17,432 | 23,894 |
| Commercial and financial | 2,703 | 17,806 | 20,509 |
| Consumer | 2,416 | 5,853 | 8,269 |
| Totals | $44,144 | $48,302 | $92,446 |
Loans by Risk Rating
The Company utilizes an internal asset classification system as a means of identifying problem and potential problem loans. The following classifications are used to categorize loans under the internal classification system:
Pass: Loans that are not problem loans or potential problem loans are considered to be pass-rated.
Special Mention: Loans that do not currently expose the Company to sufficient risk to warrant classification in the Substandard or Doubtful categories but possess weaknesses that deserve management’s close attention are deemed to be Special Mention.
Substandard: Loans with the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.
Doubtful: Loans that have all the weaknesses inherent in those classified Substandard with the added characteristic that the weakness present makes collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.
The following tables present the risk rating of loans and year-to-date 1 gross charge offs by year of origination as of:
| (In thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | Prior | Revolving | Revolving Converted to Term | Total |
|---|---|---|---|---|---|---|---|---|---|
| Construction and land development | |||||||||
| Risk Ratings: | |||||||||
| Pass | $63,829 | $223,942 | $113,795 | $36,995 | $40,593 | $30,217 | $96,647 | $— | $606,018 |
| Special Mention | — | — | — | — | — | 1,640 | — | — | 1,640 |
| Substandard | — | — | 6,431 | 139 | 82 | 979 | 1,186 | — | 8,817 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $63,829 | $223,942 | $120,226 | $37,134 | $40,675 | $32,836 | $97,833 | $— | $616,475 |
| Gross Charge Offs | $— | $— | $115 | $— | $24 | $— | $— | $— | $139 |
| CRE - owner occupied | |||||||||
| Risk Ratings: | |||||||||
| Pass | $285,504 | $170,758 | $154,760 | $238,736 | $237,314 | $692,992 | $25,441 | $— | $1,805,505 |
| Special Mention | — | 4,359 | 1,950 | 981 | 6,066 | 25,067 | — | — | 38,423 |
| Substandard | — | 390 | 11,810 | 19,983 | 368 | 21,933 | 292 | — | 54,776 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $285,504 | $175,507 | $168,520 | $259,700 | $243,748 | $739,992 | $25,733 | $— | $1,898,704 |
| Gross Charge Offs | $— | $— | $— | $156 | $— | $41 | $— | $— | $197 |
| CRE - non-owner occupied | |||||||||
| Risk Ratings: | |||||||||
| Pass | $436,253 | $475,603 | $237,376 | $852,842 | $533,599 | $1,093,820 | $25,439 | $— | $3,654,932 |
| Special Mention | — | 23 | 2,685 | 9,639 | 9,679 | 28,312 | — | — | 50,338 |
| Substandard | — | — | — | 26,893 | 9,130 | 25,248 | — | — | 61,271 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $436,253 | $475,626 | $240,061 | $889,374 | $552,408 | $1,147,380 | $25,439 | $— | $3,766,541 |
| Gross Charge Offs | $— | $— | $— | $— | $— | $320 | $— | $— | $320 |
| Residential real estate | |||||||||
| Risk Ratings: | |||||||||
| Pass | $109,079 | $160,199 | $161,070 | $455,764 | $589,322 | $536,212 | $562,638 | $96,742 | $2,671,026 |
| Special Mention | — | — | — | — | — | 745 | 3,057 | 60 | 3,862 |
| Substandard | — | 150 | 113 | 1,607 | 5,104 | 6,760 | 4,916 | 1,256 | 19,906 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $109,079 | $160,349 | $161,183 | $457,371 | $594,426 | $543,717 | $570,611 | $98,058 | $2,694,794 |
| Gross Charge Offs | $— | $— | $— | $144 | $206 | $31 | $19 | $— | $400 |
| Commercial and financial | |||||||||
| Risk Ratings: | |||||||||
| Pass | $359,975 | $324,504 | $144,819 | $212,084 | $192,896 | $138,289 | $403,396 | $— | $1,775,963 |
| Special Mention | — | 891 | 429 | 707 | 2,450 | 4,195 | 1,228 | — | 9,900 |
| Substandard | — | — | 594 | 4,971 | 3,730 | 6,579 | 5,599 | — | 21,473 |
| Doubtful | — | — | — | — | 596 | — | — | — | 596 |
| Total | $359,975 | $325,395 | $145,842 | $217,762 | $199,672 | $149,063 | $410,223 | $— | $1,807,932 |
| Gross Charge Offs | $— | $— | $85 | $2,022 | $1,231 | $8,563 | $2,262 | $— | $14,163 |
| Consumer | |||||||||
| Risk Ratings: | |||||||||
| Pass | $12,087 | $14,011 | $9,649 | $21,437 | $16,061 | $36,400 | $67,065 | $— | $176,710 |
| Special Mention | 3 | 36 | — | 2,512 | — | — | 46 | — | 2,597 |
| Substandard | — | 2 | 19 | 45 | — | 313 | 41 | — | 420 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $12,090 | $14,049 | $9,668 | $23,994 | $16,061 | $36,713 | $67,152 | $— | $179,727 |
| Gross Charge Offs | $584 | $145 | $8 | $1,249 | $108 | $43 | $159 | $— | $2,296 |
| Consolidated | |||||||||
| Total | $1,266,730 | $1,374,868 | $845,500 | $1,885,335 | $1,646,990 | $2,649,701 | $1,196,991 | $98,058 | $10,964,173 |
| Gross Charge Offs1 | $584 | $145 | $208 | $3,571 | $1,569 | $8,998 | $2,440 | $— | $17,515 |
| (In thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | Revolving | Revolving Converted to Term | Total |
|---|---|---|---|---|---|---|---|---|---|
| Construction and land development | |||||||||
| Risk Ratings: | |||||||||
| Pass | $113,993 | $160,801 | $161,122 | $39,276 | $8,547 | $36,342 | $126,659 | $— | $646,740 |
| Special Mention | — | — | — | — | — | 75 | — | — | 75 |
| Substandard | — | — | 183 | 90 | — | 965 | — | — | 1,238 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $113,993 | $160,801 | $161,305 | $39,366 | $8,547 | $37,382 | $126,659 | $— | $648,053 |
| Gross Charge Offs | $— | $— | $— | $— | $— | $1 | $— | $— | $1 |
| CRE - owner occupied | |||||||||
| Risk Ratings: | |||||||||
| Pass | $184,312 | $139,197 | $260,266 | $257,711 | $153,702 | $628,391 | $20,674 | $— | $1,644,253 |
| Special Mention | — | — | 4,975 | 2,344 | 2,418 | 7,965 | 1 | — | 17,703 |
| Substandard | 89 | 1,061 | 2,821 | 377 | 5,870 | 14,106 | 349 | — | 24,673 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $184,401 | $140,258 | $268,062 | $260,432 | $161,990 | $650,462 | $21,024 | $— | $1,686,629 |
| Gross Charge Offs | $— | $— | $179 | $— | $— | $162 | $— | $— | $341 |
| CRE - non-owner occupied | |||||||||
| Risk Ratings: | |||||||||
| Pass | $495,361 | $236,306 | $820,739 | $581,892 | $237,777 | $1,012,209 | $24,752 | $— | $3,409,036 |
| Special Mention | 27 | — | 4,773 | 1,269 | 5,265 | 25,245 | — | — | 36,579 |
| Substandard | — | — | 10,462 | 10,684 | 16,437 | 20,610 | — | — | 58,193 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $495,388 | $236,306 | $835,974 | $593,845 | $259,479 | $1,058,064 | $24,752 | $— | $3,503,808 |
| Gross Charge Offs | $— | $— | $— | $— | $89 | $1,396 | $— | $— | $1,485 |
| Residential real estate | |||||||||
| Risk Ratings: | |||||||||
| Pass | $93,644 | $146,836 | $469,071 | $630,378 | $152,116 | $483,150 | $517,136 | $96,256 | $2,588,587 |
| Special Mention | — | — | — | — | — | 164 | 3,434 | 22 | 3,620 |
| Substandard | 149 | — | 4,706 | 1,212 | 83 | 6,767 | 9,440 | 2,221 | 24,578 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $93,793 | $146,836 | $473,777 | $631,590 | $152,199 | $490,081 | $530,010 | $98,499 | $2,616,785 |
| Gross Charge Offs | $— | $— | $— | $— | $40 | $62 | $32 | $— | $134 |
| Commercial and financial | |||||||||
| Risk Ratings: | |||||||||
| Pass | $373,569 | $180,423 | $253,120 | $232,427 | $82,964 | $117,276 | $362,701 | $— | $1,602,480 |
| Special Mention | — | 382 | 755 | 2,839 | 232 | 1,904 | 2,163 | — | 8,275 |
| Substandard | — | 115 | 8,547 | 9,810 | 6,147 | 10,604 | 5,376 | — | 40,599 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $373,569 | $180,920 | $262,422 | $245,076 | $89,343 | $129,784 | $370,240 | $— | $1,651,354 |
| Gross Charge Offs | $— | $— | $2,762 | $10,669 | $— | $3,111 | $1,074 | $— | $17,616 |
| Consumer | |||||||||
| Risk Ratings: | |||||||||
| Pass | $14,627 | $14,049 | $26,332 | $20,721 | $11,682 | $30,022 | $67,562 | $— | $184,995 |
| Special Mention | — | 5 | 1 | — | — | — | 54 | — | 60 |
| Substandard | 75 | 25 | 4,953 | 40 | 2,435 | 737 | 1 | — | 8,266 |
| Doubtful | — | — | — | — | — | — | — | — | — |
| Total | $14,702 | $14,079 | $31,286 | $20,761 | $14,117 | $30,759 | $67,617 | $— | $193,321 |
| Gross Charge Offs | $789 | $457 | $5,471 | $4,828 | $255 | $221 | $267 | $— | $12,288 |
| Consolidated | |||||||||
| Total | $1,275,846 | $879,200 | $2,032,826 | $1,791,070 | $685,675 | $2,396,532 | $1,140,302 | $98,499 | $10,299,950 |
| Gross Charge Offs1 | $789 | $457 | $8,412 | $15,497 | $384 | $4,953 | $1,373 | $— | $31,865 |
1 Represents gross charge-offs for the nine months ended September 30, 2025 and year ended December 31, 2024.
Troubled Borrower Modifications
The following tables present the amortized cost of TBM loans that were modified during the nine months ended September 30, 2025 and September 30, 2024.
| September 30, 2025 | ||||
|---|---|---|---|---|
| (In thousands) | Rate Reduction or Rate Reduction with Term Extension | Term Extension and/or Payment Delay | Total1 | % of Total Class of Loans |
| Construction and land development | $— | $— | $— | —% |
| CRE - owner occupied | 69 | 132 | 201 | 0.01 |
| CRE - non-owner occupied | — | — | — | — |
| Residential real estate | — | 300 | 300 | 0.01 |
| Commercial and financial | 67 | 2,388 | 2,455 | 0.14 |
| Consumer | — | 4 | 4 | — |
| Totals | $136 | $2,824 | $2,960 | 0.03% |
| 1At September 30, 2025, there were no unfunded lending related commitments associated with TBMs. | ||||
| September 30, 2024 | ||||
|---|---|---|---|---|
| (In thousands) | Rate Reduction or Rate Reduction with Term Extension | Term Extension and/or Payment Delay | Total1 | % of Total Class of Loans |
| Construction and land development | $— | $86 | $86 | 0.01% |
| CRE - owner occupied | 514 | 2,685 | 3,199 | 0.19 |
| CRE - non-owner occupied | 3,142 | 177 | 3,319 | 0.09 |
| Residential real estate | — | 126 | 126 | 0.01 |
| Commercial and financial | 3,524 | 813 | 4,337 | 0.28 |
| Consumer | 84 | 1,034 | 1,118 | 0.51 |
| Totals | $7,264 | $4,921 | $12,185 | 0.12% |
| 1At September 30, 2024, there were no unfunded lending related commitments associated with TBMs. | ||||
The following tables present the payment status of TBM loans that were modified in the twelve months prior to September 30, 2025 and in the twelve months prior to September 30, 2024.
| (In thousands) | Current | Accruing30-59 Days Past Due | Accruing60-89 Days Past Due | AccruingGreaterThan 90 Days | Nonaccrual | Total |
|---|---|---|---|---|---|---|
| Construction and land development | $— | $— | $— | $— | $— | $— |
| CRE - owner occupied | 69 | — | — | — | 132 | 201 |
| CRE - non-owner occupied | — | — | — | — | — | — |
| Residential real estate | 57 | — | — | — | 472 | 529 |
| Commercial and financial | 2,290 | — | — | — | 165 | 2,455 |
| Consumer | — | — | — | — | 4 | 4 |
| Totals | $2,416 | $— | $— | $— | $773 | $3,189 |
| (In thousands) | Current | Accruing30-59 Days Past Due | Accruing60-89 Days Past Due | AccruingGreaterThan 90 Days | Nonaccrual | Total |
|---|---|---|---|---|---|---|
| Construction and land development | $— | $— | $— | $— | $86 | $86 |
| CRE - owner occupied | 95 | — | — | — | 3,199 | 3,293 |
| CRE - non owner occupied | — | — | — | — | 3,319 | 3,319 |
| Residential real estate | 123 | — | — | — | 96 | 219 |
| Commercial and financial | 3,162 | — | — | — | 1,321 | 4,483 |
| Consumer | 341 | 429 | 288 | 191 | 233 | 1,483 |
| Totals | $3,721 | $429 | $288 | $191 | $8,254 | $12,883 |
TBM loans modified in the prior twelve months with a payment default during the nine months ended September 30, 2025 and September 30, 2024 were immaterial.
Note 5 – Allowance for Credit Losses
Activity in the allowance for credit losses is summarized as follows:
| (In thousands) | BeginningBalance | Allowance on PCD Loans Acquired During the Period | Provisionfor CreditLosses | Charge-Offs | Recoveries | EndingBalance |
|---|---|---|---|---|---|---|
| Construction and land development | $6,556 | $— | $945 | $(139) | $4 | $7,366 |
| CRE - owner occupied | 12,942 | 22 | 1,388 | (197) | 5 | 14,160 |
| CRE - non-owner occupied | 46,627 | 1 | 2,828 | — | 348 | 49,804 |
| Residential real estate | 41,687 | 60 | 686 | (174) | 59 | 42,318 |
| Commercial and financial | 27,109 | 18 | 2,411 | (4,431) | 1,454 | 26,561 |
| Consumer | 7,263 | 5 | 113 | (371) | 234 | 7,244 |
| Totals | $142,184 | $106 | $8,371 | $(5,312) | $2,104 | $147,453 |
| (In thousands) | BeginningBalance | Provisionfor CreditLosses | Charge-Offs | Recoveries | EndingBalance |
|---|---|---|---|---|---|
| Construction and land development | $5,493 | $1,562 | $— | $3 | $7,058 |
| CRE - owner occupied | 11,582 | 338 | (2) | — | 11,918 |
| CRE - non-owner occupied | 45,434 | 826 | (602) | 18 | 45,676 |
| Residential real estate | 39,209 | (159) | (6) | 104 | 39,148 |
| Commercial and financial | 28,429 | 3,003 | (6,180) | 726 | 25,978 |
| Consumer | 11,494 | 703 | (1,794) | 288 | 10,691 |
| Totals | $141,641 | $6,273 | $(8,584) | $1,139 | $140,469 |
| (In thousands) | BeginningBalance | Allowance on PCD Loans Acquired During the Period | Provisionfor CreditLosses | Charge-Offs | Recoveries | EndingBalance |
|---|---|---|---|---|---|---|
| Construction and land development | $7,252 | $— | $241 | $(139) | $12 | $7,366 |
| CRE - owner occupied | 11,825 | 22 | 2,503 | (197) | 7 | 14,160 |
| CRE - non-owner occupied | 43,866 | 1 | 4,761 | (320) | 1,496 | 49,804 |
| Residential real estate | 39,168 | 60 | 3,390 | (400) | 100 | 42,318 |
| Commercial and financial | 27,533 | 18 | 10,748 | (14,163) | 2,425 | 26,561 |
| Consumer | 8,411 | 5 | 357 | (2,296) | 767 | 7,244 |
| Totals | $138,055 | $106 | $22,000 | $(17,515) | $4,807 | $147,453 |
| (In thousands) | Beginning Balance | Provision for Credit Losses | Charge-Offs | Recoveries | EndingBalance |
|---|---|---|---|---|---|
| Construction and land development | $8,637 | $(1,593) | $(1) | $15 | $7,058 |
| CRE - owner occupied | 5,529 | 6,688 | (304) | 5 | 11,918 |
| CRE - non-owner occupied | 48,288 | (2,049) | (705) | 142 | 45,676 |
| Residential real estate | 39,016 | (152) | (128) | 412 | 39,148 |
| Commercial and financial | 34,343 | 6,208 | (16,786) | 2,213 | 25,978 |
| Consumer | 13,118 | 3,457 | (6,713) | 829 | 10,691 |
| Totals | $148,931 | $12,559 | $(24,637) | $3,616 | $140,469 |
Management establishes the allowance using relevant available information from both internal and external sources, relating to past events, current economic conditions, and reasonable and supportable forecasts. Forecast data is sourced from Moody’s, a firm widely recognized for its research, analysis, and economic forecasts. The forecasts of future economic conditions are over the expected remaining life of the loan using economic forecasts that revert to long-term historical averages over time.
As of September 30, 2025 and December 31, 2024, the Company utilized a multiple scenario model comprised of a blend of Moody’s economic scenarios and considered the uncertainty associated with the assumptions in the scenarios, including continued actions taken by the Federal Reserve regarding monetary policy and changes in interest rates and the potential impact of those actions. Outcomes could differ from the scenarios utilized, and the Company incorporated qualitative considerations reflecting the risk of uncertain economic conditions, and for additional dimensions of risk that may not be captured in the quantitative model.
The following section discusses changes in the level of the allowance for credit losses for the three months ended September 30, 2025.
The allowance increased $5.3 million, or 3.7%, during the third quarter of 2025 to $147.5 million, or 1.34% of loans held for investment as of September 30, 2025.
In the Construction and land development segment, the increase in allowance is primarily due to a slight deterioration of economic forecasts. In this segment, the primary source of repayment is typically from proceeds of the sale or permanent financing of the underlying property; therefore, industry and collateral type and estimated collateral values are among the relevant factors in assessing expected losses.
In the CRE - owner-occupied segment, the allowance increase is due to an increase in loan balances. Risk characteristics include, but are not limited to, collateral type, note structure, and loan seasoning.
In the CRE - non-owner-occupied segment, the allowance increase is driven by an increase in loans. Repayment is often dependent upon rental income from the successful operation of the underlying property or from the sale of the property. Loan performance may be adversely affected by general economic conditions or conditions specific to the real estate market, including property types. Collateral type, note structure, and loan seasoning are among the risk characteristics analyzed for this segment.
The Residential real estate segment includes residential mortgage, home equity loans, and HELOCs. The increase in the allowance is reflective of an increase in outstanding loan balances. Risk characteristics considered for this segment include, but are not limited to, borrower FICO score, lien position, LTV ratios, and loan seasoning.
In the Commercial and financial segment, borrowers are primarily small to medium sized professional firms and other businesses, and loans are generally supported by projected cash flows of the business, collateralized by business assets, and/or guaranteed by the business owners. The decrease in allowance was primarily driven by a decrease in the reserves for individually evaluated loans due to payoff or charge-off of these loans, which was partly offset by an increase in the allowance due to an increase in outstanding loan balances. Industry, collateral type, estimated collateral values, and loan seasoning are among the relevant factors in assessing expected losses.
Consumer loans include installment and revolving lines, loans for automobiles, boats, and other personal or family purposes. Risk characteristics considered for this segment include, but are not limited to, collateral type, LTV ratios, loan seasoning, and FICO scores. The decrease in allowance for consumer loans was driven by a decrease in loan balances.
Note 6 – Derivatives
Interest Rate Contracts
The Company offers interest rate swaps when requested by customers to allow them to hedge the risk of rising interest rates on their variable rate loans. Upon entering into these swaps, the Company enters into offsetting positions with counterparties in order to minimize the interest rate risk. These back-to-back swaps are freestanding financial derivatives with the fair values reported in Other assets and Other liabilities. The Company is party to master netting arrangements with its financial institution counterparties; however, the Company does not offset assets and liabilities under the arrangements for financial statement presentation purposes. Gains and losses on these back-to-back swaps, which offset, are recorded through noninterest income.
Interest Rate Swaps Designated as Fair Value Hedges
The Company periodically enters into interest rate swap contracts to hedge the risk of changes in fair value of the AFS securities portfolio due to changes in SOFR. The Company considers these derivatives to be highly effective at offsetting changes in interest rates and assesses the effectiveness on a quarterly basis. The effect of changes in interest rates on the fair value of these derivative contracts is recognized in other comprehensive income. These derivative instruments are primarily for risk management purposes. There were no securities fair value hedges at September 30, 2025. For the nine months ended September 30, 2025, the Company recognized, through other comprehensive income, net losses of $0.4 million, and reclassified net losses of $0.5 million out of accumulated other comprehensive income into interest income. For the three and nine months ended September 30, 2024, the Company recognized through other comprehensive income, net losses of $2.8 million and $2.0 million, respectively, and reclassified net gains of $0.3 million in each period out of accumulated other comprehensive income into interest income.
The Company has entered into interest rate swap contracts to hedge the risk of changes in the fair value of a pool of residential mortgages due to changes in SOFR. These fair value hedges utilize the portfolio layer method. The Company considers these derivatives to be highly effective at offsetting changes in interest rates and assesses the effectiveness on a quarterly basis. The effect of changes in interest rates on the fair value of these derivative contracts is recognized in interest income. These derivative instruments are primarily for risk management purposes. For the three and nine months ended September 30, 2025, the Company recognized losses through interest income of $0.5 million and $0.4 million, respectively. For the three and nine months ended September 30, 2024, the Company recognized gains through interest income of $0.9 million and $1.8 million, respectively.
| (In thousands) | Notional Amount | Fair Value | Balance Sheet Category |
|---|---|---|---|
| Interest rate contracts1 | $1,082,037 | $26,456 | Other Assets and Other Liabilities |
| Residential mortgage fair value hedges | 150,000 | 156 | Other Assets |
| Residential mortgage fair value hedges | 250,000 | 245 | Other Liabilities |
| Interest rate contracts1 | $910,640 | $28,184 | Other Assets and Other Liabilities |
| Securities fair value hedges | 400,000 | 436 | Other Assets |
| Residential mortgage fair value hedges | 400,000 | 121 | Other Assets and Other Liabilities |
| 1Interest rate contracts include risk participation agreements with notional amounts of $49.4 million and $28.9 million at September 30, 2025, and December 31, 2024, respectively with nominal fair value in both periods. | |||
The following table presents amounts recorded on the Consolidated Balance Sheet related to cumulative basis adjustments for fair value hedges.
| Carrying amount of the hedged items | Cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged items | |||
|---|---|---|---|---|
| (In thousands) | September 30, 2025 | December 31, 2024 | September 30, 2025 | December 31, 2024 |
| Securities AFS1 | $— | $460,126 | $— | $35 |
| Loans, net2 | 1,073,104 | 596,632 | 173 | 283 |
| 1 At December 31, 2024, the amortized cost basis and unallocated basis adjustments used in hedging relationships was $553.8 million. Refer to “Note 3 - Securities” for a reconciliation of the amortized cost and fair value of AFS securities. | ||||
| 2 These amounts represent the amortized cost basis of closed portfolios used to designate hedging relationships in which the hedged item is the stated amount of assets in the closed portfolios anticipated to be outstanding for the designated hedge period. At September 30, 2025, the portfolio layer method was $400 million, of which $400 million was designated as hedged. At December 31, 2024, the portfolio layer method was $400 million, of which $400 million was designated as hedged. | ||||
Note 7 – Securities Sold Under Agreements to Repurchase
Securities sold under agreements to repurchase are accounted for as secured borrowings. For securities sold under agreements to repurchase, the Company is required to pledge collateral with value sufficient to fully collateralize borrowings. Company securities pledged were as follows by collateral type and maturity, as of:
| (In thousands) | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Fair value of pledged securities - overnight and continuous: | ||
| Mortgage-backed securities and collateralized mortgage obligations of U.S. government-sponsored entities | $263,108 | $237,074 |
Note 8 – Regulatory Capital
The Company is well-capitalized and at September 30, 2025, the Company and the Company’s principal banking subsidiary, Seacoast Bank, exceeded the CET1 capital ratio regulatory threshold of 6.5% for well-capitalized institutions under the Basel III standardized transition approach, as well as risk-based and leverage ratio requirements for well-capitalized banks under the regulatory framework for prompt corrective action.
Note 9 – Contingent Liabilities
The Company and its subsidiaries, because of the nature of their business, are at all times subject to numerous legal actions, threatened or filed. Management presently believes that none of the legal proceedings to which it is a party are likely to have a materially adverse effect on the Company’s consolidated financial condition, operating results or cash flows.
Note 10 – Fair Value
Under ASC Topic 820, fair value measurements for items measured at fair value on a recurring and nonrecurring basis at September 30, 2025 and December 31, 2024 included:
| (In thousands) | Fair ValueMeasurements | Quoted Pricesin ActiveMarkets forIdenticalAssets(Level 1) | SignificantOtherObservableInputs(Level 2) | SignificantUnobservableInputs(Level 3) |
|---|---|---|---|---|
| Financial Assets | ||||
| Debt securities AFS1 | $3,212,080 | $199 | $3,211,881 | $— |
| Derivative financial instruments2 | 26,612 | — | 26,612 | — |
| Loans held for sale2 | 10,841 | — | 10,841 | — |
| Loans3 | 896 | — | — | 896 |
| OREO3 | 5,085 | — | — | 5,085 |
| Equity securities4 | 13,874 | 13,874 | — | — |
| Financial Liabilities | ||||
| Derivative financial instruments2 | $26,701 | $— | $26,701 | $— |
| Financial Assets | ||||
| Debt securities AFS1 | $2,226,543 | $196 | $2,226,347 | $— |
| Derivative financial instruments2 | 28,741 | — | 28,741 | — |
| Loans held for sale2 | 17,277 | — | 17,277 | — |
| Loans3 | 1,839 | — | — | 1,839 |
| OREO3 | 6,421 | — | — | 6,421 |
| Equity securities4 | 13,521 | 13,521 | — | — |
| Financial Liabilities | ||||
| Derivative financial instruments2 | $28,305 | $— | $28,305 | $— |
| 1See “Note 3 – Securities” for further detail of fair value of individual investment categories. | ||||
| 2Recurring fair value basis determined using observable market data. | ||||
| 3Fair value is measured on a nonrecurring basis. | ||||
| 4Investment in shares of mutual funds that invest primarily in CRA-qualified debt securities, reported at fair value in Other Assets. Recurring fair value basis is determined using market quotations. | ||||
Loans and OREO: Fair values of collateral-dependent real estate loans and OREO are based on recent real estate appraisals less estimated costs of sale. Evaluations may use either a single valuation approach or a combination of approaches, such as comparative sales, cost, and/or income approach. Adjustments to comparable sales may be made by an appraiser to reflect local market conditions or other economic factors and may result in changes in the fair value of an asset over time, but none were made by management. As such, the fair values of these loans and properties are considered Level 3 in the fair value hierarchy. Collateral-dependent loans measured at fair value totaled $1.0 million with a specific reserve of $0.1 million at September 30, 2025, compared to $3.0 million with a specific reserve of $1.2 million at December 31, 2024.
For recurring fair value measurements, transfers between levels of the fair value hierarchy are recognized on the actual date of the event or circumstances that caused the transfer, which generally coincides with the Company’s monthly and/or quarterly valuation process. During the nine months ended September 30, 2025, there were no such transfers.
For additional information on the valuation techniques and significant inputs for Level 2 and Level 3 assets and liabilities that are measured at fair value on a recurring basis, see “Note 16 - Fair Value” of the Annual Report on Form 10-K for the year ended December 31, 2024.
The carrying amount and fair value of the Company’s other financial instruments that were not disclosed previously in the balance sheet and for which carrying amount is not fair value as of September 30, 2025 and December 31, 2024 is as follows:
| (In thousands) | Carrying Amount | Quoted Prices in Active Markets for Identical Assets(Level 1) | Significant Other Observable Inputs(Level 2) | Significant Unobservable Inputs (Level 3) |
|---|---|---|---|---|
| Financial Assets | ||||
| HTM debt securities1 | $598,604 | $— | $498,384 | $— |
| Time deposits with other banks | 30,852 | — | 30,893 | — |
| Loans, net | 10,815,824 | — | — | 10,648,107 |
| Financial Liabilities | ||||
| Deposits | 13,090,319 | — | — | 13,090,137 |
| FHLB borrowings | 690,000 | — | 688,206 | — |
| Long-term debt | 107,464 | — | 100,606 | — |
| HTM debt securities1 | $635,186 | $— | $507,594 | $— |
| Time deposits with other banks | 3,215 | — | 3,194 | — |
| Loans, net | 10,160,056 | — | — | 10,019,964 |
| Financial Liabilities | ||||
| Deposits | 12,242,427 | — | — | 12,242,205 |
| FHLB borrowings | 245,000 | — | 243,795 | — |
| Long-term debt | 106,966 | — | 95,563 | — |
| 1See “Note 3 – Securities” for further detail of recurring fair value basis of individual investment categories. | ||||
The short maturity of Seacoast’s assets and liabilities results in a significant number of financial instruments whose fair value equals or closely approximates carrying value. Such financial instruments are reported in the following balance sheet captions: cash and due from banks, interest bearing deposits with other banks, and securities sold under agreements to repurchase.
The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate that value at September 30, 2025 and December 31, 2024:
HTM debt securities: These debt securities are reported at fair value utilizing Level 2 inputs. The estimated fair value of a security is determined based on market quotations when available or, if not available, by using quoted market prices for similar securities, pricing models or discounted cash flow analyses, using observable market data where available.
The Company reviews the prices supplied by independent pricing services, as well as their underlying pricing methodologies, for reasonableness and to ensure such prices are aligned with traditional pricing matrices. From time to time, the Company will validate, on a sample basis, prices supplied by the independent pricing service by comparison to prices obtained from other brokers and third-party sources or derived using internal models.
Loans: Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type, such as commercial or mortgage. Each loan category is further segmented into fixed and adjustable-rate interest terms as well as performing and nonperforming categories. The fair value of loans is calculated by discounting scheduled cash flows through the estimated life including prepayment considerations, using estimated market discount rates that reflect the risks inherent in the loan. The fair value approach considers market-driven variables including credit related factors and reflects an “exit price” as defined in ASC Topic 820.
Investments at NAV: The Company has equity investments in SBICs accounted for under the fair value practical expedient of NAV totaling $24.2 million at September 30, 2025 and $21.1 million at December 31, 2024, which are not included in the fair value hierarchy. These investments are made primarily through various SBIC funds as a strategy to provide expansion and growth opportunities to small businesses and are subject to various risks, including market, liquidity, and credit risk. SBICs are generally structured to operate for approximately 10 years and the Company’s investments are not redeemable. Distributions are received through the liquidation of the underlying assets, which is expected to occur over the next 5-10 years. Unfunded commitments related to these investments were $5.4 million at September 30, 2025 and $7.1 million at December 31, 2024.
Deposit liabilities: The fair value of demand deposits, savings accounts, and money market deposits is the amount payable at the reporting date. The fair value of fixed maturity certificates of deposit is estimated using the rates currently offered for funding of similar remaining maturities.
Note 11 – Business Combinations
Acquisition of Heartland Bancshares, Inc.
On July 11, 2025, the Company completed its acquisition of Heartland, adding four branches in Central Florida. Integration activities, including system conversion, were also finalized in the third quarter of 2025. The Company acquired 100% of the outstanding common and preferred stock of Heartland. Under the terms of the definitive agreement, Heartland shareholders received a combination of cash and common stock, with the final consideration totaling $111.2 million.
| (In thousands, except per share data) | July 11, 2025 |
|---|---|
| Number of Heartland shares receiving stock | 378 |
| Per share exchange ratio for Heartland shares receiving stock | 4.9263 |
| Number of shares of SBCF common stock issued | 1,862 |
| Multiplied by SBCF price per share at July 11, 2025 | $29.29 |
| Value of SBCF common stock issued | $54,547 |
| Number of Heartland shares receiving cash | 378 |
| Per share cash consideration for Heartland shares receiving cash | $147.10 |
| Cash consideration paid to Heartland shareholders, including cash paid for fractional shares | $55,623 |
| Cash paid to Heartland option holders | 1,054 |
| Total purchase price | $111,224 |
The acquisition of Heartland was accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations. The Company recognized goodwill of $22.2 million for this acquisition that is nondeductible for tax purposes. Determining fair values of assets and liabilities, especially the loan portfolio, core deposit intangibles, and deferred taxes, is a complicated process involving significant judgment regarding methods and assumptions used to calculate estimated fair values. The fair values initially assigned to assets acquired and liabilities assumed are preliminary and could change for up to one year after the closing date of the acquisition as new information and circumstances relative to closing date fair values becomes known.
The table below presents the provisional allocation of the purchase consideration.
| (In thousands) | July 11, 2025 |
|---|---|
| Assets: | |
| Cash and cash equivalents | $242,672 |
| Investment securities | 357,905 |
| Loans | 153,294 |
| Bank premises and equipment | 7,926 |
| Core deposit intangibles | 20,922 |
| Goodwill | 22,228 |
| Other Assets | 18,590 |
| Total Assets | $823,537 |
| Liabilities: | |
| Deposits | $705,195 |
| Other Liabilities | 7,118 |
| Total Liabilities | $712,313 |
The table below presents information with respect to the fair value and unpaid principal balance of acquired loans at the acquisition date.
| (In thousands) | Book Balance | Fair Value |
|---|---|---|
| Loans: | ||
| Construction and land development | $7,575 | $7,496 |
| CRE - owner occupied | 31,504 | 30,790 |
| CRE - non-owner occupied | 40,239 | 38,992 |
| Residential real estate | 52,960 | 51,434 |
| Commercial and financial | 21,104 | 21,029 |
| Consumer | 3,614 | 3,553 |
| Total acquired loans | $156,996 | $153,294 |
The book value and fair value amount of loans for which, at the date of acquisition, there was evidence of more than insignificant deterioration of credit quality since origination was $7.2 million and $6.4 million, respectively.
The acquisition of Heartland resulted in the addition of $2.0 million in allowance for credit losses, including $0.1 million for PCD loans, and $1.9 million for non-PCD loans recorded through the provision for credit losses at the date of acquisition.
The Company believes the deposits assumed in the acquisition have an intangible value. In determining the valuation amount, deposits were analyzed based on factors such as type of deposit, deposit retention, interest rates, and age of deposit relationships. The core deposit intangible asset acquired from Heartland is being amortized over 10 years using an accelerated method of amortization.
Fourth Quarter of 2025 Acquisition of Villages Bancorporation, Inc.
On October 1, 2025, the Company completed its acquisition of VBI, adding approximately $1.3 billion in loans and $3.4 billion in deposits, along with 19 branches in North Central Florida including The Villages® community. Integration activities, including system conversion, are expected to be finalized in the third quarter of 2026. The Company acquired 100% of the outstanding common stock of VBI. Pursuant to the merger agreement, each share of VBI common stock was converted into the right to receive, at the shareholders' election, (i) $1,000.00 in cash, (ii)38.5000 shares of Seacoast common stock or (iii) a 25%-75% combination of cash and common stock, with the final election subject to a proration mechanism such that 25% of VBI shares received the cash consideration and 75% of VBI shares received the stock consideration. In the event any shareholder or shareholder group would have received more than 9.75% of cumulative outstanding Seacoast common stock, non-voting convertible preferred stock was issued in lieu of the excess amount of common shares. The final consideration totaled $829.1 million.
| (In thousands, except per share data) | October 1, 2025 |
|---|---|
| Number of VBI shares receiving stock | 550 |
| Per share exchange ratio for VBI shares receiving stock | 38.5000 |
| Number of shares of SBCF common stock issued | 9,923 |
| Number of shares of SBCF preferred stock issued1 | 11 |
| Multiplied by SBCF price per share at October 1, 2025 | $30.50 |
| Total Value of SBCF common and preferred stock issued | $645,785 |
| Number of VBI shares receiving cash | 183 |
| Per share exchange ratio for VBI shares receiving cash | $1,000.00 |
| Cash consideration paid to VBI shareholders, including cash paid for fractional shares | $183,360 |
| Total purchase price | $829,145 |
| 1Preferred stock is 1/1000th share for every share of common stock | |
The acquisition of VBI will be accounted for under the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations. The Company’s assessment of the fair value of assets acquired and the liabilities assumed as of the acquisition date is incomplete at the time of this filing; therefore, certain disclosures have been omitted. The Company expects to recognize goodwill in this transaction, which is expected to be nondeductible for tax purposes.
Acquisition Costs
Acquisition costs included within Merger-related charges in the Company's income statement for the three and nine months ended September 30, 2025 were $10.8 million and $14.3 million, respectively.
Note 12 – Business Segment
The Company'sone reportable segment provides integrated financial services including commercial and consumer banking, wealth management, and mortgage and insurance services to customers. Segment revenues are driven primarily by interest and fees on loans, interest on cash and cash equivalents and on investment securities, and fees on depository products and services.
The Company manages business activities, allocates resources and evaluates financial performance on an organization-wide basis. The chief operating decision maker (“CODM”) is the CEO. The financial results of the segment are presented using the same policies described in “Note 1 - Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
The CODM evaluates the performance of the segment and allocates resources based on net income that is also reported on the Consolidated Statements of Income as consolidated net income and segment assets that are reported on the Consolidated Balance Sheets as total consolidated assets. Net income is used to monitor budget versus actual results. The significant segment expenses that are regularly provided to the CODM are interest expense, provision for credit losses, salaries and wages, employee benefits, outsourced data processing costs, and occupancy, which are all reflected in the Consolidated Statements of Income. Certain noncash expenses, such as depreciation and amortization expense, are disclosed in the Consolidated Statement of Cash Flows.
Note 13 – Subsequent Event
On October 30, 2025, the Company redeemed $12.5 million in senior debt that was scheduled to mature in 2030, upon its conversion to a floating rate of 3-month SOFR plus 533 basis points. The debt had been acquired through the acquisition of Apollo in 2022 and the unamortized premium of $0.2 million will be recorded within Interest Expense in the fourth quarter of 2025.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.