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FIRST COMMUNITY BANKSHARES INC /VA/

For the period ended Mar 31, 2025. Filed May 2, 2025.

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About this filing

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

Mar 31, 2025 · Filed May 2, 2025

FCBC$45.48+0.2%Stored close · as of Nov 6, 2026

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Notes to Condensed Consolidated Financial Statements (Unaudited)

**Note1. **Basis of Presentation

General

First Community Bankshares, Inc. (the “Company”), a financial holding company, was founded in1989 and reincorporated under the laws of the Commonwealth of Virginia. The Company’s principal executive office is located in Bluefield, Virginia. The Company provides banking products and services to individual and commercial customers through its wholly owned subsidiary First Community Bank (the “Bank”), a Virginia-chartered banking institution founded in1874. The Bank offers wealth management and investment advice through its Trust Division and wholly owned subsidiary First Community Wealth Management. Unless the context suggests otherwise, the terms “First Community,” “Company,” “we,” “our,” and “us” refer to First Community Bankshares, Inc. and its subsidiaries as a consolidated entity.

Principles of Consolidation

The Company’s accounting and reporting policies conform with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form10-Q and Rule10-01 of Regulation S-X. Accordingly, they donot include all of the information and footnotes required by U.S. GAAP for complete financial statements. The consolidated financial statements include all accounts of the Company and its wholly owned subsidiaries and eliminate all intercompany balances and transactions. The Company operates inone business segment, Community Banking, which consists of all operations, including commercial and consumer banking, lending activities, and wealth management. Operating results for interim periods arenot necessarily indicative of results that* may*be expected for other interim periods or for the full year. In management’s opinion, the accompanying unaudited interim condensed consolidated financial statements contain all necessary adjustments, including normal recurring accruals, and disclosures for a fair presentation.

These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form10-K for the year ended* December 31, 2024* (the “2024 Form10-K”), as filed with the Securities and Exchange Commission (the “SEC”) on* March 7, 2025.The condensed consolidated balance sheet as of December 31, 2024*, has been derived from the audited consolidated financial statements.

Reclassifications

Certain amounts reported in prior years have been reclassified to conform to the current year’s presentation. These reclassifications hadno effect on the Company’s results of operations, financial position, or net cash flow.

Use of Estimates

Preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Significant Accounting Policies

The Company’s significant accounting policies are included in Note1, “Basis of Presentation and Significant Accounting Policies,” of the Notes to Consolidated Financial Statements in Part II, Item8 of the Company’s2024 Form10-K.

9

Recent AccountingStandards

Standards Adopted

In* November 2023,the FASB issued ASUNo.* 2023-07, "Segment Reporting (Topic280): Improvements to Reportable Segment Disclosures". The amendment requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker. This ASU became effective for the Company on* December 31, 2024.The Company hasone* reportable segment and as such, adoption of ASUNo. 2023-07 didnot have a material impact on the Company's financial statements.

In* December 2023,the FASB issued ASU2023*-09, “Income Taxes (Topic740).” The amendments in this ASU are related to the rate reconciliation and income taxes paid disclosures and are designed to improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. The ASU is effective for annual periods beginning after* December**31,* 2024, and will be applied on a prospective basis with the option to apply the standard retrospectively. The adoption of the ASU hasno material impact on the Company's financial statements.

StandardsNot* Yet Adopted*

In* November 2024,the FASB issued ASUNo.* 2024-03, "Expense Disaggregation Disclosures (Topic230): Disaggregation of Income Statement Expenses". The amendment requires disclosure of disaggregated information about specific expense categories underlying certain income statement expense line items. This ASU will become effective for the Company on* December 31, 2027.The Company doesnot* expect this ASU to have a material impact on the consolidated financial statements.

The Company doesnot expect other recent accounting standards issued by the FASB or other standards-setting bodies to have a material impact on the consolidated financial statements.

Note*2***.DebtSecurities**

The following tables present the amortized cost and fair value of available-for-sale debt securities, including gross unrealized gains and losses, as of the dates indicated:

Amortized · Unrealized · Unrealized · Fair
Cost · Gains · Losses · Value
(Amounts in thousands)
U.S. Treasury securities$10,922$-$(1)$10,921
Municipal securities12,5452(80)12,467
Corporate notes28,606-(779)27,827
Agency mortgage-backed securities90,31654(11,926)78,444
Total$142,389$56$(12,786)$129,659
AmortizedUnrealizedUnrealizedFair
CostGainsLossesValue
(Amounts in thousands)
U.S. Treasury securities$55,760$10$(1)$55,769
Municipal securities13,9492(114)13,837
Corporate notes28,598—(1,056)27,542
Agency mortgage-backed securities86,380—(13,679)72,701
Total$184,687$12$(14,850)$169,849

There wasno allowance for credit losses for debt securities as of* March 31, 2025*; therefore, it isnot presented in the table above. The Company excludes the accrued interest receivable from the amortized cost basis in measuring expected credit losses on the debt securities and doesnot record an allowance for credit losses on accrued interest receivable. Accrued interest receivable for debt securities was $925 thousand and $694 thousand as of* March 31, 2025*, and* December 31, 2024*, respectively.

10

The following table presents the amortized cost and aggregate fair value of available-for-sale debt securities by contractual maturity, as of the date indicated. Actual maturities could differ from contractual maturities because issuers* may*have the right to call or prepay obligations with or without penalties.

Amortized
(Amounts in thousands)CostFair Value
Available-for-sale debt securities
Due within one year$18,402$18,381
Due after one year but within five years33,67132,834
Due after five years but within ten years--
52,07351,215
Agency mortgage-backed securities90,31678,444
Total debt securities available-for-sale$142,389$129,659

The following tables present the fair values and unrealized losses for available-for-sale debt securities in a continuous unrealized loss position for less than12 months and for12 months or longer as of the dates indicated:

Less than 12 Months · 12 Months or Longer · Total
Fair · Unrealized · Fair · Unrealized · Fair · Unrealized
Value · Losses · Value · Losses · Value · Losses
(Amounts in thousands)
U.S. Treasury securities$5,427$(1)$-$-$5,427$(1)
Municipal securities2,345(10)5,722(70)8,067(80)
Corporate notes--27,827(779)27,827(779)
Agency mortgage-backed securities5,234(19)68,351(11,907)73,585(11,926)
Total$13,006$(30)$101,900$(12,756)$114,906$(12,786)

11

Less than 12 Months · 12 Months or Longer · Total
Fair · Unrealized · Fair · Unrealized · Fair · Unrealized
Value · Losses · Value · Losses · Value · Losses
(Amounts in thousands)
U.S. Treasury securities$4,984$(1)$-$-$4,984$(1)
Municipal securities3,914(16)6,638(98)10,552(114)
Corporate notes——27,542(1,056)27,542(1,056)
Agency mortgage-backed securities4,100(81)68,601(13,598)72,701(13,679)
Total$12,998$(98)$102,781$(14,752)$115,779$(14,850)

There were 98 individual debt securities in an unrealized loss position as of* March 31, 2025*, and the combined depreciation in value represented 9.86% of the debt securities portfolio. There were 103 individual debt securities in an unrealized loss position as of* December 31, 2024*, and their combined depreciation in value represented 8.74% of the debt securities portfolio.

Management evaluates securities for impairment where there has been a decline in fair value below the amortized cost basis of a security to determine whether there is a credit loss associated with the decline in fair value on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation. Credit losses are calculated individually, rather than collectively, using a discounted cash flow method, whereby management compares the present value of expected cash flows with the amortized cost basis of the security. The credit loss component would be recognized through the provision for credit losses and the creation of an allowance for credit losses. Consideration is given to (1) the financial condition and near-term prospects of the issuer including looking at default and delinquency rates, (2) the outlook for receiving the contractual cash flows of the investments, (3) the length of time and the extent to which the fair value has been less than cost, (4) our intent and ability to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value or for a debt security whether it is more-likely-than-not that we will be required to sell the debt security prior to recovering its fair value, (5) the anticipated outlook for changes in the general level of interest rates, (6) credit ratings, (7)third party guarantees, and (8) collateral values. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred, the results of reviews of the issuer’s financial condition, and the issuer’s anticipated ability to pay the contractual cash flows of the investments. All of the U.S. Treasury and Agency-Backed Securities have the full faith and credit backing of the United State Government orone of its agencies. Municipal securities and all other securities that donot have azero expected credit loss are evaluated quarterly to determine whether there is a credit loss associated with a decline in fair value. All debt securities available-for-sale in an unrealized loss position as of* March 31, 2025*, continue to perform as scheduled and we donot believe that there is a credit loss or that a provision for credit losses is necessary. Also, as part of our evaluation of our intent and ability to hold investments for a period of time sufficient to allow for any anticipated recovery in the market, we consider our investment strategy, cash flow needs, liquidity position, capital adequacy and interest rate risk position. We donot currently intend to sell the securities within the portfolio and it isnot more-likely-than-not that we will be required to sell the debt securities.

Management continues to monitor all of our securities with a high degree of scrutiny. There can beno assurance that we willnot conclude in future periods that conditions existing at that time indicate some or all of its securities* may*be sold or would require a charge to earnings as a provision for credit losses in such periods.

There wereno available-for-sale securities sold during thefirst quarter of2025 or2024.

The carrying amount of securities pledged for various purposes totaled $25.44 million as of* March 31, 2025*, and $24.64 million as of* December 31, 2024*.

Note*3***. Loans**

The Company groups loans held for investment intothree segments (commercial loans, consumer real estate loans, and consumer and other loans) with each segment divided into various classes. Customer overdrafts reclassified as loans totaled $2.02 million as of* March 31, 2025*, and $1.82 million as of* December 31, 2024*. Deferred loan fees, net of loan costs, totaled $6.38 million as of* March 31, 2025*, and $6.60 million as of* December 31, 2024*.

In accordance with the adoption of ASU2016-13, the table below reflects the loan portfolio at the amortized cost basis to include net deferred loan fees of $6.38 million and $6.60 million and unamortized discount related to loans acquired of $11.83 million and $12.39 million for* March 31, 2025*, and* December 31, 2024*, respectively. Accrued interest receivable of $8.38 million as of* March 31, 2025*, and $8.51 million as of* December 31, 2024*, is accounted for separately and reported in Interest Receivable on the Consolidated Balance Sheet.

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March 31, 2025December 31, 2024
(Amounts in thousands)AmountPercentAmountPercent
Loans held for investment
Commercial loans
Construction, development, other land$70,2052.95%$72,3192.99%
Commercial and industrial246,60210.35%232,8549.64%
Multi-family residential192,1938.07%199,5218.26%
Single family non-owner occupied191,5318.04%195,5888.10%
Non-farm, non-residential840,74635.29%852,22335.27%
Agricultural15,5790.65%16,6760.69%
Farmland11,7940.49%12,3110.51%
Total commercial loans1,568,65065.84%1,581,49265.46%
Consumer real estate loans
Home equity lines87,9883.69%90,2273.73%
Single family owner occupied640,66926.89%650,30626.92%
Owner occupied construction3,8730.16%4,4910.19%
Total consumer real estate loans732,53030.74%745,02430.84%
Consumer and other loans
Consumer loans79,5033.34%87,7583.63%
Other2,0160.08%1,8150.08%
Total consumer and other loans81,5193.42%89,5733.71%
Total loans held for investment, net of unearned income$2,382,699100.00%$2,416,089100.00%

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Note*4***. Credit Quality**** **

The Company uses a risk grading matrix to assign a risk grade to each loan in its portfolio. Loan risk ratings* may*be upgraded or downgraded to reflect current information identified during the loan review process. The general characteristics of each risk grade are as follows:

●Pass -- This grade is assigned to loans with acceptable credit quality and risk. The Company further segments this grade based on borrower characteristics that include capital strength, earnings stability, liquidity, leverage, and industry conditions.
●Special Mention -- This grade is assigned to loans that require an above average degree of supervision and attention. These loans have the characteristics of an asset with acceptable credit quality and risk; however, adverse economic or financial conditions exist that create potential weaknesses deserving of management’s close attention. If potential weaknesses are not corrected, the prospect of repayment may worsen.
●Substandard -- This grade is assigned to loans that have well defined weaknesses that may make payment default, or principal exposure, possible. These loans will likely be dependent on collateral liquidation, secondary repayment sources, or events outside the normal course of business to meet repayment terms.
●Doubtful -- This grade is assigned to loans that have the weaknesses inherent in substandard loans; however, the weaknesses are so severe that collection or liquidation in full is unlikely based on current facts, conditions, and values. Due to certain specific pending factors, the amount of loss cannot yet be determined.
●Loss -- This grade is assigned to loans that will be charged off or charged down when payments, including the timing and value of payments, are uncertain. This risk grade does not imply that the asset has no recovery or salvage value, but simply means that it is not practical or desirable to defer writing off, either all or a portion of, the loan balance even though partial recovery may be realized in the future.

The following table presents the recorded investment of the loan portfolio, by loan class and credit quality, as of the dates indicated:

Special
(Amounts in thousands) · Pass · Mention · Substandard · Doubtful · Loss · Total
Commercial loans
Construction, development, and other land$68,591$131$1,483$-$-$70,205
Commercial and industrial241,6941,3013,607--246,602
Multi-family residential191,893154146--192,193
Single family non-owner occupied182,9781,6706,883--191,531
Non-farm, non-residential820,63712,2377,872--840,746
Agricultural10,1773,5211,881--15,579
Farmland10,2514081,135--11,794
Consumer real estate loans
Home equity lines84,6064242,958--87,988
Single family owner occupied618,6811,70820,280--640,669
Owner occupied construction3,873----3,873
Consumer and other loans
Consumer loans77,891-1,612--79,503
Other2,016----2,016
Total loans$2,313,288$21,554$47,857$-$-$2,382,699
Special
(Amounts in thousands)PassMentionSubstandardDoubtfulLossTotal
Commercial loans
Construction, development, and other land$69,290$133$2,896$—$—$72,319
Commercial and industrial227,1082,0453,701——232,854
Multi-family residential194,8653,3191,337——199,521
Single family non-owner occupied187,7621,7016,125——195,588
Non-farm, non-residential831,82112,5727,830——852,223
Agricultural11,1443,5891,943——16,676
Farmland10,7294301,152——12,311
Consumer real estate loans
Home equity lines86,9084762,843——90,227
Single family owner occupied627,8532,04720,406——650,306
Owner occupied construction4,491————4,491
Consumer and other loans
Consumer loans86,177—1,581——87,758
Other1,815————1,815
Total loans$2,339,963$26,312$49,814$—$—$2,416,089

14

The following tables present the amortized cost basis and current period gross write-offs of the loan portfolio, by year of origination, loan class, and credit quality, as of the date indicated:

(Amounts in thousands)Term Loans Amortized Cost Basis by Origination Year
Balance at March 31, 2025 · 2025 · 2024 · 2023 · 2022 · 2021 · Prior · Revolving · Total
Construction, development and other land
Pass$429$10,300$7,306$32,155$12,272$5,474$655$68,591
Special mention-----131-131
Substandard-1641,155--164-1,483
Doubtful--------
Loss--------
Total construction, development, and other land$429$10,464$8,461$32,155$12,272$5,769$655$70,205
Current period gross write-offs$-$-$-$-$-$-$-$-
Commercial and industrial
Pass$26,647$66,417$30,840$47,235$9,971$18,218$42,366$241,694
Special mention-2-60-9472921,301
Substandard643413809015711,0003503,607
Doubtful--------
Loss--------
Total commercial and industrial$26,711$66,760$31,220$48,196$10,542$20,165$43,008$246,602
Current period gross write-offs$-$33$11$40$-$393$-$477
Multi-family residential
Pass$-$768$10,011$73,072$40,115$65,172$2,755$191,893
Special mention-----154-154
Substandard---103-43-146
Doubtful--------
Loss--------
Total multi-family residential$-$768$10,011$73,175$40,115$65,369$2,755$192,193
Current period gross write-offs$-$-$-$-$-$-$-$-
Non-farm, non-residential
Pass$10,484$38,925$74,887$221,780$133,780$330,686$10,095$820,637
Special mention-153-5603,7897,735-12,237
Substandard--823392,6204,5213107,872
Doubtful--------
Loss--------
Total non-farm, non-residential$10,484$39,078$74,969$222,679$140,189$342,942$10,405$840,746
Current period gross write-offs$-$-$-$56$-$-$-$56
Agricultural
Pass$20$585$2,929$2,515$1,398$1,898$832$10,177
Special mention---2511552,7154003,521
Substandard--447159221,253-1,881
Doubtful--------
Loss--------
Total agricultural$20$585$3,376$2,925$1,575$5,866$1,232$15,579
Current period gross write-offs$-$-$-$-$-$-$-$-
Farmland
Pass$155$854$1,110$1,023$1,345$4,602$1,162$10,251
Special mention----97311-408
Substandard-----1,135-1,135
Doubtful--------
Loss--------
Total farmland$155$854$1,110$1,023$1,442$6,048$1,162$11,794
Current period gross write-offs$-$-$-$-$-$-$-$-

15

(Amounts in thousands)Term Loans Amortized Cost Basis by Origination Year
Balance at March 31, 2025 · 2025 · 2024 · 2023 · 2022 · 2021 · Prior · Revolving · Total
Home equity lines
Pass$765$9$101$1,217$149$4,050$78,315$84,606
Special mention-----88336424
Substandard--2213-1,9091,0142,958
Doubtful--------
Loss--------
Total home equity lines$765$9$123$1,230$149$6,047$79,665$87,988
Current period gross write-offs$-$-$-$-$-$-$5$5
Single family Mortgage
Pass$7,775$16,695$47,858$150,458$199,756$378,532$585$801,659
Special mention----5412,837-3,378
Substandard-308782,8531,38822,014-27,163
Doubtful--------
Loss--------
Total single family owner and non-owner occupied$7,775$16,725$48,736$153,311$201,685$403,383$585$832,200
Current period gross write-offs$-$-$-$-$-$1$-$1
Owner occupied construction
Pass$87$3,135$153$51$161$286$-$3,873
Special mention--------
Substandard--------
Doubtful--------
Loss--------
Total owner occupied construction$87$3,135$153$51$161$286$-$3,873
Current period gross write-offs$-$-$-$-$-$-$-$-
Consumer loans
Pass$5,949$15,806$18,094$20,608$8,379$3,442$7,629$79,907
Special mention--------
Substandard-139252525331331341,612
Doubtful--------
Loss--------
Total consumer loans$5,949$15,945$18,346$21,133$8,710$3,773$7,663$81,519
Current period gross write-offs$379$175$312$316$159$37$81$1,459
(Amounts in thousands)Term Loans Amortized Cost Basis by Origination Year
Balance at March 31, 202520252024202320222021PriorRevolvingTotal
Total loans
Pass$52,311$153,494$193,289$550,114$407,326$812,360$144,394$2,313,288
Special mention-155-8714,58214,9181,02821,554
Substandard646743,2164,8934,93232,3701,70847,857
Doubtful--------
Loss--------
Total loans$52,375$154,323$196,505$555,878$416,840$859,648$147,130$2,382,699
Current period gross write-offs$379$208$323$412$159$431$86$1,998

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(Amounts in thousands)Term Loans Amortized Cost Basis by Origination Year
Balance at December 31, 2024 · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving · Total
Construction, development
and other land
Pass$9,806$7,378$33,423$12,495$1,948$3,589$651$69,290
Special Mention----6568-133
Substandard1642,418--113032,896
Doubtful-------
Loss--------
Total construction, development, and other land$9,970$9,796$33,423$12,495$2,024$3,960$651$72,319
Current period gross write-offs$-$-$-$-$1$8$-$9
Commercial and industrial
Pass$71,241$34,794$50,214$11,973$7,332$12,265$39,289$227,108
Special Mention5-3582-1,5843392,045
Substandard1934048314574651,351-3,701
Doubtful--------
Loss--------
Total commercial and industrial$71,439$35,198$51,080$12,512$7,797$15,200$39,628$232,854
Current period gross write-offs$24$95$351$48$34$2$-$554
Multi-family residential
Pass$775$10,084$73,633$42,533$28,855$36,150$2,835$194,865
Special Mention-----3,3193,319
Substandard--1,285--521,337
Doubtful-------
Loss--------
Total multi-family residential$775$10,084$74,918$42,533$28,855$39,521$2,835$199,521
Current period gross write-offs$-$-$-$-$-$-$-$-
Non-farm, non-residential
Pass$40,054$76,285$226,217$140,911$104,728$235,001$8,625$831,821
Special Mention154-5651,758-10,095-12,572
Substandard-5932851,8828723,8853137,830
Doubtful--------
Loss-------
Total non-farm, non-residential$40,208$76,878$227,067$144,551$105,600$248,981$8,938$852,223
Current period gross write-offs$-$-$-$-$-$29$-$29
Agricultural
Pass$646$3,168$2,723$1,561$245$1,754$1,047$11,144
Special Mention--25616133,1693,589
Substandard-42916625791,2441,943
Doubtful-------
Loss--------
Total agricultural$646$3,597$3,145$1,747$327$6,167$1,047$16,676
Current period gross write-offs$-$115$96$19$-$-$-$230
Farmland
Pass$861$1,175$1,052$1,389$665$4,429$1,158$10,729
Special Mention---99-331430
Substandard----1421,0101,152
Doubtful-------
Loss--------
Total farmland$861$1,175$1,052$1,488$807$5,770$1,158$12,311
Current period gross write-offs$-$-$-$-$-$-$-$-

17

(Amounts in thousands)Term Loans Amortized Cost Basis by Origination Year
Balance at December 31, 2024 · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving · Total
Home equity lines
Pass$10$106$1,205$100$86$4,175$81,226$86,908
Special Mention-----140336476
Substandard232278-221,7939052,843
Doubtful--------
Loss--------
Total home equity lines$33$128$1,283$100$108$6,108$82,467$90,227
Current period gross write-offs$3$-$-$-$47$-$17$67
Single family Mortgage
Pass$16,876$47,598$154,680$204,443$173,310$218,047$661$815,615
Special Mention---440-3,308-3,748
Substandard67791,5501,2701,16121,765-26,531
Doubtful--------
Loss--------
Total single family owner and non-owner occupied$16,882$48,377$156,230$206,153$174,471$243,120$661$845,894
Current period gross write-offs$-$-$-$185$-$84$-$269
Owner occupied construction
Pass$2,387$1,272$318$217$-$297$-$4,491
Special Mention--------
Substandard--------
Doubtful--------
Loss--------
Total owner occupied construction$2,387$1,272$318$217$-$297$-$4,491
Current period gross write-offs$-$-$-$-$-$-$-$-
Consumer loans
Pass$19,684$20,709$24,573$10,590$3,214$1,493$7,729$87,992
Special Mention--------
Substandard9432753228430279351,581
Doubtful--------
Loss--------
Total consumer loans$19,778$21,036$25,105$10,874$3,244$1,772$7,764$89,573
Current period gross write-offs$1,518$1,269$2,277$908$243$105$373$6,693
(Amounts in thousands)Term Loans Amortized Cost Basis by Origination Year
Balance at December 31, 202420242023202220212020PriorRevolvingTotal
Total loans
Pass$162,340$202,569$568,038$426,212$320,383$517,200$143,221$2,339,963
Special mention159-8562,5406822,01467526,312
Substandard4804,9724,7273,9182,78231,6821,25349,814
Doubtful--------
Loss--------
Total loans$162,979$207,541$573,621$432,670$323,233$570,896$145,149$2,416,089
Current period gross write-offs$1,545$1,479$2,724$1,160$325$228$390$7,851

18

The Company generally places a loan on nonaccrual status when it is90 days or more past due. The following table presents nonaccrual loans, by loan class, as of the dates indicated:

March 31, 2025December 31, 2024
(Amounts in thousands)No AllowanceWith an AllowanceTotalNo AllowanceWith an AllowanceTotal
Commercial loans
Construction, development, and other land$16$1,156$1,172$140$—$140
Commercial and industrial2,163-2,1632,492—2,492
Multi-family residential147-147152—152
Single family non-owner occupied1,093-1,093983—983
Non-farm, non-residential2,475-2,4752,2845312,815
Agricultural1,524-1,5241,541—1,541
Farmland383-383386—386
Consumer real estate loans
Home equity lines1,162-1,1621,072—1,072
Single family owner occupied8,775-8,7759,189—9,189
Owner occupied construction---———
Consumer and other loans
Consumer loans1,080-1,0801,099—1,099
Total nonaccrual loans$18,818$1,156$19,974$19,338$531$19,869

Loans are considered past due when either principal or interest payments become contractually delinquent by30 days or more. The Company’s policy is to discontinue the accrual of interest, if warranted, on loans based on the payment status, evaluation of the related collateral, and the financial strength of the borrower. Loans that are90 days or more past due are placed on nonaccrual status. Management* mayelect to continue the accrual of interest when the loan is well secured and in process of collection. When interest accruals are discontinued, interest accrued andnot* collected in the current year is reversed from income, and interest accrued andnot collected from prior years is charged to the allowance for credit losses. Nonaccrual loans* maybe returned to accrual status when all principal and interest amounts contractually due, including past due payments, are brought current; the ability of the borrower to repay the obligation is reasonably assured; and there is generally a period of at leastsix* months of repayment performance by the borrower in accordance with the contractual terms. There wasno material nonaccrual loan interest recognized in income during thefirst quarter of2025 or2024.

The following tables presents the aging of past due loans, by loan class, as of the dates indicated. Nonaccrual loans30 days or more past due are included in the applicable delinquency category:

Amortized Cost of
30 - 59 Days · 60 - 89 Days · 90+ Days · Total · Current · Total · > 90 Days Accruing
(Amounts in thousands) · Past Due · Past Due · Past Due · Past Due · Loans · Loans · No Allowance
Commercial loans
Construction, development, and other land$275$-$1,168$1,443$68,762$70,205$-
Commercial and industrial8086961,9223,426243,176246,602-
Multi-family residential103--103192,090192,193-
Single family non-owner occupied9051,0016742,580188,951191,531-
Non-farm, non-residential2,0093661,7884,163836,583840,746-
Agricultural83130438815,19115,579-
Farmland302114244511,34911,794-
Consumer real estate loans
Home equity lines21323946691887,07087,988-
Single family owner occupied4,8072,5741,6679,048631,621640,669-
Owner occupied construction----3,8733,873-
Consumer and other loans
Consumer loans2,3437644683,57575,92879,503-
Other----2,0162,016-
Total loans$11,848$5,642$8,599$26,089$2,356,610$2,382,699$-

19

Amortized Cost of
30 - 59 Days60 - 89 Days90+ DaysTotalCurrentTotal> 90 Days Accruing
(Amounts in thousands)Past DuePast DuePast DuePast DueLoansLoansNo Allowance
Commercial loans
Construction, development, and other land$40$2,424$143$2,607$69,712$72,319$—
Commercial and industrial1,1002952,2853,680229,174232,854—
Multi-family residential————199,521199,521—
Single family non-owner occupied1,2284345002,162193,426195,588—
Non-farm, non-residential3,1821231,4574,762847,461852,223—
Agricultural1596749271815,95816,676—
Farmland11214215512,15612,311—
Consumer real estate loans
Home equity lines5992305581,38788,84090,227—
Single family owner occupied5,8121,4573,97411,243639,063650,306—
Owner occupied construction————4,4914,491—
Consumer and other loans
Consumer loans2,9609325604,45283,30687,758—
Other————1,8151,815—
Total loans$15,091$5,964$10,111$31,166$2,384,923$2,416,089$—

ASC326 prescribes that when an entity determines foreclosure is probable, the expected credit loss can be measured based on the fair value of the collateral. As a practical expedient, an entity* may*use the fair value as of the reporting date when recording the net carrying amount of the asset. For the collateral dependent asset ("CDA") a credit loss expense is recorded for loan amounts in excess of fair value of the collateral. The table below summarizes collateral dependent loans, where foreclosure is probable, by type of collateral, and the extent to which they are collateralized during the period.

March 31, 2025 · December 31, 2024
(Amounts in thousands) · Balance · Collateral Coverage · % · Balance · Collateral Coverage · %
Commercial Real Estate$1,156$1,956169.14%$-$--
Other---531645121.57%
Total collateral dependent loans$1,156$1,956169.14%$531$645121.57%

20

The Company* maymake concessions in interest rates, loan terms and/or amortization terms when restructuring loans for borrowers experiencing financial difficulty. Effective, January 1, 2023,the Company adopted ASU2022*-02, Financial Instruments-Credit Losses (Topic326), Troubled Debt Restructurings and Vintage Disclosures. The amendments eliminated TDR accounting guidance for issuers that adopted ASU2016-13, created a single loan modification accounting model, and clarified disclosure requirements for loan modifications and write-offs. Presented below are the amortized cost basis and percentage of loan class for loan modifications made to borrowers experiencing financial difficulty by loan class, concession type, and financial effect as of the dates indicated:

Payment Delays
Amortized Cost Basis · % of Total Class of
March 31, 2025Financing ReceivableFinancial Effect
(Amounts in thousands)
Non Farm, Non Residential Property$1920.02%Deferred 6 months of interest to loan maturity.
Single Family Owner Occupied4980.08%Deferred $66 thousand in principal to loan maturity.
Single Family Non Owner Occupied280.01%Deferred 6 months of interest to loan maturity.
Agricultural1821.17%Deferred 6 months of interest to loan maturity.
Commercial & Industrial1250.05%Deferred $8 thousand in principal to loan maturity.
Total$1,025
Term Extensions
Amortized Cost Basis · % of Total Class of
March 31, 2025Financing ReceivableFinancial Effect
(Amounts in thousands)
Single Family Owner Occupied$710.01%Extended term 10.5 years.
Commercial & Industrial1300.05%Delayed repayment of P & I for two years.
Consumer10.00%Extended term from 60 to 84 months.
HELOC10.00%Delayed repayment of P & I for two years.
Total$203
Term Extension and Rate Reduction
Amortized Cost Basis · % of Total Class of
March 31, 2025Financing ReceivableFinancial Effect
(Amounts in thousands)
Single Family Owner Occupied$7960.12%Reduced interest income and extended time to recover principal.
Consumer70.01%Reduced rate to 10.5%; extended term by ten months.
Total$803
Interest Rate Reduction
Amortized Cost Basis · % of Total Class of
March 31, 2025Financing ReceivableFinancial Effect
(Amounts in thousands)
Single Family Owner Occupied$930.01%Reduced interest rate from 3.15% to 1.95%.
Total$93

21

Payment Delays
Amortized Cost Basis · % of Total Class of
December 31, 2024Financing ReceivableFinancial Effect
(Amounts in thousands)
Non Farm, Non Residential Property$6250.07%Deferred 6 months of interest to Loan Maturity.
Single Family Owner Occupied5090.08%Deferred $66 thousand in Principal to Loan Maturity.
Single Family Non Owner Occupied300.02%Deferred 6 months of interest to Loan Maturity.
Commercial & Industrial1350.06%Deferred $8 thousand in Principal to Loan Maturity.
Total$1,299
Term Extensions
Amortized Cost Basis · % of Total Class of
December 31, 2024Financing ReceivableFinancial Effect
(Amounts in thousands)
Commercial & Industrial$1440.06%Delayed repayment of P & I for two years.
Consumer20.00%Extended term from 60 to 84 months.
Home Equity20.00%Delayed repayment of P & I for two years.
Total$148
Term Extension and Rate Reduction
Amortized Cost Basis · % of Total Class of
December 31, 2024Financing ReceivableFinancial Effect
(Amounts in thousands)
Single Family Owner Occupied$8060.12%Reduced interest income and extended time to recover principal.
Consumer70.01%Reduced rate to 10.5%; extended term by ten months.
Total$813

22

Upon the Company's determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount. There wereno modified loans (or portions of a loan) deemed uncollectible as of* March 31, 2025*, or* December 31, 2024*.

The Company closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the performance of loans that have been modified for the periods indicated:

Payment Status (Amortized Cost Basis)
Current · 30-89 Days Past Due · 90+ Days Past Due
(Amounts in thousands)
Non Farm, Non Residential Property$192$-$-
Single Family Owner Occupied1,310148-
Single Family Non Owner Occupied-28-
Agricultural182--
Commercial & Industrial130-125
Consumer8--
Home Equity1--
Total$1,823$176$125
Payment Status (Amortized Cost Basis)
Current · 30-89 Days Past Due · 90+ Days Past Due
(Amounts in thousands)
Non Farm, Non Residential Property$625$-$-
Single Family Owner Occupied1,140174-
Single Family Non Owner Occupied-30-
Commercial & Industrial144-135
Consumer10--
Home Equity2
Total$1,921$204$135

23

The following table provides information about other real estate owned (“OREO”), which consists of properties acquired through foreclosure, as of the dates indicated:

March 31, 2025December 31, 2024
(Amounts in thousands)
OREO$298$521
OREO secured by residential real estate$298$521
Residential real estate loans in the foreclosure process(1)$1,727$2,625
(1)The recorded investment in mortgage loans collateralized by residential real estate that are in the process of foreclosure according to local requirements of the applicable jurisdiction

Note*5***. Allowance for Credit Losses**** **

The following tables present the changes in the allowance for credit losses, by loan segment, during the periods indicated:

Consumer Real · Consumer and · Total
(Amounts in thousands)CommercialEstateOtherAllowance
Total allowance
Balance at beginning of quarter:
Allowance for credit losses - loans$20,418$9,907$4,500$34,825
Allowance for credit losses - loan commitments17113832341
Total allowance for credit losses beginning of year20,58910,0454,53235,166
Provision for credit losses:
(Recovery of) provision for credit losses - loans(59)(307)716350
Recovery of credit losses - loan commitments(17)(6)(6)(29)
Total (recovery of) provision for credit losses - loans and loan commitments(76)(313)710321
Charge-offs(533)(6)(1,459)(1,998)
Recoveries82126399607
Net recoveries (charge-offs)(451)120(1,060)(1,391)
Allowance for credit losses - loans19,9089,7204,15633,784
Allowance for credit losses - loan commitments15413226312
Ending balance$20,062$9,852$4,182$34,096
Consumer Real · Consumer and · Total
(Amounts in thousands)CommercialEstateOtherAllowance
Total allowance
Balance at beginning of quarter:
Allowance for credit losses - loans$21,850$9,693$4,646$36,189
Allowance for credit losses - loan commitments59712128746
Total allowance for credit losses beginning of year22,4479,8144,67436,935
Provision for credit losses:
(Recovery of) provision for credit losses - loans(552)(135)1,6981,011
Recovery of credit losses - loan commitments----
Total (recovery of) provision for credit losses - loans and loan commitments(552)(135)1,6981,011
Charge-offs(362)(66)(2,020)(2,448)
Recoveries116209384709
Net (charge-offs) recoveries(246)143(1,636)(1,739)
Allowance for credit losses - loans21,0529,7014,70835,461
Allowance for credit losses - loan commitments59712128746
Ending balance$21,649$9,822$4,736$36,207

24

Note*6***. Deposits**

The following table presents the components of deposits as of the dates indicated:

March 31, 2025December 31, 2024
(Amounts in thousands)
Noninterest-bearing demand deposits$893,794$883,499
Interest-bearing deposits:
Interest-bearing demand deposits654,738675,522
Money market accounts330,327338,527
Savings deposits570,661553,158
Certificates of deposit158,735162,139
Individual retirement accounts76,22278,402
Total interest-bearing deposits1,790,6831,807,748
Total deposits$2,684,477$2,691,247

25

Note*7***. Borrowings**

The following table presents the components of borrowings as of the dates indicated:

March 31, 2025 · December 31, 2024
WeightedWeighted
(Amounts in thousands)BalanceAverage RateBalanceAverage Rate
Retail repurchase agreements$9080.06%$9060.05%

Repurchase agreements are secured by certain securities that remain under the Company’s control during the terms of the agreements.

The Company hadno long-term borrowings as of* March 31, 2025*, or* December 31, 2024*.

Unused borrowing capacity with the FHLB totaled $330.83 million, net of FHLB letters of credit of $122.72 million, as of* March 31, 2025*. As of* March 31, 2025*, the Company maintains $453.54 million in qualifying loans to secure the FHLB borrowing capacity.

Note*8***. Derivative Instruments and Hedging Activities**

Generally, derivative instruments help the Company manage exposure to market risk and meet customer financing needs. Market risk represents the possibility that fluctuations in external factors such as interest rates, market-driven loan rates, prices, or other economic factors will adversely affect economic value or net interest income.

The Company has used interest rate swap contracts to modify its exposure to interest rate risk caused by changes in benchmark interest rates in relation to certain designated fixed rate loans. These instruments are used to convert these fixed rate loans to an effective floating rate. If the Secured Overnight Financing Rate ("SOFR") plus a spread falls below the loan’s stated fixed rate for a given period, the Company will owe the floating rate payer the notional amount times the difference between the floating rate and the stated fixed rate. If SOFR is above the stated rate for a given period, the Company will receive payments based on the notional amount times the difference between the floating rate and the stated fixed rate.

The Company's interest rate swaps qualify as fair value hedging instruments; therefore, fair value changes in the derivative and hedged item attributable to the hedged risk are recognized in earnings in the same period. The fair value hedges were effective as of* March 31, 2025*, and* December 31, 2024*.

The following table presents the notional, or contractual, amounts and fair values of derivative instruments as of the dates indicated:

March 31, 2025 · December 31, 2024
Notional or · Fair Value · Notional or · Fair Value
Contractual · Derivative · Derivative · Contractual · Derivative · Derivative
(Amounts in thousands) · Amount · Assets · Liabilities · Amount · Assets · Liabilities
Derivatives designated as hedges
Interest rate swaps$2,892$84$-$3,109$116$—
Total derivatives$2,892$84$-$3,109$116$-

The following table presents the effect of derivative and hedging activity, if applicable, on the consolidated statements of income for the periods indicated:

Three Months Ended March 31,
(Amounts in thousands)20252024Income Statement Location
Derivatives designated as hedges
Interest rate swaps$(16)$(27)Interest and fees on loans
Total derivative (income) expense$(16)$(27)

26

Note*9***.EmployeeBenefit Plans**

The Company maintainstwo nonqualified domestic, noncontributory defined benefit plans (the “Benefit Plans”) for key members of senior management and non-management directors. The Company’s unfunded Benefit Plans include the Supplemental Executive Retention Plan ("SERP") and the Directors’ Supplemental Retirement Plan ("Director Plan"). The SERP was frozen near the end of2021; the Director Plan was fundamentally frozen at that time as well. The following table presents the components of net periodic pension cost and the effect on the consolidated statements of income for the periods indicated:

Three Months Ended March 31,
20252024Income Statement Location
(Amounts in thousands)
Interest cost$95$104Other expense
Amortization of prior service cost--Other expense
Amortization of losses59Other expense
Net periodic cost$100$113

Note*10***. Earnings per**** Share**

The following table presents the calculation of basic and diluted earnings per common share for the periods indicated:

Three Months Ended
March 31,
20252024
(Amounts in thousands, except share and per share data)
Net income$11,818$12,845
Weighted average common shares outstanding, basic18,324,76018,476,128
Dilutive effect of potential common shares
Stock options30,72421,132
Restricted stock units95,83748,651
Total dilutive effect of potential common shares126,56169,782
Weighted average common shares outstanding, diluted18,451,32118,545,910
Basic earnings per common share$0.64$0.70
Diluted earnings per common share0.640.71
Antidilutive potential common shares
Stock options--
Stock units--
Total potential antidilutive shares--

27

Note*11***. Accumulated Other Comprehensive Income**** (Loss)**

The following tables present the changes in accumulated other comprehensive income (loss) (“AOCI”), net of tax and by component, during the periods indicated:

Unrealized
Losses on Available-
for-Sale SecuritiesEmployee Benefit PlansTotal
(Amounts in thousands)
Beginning balance$(11,723)$552$(11,171)
Other comprehensive income before reclassifications1,666(4)1,662
Reclassified from AOCI-44
Other comprehensive income, net1,666-1,666
Ending balance$(10,057)$552$(9,505)
Unrealized
Losses on Available-
for-Sale SecuritiesEmployee Benefit PlansTotal
(Amounts in thousands)
Beginning balance$(11,126)$175$(10,951)
Other comprehensive loss before reclassifications(948)(7)(955)
Reclassified from AOCI-77
Other comprehensive loss, net(948)-(948)
Ending balance$(12,074)$175$(11,899)

28

The following table presents reclassifications out of AOCI, by component, during the periods indicated:

Three Months Ended
March 31, · Income Statement
(Amounts in thousands)20252024Line Item Affected
Available-for-sale securities
Gain recognized · $ · - · $ · - · Net loss on sale of securities
Reclassified out of AOCI, before tax--Income before income taxes
Income tax expense--Income tax expense
Reclassified out of AOCI, net of tax--Net income
Employee benefit plans
Amortization of prior service cost · $ · - · $ · - · Salaries and employee benefits
Amortization of net actuarial benefit cost59Salaries and employee benefits
Reclassified out of AOCI, before tax59Income before income taxes
Income tax expense12Income tax expense
Reclassified out of AOCI, net of tax47Net income
Total reclassified out of AOCI, net of tax$4$7Net income
(1)Amortization is included in net periodic pension cost. See Note 9, "Employee Benefit Plans."

Note*12***. Fair Value**

Financial Instruments Measured at Fair Value

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value hierarchy ranks the inputs used in measuring fair value as follows:

●Level 1 – Observable, unadjusted quoted prices in active markets
●Level 2 – Inputs other than quoted prices included in Level 1 that are directly or indirectly observable for the asset or liability
●Level 3 – Unobservable inputs with little or no market activity that require the Company to use reasonable inputs and assumptions

The Company uses fair value measurements to record adjustments to certain financial assets and liabilities on a recurring basis. The Company* maybe required to record certain assets at fair value on a nonrecurring basis in specific circumstances, such as evidence of impairment. Methodologies used to determine fair value might be highly subjective and judgmental in nature; therefore, valuations may**not* be precise. If the Company determines that a valuation technique change is necessary, the change is assumed to have occurred at the end of the respective reporting period. The following discussion describes the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments under the valuation hierarchy.

29

Assets and Liabilities Reported at Fair Value on a Recurring Basis

Available-for-saleDebtSecurities

Debt securities available-for-sale are reported at fair value on a recurring basis. The fair value of Level1 securities is based on quoted market prices in active markets, if available. If quoted market prices arenot available, fair values are measured utilizing independent valuation techniques of identical or similar securities for which significant assumptions are primarily derived from or corroborated by observable market data. Level2 securities use fair value measurements from independent pricing services obtained by the Company. These fair value measurements consider observable data that* mayinclude dealer quotes, market spreads, cash flows, the Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information, and bond terms and conditions. The Company’s Level2* securities include U.S. Agency and Treasury securities, municipal securities, and mortgage-backed securities. Securities are based on Level3 inputs when there is limited activity or less transparency to the valuation inputs. In the absence of observable or corroborated market data, internally developed estimates that incorporate market-based assumptions are used when such information is available.

Fair value models* maybe required when trading activity has declined significantly or doesnot* exist, prices arenot current, or pricing variations are significant. For Level3 securities, the Company obtains the cash flow of specific securities fromthird parties that use modeling software to determine cash flows based on market participant data and knowledge of the structures of each individual security. The fair values of Level3 securities are determined by applying proper market observable discount rates to the cash flow derived fromthird-party models. Securities with increased uncertainty about the receipt of cash flows are discounted at higher rates due to the addition of a deal specific credit premium based on assumptions about the performance of the underlying collateral. Finally, internal fair value model pricing and external pricing observations are combined by assigning weights to each pricing observation. Pricing is reviewed for reasonableness based on the direction of specific markets and the general economic indicators.

Equity Securities. Equity securities are recorded at fair value on a recurring basis and included in other assets in the consolidated balance sheets. The Company uses Level1 inputs to value equity securities that are traded in active markets. Equity securities that arenot actively traded are classified in Level2.

Loans Held for Investment. Loans held for investment that are subject to a fair value hedge are reported at fair value derived fromthird-party models. Loans designated in fair value hedges are recorded at fair value on a recurring basis.

Deferred Compensation Assets and Liabilities. Securities held for trading purposes are recorded at fair value on a recurring basis and included in other assets in the consolidated balance sheets. These securities include assets related to employee deferred compensation plans, which are generally invested in Level1 equity securities. The liability associated with these deferred compensation plans is carried at the fair value of the obligation to the employee, which corresponds to the fair value of the invested assets.

Derivative Assets and Liabilities. Derivatives are recorded at fair value on a recurring basis. The Company obtains dealer quotes, Level2 inputs, based on observable data to value derivatives.

The following tables summarize financial assets and liabilities recorded at fair value on a recurring basis, by the level of valuation inputs in the fair value hierarchy, as of the dates indicated:

Total · Fair Value Measurements Using
(Amounts in thousands) · Fair Value · Level 1 · Level 2 · Level 3
Available-for-sale debt securities
U.S. Treasury securities$10,921$-$10,921$-
Municipal securities12,467-12,467-
Corporate Notes27,82727,827
Agency mortgage-backed securities78,444-78,444-
Total available-for-sale debt securities129,659-129,659-
Equity securities55-55-
Fair value loans2,808--2,808
Derivative assets84-84-
Deferred compensation assets9,2559,255--
Deferred compensation liabilities10,76110,761--
Total · Fair Value Measurements Using
(Amounts in thousands) · Fair Value · Level 1 · Level 2 · Level 3
Available-for-sale debt securities
U.S. Treasury securities$55,769$-$55,769$-
Municipal securities13,837-13,837-
Corporate notes27,542-27,542-
Agency mortgage-backed securities72,701-72,701-
Total available-for-sale debt securities169,849-169,849-
Equity securities55—55—
Fair value loans2,993——2,993
Derivative assets116—116—
Deferred compensation assets8,5718,571——
Deferred compensation liabilities10,18910,189——

30

Assets Measured at Fair Value on a Nonrecurring Basis

Impaired Loans. Fair value is based on appraised value adjusted for customized discounting criteria, Level3 inputs.

The Company maintains an active and robust problem credit identification system. The impairment review includes obtainingthird-party collateral valuations to help management identify potential credit impairment and determine the amount of impairment to record. The Company’s Special Assets staff manages and monitors all impaired loans. Internal collateral valuations are generally performed withintwo tofour weeks of identifying the initial potential impairment. The internal valuation compares the original appraisal to current local real estate market conditions and considers experience and expected liquidation costs. The Company typically receives athird-party valuation withinthirty toforty-five days of completing the internal valuation. When athird-party valuation is received, it is reviewed for reasonableness. Once the valuation is reviewed and accepted, discounts are applied to fair market value, based on, butnot limited to, our historical liquidation experience for like collateral, resulting in an estimated net realizable value. The estimated net realizable value is compared to the outstanding loan balance to determine the appropriate amount of specific impairment reserve.

OREO. OREO is recorded at fair value on a nonrecurring basis using Level3 inputs. The Company calculates the fair value of OREO from current or prior appraisals that have been adjusted for valuation declines, estimated selling costs, and other proprietary qualitative adjustments that are deemed necessary.

The following tables present assets measured at fair value on a nonrecurring basis, by the level of valuation inputs in the fair value hierarchy, as of the dates indicated:

Total · Fair Value Measurements Using
Fair Value · Level 1 · Level 2 · Level 3
(Amounts in thousands)
Collateral dependent assets with specific reserves$1,156$-$-$1,156
OREO298--298
Total · Fair Value Measurements Using
Fair Value · Level 1 · Level 2 · Level 3
(Amounts in thousands)
Collateral dependent assets with specific reserves$531$-$-$531
OREO521--521

Quantitative Information about Level3* Fair Value Measurements*

The following tables provides quantitative information for assets measured at fair value on a nonrecurring basis using Level3 valuation inputs as of the dates indicated:

Discount Range
ValuationUnobservable(Weighted Average)
TechniqueInputMarch 31, 2025
Collateral dependent assets with specific reservesDiscounted appraisals(1)Appraisal adjustments(2)0% (0%)
OREODiscounted appraisals(1)Appraisal adjustments(2)20% to 67% (62%)
(1)Fair value is generally based on appraisals of the underlying collateral.
(2)Appraisals may be adjusted by management for customized discounting criteria, estimated sales costs, and proprietary qualitative adjustments.
Discount Range
ValuationUnobservable(Weighted Average)
TechniqueInputDecember 31, 2024
Collateral dependent assets with specific reservesDiscounted appraisals(1)Appraisal adjustments(2)0% (0%)
OREODiscounted appraisals(1)Appraisal adjustments(2)20% to 74% (61%)
(1)Fair value is generally based on appraisals of the underlying collateral.
(2)Appraisals may be adjusted by management for customized discounting criteria, estimated sales costs, and proprietary qualitative adjustments.

31

Fair Value of Financial Instruments

The following tables present the carrying amounts and fair values of financial instruments, by the level of valuation inputs in the fair value hierarchy, as of the dates indicated:

Carrying · Fair Value Measurements Using
(Amounts in thousands) · Amount · Fair Value · Level 1 · Level 2 · Level 3
Assets
Cash and cash equivalents$414,682$414,682$414,682$-$-
Debt securities available-for-sale129,659129,659-129,659-
Equity securities5555-55-
Loans held for investment, net of allowance2,348,9152,151,524--2,151,524
Derivative financial assets8484-84-
Interest receivable9,3069,306-8569,027
Deferred compensation assets9,2559,2559,255--
Liabilities
Time deposits234,957232,741-232,741-
Securities sold under agreements to repurchase908908-908-
Interest payable838838-838-
Deferred compensation liabilities10,76110,76110,761--
Carrying · Fair Value Measurements Using
(Amounts in thousands) · Amount · Fair Value · Level 1 · Level 2 · Level 3
Assets
Cash and cash equivalents$377,454$377,454$377,454$-$-
Debt securities available-for-sale169,849169,849-169,849-
Equity securities5555-55-
Loans held for investment, net of allowance2,381,2642,177,891--2,177,891
Interest receivable9,2079,207-1,2469,635
Deferred compensation assets8,5718,5718,571--
Derivative assets116116-116-
Liabilities
Time deposits240,541238,262-238,262-
Securities sold under agreements to repurchase906906-906-
Interest payable880880—880—
Deferred compensation liabilities10,18910,18910,189——

32

Note*13***.Litigation, Commitments,**** and Contingencies**** **

Litigation

We are currently a defendant in legal actions and asserted claims in the normal course of business. Although we are unable to assess the ultimate outcome of each matter with certainty, we believe that the resolution of these actions shouldnot have a material adverse effect on our financial position, results of operations, or cash flows.

Commitments and Contingencies

The Company 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. These financial instruments include commitments to extend credit, standby letters of credit, and financial guarantees. These instruments involve, to varying degrees, elements of credit and interest rate risk beyond the amount recognized in the consolidated balance sheets. The contractual amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments. If the other party to a financial instrument doesnot perform, the Company’s credit loss exposure is the same as the contractual amount of the instrument. The Company uses the same credit policies in making commitments and conditional obligations as it does for on balance sheet instruments.

Commitments to extend credit are agreements to lend to a customer as long as there isno violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and* mayrequire payment of a fee. Since many commitments are expected to expire without being drawn on, the total commitment amounts donot* necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary, is based on management’s credit evaluation of each customer on a case-by-case basis. Collateral* may*include accounts receivable, inventory, property, plant and equipment, and income producing commercial properties. The Company maintains a reserve for the risk inherent in unfunded lending commitments, which is included in other liabilities in the consolidated balance sheets.

Standby letters of credit and financial guarantees are conditional commitments issued by the Company to guarantee the performance of a customer to athird party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending credit to customers. The amount of collateral obtained, if deemed necessary, to secure the customer’s performance under certain letters of credit is based on management’s credit evaluation of the customer.

The following table presents the off-balance sheet financial instruments as of the dates indicated:

March 31, 2025December 31, 2024
(Amounts in thousands)
Commitments to extend credit$247,031$252,225
Standby letters of credit and financial guarantees(1)125,586125,561
Total off-balance sheet risk$372,617377,786
(1)Includes FHLB letters of credit

Note14. Segment Information

The Company conducts its business activities through community banking. Community banking revolves around serving the community and customers where the bank has branches and offices. Community banking consists of commercial and consumer banking, lending activities, and wealth management.

The Company’s chief executive officer is in charge of allocating the Company’s resources and assessing the Company's performance, and as such, has been identified as the chief operating decision maker. The chief operating decision maker regularly reviews a multitude of reports that have a varying level of combined detail on products offered, however, all of the information and activity reviewed fall under the definition of community banking.

Based on the business activities and information reviewed by the chief operating decision maker, the Company hasone reportable segment - Community Banking.

The accounting policies of the community banking segment are the same as those for the Company described in Note 1. In accordance with ASC280, the Company has concluded that consolidated net income is the measure of segment profit or loss that is required to be reported because it is the measure determined in accordance with measurement principles that are most consistent with US GAAP. As the Company only hasone reportable segment, total segment net income and total segment assets are equivalent to the results disclosed in the accompanying Consolidated Statements of Income and Consolidated Balance Sheets, respectively

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