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FIRST FINANCIAL BANKSHARES INC

For the period ended Mar 31, 2026. Filed May 5, 2026.

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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 5, 2026

FFIN$30.41-0.9%Stored close · as of Nov 6, 2026

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Notes to Consolidated Financial Statements – Unaudited

Note 1 – Summary of Significant Accounting Policies

Nature of Operations

First Financial Bankshares, Inc., a Texas corporation (“Bankshares,” “Company,” “we” or “us”), is a financial holding company which owns all of the capital stock of First Financial Bank, which had 79 locations located in Texas as of March 31, 2026. The Company’s primary source of revenue is providing loans and banking services to consumers and commercial customers in the market area in which First Financial Bank is located. In addition, the Company also owns First Financial Trust & Asset Management Company, First Financial Insurance Agency, Inc. (inactive), First Technology Services, Inc., FFB Investment Paris Fund, LLC, and FFB Portfolio Management, Inc.

Basis of Presentation

The unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, reporting practices prescribed by the banking industry, and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements and should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2025 included in the Company's Annual Report on Form 10-K filed with the SEC on February 25, 2026.

In the opinion of management, all adjustments that were recurring in nature and considered necessary have been included for fair presentation of the Company’s financial position and results of operations. Operating results for the three months ended March 31, 2026 are not necessarily indicative of results that may be expected for the full year ending December 31, 2026. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates.

The Company evaluated subsequent events for potential recognition through the date the consolidated financial statements were issued.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company’s significant estimates include its allowance for credit losses and its valuation of financial instruments.

Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly-owned. All significant intercompany accounts and transactions have been eliminated.

Stock Repurchase

On July 22, 2025, the Company's Board of Directors extended the authorization to repurchase up to 5,000,000 common shares through July 31, 2026. The prior authorization had been in place since July 27, 2021. The stock repurchase plan authorizes management to repurchase and retire the stock at such time as repurchases and retirements are considered beneficial to the Company and stockholders. Any repurchase of stock will be made through the open market, block trades, or in privately negotiated transactions in accordance with applicable laws and regulations. Under the repurchase plan, there isno minimum number of shares that the Company is required to repurchase. There were no repurchases during 2025 or through March 31, 2026.

Investment Securities

Management classifies debt securities as held-to-maturity, available-for-sale, or trading based on its intent. Securities that management has the positive intent and ability to hold to maturity are classified as held-to-maturity and recorded at amortized cost, adjusted for amortization of premiums and accretion of discounts, which are recognized as adjustments to interest income using the interest method. Securities not classified as held-to-maturity or trading are classified as available-for-sale and recorded at fair value, with unrealized holding gains and losses (those for which no allowance for credit losses are recorded) reported as a component of other comprehensive income, net of tax. Management determines the appropriate classification of securities at the time of purchase.

Interest income includes amortization of purchase premiums and discounts over the period to maturity using a level-yield method, except for premiums on callable securities, which are amortized to their earliest call date. Realized gains and losses are recorded on the sale of securities in noninterest income.

The Company has made a policy election to exclude accrued interest from the amortized cost basis of securities and report accrued interest separatelyin other assets on the consolidated balance sheets. A security is placed on nonaccrual status at the time any principal or interest payments become more than 90 days delinquent or if full collection of interest or principal becomes uncertain. Accrued interest for a security placed on nonaccrual is reversed against interest income. There was no accrued interest related to securities reversed against interest income for thethree-months ended March 31, 2026 or 2025, respectively.

The Company records its available-for-sale securities portfolio at fair value. Fair values of these securities are determined based on methodologies in accordance with current authoritative accounting guidance. Fair values are volatile and may be influenced by a number of factors, including market interest rates, prepayment speeds, discount rates, credit ratings, and yield curves. Fair values for securities are based on quoted market prices, where available. If quoted market prices are not available, fair values are based on the quoted prices of similar instruments or an estimate of fair value by using a range of fair value estimates in the marketplace as a result of the illiquid market, specific to the type of security.

The Company’s investment portfolio currently consists of obligations of state and political subdivisions, mortgage pass-through securities, corporate bonds and general obligation or revenue based municipal bonds. Pricing for such securities is generally readily available and transparent in the market. The Company utilizes independent third-party pricing services to value its investment securities, which the Company reviews as well as the underlying pricing methodologies for reasonableness and to ensure such prices are aligned with pricing matrices. The Company validates prices supplied by the independent pricing services by comparison to prices obtained from other third-party sources on a quarterly basis.

At March 31, 2026 and December 31, 2025, the Company heldno securities that were classified as held-to-maturity.

Loans Held-for-Investment

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at amortized cost, net of the allowance for credit losses. Amortized cost is the principal balance outstanding, net of purchase premiums and discounts, fair value hedge accounting adjustments, deferred loan fees and costs. The Company has made a policy election to exclude accrued interest from the amortized cost basis of loans and report accrued interest separately from the related loan balance in other assets on the consolidated balance sheets.

Interest on loans is calculated by using the simple interest method on daily balances of the principal amounts outstanding. The Company defers and amortizes net loan origination fees and costs as an adjustment to yield.

The Company has certain lending policies and procedures in place that are designed to maximize loan income with an acceptable level of risk. Management reviews and approves these policies and procedures on a regular basis and makes changes as appropriate. Management receives frequent reports related to loan originations, quality, concentrations, delinquencies, non-performing, and potential problem loans. Diversification in the loan portfolio is a means of managing risk associated with fluctuations in economic conditions, both by type of loan and geography.

Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Loans are placed on nonaccrual status when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provisions. In determining whether or not a borrower may be unable to meet payment obligations for each class of loans, we consider the borrower’s debt service capacity through the analysis of current financial information, if available, and/or current information with regards to our collateral position. Regulatory provisions would typically require the placement of a loan on nonaccrual status if principal or interest has been in default for a period of 90 days or more unless the loan is both well secured and in the process of collection or full payment of principal and interest is not expected. Loans may be placed on nonaccrual status regardless of whether or not such loans are considered past due. When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income on nonaccrual loans is recognized only to the extent that cash payments are received in excess of principal due. A loan is placed back on accrual status when both principal and interest are current and it is probable that the Company will be able to collect all amounts due (both principal and interest) according to the terms of the loan agreement.

Further information regarding our accounting policies related to past due loans, nonaccrual loans and loans to borrowers experiencing financial difficulty is presented in Note 3.

Segment Reporting

The Company has determined that its banking regions meet the aggregation criteria of ASC 280, since each of its banking regions offer similar products and services, operate in a similar manner, have similar customers and report to the same regulatory authority, and therefore operate one line of business (community banking) located in a single geographic area (Texas). The Company's Chief Executive Officer has been identified as the chief operating decision maker ("CODM").

The CODM regularly assesses performance of the aggregated single operating and reporting segment and decides how to allocate resources based on the net income calculated on the same basis as the net income reported in the Company's consolidated statements of earnings and other comprehensive earnings. The CODM is also regularly provided with expense information at a level that is consistent with that disclosed in the Company's consolidated statements of earnings and other comprehensive earnings.

Income Taxes

The Company’s provision for income taxes is based on income before income taxes adjusted for permanent differences between financial reporting and taxable income. Deferred tax assets and liabilities are determined using the liability (or balance sheet) method. Under this method, the net deferred tax asset or liability is determined based on the tax effects of the temporary differences between the book and tax bases of the various balance sheet assets and liabilities and gives current recognition to changes in tax rates and laws. As of March 31, 2026, and December 31, 2025, deferred tax assets totaled$80,418,000 and$76,518,000, respectively, and were included in other assets on the consolidated balance sheets.

Per Share Data

Net earnings per share (“EPS”) are computed by dividing net earnings by the weighted average number of common shares outstanding during the period. The Company calculates dilutive EPS assuming all outstanding stock options to purchase common shares and unvested restricted stock shares and units have been exercised and/or vested at the beginning of the year (or the time of issuance, if later.) The dilutive effect of the outstanding options andrestricted stock is determined by application of the treasury stock method, whereby the proceeds from the exercised options and unearned compensation for both restricted stock and stock options are assumed to be used to purchase common shares at the average market price during the respective period. There were 834,000 and 368,000 anti-dilutive shares for thethree-months ended March 31, 2026 and March 31, 2025, respectively, that were excluded from the computation of EPS.

Net · Weighted
EarningsAveragePer Share
(in thousands)SharesAmount
For the three-months ended March 31, 2026:
Net earnings per share, basic$71,543143,210,755$0.50
Effect of stock options and stock grants—397,324—
Net earnings per share, diluted$71,543143,608,079$0.50
For the three-months ended March 31, 2025:
Net earnings per share, basic$61,346142,949,514$0.43
Effect of stock options and stock grants—405,634—
Net earnings per share, diluted$61,346143,355,148$0.43

Other Recently Issued and Effective Authoritative Accounting Guidance

ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” ASU 2024-03 requires new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, employee compensation, depreciation, and intangible asset amortization. Additionally, entities must disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. ASU 2024-03 will be effective, on a prospective basis, for our 2027 annual report and interim periods thereafter. The Company is evaluating the impact of this ASU and does not believe it will have a significant impact on the Company's financial statements.

ASU 2025-08, "Financial Instruments - Credit Losses (Topic 326): Purchased Loans.” ASU 2025-08 amends the guidance on the accounting for certain purchased loans. The new guidance makes significant changes to the accounting for certain acquired seasoned loans subject to the current expected credit loss model. The amendments in ASU 2025-08 apply prospectively and will be effective for the Company beginning January 1, 2027, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

ASU 2025-11, "Interim Reporting (Topic 270): Narrow-Scope Improvements.” ASU 2025-11 is intended to provide clarity about the current interim reporting requirements, provides a list of the interim disclosures required by all other Codification topics and establishes a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 will be effective for the Company beginning January 1, 2028, with early adoption permitted, and is not expected to have a significant impact on the Company’s financial statements.

Note 2 - Securities

Debt securities have been classified in the consolidated balance sheets according to management’s intent. The amortized cost, related gross unrealized gains and losses and the fair value of available-for-sale securities are as follows:

Gross · Gross
AmortizedUnrealizedUnrealizedEstimated
(Dollars in thousands)Cost BasisHolding GainsHolding LossesFair Value
Securities available-for-sale:
U.S. Treasury securities$20,023$—$(61)$19,962
Obligations of states and political subdivisions1,837,88711,433(119,598)1,729,722
Residential mortgage-backed securities2,938,9984,108(259,486)2,683,620
Commercial mortgage-backed securities1,139,1225,599(6,203)1,138,518
Corporate bonds and other100,2781(3,309)96,970
$6,036,308$21,141$(388,657)$5,668,792
Securities available-for-sale:
U.S. Treasury securities$61,136$1$(324)$60,813
Obligations of states and political subdivisions1,851,32713,943(113,897)1,751,373
Residential mortgage-backed securities2,856,7177,768(253,075)2,611,410
Commercial mortgage-backed securities982,5679,801(3,130)989,238
Corporate bonds and other104,39123(3,135)101,279
$5,856,138$31,536$(373,561)$5,514,113

The Company invests in mortgage-backed securities that have expected maturities that differ from their contractual maturities. These differences arise because borrowers may have the right to call or prepay obligations with or without a prepayment penalty. These securities include collateralized mortgage obligations (CMOs) and other asset backed securities. The expected maturities of these securities at March 31, 2026, and December 31, 2025, were computed by using scheduled amortization of balances and historical prepayment rates.

The carrying value and estimated fair value of available-for-sale securities at March 31, 2026, by contractual and expected maturity, are shown below (dollars in thousands):

CarryingEstimated
ValueFair Value
Due within one year$199,196$197,892
Due after one year through five years2,653,0682,543,836
Due after five years through ten years2,174,3282,040,558
Due after ten years1,009,716886,506
Total$6,036,308$5,668,792

The following tables disclose 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 for 12 or more months (dollars in thousands):

Less than 12 Months12 Months or LongerTotal
(Dollars in thousands)Fair ValueUnrealizedLossFair ValueUnrealizedLossFair ValueUnrealizedLoss
Securities available-for-sale
U.S. Treasury securities$—$—$19,962$(61)$19,962$(61)
Obligations of states and political subdivisions28,550(779)1,324,981(118,819)1,353,531(119,598)
Residential mortgage-backed securities469,023(4,398)1,830,608(255,088)2,299,631(259,486)
Commercial mortgage-backed securities408,317(3,539)146,429(2,664)554,746(6,203)
Corporate bonds and other14,897(41)53,111(3,268)68,008(3,309)
Total$920,787$(8,757)$3,375,091$(379,900)$4,295,878$(388,657)
Securities available-for-sale
U.S. Treasury securities$—$—$59,815$(324)$59,815$(324)
Obligations of states and political subdivisions6,245(387)1,363,145(113,510)1,369,390(113,897)
Residential mortgage-backed securities63,311(120)1,996,200(252,955)2,059,511(253,075)
Commercial mortgage-backed securities188,241(599)152,452(2,531)340,693(3,130)
Corporate bonds and other4,987(1)63,382(3,134)68,369(3,135)
Total$262,784$(1,107)$3,634,994$(372,454)$3,897,778$(373,561)

Allowance for Credit Losses on Available-for-Sale Securities

For available-for-sale securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, any previously recognized allowances are charged-off and the security’s amortized cost basis is written down to fair value through income as a provision for credit losses. For available-for-sale securities that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis.

The number of investments in an unrealized loss position totaled 692 at March 31, 2026. As of March 31, 2026 and December 31, 2025, no allowance for credit losses has been recognized on available-for-sale securities in an unrealized loss position as management does not believe any of the securities are impaired due to reasons of credit quality. This is based upon our analysis of the underlying risk characteristics, including credit ratings, and other qualitative factors related to our available-for-sale securities and in consideration of our historical credit loss experience and internal forecasts. The issuers of these securities continue to make timely principal and interest payments under the contractual terms of the securities. In addition, a portion of our investments are guaranteed by the U.S. Government, Treasury, or municipalities. Furthermore, management does not have the intent to sell any of the securities classified as available-for-sale in the table above and believes that it is more likely than not that we will not have to sell any such securities before a recovery of cost. The unrealized losses are due to increases in market interest rates over the yields available at the time the underlying securities were purchased. The fair value is expected to recover as the securities approach their maturity date or repricing date or if market yields for such investments decline. At March 31, 2026,72.48% of our available-for-sale securities that are obligations of states and political subdivisions were issued within the State of Texas, of which 54.91% are guaranteed by the Texas Permanent School Fund.

Securities, carried at approximately$2,839,792,000 on March 31, 2026, were pledged as collateral for public or trust fund deposits, repurchase agreements, borrowings and for other purposes required or permitted by law.

During the three-months ended March 31, 2026 and 2025, respectively, there wereno sales of investment securities that were classified as available-for-sale. There wereno gross realized security gains or losses from sales during thethree-months ended March 31, 2026 and 2025.

The specific identification method was used to determine cost in order to compute the realized gains and losses.

Note 3 – Loans Held-for-Investment and Allowance for Credit Losses

For the periods ended March 31, 2026 and December 31, 2025, the following tables outline the Company’s loan portfolio by the ten portfolio segments where applicable.

Loans held-for-investment by portfolio segment are as follows (dollars in thousands):

March 31,December 31,
20262025
Commercial:
Commercial & Industrial$1,149,931$1,116,461
Municipal384,473342,501
Total Commercial1,534,4041,458,962
Agricultural77,58395,776
Real Estate:
Construction & Development1,169,0371,157,865
Farm329,151327,625
Non-Owner Occupied CRE825,771832,816
Owner Occupied CRE1,132,1141,120,608
Residential2,322,0972,285,830
Total Real Estate5,778,1705,724,744
Consumer:
Auto751,283732,351
Non-Auto143,680146,443
Total Consumer894,963878,794
Total Loans8,285,1208,158,276
Less: Allowance for credit losses(107,918)(105,536)
Loans, net$8,177,202$8,052,740

Outstanding loan balances at March 31, 2026 and December 31, 2025, are net of unearned income, including net deferred loan fees.

Our subsidiary bank has established a line of credit with the Federal Home Loan Bank of Dallas (“FHLB”) and the Federal Reserve Discount Window to provide liquidity and to secure certain uninsured municipal deposits. At March 31, 2026, these available lines of credit were$2,313,929,000 and $1,869,712,000, respectively. At March 31, 2026, there was$633,000,000 used on the FHLB line for undisbursed commitments (letters of credit) used to secure public funds. At March 31, 2026, there wereno borrowings from the Federal Reserve Discount Window. At March 31, 2026,$7,400,995,000 in loans held by our bank subsidiary were subject to blanket liens as security for these lines of credits.

The Company had$54,309,000 and$56,492,000 in nonaccrual, past due 90 days or more and still accruing, and foreclosed assets at March 31, 2026 and December 31, 2025, respectively.

The following tables present the amortized cost basis of loans on nonaccrual status and loans past due over 90 days still accruing as of March 31, 2026, and December 31, 2025:

March 31, 2026December 31, 2025
(Dollars in thousands)Non-accrualNon-accrual loans without a specific ACLAccruing loans past due more than 90 daysNon-accrualNon-accrual loans without a specific ACLAccruing loans past due more than 90 days
Commercial:
Commercial & Industrial$2,645$89$—$3,639$110$—
Municipal———17——
Agricultural1,392——1,622274—
Real Estate:
Construction & Development1,150——2,644—404
Farm1,9441,741—2,0661,858—
Non-Owner Occupied CRE3,2171,649—2,8741,243—
Owner Occupied CRE24,64514,872—26,60615,939488
Residential16,2724,26821814,5584,827—
Consumer:
Auto662——871——
Non-Auto202——224——
Total Loans$52,129$22,619$218$55,121$24,251$892

No significant additional funds are committed to be advanced in connection with nonaccrual loans as of March 31, 2026.

At March 31, 2026 and December 31, 2025, the Company’s past due loans are as follows (dollars in thousands):

March 31, 202615-59DaysPastDue*60-89DaysPastDueGreaterThan 90DaysTotal PastDueCurrentTotal Loans
Commercial:
Commercial & Industrial$4,038$310$1,204$5,552$1,144,379$1,149,931
Municipal654——654383,819384,473
Agricultural1,019364721,52776,05677,583
Real Estate:
Construction & Development11,85833253912,7291,156,3081,169,037
Farm4301264721,028328,123329,151
Non-Owner Occupied CRE4,170199—4,369821,402825,771
Owner Occupied CRE5,721—7226,4431,125,6711,132,114
Residential25,3984,6244,21734,2392,287,8582,322,097
Consumer:
Auto1,045180—1,225750,058751,283
Non-Auto2511091352143,328143,680
Total$54,584$5,817$7,717$68,118$8,217,002$8,285,120
December 31, 202515-59DaysPastDue*60-89DaysPast DueGreaterThan 90DaysTotal PastDueCurrentTotal Loans
Commercial:
Commercial & Industrial$3,760$850$876$5,486$1,110,975$1,116,461
Municipal1,47117—1,488341,013342,501
Agricultural426—7391,16594,61195,776
Real Estate:
Construction & Development10,65660554411,8051,146,0601,157,865
Farm9151267891,830325,795327,625
Non-Owner Occupied CRE1,489——1,489831,327832,816
Owner Occupied CRE9,58213,6311,53624,7491,095,8591,120,608
Residential21,5053,4933,34028,3382,257,4922,285,830
Consumer:
Auto1,16192—1,253731,098732,351
Non-Auto3622746435146,008146,443
Total$51,327$18,841$7,870$78,038$8,080,238$8,158,276
  • The Company monitors commercial, agricultural and real estate loans after such loans are 15 days past due. Consumer loans are monitored after such loans are 30 days past due.

A loan is considered to be 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. At March 31, 2026 and December 31, 2025, the Company had $89,000 and $110,000 in collateral-dependent commercial loans, collateralized by business assets, and $22,530,000 and $23,867,000 in collateral dependent commercial real estate loans, collateralized by real estate, respectively.

Allowance for Credit Losses

The allowance for credit losses (“allowance” or “ACL”) is a contra-asset valuation account, calculated in accordance with ASC 326, that is deducted from the amortized cost basis of loans. The ACL represents an amount which, in management’s judgment, is appropriate to absorb the lifetime expected credit losses that may be experienced on outstanding loans at the balance sheet date based on the evaluation of the size and current risk characteristics of the loan portfolio, past events, current conditions, reasonable and supportable forecasts of future economic conditions and prepayment experience. The allowance for credit losses is measured and recorded upon the initial recognition of a financial asset. Determination of the appropriateness of the allowance is inherently complex and requires the use of significant and highly subjective estimates. Loans are charged-off against the allowance when deemed uncollectible by management. Expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off. Adjustments to the allowance are reported in our income statement as a component of the provision for credit losses. Management has made the accounting policy election to exclude accrued interest receivable on loans from the estimate of credit losses.

The Company’s methodology for estimating the allowance includes: (1) a collective quantified reserve that reflects the Company’s historical default and loss experience adjusted for expected economic conditions throughout a reasonable and supportable period and the Company’s prepayment and curtailment rates; (2) collective qualitative factors based on the risk perceived in concentrations of the loan portfolio, changes in economic conditions, early delinquencies, and factors related to credit administrations, including, among others, underwriting standards, loan-to-value ratios, and borrowers’ risk rating; and (3) individual allowances on loans where borrowers are experiencing financial difficulty or when the Company determines that the foreclosure is probable.

In calculating the allowance for credit losses, most loans are segmented into pools based upon similar characteristics and risk profiles. Common characteristics and risk profiles include the type/purpose of loan, underlying collateral, geographical similarity and historical/expected credit loss patterns. In developing these loan pools for the purposes of modeling expected credit losses, we also analyzed the degree of correlation in how loans within each portfolio respond when subjected to varying economic conditions and scenarios as well as other portfolio stress factors. For modeling purposes, our loan portfolio segments include Commercial & Industrial, Municipal, Agricultural, Construction and Development, Farm, Non-Owner Occupied and Owner Occupied CRE, Residential, Consumer Auto and Consumer Non-Auto. We periodically reassess each pool to ensure the loans within the pool continue to share similar characteristics and risk profiles and to determine whether further segmentation is necessary.

The Company applies two methodologies to estimate the allowance on its pooled portfolio segments; discounted cash flows method and weighted average remaining life method. We have elected to use the discounted cash flow method for estimated credit losses for all loans held for investment except for Agriculture, Consumer Auto and Consumer Non-Auto loans. The models related to these methodologies utilize the Company’s historical default and loss experience adjusted for future economic forecasts. The reasonable and supportable forecast period represents a one-year economic outlook for the applicable economic variables. Following the end of the reasonable and supportable forecast period, expected losses revert back to the historical mean over the next two years on a straight-line basis. Economic variables that have the most significant impact on the allowance include: Texas unemployment rate, Texas house price index and Texas retail sales index. Contractual loan level cash flows within the discounted cash flows methodology are adjusted for the Company’s historical prepayment and curtailment rate experience.

In some cases, management may determine that an individual loan exhibits unique risk characteristics which differentiate the loan from other loans within our loan pools. In such cases, the loans are evaluated for expected credit losses on an individual basis and excluded from the collective evaluation. Specific allocations of the allowance for credit losses are determined by analyzing the borrower’s ability to repay amounts owed, collateral deficiencies, the relative risk rating of the loan and economic conditions affecting the borrower’s industry, among other things. A loan is considered to be collateral dependent when, based upon management’s assessment, the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the sale of the collateral. In such cases, expected credit losses are based on the fair value of the collateral at the measurement date, adjusted for estimated selling costs if satisfaction of the loan depends on the sale of the collateral. We reevaluate the fair value of collateral supporting collateral dependent loans on an ongoing basis.

Management qualitatively adjusts model results for risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. These qualitative factor (“Q-Factor”) adjustments may increase management’s estimate of expected credit losses based upon the estimated level of risk within the risk factor. The various risk factors that may be considered in making Q-Factor adjustments include, among other things, the impact of (i) changes in lending policies and procedures, including changes in underwriting standards and practices for collections, write-offs, and recoveries, (ii) actual and expected changes in national, regional, and local economic and business conditions and developments that affect the collectability of the loan pools, (iii) changes in the nature, volume and size of a loan or the loan pools and in the terms of the underlying loans, (iv) changes in the experience, ability, and depth of our lending management and staff, (v) changes in volume and severity of past due financial assets, the volume of nonaccrual assets, and the volume and severity of adversely classified or graded assets, (vi) changes in the quality of our credit review function, (vii) changes in the value of the underlying collateral for loans that are non-collateral dependent, (viii) the existence, growth, and effect of any concentrations of credit, and (ix) other factors such as the regulatory, legal and technological environments, competition, and events such as natural disasters or health pandemics.

Management believes it uses relevant information available to make determinations about the allowance and that it has established the existing allowance in accordance with GAAP. However, the determination of the allowance requires significant judgment, and estimates of expected lifetime losses in the loan portfolio can vary significantly from the amounts actually observed. While management uses available information to recognize expected losses, future additions to the allowance may be necessary based on changes in the loans comprising the portfolio, changes in the current and forecasted economic conditions, changes to the interest rate environment which may directly impact prepayment and curtailment rate assumptions, and changes in the financial condition of borrowers.

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

The ACL on off-balance-sheet credit exposures is a liability account, calculated in accordance with ASC 326, representing expected credit losses over the contractual period for which we are exposed to credit risk resulting from a contractual obligation to extend credit. These obligations include unfunded lines of credit, commitments to extend credit and federal funds sold to correspondent banks and standby letters of credit. No allowance is recognized if we have the unconditional right to cancel the obligation. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on the commitments expected to fund. The estimate of commitments expected to fund is affected by historical analysis of utilization rates. The expected credit loss rates applied to the commitments expected to fund are affected by the general valuation allowance utilized for outstanding balances with the same underlying assumptions and drivers. The Company’s reserve for unfunded commitments totaled$5,940,000 and$6,387,000 at March 31, 2026 and December 31, 2025, respectively. The allowance is reported as a component of other liabilities in our consolidated balance sheets. Adjustments to the allowance are reported in our income statement as a component of the provision for credit loss expense. As of March 31, 2026, the Company had$1,794,686,000 in off-balance sheet commitments.

Summary information on the allowance for credit losses for thethree-months ended March 31, 2026 and 2025, are outlined by portfolio segment in the following tables:

(Dollars in thousands)Beginning balanceProvision for credit losses(1)Charge-offsRecoveriesEnding balance
Commercial:
Commercial & Industrial$17,696$2,663$(238)$594$20,715
Municipal135117——252
Agricultural32554(40)—339
Real Estate:
Construction & Development17,000636(22)—17,614
Farm2,577(89)——2,488
Non-Owner Occupied CRE14,561(706)—1413,869
Owner Occupied CRE25,368(885)(150)324,336
Residential25,614449(140)2125,944
Consumer:
Auto1,598501(358)1151,856
Non-Auto662(2)(226)71505
Total$105,536$2,738$(1,174)$818$107,918
Commercial:
Commercial & Industrial$15,436$154$(91)$93$15,592
Municipal200160——360
Agricultural1,653(125)—361,564
Real Estate:
Construction & Development19,861(144)——19,717
Farm2,87147—12,919
Non-Owner Occupied CRE14,6641,042—315,709
Owner Occupied CRE21,413(48)(175)30221,492
Residential20,4881,498(250)321,739
Consumer:
Auto1,186450(339)1981,495
Non-Auto553(43)(91)74493
Total$98,325$2,991$(946)$710$101,080

(1)For thethree-months ended March 31, 2026 and 2025, the provision for credit losses of$2,291,000 and$3,528,000, respectively, on the consolidated statements of earnings includes a provision for credit losses on loans of$2,738,000 and$2,991,000, respectively, and a reversal of provision for off-balance sheet unfunded commitments of$447,000, and provision for off-balance sheet unfunded commitments of$537,000, respectively.

The Company’s loans that are individually evaluated for credit losses (both collateral and non-collateral dependent) and their related allowances as of March 31, 2026 and December 31, 2025, are summarized in the following tables by loan segment (dollars in thousands):

March 31, 2026CollateralDependent LoansIndividuallyEvaluated forCredit LossesWithout anAllowanceCollateralDependent LoansIndividuallyEvaluated forCredit LossesWith anAllowanceNon-CollateralDependentLoansIndividuallyEvaluated forCredit LossesTotal LoansIndividuallyEvaluatedfor CreditLossesRelatedAllowanceon CollateralDependentLoansRelatedAllowance onNon-CollateralDependentLoansTotalAllowance forCredit Losseson LoansIndividuallyEvaluated forCredit Losses
Commercial:
Commercial & Industrial$89$2,556$32,790$35,435$876$10,464$11,340
Municipal——8,9808,980—130130
Agricultural—1,3923951,787223114337
Real Estate:
Construction & Development—1,15022,84823,9981262,5092,635
Farm1,7412034,9616,9055171176
Non-Owner Occupied CRE1,6491,56836,28139,4983802,4392,819
Owner Occupied CRE14,8729,77341,73566,3804,6183,2347,852
Residential4,26812,00486,734103,0061,4174,4535,870
Consumer:
Auto—6622,1752,837156
Non-Auto—202731933123
Total$22,619$29,510$237,630$289,759$7,647$23,521$31,168
December 31, 2025CollateralDependent LoansIndividuallyEvaluated forCredit LossesWithout anAllowanceCollateralDependent LoansIndividuallyEvaluated forCredit LossesWith anAllowanceNon-CollateralDependentLoansIndividuallyEvaluated forCredit LossesTotal LoansIndividuallyEvaluatedfor CreditLossesRelatedAllowanceon CollateralDependentLoansRelatedAllowance onNon-CollateralDependentLoansTotalAllowance forCredit Losseson LoansIndividuallyEvaluated forCredit Losses
Commercial:
Commercial & Industrial$110$3,529$21,384$25,023$1,014$7,253$8,267
Municipal—17—17———
Agricultural2741,3485252,147198125323
Real Estate:
Construction & Development—2,64417,43920,0831711,7901,961
Farm1,8582085,3487,4146211217
Non-Owner Occupied CRE1,2431,63133,13436,0084312,8973,328
Owner Occupied CRE15,93910,66735,42062,0265,3483,3798,727
Residential4,8279,73183,93498,4929584,9695,927
Consumer:
Auto—8712,4213,292257
Non-Auto—2248801,104123
Total$24,251$30,870$200,485$255,606$8,129$20,631$28,760

The Company’s allowance for loans and recorded investment that are individually evaluated for credit losses and collectively evaluated for credit losses as of March 31, 2026 and December 31, 2025, are summarized in the following table by loan segment (dollars in thousands). Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

(Dollars in thousands)Commercial & IndustrialMunicipalAgriculturalConstruction&DevelopmentFarmNon-OwnerOccupiedCREOwnerOccupiedCREResidentialConsumer AutoConsumer Non-AutoTotal
Allowance for loan loss:
Individually evaluated$11,340$130$337$2,635$176$2,819$7,852$5,870$6$3$31,168
Collectively evaluated9,375122214,9792,31211,05016,48420,0741,85050276,750
Total ACL on loans$20,715$252$339$17,614$2,488$13,869$24,336$25,944$1,856$505$107,918
Portfolio loans:
Individually evaluated$35,435$8,980$1,787$23,998$6,905$39,498$66,380$103,006$2,837$933$289,759
Collectively evaluated1,114,496375,49375,7961,145,039322,246786,2731,065,7342,219,091748,446142,7477,995,361
Total portfolio loans$1,149,931$384,473$77,583$1,169,037$329,151$825,771$1,132,114$2,322,097$751,283$143,680$8,285,120
Allowance for loan loss:
Individually evaluated$8,267$—$323$1,961$217$3,328$8,727$5,927$7$3$28,760
Collectively evaluated9,429135215,0392,36011,23316,64119,6871,59165976,776
Total ACL on loans$17,696$135$325$17,000$2,577$14,561$25,368$25,614$1,598$662$105,536
Portfolio loans:
Individually evaluated$25,023$17$2,147$20,083$7,414$36,008$62,026$98,492$3,292$1,104$255,606
Collectively evaluated1,091,438342,48493,6291,137,782320,211796,8081,058,5822,187,338729,059145,3397,902,670
Total portfolio loans$1,116,461$342,501$95,776$1,157,865$327,625$832,816$1,120,608$2,285,830$732,351$146,443$8,158,276

Credit Quality Indicators

From a credit risk standpoint, the Company rates its loans in one of five categories: (i) pass, (ii) special mention, (iii) substandard, (iv) doubtful or (v) loss (which are charged-off).

The ratings of loans reflect a judgment about the risks of default and loss associated with the loan. The Company reviews the ratings on our credits as part of our ongoing monitoring of the credit quality of our loan portfolio. Ratings are adjusted to reflect the degree of risk and loss that are felt to be inherent in each credit as of each reporting period. Our methodology is structured so that specific allocations are increased in accordance with deterioration in credit quality (and a corresponding increase in risk and loss) or decreased in accordance with improvement in credit quality (and a corresponding decrease in risk and loss).

The Company has several pass credit grades that are assigned to loans based on varying levels of credits, ranging from credits that are secured by cash or marketable securities, to watch credits that have all the characteristics of an acceptable credit risk but warrant more than the normal level of supervision.

Credits rated special mention show clear signs of financial weaknesses or deterioration in credit worthiness, however, such concerns are not so pronounced that the Company generally expects to experience significant loss within the short-term. Such credits typically maintain the ability to perform within standard credit terms and credit exposure is not as prominent as credits rated more harshly.

Credits rated substandard are those in which the normal repayment of principal and interest may be, or has been, jeopardized by reason of adverse trends or developments of a financial, managerial, economic or political nature, or important weaknesses exist in collateral. A protracted workout on these credits is a distinct possibility. Prompt corrective action is therefore required to strengthen the Company’s position, and/or to reduce exposure and to assure that adequate remedial measures are taken by the borrower. Credit exposure becomes more likely in such credits and a serious evaluation of the secondary support to the credit is performed.

Credits rated doubtful are those in which full collection of principal appears highly questionable, and which some degree of loss is anticipated, even though the ultimate amount of loss may not yet be certain and/or other factors exist which could affect collection of debt. Based upon available information, positive action by the Company is required to avert or minimize loss. Credits rated doubtful are generally also placed on nonaccrual.

The following table summarizes the Company’s loans held-for-investment by internal ratings, portfolio segments, and vintage year at March 31, 2026 (dollars in thousands):

March 31, 202620262025202420232022PriorRevolvingLoansAmortizedCost BasisTotal
Commercial & Industrial
Pass$183,340$541,594$163,724$86,217$87,541$52,080$—$1,114,496
Special mention1,2351,73873420038104—4,049
Substandard1,2957,9724,1734,5331,76711,646—31,386
Total$185,870$551,304$168,631$90,950$89,346$63,830$—$1,149,931
Municipal
Pass$66,737$129,898$29,342$22,544$64,473$62,499$—$375,493
Substandard————7258,255—8,980
Total$66,737$129,898$29,342$22,544$65,198$70,754$—$384,473
Agricultural
Pass$17,387$50,272$3,574$2,496$1,575$492$—$75,796
Special mention—1——27——28
Substandard4391181,110393221—1,759
Total$17,826$50,391$4,684$2,535$1,634$513$—$77,583
Construction & Development
Pass$177,586$667,843$120,812$77,930$48,933$50,259$1,676$1,145,039
Special mention—4,687—363———5,050
Substandard2,9317,7285,6132851,0591,332—18,948
Total$180,517$680,258$126,425$78,578$49,992$51,591$1,676$1,169,037
Farm
Pass$29,408$86,102$50,442$27,399$55,080$73,815$—$322,246
Special mention———120—80—200
Substandard—4893353793,5121,990—6,705
Total$29,408$86,591$50,777$27,898$58,592$75,885$—$329,151
Non-Owner Occupied CRE
Pass$43,550$167,560$118,090$43,780$227,267$186,026$—$786,273
Special mention1,9402432721,8692,819349—7,492
Substandard4706,9663,8812,4312,22116,037—32,006
Total$45,960$174,769$122,243$48,080$232,307$202,412$—$825,771
Owner Occupied CRE
Pass$76,048$221,325$149,309$88,661$230,666$299,725$—$1,065,734
Special mention1,9991,6489,6076499613,712—18,576
Substandard2352,7951,7113,56623,52515,972—47,804
Total$78,282$225,768$160,627$92,876$255,152$319,409$—$1,132,114
Residential
Pass$131,784$456,973$369,851$280,921$299,559$447,164$232,839$2,219,091
Special mention—8302,2201,28421,3743,1202,34631,174
Substandard8517,21210,05210,92119,75718,8534,18671,832
Total$132,635$465,015$382,123$293,126$340,690$469,137$239,371$2,322,097
Consumer Auto
Pass$110,120$334,846$185,268$55,119$51,387$11,706$—$748,446
Special mention—14—1537621—264
Substandard—815915981,040263—2,573
Total$110,120$334,941$185,859$55,870$52,503$11,990$—$751,283
Consumer Non-Auto
Pass$21,024$56,286$26,143$14,154$13,435$4,898$6,807$142,747
Special mention—9——814—31
Substandard—11211314435510078902
Total$21,024$56,407$26,256$14,298$13,798$5,012$6,885$143,680
Total Loans
Pass856,9842,712,6991,216,555699,2211,079,9161,188,664241,3227,995,361
Special mention5,1749,17012,8334,63825,3037,4002,34666,864
Substandard6,22133,47327,57922,89653,99374,4694,264222,895
Doubtful————————
Total Loans$868,379$2,755,342$1,256,967$726,755$1,159,212$1,270,533$247,932$8,285,120

The following table summarizes the Company’s loans held-for-investment by internal ratings, portfolio segments, and vintage year at December 31, 2025 (dollars in thousands):

December 31, 202520252024202320222021PriorRevolvingLoansAmortizedCost BasisTotal
Commercial & Industrial
Pass$638,287$188,647$100,264$94,870$33,180$36,190$—$1,091,438
Special mention2,194755229672129279—4,258
Substandard10,0644,3564,6771,43717061—20,765
Total$650,545$193,758$105,170$96,979$33,479$36,530$—$1,116,461
Municipal
Pass$143,286$31,910$22,971$70,735$9,760$63,822$—$342,484
Substandard—————17—17
Total$143,286$31,910$22,971$70,735$9,760$63,839$—$342,501
Agricultural
Pass$82,964$4,915$2,944$2,287$440$79$—$93,629
Special mention———34———34
Substandard6831,174483215620—2,113
Total$83,647$6,089$2,992$2,353$596$99$—$95,776
Construction & Development
Pass$763,232$177,570$86,079$54,158$43,936$11,484$1,323$1,137,782
Special mention1,490—368————1,858
Substandard9,8695,5675388931,27484—18,225
Total$774,591$183,137$86,985$55,051$45,210$11,568$1,323$1,157,865
Farm
Pass$91,475$57,560$31,535$56,390$52,887$30,364$—$320,211
Special mention————317193—510
Substandard8243503823,5413941,413—6,904
Total$92,299$57,910$31,917$59,931$53,598$31,970$—$327,625
Non-Owner Occupied CRE
Pass$176,298$133,099$55,849$234,494$108,478$88,590$—$796,808
Special mention—2741,8673,6513,164654—9,610
Substandard7,030—2,49891913,2622,689—26,398
Total$183,328$133,373$60,214$239,064$124,904$91,933$—$832,816
Owner Occupied CRE
Pass$224,659$163,786$96,918$244,128$151,923$177,168$—$1,058,582
Special mention1,6669,6906541,2613,974154—17,399
Substandard6181,9061,39424,5877,3078,815—44,627
Total$226,943$175,382$98,966$269,976$163,204$186,137$—$1,120,608
Residential
Pass$489,167$385,921$297,128$311,207$214,343$260,915$228,657$2,187,338
Special mention1,3602,0421,36721,6381,9601,2332,34631,946
Substandard4,9589,4009,42020,2455,21813,3103,99566,546
Total$495,485$397,363$307,915$353,090$221,521$275,458$234,998$2,285,830
Consumer Auto
Pass$371,849$212,013$65,985$62,910$14,234$2,068$—$729,059
Special mention416118985276—409
Substandard756076921,21327224—2,883
Total$371,965$212,681$66,866$64,208$14,533$2,098$—$732,351
Consumer Non-Auto
Pass$69,838$30,450$16,321$15,397$5,408$1,038$6,887$145,339
Special mention9——9—16—34
Substandard2129723639610014151,070
Total$70,059$30,547$16,557$15,802$5,508$1,068$6,902$146,443
Total Loans
Pass3,051,0551,385,871775,9941,146,576634,589671,718236,8677,902,670
Special mention6,76012,8224,67427,3509,5712,5352,34666,058
Substandard34,33323,45719,88553,26328,15326,4474,010189,548
Doubtful————————
Total Loans$3,092,148$1,422,150$800,553$1,227,189$672,313$700,700$243,223$8,158,276

The following tables summarize the Company's gross charge-offs by origination year and loan class for thethree-months ended March 31, 2026 and 2025:

(Dollars in thousands)20262025202420232022PriorRevolvingLoansAmortizedCost BasisTotal
Commercial & Industrial$—$28$125$6$9$70$—$238
Agricultural——40————40
Construction & development—————22—22
Owner occupied CRE—————150—150
Residential——4295—3—140
Auto—43761467617—358
Non-auto—8640919——226
Total Charge-Offs$—$157$323$338$94$262$—$1,174
(Dollars in thousands)20252024202320222021PriorRevolvingLoansAmortizedCost BasisTotal
Commercial & Industrial$—$—$52$20$—$19$—$91
Owner occupied CRE———175———175
Residential——102148———250
Auto—1103217819——339
Non-auto—1518202612—91
Total Charge-Offs$—$125$204$541$45$31$—$946

Modifications of receivables to debtors experiencing financial difficulty

The Company evaluates all loan restructurings, including restructurings for borrowers experiencing financial difficulty, to determine whether they result in a new loan or a continuation of an existing loan. In accordance with ASC 326, the Company only establishes a specific reserve for modifications to borrowers experiencing financial difficulty when the loan is identified as impaired. The effect of most modifications of loans made to borrowers experiencing financial difficulty is already included in the allowance for credit losses because of the measurement methodologies used to estimate the allowance. The Company adjusts the terms of loans for certain borrowers when it believes such changes will help its customers manage their loan obligations and increase the collectability of the loans.

During the three-months ended March 31, 2026 and 2025, respectively, loan modifications made to borrowers experiencing financial difficulty was insignificant.

Note 4 - Loans Held-for-Sale

Loans held-for-sale totaled$22,984,000 and$29,992,000 at March 31, 2026 and December 31, 2025, respectively. At March 31, 2026 and December 31, 2025,$4,848,000 and$4,561,000, respectively, are valued at the lower of cost or fair value, and the remaining amounts are valued under the fair value option.

These loans, which are sold on a servicing released basis, are valued using a market approach by utilizing either: (i) the fair value of the securities backed by similar mortgage loans, adjusted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to mortgage servicing and credit risk, (ii) current commitments to purchase loans or (iii) recent observable market trades for similar loans, adjusted for credit risk and other individual loan characteristics. As these prices are derived from market observable inputs, the Company classifies these valuations as Level 2 in the fair value disclosures (see Note 9). Interest income on mortgage loans held-for-sale is recognized based on the contractual rates and reflected in interest income on loans in the consolidated statements of earnings. The Company has no continuing ownership in any residential mortgage loans sold.

The Company originates certain mortgage loans for sale in the secondary market. The mortgage loan sales contracts contain indemnification clauses should the loans default, generally in the first three to six months, or if documentation is determined not to be in compliance with regulations. The Company’s historic losses as a result of these indemnities have been insignificant.

Note 5 - Derivative Financial Instruments

The Company enters into interest rate lock commitments (“IRLCs”) with customers to originate residential mortgage loans at a specific interest rate that are ultimately sold in the secondary market. These commitments, which contain fixed expiration dates, offer the borrower an interest rate guarantee provided the loan meets underwriting guidelines and closes within the timeframe established by the Company.

The Company purchases forward mortgage-backed securities contracts to manage the changes in fair value associated with changes in interest rates related to a portion of the IRLCs. These instruments are typically entered into at the time the IRLC is made in the aggregate.

The fair values of IRLCs are based on current secondary market prices for underlying loans and estimated servicing value with similar coupons, maturity and credit quality, subject to the anticipated loan funding probability (pull-through rate) net of estimated costs to originate the loan. The fair value of IRLCs is subject to change primarily due to changes in interest rates and the estimated pull-through rate. These commitments are classified as Level 3 in the fair value disclosures (see Note 9).

Forward mortgage-backed securities contracts are exchange-traded or traded within highly active dealer markets. In order to determine the fair value of these instruments, the Company utilizes the exchange price or dealer market price for the particular derivative contract and these instruments are therefore classified as Level 2 in the fair value disclosures (see Note 9). The estimated fair values are subject to change primarily due to changes in interest rates. The impact of these forward contracts is included in gain on sale and fees on mortgage loans in the statement of earnings.

These financial instruments are not designated as hedging instruments for accounting purposes. All derivatives are carried at fair value in either other assets or other liabilities and are reflected in the gain on sale and fees on mortgage loans in the consolidated statement of earnings.

The following tables provide the outstanding notional balances and fair values of outstanding derivative positions (dollars in thousands):

(Dollars in thousands)OutstandingNotionalBalanceAssetDerivativeFair ValueLiabilityDerivativeFair Value
March 31, 2026:
IRLCs$73,681$723$—
Forward mortgage-backed securities trades113,500515—
December 31, 2025:
IRLCs$38,185$579$—
Forward mortgage-backed securities trades70,500—132

Note 6 – Borrowings and Repurchase Agreements

Borrowings and repurchase agreements consisted of the following (dollars in thousands):

March 31,December 31,
20262025
Securities sold under agreements with customers to repurchase$67,946$62,956
Federal funds purchased1,250625
Other borrowings21,05621,055
Total$90,252$84,636

Securities sold under repurchase agreements are generally with significant customers of the Company that require short-term liquidity for their funds for which the Company pledges certain securities that have a fair value equal to at least the amount of the borrowings. The agreements mature daily and therefore the risk arising from a decline in the fair value of the collateral pledged is minimal. The securities pledged are mortgage-backed securities. These agreements do not include “right of set-off” provisions and therefore the Company does not offset such agreements for financial reporting purposes.

The Company renewed its loan agreement, effective June 30, 2025, with Frost Bank. Under the loan agreement, as renewed and amended, we are permitted to draw up to $50,000,000 on a revolving line of credit. There wasno outstanding balance under the line of credit as of March 31, 2026.

During 2021, the Company began investing in qualifying Community Development Entities ("CDE") under the federal New Market Tax Credits ("NMTC") program. See Note 7 for further discussion of our activity and related balances on the consolidated balance sheets, including $21,053,000 within other borrowings shown above.

Note 7 - Income Taxes

Income tax expense was$16,285,000 for the first quarter of 2026 as compared to$13,810,000 for the same period in 2025. The Company’s effective tax rates on pretax income were 18.54% and 18.38% for the first quarters of 2026 and 2025, respectively. The effective tax rates differ from the statutory federal tax rate of 21% primarily due to tax exempt interest income earned on certain investment securities and loans, the deductibility of dividends paid to our employee stock ownership plan, excess tax benefits for distributions under our deferred compensation plan and vesting of equity awards, New Market Tax Credits and Low Income Housing Tax Credits.

Low Income Housing Tax Credit Investments- The Company has investments in an affordable housing fund that will invest in real estate projects that qualify for the federal low-income housing tax credit ("LIHTC") program designed to promote private development of low income housing. The investments made by the fund will generate a return to the Company primarily through the realization of LIHTCs, and also through federal tax deductions generated from the ongoing operating losses from the investees of the fund. The Company's investment in the fund will be amortized through income tax expense using the proportional amortization method as related tax credits are utilized by the Company. The carrying values of investments in LIHTC's were$35,679,000 and$27,500,000 as of March 31, 2026 and December 31, 2025, respectively, and is included as a component of other assets on the consolidated balance sheets. Total unfunded contingent commitments related to the LIHTC investments totaled$30,622,000 and$21,114,000 at March 31, 2026 and December 31, 2025, respectively, a component of other liabilities on the consolidated balance sheets. The Company expects the remaining commitments to be funded by 2043. There were no impairment losses on the LIHTC investments during the three-months ended March 31, 2026 and 2025.

New Market Tax Credit Investments - During 2021, the Company began investing in qualifying CDEs under the federal NMTC program. NMTC investments are made through the third-party CDEs which are qualified through the U.S. Department of Treasury and receive periodic allocation of amounts under the NMTC program. NMTCs are generated from qualified investments by the CDEs utilizing equity investments made by a taxpayer, like the Company. Through these equity investments, the Company will receive the tax benefits from the NMTCs equal to 39% of the qualified investment from the CDE to qualifying eligible projects over a seven year period. The Company's equity investments in the CDEs is amortized using the proportional amortization method and related tax credits are allocated to the Company. At March 31, 2026 and December 31, 2025, the consolidated balance sheet of the Company included an$18,000,000 loan to the investee in loans and the$21,053,000 leveraged loan from the investee within other borrowings (see Note 6). At March 31, 2026 and December 31, 2025, the consolidated balance sheet of the Company included CDE investments in other assets of$22,801,000 and$23,128,000, respectively.

Note 8 - Stock Based Compensation

On April 27, 2021, the Company’s shareholders approved the 2021 Omnibus Stock and Incentive Plan (“2021 Plan”) and reserved 2,500,000 shares of the Company’s common stock for issuance under this plan. At March 31, 2026, the Company had 943,610 shares of stock remaining for issuance under the plan. The 2021 Plan supersedes all prior stock option and restricted stock plans with shares previously reserved for issuance under such plans cancelled.

Restricted Stock Units

Under the 2021 Plan, the Company grants restricted stock units under compensation arrangements for the benefit of employees and senior and executive officers. Restricted stock unit grants are subject to time-based vesting. The total number of restricted stock units granted represents the maximum number of restricted stock units eligible to vest based upon the service conditions set forth in the grant agreements. The following table summarizes information about the changes in restricted stock units for thethree-months ended March 31, 2026 and 2025.

For the Three-Months Ended March 31,
20262025
RestrictedStock UnitsOutstandingWeightedAverageGrant DateFair ValueRestrictedStock UnitsOutstandingWeightedAverageGrant DateFair Value
Balance at beginning of period81,707$34.9171,656$34.36
Grants————
Vesting————
Forfeited/expired(1,299)34.62(397)33.47
Balance at end of period80,408$34.9171,259$34.36

Performance Stock Units

Also under the 2021 Plan, the Company awards performance-based restricted stock units (“PSUs”) to employees and senior and executive officers. Under the terms of the award, the number of units that will vest and convert to shares of common stock will be based on the extent to which the Company achieves specific performance criteria during the fixed three-year performance period. The number of shares issued upon vesting will range from 0% to 200% of the PSUs granted. The PSUs vest at the end of athree-year period based on either 50% each on average adjusted earnings per share growth and return on average assets, or 100% return on average assets, as reported, adjusted for unusual gains/losses, merger expenses, and other items as approved by the compensation committee of the Company's board of directors. Performance for each period is measured relative to other U.S. publicly traded banks with $10 billion to $50 billion in assets. Compensation expense for the PSUs will be estimated each period based on the fair value of the stock at the grant date and the most probable outcome of the performance condition, adjusted for the passage of time within the vesting period of the awards.

The following table summarizes information about the changes in PSUs as of and for thethree-months ended March 31, 2026 and 2025.

For the Three-Months Ended March 31,
20262025
Performance-Based RestrictedStock UnitsOutstandingWeightedAverageGrant DateFair ValuePerformance-Based RestrictedStock UnitsOutstandingWeightedAverageGrant DateFair Value
Balance at beginning of period115,681$33.9396,206$35.83
Grants————
Performance adjustment (1)14,43729.5311,03147.19
Vesting(43,329)29.53(33,104)47.19
Forfeited/expired(1,268)35.48(614)32.59
Balance at end of period85,521$35.4073,519$32.45

(1)PSUs are presented as outstanding, granted and forfeited in the table above assuming targets are met and the awards pay out at 100%. PSU awards are settled with payouts ranging from 0% to 200% of the target award value based on the Company's performance relative to a predefined peer group over a fixed three-year performance period. The performance adjustment represents the difference in shares ultimately awarded due to performance attainment above or below target.

Restricted Stock Awards

Under the 2021 Plan, the Company grants restricted stock awards under compensation arrangements for the benefit of directors. Restricted stock awards are subject to time-based vesting. The total number of restricted stock awards granted represents the maximum number of shares of restricted stock eligible to vest based upon the service conditions set forth in the grant agreements.

The following table summarizes information about vested and unvested restricted stock.

For the Three-Months Ended March 31,
20262025
RestrictedStockOutstandingWeightedAverageGrant DateFair ValueRestrictedStockOutstandingWeightedAverageGrant DateFair Value
Balance at beginning of period24,876$33.7824,348$30.91
Grants————
Vesting————
Forfeited/expired————
Balance at end of period24,876$33.7824,348$30.91

The total fair value of restricted stock unit, performance stock unit, and restricted stock awards vested for the three-months ended March 31, 2026 and 2025, was$1,281,000 and$847,000, respectively.

The Company recorded restricted stock unit and performance-based restricted stock unit expense for employees of$939,000 and$1,066,000 for the three-months ended March 31, 2026 and 2025, respectively. The Company recorded director expense related to these restricted stock awards of$210,000 and$193,000, for the three-months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026 there was$4,894,000 of total unrecognized compensation cost related to unvested restricted stock units, performance-based restricted stock units, and restricted stock awards, which is expected to be recognized over a weighted-average period of 1.08 years. At March 31, 2026 and December 31, 2025, there was$179,000 and$199,000, respectively, accrued in other liabilities related to dividends declared to be paid upon vesting.

Stock Option Plans

Prior to the approval of the 2021 Plan, the 2012 Incentive Stock Option Plan (the “2012 Plan”) provided for the granting of options to employees of the Company at prices not less than market value at the date of the grant. The 2012 Plan provided that options granted vest and are exercisable aftertwo years from the date of grant and vest at a rate of 20% each year thereafter and have a 10-year term. The most recent grants from the 2021 Plan provided that 20% of the options granted vest and are exercisable after one year from the date of grant and the remaining options vest and are exercisable at a rate of 20% each year thereafter, or 33.3% of the options granted are vested and exercisable after one year from the date of the grant and the remaining options are vested and exercisable at a rate of 33.3% each year thereafter, and have a 10-year term. Shares are issued under the 2012 Plan and the 2021 Plan from available authorized shares.

An analysis of stock option activity for thethree-months ended March 31, 2026 is presented in the table and narrative below:

SharesWeighted-Average Ex. Price
Outstanding, December 31, 20251,545,453$34.10
Granted——
Exercised(25,500)21.18
Cancelled(32,358)36.26
Outstanding, March 31, 20261,487,59534.27
Exercisable, March 31, 2026927,487$32.64

The options outstanding at March 31, 2026 had exercise prices ranging between$21.18 and$48.91. Stock options have been adjusted retroactively for the effects of stock dividends and splits.

The Company grants incentive stock options for a fixed number of shares with an exercise price equal to the fair value of the shares at the date of grant to employees.

The Company recorded stock option expense totaling$753,000 and$669,000 for the three-months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, there was$3,869,000 of total unrecognized compensation cost related to unvested share-based compensation arrangements granted under the plans. That cost is expected to be recognized over a weighted-average period of 1.01 years. The total fair value of shares vested during the three-months ended March 31, 2026 and 2025 was$10,000 and$26,000, respectively.

Note 9 - Fair Value Disclosures

The authoritative accounting guidance for fair value measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability shall not be adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact.

The authoritative accounting guidance requires the use of valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement costs). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, the authoritative guidance establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 Inputs – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (for example, interest rates, volatilities, prepayment speeds, loss severities, credit risks and default rates) or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 Inputs – Significant unobservable inputs that reflect an entity’s own assumptions that market participants would use in pricing the assets or liabilities.

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.

In general, fair value is based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon internally developed models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. While management believes the Company’s valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Securities classified as available-for-sale and trading are reported at fair value utilizing Level 1 and Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include market spreads, cash flows, the United States Treasury yield curve, live trading levels, trade execution data, dealer quotes, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other items.

See Notes 4 and 5 related to the determination of fair value for loans held-for-sale, IRLCs and forward mortgage-backed securities trades.

There wereno transfers between Level 2 and Level 3 during thethree-months ended March 31, 2026 and 2025.

The following table summarizes the Company’s available-for-sale securities, loans held-for-sale, and derivatives which are measured at fair value on a recurring basis, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value (dollars in thousands):

March 31, 2026Level 1InputsLevel 2InputsLevel 3InputsTotal FairValue
Available-for-sale investment securities:
U.S. Treasury securities$19,962$—$—$19,962
Obligations of state and political subdivisions—1,729,722—1,729,722
Corporate bonds—68,429—68,429
Residential mortgage-backed securities—2,683,620—2,683,620
Commercial mortgage-backed securities—1,138,518—1,138,518
Other securities28,541——28,541
Total$48,503$5,620,289$—$5,668,792
Loans held-for-sale$—$18,136$—$18,136
IRLCs$—$—$723$723
Forward mortgage-backed securities trades$—$515$—$515
December 31, 2025Level 1InputsLevel 2InputsLevel 3InputsTotal FairValue
Available-for-sale investment securities:
U.S. Treasury securities$60,813$—$—$60,813
Obligations of state and political subdivisions—1,751,373—1,751,373
Corporate bonds—78,709—78,709
Residential mortgage-backed securities—2,611,410—2,611,410
Commercial mortgage-backed securities—989,238—989,238
Other securities22,570——22,570
Total$83,383$5,430,730$—$5,514,113
Loans held-for-sale$—$25,431$—$25,431
IRLCs$—$—$579$579
Forward mortgage-backed securities trades$—$(132)$—$(132)

The following table summarizes the Company’s loans held-for-sale at fair value and the net unrealized gains as of the balance sheet dates shown below (dollars in thousands):

March 31,December 31,
20262025
Unpaid principal balance on loans held-for-sale$17,937$24,654
Net unrealized gains on loans held-for-sale199777
Loans held-for-sale at fair value$18,136$25,431

The following table summarizes the Company’s gains on sale and fees of mortgage loans for thethree-months ended March 31, 2026 and 2025 (dollars in thousands):

Three-Months EndedMarch 31,
20262025
Realized gain on sale and fees on mortgage loans*$4,136$2,384
Change in fair value on loans held-for-sale and IRLCs(506)565
Change in forward mortgage-backed securities trades647(117)
Total gain on sale of mortgage loans$4,277$2,832
  • This includes gains on loans held-for-sale carried under the fair value method and lower of cost or market.

No residential mortgage loans held-for-sale were 90 days or more past due or considered nonaccrual as of March 31, 2026 or December 31, 2025. No credit losses were recognized on mortgage loans held-for-sale for thethree-months ended March 31, 2026 and 2025.

Certain non-financial assets and non-financial liabilities measured at fair value on a nonrecurring basis include other real estate owned, goodwill and other intangible assets, and other non-financial long-lived assets. Non-financial assets measured at fair value on a non-recurring basis during the three-months ended March 31, 2026 and 2025, respectively, include other real estate owned which, subsequent to their initial transfer to other real estate owned from loans, were re-measured at fair value through a write-down included in gain (loss) on sale of foreclosed assets. During the reported periods, all fair value measurements for foreclosed assets utilized Level 2 inputs based on observable market data, generally third-party appraisals, or Level 3 inputs based on customized discounting criteria. These appraisals are evaluated individually and discounted as necessary due to the age of the appraisal, lack of comparable sales, expected holding periods of property or special use type of the property. Such discounts vary by appraisal based on the above factors but generally range from 5% to 25% of the appraised value. Re-evaluation of other real estate owned is performed at least annually as required by regulatory guidelines or more often if particular circumstances arise. There wereno significant other real estate owned properties that were re-measured subsequent to their initial transfer to other real estate owned during thethree-months ended March 31, 2026 and 2025.

At March 31, 2026 and December 31, 2025, other real estate owned totaled$1,845,000 and$280,000, respectively.

The Company is required under current authoritative accounting guidance to disclose the estimated fair value of their financial instrument assets and liabilities including those subject to the requirements discussed above. For the Company, as for most financial institutions, substantially all of its assets and liabilities are considered financial instruments. Many of the Company’s financial instruments, however, lack an available trading market as characterized by a willing buyer and willing seller engaging in an exchange transaction.

The estimated fair value amounts of financial instruments have been determined by the Company using available market information and appropriate valuation methodologies. However, considerable judgment is required to interpret data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

In addition, reasonable comparability between financial institutions may not be likely due to the wide range of permitted valuation techniques and numerous estimates that must be made given the absence of active secondary markets for many of the financial instruments. This lack of uniform valuation methodologies also introduces a greater degree of subjectivity to these estimated fair values.

Cash and due from banks, federal funds sold, interest-bearing deposits in banks and accrued interest receivable and payable are liquid in nature and considered Levels 1 or 2 of the fair value hierarchy.

Financial instruments with stated maturities have been valued using a present value discounted cash flow with a discount rate approximating current market for similar assets and liabilities and are considered Levels 2 and 3 of the fair value hierarchy. Financial instrument liabilities with no stated maturities have an estimated fair value equal to both the amount payable on demand and the carrying value and are considered Level 1 of the fair value hierarchy.

The carrying value and the estimated fair value of the Company’s contractual off-balance-sheet unfunded lines of credit, loan commitments and letters of credit, which are generally priced at market at the time of funding, are not material.

The estimated fair values and carrying values of all financial instruments under current authoritative guidance were as follows (dollars in thousands).

March 31, · December 31,
2026 · 2025
Carrying ValueEstimatedFair ValueCarryingValueEstimatedFair ValueFair ValueHierarchy
Cash and due from banks$264,850$264,850$249,466$249,466Level 1
Federal funds sold14,07514,0751,5751,575Level 1
Interest-bearing demand deposits in banks458,203458,203826,947826,947Level 1
Available-for-sale securities5,668,7925,668,7925,514,1135,514,113Levels 1and 2
Loans held-for-investment, net of allowance for credit losses8,177,2028,139,5508,052,7408,061,186Level 3
Loans held-for-sale22,98423,13629,99230,163Level 2
Accrued interest receivable62,79962,79968,47068,470Level 2
Deposits with stated maturities896,980892,425900,554902,588Level 2
Deposits with no stated maturities12,348,25712,348,25712,444,97512,444,975Level 1
Repurchase Agreements67,94667,94662,95662,956Level 2
Borrowings22,30622,30621,68021,680Level 2
Accrued interest payable5,1205,1205,6735,673Level 2
IRLCs723723579579Level 3
Forward mortgage-backed securities trades asset (liability)515515(132)(132)Level 2
ContentsView on SEC.gov

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