Skip to main content

FIRST BANCORP /NC/

For the period ended Jun 30, 2026. Filed Aug 6, 2026.

View on SEC.gov

About this filing

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

Jun 30, 2026 · Filed Aug 6, 2026

FBNC$65.31+1.1%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Notes to Consolidated Financial Statements

Index

Notes to Consolidated Financial Statements

(unaudited)

Note 1. Organization and Basis of Presentation

The consolidated financial statements include the accounts of First Bancorp (the “Company”) and its wholly owned subsidiary First Bank (the “Bank”). The Bank hastwo wholly owned subsidiaries that are fully consolidated, Magnolia Financial, Inc. ("Magnolia Financial"), and First Troy SPE, LLC. All significant intercompany accounts and transactions have been eliminated.

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and notes necessary for complete financial statements in accordance with GAAP. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly the consolidated financial position of the Company as of June 30, 2026, the consolidated results of income, comprehensive income and shareholders' equity for the three and six months ended June 30, 2026 and 2025, and the consolidated cash flows for the six months ended June 30, 2026 and 2025. Any such adjustments were of a normal, recurring nature. These interim financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes in the 2025 Annual Report for the year ended December 31, 2025. Operating results for the interim period are not necessarily indicative of the results that may be expected for the full year.

In certain instances, amounts reported in prior years’ consolidated financial statements have been reclassified to conform to the current presentation. Such reclassifications had no effect on previously reported shareholders’ equity or net income.

Refer to Note 1 of the 2025 Annual Report filed with the Securities and Exchange Commission (“SEC”) for a discussion of accounting policies and other relevant information with respect to the consolidated financial statements.

The Company has evaluated all subsequent events through the date the consolidated financial statements were issued.

Accounting Standards Adopted in 2026

The Company did not adopt any accounting standards during the first six months of 2026.

Accounting Standards Pending Adoption

ASU 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” amended the Income Statement—Reporting Comprehensive Income topic in the Accounting Standards Codification to require public companies to disclose, in interim and annual reporting periods, additional information about certain expenses in the notes to financial statements. The amendments are effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company will apply the

amendments retrospectively to all prior periods presented in the financial statements after the effective date. The adoption of ASU 2024-03 is not expected to have a significant impact on the Company's consolidated financial

statements.

ASU 2025-07, "Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606)" amended the Derivatives and Hedging and Revenue from Contracts with Customers topics in the Accounting Standards Codification to refine derivative scope and clarify the accounting treatment of share-based noncash consideration from customers in revenue contracts. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods. Early adoption is

Index

permitted. Entities may apply the guidance prospectively or on a modified retrospective basis. The adoption of ASU 2025-07 is not expected to have a significant impact on the Company's consolidated financial statements.

ASU 2025-08, "Financial Instruments-Credit Losses (Topic 326): Purchased Loans" amended the Financial Instruments—Credit Losses topic in the Accounting Standards Codification to expand the population of acquired financial assets subject to the gross-up approach. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance. The Company does not expect these amendments to have a material effect on its financial statements. See Note 13 concerning the proposed acquisition of First Carolina Bancshares Corporation ("First Carolina"). The amendments would be adopted as of the beginning of the quarter in which the closing of the First Carolina acquisition occurs.

ASU 2025-09, "Derivatives and Hedging (Topic 815): Hedge Accounting Improvements" amended the Derivatives and Hedging topic in the Accounting Standards Codification to clarify certain aspects of the guidance on hedge accounting and to address several incremental hedge accounting issues arising from the global reference rate reform initiative. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted on any date on or after the issuance of this ASU. Upon adoption of the amendments, entities are permitted to modify certain critical terms of certain existing hedging relationships without dedesignating the hedge. The Company does not expect these amendments to have a material effect on its financial statements.

ASU 2025-11, "Interim Reporting (Topic 270): Narrow-Scope Improvements" amended the Interim Reporting topic in the Accounting Standards Codification to clarify current interim reporting requirements. The amendments are effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company will apply the amendments retrospectively to any or all prior periods presented in the financial statements. The Company does not expect these amendments to have a material effect on its financial statements.

Other accounting standards that have been issued or proposed by the Financial Accounting Standards Board ("FASB") or other standards-setting bodies are not expected to have a material impact on the Company’s consolidated financial statements.

Note 2. Securities

The book values and approximate fair values of investment securities at June 30, 2026 and December 31, 2025 are summarized as follows:

($ in thousands) · June 30, 2026 · December 31, 2025
AmortizedCost · FairValue · Unrealized · AmortizedCost · FairValue · Unrealized
Gains · (Losses) · Gains · (Losses)
Securities available for sale:
U.S. Treasuries$165,504$165,202$389$(691)$165,137$168,095$3,004$(46)
Government-sponsored enterprise securities1,9721,761—(211)1,9681,758—(210)
Mortgage-backed securities1,957,8701,753,8842,260(206,246)2,057,3811,860,3574,008(201,032)
Corporate bonds18,19818,22874(44)18,19218,346193(39)
Total available for sale$2,143,544$1,939,075$2,723$(207,192)$2,242,678$2,048,556$7,205$(201,327)
Securities held to maturity:
Mortgage-backed securities$5,623$5,415$—$(208)$6,735$6,536$—$(199)
State and local governments504,089437,8839(66,215)506,364441,91619(64,467)
Total held to maturity$509,712$443,298$9$(66,423)$513,099$448,452$19$(64,666)

All of the Company’s mortgage-backed securities were issued by government-sponsored enterprises ("GSEs"), except for private mortgage-backed securities with a fair value of $0.7 million as of June 30, 2026 and December 31, 2025.

Index

Accrued interest receivable on available for sale ("AFS") debt securities was $5.0 million and $5.2 million at June 30, 2026 and December 31, 2025, respectively. Accrued interest receivable on held to maturity ("HTM") debt securities was $4.2 million as of June 30, 2026 and December 31, 2025.

The following table presents information regarding all securities with unrealized losses at June 30, 2026:

Securities in an UnrealizedLoss Position forLess than Twelve MonthsSecurities in an UnrealizedLoss Position forMore than Twelve MonthsTotal
($ in thousands)Fair ValueUnrealizedLossesFair ValueUnrealizedLossesFair ValueUnrealizedLosses
U.S. Treasuries$42,524$691$—$—$42,524$691
Government-sponsored enterprise securities$—$—$1,761$211$1,761$211
Mortgage-backed securities370,9554,5401,010,165201,9141,381,120206,454
Corporate bonds10,70744——10,70744
State and local governments9173432,64266,212433,55966,215
Total unrealized loss position$425,103$5,278$1,444,568$268,337$1,869,671$273,615

The following table presents information regarding all securities with unrealized losses at December 31, 2025:

Securities in an UnrealizedLoss Position forLess than Twelve MonthsSecurities in an UnrealizedLoss Position forMore than Twelve MonthsTotal
($ in thousands)Fair ValueUnrealizedLossesFair ValueUnrealizedLossesFair ValueUnrealizedLosses
U.S. Treasuries$19,959$46$—$—$19,959$46
Government-sponsored enterprise securities——1,7582101,758210
Mortgage-backed securities157,4056841,074,038200,5471,231,443201,231
Corporate bonds3,71139——3,71139
State and local governments——436,51164,467436,51164,467
Total unrealized loss position$181,075$769$1,512,307$265,224$1,693,382$265,993

As of June 30, 2026, the Company's securities portfolio included 577 securities of which 517 securities were in an unrealized loss position. As of December 31, 2025, the Company's securities portfolio included 573 securities of which 491 securities were in an unrealized loss position.

In the above tables, all of the securities that were in an unrealized loss position at June 30, 2026 and December 31, 2025 are bonds that the Company has determined are in a loss position due primarily to interest rate factors and not credit quality concerns. In arriving at this conclusion, the Company reviewed third-party credit ratings and considered the severity of the impairment. The state and local government investments are comprised almost entirely of highly-rated municipal bonds issued by state and local governments throughout the nation. The Company has no significant concentrations of bond holdings from any one state or local government entity. Substantially all of the Company's mortgage-backed securities were issued by Federal Home Loan Mortgage Corporation ("FHLMC"), Federal National Mortgage Association ("FNMA"), Government National Mortgage Association ("GNMA"), or Small Business Administration ("SBA"), each of which is a government agency or GSE and guarantees the repayment of its securities. The Company does not intend to sell these securities, and it is more likely than not that the Company will not be required to sell these securities before recovery of the amortized cost.

At June 30, 2026 and December 31, 2025, the Company determined that expected credit losses associated with HTM securities were insignificant.

Index

The book values and fair values of investment securities at June 30, 2026, by contractual maturity, are summarized in the table below. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

Securities Available for SaleSecurities Held to Maturity
($ in thousands)AmortizedCostFairValueAmortizedCostFairValue
Due within one year$—$—$992$969
Due after one year but within five years$159,670$159,609$13,136$12,236
Due after five years but within ten years26,00425,582280,409244,828
Due after ten years——209,552179,850
Mortgage-backed securities1,957,8701,753,8845,6235,415
Total securities$2,143,544$1,939,075$509,712$443,298

At June 30, 2026 and December 31, 2025, investment securities with carrying values of $885.4 million and $876.8 million, respectively, were pledged as collateral for public deposits. In addition, at June 30, 2026 and December 31, 2025, investment securities with carrying values of $616.3 million and $622.1 million, respectively, were pledged as collateral to the Federal Reserve Bank ("Federal Reserve") to secure any such borrowings.

At June 30, 2026 and December 31, 2025, there were no holdings of securities of any one issuer, other than the U.S. Government and its agencies or GSEs, in an amount greater than 10% of shareholders' equity.

There were no sales of investment securities during the three and six months ended June 30, 2026 or June 30, 2025.

Included in “Other assets” in the consolidated balance sheets are investments in Federal Home Loan Bank (“FHLB”) and Federal Reserve stock totaling $42.0 million and $41.6 million at June 30, 2026 and December 31, 2025, respectively. These investments do not have readily determinable fair values. The FHLB stock had a cost of $8.9 million and $8.5 million at June 30, 2026 and December 31, 2025, respectively, and serves as part of the collateral for the Company’s line of credit with the FHLB and is also a requirement for membership in the FHLB system. The Federal Reserve stock had a cost of $33.1 million at both June 30, 2026 and December 31, 2025, and is a requirement for Federal Reserve member bank qualification. Periodically, both the FHLB and Federal Reserve recalculate the Company’s required level of holdings, and the Company either buys more stock or redeems a portion of the stock at cost. The Company determined that neither stock was impaired at either period end.

Note 3. Loans, Allowance for Credit Losses, and Asset Quality Information

The following is a summary of the major categories of total loans outstanding:

($ in thousands)June 30, 2026December 31, 2025
AmountPercentageAmountPercentage
Commercial and industrial$1,014,29511%$1,046,43812%
Construction, development & other land loans847,91210%753,1999%
Commercial real estate - owner occupied1,358,10015%1,353,91215%
Commercial real estate - non owner occupied2,974,74933%2,843,55533%
Multi-family real estate619,4897%537,0156%
Residential 1-4 family real estate1,728,36719%1,736,45320%
Home equity loans/lines of credit377,9494%383,6524%
Consumer loans68,6921%67,4581%
Subtotal8,989,553100%8,721,682100%
Unamortized net deferred loan (fees)/costs(805)737
Total loans$8,988,748$8,722,419

Index

Also included in the table above are various SBA loans, generally originated under the SBA 7A program, with additional information on these loans presented in the table below.

($ in thousands)June 30, 2026December 31, 2025
Guaranteed portions of SBA loans included in table above$49,431$61,501
Unguaranteed portions of SBA loans included in table above97,475100,509
Total SBA loans included in the table above$146,906$162,010
Sold portions of SBA loans with servicing retained - not included in tables above$280,913$284,649

At June 30, 2026 and December 31, 2025, there were remaining unaccreted discounts of $2.1 million and $2.0 million, respectively, on the retained portion of SBA loans for which the guaranteed portion had been sold.

At June 30, 2026 and December 31, 2025, loans in the amount of $7.4 billion and $7.1 billion, respectively, were pledged as collateral to the Federal Reserve and the FHLB for borrowing capacity.

At June 30, 2026 and December 31, 2025, total loans included loans to directors and executive officers of the Company, and their associates, totaling approximately $59.8 million and $60.7 million, respectively. Available credit on related party loans totaled zero and $0.3 million at June 30, 2026 and December 31, 2025, respectively.

As of June 30, 2026 and December 31, 2025, unamortized discounts on all acquired loans totaled $6.6 million and $8.8 million, respectively.

Nonperforming assets ("NPAs") are defined as nonaccrual loans, loans past due 90 or more days and still accruing interest, and foreclosed properties.

The following table summarizes the NPAs for each date presented.

($ in thousands)June 30,2026December 31,2025
Nonaccrual loans$44,283$36,315
Accruing loans 90 days or more past due——
Total nonperforming loans44,28336,315
Foreclosed properties6591,425
Total nonperforming assets$44,942$37,740

At June 30, 2026 and December 31, 2025, the Company had $1.9 million and $1.0 million, respectively, in residential mortgage loans in the process of foreclosure.

At June 30, 2026 and December 31, 2025, there were commitments to lend animmaterial amount of additional funds to borrowers whose loans were nonperforming.

The following table is a summary of the Company’s nonaccrual loans by major categories as of June 30, 2026:

($ in thousands)Nonaccrual Loans with No AllowanceNonaccrual Loans with an AllowanceTotal Nonaccrual Loans
Commercial and industrial$—$8,697$8,697
Construction, development & other land loans—303303
Commercial real estate - owner occupied4,8229,44214,264
Commercial real estate - non owner occupied4,2044,3148,518
Residential 1-4 family real estate—9,2539,253
Home equity loans/lines of credit—3,0243,024
Consumer loans—224224
Total$9,026$35,257$44,283

Index

The following table is a summary of the Company’s nonaccrual loans by major categories as of December 31, 2025:

($ in thousands)Nonaccrual Loans with No AllowanceNonaccrual Loans with an AllowanceTotal Nonaccrual Loans
Commercial and industrial$—$9,130$9,130
Construction, development & other land loans—202202
Commercial real estate - owner occupied1,82511,63913,464
Commercial real estate - non owner occupied4,2697094,978
Residential 1-4 family real estate—5,9085,908
Home equity loans/lines of credit—2,4072,407
Consumer loans—226226
Total$6,094$30,221$36,315

There wasno interest income recognized during the periods presented on nonaccrual loans. In the period that the Company places a loan on nonaccrual status, contractual interest income is reversed in the consolidated income statement.

The following table presents an analysis of the payment status of the Company’s loans as of June 30, 2026:

($ in thousands) · AccruingCurrent · Accruing30-59Days PastDue · Accruing60-89DaysPastDue · NonaccrualLoans · Total LoansReceivable
Commercial and industrial$1,003,760$864$974$8,697$1,014,295
Construction, development & other land loans847,57435—303847,912
Commercial real estate - owner occupied1,343,327509—14,2641,358,100
Commercial real estate - non owner occupied2,966,082102478,5182,974,749
Multi-family real estate619,489———619,489
Residential 1-4 family real estate1,712,0925,7331,2899,2531,728,367
Home equity loans/lines of credit373,5391,1981883,024377,949
Consumer loans68,11421414022468,692
Total$8,933,977$8,655$2,638$44,2838,989,553
Unamortized net deferred loan costs/(fees)(805)
Total loans$8,988,748

The following table presents an analysis of the payment status of the Company’s loans as of December 31, 2025:

($ in thousands) · AccruingCurrent · Accruing30-59DaysPastDue · Accruing60-89DaysPastDue · NonaccrualLoans · Total LoansReceivable
Commercial and industrial$1,034,943$1,824$541$9,130$1,046,438
Construction, development & other land loans752,3886027202753,199
Commercial real estate - owner occupied1,338,0422,13027613,4641,353,912
Commercial real estate - non owner occupied2,838,054—5234,9782,843,555
Multi-family real estate537,015———537,015
Residential 1-4 family real estate1,720,3056,6853,5555,9081,736,453
Home equity loans/lines of credit379,4371,5702382,407383,652
Consumer loans66,69229025022667,458
Total$8,666,876$13,101$5,390$36,3158,721,682
Unamortized net deferred loan costs/(fees)737
Total loans$8,722,419

Collateral dependent loans are loans for which the repayment is expected to be provided substantially through the operation or sale of the collateral and the borrower is experiencing financial difficulty.

Index

The following table presents an analysis of collateral dependent loans of the Company as of June 30, 2026:

($ in thousands)Commercial PropertyTotal Collateral-Dependent Loans
Commercial real estate - owner occupied$8,387$8,387
Commercial real estate - non owner occupied8,3388,338
Total$16,725$16,725

The following table presents an analysis of collateral dependent loans of the Company as of December 31, 2025:

($ in thousands)Commercial PropertyTotal Collateral-Dependent Loans
Commercial real estate - owner occupied$5,390$5,390
Commercial real estate - non owner occupied4,2694,269
Total$9,659$9,659

There have been no material changes from the treatment of collateral dependent loans under the current expected credit loss ("CECL") model as discussed in Note 4 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

The Company continues to utilize the third-party baseline forecast, which incorporates an equal probability of the United States economy performing better or worse than the projection, as the best forecast to use for macroeconomic factors in the model. Management continued to consistently apply various other factors as described in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, such as prepayments, qualitative factor scorecards, macroeconomic drivers, reasonable and supportable forecast periods, reversion to long-term average, etc.

The following tables present the activity in the allowance for credit losses ("ACL") on loans for each of the periods indicated.

($ in thousands)Beginning balanceCharge-offsRecoveriesProvisions / (Reversals)Ending balance
Commercial and industrial$19,373$(1,089)$480$436$19,200
Construction, development & other land loans14,778—3034315,151
Commercial real estate - owner occupied19,066—113(865)18,314
Commercial real estate - non owner occupied24,178—81,54425,730
Multi-family real estate5,617——8156,432
Residential 1-4 family real estate34,086(252)34(1,889)31,979
Home equity loans/lines of credit3,334—193,344
Consumer loans4,302(342)307544,744
Total$124,734$(1,683)$696$1,147$124,894
Commercial and industrial$20,044$(2,502)$811$847$19,200
Construction, development & other land loans11,465—613,62515,151
Commercial real estate - owner occupied20,298(247)245(1,982)18,314
Commercial real estate - non owner occupied25,017—1669725,730
Multi-family real estate5,205——1,2276,432
Residential 1-4 family real estate34,068(257)80(1,912)31,979
Home equity loans/lines of credit3,519—11(186)3,344
Consumer loans3,965(687)841,3824,744
Total$123,581$(3,693)$1,308$3,698$124,894

Index

($ in thousands)Beginning balanceCharge-offsRecoveriesProvisions / (Reversals)Ending balance
Commercial and industrial$19,275$(1,416)$467$180$18,506
Construction, development & other land loans7,669—329598,660
Commercial real estate - owner occupied19,325(13)51,42920,746
Commercial real estate - non owner occupied28,384(33)17(3,943)24,425
Multi-family real estate5,015——(270)4,745
Residential 1-4 family real estate33,735—242,02435,783
Home equity loans/lines of credit3,502—2(59)3,445
Consumer loans3,726(292)517504,235
Total$120,631$(1,754)$598$1,070$120,545
Commercial and industrial$19,474$(3,632)$964$1,700$18,506
Construction, development & other land loans9,314—105(759)8,660
Commercial real estate - owner occupied19,380(450)1111,70520,746
Commercial real estate - non owner occupied27,768(938)20(2,425)24,425
Multi-family real estate5,476——(731)4,745
Residential 1-4 family real estate33,552(124)532,30235,783
Home equity loans/lines of credit4,111(68)21(619)3,445
Consumer loans3,497(662)1051,2954,235
Total$122,572$(5,874)$1,379$2,468$120,545

Credit Quality Indicators

There have been no material changes from the treatment of credit quality tracking and risk grade descriptions as discussed in Note 4 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

In the tables that follow, substantially all of the "Classified" loans have grades of 7 for commercial loans or Fail for consumer loans, with those categories having similar levels of risk.

The tables below present the Company’s recorded investment in loans by credit quality indicators by year of origination or renewal as of the periods indicated. Acquired loans are presented in the year originated, not in the year of acquisition.

Index

Term Loans by Year of Origination
($ in thousands) · 2026 · 2025 · 2024 · 2023 · 2022 · Prior · Revolving · Total
Commercial and industrial
Pass$140,997$169,236$51,966$34,690$76,545$149,373$378,042$1,000,849
Special Mention39524162743204655061,946
Classified2295551,2289752,9183,4422,15311,500
Total commercial and industrial141,621169,81553,35635,73979,783153,280380,7011,014,295
Gross charge-offs, YTD1111—332035561,6882,502
Construction, development & other land loans
Pass285,927340,40261,02350,31214,55722,98470,732845,937
Special Mention—855—55435——1,444
Classified—16245255627—531
Total construction, development & other land loans285,927341,41961,06851,12114,65422,99170,732847,912
Gross charge-offs, YTD————————
Commercial real estate - owner occupied
Pass156,493265,806166,233166,983194,378343,36228,1631,321,418
Special Mention1,1032,1783,1831,1729198,0381,34217,935
Classified6841,5101,9911,3392,28510,938—18,747
Total commercial real estate - owner occupied158,280269,494171,407169,494197,582362,33829,5051,358,100
Gross charge-offs, YTD—————247—247
Commercial real estate - non owner occupied
Pass564,633652,075285,175315,903549,138571,60725,1222,963,653
Special Mention—2081,116—343401—2,068
Classified4434,20544—204,316—9,028
Total commercial real estate - non owner occupied565,076656,488286,335315,903549,501576,32425,1222,974,749
Gross charge-offs, YTD————————
Multi-family real estate
Pass53,779101,95088,94487,296103,965165,13518,292619,361
Special Mention————————
Classified———128———128
Total multi-family real estate53,779101,95088,94487,424103,965165,13518,292619,489
Gross charge-offs, YTD————————
Residential 1-4 family real estate
Pass108,553243,086141,393283,617360,425573,859531,710,986
Special Mention—37617—168389—950
Classified—2,1631348452,71010,579—16,431
Total residential 1-4 family real estate108,553245,625141,544284,462363,303584,827531,728,367
Gross charge-offs, YTD————7250—257
Home equity loans/lines of credit
Pass7953,4281,203651469435363,946370,927
Special Mention——————1111
Classified31145—257—1696,4097,011
Total home equity loans/lines of credit8263,5731,203908469604370,366377,949
Gross charge-offs, YTD————————
Consumer loans
Pass9,58611,5596,0503,1522,1261,12434,76168,358
Special Mention————————
Classified622374522—202334
Total consumer loans9,59211,5816,0873,1972,1481,12434,96368,692
Gross charge-offs, YTD—67829——529687
Total loans$1,323,654$1,799,945$809,944$948,248$1,311,405$1,866,623$929,7348,989,553
Unamortized net deferred loan costs/(fees)(805)
Total loans, net of deferred loan costs/(fees)$8,988,748
Total gross charge-offs, year to date$11$78$82$42$210$1,053$2,217$3,693

Index

Term Loans by Year of Origination
($ in thousands) · 2025 · 2024 · 2023 · 2022 · 2021 · Prior · Revolving · Total
Commercial and industrial
Pass$213,147$79,715$43,504$91,590$57,804$108,133$439,840$1,033,733
Special Mention85260164109822621,4162,378
Classified5151579493,1774163,6921,42110,327
Total commercial and industrial213,74780,13244,61794,87658,302112,087442,6771,046,438
Gross charge-offs, YTD356467809031748024,4017,741
Construction, development & other land loans
Pass469,670115,65076,83918,46318,7248,84039,702747,888
Special Mention4,172—57348———4,793
Classified574972682270—518
Total construction, development & other land loans473,899115,69977,48418,57918,7269,11039,702753,199
Gross charge-offs, YTD————————
Commercial real estate - owner occupied
Pass298,490187,305185,070215,615220,148184,35825,4291,316,415
Special Mention2,4282,8561,8023,0184066,5411,75718,808
Classified1121,3935682,31347413,7864318,689
Total commercial real estate - owner occupied301,030191,554187,440220,946221,028204,68527,2291,353,912
Gross charge-offs, YTD—420—17—903—1,340
Commercial real estate - non owner occupied
Pass724,974374,312376,910594,522529,233205,94629,6222,835,519
Special Mention1361,131——1382—1,650
Classified78662—546—5,100—6,386
Total commercial real estate - non owner occupied725,188376,105376,910595,068529,234211,42829,6222,843,555
Gross charge-offs, YTD—905—33———938
Multi-family real estate
Pass100,95365,83863,983109,323148,23433,42915,124536,884
Special Mention————————
Classified——131————131
Total multi-family real estate100,95365,83864,114109,323148,23433,42915,124537,015
Gross charge-offs, YTD————————
Residential 1-4 family real estate
Pass166,356230,701301,965373,118264,824381,796611,718,821
Special Mention390424——267630—1,711
Classified1512,5614202,2731,8948,622—15,921
Total residential 1-4 family real estate166,897233,686302,385375,391266,985391,048611,736,453
Gross charge-offs, YTD—————127—127
Home equity loans/lines of credit
Pass3,7851,2551,894659203420369,296377,512
Special Mention————————
Classified15834254—8835,6036,140
Total home equity loans/lines of credit3,9431,2892,148659291423374,899383,652
Gross charge-offs, YTD———68——169
Consumer loans
Pass15,0448,6194,9523,3901,06358033,40367,051
Special Mention————————
Classified497436244—220407
Total consumer loans15,0938,6934,9883,4141,06758033,62367,458
Gross charge-offs, YTD25149115121371,0751,414
Total loans$2,000,750$1,072,996$1,060,086$1,418,256$1,243,867$962,790$962,9378,721,682
Unamortized net deferred loan costs/(fees)737
Total loans, net of deferred loan costs/(fees)$8,722,419
Total gross charge-offs, year to date$60$2,120$895$1,033$175$1,869$5,477$11,629

Index

Loan Modifications to Borrowers Experiencing Financial Difficulty

Occasionally, the Company modifies loans to borrowers in financial distress as a part of our loss mitigation activities. Various types of modification may be offered including principal forgiveness, term extension, payment delays, or interest rate reductions. 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 may be granted. For loans included in the “Combination” columns below, multiple types of modifications have been made on the same loan within the current reporting period.

The following table presents the amortized cost basis at June 30, 2026 of the loans modified during the three and six month periods then ended for borrowers experiencing financial difficulty, by loan category and type of concession granted.

($ in thousands)Payment DelayTerm ExtensionTotalPercent of Total Class of Loans
Commercial and industrial$—$221$2210.02%
Construction, development & other land loans—88—%
Commercial real estate - owner occupied$1,421$42$1,4630.11%
Residential 1-4 family real estate—88880.01%
Home equity loans/lines of credit—1191190.03%
Total$1,421$478$1,8990.02%
Commercial and industrial$—$221$2210.02%
Construction, development & other land loans—88—%
Commercial real estate - owner occupied1,421421,4630.11%
Commercial real estate - non owner occupied—4444—%
Residential 1-4 family real estate—1681680.01%
Home equity loans/lines of credit—4104100.11%
Consumer loans—19190.03%
Total$1,421$912$2,3330.03%

Index

The following table presents the amortized cost basis at June 30, 2025 of the loans modified during the three and six month periods then ended for borrowers experiencing financial difficulty, by loan category and type of concession granted.

($ in thousands)Payment DelayTerm ExtensionCombination - Term Extension and Payment DelayTotalPercent of Total Class of Loans
Commercial and industrial$138$—$—$1380.02%
Construction, development & other land loans$—$309$—$3090.05%
Commercial real estate - owner occupied33468—4020.03%
Commercial real estate - non owner occupied——8585—%
Residential 1-4 family real estate—951202150.01%
Home equity loans/lines of credit—225—2250.06%
Total$472$697$205$1,3740.02%
​
Commercial and industrial$192$—$—$1920.02%
Construction, development & other land loans—309—3090.05%
Commercial real estate - owner occupied334111—4450.04%
Commercial real estate - non owner occupied1,589—4,4786,0670.22%
Residential 1-4 family real estate—1101202300.01%
Home equity loans/lines of credit—380—3800.11%
Total$2,115$910$4,598$7,6230.09%

For the three and six months ended June 30, 2026 and June 30, 2025, there were no modifications for borrowers experiencing financial difficulty with principal forgiveness concessions.

The following table describes the financial effect for the three and six months ended June 30, 2026 of the modifications made for borrowers experiencing financial difficulty:

Financial Effect of Modification to Borrowers Experiencing Financial Difficulty
Weighted Average Payment Delay (in months)Weighted Average Term Extension (in months)
Commercial and industrial08
Construction, development & other land loans059
Commercial real estate - owner occupied612
Residential 1-4 family real estate0123
Home equity loans/lines of credit047
Commercial and industrial08
Construction, development & other land loans059
Commercial real estate - owner occupied612
Commercial real estate - non owner occupied012
Residential 1-4 family real estate0138
Home equity loans/lines of credit091
Consumer loans039

Index

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

Financial Effect of Modification to Borrowers Experiencing Financial Difficulty
Weighted Average Payment Delay (in months)Weighted Average Term Extension (in months)
Construction, development & other land loans03
Commercial real estate - owner occupied7148
Commercial real estate - non owner occupied42
Residential 1-4 family real estate429
Home equity loans/lines of credit040
Commercial and industrial10
Construction, development & other land loans03
Commercial real estate - owner occupied797
Commercial real estate - non owner occupied77
Residential 1-4 family real estate431
Home equity loans/lines of credit063

The Company closely monitors the performance of the modified loans that are to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the performance of loans that were modified in the last twelve months as of June 30, 2026:

Payment Status (Amortized Cost Basis)
($ in thousands)Current30-59 Days Past Due60-89 Days Past Due90+ Days Past Due
Commercial and industrial$583$—$—$248
Construction, development & other land loans8———
Commercial real estate - owner occupied1,463———
Commercial real estate - non owner occupied44———
Residential 1-4 family real estate17636——
Home equity loans/lines of credit860———
Consumer loans19———
$3,153$36$—$248

The following table depicts the performance of loans that were modified in the last twelve months as of December 31, 2025:

Payment Status (Amortized Cost Basis)
($ in thousands)Current30-59 Days Past Due60-89 Days Past Due90+ Days Past Due
Commercial and industrial$594$38$—$563
Commercial real estate - owner occupied500334——
Commercial real estate - non owner occupied4,316———
Residential 1-4 family real estate144———
Home equity loans/lines of credit674130——
$6,228$502$—$563

During the three and six months ended June 30, 2026 and June 30, 2025, animmaterial amount of loans to borrowers experiencing financial difficulty that were modified in the twelve months prior were considered to have had a payment default.

Index

At June 30, 2026 and December 31, 2025, there wereno commitments to lend additional funds to a borrower experiencing financial difficulty for whom a modification had been made.

Upon the Company’s determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the ACL is adjusted by the same amount.

Concentration of Credit Risk

The Company’s loan portfolio is not concentrated in loans to any single borrower or to a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions. Approximately 88% of the Company's loan portfolio is secured by real estate and is therefore susceptible to changes in real estate valuations. There have been no material changes to the primary loan markets (as identified by counties) from year end.

Impact of Hurricane Helene

In the portions of Western North and South Carolina that were significantly impacted by Hurricane Helene in third quarter of 2024, the Company identified borrowers who were potentially impacted. During 2026, the Company evaluated the commercial loan portfolio and adjusted risk ratings and nonaccrual status as applicable. Therefore, for those relationships, the normal reserving process for June 30, 2026 was applied. For potentially impacted consumer loans, the Company applied increased reserve rates based upon severe economic factors to the approximately $253 million of loans (primarily Residential 1-4 family real estate) in the most impacted path of Hurricane Helene. Due to the potential exposure from Hurricane Helene, the ACL on these impacted consumer loans was $1.9 million as of June 30, 2026, adding 2 basis points to the overall ACL as a percent of total loans, which was 1.39% as of June 30, 2026. As of December 31, 2025, the ACL on the population of potentially impacted commercial and consumer loans was $1.9 million, adding 2 basis points to the overall ACL as a percent of total loans, which was 1.42%.

Allowance for Unfunded Loan Commitments

In addition to the ACL on loans, the Company maintains an allowance for lending-related commitments such as unfunded loan commitments and letters of credit. The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The allowance for lending-related commitments 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, 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 ACL on loans. The allowance for unfunded loan commitments was included in "Other liabilities" on the consolidated balance sheets.

The following table presents the balance and activity in the allowance for unfunded loan commitments for the three and six months ended June 30, 2026 and 2025:

Three months ended June 30,Six months ended June 30,
($ in thousands)2026202520262025
Beginning balance$11,536$8,784$11,004$9,066
Charge-offs————
Recoveries————
Provision for (reversal of) unfunded commitments221,142554860
Ending balance$11,558$9,926$11,558$9,926

Index

Note 4. Goodwill, Other Intangible Assets and Servicing Assets

The following is a summary of the gross carrying amount and accumulated amortization of amortizable intangible assets and the carrying amount of unamortized intangible assets as of the periods presented.

June 30, 2026 · December 31, 2025
($ in thousands) · Gross CarryingAmount · AccumulatedAmortization · Net Amount · Gross CarryingAmount · AccumulatedAmortization · Net Amount
Amortizable intangible assets:
Customer lists$1,600$1,600$—$1,600$1,600$—
Core deposit intangibles57,89043,10414,78657,89040,65817,232
Other intangibles100100—100100—
Total amortizable intangible assets$59,590$44,804$14,786$59,590$42,358$17,232
Unamortizable intangible assets:
Goodwill$478,750$478,750

Customer lists are generally amortized over five years and core deposit intangibles are generally amortized over 10 years, both at an accelerated rate.

Amortization expense of all amortizable intangible assets totaled $1.2 million and $1.5 million for the three months ended June 30, 2026 and 2025, respectively, and $2.4 million and $3.0 million for the six months ended June 30, 2026 and 2025, respectively.

Goodwill is evaluated for impairment on at least an annual basis, with the annual evaluation occurring as of October 31 of each year. Goodwill is also evaluated for impairment any time there is a triggering event indicating that impairment may have occurred. No triggering events were identified during 2026 to date and, therefore, the Company did not perform interim impairment evaluations. The Company's most recent evaluation of goodwill, which occurred in the fourth quarter of 2025, indicated that there wasno goodwill impairment. There was no change to carrying amounts of goodwill during the three months ended June 30, 2026.

Other than the expected amortization expense recognized during the six months ended June 30, 2026, there have been no material changes to the estimated amortization expense related to amortizable intangible assets as discussed in Note 6 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

The Company recorded SBA guaranteed servicing fee income of $0.6 million and $0.7 million during the three months ended June 30, 2026 and 2025, respectively, and $1.3 million and $1.4 million for the six months ended June 30, 2026 and 2025, respectively.

There wasno impairment of SBA servicing assets at June 30, 2026 and December 31, 2025 and no significant methodology changes have been made since year end.

The following table presents the changes in the SBA servicing assets (included in "Other assets" in the Company's consolidated balance sheet) for each period indicated:

Three months ended June 30,Six months ended June 30,
($ in thousands)2026202520262025
Beginning balance, net$1,816$2,256$1,748$2,605
Add: New servicing assets1384340056
Less: Amortization expense and impairment charges205270399632
Ending balance, net$1,749$2,029$1,749$2,029

Index

Note 5. Borrowings

The following tables present information regarding the Company’s outstanding borrowings at June 30, 2026:

($ in thousands)
Description · Due date · Call Feature · Balance · Interest Rate
FHLB Principal Reducing Credit6/26/2028 to 12/20/2028None$7280.00% to 1.00% fixed
Trust Preferred Securities1/23/2034Quarterly by Company10,3106.58% at 6/30/26 adjustable rate 3 month CME Term SOFR + 2.91%
Trust Preferred Securities1/23/2034Quarterly by Company10,3106.68% at 6/30/26 adjustable rate 3 month CME Term SOFR + 3.01%
Trust Preferred Securities9/20/2034Quarterly by Company12,3726.11% at 6/30/26 adjustable rate 3 month CME Term SOFR + 2.41%
Trust Preferred Securities1/7/2035Quarterly by Company10,3105.93% at 6/30/26 adjustable rate 3 month CME Term SOFR + 2.00%
Trust Preferred Securities6/15/2036Quarterly by Company25,7745.33% at 6/30/26 adjustable rate 3 month CME Term SOFR + 1.65%
Trust Preferred Securities6/23/2036Quarterly by Company8,2485.81% at 6/30/26 adjustable rate 3 month CME Term SOFR + 2.11%
Total borrowings / weighted average rate as of June 30, 202678,0525.88%
Unamortized discount on acquired borrowings(3,335)
Total borrowings$74,717

The following tables present information regarding the Company’s outstanding borrowings at December 31, 2025:

($ in thousands)
Description · Due date · Call Feature · Balance · Interest Rate
FHLB Principal Reducing Credit6/26/2028 to 12/20/2028None$7530.00% to 1.00% fixed
Trust Preferred Securities1/23/2034Quarterly by Company10,3106.75% at 12/31/25 adjustable rate 3 month CME Term SOFR + 2.91%
Trust Preferred Securities1/23/2034Quarterly by Company10,3106.85% at 12/31/25 adjustable rate 3 month CME Term SOFR + 3.01%
Trust Preferred Securities9/20/2034Quarterly by Company12,3726.11% at 12/31/25 adjustable rate 3 month CME Term SOFR + 2.41%
Trust Preferred Securities1/7/2035Quarterly by Company10,3106.17% at 12/31/25 adjustable rate 3 month CME Term SOFR + 2.00%
Trust Preferred Securities6/15/2036Quarterly by Company25,7745.37% at 12/31/25 adjustable rate 3 month CME Term SOFR + 1.65%
Trust Preferred Securities6/23/2036Quarterly by Company8,2485.80% at 12/31/25 adjustable rate 3 month CME Term SOFR + 2.11%
Total borrowings / weighted average rate as of December 31, 202578,0775.97%
Unamortized discount on acquired borrowings(3,508)
Total borrowings$74,569

Note 6. Leases

The Company enters into leases in the normal course of business. As of June 30, 2026, the Company leased 15 bank branch offices for which the land and buildings are leased andten branch offices for which the land is leased but the buildings are owned. The Company also leases office space for several operational departments. All of the Company’s leases are operating leases and the lease agreements have maturity dates ranging from September 2026 through May 2076, some of which include options for multiple five-year andten-year extensions. The

Index

Company includes lease extension options in the lease term if, after considering relevant economic, market, and strategic factors, it is reasonably certain the Company will exercise the option. The weighted average remaining life of the lease term for these leases was 20.4 years as of June 30, 2026 and 20.8 years as of December 31, 2025. Certain of the Company's lease agreements include variable lease payments based on changes in inflation, with the impact of that factor being insignificant to the Company's total lease expense. As permitted by applicable accounting standards, the Company has elected not to recognize leases with original lease terms of 12 months or less (short-term leases) on the Company's consolidated balance sheets. The short-term lease cost for each period presented was insignificant.

Leases are classified as either operating or finance leases at the lease commencement date. All of the Company's leases have been determined to be operating leases. Lease expense for operating leases and short-term leases is recognized on a straight-line basis over the applicable lease term. Right-of-use assets represent the Company's right to use an underlying asset for the lease term; and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term.

The Company uses its incremental borrowing rate, on a collateralized basis, at lease commencement to calculate the present value of lease payments when the rate implicit in the lease is not known. The weighted average discount rates for leases were 3.45% and 3.41% as of June 30, 2026 and December 31, 2025, respectively.

The right-of-use assets, included in "Other assets" on the Company's consolidated balance sheets, and lease liabilities, included in "Other liabilities" on the Company's consolidated balance sheets, were $13.2 million and $14.3 million as of June 30, 2026, respectively, and were $13.4 million and $14.2 million as of December 31, 2025, respectively.

Total operating lease expenses, included in "Other operating expenses" in the Company's consolidated statements of income, were $0.6 million for the three months ended June 30, 2026 and 2025, and $1.3 million for the six months ended June 30, 2026 and 2025.

Future undiscounted lease payments for operating leases with initial terms greater than one year as of June 30, 2026 are as follows:

($ in thousands)
July 1, 2026 to December 31, 2026$802
20271,456
20281,369
20291,316
20301,019
Thereafter15,051
Total undiscounted lease payments21,013
Less effect of discounting(6,745)
Present value of estimated lease payments (lease liability)$14,268

Note 7. Fair Value of Financial Instruments

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal and most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair value:

Level 1: Quoted prices (unadjusted) of identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

Index

The following table summarizes the Company’s financial instruments that were measured at fair value on a recurring and nonrecurring basis at June 30, 2026:

($ in thousands)Description of Financial InstrumentsFair Value at June 30, 2026Quoted Prices in Active Markets for Identical Assets(Level 1)Significant OtherObservable Inputs(Level 2)SignificantUnobservable Inputs(Level 3)
Recurring
Securities available for sale:
U.S. Treasury$165,202$—$165,202$—
Government-sponsored enterprise securities1,761—1,761—
Mortgage-backed securities1,753,884—1,753,232652
Corporate bonds18,228—17,2281,000
Total available for sale securities$1,939,075$—$1,937,423$1,652
Derivative financial assets$1,534$—$1,534$—
Presold mortgages in process of settlement$12,304$—$12,304$—
Derivative financial liabilities$1,560$—$1,560$—
Nonrecurring
Individually evaluated loans$7,522$—$—$7,522
Foreclosed real estate97——97

The following table summarizes the Company’s financial instruments that were measured at fair value on a recurring and nonrecurring basis at December 31, 2025:

($ in thousands)Description of Financial InstrumentsFair Value at December 31, 2025Quoted Prices in Active Markets for Identical Assets(Level 1)Significant OtherObservable Inputs(Level 2)SignificantUnobservableInputs(Level 3)
Recurring
Securities available for sale:
US Treasury securities$168,095$—$168,095$—
Government-sponsored enterprise securities1,758—1,758—
Mortgage-backed securities1,860,357—1,859,690667
Corporate bonds18,346—17,3461,000
Total available for sale securities$2,048,556$—$2,046,889$1,667
Derivative financial assets$3,418$—$3,418$—
Presold mortgages in process of settlement$7,790$—$7,790$—
Derivative financial liabilities$3,445$—$3,445$—
Nonrecurring
Individually evaluated loans$9,659$—$—$9,659
Foreclosed real estate168——168

The following is a description of the valuation methodologies used for financial instruments measured at fair value.

Securities Available for Sale — When quoted market prices are available in an active market, the securities are classified as Level 1 in the valuation hierarchy. If quoted market prices are not available, but fair values can be estimated by observing quoted prices of securities with similar characteristics, the securities are classified as Level 2 on the valuation hierarchy. Most of the fair values for the Company’s Level 2 securities are determined by the Company's third-party bond accounting provider using matrix pricing. Matrix pricing is a mathematical technique widely used in the industry to value debt securities without relying exclusively on

Index

quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities. For the Company, Level 2 securities include U.S Treasury bonds, mortgage-backed securities, commercial mortgage-backed obligations, government-sponsored enterprise securities, and corporate bonds. In cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy.

The Company reviews the pricing methodologies utilized by the bond accounting provider to ensure the fair value determination is consistent with the applicable accounting guidance and that the investments are properly classified in the fair value hierarchy.

Presold Mortgages in Process of Settlement - The fair value is based on the committed price that an investor has agreed to pay for the loan which is considered a Level 2 input.

Derivative financial assets and liabilities- The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. These are considered a Level 2 input.

Individually evaluated loans — Fair values for individually evaluated loans are measured on a non-recurring basis and are based on the underlying collateral values securing the loans, adjusted for estimated selling costs, or the net present value of the cash flows expected to be received for such loans. Collateral may be in the form of real estate or business assets including equipment, inventory and accounts receivable. The vast majority of the collateral is real estate. The value of real estate collateral is generally determined by third-party appraisers using an income or market valuation approach based on an appraisal conducted by an independent, licensed third party appraiser (Level 3). The value of business equipment is based upon an outside appraisal if deemed significant, or the net book value on the applicable borrower’s financial statements if not considered significant. Likewise, values for inventory and accounts receivable collateral are based on borrower financial statement balances or aging reports on a discounted basis as appropriate (Level 3). Appraisals used in this analysis are generally obtained at least annually based on when the loans first became impaired, and thus the appraisals are not necessarily as of the period ends presented. Any fair value adjustments are recorded in the period incurred as provision for credit losses on the consolidated statements of income.

Foreclosed real estate – Foreclosed real estate, consisting of properties obtained through foreclosure or in satisfaction of loans, is reported at the lower of cost or fair value. Fair value is measured on a non-recurring basis and is based upon independent market prices or current appraisals that are generally prepared using an income or market valuation approach and conducted by an independent, licensed third party appraiser, adjusted for estimated selling costs (Level 3). Appraisals used in this analysis are generally obtained at least annually based on when the assets were acquired, and thus the appraisals are not necessarily as of the period ends presented. At the time of foreclosure, any excess of the loan balance over the fair value of the real estate held as collateral is treated as a charge against the allowance for loan losses. For any real estate valuations subsequent to foreclosure, any excess of the real estate recorded value over the fair value of the real estate is treated as a foreclosed real estate write-down on the consolidated statements of income.

There were no significant changes in the reported amount of Level 3 assets and liabilities measured at fair value on either a recurring or a non-recurring basis as of June 30, 2026.

Index

The carrying amounts and estimated fair values of financial instruments not carried at fair value at June 30, 2026 and December 31, 2025 were as follows:

June 30, 2026 · December 31, 2025
($ in thousands)Level in FairValueHierarchyCarryingAmountEstimatedFair ValueCarryingAmountEstimatedFair Value
Cash and due from banks, noninterest-bearingLevel 1$128,424$128,424$146,759$146,759
Due from banks, interest-bearingLevel 1421,908421,908162,836162,836
Securities held to maturityLevel 2509,712443,298513,099448,452
Total loans, net of allowanceLevel 38,863,8548,585,8878,598,8388,259,890
SBA servicing assetLevel 31,7493,1771,7482,963
Demand deposits, money market and savingsLevel 110,285,33010,285,3309,944,7799,944,779
Time depositsLevel 2799,537796,741803,642801,150
BorrowingsLevel 274,71769,39674,56969,421

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 highly liquid market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. 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 assets or liabilities include net premises and equipment, intangible and other assets such as deferred income taxes, prepaid expense accounts, income taxes currently payable, and other various accrued expenses. In addition, the income 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 any of the estimates.

Note 8. Stock-Based Compensation

The Company recorded total stock-based compensation expense of $0.7 million and $1.1 million for the three months ended June 30, 2026 and 2025, respectively, and $1.5 million and $2.1 million for the six months ended June 30, 2026 and 2025, respectively. These amounts are included in "Total personnel expense" on the accompanying consolidated statements of income.

The Company recorded director stock expense of $0.3 million and $0.3 million for the three months ended June 30, 2026 and 2025, respectively, and $0.6 million and $0.3 million for the six months ended June 30, 2026 and 2025, respectively. These amounts are included in "Other operating expenses" on the accompanying consolidated statements of income.

The Company recog nized income tax benefits related to stock-based compensation expense in its income statement of$172,000 and$246,000 for the three months ended June 30, 2026 and 2025, respectively, and $339,000 and $484,000 for the six months ended June 30, 2026 and 2025, respectively.

At June 30, 2026, the sole equity-based compensation plan of the Company was the First Bancorp 2024 Equity Plan (the "Equity Plan"), which was approved by shareholders on May 31, 2024. As of June 30, 2026, the Equity Plan had 1,761,611 shares remaining available for future awards.

The Equity Plan is intended to serve as a means to attract, retain, and motivate key employees and directors and to associate the interests of the Equity Plan's participants with those of the Company and its shareholders. The Equity Plan allows for grants of stock options and other types of equity-based compensation, including stock appreciation rights, restricted and unrestricted stock, restricted performance stock, and performance units. For the last several

Index

years, the only equity-based compensation granted by the Company has been shares of restricted stock, as it relates to employees, and unrestricted stock as it relates to non-employee directors.

There have been no material changes to the treatment of stock awards and equity grants as discussed in Note 15 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

In addition to employee equity awards, the Company's practice is to grant unrestricted common shares to each non-employee director (currently 13 in total) in June of each year. The individual grants were valued at approximately $50,000 in 2026. Compensation expense associated with these director awards is fully recognized by the date of the award since there are no vesting conditions.

The following table presents information regarding the activity for the first six months of 2026 related to the Company’s outstanding restricted stock awards:

Long-Term Restricted Stock Awards
Number of UnitsWeighted-AverageGrant-Date Fair Value
Nonvested at January 1, 2026206,624$38.08
Granted during the period55,55160.11
Vested during the period(81,536)33.87
Forfeited or expired during the period(1,869)40.14
Nonvested at June 30, 2026178,770$46.71

Total unrecognized compensation expense as of June 30, 2026 amounted to $5.3 million with a weighted average remaining term of 2.3 years. For the nonvested awards that were outstanding at June 30, 2026, the Company expects to record $2.6 million in compensation expense in the next twelve months, $1.4 million of which is expected to be recorded in the remaining quarters of 2026.

Note 9. Earnings Per Share

The following is a reconciliation of the numerators and denominators used in computing Basic and Diluted Earnings Per Common Share ("EPS"):

For the Three Months Ended June 30,
2026 · 2025
($ in thousands except per share amounts) · Income(Numerator) · Shares(Denominator) · Per ShareAmount · Income(Numerator) · Shares(Denominator) · Per ShareAmount
Basic EPS:
Net income$50,519$38,566
Less: income allocated to restricted stock(219)(235)
Basic EPS per common share$50,30041,184,914$1.22$38,33141,168,260$0.93
Diluted EPS:
Net income$50,51941,184,914$38,56641,168,260
Effect of dilutive securities—190,463—273,133
Diluted EPS per common share$50,51941,375,377$1.22$38,56641,441,393$0.93

Index

For the Six Months Ended June 30,
2026 · 2025
($ in thousands except per share amounts) · Income(Numerator) · Shares(Denominator) · Per ShareAmount · Income(Numerator) · Shares(Denominator) · Per ShareAmount
Basic EPS:
Net income$97,178$74,972
Less: income allocated to restricted stock(442)(432)
Basic EPS per common share$96,73641,217,526$2.35$74,54041,149,623$1.81
Diluted EPS:
Net income$97,17841,217,526$74,97241,149,623
Effect of dilutive securities—199,689—274,440
Diluted EPS per common share$97,17841,417,215$2.35$74,97241,424,063$1.81

Note 10. Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) ("AOCI") for the Company for the periods shown were as follows:

($ in thousands)June 30, 2026December 31, 2025
Unrealized loss on securities available for sale$(204,469)$(194,122)
Tax effect47,21644,826
Net unrealized loss on securities available for sale(157,253)(149,296)
Postretirement plans asset (liability)(51)(102)
Tax effect1123
Net postretirement plans asset (liability)(40)(79)
Total accumulated other comprehensive income (loss)$(157,293)$(149,375)

Index

The following tables disclose the changes in AOCI for the three and six months ended June 30, 2026 and 2025 (all amounts are net of tax):

($ in thousands)Unrealized Loss onSecuritiesAvailable for SalePostretirement Plans Asset(Liability)Total
Beginning balance$(152,053)$(59)$(152,112)
Other comprehensive income before reclassifications(5,200)—(5,200)
Amounts reclassified from accumulated other comprehensive income—1919
Net current period other comprehensive (loss) income(5,200)19(5,181)
Ending balance$(157,253)$(40)$(157,293)
($ in thousands)Unrealized Loss onSecuritiesAvailable for SalePostretirement Plans Asset(Liability)Total
Beginning balance$(246,713)$85$(246,628)
Other comprehensive income before reclassifications17,110—17,110
Amounts reclassified from accumulated other comprehensive income———
Net current period other comprehensive income (loss)17,110—17,110
Ending balance$(229,603)$85$(229,518)
($ in thousands)Unrealized Loss onSecuritiesAvailable for SalePostretirement Plans Asset(Liability)Total
Beginning balance$(149,296)$(79)$(149,375)
Other comprehensive income before reclassifications(7,957)—(7,957)
Amounts reclassified from accumulated other comprehensive income—3939
Net current period other comprehensive (loss) income(7,957)39(7,918)
Ending balance$(157,253)$(40)$(157,293)
($ in thousands)Unrealized Loss onSecuritiesAvailable for SalePostretirement Plans Asset(Liability)Total
Beginning balance$(282,114)$85$(282,029)
Other comprehensive loss before reclassifications52,511—52,511
Amounts reclassified from accumulated other comprehensive income———
Net current period other comprehensive income (loss)52,511—52,511
Ending balance$(229,603)$85$(229,518)

Amounts reclassified from AOCI for unrealized gain (loss) on AFS securities represent realized securities gains or losses, net of tax effects. Amounts reclassified from AOCI for postretirement plans asset (liability) represent

Index

amortization of amounts included in AOCI, net of taxes, and are recorded in the "Other operating expenses" line item of the consolidated statements of income.

Note 11. Revenue from Contracts with Customers

All of the Company’s revenues that are in the scope of the “Revenue from Contracts with Customers” accounting standard (“ASC 606”) are recognized within noninterest income. The following table presents the Company’s sources of noninterest income for the three and six months ended June 30, 2026 and 2025. Items outside the scope of ASC 606 are noted as such.

For the Three Months EndedFor the Six Months Ended
($ in thousands)June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Noninterest Income in-scope of ASC 606:
Service charges on deposit accounts$4,205$3,976$8,159$7,743
Other service charges and fees:
Bankcard interchange income, net2,4542,5884,5774,915
Other service charges and fees1,9641,8734,1093,998
Commissions from sales of financial products1,7071,3883,1992,796
Portion of other income in-scope of ASC 606————
Noninterest income (in-scope of ASC 606)10,3309,82520,04419,452
Noninterest income (out-of-scope of ASC 606)5,7044,46711,1687,796
Total noninterest income$16,034$14,292$31,212$27,248

There have been no material changes from the Company's revenue streams accounted for under ASC 606 as discussed in Note 20 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

Note 12. Segment Reporting

The Company is a bank holding company, whose principal activity is the ownership and management of its wholly-owned subsidiary, the Bank. As a community focused financial institution, substantially all of the Company’s operations involve the delivery of loan and deposit products or the provision of financial advice to customers. Management makes operating decisions and assesses performance based on an ongoing review of these banking operations, which constitute the Company’s only operating segment for financial reporting purposes.

The accounting policies of the banking operations segment are the same as those described in the Summary of Significant Accounting Policies as discussed in Note 1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025. The measure of segment assets is reported on the balance sheet as total consolidated assets.

The role of chief operating decision maker is comprised of the executive leadership team to include the Company's Chief Executive Officer, the Bank's Chief Executive Officer, and the Company's Chief Financial Officer. The chief operating decision makers use pre-tax net income to allocate resources in the annual budget and forecasting process. The chief operating decision makers consider budget-to-actual variances on a monthly basis for profit measures when making decisions about allocating capital and personnel to the operating segment.

The chief operating decision makers use the Consolidated Statements of Income and Consolidated Balance Sheets to ascertain measures or performance such as revenue, profit or loss, significant expenses and assets.

Depreciation expense amounted to $1.7 million for the three months ended June 30, 2026 and 2025, and $3.3 million and $3.5 million for the six months ended June 30, 2026 and 2025, respectively. Depreciation expense is recorded in Occupancy and equipment expense on the Consolidated Statements of Income.

Note 13. Subsequent Events

On July 14, 2026, the Company announced an agreement to acquire First Carolina, the parent company of Carolina Bank & Trust Company ("Carolina Bank"), headquartered in Florence, South Carolina, for approximately $166 million based on First Bancorp's stock price of $64.22 as of July 13, 2026, comprised of approximately 75% stock and 25% cash. The acquisition, which is subject to customary closing conditions, including regulatory approvals and approval by First Carolina's shareholders, is expected to close by the first quarter of 2027. The

Index

consideration payable to First Carolina shareholders consists of 1,967,017 shares of First Bancorp common stock and $40 million in cash.

Carolina Bank currently operates 14 banking locations in South Carolina. First Carolina reported assets of $831 million, gross loans of $596 million and deposits of $714 million as of March 31, 2026. The acquisition would increase the Company's market share in the Pee Dee Region of South Carolina.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.