First Guaranty Bancshares, Inc.
For the period ended Sep 30, 2025. Filed Nov 17, 2025.
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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.
Sep 30, 2025 · Filed Nov 17, 2025
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Notes to Unaudited Consolidated Financial Statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles. The consolidated financial statements and the footnotes of First Guaranty Bancshares, Inc. ("First Guaranty") thereto should be read in conjunction with the audited consolidated financial statements and note disclosures for First Guaranty previously filed with the Securities and Exchange Commission in First Guaranty's Annual Report on Form 10-K for the year ended December 31, 2024.
The consolidated financial statements include the accounts of First Guaranty Bancshares, Inc. and its wholly owned subsidiary First Guaranty Bank (the "Bank"). All significant intercompany balances and transactions have been eliminated in consolidation.
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary for a fair presentation of the consolidated financial statements. Those adjustments are of a normal recurring nature. The results of operations at September 30, 2025 and for the three and nine month periods ended September 30, 2025 and 2024 are not necessarily indicative of the results expected for the full year or any other interim period. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near-term relate to the determination of the allowance for credit losses, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, and the valuation of investment securities.
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Note 2. Recent Accounting Pronouncements
Accounting Standards Adopted in 2025
None.
Accounting Pronouncements Not Yet Adopted
ASU No. 2023-09, "Improvements to Tax Disclosures" ("ASU 2023-09") is intended to enhance the transparency and decision usefulness of income tax disclosures primarily through changes to the rate reconciliation and income taxes paid information. This update is effective for annual periods beginning after December 15, 2024, though early adoption is permitted. While we anticipate that the adoption of this standard will require additional disclosures, we do not expect it to have a material effect on First Guaranty's consolidated financial statements.
ASU 2024-03, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures" (ASU 2024-03") requires the disaggregation of certain expenses in the notes to the financial statements, to provide enhanced transparency into the expense captions presented on the face of the income statement. The amendments in ASU 2024-03 are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The amendments in this ASU may be applied either prospectively or retrospectively. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements.
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Note 3. Securities
A summary comparison of securities by type at September 30, 2025 and December 31, 2024 is shown below.
| September 30, 2025 · December 31, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) | Amortized Cost | GrossUnrealized Gains | GrossUnrealized Losses | Fair Value | Amortized Cost | Gross Unrealized Gains | GrossUnrealized Losses | Fair Value |
| Available for sale: | ||||||||
| U.S. Treasuries | $— | $— | $— | $— | $147,840 | $33 | $(93) | $147,780 |
| U.S. Government Agencies | — | — | — | — | — | — | — | — |
| Corporate debt securities | 8,300 | — | (245) | 8,055 | 12,250 | — | (668) | 11,582 |
| Municipal bonds | 17,723 | 190 | (460) | 17,453 | 21,736 | 220 | (339) | 21,617 |
| Collateralized mortgage obligations | 136,305 | 824 | (101) | 137,028 | 32,065 | — | (446) | 31,619 |
| Mortgage-backed securities | 210,545 | 1,637 | (383) | 211,799 | 70,430 | — | (1,931) | 68,499 |
| Total available for sale securities | $372,873 | $2,651 | $(1,189) | $374,335 | $284,321 | $253 | $(3,477) | $281,097 |
| Held to maturity: | ||||||||
| U.S. Government Agencies | $267,410 | $— | $(54,569) | $212,841 | $266,761 | $— | $(64,671) | $202,090 |
| Corporate debt securities | 55,153 | 6 | (3,434) | 51,725 | 55,011 | — | (5,643) | 49,368 |
| Total held to maturity securities | $322,563 | $6 | $(58,003) | $264,566 | $321,772 | $— | $(70,314) | $251,458 |
The scheduled maturities of securities at September 30, 2025, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities due to calls or prepayments. Mortgage-backed securities are not due at a single maturity because of amortization and potential prepayment of the underlying mortgages. For this reason, they are presented separately in the maturity table below:
| (in thousands) | Amortized Cost | Fair Value |
|---|---|---|
| Available for sale: | ||
| Due in one year or less | $3,564 | $3,572 |
| Due after one year through five years | 6,860 | 6,930 |
| Due after five years through 10 years | 13,394 | 13,022 |
| Over 10 years | 2,205 | 1,984 |
| Subtotal | 26,023 | 25,508 |
| Collateralized mortgage obligations | 136,305 | 137,028 |
| Mortgage-backed securities | 210,545 | 211,799 |
| Total available for sale securities | $372,873 | $374,335 |
| Held to maturity: | ||
| Due in one year or less | $— | $— |
| Due after one year through five years | 23,612 | 22,532 |
| Due after five years through 10 years | 118,949 | 106,441 |
| Over 10 years | 180,002 | 135,593 |
| Total held to maturity securities | $322,563 | $264,566 |
At September 30, 2025, $512.5 million of First Guaranty's securities were pledged to secure public funds deposits and borrowings. The pledged securities had a market value of $463.6 million as of September 30, 2025.
Accrued interest receivable on First Guaranty's investment securities was $3.5 million and $1.4 million at September 30, 2025 and December 31, 2024, respectively, and was included in accrued interest receivable on the consolidated balance sheet. First Guaranty had a $0.2 million allowance for credit losses related to the held to maturity portfolio at September 30, 2025 and December 31, 2024.
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The following is a summary of the fair value of securities with gross unrealized losses and an aging of those gross unrealized losses at September 30, 2025.
| Less Than 12 Months · 12 Months or More · Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | Numberof Securities | Fair Value | GrossUnrealizedLosses | Numberof Securities | Fair Value | GrossUnrealizedLosses | Numberof Securities | Fair Value | GrossUnrealized Losses |
| Available for sale: | |||||||||
| U.S. Treasuries | — | $— | $— | — | $— | $— | — | $— | $— |
| Corporate debt securities | 2 | 1,484 | (16) | 8 | 6,571 | (229) | 10 | 8,055 | (245) |
| Municipal bonds | 3 | 1,350 | (40) | 26 | 5,135 | (420) | 29 | 6,485 | (460) |
| Collateralized mortgage obligations | 9 | 42,883 | (101) | — | — | — | 9 | 42,883 | (101) |
| Mortgage-backed securities | 2 | 6,822 | (14) | 14 | 34,715 | (369) | 16 | 41,537 | (383) |
| Total available for sale securities | 16 | $52,539 | $(171) | 48 | $46,421 | $(1,018) | 64 | $98,960 | $(1,189) |
| Held to maturity: | |||||||||
| U.S. Government Agencies | — | $— | $— | 29 | $212,841 | $(54,569) | 29 | $212,841 | $(54,569) |
| Corporate debt securities | 1 | 897 | (73) | 55 | 50,502 | (3,361) | 56 | 51,399 | (3,434) |
| Total held to maturity securities | 1 | $897 | $(73) | 84 | $263,343 | $(57,930) | 85 | $264,240 | $(58,003) |
The following is a summary of the fair value of securities with gross unrealized losses and an aging of those gross unrealized losses at December 31, 2024.
| Less Than 12 Months · 12 Months or More · Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | Numberof Securities | Fair Value | GrossUnrealizedLosses | Numberof Securities | Fair Value | GrossUnrealized Losses | Numberof Securities | Fair Value | GrossUnrealized Losses |
| Available for sale: | |||||||||
| U.S. Treasuries | 2 | $48,615 | $(93) | — | $— | $— | 2 | $48,615 | $(93) |
| U.S. Government Agencies | — | — | — | — | — | — | — | — | — |
| Corporate debt securities | 2 | 1,965 | (35) | 12 | 9,617 | (633) | 14 | 11,582 | (668) |
| Municipal bonds | 2 | 505 | (4) | 34 | 5,406 | (335) | 36 | 5,911 | (339) |
| Collateralized mortgage obligations | 8 | 31,619 | (446) | — | — | — | 8 | 31,619 | (446) |
| Mortgage-backed securities | 15 | 65,089 | (1,721) | 6 | 3,410 | (210) | 21 | 68,499 | (1,931) |
| Total available for sale securities | 29 | $147,793 | $(2,299) | 52 | $18,433 | $(1,178) | 81 | $166,226 | $(3,477) |
| Held to maturity: | |||||||||
| U.S. Government Agencies | — | $— | $— | 29 | $202,090 | $(64,671) | 29 | $202,090 | $(64,671) |
| Corporate debt securities | 1 | 322 | (3) | 56 | 49,046 | (5,640) | 57 | 49,368 | (5,643) |
| Total held to maturity securities | 1 | $322 | $(3) | 85 | $251,136 | $(70,311) | 86 | $251,458 | $(70,314) |
As of September 30, 2025,149 of First Guaranty's debt securities had unrealized losses totaling 14.0% of the individual securities' amortized cost basis and 8.5% of First Guaranty's total amortized cost basis of the investment securities portfolio.132 of the 149 securities had been in a continuous loss position for over 12 months at such date. The 132 securities had an aggregate amortized cost basis of $368.7 million and an unrealized loss of $58.9 million at September 30, 2025. Management has the intent and ability to hold these debt securities until maturity or until anticipated recovery.
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Securities are evaluated for impairment from credit losses at least quarterly and more frequently when economic or market conditions warrant such evaluation. Consideration is given to (i) the extent to which the fair value has been less than cost, (ii) the financial condition and near-term prospects of the issuer, (iii) the recovery of contractual principal and interest and (iv) the intent and ability of First Guaranty to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.
Investment securities issued by the U.S. Government and Government sponsored enterprises with unrealized losses and the amount of unrealized losses on those investment securities that are the result of changes in market interest rates will not be credit impaired. First Guaranty has the ability and intent to hold these securities until recovery, which may not be until maturity.
Corporate debt securities in a loss position consist primarily of corporate bonds issued by businesses in the financial, insurance, utility, manufacturing, industrial, consumer products and oil and gas industries. There wereno held to maturity corporate securities with a credit related impairment loss at September 30, 2025. First Guaranty believes that the remaining issuers will be able to fulfill the obligations of these securities based on evaluations described above. First Guaranty has the ability and intent to hold these securities until they recover, which could be at their maturity dates.
There wereno charge-offs recognized on securities during the nine months ended September 30, 2025 and 2024. There wereno provisions for credit losses recognized on securities during the nine months ended September 30, 2025 and 2024.
For securities that have indications of credit related impairment, management analyzes future expected cash flows to determine if any credit related impairment is evident. Estimated cash flows are determined using management's best estimate of future cash flows based on specific assumptions. The assumptions used to determine the cash flows were based on estimates of loss severity and credit default probabilities. Management reviews reports from credit rating agencies and public filings of issuers.
At September 30, 2025, First Guaranty's exposure to bond issuers that exceeded 10% of shareholders' equity is below:
| (in thousands) | Amortized Cost | Fair Value |
|---|---|---|
| U.S. Government Treasuries (U.S.) | $— | $— |
| Federal Home Loan Bank (FHLB) | 32,381 | 27,130 |
| Federal Home Loan Mortgage Corporation (Freddie Mac-FHLMC) | 101,934 | 76,483 |
| Federal Farm Credit Bank (FFCB) | 139,592 | 115,615 |
| Government National Mortgage Association (Ginnie Mae-GNMA) | 201,795 | 203,136 |
| Total | $475,702 | $422,364 |
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Note 4. Loans
The following table summarizes the components of First Guaranty's loan portfolio as of September 30, 2025 and December 31, 2024:
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| (in thousands except for %) | Balance | As % of Category | Balance | As % of Category |
| Real Estate: | ||||
| Construction & land development | $231,156 | 10.1% | $330,048 | 12.2% |
| Farmland | 31,685 | 1.4% | 35,991 | 1.3% |
| 1- 4 Family | 441,017 | 19.3% | 450,371 | 16.7% |
| Multifamily | 137,582 | 6.0% | 165,121 | 6.1% |
| Non-farm non-residential | 1,003,198 | 43.9% | 1,159,842 | 42.9% |
| Total Real Estate | 1,844,638 | 80.7% | 2,141,373 | 79.2% |
| Non-Real Estate: | ||||
| Agricultural | 44,737 | 2.0% | 40,722 | 1.5% |
| Commercial and industrial | 227,077 | 9.9% | 257,518 | 9.5% |
| Commercial leases | 134,958 | 5.9% | 220,200 | 8.2% |
| Consumer and other | 34,763 | 1.5% | 42,267 | 1.6% |
| Total Non-Real Estate | 441,535 | 19.3% | 560,707 | 20.8% |
| Total Loans Before Unearned Income | 2,286,173 | 100.0% | 2,702,080 | 100.0% |
| Unearned income | (6,432) | (8,300) | ||
| Total Loans Net of Unearned Income | $2,279,741 | $2,693,780 | ||
Accrued interest receivable on First Guaranty's loans totaled $11.3 million and $13.4 million at September 30, 2025 and December 31, 2024, respectively, and is included in accrued interest receivable on the consolidated balance sheet. Accrued interest receivable is excluded from First Guaranty's estimate of the allowance for credit losses.
The following table summarizes fixed and floating rate loans by contractual maturity, excluding nonaccrual loans, as of September 30, 2025 and December 31, 2024 unadjusted for scheduled principal payments, prepayments, or repricing opportunities. The average life of the loan portfolio may be substantially less than the contractual terms when these adjustments are considered.
| September 30, 2025 · December 31, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) · Fixed · Floating · Total · Fixed · Floating · Total | ||||||||
| One year or less | $277,638 | $240,218 | $517,856 | $240,685 | $245,272 | $485,957 | ||
| More than one to five years | 273,194 | 163,476 | 436,670 | 501,800 | 256,720 | 758,520 | ||
| More than five to 15 years | 56,158 | 251,824 | 307,982 | 62,412 | 293,173 | 355,585 | ||
| Over 15 years | 340,514 | 568,886 | 909,400 | 358,727 | 634,762 | 993,489 | ||
| Subtotal | $947,504 | $1,224,404 | 2,171,908 | $1,163,624 | $1,429,927 | 2,593,551 | ||
| Nonaccrual loans | 114,265 | 108,529 | ||||||
| Total Loans Before Unearned Income | 2,286,173 | 2,702,080 | ||||||
| Unearned income | (6,432) | (8,300) | ||||||
| Total Loans Net of Unearned Income | $2,279,741 | $2,693,780 | ||||||
Included in floating rate loans are loans that adjust to a floating rate following an initial fixed rate period. The initial fixed rate periods are typicallyone, three, orfive years.
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The following tables present the age analysis of past due loans at September 30, 2025 and December 31, 2024:
| (in thousands) · 30-89 Days Past Due · 90 Days or Greater · Total Past Due · Current · Total Loans · Recorded Investment90 Days Accruing | |||||||
|---|---|---|---|---|---|---|---|
| Real Estate: | |||||||
| Construction & land development | $44 | $8,707 | $8,751 | $222,405 | $231,156 | $— | |
| Farmland | 4,284 | 2,777 | 7,061 | 24,624 | 31,685 | — | |
| 1- 4 family | 2,859 | 10,536 | 13,395 | 427,622 | 441,017 | — | |
| Multifamily | — | 23,998 | 23,998 | 113,584 | 137,582 | — | |
| Non-farm non-residential | 12,879 | 42,532 | 55,411 | 947,787 | 1,003,198 | — | |
| Total Real Estate | 20,066 | 88,550 | 108,616 | 1,736,022 | 1,844,638 | — | |
| Non-Real Estate: | |||||||
| Agricultural | 32 | 1,886 | 1,918 | 42,819 | 44,737 | — | |
| Commercial and industrial | 555 | 5,339 | 5,894 | 221,183 | 227,077 | — | |
| Commercial leases | — | 18,358 | 18,358 | 116,600 | 134,958 | — | |
| Consumer and other | 514 | 132 | 646 | 34,117 | 34,763 | — | |
| Total Non-Real Estate | 1,101 | 25,715 | 26,816 | 414,719 | 441,535 | — | |
| Total Loans Before Unearned Income | $21,167 | $114,265 | $135,432 | $2,150,741 | $2,286,173 | $— | |
| Unearned income | (6,432) | ||||||
| Total Loans Net of Unearned Income | $2,279,741 | ||||||
| (in thousands) · 30-89 Days Past Due · 90 Days or Greater · Total Past Due · Current · Total Loans · Recorded Investment90 Days Accruing | |||||||
|---|---|---|---|---|---|---|---|
| Real Estate: | |||||||
| Construction & land development | $1,562 | $11,018 | $12,580 | $317,468 | $330,048 | $7,394 | |
| Farmland | — | 2,619 | 2,619 | 33,372 | 35,991 | — | |
| 1- 4 family | 12,917 | 10,053 | 22,970 | 427,401 | 450,371 | — | |
| Multifamily | 199 | 27,542 | 27,741 | 137,380 | 165,121 | — | |
| Non-farm non-residential | 38,607 | 58,279 | 96,886 | 1,062,956 | 1,159,842 | 4,108 | |
| Total Real Estate | 53,285 | 109,511 | 162,796 | 1,978,577 | 2,141,373 | 11,502 | |
| Non-Real Estate: | |||||||
| Agricultural | 677 | 1,992 | 2,669 | 38,053 | 40,722 | — | |
| Commercial and industrial | 1,293 | 6,762 | 8,055 | 249,463 | 257,518 | — | |
| Commercial leases | — | 1,533 | 1,533 | 218,667 | 220,200 | — | |
| Consumer and other | 860 | 233 | 1,093 | 41,174 | 42,267 | — | |
| Total Non-Real Estate | 2,830 | 10,520 | 13,350 | 547,357 | 560,707 | — | |
| Total Loans Before Unearned Income | $56,115 | $120,031 | $176,146 | $2,525,934 | $2,702,080 | $11,502 | |
| Unearned income | (8,300) | ||||||
| Total Loans Net of Unearned Income | $2,693,780 | ||||||
The tables above include $114.3 million and $108.5 million of nonaccrual loans at September 30, 2025 and December 31, 2024, respectively. See the tables below for more detail on nonaccrual loans.
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The following is a summary of nonaccrual loans by class at the dates indicated:
| (in thousands) | With Related Allowance | Without Related Allowance | Total |
|---|---|---|---|
| Real Estate: | |||
| Construction & land development | $455 | $8,252 | $8,707 |
| Farmland | 2,777 | — | 2,777 |
| 1- 4 family | 9,859 | 677 | 10,536 |
| Multifamily | 6,527 | 17,471 | 23,998 |
| Non-farm non-residential | 20,579 | 21,953 | 42,532 |
| Total Real Estate | 40,197 | 48,353 | 88,550 |
| Non-Real Estate: | |||
| Agricultural | 970 | 916 | 1,886 |
| Commercial and industrial | 1,654 | 3,685 | 5,339 |
| Commercial leases | 17,391 | 967 | 18,358 |
| Consumer and other | 132 | — | 132 |
| Total Non-Real Estate | 20,147 | 5,568 | 25,715 |
| Total Nonaccrual Loans | $60,344 | $53,921 | $114,265 |
| (in thousands) | With Related Allowance | Without Related Allowance | Total |
|---|---|---|---|
| Real Estate: | |||
| Construction & land development | $697 | $2,927 | $3,624 |
| Farmland | 678 | 1,941 | 2,619 |
| 1- 4 family | 7,309 | 2,744 | 10,053 |
| Multifamily | 25,986 | 1,556 | 27,542 |
| Non-farm non-residential | 7,976 | 46,195 | 54,171 |
| Total Real Estate | 42,646 | 55,363 | 98,009 |
| Non-Real Estate: | |||
| Agricultural | 729 | 1,263 | 1,992 |
| Commercial and industrial | 1,724 | 5,038 | 6,762 |
| Commercial leases | — | 1,533 | 1,533 |
| Consumer and other | 233 | — | 233 |
| Total Non-Real Estate | 2,686 | 7,834 | 10,520 |
| Total Nonaccrual Loans | $45,332 | $63,197 | $108,529 |
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The following table presents First Guaranty's loan portfolio by credit quality classification and origination year as of the date indicated:
| Term Loans by Origination Year | ||||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | Prior | Revolving Loans | Total |
| Real Estate: | ||||||||
| Construction & land development: | ||||||||
| Pass | $8,327 | $17,053 | $80,999 | $53,065 | $6,148 | 1,631 | $7,198 | $174,421 |
| Special Mention | — | 1,750 | 164 | 11,045 | — | 127 | — | 13,086 |
| Substandard | 1,288 | — | 33,564 | 730 | 129 | — | 7,938 | 43,649 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Construction & land development | 9,615 | 18,803 | 114,727 | 64,840 | 6,277 | 1,758 | 15,136 | 231,156 |
| Current period gross charge-offs | — | — | — | 5,794 | — | — | — | 5,794 |
| Farmland | ||||||||
| Pass | 1,196 | 2,900 | 7,440 | 3,583 | 3,238 | 1,950 | 2,417 | 22,724 |
| Special Mention | — | 154 | — | 46 | — | 2,739 | — | 2,939 |
| Substandard | — | 2,864 | 381 | 22 | — | 2,755 | — | 6,022 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Farmland | 1,196 | 5,918 | 7,821 | 3,651 | 3,238 | 7,444 | 2,417 | 31,685 |
| Current period gross charge-offs | — | — | — | — | — | — | — | — |
| 1- 4 family | ||||||||
| Pass | 26,719 | 57,990 | 90,410 | 95,275 | 53,832 | 75,703 | 7,921 | 407,850 |
| Special Mention | 155 | 114 | 2,967 | 1,485 | 4,570 | 3,618 | 605 | 13,514 |
| Substandard | 2,111 | 21 | 4,675 | 4,256 | 2,394 | 5,757 | 135 | 19,349 |
| Doubtful | — | — | — | 76 | 63 | 91 | 74 | 304 |
| Total 1- 4 family | 28,985 | 58,125 | 98,052 | 101,092 | 60,859 | 85,169 | 8,735 | 441,017 |
| Current period gross charge-offs | — | — | — | 21 | 180 | 289 | — | 490 |
| Multifamily | ||||||||
| Pass | 3,000 | 439 | 8,218 | 41,765 | 5,308 | 6,439 | 1,970 | 67,139 |
| Special Mention | — | — | 254 | 4,982 | 41,209 | — | — | 46,445 |
| Substandard | — | — | 25 | 23,973 | — | — | — | 23,998 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Multifamily | 3,000 | 439 | 8,497 | 70,720 | 46,517 | 6,439 | 1,970 | 137,582 |
| Current period gross charge-offs | — | — | — | 10,430 | — | — | — | 10,430 |
| Non-farm non-residential | ||||||||
| Pass | 13,956 | 34,308 | 164,402 | 189,522 | 71,449 | 263,058 | 11,241 | 747,936 |
| Special Mention | 358 | 16,690 | 12,156 | 337 | 9,303 | 45,938 | 36,373 | 121,155 |
| Substandard | 754 | 11,191 | 24,353 | 25,839 | 30,439 | 36,963 | 4,503 | 134,042 |
| Doubtful | — | — | — | — | — | 65 | — | 65 |
| Total non-farm non-residential | 15,068 | 62,189 | 200,911 | 215,698 | 111,191 | 346,024 | 52,117 | 1,003,198 |
| Current period gross charge-offs | — | 9,432 | — | 33 | 80 | — | — | 9,545 |
| Total Real Estate | 57,864 | 145,474 | 430,008 | 456,001 | 228,082 | 446,834 | 80,375 | 1,844,638 |
| Non-Real Estate: | ||||||||
| Agricultural | ||||||||
| Pass | 1,706 | 1,736 | 1,720 | 3,140 | 2,807 | 3,417 | 20,946 | 35,472 |
| Special Mention | 70 | 103 | 74 | 1,882 | — | 202 | 341 | 2,672 |
| Substandard | — | 4 | 48 | 4,322 | 155 | 1,816 | 245 | 6,590 |
| Doubtful | — | — | — | — | — | 3 | — | 3 |
| Total Agricultural | 1,776 | 1,843 | 1,842 | 9,344 | 2,962 | 5,438 | 21,532 | 44,737 |
| Current period gross charge-offs | — | 169 | — | — | — | — | — | 169 |
| Commercial and industrial | ||||||||
| Pass | 51,175 | 15,922 | 15,908 | 6,119 | 29,952 | 14,433 | 64,379 | 197,888 |
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| Special Mention | 77 | 255 | 2,247 | 5,103 | 653 | 203 | 2,385 | 10,923 | |
|---|---|---|---|---|---|---|---|---|---|
| Substandard | 71 | 3,658 | 41 | 819 | 807 | 724 | 12,146 | 18,266 | |
| Doubtful | — | — | — | — | — | — | — | — | |
| Total Commercial and industrial | 51,323 | 19,835 | 18,196 | 12,041 | 31,412 | 15,360 | 78,910 | 227,077 | |
| Current period gross charge-offs | — | 122 | 492 | 260 | 158 | 23 | — | 1,055 | |
| Commercial leases | |||||||||
| Pass | 2,253 | 18,297 | 20,929 | 27,023 | 11,982 | — | — | 80,484 | |
| Special Mention | — | — | — | 1,295 | — | 54 | — | 1,349 | |
| Substandard | — | 17,187 | 26,778 | 967 | 8,193 | — | — | 53,125 | |
| Doubtful | — | — | — | — | — | — | — | — | |
| Total Commercial leases | 2,253 | 35,484 | 47,707 | 29,285 | 20,175 | 54 | — | 134,958 | |
| Current period gross charge-offs | — | 541 | — | 233 | — | — | — | 774 | |
| Consumer and other loans | |||||||||
| Pass | 5,874 | 3,986 | 11,932 | 1,866 | 1,711 | 8,836 | — | 34,205 | |
| Special Mention | — | — | 1 | 29 | 53 | 12 | — | 95 | |
| Substandard | — | 39 | 80 | 134 | 168 | 42 | — | 463 | |
| Doubtful | — | — | — | — | — | — | — | — | |
| Total Consumer and other loans | 5,874 | 4,025 | 12,013 | 2,029 | 1,932 | 8,890 | — | 34,763 | |
| Current period gross charge-offs | 209 | 169 | 209 | 265 | 171 | 81 | — | 1,104 | |
| Total Non-Real Estate | 61,226 | 61,187 | 79,758 | 52,699 | 56,481 | 29,742 | 100,442 | 441,535 | |
| Total Loans | |||||||||
| Pass | 114,206 | 152,631 | 401,958 | 421,358 | 186,427 | 375,467 | 116,072 | 1,768,119 | |
| Special Mention | 660 | 19,066 | 17,863 | 26,204 | 55,788 | 52,893 | 39,704 | 212,178 | |
| Substandard | 4,224 | 34,964 | 89,945 | 61,062 | 42,285 | 48,057 | 24,967 | 305,504 | |
| Doubtful | — | — | — | 76 | 63 | 159 | 74 | 372 | |
| Total Loans Before Unearned Income | $119,090 | $206,661 | $509,766 | $508,700 | $284,563 | $476,576 | $180,817 | $2,286,173 | |
| Unearned income | (6,432) | ||||||||
| Total Loans Net of Unearned Income | $2,279,741 | ||||||||
| Total Current Period Gross Charge-offs | $209 | $10,433 | $701 | $17,036 | $589 | $393 | $— | $29,361 | |
| Term Loans by Origination Year | ||||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | Revolving Loans | Total |
| Real Estate: | ||||||||
| Construction & land development: | ||||||||
| Pass | $18,411 | $110,178 | $135,554 | $17,703 | $1,728 | 4,422 | $12,734 | $300,730 |
| Special Mention | 609 | 16,956 | 91 | — | 81 | 64 | 30 | 17,831 |
| Substandard | — | 1,461 | 8,572 | 599 | 246 | 525 | — | 11,403 |
| Doubtful | — | — | — | 84 | — | — | — | 84 |
| Total Construction & land development | 19,020 | 128,595 | 144,217 | 18,386 | 2,055 | 5,011 | 12,764 | 330,048 |
| Current period gross charge-offs | — | — | 39 | — | — | — | — | 39 |
| Farmland | ||||||||
| Pass | 2,373 | 11,976 | 3,499 | 3,312 | 1,599 | 1,922 | 2,865 | 27,546 |
| Special Mention | 3,029 | — | 57 | — | 1,656 | 76 | — | 4,818 |
| Substandard | — | 381 | 27 | — | 2,592 | 627 | — | 3,627 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Farmland | 5,402 | 12,357 | 3,583 | 3,312 | 5,847 | 2,625 | 2,865 | 35,991 |
| Current period gross charge-offs | — | — | 258 | — | — | — | — | 258 |
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| 1- 4 family | ||||||||
|---|---|---|---|---|---|---|---|---|
| Pass | 62,044 | 98,098 | 101,780 | 63,313 | 36,285 | 47,263 | 9,896 | 418,679 |
| Special Mention | 431 | 1,644 | 1,775 | 326 | 2,383 | 2,320 | 1,039 | 9,918 |
| Substandard | — | 4,186 | 3,129 | 4,689 | 1,619 | 4,343 | 3,543 | 21,509 |
| Doubtful | — | — | 73 | — | — | 119 | 73 | 265 |
| Total 1- 4 family | 62,475 | 103,928 | 106,757 | 68,328 | 40,287 | 54,045 | 14,551 | 450,371 |
| Current period gross charge-offs | — | — | 174 | 59 | 5 | 796 | — | 1,034 |
| Multifamily | ||||||||
| Pass | 446 | 9,196 | 44,395 | 48,143 | 14,607 | 5,135 | 4,419 | 126,341 |
| Special Mention | — | — | 7,100 | 506 | — | 1,577 | — | 9,183 |
| Substandard | — | — | 28,041 | — | — | 1,556 | — | 29,597 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Multifamily | 446 | 9,196 | 79,536 | 48,649 | 14,607 | 8,268 | 4,419 | 165,121 |
| Current period gross charge-offs | — | — | — | — | — | — | — | — |
| Non-farm non-residential | ||||||||
| Pass | 68,227 | 202,084 | 250,338 | 95,588 | 96,967 | 251,914 | 38,698 | 1,003,816 |
| Special Mention | — | 4,390 | 354 | 8,509 | 1,067 | 34,467 | 9,208 | 57,995 |
| Substandard | 11,356 | 9,213 | 32,688 | 37,181 | 916 | 2,917 | 3,694 | 97,965 |
| Doubtful | — | — | — | — | 66 | — | — | 66 |
| Total non-farm non-residential | 79,583 | 215,687 | 283,380 | 141,278 | 99,016 | 289,298 | 51,600 | 1,159,842 |
| Current period gross charge-offs | — | 3,793 | 1,031 | 3,009 | 331 | 836 | — | 9,000 |
| Total Real Estate | 166,926 | 469,763 | 617,473 | 279,953 | 161,812 | 359,247 | 86,199 | 2,141,373 |
| Non-Real Estate: | ||||||||
| Agricultural | ||||||||
| Pass | 2,102 | 2,766 | 7,815 | 2,904 | 1,142 | 5,676 | 13,130 | 35,535 |
| Special Mention | 18 | 74 | 1,793 | 10 | 132 | 112 | 91 | 2,230 |
| Substandard | 169 | 51 | — | 663 | 128 | 1,915 | 12 | 2,938 |
| Doubtful | — | — | — | — | — | 19 | — | 19 |
| Total Agricultural | 2,289 | 2,891 | 9,608 | 3,577 | 1,402 | 7,722 | 13,233 | 40,722 |
| Current period gross charge-offs | — | — | — | 33 | — | — | — | 33 |
| Commercial and industrial | ||||||||
| Pass | 27,172 | 26,410 | 19,230 | 39,601 | 30,833 | 13,946 | 80,769 | 237,961 |
| Special Mention | 4,082 | 660 | 78 | 91 | 38 | 80 | 306 | 5,335 |
| Substandard | 25 | 59 | 815 | 939 | 193 | 1,229 | 10,962 | 14,222 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Commercial and industrial | 31,279 | 27,129 | 20,123 | 40,631 | 31,064 | 15,255 | 92,037 | 257,518 |
| Current period gross charge-offs | 185 | 702 | 913 | 563 | 2,168 | 342 | — | 4,873 |
| Commercial leases | ||||||||
| Pass | 48,856 | 61,057 | 47,140 | 38,027 | 3,554 | 398 | — | 199,032 |
| Special Mention | — | — | 18,153 | — | — | — | — | 18,153 |
| Substandard | — | — | 3,015 | — | — | — | — | 3,015 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Commercial leases | 48,856 | 61,057 | 68,308 | 38,027 | 3,554 | 398 | — | 220,200 |
| Current period gross charge-offs | — | — | — | — | — | — | — | — |
| Consumer and other loans | ||||||||
| Pass | 8,457 | 14,710 | 4,083 | 3,257 | 4,467 | 6,262 | — | 41,236 |
| Special Mention | — | 29 | 42 | 98 | 26 | — | — | 195 |
| Substandard | 96 | 176 | 276 | 221 | 29 | 38 | — | 836 |
| Doubtful | — | — | — | — | — | — | — | — |
| Total Consumer and other loans | 8,553 | 14,915 | 4,401 | 3,576 | 4,522 | 6,300 | — | 42,267 |
| Current period gross charge-offs | 438 | 802 | 1,013 | 693 | 283 | 125 | — | 3,354 |
| Total Non-Real Estate | 90,977 | 105,992 | 102,440 | 85,811 | 40,542 | 29,675 | 105,270 | 560,707 |
| Total Loans | ||||||||
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| Pass | 238,088 | 536,475 | 613,834 | 311,848 | 191,182 | 336,938 | 162,511 | 2,390,876 | |
|---|---|---|---|---|---|---|---|---|---|
| Special Mention | 8,169 | 23,753 | 29,443 | 9,540 | 5,383 | 38,696 | 10,674 | 125,658 | |
| Substandard | 11,646 | 15,527 | 76,563 | 44,292 | 5,723 | 13,150 | 18,211 | 185,112 | |
| Doubtful | — | — | 73 | 84 | 66 | 138 | 73 | 434 | |
| Total Loans Before Unearned Income | $257,903 | $575,755 | $719,913 | $365,764 | $202,354 | $388,922 | $191,469 | $2,702,080 | |
| Unearned income | (8,300) | ||||||||
| Total Loans Net of Unearned Income | $2,693,780 | ||||||||
| Total Current Period Gross Charge-offs | $623 | $5,297 | $3,428 | $4,357 | $2,787 | $2,099 | $— | $18,591 | |
-22-
Note 5. Allowance for Credit Losses on Loans
A summary of changes in the allowance for credit losses, by portfolio type, for the nine months ended September 30, 2025 and 2024 are as follows:
| For the Nine Months Ended September 30, | |||||
|---|---|---|---|---|---|
| (in thousands) | Beginning Allowance (12/31/2024) | Charge-offs | Recoveries | Provision | Ending Allowance (9/30/2025) |
| Real Estate: | |||||
| Construction & land development | $3,930 | $(5,794) | $— | $5,673 | $3,809 |
| Farmland | 50 | — | — | 137 | 187 |
| 1- 4 family | 9,243 | (490) | 29 | 3,084 | 11,866 |
| Multifamily | 3,949 | (10,430) | — | 7,474 | 993 |
| Non-farm non-residential | 11,531 | (9,545) | 19 | 18,302 | 20,307 |
| Total Real Estate | 28,703 | (26,259) | 48 | 34,670 | 37,162 |
| Non-Real Estate: | |||||
| Agricultural | 204 | (169) | 1 | 170 | 206 |
| Commercial and industrial | 1,994 | (1,055) | 187 | 4,470 | 5,596 |
| Commercial leases | 1,719 | (774) | — | 39,884 | 40,829 |
| Consumer and other | 1,337 | (1,104) | 426 | 301 | 960 |
| Unallocated | 854 | — | — | 106 | 960 |
| Total Non-Real Estate | 6,108 | (3,102) | 614 | 44,931 | 48,551 |
| Total Loans | $34,811 | $(29,361) | $662 | $79,601 | $85,713 |
| Unfunded lending commitments | 1,210 | — | — | (510) | 700 |
| Total | $36,021 | $(29,361) | $662 | $79,091 | $86,413 |
| For the Nine Months Ended September 30, | |||||
|---|---|---|---|---|---|
| (in thousands) | Beginning Allowance (12/31/2023) | Charge-offs | Recoveries | Provision | Ending Allowance (9/30/2024) |
| Real Estate: | |||||
| Construction & land development | $5,845 | $(39) | $1 | $(954) | $4,853 |
| Farmland | 36 | (258) | — | 272 | 50 |
| 1- 4 family | 6,653 | (939) | 13 | 1,990 | 7,717 |
| Multifamily | 1,614 | — | — | (156) | 1,458 |
| Non-farm non-residential | 10,596 | (5,047) | 45 | 8,065 | 13,659 |
| Total Real Estate | 24,744 | (6,283) | 59 | 9,217 | 27,737 |
| Non-Real Estate: | |||||
| Agricultural | 97 | (33) | 26 | 174 | 264 |
| Commercial and industrial | 2,711 | (4,521) | 157 | 3,251 | 1,598 |
| Commercial leases | 1,948 | — | — | 147 | 2,095 |
| Consumer and other | 1,426 | (2,837) | 474 | 2,524 | 1,587 |
| Unallocated | — | — | — | — | — |
| Total Non-Real Estate | 6,182 | (7,391) | 657 | 6,096 | 5,544 |
| Total Loans | $30,926 | $(13,674) | $716 | $15,313 | $33,281 |
| Unfunded lending commitments | 2,810 | — | — | (1,300) | 1,510 |
| Total | $33,736 | $(13,674) | $716 | $14,013 | $34,791 |
Negative provisions are caused by changes in the composition and credit quality of the loan portfolio and by recoveries. The result is an allocation of the credit loss reserve from one category to another.
-23-
A summary of the allowance along with loans and leases individually and collectively evaluated are as follows:
| (in thousands) · AllowanceIndividuallyEvaluated · AllowanceCollectively Evaluated · Total Allowancefor Credit Losses · LoansIndividuallyEvaluated · LoansCollectivelyEvaluated · Total LoansbeforeUnearned Income | |||||||
|---|---|---|---|---|---|---|---|
| Real Estate: | |||||||
| Construction & land development | $566 | $3,243 | $3,809 | $19,081 | $212,075 | $231,156 | |
| Farmland | 70 | 117 | 187 | 2,543 | 29,142 | 31,685 | |
| 1- 4 family | 857 | 11,009 | 11,866 | 7,867 | 433,150 | 441,017 | |
| Multifamily | 148 | 845 | 993 | 23,973 | 113,609 | 137,582 | |
| Non-farm non-residential | 10,635 | 9,672 | 20,307 | 66,651 | 936,547 | 1,003,198 | |
| Total Real Estate | 12,276 | 24,886 | 37,162 | 120,115 | 1,724,523 | 1,844,638 | |
| Non-Real Estate: | |||||||
| Agricultural | — | 206 | 206 | 915 | 43,822 | 44,737 | |
| Commercial and industrial | 3,534 | 2,062 | 5,596 | 8,403 | 218,674 | 227,077 | |
| Commercial leases | 39,739 | 1,090 | 40,829 | 52,921 | 82,037 | 134,958 | |
| Consumer and other | — | 960 | 960 | — | 34,763 | 34,763 | |
| Unallocated | — | 960 | 960 | — | — | — | |
| Total Non-Real Estate | 43,273 | 5,278 | 48,551 | 62,239 | 379,296 | 441,535 | |
| Total | $55,549 | $30,164 | $85,713 | $182,354 | $2,103,819 | 2,286,173 | |
| Unearned Income | (6,432) | ||||||
| Total Loans Net of Unearned Income | $2,279,741 | ||||||
$146.3 million of loans individually evaluated for impairment as of September 30, 2025 were considered collateral dependent loans.
| (in thousands) · AllowanceIndividuallyEvaluated · AllowanceCollectively Evaluated · Total Allowancefor Credit Losses · LoansIndividuallyEvaluated · LoansCollectivelyEvaluated · Total LoansbeforeUnearned Income | |||||||
|---|---|---|---|---|---|---|---|
| Real Estate: | |||||||
| Construction & land development | $403 | $3,527 | $3,930 | $10,724 | $319,324 | $330,048 | |
| Farmland | — | 50 | 50 | 2,973 | 33,018 | 35,991 | |
| 1- 4 family | 430 | 8,813 | 9,243 | 3,174 | 447,197 | 450,371 | |
| Multifamily | 2,942 | 1,007 | 3,949 | 27,516 | 137,605 | 165,121 | |
| Non-farm non-residential | 1,229 | 10,302 | 11,531 | 54,201 | 1,105,641 | 1,159,842 | |
| Total Real Estate | 5,004 | 23,699 | 28,703 | 98,588 | 2,042,785 | 2,141,373 | |
| Non-Real Estate: | |||||||
| Agricultural | 129 | 75 | 204 | 2,151 | 38,571 | 40,722 | |
| Commercial and industrial | 3 | 1,991 | 1,994 | 5,194 | 252,324 | 257,518 | |
| Commercial leases | — | 1,719 | 1,719 | 3,015 | 217,185 | 220,200 | |
| Consumer and other | — | 1,337 | 1,337 | — | 42,267 | 42,267 | |
| Unallocated | — | 854 | 854 | — | — | — | |
| Total Non-Real Estate | 132 | 5,976 | 6,108 | 10,360 | 550,347 | 560,707 | |
| Total | $5,136 | $29,675 | $34,811 | $108,948 | $2,593,132 | 2,702,080 | |
| Unearned Income | (8,300) | ||||||
| Total loans net of unearned income | $2,693,780 | ||||||
All loans individually evaluated for impairment as of December 31, 2024 were considered collateral dependent loans.
As of September 30, 2025 and December 31, 2024, First Guaranty had loans totaling $114.3 million and $108.5 million, respectively, not accruing interest. First Guaranty hadno loans past due 90 days or more and still accruing interest as of September 30, 2025 as compared to $11.5 million as of December 31, 2024. The average outstanding balance of nonaccrual loans for the nine months ended September 30, 2025 was $121.3 million compared to $63.4 million for the year ended December 31, 2024.
-24-
The Bank held loans that were individually evaluated for impairment at September 30, 2025 for which the repayment, on the basis of the assessment at the reporting date, is expected to be provided substantially though the operation or sale of the collateral and the borrower is experiencing financial difficulty. The Allowance for Credit Losses for these collateral-dependent loans is primarily based on the fair value of the underlying collateral at the reporting date. The following describes the type of collateral that secure collateral dependent loans:
Residential real estate loans are primarily secured by first liens on residential real estate.
Commercial real estate loans are primarily secured by office and industrial buildings, warehouses, retail shopping facilities and various special purpose properties, including hotels and restaurants.
Construction and land loans are primarily secured by residential and commercial properties, which are under construction and/or redevelopment, and by raw land.
Commercial loans are primarily secured by accounts receivable, inventory and equipment.
Agriculture loans are primarily secured by farmland and equipment.
Loan Modifications Made to Borrowers Experiencing Financial Difficulty
Occasionally, the Bank modifies loans to borrowers in financial distress by providing certain concessions, such as principal forgiveness, term extension, an other-than-insignificant payment delay, interest only for a specified period of time, an interest rate reduction, or a combination of such concessions. When principal forgiveness is provided, the amount of forgiveness is charged-off against the allowance for credit losses. Upon the Bank’s determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or portion of the loan) is charged-off. Reportable modifications to borrowers experiencing financial difficulty (MEFD) during the nine months ended September 30, 2025 consisted of a $17.6 million term extension. The Bank hadno unfunded commitments to borrowers whose terms have been modified as a reportable MEFD as of September 30, 2025.
As of September 30, 2025, there have been $1.0 million in loans that were modified with in the previous 12 months for which there has been payment default during the period.
-25-
Note 6. Goodwill and Other Intangible Assets
Goodwill and intangible assets deemed to have indefinite lives are no longer amortized but are subject to impairment testing. The Company is required to conduct testing of goodwill impairment periodically (at least annually) and upon the occurrence of certain triggering events, which are events or circumstances that make it more likely than not that the fair value of its goodwill is below its carrying amount. The Company performed a quantitative impairment test as of September 30, 2025, using a combination of market and income approaches, including the guideline public company method, guideline precedent transaction method, and discounted cash flow analysis, which was triggered by the Company's stock price trading below book value and the recent increase in credit provisions. Based on the results of the test, the Company concluded the goodwill of $12.9 million was impaired; therefore, a one-time non-cash impairment charge was recorded.
Other intangible assets continue to be amortized over their useful lives. Loan servicing assets totaled $0.3 million at September 30, 2025 and $0.4 million at December 31, 2024. Other intangible assets recorded include core deposit intangibles, which are subject to amortization. The weighted-average amortization period remaining for First Guaranty's core deposit intangibles is 3.5 years at September 30, 2025. The core deposits intangible reflect the value of deposit relationships, including the beneficial rates, which arose from acquisitions.
Note 7. Other Real Estate (ORE)
Other real estate owned consists of the following at the dates indicated:
| (in thousands) | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Other Real Estate Owned: | ||
| Residential | $234 | $226 |
| Construction & land development | 8,545 | 3 |
| Non-farm non-residential | 3,271 | 90 |
| Total Other Real Estate Owned | 12,050 | 319 |
| Allowance for Other Real Estate Owned losses | — | — |
| Net Other Real Estate Owned | $12,050 | $319 |
During the quarter ended September 30, 2025, First Guaranty transferred $4.4 million of existing bank owned properties previously used as either operating branches or future branch development to other real estate owned. The Bank plans to sell these properties.
Loans secured by one-to-four family residential properties in the process of foreclosure totaled $1.6 million as of September 30, 2025.
Note 8. Borrowings
During the quarter ended June 30, 2025, First Guaranty entered into an Exchange Agreement which provided for the exchange of certain floating rate subordinated debt due June 21, 2032, in the principal amount of $15.0 million, held by a related party for 1,981,506 shares of newly issued common stock of First Guaranty.
First Guaranty also entered into the amendments to the promissory note for the senior debt owed to a related party and subordinated note to a related party which allows First Guaranty to make payment of interest either in cash or shares of common stock for the period June 30, 2025 through March 31, 2026.
As of March 31, 2025, First Guaranty was not in compliance withone financial covenant under its credit agreement for its senior debt. First Guaranty’s adjusted Texas Ratio exceeded 35% at March 31, 2025. As a result, the interest rate on the senior loan was increased byone percent to 8.0% for the second quarter of 2025. The lender has provided a waiver for this covenant breach effective June 30, 2025 through March 31, 2026.
First Guaranty issued 31,701 shares of common stock for payment in kind ("PIK") interest due on the senior debt for the quarter ended September 30, 2025. First Guaranty issued 78,571 shares of common stock as PIK payments of interest on a $30.0 million subordinated debt for the quarter ended September 30, 2025.
-26-
Note 9. Commitments and Contingencies
Off-balance sheet commitments
First Guaranty is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers and to reduce its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit and standby and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The contract or notional amounts of those instruments reflect the extent of the involvement in particular classes of financial instruments.
The exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby and commercial letters of credit is represented by the contractual notional amount of those instruments. The same credit policies are used in making commitments and conditional obligations as it does for balance sheet instruments. Unless otherwise noted, collateral or other security is not required to support financial instruments with credit risk.
Below is a summary of the notional amounts of the financial instruments with off-balance sheet risk at September 30, 2025 and December 31, 2024:
Contract Amount
| (in thousands) | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Commitments to Extend Credit | $54,450 | $134,178 |
| Unfunded Commitments under lines of credit | $171,167 | $186,006 |
| Commercial and Standby letters of credit | $18,413 | $13,576 |
Allowance For Credit Losses - Off- Balance-Sheet Credit Exposures
The provision for credit losses on unfunded commitments was a reversal of $0.5 million and $1.3 million for the nine months ended September 30, 2025 and September 30, 2024, respectively. The ACL on off-balance-sheet credit exposures total $0.7 million at September 30, 2025 and $1.2 million at December 31, 2024 and is included in other liabilities on the accompanying consolidated balance sheets.
Litigation
First Guaranty is subject to various legal proceedings in the normal course of its business. First Guaranty assesses its liabilities and contingencies in connection with outstanding legal proceedings. Where it is probable that First Guaranty will incur a loss and the amount of the loss can be reasonably estimated, First Guaranty records a liability in its consolidated financial statements. First Guaranty does not record a loss if the loss is not probable or the amount of the loss is not estimable. First Guaranty Bank is a defendant in a lawsuit alleging fault for a loss of funds by a customer related to fraud by a third party with a possible loss range of $0.0 million to $1.5 million. The Bank denies the allegations and intends to vigorously defend against this lawsuit, which is in early stages and no trial date has been set. No accrued liability has been recorded related to this lawsuit. In the opinion of management, neither First Guaranty nor First Guaranty Bank is currently involved in such legal proceedings, either individually or in the aggregate, that the resolution is expected to have a material adverse effect on First Guaranty’s consolidated results of operations, financial condition, or cash flows. However, one or more unfavorable outcomes in these ordinary claims or litigation against First Guaranty or First Guaranty Bank could have a material adverse effect for the period in which they are resolved. In addition, regardless of their merits or ultimate outcomes, such matters are costly, divert management’s attention, and may materially and adversely affect the reputation of First Guaranty and First Guaranty Bank, even if resolved favorably.
-27-
Note 10. Leases
First Guaranty’s primary leasing activities relate to certain real estate leases of a portion of the main office, certain branches, and certain ATM locations. These leases have all been designated as operating leases. First Guaranty does not lease equipment under operating leases, and does not have leases designated as financing leases.
On June 28, 2024 First Guaranty sold three properties owned by it, two stand-alone branches and a portion of the headquarters building which also contains a branch, to a partnership owned by certain directors of First Guaranty. The aggregate purchase price was approximately $14.7 million. All of the properties are located in Louisiana.
First Guaranty recorded operating right-of-use ("ROU") assets and corresponding lease liabilities of $11.5 million and $11.5 million, respectively.
First Guaranty concurrently entered into absolute net lease agreements with the partnership under which First Guaranty will lease each of the properties. Each of the lease agreements has an initial term of 15 years with specified renewal options. Annual payments due under the leases total approximately $1.3 million. The sale-leaseback transaction resulted in a pre-tax gain of approximately $13.3 million.
Information concerning First Guaranty’s leases is as follows:
| Nine Months EndedSeptember 30, 2025 | Nine Months EndedSeptember 30, 2024 | |
|---|---|---|
| Weighted-average lease term (in years) | 13.5 | 14.5 |
| Weighted-average discount rate | 7.9% | 7.9% |
First Guaranty’s operating lease ROU assets were $11.2 million and $11.6 million at September 30, 2025 and December 31, 2024, respectively, and the related operating lease liabilities were $11.3 million and $11.6 million, respectively. The ROU asset is included in Other Assets on the balance sheet, and the related operating lease liabilities are included in Other liabilities.
Operating lease expense, including short-term leases, is included in occupancy expense in the amount of $1.3 million and $0.6 million for the nine months ended September 30, 2025 and 2024, respectively. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Cash payment for amounts included in the measurement of lease liabilities of $1.1 million and $0.4 million were included in operating cash flows for the respective nine- periods.
The following table reports minimum lease payments under non-cancelable operating leases at September 30, 2025:
| (in thousands) | |
|---|---|
| 2025 | $352 |
| 2026 | 1,406 |
| 2027 | 1,406 |
| 2028 | 1,351 |
| 2029 | 1,307 |
| Thereafter | 12,797 |
| Total lease payments | 18,619 |
| Less: interest | (7,332) |
| Present value of lease liabilities | $11,287 |
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Note 11. Fair Value Measurements
The fair value of a financial instrument is the current amount 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. Valuation techniques use certain inputs to arrive at fair value. Inputs to valuation techniques are the assumptions that market participants would use in pricing the asset or liability. They may be observable or unobservable. First Guaranty uses 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 market 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 might 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 (such as interest rates, volatilities, prepayment speeds or credit risks) or inputs that are derived principally from or corroborated by market data by correlation or other means.
Level 3 Inputs – Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity's own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.
A description of the valuation methodologies used for instruments measured at fair value follows, as well as the classification of such instruments within the valuation hierarchy.
Securities available for sale. Securities are classified within Level 1 where quoted market prices are available in an active market. Inputs include securities that have quoted prices in active markets for identical assets. If quoted market prices are unavailable, fair value is estimated using quoted prices of securities with similar characteristics, at which point the securities would be classified within Level 2 of the hierarchy. Securities classified within Level 3 in First Guaranty's portfolio as of September 30, 2025 includes corporate debt and municipal securities.
Loan individually evaluated for impairment. Fair value is measured by either the fair value of the collateral if the loan is collateral dependent (Level 2 or Level 3), or the present value of expected future cash flows, discounted at the loan's effective interest rate (Level 3). Fair value of the collateral is determined by appraisals or by independent valuation.
Other real estate owned. Properties are recorded at the balance of the loan or at estimated fair value less estimated selling costs, whichever is less, at the date acquired. Fair values of other real estate owned ("OREO") are determined by sales agreement or appraisal, and costs to sell are based on estimation per the terms and conditions of the sales agreement or amounts commonly used in real estate transactions. Inputs include appraisal values or recent sales activity for similar assets in the property's market; thus, OREO measured at fair value would be classified within either Level 2 or Level 3 of the hierarchy. First Guaranty transferred $4.4 million of existing bank owned properties previously used as either operating branches or future branch development to other real estate owned. The Bank plans to sell these properties. The properties are included in Level 2 as of September 30, 2025.
Certain non-financial assets and non-financial liabilities are measured at fair value on a non-recurring basis including assets and liabilities related to reporting units measured at fair value in the testing of goodwill impairment, as well as intangible assets and other non-financial long-lived assets measured at fair value for impairment assessment.
The following table summarizes financial assets measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:
| (in thousands) | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Available for Sale Securities Fair Value Measurements Using: | ||
| Level 1: Quoted Prices in Active Markets For Identical Assets | $— | $147,780 |
| Level 2: Significant Other Observable Inputs | 368,586 | 127,222 |
| Level 3: Significant Unobservable Inputs | 5,749 | 6,095 |
| Securities available for sale measured at fair value | $374,335 | $281,097 |
First Guaranty's valuation methodologies may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. While the methodologies used 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.
The change in Level 1 securities available for sale from December 31, 2024 to September 30, 2025 was due to a net decrease in Treasury bills of $147.8 million. There were no transfers between Level 2 and Level 3 from December 31, 2024 to September 30, 2025. There were no transfers between Level 1 and 2 securities available for sale from December 31, 2024 to September 30, 2025.
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The following table reconciles assets measured at fair value on a recurring basis using unobservable inputs(Level 3):
| Level 3 Changes | |
|---|---|
| (in thousands) | September 30, 2025 |
| Balance, beginning of year | $6,095 |
| Total gains or losses (realized/unrealized): | |
| Included in earnings | — |
| Included in other comprehensive income | 95 |
| Purchases, sales, issuances and settlements, net | (441) |
| Transfers in and/or out of Level 3 | — |
| Balance as of end of period | $5,749 |
There were no gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held as of September 30, 2025.
The following table measures financial assets and financial liabilities measured at fair value on a non-recurring basis as of September 30, 2025 and December 31, 2024, segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value:
| (in thousands) | At September 30, 2025 | At December 31, 2024 |
|---|---|---|
| Fair Value Measurements Using: Loans Individually Evaluated for Impairment | ||
| Level 1: Quoted Prices in Active Markets For Identical Assets | $— | $— |
| Level 2: Significant Other Observable Inputs | — | — |
| Level 3: Significant Unobservable Inputs | 72,151 | 50,449 |
| Loans individually evaluated for impairment measured at fair value | $72,151 | $50,449 |
| Fair Value Measurements Using: Other Real Estate Owned | ||
| Level 1: Quoted Prices in Active Markets For Identical Assets | $— | $— |
| Level 2: Significant Other Observable Inputs | 12,000 | 319 |
| Level 3: Significant Unobservable Inputs | 50 | — |
| Other real estate owned measured at fair value | $12,050 | $319 |
ASC 825-10 provides First Guaranty with an option to report selected financial assets and liabilities at fair value. The fair value option established by this statement permits First Guaranty to choose to measure eligible items at fair value at specified election dates and report unrealized gains and losses on items for which the fair value option has been elected in earnings at each reporting date subsequent to implementation.
First Guaranty has chosen not to elect the fair value option for any items that are not already required to be measured at fair value in accordance with accounting principles generally accepted in the United States.
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Note 12. Financial Instruments
Fair value estimates are generally subjective in nature and are dependent upon a number of significant assumptions associated with each instrument or group of similar instruments, including estimates of discount rates, risks associated with specific financial instruments, estimates of future cash flows and relevant available market information. Fair value information is intended to represent an estimate of an amount at which a financial instrument could be exchanged in a current transaction between a willing buyer and seller engaging in an exchange transaction. However, since there are no established trading markets for a significant portion of First Guaranty's financial instruments, First Guaranty may not be able to immediately settle financial instruments; as such, the fair values are not necessarily indicative of the amounts that could be realized through immediate settlement. In addition, the majority of the financial instruments, such as loans and deposits, are held to maturity and are realized or paid according to the contractual agreement with the customer.
Quoted market prices are used to estimate fair values when available. However, due to the nature of the financial instruments, in many instances quoted market prices are not available. Accordingly, estimated fair values have been estimated based on other valuation techniques, such as discounting estimated future cash flows using a rate commensurate with the risks involved or other acceptable methods. Fair values are estimated without regard to any premium or discount that may result from concentrations of ownership of financial instruments, possible income tax ramifications or estimated transaction costs. The fair value estimates are subjective in nature and involve matters of significant judgment and, therefore, cannot be determined with precision. Fair values are also estimated at a specific point in time and are based on interest rates and other assumptions at that date. As events change the assumptions underlying these estimates, the fair values of financial instruments will change.
Disclosure of fair values is not required for certain items such as lease financing, investments accounted for under the equity method of accounting, obligations of pension and other postretirement benefits, premises and equipment, other real estate, prepaid expenses, the value of long-term relationships with depositors (core deposit intangibles) and other customer relationships, other intangible assets and income tax assets and liabilities. Fair value estimates are presented for existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of the unrealized gains and losses have not been considered in the estimates. Accordingly, the aggregate fair value amounts presented do not purport to represent and should not be considered representative of the underlying market or franchise value of First Guaranty.
Because the standard permits many alternative calculation techniques and because numerous assumptions have been used to estimate the fair values, reasonable comparison of the fair value information with other financial institutions' fair value information cannot necessarily be made. The methods and assumptions used to estimate the fair values of financial instruments are as follows:
Cash and due from banks, interest-bearing deposits with banks, federal funds sold and federal funds purchased.
These items are generally short-term and the carrying amounts reported in the consolidated balance sheets are a reasonable estimation of the fair values. Cash and due from bank for the purposes of the Consolidated Statements of Cash Flows include cash on hand, balances due from banks: which includes non-interest and interest-bearing accounts, and federal funds sold, all of which mature within ninety days.
Investment Securities.
Fair values are principally based on quoted market prices. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments or the use of discounted cash flow analyses.
Loans Held for Sale.
Fair values of mortgage loans held for sale are based on commitments on hand from investors or prevailing market prices. These loans are classified within level 3 of the fair value hierarchy.
Loans, net.
Market values are computed present values using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. These loans are classified within level 3 of the fair value hierarchy.
Loan individually evaluated for impairment.
Fair value is measured by either the fair value of the collateral if the loan is collateral dependent (Level 2 or Level 3), or the present value of expected future cash flows, discounted at the loan's effective interest rate (Level 3). Fair value of the collateral is determined by appraisals or by independent valuation.
Accrued interest receivable.
The carrying amount of accrued interest receivable approximates its fair value.
Deposits.
The fair value of customer deposits, excluding certificates of deposit, is the amount payable on demand. Market values of certificates of deposit are actually computed present values using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a
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Accrued interest payable.
The carrying amount of accrued interest payable approximates its fair value.
Borrowings.
The carrying amount of federal funds purchased and other short-term borrowings approximate their fair values. The fair value of First Guaranty's long-term borrowings is computed using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. Borrowings are classified within level 3 of the fair value hierarchy.
The carrying amounts and estimated fair values of financial instruments at September 30, 2025 were as follows:
| Fair Value Measurements at September 30, 2025 Using | |||||
|---|---|---|---|---|---|
| (in thousands) | Carrying Amount | Level 1 | Level 2 | Level 3 | Total |
| Assets | |||||
| Cash and due from banks | $753,629 | $753,629 | $— | $— | $753,629 |
| Federal funds sold | 554 | 554 | — | — | 554 |
| Securities, available for sale | 374,335 | — | 368,586 | 5,749 | 374,335 |
| Securities, held for maturity | 322,413 | — | 264,566 | — | 264,566 |
| Loans held for sale | — | — | — | — | — |
| Loans, net | 2,194,028 | — | — | 2,178,784 | 2,178,784 |
| Accrued interest receivable | 14,776 | — | — | 14,776 | 14,776 |
| Liabilities | |||||
| Deposits | $3,354,897 | $— | $— | $3,359,607 | 3,359,607 |
| Repurchase agreements | 7,117 | — | — | 7,141 | 7,141 |
| Accrued interest payable | 16,333 | — | — | 16,333 | 16,333 |
| Long-term advances from Federal Home Loan Bank | 135,000 | — | — | 136,373 | 136,373 |
| Senior long-term debt | 14,196 | — | — | 14,266 | 14,266 |
| Junior subordinated debentures | 29,790 | — | — | 30,000 | 30,000 |
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The carrying amounts and estimated fair values of financial instruments at December 31, 2024 were as follows:
| Fair Value Measurements at December 31, 2024 Using | |||||
|---|---|---|---|---|---|
| (in thousands) | Carrying Amount | Level 1 | Level 2 | Level 3 | Total |
| Assets | |||||
| Cash and due from banks | $563,778 | $563,778 | $— | $— | $563,778 |
| Federal funds sold | 430 | 430 | — | — | 430 |
| Securities, available for sale | 281,097 | 147,780 | 127,222 | 6,095 | 281,097 |
| Securities, held for maturity | 321,622 | — | 251,458 | — | 251,458 |
| Loans, net | 2,658,969 | — | — | 2,508,440 | 2,508,440 |
| Accrued interest receivable | 14,850 | — | — | 14,850 | 14,850 |
| Liabilities | |||||
| Deposits | $3,476,260 | $— | $— | $3,475,411 | 3,475,411 |
| Repurchase agreements | 7,009 | — | — | 7,005 | 7,005 |
| Accrued interest payable | 20,437 | — | — | 20,437 | 20,437 |
| Long-term advances from Federal Home Loan Bank | 135,000 | — | — | 134,977 | 134,977 |
| Senior long-term debt | 15,169 | — | — | 15,274 | 15,274 |
| Junior subordinated debentures | 44,745 | — | — | 45,000 | 45,000 |
There is no material difference between the contract amount and the estimated fair value of off-balance sheet items that are primarily comprised of short-term unfunded loan commitments that are generally at market prices.
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Note 13. Segment Reporting
First Guaranty is engaged in a single line of business as a financial institution, which provides a full range of banking, financial and trust services to state, county and local government entities and individuals and small and commercial businesses. First Guaranty has identified its President and Chief Executive Officer as the chief operating decision maker (“CODM”), who uses consolidated net income (see Consolidated Statements of Income) to determine how resources should be allocated and manage First Guaranty. First Guaranty’s operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of First Guaranty as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies described in Note 1 included in Form 10-K for the year ended December 31, 2024. First Guaranty’s most significant reported source of income and expense are interest income and interest expense (see Consolidated Statements of Income). The remaining significant segment income and expenses are described in the Consolidated Statements of Income.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.