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ServisFirst Bancshares, Inc.

For the period ended Mar 31, 2026. Filed May 6, 2026.

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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, 2026 · Filed May 6, 2026

SFBS$41.50-0.4%Stored close · as of Nov 10, 2026

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

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Item 1. Consolidated Financial Statements

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

March 31, 2026 · December 31, 2025
(Unaudited)(1)
ASSETS
Cash and due from banks$100,561$95,127
Interest-bearing balances due from depository institutions1,218,2961,026,607
Securities purchased with agreement to resell499,087498,910
Federal funds sold18,6786,052
Cash and cash equivalents1,836,6221,626,696
Available-for-sale debt securities, at fair value1,037,1511,068,825
Held-to-maturity debt securities (fair value of $602,476 and $616,535, respectively)647,270660,076
Restricted equity securities12,46612,203
Mortgage loans held for sale12,89311,744
Loans13,945,91313,696,912
Less allowance for credit losses(173,905)(171,683)
Loans, net13,772,00813,525,229
Premises and equipment, net62,05660,396
Accrued interest and dividends receivable70,08461,956
Deferred tax asset, net47,21849,705
Other real estate owned and repossessed assets3,0722,583
Bank owned life insurance contracts436,272435,328
Goodwill13,61513,615
Other assets220,560198,834
Total assets$18,171,287$17,727,190
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits:
Non-interest-bearing demand$2,836,622$2,684,272
Interest-bearing11,649,74211,534,762
Total deposits14,486,36414,219,034
Federal funds purchased1,546,9871,471,628
Other borrowings34,75034,750
Accrued interest and dividends payable29,13429,990
Other liabilities161,515121,441
Total liabilities16,258,75015,876,843
Stockholders' equity:
Preferred stock, par value $0.001 per share; 1,000,000 authorized and undesignated at March 31, 2026 and December 31, 2025--
Common stock, par value $0.001 per share; 200,000,000 shares authorized: 54,663,123 shares issued and outstanding at March 31, 2026; and 54,624,955 shares issued and outstanding at December 31, 20255554
Additional paid-in capital238,644237,839
Retained earnings1,676,0131,613,746
Accumulated other comprehensive loss(2,675)(1,792)
Total stockholders' equity attributable to ServisFirst Bancshares, Inc.1,912,0371,849,847
Noncontrolling interest500500
Total stockholders' equity1,912,5371,850,347
Total liabilities and stockholders' equity$18,171,287$17,727,190

(1)Derived from audited financial statements.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except share and per share amounts)

Three Months Ended March 31,
20262025
Interest income:
Interest and fees on loans$210,066$196,936
Investment securities16,09916,029
Federal funds sold and securities purchased with agreement to resell5,56120
Other interest and dividends9,75428,111
Total interest income241,480241,096
Interest expense:
Deposits78,28594,745
Borrowed funds15,04722,798
Total interest expense93,332117,543
Net interest income148,148123,553
Provision for credit losses10,6376,630
Net interest income after provision for credit losses137,511116,923
Noninterest income:
Service charges on deposit accounts3,2962,558
Mortgage banking1,892613
Credit card income2,2021,968
Bank-owned life insurance income2,8222,137
Other operating income6281,001
Total noninterest income10,8408,277
Noninterest expenses:
Salaries and employee benefits26,85322,879
Equipment and occupancy expense3,9483,722
Third party processing and other services7,5257,738
Professional services1,9431,933
FDIC and other regulatory assessments2,7452,854
Other real estate owned expense2033
Other operating expenses4,3506,948
Total noninterest expenses47,38446,107
Income before income taxes100,96779,093
Provision for income taxes17,99615,869
Net income82,97163,224
Dividends on preferred stock--
Net income available to common stockholders$82,971$63,224
Basic earnings per common share$1.52$1.16
Diluted earnings per common share$1.52$1.16

SERVISFIRST BANCSHARES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

Three Months Ended
March 31,
20262025
Net income$82,971$63,224
Other comprehensive (loss) income, net of tax
Unrealized net holding (losses) gains arising during period from securities available for sale, net of tax of $(268) and $2,404 for the three months ended March 31, 2026 and 2025, respectively(800)7,175
Amortization of net unrealized gains on securities transferred from available-for-sale to held-to-maturity, net of tax of $(28) and $(35) for the three months ended March 31, 2026 and 2025, respectively(83)(104)
Other comprehensive (loss) income, net of tax(883)7,071
Comprehensive income$82,088$70,295

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(In thousands, except share amounts)

Three Months Ended March 31,
Common Shares · Preferred Stock · Common Stock · Additional Paid-in Capital · Retained Earnings · Accumulated Other Comprehensive Loss · Noncontrolling Interest · Total Stockholders' Equity
Balance, January 1, 202554,569,427$54$235,781$1,412,616$(32,179)$500$1,616,772
Common dividends declared, $0.34 per share----(18,292)--(18,292)
Dividends on nonvested restricted stock recognized as compensation expense----66--66
Issue restricted shares pursuant to stock incentives, net of forfeitures22,816-------
Issue shares of common stock upon exercise of stock options8,974--230---230
3,276 shares of common stock withheld in net settlement upon exercise of stock options---(1,035)---(1,035)
Stock-based compensation expense---864---864
Other comprehensive income, net of tax-----7,071-7,071
Net income----63,224--63,224
Balance, March 31, 202554,601,217$-$54$235,840$1,457,614$(25,108)$500$1,668,900
Balance, January 1, 202654,624,955$-$54$237,839$1,613,746$(1,792)$500$1,850,347
Common dividends declared, $0.38 per share----(20,772)--(20,772)
Dividends on nonvested restricted stock recognized as compensation expense----68--68
Issue restricted shares pursuant to stock incentives, net of forfeitures25,723-------
Restricted shares withheld for taxes(4,364)-------
Issue shares of common stock upon exercise of stock options16,809-1658---659
1,191 shares of common stock withheld in net settlement upon exercise of stock options---(649)---(649)
Stock-based compensation expense---796---796
Other comprehensive loss, net of tax-----(883)-(883)
Net income----82,971--82,971
Balance, March 31, 202654,663,123$-$55$238,644$1,676,013$(2,675)$500$1,912,537

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands) (Unaudited)

Three Months Ended March 31,
20262025
OPERATING ACTIVITIES
Net income$82,971$63,224
Adjustments to reconcile net income to net cash provided by operating activities
Deferred tax expense (benefit)2,783455
Provision for credit losses10,6376,630
Depreciation1,2691,223
Accretion on acquired loans4851
Amortization of investments in tax credit partnerships6,8262,904
Net accretion of debt securities(16)(6)
Increase in accrued interest and dividends receivable(8,128)(7,665)
Stock-based compensation expense796864
(Decrease) increase in accrued interest and dividends payable(856)1,029
Proceeds from sale of mortgage loans held for sale77,40439,104
Originations of mortgage loans held for sale(76,661)(40,666)
Gain on sale of mortgage loans held for sale(1,892)(613)
Net loss (gain) on sale of other real estate owned and repossessed assets11(318)
Write down of other real estate owned and repossessed assets11-
Increase in cash surrender value of life insurance contracts(944)(2,137)
Net change in other assets, liabilities, and other operating activities(24,117)(16,125)
Net cash provided by operating activities70,14247,954
INVESTMENT ACTIVITIES
Purchases of debt securities available-for-sale(28,722)(114,929)
Proceeds from maturities, calls and paydowns of debt securities available-for-sale59,34282,077
Proceeds from maturities, calls and paydowns of debt securities held-to-maturity12,69513,001
Purchases of restricted equity securities(263)(856)
Investment in tax credit partnerships and SBIC(5,887)1,201
Return of capital from tax credit partnerships and SBIC66-
Net increase in loans(258,117)(287,124)
Purchases of premises and equipment(2,929)(1,469)
Proceeds from sale of other real estate owned and repossessed assets1422,117
Net cash used in investing activities(223,673)(305,982)
FINANCING ACTIVITIES
Net increase in non-interest-bearing deposits152,35027,890
Net increase in interest-bearing deposits114,980857,712
Net increase in federal funds purchased75,359364,598
Proceeds from exercise of stock options659230
Taxes paid in net settlement of tax obligation upon exercise of stock options(649)(1,036)
Dividends paid on common stock20,758(18,280)
Net cash provided by financing activities363,4571,231,114
Net increase in cash and cash equivalents209,926973,086
Cash and cash equivalents at beginning of period1,626,6962,376,634
Cash and cash equivalents at end of period$1,836,622$3,349,720
SUPPLEMENTAL DISCLOSURE
Cash paid for:
Interest$94,188$116,514
Income taxes2883,129
NONCASH TRANSACTIONS
Other real estate acquired in settlement of loans$653$24
Dividends on nonvested restricted stock reclassified as compensation expense6866
Dividends declared but not paid20,77218,292

SERVISFIRST BANCSHARES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2026

(Unaudited)

NOTE 1 - GENERAL

The accompanying consolidated financial statements in this report have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission, including Regulation S-X and the instructions for Form 10-Q, and have not been audited. These consolidated financial statements do not include all of the information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, all adjustments necessary to present fairly the consolidated financial position and the consolidated results of operations for the interim periods have been made. All such adjustments are of a normal nature. The consolidated results of operations are not necessarily indicative of the consolidated results of operations that ServisFirst Bancshares, Inc. (the “Company”) may achieve for future interim periods or the entire year. For further information, refer to the consolidated financial statements and footnotes included in the Company’s Form 10-K for the year ended December 31, 2025.

All reported amounts are in thousands except share and per share data.

NOTE 2 - CASH AND CASH EQUIVALENTS

Cash on hand, cash items in process of collection, amounts due from banks, federal funds sold, and securities purchased with agreement to resell are included in cash and cash equivalents.

NOTE 3 - EARNINGS PER COMMON SHARE

Basic earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per common share include the dilutive effect of additional potential common shares issuable under stock options. The difference in earnings per share under the two-class method was not significant for the three month periods ended March 31, 2026 and 2025.

Three Months Ended March 31,
20262025
(In Thousands, Except Shares and Per Share Data)
Earnings per common share
Weighted average common shares outstanding54,642,40654,586,274
Net income available to common stockholders$82,971$63,224
Basic earnings per common share$1.52$1.16
Weighted average common shares outstanding54,642,40654,586,274
Dilutive effects of assumed conversions and exercise of stock options and warrants52,61170,356
Weighted average common and dilutive potential common shares outstanding54,695,01754,656,630
Net income available to common stockholders$82,971$63,224
Diluted earnings per common share$1.52$1.16

NOTE 4 - SECURITIES

The amortized cost and fair value of available-for-sale and held-to-maturity securities at March 31, 2026 and December 31, 2025 are summarized as follows:

Gross · Gross
Amortized · Unrealized · Unrealized · Fair
Cost · Gain · Loss · Value
March 31, 2026 · (In Thousands)
Debt Securities Available-for-Sale
U.S. Treasury securities$470,349$1,344$-$471,693
Mortgage-backed securities123,874412(1,126)123,160
State and municipal securities10,3601(539)9,822
Corporate debt438,1232,949(8,596)432,476
Total$1,042,706$4,706$(10,261)$1,037,151
Debt Securities Held-to-Maturity
U.S. Treasury securities$249,675$-$(9,420)$240,255
Mortgage-backed securities389,231474(35,555)354,150
State and municipal securities8,364-(293)8,071
Total$647,270$474$(45,268)$602,476
Debt Securities Available-for-Sale
U.S. Treasury securities$520,100$2,823$-$522,923
Mortgage-backed securities133,1261,030(852)133,304
State and municipal securities10,3621(554)9,809
Corporate debt409,7252,274(9,210)402,789
Total$1,073,313$6,128$(10,616)$1,068,825
Debt Securities Held-to-Maturity
U.S. Treasury securities$249,621$-$(9,589)$240,032
Mortgage-backed securities402,097743(34,395)368,445
State and municipal securities8,358-(300)8,058
Total$660,076$743$(44,284)$616,535

The amortized cost and fair value of debt securities as of March 31, 2026 and December 31, 2025 by contractual maturity are shown below. Actual maturities may differ from contractual maturities of mortgage-backed securities since the mortgages underlying the securities may be called or prepaid with or without penalty. Therefore, these securities are not included in the maturity categories along with the other categories of debt securities.

March 31, 2026December 31, 2025
Amortized CostMarket ValueAmortized CostMarket Value
(In Thousands)
Debt securities available-for-sale
Due within one year$472,351$473,663$441,619$443,833
Due from one to five years73,03572,383147,475147,058
Due from five to ten years373,446367,945332,436325,957
Due after ten years--18,65718,673
Mortgage-backed securities123,874123,160133,126133,304
$1,042,706$1,037,151$1,073,313$1,068,825
Debt securities held-to-maturity
Due within one year$128,763$126,586$53,787$52,811
Due from one to five years129,276121,740204,192195,279
Mortgage-backed securities389,231354,150402,097368,445
$647,270$602,476$660,076$616,535

All mortgage-backed securities are with government-sponsored enterprises such as Federal National Mortgage Association, Government National Mortgage Association, Federal Home Loan Bank, and Federal Home Loan Mortgage Corporation.

Restricted equity securities are comprised entirely of a restricted investment in Federal Home Loan Bank stock for membership requirements.

The carrying value of investment securities pledged to secure public funds on deposit and for other purposes as required by law was $1.20 billion and $1.23 billion as of March 31, 2026 and December 31, 2025, respectively.

The following table identifies, as of March 31, 2026 and December 31, 2025, the Company’s investment securities that have been in a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 or more months.

Less Than Twelve Months · Twelve Months or More · Total
Gross · Gross · Gross
Unrealized · Unrealized · Unrealized
Losses · Fair Value · Losses · Fair Value · Losses · Fair Value
(In Thousands)
Debt Securities available-for-sale
Mortgage-backed securities$(267)$44,592$(859)$20,018$(1,126)$64,610
State and municipal securities--(539)9,376(539)9,376
Corporate debt(1,441)132,424(7,155)140,337(8,596)272,761
Total$(1,708)$177,016$(8,553)$169,731$(10,261)$346,747
Debt Securities held-to-maturity
U.S. Treasury securities$-$-$(9,420)$240,255$(9,420)$240,255
Mortgage-backed securities(8)2,382(35,547)312,274(35,555)314,656
State and municipal securities--(293)7,571(293)7,571
Total$(8)$2,382$(45,260)$560,100$(45,268)$562,482
Debt Securities available-for-sale
Mortgage-backed securities$-$-$(852)$22,662$(852)$22,662
State and municipal securities--(554)9,363(554)9,363
Corporate debt(984)77,583(8,226)155,724(9,210)233,307
Total$(984)$77,583$(9,632)$187,749$(10,616)$265,332
Debt Securities held-to-maturity
U.S. Treasury securities$-$-$(9,589)$240,032$(9,589)$240,032
Mortgage-backed securities--(34,395)325,307(34,395)325,307
State and municipal securities(34)2,954(266)4,604(300)7,558
Total$(34)$2,954$(44,250)$569,943$(44,284)$572,897

At March 31, 2026 and December 31, 2025, no allowance for credit losses (“ACL”) has been recognized on available-for-sale debt securities in an unrealized loss position as the Company does not believe any of the debt securities are credit impaired. This is based on the Company’s analysis of the risk characteristics, including credit ratings, and other qualitative factors related to available-for-sale debt securities. The issuers of these debt securities continue to make timely principal and interest payments under the contractual terms of the securities. The Company does not intend to sell these debt securities and it is more likely than not that the Company will not be required to sell the debt securities before recovery of their amortized cost, which may be at maturity. The unrealized losses are due to increases in market interest rates over the yields available at the time the debt securities were purchased. Management measures expected credit losses on held-to-maturity securities on a collective basis by major security type with each type sharing similar risk characteristics and considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. With regard to U.S. Treasury and mortgage-backed securities issued by the U.S. government, or agencies thereof, it is expected that the securities will not be settled at prices less than the amortized cost bases of the securities as such securities are backed by the full faith and credit of and/or guaranteed by the U.S. government. Accordingly, no allowance for credit losses has been recorded for these securities. With regard to securities issued by states and municipal subdivisions and other held-to-maturity securities, management considers (i) issuer bond ratings, (ii) historical loss rates for given bond ratings, (iii) whether issuers continue to make timely principal and interest payments under the contractual terms of the securities, and (iv) internal forecasts. Historical loss rates associated with securities having similar grades as those in our portfolio have generally not been significant. Furthermore, as of March 31, 2026 and 2025, there were no past due principal or interest payments associated with these securities. Based upon (i) the issuer’s strong bond ratings and (ii) a zero historical loss rate, no allowance for credit losses has been recorded for held-to-maturity State and Municipal Securities as such amount is not material at March 31, 2026 and 2025. All debt securities in an unrealized loss position as of March 31, 2026 continue to perform as scheduled and the Company does not believe there is a possible credit loss or that an allowance for credit loss on these debt securities is necessary.

NOTE 5 - LOANS

The loan portfolio is classified based on the underlying collateral utilized to secure each loan for financial reporting purposes. This classification is consistent with the Quarterly Report of Condition and Income filed by ServisFirst Bank with the Federal Deposit Insurance Corporation (“FDIC”).

Commercial, financial and agricultural - Includes loans to business enterprises issued for commercial, industrial, agricultural production and/or other professional purposes. These loans are generally secured by equipment, inventory, and accounts receivable of the borrower and repayment is primarily dependent on business cash flows.

Real estate–* construction*– Includes loans secured by real estate to finance land development or the construction of industrial, commercial or residential buildings. Repayment is dependent upon the completion and eventual sale, refinance or operation of the related real estate project.

Owner-occupied commercial real estate mortgage– Includes loans secured by nonresidential properties for which the primary source of repayment is the cash flow from the ongoing operations conducted by the party that owns the property.

1-4 family real estate mortgage– Includes loans secured by residential properties, including home equity lines of credit. Repayment is primarily dependent on the personal cash flow of the borrower.

Non-owner occupied commercial real estate mortgage– Includes loans secured by non-owner occupied properties, including office buildings, industrial buildings, warehouses, retail buildings, and multifamily residential properties. Repayment is primarily dependent on income generated from the underlying collateral.

Consumer– Includes loans to individuals not secured by real estate. Repayment is dependent upon the personal cash flow of the borrower.

The following table details the Company’s loans at March 31, 2026 and December 31, 2025:

March 31,December 31,
20262025
(Dollars In Thousands)
Commercial, financial and agricultural$3,189,704$3,146,736
Real estate - construction1,531,0421,457,628
Real estate - mortgage:
Owner-occupied commercial2,718,5122,739,823
1-4 family mortgage1,695,1401,671,713
Non-owner occupied commercial4,739,6424,603,389
Subtotal: Real estate - mortgage9,153,2949,014,925
Consumer71,87377,623
Total Loans13,945,91313,696,912
Less: Allowance for credit losses(173,905)(171,683)
Net Loans$13,772,008$13,525,229
Commercial, financial and agricultural22.87%22.97%
Real estate - construction10.98%10.64%
Real estate - mortgage:
Owner-occupied commercial19.49%20.00%
1-4 family mortgage12.16%12.21%
Non-owner occupied commercial33.98%33.61%
Subtotal: Real estate - mortgage65.63%65.82%
Consumer0.52%0.57%
Total Loans100.00%100.00%

The credit quality of the loan portfolio is summarized no less frequently than quarterly using categories similar to the standard asset classification system used by the federal banking agencies. The following table presents credit quality indicators for the credit loss portfolio segments and classes. These categories are utilized to develop the associated allowance for credit losses using historical losses adjusted for current economic conditions defined as follows:

●Pass – loans that are well protected by the current net worth and paying capacity of the obligor (or obligors, if multiple) or by the fair value, less cost to acquire and sell, of any underlying collateral.
●Special Mention – loans with potential weakness that may, if not reversed or corrected, weaken the credit or inadequately protect the Company’s position at some future date. These loans are not adversely classified and do not expose an institution to sufficient risk to warrant an adverse classification.
●Substandard – loans that exhibit well-defined weakness or weaknesses that presently jeopardize debt repayment. These loans are characterized by the distinct possibility that the institution will sustain some loss if the weaknesses are not corrected.
●Doubtful – loans that have all the weaknesses inherent in loans classified substandard, plus 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.

The table below presents loan balances classified by credit quality indicator, loan type and based on year of origination as of March 31, 2026:

March 31, 2026 · 2026 · 2025 · 2024 · 2023 · 2022 · Prior · Revolving · Revolving Lines of Credit Converted to Term Loans · Total
(In Thousands)
Commercial, financial and agricultural
Pass$232,507$551,342$294,515$110,215$194,641$367,508$1,317,069$23,573$3,091,370
Special Mention8012,8171,4592212,87111,49124,4292,18546,274
Substandard - Accruing--50-47724,6061,728126,862
Substandard - Non-accrual--3,1356697078,1759,1163,39625,198
Total Commercial, financial and agricultural$233,308$554,159$299,159$111,105$198,696$411,780$1,352,342$29,155$3,189,704
Current-period gross write-offs$-$-$-$-$-$431$7,851$9$8,291
Real estate - construction
Pass$82,344$560,013$349,043$141,472$177,061$89,308$85,642$-$1,484,883
Special Mention--5,2511,258-1,583150-8,242
Substandard - Accruing-----9451-946
Substandard - Non-accrual--1,0983,49515,94616,432--36,971
Total Real estate - construction$82,344$560,013$355,392$146,225$193,007$108,268$85,793$-$1,531,042
Current-period gross write-offs$-$-$-$-$-$-$-$-$-
Owner-occupied commercial
Pass$94,147$450,331$355,497$151,064$425,915$1,096,951$76,512$2,167$2,652,584
Special Mention--4,3311,99139426,4176,154-39,287
Substandard - Accruing-----4,4791,351-5,830
Substandard - Non-accrual-3,44813,3954,0169,951--20,811
Total Owner-occupied commercial$94,147$453,779$359,829$156,450$430,325$1,137,798$84,017$2,167$2,718,512
Current-period gross write-offs$-$-$-$-$-$-$-$-$-
1-4 family mortgage
Pass$74,498$308,653$231,283$98,077$263,804$273,554$412,978$3,268$1,666,115
Special Mention491957497811,8264,30510,08199418,980
Substandard - Accruing-----403-1404
Substandard - Non-accrual-3955101095,0572,701869-9,641
Total 1-4 family mortgage$74,547$309,243$232,542$98,967$270,687$280,963$423,928$4,263$1,695,140
Current-period gross write-offs$-$-$-$-$-$-$-$91$91
Non-owner occupied commercial
Pass$212,061$659,145$669,970$216,598$1,257,795$1,528,640$76,426$2,255$4,622,890
Special Mention1,781---33724,666--26,784
Substandard - Accruing----3,1593,504--6,663
Substandard - Non-accrual--3,815-17,74761,743--83,305
Total Non-owner occupied commercial$213,842$659,145$673,785$216,598$1,279,038$1,618,553$76,426$2,255$4,739,642
Current-period gross write-offs$-$-$-$-$-$-$-$-$-
Consumer
Pass$16,389$9,321$3,154$1,375$1,392$2,433$37,058$-$71,122
Special Mention-----2225-47
Substandard - Accruing-----17--17
Substandard - Non-accrual-----687--687
Total Consumer$16,389$9,321$3,154$1,375$1,392$3,159$37,083$-$71,873
Current-period gross write-offs$-$-$-$-$15$156$-$-$171
Total Loans
Pass$711,946$2,538,805$1,903,462$718,801$2,320,608$3,358,394$2,005,685$31,263$13,588,964
Special Mention2,6313,01211,7904,2515,42868,48440,8393,179139,614
Substandard - Accruing--50-3,63633,9543,080240,722
Substandard - Non-accrual-3,8438,5597,66843,47399,6899,9853,396176,613
Total Loans$714,577$2,545,660$1,923,861$730,720$2,373,145$3,560,521$2,059,589$37,840$13,945,913
Current-period gross write-offs$-$-$-$-$15$587$7,851$100$8,553

Loans by credit quality indicator, loan type and based on year of origination as of December 31, 2025 were as follows:

December 31, 2025 · 2025 · 2024 · 2023 · 2022 · 2021 · Prior · Revolving · Revolving Lines of Credit Converted to Term Loans · Total
(In Thousands)
Commercial, financial and agricultural
Pass$682,117$327,516$120,889$219,978$186,839$219,843$1,267,362$25,570$3,050,114
Special Mention4,2061,9272312,7161,8226,87820,4234,56442,767
Substandard - Accruing-53-603-24,7151,728-27,099
Substandard - Non-accrual-88566933618,17615,79389626,756
Total Commercial, financial and agricultural$686,323$330,381$121,789$223,633$188,662$259,612$1,305,306$31,030$3,146,736
Current-period gross write-offs$-$-$669$5,667$1,925$1,442$14,878$323$24,904
Real estate - construction
Pass$468,553$396,658$188,617$185,466$65,552$26,911$82,009$-$1,413,766
Special Mention-6,401---479150-7,030
Substandard - Accruing-----9451-946
Substandard - Non-accrual--3,50815,94616,432---35,886
Total Real estate - construction$468,553$403,059$192,125$201,412$81,984$28,335$82,160$-$1,457,628
Current-period gross write-offs$-$-$-$46$-$-$-$-$46
Owner-occupied commercial
Pass$471,700$369,455$158,561$439,521$420,902$741,250$78,331$2,397$2,682,117
Special Mention3,5704,7861,7873947,25216,0432,794-36,626
Substandard - Accruing125-1,552--4,4761,350-7,503
Substandard - Non-accrual--4175,0026,4521,706--13,577
Total Owner-occupied commercial$475,395$374,241$162,317$444,917$434,606$763,475$82,475$2,397$2,739,823
Current-period gross write-offs$-$3,478$-$-$-$560$-$-$4,038
1-4 family mortgage
Pass$323,633$236,761$105,279$274,544$168,885$115,994$423,365$4,096$1,652,557
Special Mention-160173402,6811,3974,685-9,136
Substandard - Accruing-----402178-580
Substandard - Non-accrual3951,1011095,0599691,014705889,440
Total 1-4 family mortgage$324,028$238,022$105,561$279,643$172,535$118,807$428,933$4,184$1,671,713
Current-period gross write-offs$-$-$-$-$-$37$266$-$303
Non-owner occupied commercial
Pass$673,189$648,847$208,324$1,293,147$711,292$872,833$79,131$2,277$4,489,040
Special Mention--25934025,079---25,678
Substandard - Accruing---3,1878642,643--6,694
Substandard - Non-accrual-3,815-17,74757,7012,714--81,977
Total Non-owner occupied commercial$673,189$652,662$208,583$1,314,421$794,936$878,190$79,131$2,277$4,603,389
Current-period gross write-offs$-$-$-$1,117$47$4$-$-$1,168
Consumer
Pass$29,354$3,584$1,578$1,594$594$2,130$38,009$-$76,843
Special Mention----23-21-44
Substandard - Accruing-----21--21
Substandard - Non-accrual---15-700--715
Total Consumer$29,354$3,584$1,578$1,609$617$2,851$38,030$-$77,623
Current-period gross write-offs$-$-$-$-$-$573$134$-$707
Total Loans
Pass$2,648,546$1,982,821$783,248$2,414,250$1,554,064$1,978,961$1,968,207$34,340$13,364,437
Special Mention7,77613,2742,4503,49036,85724,79728,0734,564121,281
Substandard - Accruing125531,5523,79086433,2023,257-42,843
Substandard - Non-accrual3955,8014,70344,10581,55514,31016,498984168,351
Total Loans$2,656,842$2,001,949$791,953$2,465,635$1,673,340$2,051,270$2,016,035$39,888$13,696,912
Current-period gross write-offs$-$3,478$669$6,830$1,972$2,616$15,278$323$31,166

Loans by performance status as of March 31, 2026 and December 31, 2025 were as follows:

March 31, 2026PerformingNonperformingTotal
(In Thousands)
Commercial, financial and agricultural$3,164,417$25,287$3,189,704
Real estate - construction1,494,07236,9701,531,042
Real estate - mortgage:
Owner-occupied commercial2,697,70120,8112,718,512
1-4 family mortgage1,684,37010,7701,695,140
Non-owner occupied commercial4,656,33783,3054,739,642
Total real estate - mortgage9,038,408114,8869,153,294
Consumer71,12974471,873
Total$13,768,026$177,887$13,945,913
December 31, 2025PerformingNonperformingTotal
(In Thousands)
Commercial, financial and agricultural$3,119,879$26,857$3,146,736
Real estate - construction1,421,74335,8851,457,628
Real estate - mortgage:
Owner-occupied commercial2,726,24513,5782,739,823
1-4 family mortgage1,661,9509,7631,671,713
Non-owner occupied commercial4,521,41281,9774,603,389
Total real estate - mortgage8,909,607105,3189,014,925
Consumer76,85476977,623
Total$13,528,083$168,829$13,696,912

Loans by past due status as of March 31, 2026 and December 31, 2025 were as follows:

March 31, 2026Past Due Status (Accruing Loans)
Total Past · Total · Nonaccrual
30-59 Days60-89 Days90+ DaysDueNonaccrualCurrentTotal LoansWith No ACL
(In Thousands)
Commercial, financial and agricultural$1,035$835$87$1,957$25,200$3,162,547$3,189,704$20,599
Real estate - construction----36,9701,494,0721,531,04230,520
Real estate - mortgage:
Owner-occupied commercial4,1304,909-9,03920,8112,688,6622,718,51220,753
1-4 family mortgage7,6099001,1309,6399,6401,675,8611,695,1409,373
Non-owner occupied commercial1,2101,670-2,88083,3054,653,4574,739,64277,131
Total real estate -mortgage12,9497,4791,13021,558113,7569,017,9809,153,294107,257
Consumer73305716068771,02671,873-
Total$14,057$8,344$1,274$23,675$176,613$13,745,625$13,945,913$158,376
December 31, 2025Past Due Status (Accruing Loans)
Total Past · Total · Nonaccrual
30-59 Days60-89 Days90+ DaysDueNonaccrualCurrentTotal LoansWith No ACL
(In Thousands)
Commercial, financial and agricultural$1,001$1,533$101$2,635$26,756$3,117,3453,146,736$19,724
Real estate - construction-1,148-1,14835,8851,420,5951,457,62835,173
Real estate - mortgage:
Owner-occupied commercial5,815295-6,11013,5782,720,1352,739,82313,578
1-4 family mortgage9984,7703236,0919,4401,656,1821,671,7138,993
Non-owner occupied commercial2,663--2,66381,9774,518,7494,603,38977,930
Total real estate -mortgage9,4765,06532314,864104,9958,895,0669,014,925100,501
Consumer4911405468571576,22377,62315
Total$10,968$7,886$478$19,332$168,351$13,509,22913,696,912$155,413

Under the current expected credit losses methodology, the ACL is measured on a collective basis for pools of loans with similar risk characteristics. For loans that do not share similar risk characteristics with the collectively evaluated pools, evaluations are performed on an individual basis. For all loan segments collectively evaluated, losses are predicted over a period of time determined to be reasonable and supportable, and at the end of the reasonable and supportable forecast period losses are reverted to long-term historical averages. The estimated loan losses for all loan segments are adjusted for changes in qualitative factors not inherently considered in the quantitative analyses.

The Company uses the discounted cash flow (“DCF”) method to estimate ACL for all loan pools except for commercial and industrial (“C&I”) revolving lines of credit and credit cards. For all loan pools utilizing the DCF method, the Company utilizes and forecasts national unemployment rate as a loss driver. The Company also utilizes and forecasts gross domestic product (“GDP”) growth as a second loss driver for the majority of its loan pools. Consistent forecasts of the loss drivers are used across the loan segments. At March 31, 2026 and December 31, 2025, the Company utilized a reasonable and supportable forecast period of 12 months followed by a six-month straight-line reversion to long term averages. The Company leveraged economic projections from reputable and independent sources to inform its loss driver forecasts. The Company expects the national unemployment rate to fall and the national GDP growth rate to rise, which remains relatively unchanged from the December 31, 2025 forecast.

The Company uses a loss-rate method to estimate expected credit losses for its commercial revolving lines of credit and credit card pools. The commercial revolving lines of credit pool incorporates a probability of default (“PD”) and loss given default (“LGD”) modeling approach. This approach involves estimating the pool average life and then using historical correlations of default and loss experience over time to calculate the lifetime PD and LGD. These two inputs are then applied to the outstanding pool balance. The credit card pool incorporates a remaining life modeling approach, which utilizes an attrition-based method to estimate the remaining life of the pool. A quarterly average loss rate is then calculated using the Company’s historical loss data. The model reduces the pool balance quarterly on a straight-line basis over the estimated life of the pool. The quarterly loss rate is multiplied by the outstanding balance at each period-end resulting in an estimated loss for each quarter. The sum of estimated loss for all quarters is the total calculated reserve for the pool. Management has also applied the loss-rate method to C&I lines of credit and to credit cards due to their generally short-term nature. An expected loss ratio is applied based on internal and peer historical losses.

Each loan pool is adjusted for qualitative factors not inherently considered in the quantitative analyses. The qualitative adjustments either increase or decrease the quantitative model estimation. The Company considers factors that are relevant within the qualitative framework, which include the following: lending policy, changes in nature and volume of loans, staff experience, changes in volume and trends of problem loans, concentration risk, trends in underlying collateral values, external factors, quality of loan review system and other economic conditions.

Inherent risks in the loan portfolio will differ based on type of loan. Specific risk characteristics by loan portfolio segment are listed below:

Commercial and industrial loans include risks associated with borrower’s cash flow, debt service coverage and management’s expertise. These loans are subject to the risk that the Company may have difficulty converting collateral to a liquid asset if necessary, as well as risks associated with degree of specialization, mobility and general collectability in a default situation. These commercial loans may be subject to many different types of risks, including fraud, bankruptcy, economic downturn, deteriorated or non-existent collateral, and changes in interest rates.

Real estate construction loansinclude risks associated with the borrower’s creditworthiness, contractor’s qualifications, borrower and contractor performance, and the overall risk and complexity of the proposed project. Construction lending is also subject to risks associated with sub-market dynamics, including population, employment trends and household income. During times of economic stress, this type of loan has typically had a greater degree of risk than other loan types.* *

Real estate mortgage loansconsist of loans secured by commercial and residential real estate. Commercial real estate lending is dependent upon successful management, marketing and expense supervision necessary to maintain the property. Repayment of these loans may be adversely affected by conditions in the real estate market or the general economy. Also, commercial real estate loans typically involve relatively large loan balances to a single borrower. Residential real estate lending risks are generally less significant than those of other loans. Real estate lending risks include fluctuations in the value of real estate, bankruptcies, economic downturns and customer financial problems.

Consumer loans carry a moderate degree of risk compared to other loans. They are generally more risky than traditional residential real estate loans but less risky than commercial loans. Risk of default is usually determined by the well-being of the local economies. During times of economic stress, there is usually some level of job loss both nationally and locally, which directly affects the ability of the consumer to repay debt.

The following table presents changes in the ACL, segregated by loan type, for the three months ended March 31, 2026 and March 31, 2025:

Commercial, · Owner- · Non-owner · Total
Financial and · Real estate - · Occupied · 1-4 family · Occupied · Real Estate -
AgriculturalConstructionCommercialMortgageCommercialMortgageConsumerTotal
(In Thousands)
Allowance for credit losses on Loans:
Balance at January 1, 2026$63,620$22,432$18,833$24,739$38,971$82,5433,088$171,683
Charge-offs(8,291)--(91)-(91)(171)(8,553)
Recoveries178-----35213
Provision4,0015,502(393)(7)1,4081,0085110,562
Balance at March 31, 2026$59,508$27,934$18,440$24,641$40,379$83,4603,003$173,905
Allowance for credit losses on Loans:
Balance at January 1, 2025$55,330$38,597$22,302$14,096$31,328$67,726$2,805$164,458
Charge-offs(2,415)(46)(2,790)(31)(750)(3,571)(60)(6,092)
Recoveries171-----27198
Provision(568)3,2581,8181,1811,2754,274(494)6,470
Balance at March 31, 2025$52,518$41,809$21,330$15,246$31,853$68,429$2,278$165,034

We maintain an ACL on unfunded commercial lending commitments and letters of credit to provide for the risk of loss inherent in these arrangements. The ACL is computed using a methodology similar to that used to determine the ACL for loans, modified to take into account the probability of a drawdown on the commitment. The ACL on unfunded loan commitments is classified as a liability account on the Consolidated Balance Sheets within other liabilities, while the corresponding provision for these credit losses is recorded as a component of provision for credit losses. The ACL on unfunded commitments was $647,000 at March 31, 2026 and $572,000 at December 31, 2025. The provision expense for unfunded commitments for the three months ended March 31, 2026 and 2025 was $75,000 and $160,000, respectively.

Loans that no longer share similar risk characteristics with collectively evaluated pools are estimated on an individual basis. A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. The following table summarizes collateral-dependent gross loans held for investment by collateral type as follows:

Accounts · ACL
March 31, 2026Real EstateReceivableEquipmentOtherTotalAllocation
(In Thousands)
Commercial, financial and agricultural$18,769$2,175$3,814$27,336$52,094$12,523
Real estate - construction37,034--94437,9786,450
Real estate - mortgage:
Owner-occupied commercial26,720---26,72057
1-4 family mortgage9,897-109-10,006267
Non-owner occupied commercial89,220--87590,0956,495
Total real estate - mortgage125,837-109875126,8216,819
Consumer---704704704
Total$181,640$2,175$3,923$29,859$217,597$26,496
Accounts · ACL
December 31, 2025Real EstateReceivableEquipmentOtherTotalAllocation
(In Thousands)
Commercial, financial and agricultural$18,792$2,247$2,763$30,235$54,037$17,465
Real estate - construction35,946--94436,890712
Real estate - mortgage:
Owner-occupied commercial21,076--7621,152-
1-4 family mortgage9,887-109-9,996446
Non-owner occupied commercial87,917--87588,7925,434
Total real estate - mortgage118,880-109951119,9405,880
Consumer--15721736721
Total$173,618$2,247$2,887$32,851$211,603$24,778

The table below details the amortized cost basis at the end of the reporting period for loans made to borrowers experiencing financial difficulty that were modified during the three months ended March 31, 2026 and 2025:

Term · Payment · New · Percentage of
Extensions · Deferral · Originations · Total · Total Loans
(In Thousands)
Commercial, financial and agricultural$3,291$7,364$-$10,6550.08%
Real estate - construction-945-9450.01%
Owner-occupied commercial-2,157-2,1570.02%
1-4 family mortgage176403-579-%
Non-owner occupied commercial--1,0591,0590.01%
Total$3,467$10,869$1,059$15,3950.12%
Term · Payment · New · Percentage of
Extensions · Deferral · Originations · Total · Total Loans
(In Thousands)
Commercial, financial and agricultural · $ · - · $ · - · $ · - · $ · - · - · %
Real estate - construction · - · - · - · - · - · %
Owner-occupied commercial-11,114-11,1140.09%
1-4 family mortgage-----%
Non-owner occupied commercial-----%
Total$-$11,114$-$11,1140.09%

The following table summarizes the financial impact of loan modifications made to borrowers experiencing financial difficulty during the three months ended March 31, 2026 and 2025:

Total Payment
Term ExtensionsDeferral
(In months)(In Thousands)
Commercial, financial and agricultural4 to 12$100
Real estate - construction417
Owner-occupied commercial4116
1-4 family mortgage4 to 725
Non-owner occupied commercial--
Total Payment
Term ExtensionsDeferral
(In months)(In Thousands)
Commercial, financial and agricultural · - · $ · -
Real estate - construction--
Owner-occupied commercial3132
1-4 family mortgage--
Non-owner occupied commercial--

No loans modified on or after March 31, 2025 were past due greater than 30 days or on non-accrual as of March 31, 2026.

As of March 31, 2026, the Company didnot have any loans made to borrowers experiencing financial difficulty that were modified during the first quarter of 2026 that subsequently defaulted. For purposes of this disclosure, default is defined as 90 days past due and still accruing or placement on nonaccrual status.

NOTE 6 - LEASES

The Company leases space under non-cancelable operating leases for several of its banking offices and certain office equipment. The leases have remaining terms of up to 15 years. At March 31, 2026, the Company had lease right-of-use assets and lease liabilities totaling $22.1 million and $23.1 million, respectively, compared to $22.0 million and $23.1 million, respectively at December 31, 2025, which are reflected in other assets and other liabilities, respectively, in the Company’s Consolidated Balance Sheets.

Maturities of operating lease liabilities are as follows:

(In Thousands)
2026 (remaining)$4,117
20274,613
20283,661
20293,081
20302,617
thereafter8,850
Total lease payments26,939
Less: imputed interest(3,798)
Present value of operating lease liabilities$23,141

As of March 31, 2026, the weighted average remaining term of operating leases and the weighted average discount rate used in the measurement of operating lease liabilities was 7.2 years and 3.88%, respectively, compared to 7.7 years and 3.81%, respectively, as of March 31, 2025.

Operating cash flows related to leases were $1.5 million for the three months ended March 31, 2026 and 2025, respectively.

Lease costs during the three months ended March 31, 2026 and 2025 were as follows (in thousands):

Three Months Ended March 31,
20262025
Operating lease cost$1,508$1,491
Variable lease cost243226
Sublease income(5)(4)
Net lease cost$1,746$1,713

NOTE 7 - EMPLOYEE AND DIRECTOR BENEFITS

Stock Incentive Plan

At March 31, 2026, the Company had a stock incentive plan as described below. The compensation cost that has been charged to earnings for the plan was approximately $796,000 and $864,000 for the three months ended March 31, 2026 and 2025, respectively.

The Company’s 2009 Amended and Restated Stock Incentive Plan authorizes the grant of up to 5,550,000 shares and allows for the issuance of Stock Appreciation Rights, Restricted Stock, Stock Options, Non-stock Share Equivalents, Performance Shares or Performance Units. The plan allows for the grant of incentive stock options and non-qualified stock options, and option awards are granted with an exercise price equal to the fair market value of the Company’s common stock at the date of grant. The maximum term of the options granted under the plan isten years.

The Company estimates the fair value of each stock option award using a Black-Scholes-Merton valuation model, which incorporates the assumptions noted in the following table. Expected volatilities are based on the Company’s trading price history. The expected term for options granted is based on the short-cut method and represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

There were no grants of stock options during the three months ended March 31, 2026 and 2025.

The following table summarizes stock option activity during the three months ended March 31, 2026 and 2025:

Weighted
Weighted · Average
Average · Remaining
Exercise · Contractual · Aggregate
SharesPriceTerm (years)Intrinsic Value
(In Thousands)
Three Months Ended March 31, 2026:
Outstanding January 1, 202648,500$31.922.0$1,933
Exercised(18,000)28.051.4806
Forfeited(5,500)32.750.9220
Outstanding March 31, 202625,000$34.532.2$957
Exercisable March 31, 202625,000$34.532.2$957
Three Months Ended March 31, 2025:
Outstanding January 1, 202580,450$26.031.9$4,723
Exercised(12,250)15.76-819
Outstanding March 31, 202568,200$27.882.0$3,732
Exercisable March 31, 202568,200$27.882.0$3,732

As of March 31, 2026, there wereno unvested stock options.

Restricted Stock and Performance Shares

The Company periodically grants restricted stock awards that vest upon time-based service conditions. Dividend payments are made during the vesting period. The value of restricted stock is determined to be the current value of the Company’s stock, and this total value will be recognized as compensation expense over the vesting period. As of March 31, 2026, there was $7.1 million of total unrecognized compensation cost related to unvested time-based restricted stock. The cost is expected to be recognized evenly over the remaining 2.7 years of the restricted stock’s vesting period.

The Company periodically grants performance share units (“PSUs”) that give plan participants the opportunity to earn stock between 0% and 150% of the number of PSUs based on achieving certain performance metrics. The Compensation Committee determined that beginning with the grants in 2026, it would use the metrics of increase in tangible book value per share plus dividends, along with a relative TSR modifier, over athree-year performance period beginning on January 1 st of the year of the grant to determine the number of performance shares earned. These metrics were used to make grants to the participants in early 2026. As of March 31, 2026, there was $2.0 million of total unrecognized compensation cost related to non-vested PSUs. As of March 31, 2026, non-vested PSUs had a weighted average remaining time to vest of 2.7 years.

Restricted StockPerformance Shares
SharesWeighted Average Grant Date Fair ValueSharesWeighted Average Grant Date Fair Value
Three Months Ended March 31, 2026:
Unvested at January 1, 2026139,413$72.1530,092$70.45
Granted30,98283.377,56190.12
Vested(16,881)63.52--
Forfeited(5,259)78.83--
Unvested at March 31, 2026148,255$77.7437,653$77.44
Three Months Ended March 31, 2025:
Unvested at January 1, 2025145,837$66.3530,065$70.45
Granted20,10490.496,31684.64
Additional performance share attainment--29089.68
Vested(25,229)59.42(5,813)75.28
Forfeited(1,266)79.02--
Unvested at March 31, 2025139,446$70.9730,858$72.63

NOTE 8 - DEPOSITS

Deposits at March 31, 2026 and December 31, 2025 were as follows:

March 31,December 31,
20262025
(In Thousands)
Noninterest-bearing demand$2,836,622$2,684,272
Interest-bearing checking10,188,94210,034,713
Savings113,095110,298
Time deposits, $250,000 and under347,674369,855
Time deposits, over $250,0001,000,0311,019,896
$14,486,364$14,219,034

The scheduled maturities of time deposits at March 31, 2026 were as follows:

(In Thousands)
2026$1,167,642
2027157,229
20289,538
20298,298
20304,250
Thereafter748
Total$1,347,705

NOTE 9 - DERIVATIVES

The Company has entered into forward loan sale commitments with secondary market investors to deliver loans on a “best efforts delivery” basis, which do not meet the definition of a derivative instrument. When a rate is committed to a borrower, it is based on the best price that day and locked with the investor for the customer for a 30-day period. In the event the loan is not delivered to the investor, the Company has no risk or exposure with the investor. The interest rate lock commitments related to loans that are originated for later sale are classified as derivatives. The fair values of the Company’s agreements with investors and rate lock commitments to customers as of March 31, 2026 and December 31, 2025 were not material.

NOTE 10 - RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

In December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023‑09,Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires enhanced annual income tax disclosures, including additional disaggregation within the effective tax rate reconciliation and income taxes paid by jurisdiction. The ASU is effective for public business entities for annual periods beginning after December 15, 2024, with early adoption permitted. Entities may apply the guidance either prospectively or retrospectively. In our Quarterly Report on Form 10‑Q for the period ending September 30, 2025, we previously disclosed that we had adopted ASU 2023‑09 using a retrospective transition method. Upon further evaluation of the implementation considerations and in light of the optional transition methods permitted under ASU 2023‑09, management determined that prospective application would provide more decision‑useful information and reduce implementation complexity. Accordingly, effective January 1, 2025, the Company applied ASU 2023‑09 prospectively, and the enhanced income tax disclosures required by the ASU were first reflected in our Annual Report on Form 10‑K for the year ending December 31, 2025.

NOTE 11 - RECENT ACCOUNTING PRONOUNCEMENTS

In November 2024, the FASB issued ASU 2024-03,Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The amendments improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales and research and development). The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. We are currently evaluating the impact these changes may have on our consolidated financial statements.

In November 2025, the FASB issued ASU 2025-08,Financial Instruments - Credit Losses - Purchased Loans. The amendment expands the population of acquired financial assets accounted for using the gross-up approach and aims to enhance comparability, consistency, and better reflect the economics of acquiring financial assets. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted in an interim or annual reporting period in which financial statements have not been issued or made available for issuance. We will adopt the amendment, but it will have no impact on current assets.

NOTE 12 - FAIR VALUE MEASUREMENT

Measurement of fair value under U.S. GAAP establishes a hierarchy that prioritizes observable and unobservable inputs used to measure fair value, as of the measurement date, into three broad levels, which are described below:

Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.

Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible and also considers counterparty credit risk in its assessment of fair value.

*Debt Securities.*Where quoted prices are available in an active market, securities are classified within Level 1 of the hierarchy. Level 1 securities include highly liquid government securities such as U.S. Treasuries and exchange-traded equity securities. For securities traded in secondary markets for which quoted market prices are not available, the Company generally relies on pricing services provided by independent vendors. Such independent pricing services are to advise the Company on the carrying value of the securities available for sale portfolio. As part of the Company’s procedures, the price provided from the service is evaluated for reasonableness given market changes. When a questionable price exists, the Company investigates further to determine if the price is valid. If needed, other market participants may be utilized to determine the correct fair value. The Company has also reviewed and confirmed its determinations in discussions with the pricing service regarding their methods of price discovery. Securities measured with these techniques are classified within Level 2 of the hierarchy and often involve using quoted market prices for similar securities, pricing models or discounted cash flow calculations using inputs observable in the market where available. Examples include U.S. government agency securities, mortgage-backed securities, obligations of states and political subdivisions, and certain corporate, asset-backed and other securities. In cases where Level 1 or Level 2 inputs are not available, as in the case of certain corporate securities, these securities are classified in Level 3 of the hierarchy.

Derivative instruments. The fair values of derivatives are determined based on a valuation pricing model using readily available observable market parameters such as interest rate curves, adjusted for counterparty credit risk. These measurements are classified as Level 2 within the valuation hierarchy.

*Loans Individually Evaluated.*Loans individually evaluated are measured and reported at fair value when full payment under the loan terms is not probable. Loans individually evaluated are carried at the present value of expected future cash flows using the loan’s existing rate in a discounted cash flow calculation, or the fair value of the collateral if the loan is collateral-dependent. Expected cash flows are based on internal inputs reflecting expected default rates on contractual cash flows. This method of estimating fair value does not incorporate the exit-price concept of fair value described in ASC 820-10 and would generally result in a higher value than the exit-price approach. For loans measured using the estimated fair value of collateral less costs to sell, fair value is generally determined based on appraisals performed by certified and licensed appraisers using inputs such as absorption rates, capitalization rates and market comparables, adjusted for estimated costs to sell. Management modifies the appraised values, if needed, to take into account recent developments in the market or other factors, such as changes in absorption rates or market conditions from the time of valuation, and anticipated sales values considering management’s plans for disposition. Such modifications to the appraised values could result in lower valuations of such collateral. Estimated costs to sell are based on current amounts of disposal costs for similar assets. These measurements are classified as Level 3 within the valuation hierarchy. Loans individually evaluated are subject to nonrecurring fair value adjustment upon initial recognition or subsequent individual evaluation. A portion of the ACL is allocated to loans individually evaluated if the value of such loans is deemed to be less than the unpaid balance. The range of fair value adjustments and weighted average adjustment as of March 31, 2026 was 0% to 70% and 18.0%, respectively. The range of fair value adjustments and weighted average adjustment as of December 31, 2025 was 0% to 70% and 17.1% respectively. Loans individually evaluated are reviewed and evaluated on at least a quarterly basis for additional impairment and adjusted accordingly based on the same factors identified above. The amount recognized to write-down individually evaluated loans that are measured at fair value on a nonrecurring basis was $9.7 million during the three months ended March 31, 2026, and $2.4 million during the three months ended March 31, 2025.

Other Real Estate Owned. Other real estate assets (“OREO”) acquired through, or in lieu of, foreclosure are held for sale and are initially recorded at the lower of cost or fair value, less selling costs. Any write-downs to fair value at the time of transfer to OREO are charged to the ACL subsequent to foreclosure. Values are derived from appraisals of underlying collateral and discounted cash flow analysis. Appraisals are performed by certified and licensed appraisers. Subsequent to foreclosure, valuations are updated periodically and assets are marked to current fair value, not to exceed the new cost basis. In the determination of fair value subsequent to foreclosure, management also considers other factors or recent developments, such as changes in absorption rates and market conditions from the time of valuation, and anticipated sales values considering management’s plans for disposition, which could result in adjustment to lower the property value estimates indicated in the appraisals. The range of fair value adjustments and weighted average adjustment as of March 31, 2026 was 10% to 87% and 19%, respectively. The range of fair value adjustments and weighted average adjustment as of December 31, 2025 was 10% to 27% and 23.5%, respectively. These measurements are classified as Level 3 within the valuation hierarchy. Net gains (losses) on the sale and write-downs of OREO of ($11,000) and $318,000 were recognized during the three months ended March 31, 2026 and March 31, 2025, respectively. These charges were for write-downs in the value of OREO subsequent to foreclosure and losses on the disposal of OREO. OREO is classified within Level 3 of the hierarchy.

There were four residential real estate loans with an aggregate balance of $2.4 million foreclosed and classified as OREO as of March 31, 2026, compared tofive residential real estate loan foreclosures for $2.5 million as of December 31, 2025.

There were four residential real estate loans for $749,144 in the process of foreclosure as of March 31, 2026. There weretwo residential real estate loans for $158,762 in the process of being foreclosed as of December 31, 2025.

The following table presents the Company’s financial assets carried at fair value on a recurring basis as of March 31, 2026 and December 31, 2025. There wereno liabilities measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025.

Fair Value Measurements at March 31, 2026 Using
Quoted Prices in
Active Markets · Significant Other · Significant
for Identical · Observable Inputs · Unobservable
Assets (Level 1) · (Level 2) · Inputs (Level 3) · Total
Assets Measured on a Recurring Basis: · (In Thousands)
Available-for-sale debt securities:
U.S. Treasury securities$471,693$-$-$471,693
Mortgage-backed securities-123,160-123,160
State and municipal securities-9,822-9,822
Corporate debt-432,476-432,476
Total available-for-sale debt securities471,693565,458-1,037,151
Total assets at fair value$471,693$565,458$-$1,037,151
Fair Value Measurements at December 31, 2025 Using
Quoted Prices in
Active Markets · Significant Other · Significant
for Identical · Observable Inputs · Unobservable
Assets (Level 1) · (Level 2) · Inputs (Level 3) · Total
Assets Measured on a Recurring Basis: · (In Thousands)
Available-for-sale debt securities:
U.S. Treasury securities$522,923$-$-$522,923
Mortgage-backed securities-133,304-133,304
State and municipal securities-9,809-9,809
Corporate debt-402,789-402,789
Total available-for-sale debt securities522,923545,902-1,068,825
Total assets at fair value$522,923$545,902$-$1,068,825

The following table presents the Company’s financial assets carried at fair value on a nonrecurring basis as of March 31, 2026 and December 31, 2025. There were no liabilities measured at fair value on a nonrecurring basis as of March 31, 2026 and December 31, 2025.

Fair Value Measurements at March 31, 2026 Using
Quoted Prices in
Active Markets · Significant Other · Significant
for Identical · Observable · Unobservable
Assets (Level 1) · Inputs (Level 2) · Inputs (Level 3) · Total
Assets Measured on a Nonrecurring Basis: · (In Thousands)
Loans individually evaluated$-$-$191,101$191,101
Other real estate owned and repossessed assets--3,0723,072
Total assets at fair value$-$-$194,173$194,173
Fair Value Measurements at December 31, 2025 Using
Quoted Prices in
Active Markets · Significant Other · Significant
for Identical · Observable · Unobservable
Assets (Level 1) · Inputs (Level 2) · Inputs (Level 3) · Total
Assets Measured on a Nonrecurring Basis: · (In Thousands)
Loans individually evaluated$-$-$186,825$186,825
Other real estate owned and repossessed assets--2,5832,583
Total assets at fair value$-$-$189,408$189,408

In the case of the debt securities portfolio, the Company monitors the portfolio to ascertain when transfers between levels have been affected. The nature of the remaining assets and liabilities is such that transfers in and out of any level are expected to be rare. There wereno transfers out of Level 3 into Level 2 for the three months ended March 31, 2026 and 2025, respectively.

The fair value of a financial instrument is the current amount that would be exchanged in a sale between willing parties, other than in a forced liquidation. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. Current U.S. GAAP excludes certain financial instruments and all nonfinancial instruments from its fair value disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.

The estimated fair values of the Company’s financial instruments not measured at fair value on a recurring or non-recurring basis as of March 31, 2026 and December 31, 2025 were as follows:

March 31, 2026 · Carrying / Notional Amount · Estimated Fair Value · Quoted Market Prices in an Active Market (Level 1) · Models with Significant Observable Market Parameters (Level 2) · Models with Significant Unobservable Market Parameters (Level 3)
(In Thousands)
Financial Assets:
Cash and cash equivalents$1,817,944$1,817,944$1,817,944$-$-
Securities purchased with agreement to resell$499,087$499,087$499,087$-$-
Held to maturity U.S. Treasury securities249,675240,255240,255--
Federal funds sold18,67818,678-18,678-
Held to maturity debt securities397,595362,221-361,721500
Mortgage loans held for sale12,89312,893-12,893-
Restricted equity securities12,46612,466-12,466-
Loans, net13,772,00813,570,508--13,570,508
Financial Liabilities:
Deposits$14,486,364$14,483,407$-$14,483,407$-
Federal funds purchased1,546,9871,546,987-1,546,987-
Other borrowings34,75031,413-31,413-
December 31, 2025 · Carrying / Notional Amount · Estimated Fair Value · Quoted Market Prices in an Active Market (Level 1) · Models with Significant Observable Market Parameters (Level 2) · Models with Significant Unobservable Market Parameters (Level 3)
(In Thousands)
Financial Assets:
Cash and cash equivalents$1,121,734$1,121,734$1,121,734$-$-
Securities purchased with agreement to resell$498,910$498,910$498,910$-$-
Held to maturity U.S. Treasury securities249,621240,032240,032--
Federal funds sold6,0526,052-6,052-
Held to maturity debt securities410,455376,503-376,003500
Mortgage loans held for sale11,74411,744-11,744-
Restricted equity securities12,20312,203-12,203-
Loans, net13,525,22913,267,169--13,267,169
Financial Liabilities:
Deposits$14,219,034$14,217,711$-$14,217,711$-
Federal funds purchased1,471,6281,471,628-1,471,628-
Other borrowings34,75031,258-31,258-

NOTE 13 - SEGMENT REPORTING

The Bank’s revenue is primarily derived from the business of banking. The Bank’s financial performance is monitored on consolidated basis by senior management, which is considered to be the Bank’s chief operating decision maker (the “CODM”). Senior Management includes the following officers of the Company: Chairman of the Board and Chief Executive Officer; President; Executive Vice President, Chief Financial Officer; Executive Vice President, Chief Operating Officer. Financial performance is reported to the CODM monthly, and the primary measure of performance is net income, net interest income, non-interest income, and key operating expenses. The allocation of resources throughout the Bank is based on consolidated profitability and efficiency metrics. The presentation of financial performance to the CODM is consistent with amounts and financial statement line items shown in the Bank’s consolidated balance sheets and consolidated statements of income. Additionally, the Bank’s significant expenses are adequately segmented by category and amount in the consolidated statements of income to include all significant items when considering both qualitative and quantitative factors. Significant expenses of the Company include salaries and employee benefits, equipment and occupancy expense, third-party processing and other services, and professional services.

All of the Bank’s financial results are similar and considered by management to be aggregated intoone reportable operating segment. While the Company has assigned certain management responsibilities by region and business line, the Bank’s CODM evaluates financial performance on a Bank-wide basis. The majority of the Bank’s revenue is from the business of banking, and the Bank’s regions have similar economic characteristics, products, services and customers. Accordingly, all of the Bank’s operations are considered by management to be aggregated in one reportable operating segment.

Because we report on a single segment basis, our financial statements may not be directly comparable to financial institutions that present multiple reportable segments. Should future organizational changes in our management structure or business model necessitate more detailed segment disclosures, we will revise our segment reporting accordingly. As of the date of these consolidated financial statements, no such changes have occurred, and management continues to evaluate performance on a consolidated entity basis.

ITEM 2. MANAGEMENT’**S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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