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EQUITY BANCSHARES INC

For the period ended Mar 31, 2025. Filed May 9, 2025.

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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.

Mar 31, 2025 · Filed May 9, 2025

EQBK$48.71-0.2%Stored close · as of Nov 6, 2026

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Condensed Notes to Interim Consolidated Financial Statements

March 31, 2025

(Unaudited)

(Dollar amounts in thousands, except per share data)

NOTE 1 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The interim consolidated financial statements include the accounts of Equity Bancshares, Inc., its wholly-owned subsidiaries, Equity Bank (“Equity Bank”), EBAC, LLC (“EBAC”) and Equity Risk Management, Inc. ("ERMI"). ERMI provides property and casualty insurance coverage to Equity Bancshares and Equity Bank and reinsurance to other third party insurance captives for which insurance may not be currently available or economically feasible in today's insurance marketplace. The wholly-owned subsidiaries of Equity Bank are comprised of SA Holdings, Inc. ("SA Holdings"), SA Property LLC ("SA Property"), and EQBK Investments, LLC. ("EQBK Investments"). SA Holdings and SA Property were established for the purpose of holding and selling other real estate owned. EQBK Investments was established for the purpose to hold Equity Bank's investment in a real estate investment trust. These entities are collectively referred to as the “Company”. All significant intercompany accounts and transactions have been eliminated in consolidation.

The accompanying unaudited condensed interim consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) for interim financial information and in accordance with guidance provided by the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial information. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. In the opinion of management, the interim statements reflect all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows of the Company on a consolidated basis and all such adjustments are of a normal recurring nature. These financial statements and the accompanying notes should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2024, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 7, 2025. Operating results for the three months ended March 31, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025, or any other period.

Reclassifications

Some items in prior financial statements were reclassified to conform to the current presentation. Management determined the items reclassified are immaterial to the consolidated financial statements taken as a whole and did not result in a change in equity or net income for the periods reported.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures. The amendments in ASU 2023-09 require public business entities on an annual basis to disclose: (1) specific categories in the rate reconciliation; (2) provide additional information for reconciling items that meet a quantitative threshold of five percent of pretax income multiplied by the statutory rate; (3) provide a qualitative description of the state and local jurisdictions that make up a majority of the state and local income tax category; (4) requires the entity to provide an explanation of the nature, effect and underlying causes of the reconciling items disclosed and the judgment used in categorizing the reconciling items; (5) requires that all entities disclose on an annual basis income taxes paid (net of refunds received) disaggregated by federal, state and foreign taxes, and the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than five percent of total income taxes paid (net of refunds); (6) requires disclosure of income from continuing operations before income tax expense to be disaggregated between domestic and foreign, and income tax expense disaggregated by federal, state and foreign; and (7) removes the disclosures of estimating the range of reasonably possible change in unrecognized tax benefits balance in the next 12 months and removes the requirement to disclose the cumulative amount of each type of temporary difference when a deferred tax liability is not recognized because of the exceptions to comprehensive recognition of deferred taxes related to subsidiaries and corporate joint ventures. The amendments in this update are effective for annual periods beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this update should be applied on a prospective basis; however, retrospective application is permitted. The Company's financial condition, results of operations and cash flows will not be impacted by this guidance; however, this guidance will impact the Company's financial statement disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures. The amendments in ASU 2024-03, update require disclosure, in the notes to financial statements, of specified information about certain costs and expenses. The amendments will require an the Company to disclose employee compensation, depreciation, and intangible amortization included in each relevant expense caption on the face of the income statement. In addition, certain amounts already required to be disclosed under other current GAAP will be disclosed in this disaggregation and a qualitative description of the remaining amounts remaining in each relevant expense caption. The amendments in this update are effective for annual periods beginning after December 15, 2026, and early adoptions is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this update should be applied on a prospective basis; however, retrospective application is permitted. The Company's financial condition, results of operations and cash flows will not be impacted by this guidance; however, this guidance will impact the Company's financial statement disclosures.

In January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures - Clarifying the Effective Date. The amendments in ASU 2025-01, clarify that all public entities should initially adopt the disclosure requirements of ASU 2024-03 in the first annual reporting period beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The transition guidance included in ASU 2024-03 is unchanged by this guidance. The Company's financial condition, results of operations and cash flows will not be impacted by this guidance; however, this guidance will impact the Company's financial statement disclosures.

NOTE 2 – INVESTMENTS

The amortized cost and fair value of available-for-sale securities and the related gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) are listed below.

AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesAllowancefor CreditLossesFairValue
Available-for-sale securities
U.S. Government-sponsored entities$71,250$214$(5,214)$—$66,250
U.S. Treasury securities36,661132——36,793
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities613,6652,880(29,100)—587,445
Private label residential mortgage-backed securities141,745—(17,860)—123,885
Corporate59,984212(2,210)—57,986
Small Business Administration loan pools6,221—(244)—5,977
State and political subdivisions81,6559(9,547)—72,117
$1,011,181$3,447$(64,175)$—$950,453
AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesAllowancefor CreditLossesFairValue
Available-for-sale securities
U.S. Government-sponsored entities$71,173$68$(6,147)$—$65,094
U.S. Treasury securities86,523118(78)—86,563
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities624,228946(36,002)—589,172
Private label residential mortgage-backed securities144,971—(20,307)—124,664
Corporate61,947177(3,472)—58,652
Small Business Administration loan pools6,542—(276)—6,266
State and political subdivisions83,86827(9,851)—74,044
$1,079,252$1,336$(76,133)$—$1,004,455

The amortized cost and fair value of held-to-maturity securities and the related gross unrecognized gains and losses are listed in the following tables.

AmortizedCostGrossUnrecognizedGainsGrossUnrecognizedLossesAllowancefor CreditLossesFairValue
Held-to-maturity securities
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities$3,942$80$(15)$—$4,007
State and political subdivisions1,28411(7)—1,288
$5,226$91$(22)$—$5,295
AmortizedCostGrossUnrecognizedGainsGrossUnrecognizedLossesAllowancefor CreditLossesFairValue
Held-to-maturity securities
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities$3,932$3$(26)$—$3,909
State and political subdivisions1,28526(6)—1,305
$5,217$29$(32)$—$5,214

The fair value and amortized cost of debt securities at March 31, 2025, by contractual maturity, is shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date, primarily mortgage-backed securities, are shown separately.

Available-for-SaleHeld-to-Maturity
AmortizedCostFairValueAmortizedCostFairValue
Within one year$40,629$40,662$—$—
One to five years56,06555,646——
Five to ten years122,766112,990172165
After ten years36,31129,8251,1121,123
Mortgage-backed securities755,410711,3303,9424,007
Total debt securities$1,011,181$950,453$5,226$5,295

The following table shows the carrying value and fair value of securities pledged as collateral to secure public fund deposits, borrowings from the Federal Home Loan Bank and Federal Reserve Bank and retail repurchase obligations at March 31, 2025, and December 31, 2024.

March 31, 2025December 31, 2024
Book ValueFair ValueBook ValueFair Value
Public fund deposits$700,945$669,147$732,935$690,855
Federal Home Loan Bank pledging102,48789,571104,88890,406
Federal Reserve Bank borrowings6,8686,72310,48110,358
Retail repurchase agreements41,02038,45949,02145,249
Total securities pledged$851,320$803,900$897,325$836,868

The following tables show gross unrealized or unrecognized losses and fair value, aggregated by investment category, and length of time that individual securities have been in a continuous loss position at March 31, 2025, and December 31, 2024.

Less Than 12 Months12 Months or MoreTotal
FairValueUnrealizedLossFairValueUnrealizedLossFairValueUnrealizedLoss
Available-for-sale securities
U.S. Government-sponsored entities$—$—$32,859$(5,214)$32,859$(5,214)
U.S. Treasury securities——————
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities57,034(326)267,993(28,774)325,027(29,100)
Private label residential mortgage-backed securities——123,885(17,860)123,885(17,860)
Corporate4,355(12)44,302(2,198)48,657(2,210)
Small Business Administration loan pools3,745(40)2,232(204)5,977(244)
State and political subdivisions5,865(62)63,183(9,485)69,048(9,547)
Total$70,999$(440)$534,454$(63,735)$605,453$(64,175)
Available-for-sale securities
U.S. Government-sponsored entities$15,084$(62)$32,195$(6,085)$47,279$(6,147)
U.S. Treasury securities2,940(1)19,943(77)22,883(78)
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities168,783(1,600)268,364(34,402)437,147(36,002)
Private label residential mortgage-backed securities——124,664(20,307)124,664(20,307)
Corporate1,765(34)47,022(3,438)48,787(3,472)
Small Business Administration loan pools3,983(3)2,284(273)6,267(276)
State and political subdivisions7,948(89)62,119(9,762)70,067(9,851)
Total$200,503$(1,789)$556,591$(74,344)$757,094$(76,133)
Less Than 12 Months12 Months or MoreTotal
FairValueUnrecognizedLossFairValueUnrecognizedLossFairValueUnrecognizedLoss
Held-to-maturity securities
Residential mortgage-backed (issued by government-sponsored entities)$860$(15)$—$—$860$(15)
State and political subdivisions166(7)——166$(7)
Total$1,026$(22)$—$—$1,026$(22)
Held-to-maturity securities
Residential mortgage-backed (issued by government-sponsored entities)$853$(26)$—$—$853$(26)
State and political subdivisions167(6)——167(6)
Total$1,020$(32)$—$—$1,020$(32)

The tables above present unrealized losses on available-for-sale securities and unrecognized losses on held-to-maturity securities since the date of purchase, independent of the impact associated with changes in cost basis upon transfer from the available-for-sale designation to the held-to-maturity designation. As of March 31, 2025, the Company held 442 available-for-sale in an unrealized loss position andtwo held-to-maturity security in an unrecognized loss position.

Unrealized losses on available-for-sale securities and unrecognized losses on held-to-maturity securities have not been recognized into income because the security issuers are of high credit quality, management does not intend to sell and it is more likely than not that the Company will not be required to sell the securities prior to their anticipated recovery. The decline in fair value is largely due to changes in interest rates and the fair value is expected to recover as the securities approach maturity.

The Company's available-for-sale and held-to-maturity investments that carry some form of credit risk are private label residential mortgage-backed, corporate and state and political subdivisions securities.

The Company's private label residential mortgage-backed exposure consists of 32 securities held by the Company and are senior in the capital structure, carry substantial credit enhancement and are 20% risk weighted by the Simplified Supervisory Formula Approach ("SSFA"). At March 31, 2025, the Company doesnot anticipate any credit losses in the private label residential mortgage-backed securities portfolio.

The Company's corporate debt exposure consists of 18 separate positions in U.S. financial institutions, all of which the Company has determined to be investment grade. Substantially all of the positions are subordinated debt issued by bank holding companies. The Company periodically reviews financial data of the issuers to ensure their continued investment grade status. At March 31, 2025, the Company doesnot anticipate any credit losses in the corporate debt securities portfolio.

The Company's portfolio of state and political subdivisions securities is comprised of 164 positions of which 86% of the positions are rated "A" or better by a Nationally Recognized Statistical Ratings Organization ("NRSRO"), and 62% of the overall portfolio is made up of general obligation bonds. The Company periodically reviews financial data of the entities and regularly monitors credit ratings changes of the entities. At March 31, 2025, the Company doesnot anticipate any credit losses in the state and political subdivisions securities portfolio.

The proceeds from sales and the associated gainsand losses on available-for-sale securities reclassified from other comprehensive income to income are listed below.

Three Months EndedMarch 31,
20252024
Proceeds$640$726
Gross gain133
Gross losses—255
Income tax expense/(benefit)3(62)

The Company also invests in several other investments, including investments in stocks and partnerships, which are included in other assets. The following table shows the various investment balances and method of accounting at March 31, 2025, and December 31, 2024.

March 31, 2025December 31, 2024
Investments in stocks
Accounted for at fair value through net income$1,008$1,009
Accounted for at amortized cost assessed for impairment1,9761,982
Total investments in stocks2,9842,991
Investments in partnerships
Accounted for under the equity method3,0372,500
Accounted for under the hypothetical liquidation book value1,8611,961
Accounted for under proportional amortization22,73623,498
Total investments in partnerships27,63427,959
Total other investments$30,618$30,950

The unrealized gain/(loss) for investments accounted for at fair value that were still held at the reporting period were ($11) and $3 at March 31, 2025, and December 31, 2024.

The following table discloses the financial statement impact of tax credit investments for the three month periods ended March 31, 2025, and 2024.

Income Tax Credits Recognized During Period (a)Other Income Tax Benefits (a)Total Tax BenefitsInvestment Amortization Included in Income Tax Expense
Investments and tax credit structures:
Included in proportional amortization$(619)$(258)$(877)$761
Not included in proportional amortization$—$62$62$—
Investments and tax credit structures:
Included in proportional amortization$(826)$(225)$(1,051)$924
Not included in proportional amortization$—$23$23$—
(a) Reported in income tax expense on statements of income and reported in net change in other assets on statements of cash flows.

NOTE 3 – LOANS AND ALLOWANCE FOR CREDIT LOSSES

Types of loans and normal collateral securing those loans are listed below.

Commercial real estate: Commercial real estate loans include all loans secured by non-farm, nonresidential properties and by multifamily residential properties, as well as 1-4 family investment-purpose real estate loans.

Commercial and industrial: Commercial and industrial loans include loans used to purchase fixed assets, provide working capital or meet other financing needs of the business. Loans are normally secured by the assets being purchased or already owned by the borrower, inventory or accounts receivable. These may include SBA and other guaranteed or partially guaranteed types of loans.

Residential real estate: Residential real estate loans include loans secured by primary or secondary personal residences.

Agricultural real estate: Agricultural real estate loans are loans typically secured by farmland.

Agricultural: Agricultural loans are primarily operating lines subject to annual farming revenues including productivity/yield of the agricultural commodities produced. These loans may be secured by growing crops, stored crops, livestock, equipment, and miscellaneous receivables.

Consumer: Consumer loans may include installment loans, unsecured and secured personal lines of credit, overdraft protection and letters of credit. These loans are generally secured by consumer assets but may be unsecured.

The following table reconciles the outstanding balance of loans at March 31, 2025, and December 31, 2024.

March 31, 2025December 31, 2024
Net loan balance$3,639,255$3,504,218
Loan origination fees and expenses(1,101)(848)
Merger fair value adjustments(5,761)(6,300)
Hedge fair market value adjustments(1,441)(1,658)
Purchased premium and discounts6765,404
Total$3,631,628$3,500,816

The following table lists categories of loans at March 31, 2025, and December 31, 2024.

March 31, 2025December 31, 2024
Commercial real estate$1,863,200$1,830,514
Commercial and industrial762,906658,865
Residential real estate563,954566,766
Agricultural real estate260,683267,248
Agricultural94,19987,339
Consumer86,68690,084
Total loans3,631,6283,500,816
Allowance for credit losses(45,824)(43,267)
Net loans$3,585,804$3,457,549

From time to time, the Company has purchased pools of residential real estate loans originated by other financial institutions to hold for investment with the intent to diversify the residential real estate portfolio. During the three months ended March 31, 2025, and 2024, the Company didnot purchase any pools of residential loans. As of March 31, 2025, and December 31, 2024, residential real estate loans include $271,003 and $274,922 of purchased residential real estate loans.

The Company occasionally purchases the government guaranteed portion of loans originated by other financial institutions to hold for investment. During the three months ended March 31, 2025, the Company purchased $61,987 in loans guaranteed by governmental agencies. During the three months ended March 31, 2024, the Company purchased $4,180 in loans guaranteed by governmental agencies.

The unamortized purchase accounting discounts related to non-purchase credit deteriorated loans included in the loan totals above are $4,376 with related loans of $221,921 at March 31, 2025, and $4,659 with related loans of $252,309 at December 31, 2024.

Overdraft deposit accounts are reclassified and included in consumer loans above. These accounts totaled $306 at March 31, 2025, and $329 at December 31, 2024.

The following tables present the activity in the allowance for credit losses by class for the three month periods ended March 31, 2025, and 2024.

March 31, 2025CommercialReal EstateCommercialand IndustrialResidentialRealEstateAgriculturalRealEstateAgriculturalConsumerTotal
Allowance for credit losses:
Beginning balance$14,948$14,005$8,553$3,504$439$1,818$43,267
Provision for credit losses754(418)2781,606(67)5692,722
Initial PCD on Acquired loans———————
Loans charged-off(22)(443)(13)(6)(17)(638)(1,139)
Recoveries442404954164974
Total ending allowance balance$16,122$13,548$8,827$5,158$356$1,813$45,824
March 31, 2024CommercialReal EstateCommercialand IndustrialResidentialRealEstateAgriculturalRealEstateAgriculturalConsumerTotal
Allowance for credit losses:
Beginning balance$13,476$17,954$7,784$1,718$995$1,593$43,520
Provision for credit losses11667367(31)3591221,000
Initial PCD on Acquired loans—119184—2849596
Loans charged-off(17)(631)(27)—(26)(181)(882)
Recoveries7142111—54215
Total ending allowance balance$13,582$17,651$8,319$1,688$1,612$1,597$44,449

The following tables present the recorded investment in loans and the balance in the allowance for credit losses by portfolio and class based on the method to determine allowance for credit loss as of March 31, 2025, and December 31, 2024.

March 31, 2025CommercialReal EstateCommercialandIndustrialResidentialRealEstateAgriculturalRealEstateAgriculturalConsumerTotal
Allowance for credit losses:
Individually evaluated for credit losses$1,140$1,730$1,150$241$178$164$4,603
Collectively evaluated for credit losses14,98211,8187,6774,9171781,64941,221
Total$16,122$13,548$8,827$5,158$356$1,813$45,824
Loan Balance:
Individually evaluated for credit losses$8,273$8,230$5,159$2,901$1,870$769$27,202
Collectively evaluated for credit losses1,854,927754,676558,795257,78292,32985,9173,604,426
Total$1,863,200$762,906$563,954$260,683$94,199$86,686$3,631,628
December 31, 2024CommercialReal EstateCommercialandIndustrialResidentialRealEstateAgriculturalRealEstateAgriculturalConsumerTotal
Allowance for credit losses:
Individually evaluated for credit losses$1,053$1,618$1,167$701$147$201$4,887
Collectively evaluated for credit losses13,89512,3877,3862,8032921,61738,380
Total$14,948$14,005$8,553$3,504$439$1,818$43,267
Loan Balance:
Individually evaluated for credit losses$7,854$8,593$4,996$5,839$1,740$871$29,893
Collectively evaluated for credit losses1,822,660650,272561,770261,40985,59989,2133,470,923
Total$1,830,514$658,865$566,766$267,248$87,339$90,084$3,500,816

The following tables present information related to non-accrual loans at March 31, 2025, and December 31, 2024.

UnpaidPrincipalBalanceRecordedInvestmentAllowance forCredit LossesAllocated
With no related allowance recorded:
Commercial real estate$3,061$3,036$—
Commercial and industrial51——
Residential real estate18——
Agricultural real estate3,6641,935—
Agricultural———
Consumer24——
Subtotal6,8184,971—
With an allowance recorded:
Commercial real estate5,0474,7021,100
Commercial and industrial11,8277,5931,601
Residential real estate5,1154,5781,113
Agricultural real estate1,421965241
Agricultural1,05371496
Consumer756722159
Subtotal25,21919,2744,310
Total$32,037$24,245$4,310
UnpaidPrincipalBalanceRecordedInvestmentAllowance forCredit LossesAllocated
With no related allowance recorded:
Commercial real estate$3,068$3,068$—
Commercial and industrial———
Residential real estate19——
Agricultural real estate2,4902,014—
Agricultural———
Consumer31——
Subtotal5,6085,082—
With an allowance recorded:
Commercial real estate4,7194,3901,015
Commercial and industrial12,4247,7981,482
Residential real estate5,2604,6701,145
Agricultural real estate5,5943,737697
Agricultural95359273
Consumer846781187
Subtotal29,79621,9684,599
Total$35,404$27,050$4,599

The tables below present average recorded investment and interest income related to non-accrual loans for the three months ended March 31, 2025, and 2024. Interest income recognized in the following table was substantially recognized on the cash basis. The recorded investment in loans excludes accrued interest receivable due to immateriality.

As of and for the Three Months Ended
March 31, 2025March 31, 2024
Average Recorded InvestmentInterest Income RecognizedAverage Recorded InvestmentInterest Income Recognized
With no related allowance recorded:
Commercial real estate$3,052$—$3,372$—
Commercial and industrial——996—
Residential real estate————
Agricultural real estate1,97532947—
Agricultural————
Consumer————
Subtotal5,027325,315—
With an allowance recorded:
Commercial real estate4,813—2,3682
Commercial and industrial8,01444,897—
Residential real estate4,915—5,510—
Agricultural real estate2,351—3,274—
Agricultural1,231—2,574—
Consumer7751688—
Subtotal22,099519,3112
Total$27,126$37$24,626$2

The following table presents the amount of non-accrual interest income written off for the three months ended March 31, 2025, and 2024.

March 31, 2025March 31, 2024
Commercial real estate$10$23
Commercial and industrial1031
Residential real estate85
Agricultural real estate2—
Agricultural35
Consumer51
Total$38$65

The following tables present the aging of the recorded investment in past due loans as of March 31, 2025, and December 31, 2024, by portfolio and class of loans.

March 31, 202530 - 59DaysPast Due60 - 89DaysPast DueGreaterThan90 DaysPastDue Still OnAccrualNon-accrualLoans NotPast DueTotal
Commercial real estate$3,904$2,697$360$7,738$1,848,501$1,863,200
Commercial and industrial1,702521—7,593753,090762,906
Residential real estate1,8463552394,578556,936563,954
Agricultural real estate7352,1383852,900254,525260,683
Agricultural1,667873—71490,94594,199
Consumer639155—72285,17086,686
Total$10,493$6,739$984$24,245$3,589,167$3,631,628
December 31, 202430 - 59DaysPast Due60 - 89DaysPast DueGreaterThan90 DaysPastDue Still OnAccrualNon-accrualLoans NotPast DueTotal
Commercial real estate$3,502$2,030$156$7,458$1,817,368$1,830,514
Commercial and industrial1,314644257,798649,084658,865
Residential real estate2,396634—4,670559,066566,766
Agricultural real estate457312—5,751260,728267,248
Agricultural41180—59286,25687,339
Consumer666196—78188,44190,084
Total$8,746$3,896$181$27,050$3,460,943$3,500,816

Credit Quality Indicators

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, such as current financial information, historical payment experience, credit documentation, public information and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. Consumer loans are considered pass credits unless downgraded due to payment status or reviewed as part of a larger credit relationship. The Company uses the following definitions for risk ratings.

Pass: Loans classified as pass include all loans that do not fall under one of the three following categories.

Special Mention: Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the Company’s credit position at some future date.

Substandard: Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

Doubtful: Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable.

Based on the analysis performed at March 31, 2025, the risk category of loans by type and year of origination is as follows.

March 31, 202520252024202320222021PriorRevolving LoansAmortized CostRevolving LoansConverted to TermTotal
Commercial real estate
Risk rating
Pass$119,564$331,874$165,036$319,083$149,267$272,686$490,670$853$1,849,033
Special mention—331—88—375671—1,465
Substandard—7415863,7478786,580170—12,702
Doubtful—————————
Total commercial real estate$119,564$332,946$165,622$322,918$150,145$279,641$491,511$853$1,863,200
Commercial and industrial
Risk rating
Pass$112,076$120,397$73,578$58,902$35,017$63,076$265,600$956$729,602
Special mention—106—15616855127—1,260
Substandard—9,5328,0341962602,98110,31764731,967
Doubtful—————77——77
Total commercial and industrial$112,076$130,035$81,612$59,254$35,293$66,989$276,044$1,603$762,906
Residential real estate
Risk rating
Pass$11,891$20,855$33,118$34,661$256,735$133,376$67,391$446$558,473
Special mention—————29472—366
Substandard——2743292813,395791455,115
Doubtful—————————
Total residential real estate$11,891$20,855$33,392$34,990$257,016$137,065$68,254$491$563,954
Agricultural real estate
Risk rating
Pass$16,843$40,151$15,901$22,161$9,171$53,365$96,214$265$254,071
Special mention—1,681———136731—2,548
Substandard——1,9752027811,03472—4,064
Doubtful—————————
Total agricultural real estate$16,843$41,832$17,876$22,363$9,952$54,535$97,017$265$260,683
Agricultural
Risk rating
Pass$10,200$18,952$3,444$4,896$1,638$3,546$50,485$48$93,209
Special mention—————32——32
Substandard——3311535445132—958
Doubtful—————————
Total agricultural$10,200$18,952$3,775$4,911$1,673$4,023$50,617$48$94,199
Consumer
Risk rating
Pass$24,976$13,019$15,348$11,906$4,751$4,769$11,193$—$85,962
Special mention—————————
Substandard—50162215195102——724
Doubtful—————————
Total consumer$24,976$13,069$15,510$12,121$4,946$4,871$11,193$—$86,686
Total loans
Risk rating
Pass$295,550$545,248$306,425$451,609$456,579$530,818$981,553$2,568$3,570,350
Special mention—2,118—244161,6921,601—5,671
Substandard—10,32311,3624,7042,43014,53711,48269255,530
Doubtful—————77——77
Total loans$295,550$557,689$317,787$456,557$459,025$547,124$994,636$3,260$3,631,628

Based on the analysis performed at December 31, 2024, the risk category of loans by type and year of origination is as follows.

December 31, 202420242023202220212020PriorRevolving LoansAmortized CostRevolving LoansConverted to TermTotal
Commercial real estate
Risk rating
Pass$332,078$191,947$337,048$162,180$148,732$166,614$474,324$855$1,813,778
Special mention331—103——378497—1,309
Substandard7954593,6933,4993656,277339—15,427
Doubtful—————————
Total commercial real estate$333,204$192,406$340,844$165,679$149,097$173,269$475,160$855$1,830,514
Commercial and industrial
Risk rating
Pass$114,421$78,335$69,294$32,227$53,119$16,902$261,227$994$626,519
Special mention121—16018—870131—1,300
Substandard8,2568,1893152741,1131,59210,56366730,969
Doubtful—————77——77
Total commercial and industrial$122,798$86,524$69,769$32,519$54,232$19,441$271,921$1,661$658,865
Residential real estate
Risk rating
Pass$25,981$33,933$35,687$260,180$7,622$130,242$66,981$572$561,198
Special mention—————30072—372
Substandard—1952534031233,370807455,196
Doubtful—————————
Total residential real estate$25,981$34,128$35,940$260,583$7,745$133,912$67,860$617$566,766
Agricultural real estate
Risk rating
Pass$52,369$16,936$24,551$11,468$20,508$36,834$95,410$277$258,353
Special mention1,541—151——138595—2,425
Substandard—2,05456571763,65954—6,470
Doubtful—————————
Total agricultural real estate$53,910$18,990$24,758$12,039$20,584$40,631$96,059$277$267,248
Agricultural
Risk rating
Pass$15,428$4,045$5,364$2,576$3,674$1,308$53,757$49$86,201
Special mention—————32——32
Substandard451851927440436143—1,106
Doubtful—————————
Total agricultural$15,473$4,230$5,383$2,850$4,078$1,376$53,900$49$87,339
Consumer
Risk rating
Pass$35,412$17,503$14,157$5,765$2,732$2,724$11,007$—$89,300
Special mention—————————
Substandard132342891704335——784
Doubtful—————————
Total consumer$35,425$17,737$14,446$5,935$2,775$2,759$11,007$—$90,084
Total loans
Risk rating
Pass$575,689$342,699$486,101$474,396$236,387$354,624$962,706$2,747$3,435,349
Special mention1,993—41418—1,7181,295—5,438
Substandard9,10911,3164,6255,1912,12414,96911,90671259,952
Doubtful—————77——77
Total loans$586,791$354,015$491,140$479,605$238,511$371,388$975,907$3,459$3,500,816

The following table discloses the charge-off and recovery activity by loan type and year of origination for the three month period ending March 31, 2025.

March 31, 202520252024202320222021PriorRevolving LoansAmortized CostRevolving LoansConverted to TermTotal
Commercial real estate
Gross charge-offs$—$(3)$(1)$(14)$(4)$—$—$—$(22)
Gross recoveries———199—243——442
Net charge-offs$—$(3)$(1)$185$(4)$243$—$—$420
Commercial and industrial
Gross charge-offs$—$(40)$(25)$(37)$(20)$(310)$(11)$—$(443)
Gross recoveries——4386279311404
Net charge-offs$—$(40)$(21)$(34)$66$(31)$20$1$(39)
Residential real estate
Gross charge-offs$—$—$(1)$(2)$—$(8)$(2)$—$(13)
Gross recoveries—————9——9
Net charge-offs$—$—$(1)$(2)$—$1$(2)$—$(4)
Agricultural real estate
Gross charge-offs$—$—$—$(6)$—$—$—$—$(6)
Gross recoveries—————54——54
Net charge-offs$—$—$—$(6)$—$54$—$—$48
Agricultural
Gross charge-offs$—$(11)$(5)$(1)$—$—$—$—$(17)
Gross recoveries—————1——1
Net charge-offs$—$(11)$(5)$(1)$—$1$—$—$(16)
Consumer
Gross charge-offs$(70)$(41)$(125)$(225)$(60)$(86)$(31)$—$(638)
Gross recoveries—52207255—64
Net charge-offs$(70)$(36)$(123)$(205)$(53)$(61)$(26)$—$(574)
Total loans
Gross charge-offs$(70)$(95)$(157)$(285)$(84)$(404)$(44)$—$(1,139)
Gross recoveries—5622293611361974
Net charge-offs$(70)$(90)$(151)$(63)$9$207$(8)$1$(165)

The following table discloses the charge-off and recovery activity by loan type and year of origination for the three month period ending March 31, 2024.

March 31, 202420242023202220212020PriorRevolving LoansAmortized CostRevolving LoansConverted to TermTotal
Commercial real estate
Gross charge-offs$—$—$(16)$—$—$—$(1)$—$(17)
Gross recoveries—————7——7
Net charge-offs$—$—$(16)$—$—$7$(1)$—$(10)
Commercial and industrial
Gross charge-offs$—$—$(168)$(3)$(40)$(104)$(316)$—$(631)
Gross recoveries——104——2981142
Net charge-offs$—$—$(64)$(3)$(40)$(75)$(308)$1$(489)
Residential real estate
Gross charge-offs$—$—$—$(2)$—$(15)$(10)$—$(27)
Gross recoveries—————11——11
Net charge-offs$—$—$—$(2)$—$(4)$(10)$—$(16)
Agricultural real estate
Gross charge-offs$—$—$—$—$—$—$—$—$—
Gross recoveries—————1——1
Net charge-offs$—$—$—$—$—$1$—$—$1
Agricultural
Gross charge-offs$—$—$(25)$(1)$—$—$—$—$(26)
Gross recoveries—————————
Net charge-offs$—$—$(25)$(1)$—$—$—$—$(26)
Consumer
Gross charge-offs$(19)$(45)$(28)$(31)$(7)$(34)$(17)$—$(181)
Gross recoveries11654343—54
Net charge-offs$(18)$(44)$(22)$(26)$(3)$—$(14)$—$(127)
Total loans
Gross charge-offs$(19)$(45)$(237)$(37)$(47)$(153)$(344)$—$(882)
Gross recoveries111105482111215
Net charge-offs$(18)$(44)$(127)$(32)$(43)$(71)$(333)$1$(667)

Modifications to Debtors Experiencing Financial Difficulty

The following table presents the amortized cost basis of loans at March 31, 2025, and 2024, that were both experiencing financial difficulty and modified during the three months ended March 31, 2025, and 2024, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.

March 31, 2025Payment DelayRate ChangeTerm ExtensionCombination Payment Delay and Term ExtensionTotal ModificationsTotal Class of Financing Receivable
Commercial real estate$100$—$—$—$1000.01%
Commercial and industrial1727837—2870.04%
Residential real estate—————0.00%
Agricultural real estate—————0.00%
Agricultural—————0.00%
Consumer—————0.00%
Total$272$78$37$—$3870.01%
March 31, 2024Payment DelayRate ChangeTerm ExtensionCombination Payment Delay and Term ExtensionTotal ModificationsTotal Class of Financing Receivable
Commercial real estate$—$—$39$21$600.00%
Commercial and industrial—————0.00%
Residential real estate—————0.00%
Agricultural real estate——457—4570.23%
Agricultural1,223———1,2230.82%
Consumer—————0.00%
Total$1,223$—$496$21$1,7400.05%

At March 31, 2025, and 2024, there were $30 and $235 in commitments to lend additional amounts on these loans.

At modification date, the Company considers loans modified to borrowers in financial distress as loans that do not share similar risk characteristics with collectively evaluated loans at modification date for the purposes of calculating the allowance for credit losses. These loans will be evaluated for credit losses based on either discounted cash flows or the fair value of collateral at modification date; however, subsequent to the modification date these loans will be evaluated for credit losses as part of the collectively evaluated pools after a period of ongoing performance under the terms of the modified loan.

The Company closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table presents the performance of such loans that have been modified during the twelve months ended March 31, 2025, and 2024.

March 31, 202530 - 59 Days Past Due60 - 89 Days Past DueGreater Than 89 days Past DueTotal Past Due
Commercial real estate$—$—$643$643
Commercial and industrial78—3,5843,662
Residential real estate————
Agricultural real estate————
Agricultural—595—595
Consumer————
Total$78$595$4,227$4,900
March 31, 202430 - 59 Days Past Due60 - 89 Days Past DueGreater Than 89 days Past DueTotal Past Due
Commercial real estate$40$—$—$40
Commercial and industrial25—2,2242,249
Residential real estate——1212
Agricultural real estate————
Agricultural————
Consumer————
Total$65$—$2,236$2,301

The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty for the three months ended March 31, 2025, and 2024.

March 31, 2025 · Principal Forgiveness · Weighted Average Interest Rate Reduction · Weighted Average Term Extension in Years
Commercial real estate$——%—
Commercial and industrial—0.49%0.25
Residential real estate——%—
Agricultural real estate——%—
Agricultural——%—
Consumer——%—
Total loans$—0.49%0.25
March 31, 2024Principal ForgivenessWeighted Average Interest Rate ReductionWeighted Average Term Extension in Years
Commercial real estate$——%0.67
Commercial and industrial—3.00%1.89
Residential real estate——%—
Agricultural real estate——%—
Agricultural——%0.88
Consumer——%—
Total loans$—3.00%0.90

Allowance for Credit Losses on Off-Balance-Sheet Credit Exposures

The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk from a contractual obligation to extend credit, unless that obligation is unconditionally cancelable by the Company. The allowance for credit losses on off-balance-sheet credit exposures is adjusted as a provision for credit loss expense recognized within other non-interest expense on the consolidated statements of income and included in other liabilities on the consolidated balance sheets. The estimated credit loss includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The estimate of expected credit loss is based on the historical loss rate for the class of loan the commitments would be classified as if funded.

The following table lists allowance for credit losses on off-balance-sheet credit exposures as of March 31, 2025, and December 31, 2024.

Allowance forCredit Losses
March 31, 2025December 31, 2024
Commercial real estate$138$188
Commercial and industrial1,2301,170
Agricultural real estate31
Residential real estate4369
Agricultural112
Consumer232
Total allowance for credit losses$1,438$1,442

NOTE 4 – DERIVATIVE FINANCIAL INSTRUMENTS

The Company is exposed to interest-rate risk primarily from the effect of interest rate changes on its interest-earning assets and its sources of funding these assets. The Company will periodically enter into interest rate swaps or interest rate caps/floors to manage certain interest rate risk exposure.

Interest Rate Swaps Designated as Fair Value Hedges

The Company periodically enters into interest rate swaps to hedge the fair value of certain commercial real estate loans. These transactions are designated as fair value hedges. In this type of transaction, the Company typically receives from the counterparty a variable-rate cash flow based on the one-month LIBOR or one-month SOFR plus a spread to the index and pays a fixed-rate cash flow equal to the customer loan rate. At March 31, 2025, the portfolio of interest rate swaps had a weighted average maturity of 5.7 years, a weighted average pay rate of 4.60% and a weighted average rate received of 7.46%. At December 31, 2024, the portfolio of interest rate swaps had a weighted average maturity of 5.9 years, a weighted average pay rate of 4.60% and a weighted average rate received of 7.70%.

Interest Rate Swaps Designated as Cash Flow Hedges

The Company has entered into cash flow hedges to hedge future cash flows related to subordinated debt and Federal Home Loan Bank advances interest expense and adjustable rate loans interest income. These agreements are designated as cash flow hedges and are marked to market through other comprehensive income.

The following table lists the cash flow hedges at March 31, 2025, and December 31, 2024.

March 31, 2025December 31, 2024
Weighted AverageMaturity in YearsWeighted Average Pay RateWeighted Average Rate ReceivedWeighted AverageMaturity in YearsWeighted Average Pay RateWeighted Average Rate Received
Subordinated debt hedges10.52.81%6.42%10.72.81%7.01%
Variable rate FHLB advance hedges1.03.59%4.34%1.23.58%4.42%
Prime based receivable loan hedges——%—%———
Total cash flow hedges1.63.53%4.48%1.93.54%4.60%

Stand-Alone Derivatives

The Company periodically enters into interest rate swaps with our borrowers and simultaneously enters into swaps with a counterparty with offsetting terms for the purpose of providing our borrowers long-term fixed rate loans, in addition to stand alone interest-rate swaps designed to offset the economic impact of fixed rate loans. Neither swap is designated as a hedge, and both are marked to market through earnings. At March 31, 2025, this portfolio of interest rate swaps had a weighted average maturity of 5.9 years, weighted average pay rate of 7.27% and a weighted average rate received of 7.35%. At December 31, 2024, this portfolio of interest rate swaps had a weighted average maturity of 5.6 years, weighted average pay rate of 6.72% and weighted average rate received of 6.85%.

Reconciliation of Derivative Fair Values and Gains/(Losses)

The notional amount of a derivative contract is a factor in determining periodic interest payments or cash flows received or paid. The notional amount of derivatives serves as a level of involvement in various types of derivatives. The notional amount does not represent the Company’s overall exposure to credit or market risk, generally, the exposure is significantly smaller.

The following table shows the notional balances and fair values (including net accrued interest) of the derivatives outstanding by derivative type at March 31, 2025, and December 31, 2024.

March 31, 2025 · December 31, 2024
NotionalAmount · DerivativeAssets · DerivativeLiabilities · NotionalAmount · DerivativeAssets · DerivativeLiabilities
Derivatives designated as hedging instruments:
Interest rate swaps$14,101$1,174$—$14,503$1,465$—
Derivatives designated as cash flow hedges:
Interest rate swaps107,5002,298—107,5002,753—
Total derivatives designated as hedging relationships121,6013,472—122,0034,218—
Derivatives not designated as hedging instruments:
Interest rate swaps182,7443,1402,966143,8313,8373,546
Total derivatives not designated as hedging instruments182,7443,1402,966143,8313,8373,546
Total$304,3456,6122,966$265,8348,0553,546
Cash collateral—5,584—7,270
Netting adjustments(5,061)(5,061)(7,173)(7,173)
Net amount presented in Balance Sheet$1,551$3,489$882$3,643

The table below lists designated and qualifying hedged items in fair value hedges at March 31, 2025, and December 31, 2024.

March 31, 2025December 31, 2024
Carrying AmountHedging Fair Value AdjustmentFair Value Adjustments on Discontinued HedgesCarrying AmountHedging Fair Value AdjustmentFair Value Adjustments on Discontinued Hedges
Commercial real estate loans$14,669$(1,441)$(387)$14,985$(1,658)$(399)
Total$14,669$(1,441)$(387)$14,985$(1,658)$(399)

The Company reports hedging derivative gains (losses) as adjustments to loan interest income and loan interest expense along with the related net interest settlements. The non-hedging derivative gains (losses) and related net interest settlements for economic derivatives are reported in other income. For the three month period ended March 31, 2025, and 2024, the Company recorded net gains (losses) on derivatives and hedging activities as shown in the table below.

Three Months EndedMarch 31,
20252024
Derivatives designated as hedging instruments:
Interest rate swaps$7$1
Total net gain (loss) related to derivatives designated as hedging instruments71
Derivatives designated as cash flow hedges:
Interest rate swaps——
Total net gain (loss) related to derivatives designated as cash flow hedges——
Total net gains (losses) related to hedging relationships71
Derivatives not designated as hedging instruments:
Economic hedges:
Interest rate swaps38976
Total net gains (losses) related to derivatives not designated as hedging instruments38976
Net gains (losses) on derivatives and hedging activities$396$77

The following tables show the recorded net gains (losses) on derivatives and the related hedged items in fair value hedging relationships and the impact of those derivatives on the Company’s net interest income for the three month periods ended March 31, 2025, and 2024.

Gain/(Loss)on DerivativesGain/(Loss)on HedgedItemsNet Fair ValueHedgeGain/(Loss)Effect ofDerivatives onNet InterestIncome
Commercial real estate loans$(199)$206$7$115
Total$(199)$206$7$115
Gain/(Loss)on DerivativesGain/(Loss)on HedgedItemsNet Fair ValueHedgeGain/(Loss)Effect ofDerivatives onNet InterestIncome
Commercial real estate loans$146$(145)$1$161
Total$146$(145)$1$161

The following tables show the recorded net gains or (losses) on derivatives and the related hedged items in cash flow hedging relationships and the impact of those derivatives on the Company's net interest income for the three month periods ended March 31, 2025, and 2024.

Gain/(Loss)onDerivativesGain/(Loss)Recorded in Accumulated Other Comprehensive IncomeEffect ofDerivatives onNet InterestIncome
Prime based loan receivable hedges$—$—$—
FHLB advance hedges(256)(194)185
Subordinated note hedges(194)(137)68
Total$(450)$(331)$253
Gain/(Loss)onDerivativesGain/(Loss)Recorded in Accumulated Other Comprehensive IncomeEffect ofDerivatives onNet InterestIncome
Prime based loan receivable hedges$992$749$(1,098)
FHLB advance hedges981741436
Subordinated note hedges16112288
Total$2,134$1,612$(574)

NOTE 5 – OTHER REAL ESTATE OWNED AND OTHER REPOSSESSED ASSETS

Changes in other real estate owned and other repossessed assets for the three months ended March 31, 2025 and March 31, 2024 were as follows.

March 31, 2025Other Real Estate OwnedOther Repossessed AssetsTotal
Beginning of period$4,773$4,811$9,584
Transfers in113246359
Net (loss) gain on sales341145
Proceeds from sales(456)(4,758)(5,214)
4,4643104,774
Additions to valuation reserve———
Capitalized cost———
Recorded investment$4,464$310$4,774
March 31, 2024Other Real Estate OwnedOther Repossessed AssetsTotal
Beginning of period$1,833$380$2,213
Transfers in100247347
Net (loss) gain on sales106(7)99
Proceeds from sales(574)(228)(802)
1,4653921,857
Additions to valuation reserve———
Capitalized cost———
Recorded investment$1,465$392$1,857

Expenses related to other real estate owned and other repossessed assets for the three months ended March 31, 2024 and 2023 were as follows.

March 31, 2025Other Real Estate OwnedOther Repossessed AssetsTotal
Net loss (gain) on sales$(34)$(11)$(45)
Gain on initial valuation of collateral———
Provision for unrealized losses———
Operating expenses, net of rental income8264146
Total$48$53$101
March 31, 2024Other Real Estate OwnedOther Repossessed AssetsTotal
Net loss (gain) on sales$(106)$7$(99)
Gain on initial valuation of collateral(3)—(3)
Provision for unrealized losses———
Operating expenses, net of rental income253661
Total$(84)$43$(41)

The balance of other real estate owned includes $117 of foreclosed residential real estate properties recorded as a result of obtaining physical possession of the property at March 31, 2025, and $134 at December 31, 2024. The recorded investment of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process was $380 at March 31, 2025, and $553 at December 31, 2024. At March 31, 2024 and December 31 ,2024, included in the other real estate owned balance is $2,141 related to closed bank locations transferred from premises and equipment.

NOTE 6 – LEASE OBLIGATIONS

Right-of-use asset and lease obligations by type of property for the periods ended March 31, 2025, and December 31, 2024, are listed below.

March 31, 2025Right-of-UseAssetLease LiabilityWeightedAverageLease Termin YearsWeightedAverageDiscountRate
Operating Leases
Land and building leases$3,474$3,47112.53.28%
Total operating leases$3,474$3,47112.53.28%
December 31, 2024Right-of-UseAssetLease LiabilityWeightedAverageLease Termin YearsWeightedAverageDiscountRate
Operating Leases
Land and building leases$3,600$3,60112.53.29%
Total operating leases$3,600$3,60112.53.29%

Operating lease costs for the three months ended March 31, 2025, and 2024, are listed below.

Three Months EndedMarch 31,
20252024
Operating lease cost$156$120
Short-term lease cost——
Variable lease cost2129
Total operating lease cost$177$149

There were no sale and leaseback transactions, leverage leases, lease transactions with related parties or leases that had not yet commenced during the three month period ended March 31, 2025.

A maturity analysis of operating lease liabilities and reconciliation of the undiscounted cash flows to the total operating lease liability is listed below.

Lease PaymentsMarch 31,2025
Due in one year or less$575
Due after one year through two years611
Due after two years through three years545
Due after three years through four years372
Due after four years through five years219
Thereafter1,953
Total undiscounted cash flows4,275
Discount on cash flows(804)
Total operating lease liability$3,471

NOTE 7 – BORROWINGS

Federal funds purchased and retail repurchase agreements

Federal funds purchased and retail repurchase agreements as of March 31, 2025, and December 31, 2024, are listed below.

March 31,2025December 31,2024
Federal funds purchased$—$—
Retail repurchase agreements36,77237,246

Securities sold under agreements to repurchase (retail repurchase agreements) consist of obligations of the Company to other parties. The obligations are secured by residential mortgage-backed securities held by the Company with a fair value of $57,930 and$45,249 at March 31, 2025, and December 31, 2024. The agreements are on a day-to-day basis and can be terminated on demand.

The following table presents the borrowing usage and interest rate information for federal funds purchased and retail repurchase agreements at March 31, 2025, and December 31, 2024.

March 31,2025December 31,2024
Average daily balance during the period$39,706$39,791
Average interest rate during the period1.82%1.89%
Maximum month-end balance year-to-date$40,423$47,312
Weighted average interest rate at period-end1.63%1.74%

Federal Home Loan Bank advances

Federal Home Loan Bank advances include both draws against the Company’s line of credit and fixed rate term advances.

Federal Home Loan Bank advances as of March 31, 2025, and December 31, 2024, are as follows.

March 31,2025December 31,2024
Federal Home Loan Bank line of credit advances$136,734$78,073
Federal Home Loan Bank fixed-rate term advances100,000100,000
Total Federal Home Loan Bank advances$236,734$178,073

At March 31, 2025, and December 31, 2024, the Company had un-disbursed advance commitments (letters of credit) with the Federal Home Loan Bank of $47,850 and $118,326. These letters of credit were obtained in lieu of pledging securities to secure public fund deposits that are over the FDIC insurance limit.

The advances, Mortgage Partnership Finance credit enhancement obligations and letters of credit were collateralized by certain qualifying loans of $820,482 and securities of $78,734 for a total of $899,216 at March 31, 2025, and qualifying loans of $885,128 and securities of $79,417 for a total of $964,545 at December 31, 2024. Based on this collateral and the Company’s holdings of Federal Home Loan Bank stock, the Company was eligible to borrow an additional $613,630 and $667,092 at March 31, 2025, and December 31, 2024.

Federal Reserve Bank borrowings

At March 31, 2025, and December 31, 2024, the Company had a borrowing capacity of $676,667 and $648,183, for which the Company has pledged loans with an outstanding balance of $879,619 and $852,957 and securities with a fair value of $6,955 and $9,070. The Company hadno outstanding borrowings at March 31, 2025.

Bank stock loan

The Company entered into an agreement with an unaffiliated financial institution that provided for an initial maximum borrowing facility of $40,000, secured by the Company’s stock in Equity Bank. Each draw of funds on the facility will create a separate note that is repayable over a term offive years. Each note will bear interest at the greater of a variable interest rate equal to the prime rate published in the “Money Rates” section of The Wall Street Journal (or any generally recognized successor), floating daily, or a floor of 3.50%. Accrued interest and principal payments will be due quarterly with one final payment of unpaid principal and interest due at the end of the five-year term of each separate note.

The loan was renewed and amended on February 11, 2022, with a new maturity date of February 11, 2023. With this amendment, the maximum borrowing amount was decreased from $40,000 to $25,000. Each note will bear interest at the greater of a variable interest rate equal to the prime rate published in the “Money Rates” section of The Wall Street Journal (or any generally recognized successor), floating daily, or a floor of 3.25%. The Company is also required to pay an unused commitment fee in an amount equal to 20 basis points per annum on the unused portion of the maximum borrowing facility due on the maturity date of the renewal.

The loan was renewed on February 10, 2023, with a new maturity date of February 10, 2024. With this renewal, the maximum borrowing amount remained at $25,000. Each note will bear interest at the greater of a variable interest rate equal to the prime rate published in the “Money Rates” section of The Wall Street Journal (orany generally recognized successor), floating daily, or a floor of 3.25%. The Company is also required to pay an unused commitment fee in an amount equal to 20 basis points per annum on the unused portion of the maximum borrowing facility due on the maturity date of the renewal.

The loan was renewed and amended on February 10, 2024, with the same terms as the previous renewal and a new maturity date of February 10, 2025.

The loan was renewed and amended on February 10, 2025, with the same terms as the previous renewal and a new maturity date of February 10, 2026.

There wereno outstanding principal balances on the bank stock loan at March 31, 2025, and December 31, 2024.

The terms of the borrowing facility require the Company and Equity Bank to maintain minimum capital ratios and other covenants. In the event of default, the lender has the option to declare all outstanding balances immediately due. The Company believes it is in compliance with the terms of the borrowing facility and has not been otherwise notified of noncompliance.

Subordinated debt

Subordinated debt as of March 31, 2025, and December 31, 2024, are listed below.

March 31,2025December 31,2024
Subordinated debentures$24,035$23,946
Subordinated notes73,58573,531
Total$97,620$97,477

Subordinated debentures

In conjunction with prior acquisitions, the Company assumed certain subordinated debentures owed to special purpose unconsolidated subsidiaries that are controlled by the Company. These subordinated debentures have the same terms as the trust preferred securities issued by the special purpose unconsolidated subsidiaries.

FCB Capital Trust II (“CTII”): The trust preferred securities issued by CTII were initially issued to accrue and paydistributions quarterly at three-month LIBOR plus 2.00%; however on July 12, 2023, after the LIBOR transition it will now accrue and pay distributions quarterly at three-month CME term SOFR plus a tenor spread adjustment of 0.26% plus 2.00 % on the stated liquidation amount of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on April 15, 2035, or upon earlier redemption.

FCB Capital Trust III (“CTIII”): The trust preferred securities issued by CTIII were initially issued to accrue and pay distributions quarterly at three-month LIBOR plus 1.89%; however on September 15, 2023, after the LIBOR transition it will now accrue and pay distributions quarterly at three-month CME term SOFR plus a tenor spread adjustment of 0.26% plus 1.89% on the stated liquidation amount of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on June 15, 2037, or upon earlier redemption.

Community First (AR)Statutory Trust I (“CFSTI”): The trust preferred securities issued by CFSTI were initially issued to accrue and pay distributions quarterly at three-month LIBOR plus 3.25%; however on September 26, 2023, after the LIBOR transition it will now accrue and pay distributions quarterly at three-month CME term SOFR plus a tenor spread adjustment of 0.26% plus 3.25% on the stated liquidation amount of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on December 26, 2032, or upon earlier redemption.

American State Bank Statutory Trust I (“ASBSTI”): The trust preferred securities issued by ASBSTI were initially issued to accrue and pay distributions quarterly at three-month LIBOR plus 1.80%; however on September 15, 2023, after the LIBOR transition it will now accrue and pay distributions quarterly at three-month CME term SOFR plus a tenor spread adjustment of 0.26% plus 1.80% on the stated liquidation amount of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on September 15, 2035, or upon earlier redemption.

Subordinated debentures as of March 31, 2025, and December 31, 2024, are listed below.

March 31,2025Weighted Average RateWeighted Average Term in Years
CTII subordinated debentures$10,3106.56%10.0
CTIII subordinated debentures5,1556.45%12.2
CFSTI subordinated debentures5,1557.81%7.5
ASBSTI subordinated debentures7,7326.36%10.5
Total contractual balance28,352
Fair market value adjustments(4,317)
Total subordinated debentures$24,035
December 31,2024 · Weighted Average Rate · Weighted Average Term in Years
CTII subordinated debentures$10,3106.92%10.3
CTIII subordinated debentures5,1556.51%12.5
CFSTI subordinated debentures5,1557.84%8.0
ASBSTI subordinated debentures7,7326.42%10.7
Total contractual balance28,352
Fair market value adjustments(4,406)
Total subordinated debentures$23,946

Subordinated notes

On June 29, 2020, the Company entered into Subordinated Note Purchase Agreements with certain qualified institutional buyers and institutional accredited investors pursuant to which the Company issued and sold $42,000 in aggregate principal amount of its 7.00% Fixed-to-Floating Rate Subordinated notes due 2030. The notes were issued under an Indenture, dated as of June 29, 2020 (the “Indenture”), by and between the Company and UMB Bank, N.A., as trustee. The notes will mature on June 30, 2030. From June 29, 2020, through June 29, 2025, the Company will pay interest on the notes semi-annually in arrears on June 30 and December 30 of each year, commencing on December 30, 2020, at a fixed interest rate of 7.00%. Beginning June 30, 2025, the notes convert to a floating interest rate, to be reset quarterly, equal to the then-current Three-Month Term SOFR, as defined in the Indenture, plus 688 basis points. Interest payments during the floating-rate period will be paid quarterly in arrears on March 30, June 30, September 30 and December 30 of each year, commencing on September 30, 2025. On July 23, 2020, the Company closed on an additional $33,000 of subordinated notes with the same terms as the June 29, 2020, issue.

Subordinated notes as of March 31, 2025, are listed below.

March 31,2025Weighted Average RateWeighted Average Term in Years
Subordinated notes$75,0007.00%5.3
Total principal outstanding75,000
Debt issuance cost(1,415)
Total subordinated notes$73,585

Subordinated notes as of December 31, 2024, are listed below.

December 31,2024Weighted Average RateWeighted Average Term in Years
Subordinated notes$75,0007.00%5.5
Total principal outstanding75,000
Debt issuance cost(1,469)
Total subordinated notes$73,531

Future principal repayments

Future principal repayments of the March 31, 2025, outstanding balances are as follows.

Retail Repurchase AgreementsFHLB AdvancesSubordinated DebenturesSubordinated NotesFRB BorrowingsTotal
Due in one year or less$36,772$236,734$—$—$—$273,506
Due after one year through two years——————
Due after two years through three years——————
Due after three years through four years——————
Due after four years through five years——————
Thereafter——28,35275,000—103,352
Total$36,772$236,734$28,352$75,000$—$376,858

NOTE 8 – STOCKHOLDERS’ EQUITY

Preferred stock

The Company’s articles of incorporation provide for the issuance of shares of preferred stock. At March 31, 2025, and December 31, 2024, there wasno preferred stock outstanding.

Common stock

The Company’s articles of incorporation provide for the issuance of 45,000,000 shares of Class A voting common stock (“Class A common stock”) and 5,000,000 shares of Class B non-voting common stock (“Class B common stock”), both of which have a par value of $0.01 per share.

The following table presents shares that were issued, held in treasury or were outstanding at March 31, 2025, and December 31, 2024.

March 31,2025December 31,2024
Class A common stock – issued22,910,29922,807,163
Class A common stock – held in treasury(5,379,537)(5,379,537)
Class A common stock – outstanding17,530,76217,427,626
Class B common stock – issued234,903234,903
Class B common stock – held in treasury(234,903)(234,903)
Class B common stock – outstanding——

Treasury stock is stated at cost, determined by the first-in first-out method.

In 2019, the Company’s Board of Directors adopted the Equity Bancshares, Inc. 2019 Employee Stock Purchase Plan (“ESPP”). The ESPP enables eligible employees to purchase the Company’s common stock at a price per share equal to 85% of thelower of the fair market value of the common stock at the beginning or end of each offering period. ESPP compensation expense of $41 was recorded for the three months ended March, 2025. ESPP compensation expense of $35 was recorded for the three months ended March 2024. The following table presents the offering periods and costs associated with this program during the reporting period.

Offering PeriodShares PurchasedCost Per ShareCompensation Expense
August 15, 2023 to February 14, 202416,88421.7965
February 15, 2024 to August 14, 202412,58128.5263
August 15, 2024 to February 14, 202513,92132.0579

In July of 2023, the Company’s Board of Directors authorized the repurchase of up to 1,000,000 shares of the Company's outstanding common stock, from time to time, beginning on October 1, 2023, and concluding on September 30, 2024. The repurchase program does not obligate the Company to acquire a specific dollar amount or number of shares, and it may be extended, modified or discontinued at any time without notice. Under this program, during the years ended December 2023 and 2024, the Company repurchased a total of 362,573 shares of the Company’s outstanding common stock at an average price paid of $32.71 per share. At September 30, 2024, there are 637,427 shares remaining under the program that expired on September 30, 2024.

In September of 2024, the Company’s Board of Directors approved a share repurchase plan for up to 1,000,000 shares of outstanding common stock beginning on October 1, 2024, and concluding on September 30, 2025. The repurchase program does not obligate the Company to acquire a specific dollar amount or number of shares, and it may be extended, modified or discontinued at any time without notice. Non-objection from the Federal Reserve Bank of Kansas City related to this repurchase plan was received October 7, 2024. At March 31, 2025, there are 1,000,000 shares remaining for repurchase under the program.

Accumulated other comprehensive income (loss)

At March 31, 2025, and December 31, 2024, accumulated other comprehensive income (loss) consisted of (i) the after-tax effect of unrealized gains (losses) on available-for-sale securities and (ii) unrealized gains (losses) on cash flow hedges.

Components of accumulated other comprehensive income as of March 31, 2025, and December 31, 2024, are listed below.

Available-for-SaleSecuritiesCash Flow HedgesAccumulatedOtherComprehensiveIncome (Loss)
Net unrealized or unamortized gains (losses)$(60,728)$1,623$(59,105)
Tax effect14,521(381)14,140
$(46,207)$1,242$(44,965)
Net unrealized or unamortized gains (losses)$(74,797)$2,073$(72,724)
Tax effect18,041(498)17,543
$(56,756)$1,575$(55,181)

NOTE 9 – REGULATORY MATTERS

Banks and bank holding companies (on a consolidated basis) are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and, additionally for banks, prompt corrective action regulations, involve quantitative measures of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators. Failure to meet capital requirements can initiate regulatory action. The Basel III rules require banks to maintain a Common Equity Tier 1 capital ratio of 6.5%, a total Tier 1 capital ratio of 8%, a total capital ratio of 10% and a leverage ratio of 5% to be deemed “well capitalized” for purposes of certain rules and prompt corrective action requirements. The risk-based ratios include a “capital conservation buffer” of 2.5% which can limit certain activities of an institution, including payment of dividends, share repurchases and discretionary bonuses to executive officers, if its capital level is below the buffer amount. Management believes as of March 31, 2025, the Company and Bank meet all capital adequacy requirements to which they are subject.

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as are asset growth and acquisitions, and capital restoration plans are required.

As of March 31, 2025, the most recent notifications from the federal regulatory agencies categorized Equity Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized, Equity Bank must maintain minimum regulatory capital ratios as set forth in the table below. There are no conditions or events since that notification that management believes have changed Equity Bank’s category.

The Company’s and Equity Bank’s capital amounts and ratios at March 31, 2025, and December 31, 2024, are presented in the table below. Ratios provided for Equity Bancshares, Inc. represent the ratios of the Company on a consolidated basis.

Actual · Minimum Required forCapital Adequacy Under Basel III · To Be WellCapitalized UnderPrompt CorrectiveProvisions
Amount · Ratio · Amount · Ratio · Amount · Ratio
Total capital to risk weighted assets
Equity Bancshares, Inc.$733,65018.32%$420,58910.50%$N/AN/A
Equity Bank623,90015.62%419,52310.50%399,54610.00%
Tier 1 capital to risk weighted assets
Equity Bancshares, Inc.612,80315.30%340,4778.50%N/AN/A
Equity Bank576,53814.43%339,6148.50%319,6378.00%
Common equity Tier 1 capital to risk weighted assets
Equity Bancshares, Inc.588,76814.70%280,3927.00%N/AN/A
Equity Bank576,63814.43%279,6827.00%259,7056.50%
Tier 1 leverage to average assets
Equity Bancshares, Inc.612,80311.76%208,4904.00%N/AN/A
Equity Bank576,63811.09%207,9334.00%259,9165.00%
Total capital to risk weighted assets
Equity Bancshares, Inc.$720,73618.07%$418,71610.50%$N/AN/A
Equity Bank607,57915.27%417,72210.50%397,83010.00%
Tier 1 capital to risk weighted assets
Equity Bancshares, Inc.602,49615.11%338,9618.50%N/AN/A
Equity Bank562,87014.15%338,1568.50%318,2648.00%
Common equity Tier 1 capital to risk weighted assets
Equity Bancshares, Inc.578,55014.51%279,1447.00%N/AN/A
Equity Bank562,87014.15%278,4817.00%258,5906.50%
Tier 1 leverage to average assets
Equity Bancshares, Inc.602,49611.67%206,4424.00%N/AN/A
Equity Bank562,87010.93%206,0004.00%257,5005.00%

Equity Bank is subject to certain restrictions on the amount of dividends that it may declare without prior regulatory approval.

NOTE 10 – EARNINGS PER SHARE

The following table presents earnings per share for the three months ended March 2025, and 2024.

Three Months Ended
March 31,2025March 31,2024
Basic:
Net income (loss) allocable to common stockholders$15,041$14,068
Weighted average common shares outstanding17,475,05815,416,060
Weighted average vested restricted stock units7,7639,649
Weighted average shares17,482,82115,425,709
Basic earnings (loss) per common share$0.86$0.91
Diluted:
Net income (loss) allocable to common stockholders$15,041$14,068
Weighted average common shares outstanding for:
Basic earnings per common share17,482,82115,425,709
Dilutive effects of the assumed exercise of stock options62,74352,609
Dilutive effects of the assumed vesting of restricted stock units112,29189,685
Dilutive effects of the assumed exercise of ESPP purchases1,7381,222
Average shares and dilutive potential common shares17,659,59315,569,225
Diluted earnings (loss) per common share$0.85$0.90

Average shares not included in the computation of diluted earnings per share because they were antidilutive are shown in the following table as of March 31, 2025, and 2024.

Three Months Ended
March 31,2025March 31,2024
Stock options237,004177,563
Restricted stock units74,2635,177
Total antidilutive shares311,267182,740

NOTE 11 – FAIR VALUE

The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to disclose the fair value of its 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 or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. For disclosure purposes, the Company groups its financial and non-financial assets and liabilities into three different levels based on the nature of the instrument and the availability and reliability of the information that is used to determine fair value. The three levels of inputs that may be used to measure fair values are defined as follows.

Level 1: Quoted prices (unadjusted) for 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.

Level 1 inputs are considered to be the most transparent and reliable. The Company assumes the use of the principal market to conduct a transaction of each particular asset or liability being measured and then considers the assumptions that market participants would use when pricing the asset or liability. Whenever possible, the Company first looks for quoted prices for identical assets or liabilities in active markets (Level 1 inputs) to value each asset or liability. However, when inputs from identical assets or liabilities on active markets are not available, the Company utilizes market observable data for similar assets and liabilities. The Company maximizes the use of observable inputs and limits the use of unobservable inputs to occasions when observable inputs are not available. The need to use unobservable inputs generally results from the lack of market liquidity of the actual financial instrument or of the underlying collateral. Although, in some instances, third party price indications may be available, limited trading activity can challenge the implied value of those quotations.

The following is a description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of each instrument under the hierarchy.

Fair Value of Assets and Liabilities Measured on a Recurring Basis

The fair values of securities available-for-sale and equity securities with readily determinable fair value are carried at fair value on a recurring basis. To the extent possible, observable quoted prices in an active market are used to determine fair value and, as such, these securities are classified as Level 1. For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities, generally determined by matrix pricing, which is a mathematical technique widely used in the industry to value securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2 inputs). The Company’s available-for-sale securities, including U.S. Government sponsored entity securities, residential mortgage-backed securities (all of which are issued or guaranteed by government sponsored agencies), private-label residential mortgage-backed securities, corporate securities, Small Business Administration securities, and State and Political Subdivision securities are classified as Level 2.

The fair values of derivatives are determined based on a valuation pricing model using readily available observable market parameters such as interest rate yield curves (Level 2 inputs) adjusted for credit risk attributable to the seller of the interest rate derivative. Cash collateral received from or delivered to a derivative counterparty is classified as Level 1.

Assets and liabilities measured at fair value on a recurring basis are summarized in the following tables as of March 31, 2025, and December 31, 2024.

(Level 1) · (Level 2) · (Level 3)
Assets:
Available-for-sale securities:
U.S. Government-sponsored entities$—$66,250$—
U.S. Treasury securities36,793——
Mortgage-backed securities
Government-sponsored residential mortgage-backed securities587,445—
Private label residential mortgage-backed securities—123,885—
Corporate—57,986—
Small Business Administration loan pools—5,977—
State and political subdivisions—72,117—
Derivative assets:
Derivative assets (included in other assets)—6,612—
Cash collateral held by counterparty and netting adjustments(5,061)——
Total derivative assets(5,061)6,612—
Other assets:
Equity securities with readily determinable fair value1,008——
Total other assets1,008——
Total assets$32,740$920,272$—
Liabilities:
Derivative liabilities:
Derivative liabilities (included in other liabilities)$—$2,966$—
Cash collateral held by counterparty and netting adjustments523——
Total derivative liabilities5232,966—
Total liabilities$523$2,966$—
(Level 1)(Level 2)(Level 3)
Assets:
Available-for-sale securities:
U.S. Government-sponsored entities$—$65,094$—
U.S. Treasury securities86,563——
Mortgage-backed securities
Government-sponsored residential mortgage- backed securities—589,172—
Private label residential mortgage-backed securities—124,664—
Corporate—58,652—
Small Business Administration loan pools—6,266—
State and political subdivisions—74,044—
Derivative assets:
Derivative assets (included in other assets)—8,055—
Cash collateral held by counterparty and netting adjustments(7,173)——
Total derivative assets(7,173)8,055—
Other assets:
Equity securities with readily determinable fair value1,031——
Total other assets1,031——
Total assets$80,421$925,947$—
Liabilities:
Derivative liabilities:
Derivative liabilities (included in other liabilities)$—$3,546$—
Cash collateral held by counterparty and netting adjustments97——
Total derivative liabilities973,546—
Total liabilities$97$3,546$—

There wereno material transfers between levels during the three months ended March 31, 2025, or the year ended December 31, 2024. The Company’s policy is to recognize transfers into or out of a level as of the end of a reporting period.

Fair Value of Assets and Liabilities Measured on a Non-recurring Basis

Certain assets are measured at fair value on a non-recurring basis when there is evidence of loans individually assessed for credit losses. The fair value of loans individually assessed for credit losses with specific allowance for credit losses are generally based on recent real estate appraisals of the collateral. Declines in the fair values of other real estate owned, subsequent to their initial acquisitions, are also based on recent real estate appraisals less estimated selling costs.

Real estate appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments made to real estate appraisals and other loan valuations are typically significant and result in a Level 3 classification of the inputs for determining fair value.

Assets measured at fair value on a non-recurring basis are summarized below as of March 31, 2025, and December 31, 2024.

(Level 1)(Level 2)(Level 3)
Loans individually evaluated for credit losses:
Commercial real estate$—$—$3,602
Commercial and industrial——5,992
Residential real estate——3,465
Agricultural real estate——724
Other——1,181
Other real estate owned:
Commercial real estate——2,173
Residential real estate——25
(Level 1)(Level 2)(Level 3)
Loans individually evaluated for credit losses:
Commercial real estate$—$—$3,375
Commercial and industrial——6,316
Residential real estate——3,525
Agricultural real estate——3,040
Other——1,113
Other real estate owned:
Commercial real estate——2,173
Residential real estate——25

The Company didnot record any liabilities for which the fair value was measured on a non-recurring basis at March 31, 2025, or December 31, 2024.

Valuations of individually evaluated loans and other real estate owned utilize third party appraisals or broker price opinions and were classified as Level 3 due to the significant judgment involved. Appraisals may include the utilization of unobservable inputs, subjective factors and utilize quantitative data to estimate fair market value.

The following table presents additional information about the unobservable inputs used in the fair value measurement of financial assets measured on a nonrecurring basis that were categorized with Level 3 of the fair value hierarchy as of March 31, 2025, and December 31, 2024.

Fair ValueValuationTechniqueUnobservableInputRange(weighted average) or Multiple of Earnings
Individually evaluated real estate loans$14,964SalesComparisonApproachAdjustments fordifferences betweencomparable sales9% - 24% (16%)
Individually evaluated other real estate owned$2,198SalesComparisonApproachAdjustments fordifferences betweencomparable sales3% - 13% (8%)
Individually evaluated real estate loans$17,369SalesComparisonApproachAdjustments fordifferences betweencomparable sales5% - 44% (24%)
Individually evaluated other real estate owned$2,198SalesComparisonApproachAdjustments fordifferences betweencomparable sales3% - 13% (8%)

Carrying amount and estimated fair values of financial instruments at period end were as follows for March 31, 2025, and December 31, 2024.

CarryingAmountEstimatedFair Value(Level 1)(Level 2)(Level 3)
Financial assets:
Cash and cash equivalents$431,382$431,382$431,382$—$—
Available-for-sale securities950,453950,45336,793913,660—
Held-to-maturity securities5,2265,295—5,295—
Loans held for sale338338—338—
Loans, net of allowance for credit losses3,585,8043,540,171——3,540,171
Federal Reserve Bank and Federal Home Loan Bank stock31,96031,960—31,960—
Interest receivable26,79126,791—26,791—
Derivative assets6,6126,612—6,612—
Cash collateral held by derivative counterparty and netting adjustments(5,061)(5,061)(5,061)——
Total derivative assets1,5511,551(5,061)6,612—
Equity securities with readily determinable fair value1,0081,0081,008——
Total assets$5,034,513$4,988,949$464,122$984,656$3,540,171
Financial liabilities:
Deposits$4,405,364$4,402,227$—$4,402,227$—
Federal funds purchased and retail repurchase agreements36,77236,772—36,772—
Federal Home Loan Bank advances236,734236,734—236,734—
Subordinated debentures24,03524,035—24,035—
Subordinated notes73,58573,585—73,585—
Contractual obligations9,3989,398—9,398—
Interest payable7,5597,559—7,559—
Derivative liabilities2,9662,966—2,966—
Cash collateral held by derivative counterparty and netting adjustments523523523——
Total derivative liabilities3,4893,4895232,966—
Total liabilities$4,796,936$4,793,799$523$4,793,276$—
CarryingAmountEstimatedFair Value(Level 1)(Level 2)(Level 3)
Financial assets:
Cash and cash equivalents$383,747$383,747$383,747$—$—
Available-for-sale securities1,004,4551,004,45586,563917,892—
Held-to-maturity securities5,2175,214—5,214—
Loans held for sale513513—513—
Loans, net of allowance for credit losses3,457,5493,405,767——3,405,767
Federal Reserve Bank and Federal Home Loan Bank stock27,87527,875—27,875—
Interest receivable28,91328,913—28,913—
Derivative assets8,0558,055—8,055—
Cash collateral held by derivative counterparty and netting adjustments(7,173)(7,173)(7,173)——
Total derivative assets882882(7,173)8,055—
Equity securities with readily determinable fair value1,0311,0311,031——
Total assets$4,910,182$4,858,397$464,168$988,462$3,405,767
Financial liabilities:
Deposits$4,374,789$4,370,728$—$4,370,728$—
Federal funds purchased and retail repurchase agreements37,24637,246—37,246—
Federal Home Loan Bank advances178,073178,073—178,073—
Subordinated debentures23,94623,946—23,946—
Subordinated notes73,53173,156—73,156—
Contractual obligations12,06712,067—12,067—
Interest payable5,0325,032—5,032—
Derivative liabilities3,5463,546—3,546—
Cash collateral held by derivative counterparty and netting adjustments979797——
Total derivative liabilities3,6433,643973,546—
Total liabilities$4,708,327$4,703,891$97$4,703,794$—

The fair value of off-balance-sheet items is not considered material.

NOTE 12 – COMMITMENTS AND CREDIT RISK

The Company extends credit for commercial real estate mortgages, residential mortgages, working capital financing and loans to businesses and consumers.

Commitments to Originate Loans and Available Lines of Credit

Commitments to originate loans and available lines of credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments and lines of credit generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since a portion of the commitments and lines of credit may expire without being drawn upon, the total commitment and lines of credit amounts do not necessarily represent future cash requirements. Each customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, property, plant and equipment, commercial real estate and residential real estate. Mortgage loans in the process of origination represent amounts that the Company plans to fund within a normal period of 60 to 90 days, and which are intended for sale to investors in the secondary market.

The contractual amounts of commitments to originate loans and available lines of credit as of March 31, 2025, and December 31, 2024, were as follows.

March 31, 2025December 31, 2024
FixedRateVariableRateFixedRateVariableRate
Commitments to make loans$26,395$323,230$28,758$389,370
Mortgage loans in the process of origination4,5344,5471,3452,252
Unused lines of credit160,024365,342162,753377,091

At March 31, 2025, the fixed rate loan commitments have interest rates ranging from 3.95% to 10.00% and maturities ranging from 1 month to 71 months.

Standby Letters of Credit

Standby letters of credit are irrevocable commitments issued by the Company to guarantee the performance of a customer to a third party once specified pre-conditions are met. Financial standby letters of credit are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. Performance standby letters of credit are issued to guarantee performance of certain customers under non-financial contractual obligations. The credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loans to customers.

The contractual amounts of standby letters of credit as of March 31, 2025, and December 31, 2024, were as follows.

March 31, 2025December 31, 2024
FixedRateVariableRateFixedRateVariableRate
Standby letters of credit$13,867$28,071$15,081$27,715

NOTE 13 – LEGAL MATTERS

The Company is party to various matters of litigation in the ordinary course of business. The Company periodically reviews all outstanding pending or threatened legal proceedings and determines if such matters will have an adverse effect on the business, financial condition, results of operations or cash flows. A loss contingency is recorded when the outcome is probable and reasonably able to be estimated. Any loss contingency described below has been identified by the Company as reasonably possible to result in an unfavorable outcome for the Company or the Bank.

Equity Bank is party to a lawsuit filed on January 28, 2022, in the Sedgwick County Kansas District Court on behalf of one of our customers, alleging improperly collected overdraft fees. The plaintiff seeks to have the case certified as a class action. The Company believes that the lawsuit is without merit, and it intends to vigorously defend against the claim asserted. At this time, the Company is unable to reasonably estimate the loss amount of this litigation.

Equity Bank is party to a lawsuit filed on February 2, 2022, in Jackson County, Missouri District Court against the Bank on behalf of one of our Missouri customers alleging improperly collected overdraft fees. The plaintiff seeks to have the case certified as a class action. The Company believes that the lawsuit is without merit, and it intends to vigorously defend against the claims now asserted. At this time, the Company is unable to reasonably estimate the loss amount of this litigation.

Equity Bank is party to a lawsuit filed on February 28, 2023, in Saline County, Missouri District Court against the Bank on behalf of one of our Missouri customers alleging improperly collected overdraft fees. The plaintiff seeks to have the case certified as a class action. The Company believes that the lawsuit is without merit, and it intends to vigorously defend against the claims now asserted. At this time, the Company is unable to reasonably estimate the loss amount of this litigation.

NOTE 14 – REVENUE RECOGNITION

The majority of the Company’s revenues come from interest income on financial instruments, including loans, leases, securities and derivatives, which are outside the scope of ASC 606. The Company’s services that fall within the scope of ASC 606 are presented with non-interest income and are recognized as revenue as the Company satisfies its obligation to the customer. Services within the scope of ASC 606 include service charges and fees on deposits, debit card income, investment referral income, insurance sales commissions and other non-interest income related to loans and deposits.

Except for gains or losses from the sale of other real estate owned, all of the Company’s revenue from contracts with customers within the scope of ASC 606 are recognized in non-interest income. The following table presents the Company’s sources of non-interest income for the three months ended March 31, 2025, and 2024.

Three Months EndedMarch 31,
20252024
Non-interest income
Service charges and fees$2,064$2,569
Debit card income2,5042,447
Mortgage banking(a)106188
Increase in bank-owned life insurance(a)3,593828
Net gain (loss) on acquisitions(a)—1,239
Net gain (loss) from securities transactions(a)1243
Other
Investment referral income118138
Trust income457319
Insurance sales commissions3736
Recovery on zero-basis purchased loans(a)23,345
Income (loss) from equity method investments(a)—(56)
Other non-interest income related to loans and deposits1,371—
Other non-interest income not related to loans and deposits(a)66635
Total other non-interest income2,0514,417
Total$10,330$11,731
(a) Not within the scope of ASC 606.

NOTE 15 – BUSINESS COMBINATIONS AND BRANCH SALES

On April 2, 2025 the Company entered into an agreement and plan of reorganization with NBC Corp. of Oklahoma ("NBC"). Acquisition-related costs associated with the NBC transaction during the three months ended March 31, 2025 were $66 ($50 on an after-tax basis).

NOTE 16– SEGMENT REPORTING

Equity Bancshares, Inc. is a financial holding company, whose principal activity is the ownership and management of its wholly-owned subsidiaries, including Equity Bank (“Equity Bank”). As a community-oriented financial institution, substantially all of the Company’s operations involve the delivery of loan and deposit products to customers. Management makes operating decisions and assesses performance based on an ongoing review of these banking operations, which constitute the Company’sonly operating segment for financial reporting purposes.

The Company’s chief operating decision maker is comprised of the executive leadership team. For Equity Bancshares Inc., the executive leadership team uses gross profit and profit or loss from operations before interest and income taxes to allocate resources for in the annual budget and forecasting process. The chief operating decision maker considers budget-to-actual variances on a monthly basis for profit measures when making decisions about allocating capital and personnel to the operating segment. For Equity Bank, the executive leadership team uses net-interest income and non-interest income to allocate resources (including employees, financial, or capital resources) to that segment in the annual budget and forecasting process and uses that measure as a basis for evaluating lending terms for customer loans.

The following tables present information about reported segment revenue, measures of a segment’s profit or loss, significant segment expenses, and measure of a segment’s assets for the three months ended March 31, 2025, and 2024. The Company does not allocate all holding company expenses, income taxes or unusual items to the reportable segment. The following tables present the reconciliations of reportable segment revenues and measures of profit or loss and line item reconciliation to the Company’s consolidated financial statement totals.

Unallocated Holding
Company
Equity BankAmountsEliminationsTotal
Interest and dividend income$74,623$61$—$74,684
Interest expense22,5221,870—24,392
Net interest income52,101(1,809)—50,292
Provision (reversal) for credit losses2,722——2,722
Net interest income after provision (reversal) for credit losses49,379(1,809)—47,570
Non-interest income
Service charges and fees2,064——2,064
Debit card income2,504——2,504
Mortgage banking106——106
Increase in value of bank-owned life insurance3,593——3,593
Net gain on acquisition and branch sales————
Net gain (loss) from securities transactions12——12
Other2,05117,044(17,044)(a)2,051
Total non-interest income10,33017,044(17,044)10,330
Non-interest expense
Salaries and employee benefits19,89658—19,954
Net occupancy and equipment3,675——3,675
Data processing5,086——5,086
Professional fees1,330197—1,527
Advertising and business development1,344——1,344
Telecommunications587——587
FDIC insurance630——630
Courier and postage799——799
Free nationwide ATM cost513——513
Amortization of core deposit intangibles1,045——1,045
Loan expense129——129
Other real estate owned992—101
Merger expenses66——66
Other3,160434—3,594
Intersegment service charges(375)375——
Total non-interest expense37,9841,066—39,050
Income (loss) before income tax21,72514,169(17,044)18,850
Provision (benefit) for income taxes4,440(631)—3,809
Total segment profit/(loss)$17,285$14,800$(17,044)$15,041
(a) Elimination of equity in earnings of subsidiary
Unallocated Holding
Company
Equity BankAmountsEliminationsTotal
Interest and dividend income$71,590$177$—$71,767
Interest expense25,6621,923—27,585
Net interest income45,928(1,746)—44,182
Provision (reversal) for credit losses1,000——1,000
Net interest income after provision (reversal) for credit losses44,928(1,746)—43,182
Non-interest income
Service charges and fees2,569——2,569
Debit card income2,447——2,447
Mortgage banking188——188
Increase in value of bank-owned life insurance828——828
Net gain on acquisition and branch sales1,240——1,240
Net gain (loss) from securities transactions(251)294—43
Other4,41616,303(16,303)(a)4,416
Total non-interest income11,43716,597(16,303)11,731
Non-interest expense
Salaries and employee benefits18,04948—18,097
Net occupancy and equipment3,535——3,535
Data processing4,828——4,828
Professional fees1,230162—1,392
Advertising and business development1,2371—1,238
Telecommunications655——655
FDIC insurance571——571
Courier and postage606——606
Free nationwide ATM cost494——494
Amortization of core deposit intangibles899——899
Loan expense109——109
Other real estate owned(41)——(41)
Merger expenses996560—1,556
Other2,512701—3,213
Intersegment service charges345(345)——
Total non-interest expense36,0251,127—37,152
Income (loss) before income tax20,34013,724(16,303)17,761
Provision (benefit) for income taxes4,171(478)—3,693
Total segment profit/(loss)$16,169$14,202$(16,303)$14,068
(a) Elimination of equity in earnings of subsidiary
For the Three Months Ended March 31,
20252024
Equity BankAdministrative AdjustmentsTotalEquity BankAdministrative AdjustmentsTotal
Depreciation$1,434$45$1,479$1,329$45$1,374
Amortization of operating lease right-of-use-asset127—12792—92
Amortization of cloud computing implementation costs21—2135—35
Amortization of intangible assets1,144—1,144935—935
Purchase of long lived assets1,464—1,4645,464—5,464
Provision (benefit) for income taxes4,440(631)3,8094,171(478)3,693
March 31,December 31,
20252024
Assets
Total assets for reportable segments$5,430,194$5,316,222
Holding company administrative adjustments729,101703,685
Elimination of bank cash and intercompany receivable of subsidiaries(104,137)(107,522)
Elimination of investment in subsidiaries(609,058)(580,338)
Consolidated total assets$5,446,100$5,332,047

NOTE 17– SUBSEQUENT EVENTS

On April 2, 2025, the Company entered into an agreement and plan of reorganization with NBC Corp. of Oklahoma ("NBC"). NBC Corp. of Oklahoma is the parent company of NBC Oklahoma, an Oklahoma state bank which hasseven branch locations in Oklahoma City, Altus, Kingfisher, and Enid as well as a loan production office in Alva. In NBC Oklahoma's March 31, 2025, unaudited Consolidated Report of Condition, NBC Oklahoma reported total assets of $903,349, which included total loans of $690,012. At March 31, 2025, total liabilities of $832,998 were reported by NBC Oklahoma, which included deposits of $810,727. NBC Oklahoma reported $3,291 in net income before income taxes for the three months ended March 31, 2025. The Company anticipates there will core deposit intangible and goodwill recorded with this acquisition.

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