PLUMAS BANCORP
For the period ended Sep 30, 2025. Filed Nov 5, 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 5, 2025
Contents
Item 1. FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
| September 30, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Assets | ||
| Cash and cash equivalents | $87,279 | $82,018 |
| Investment securities available for sale, net of allowance for credit losses of $0 at September 30, 2025 and December 31, 2024 | 484,686 | 437,735 |
| Loans, less allowance for credit losses of $19,564 at September 30, 2025 and $13,196 at December 31, 2024 | 1,480,415 | 1,005,375 |
| Other real estate owned | 114 | 91 |
| Premises and equipment, net | 24,983 | 12,495 |
| Right-of-use assets | 23,937 | 24,334 |
| Bank owned life insurance | 33,396 | 16,519 |
| Goodwill | 24,215 | 5,502 |
| Accrued interest receivable and other assets | 70,383 | 39,257 |
| Total assets | $2,229,408 | $1,623,326 |
| Liabilities and Shareholders’ Equity | ||
| Deposits: | ||
| Non-interest bearing | $862,085 | $699,401 |
| Interest bearing | 957,451 | 671,700 |
| Total deposits | 1,819,536 | 1,371,101 |
| Repurchase agreements | 93,863 | 22,073 |
| Lease liabilities | 24,631 | 24,759 |
| Accrued interest payable and other liabilities | 18,723 | 12,493 |
| Other borrowings | 26,705 | 15,000 |
| Total liabilities | 1,983,458 | 1,445,426 |
| Commitments and contingencies (Note 5) | ||
| Shareholders’ equity: | ||
| Common stock, no par value; 22,500,000 shares authorized; issued and outstanding – 6,952,064 shares at September 30, 2025 and 5,903,368 at December 31, 2024 | 75,426 | 29,043 |
| Retained earnings | 187,015 | 174,002 |
| Accumulated other comprehensive loss, net | (16,491) | (25,145) |
| Total shareholders’ equity | 245,950 | 177,900 |
| Total liabilities and shareholders’ equity | $2,229,408 | $1,623,326 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
| For the Three Months Ended · For the Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Interest Income: | ||||
| Interest and fees on loans | $23,635 | $15,635 | $54,643 | $45,639 |
| Interest on investment securities | 4,934 | 4,481 | 13,948 | 13,412 |
| Other | 1,228 | 1,746 | 2,429 | 3,998 |
| Total interest income | 29,797 | 21,862 | 71,020 | 63,049 |
| Interest Expense: | ||||
| Interest on deposits | 3,884 | 1,571 | 8,064 | 4,074 |
| Interest on borrowings | 422 | 1,413 | 713 | 4,210 |
| Other | 317 | 8 | 347 | 33 |
| Total interest expense | 4,623 | 2,992 | 9,124 | 8,317 |
| Net interest income before provision for (recovery of) credit losses | 25,174 | 18,870 | 61,896 | 54,732 |
| Provision for (Recovery of) Credit Losses | 5,373 | (400) | 6,483 | 1,346 |
| Net interest income after provision for (recovery of) credit losses | 19,801 | 19,270 | 55,413 | 53,386 |
| Non-Interest Income: | ||||
| Interchange revenue | 912 | 818 | 2,386 | 2,340 |
| Service charges | 816 | 766 | 2,303 | 2,224 |
| Net (loss) gain on sale of investment securities | (374) | 9 | (371) | (19,817) |
| Gain on sale of buildings | - | - | - | 19,854 |
| Other | 894 | 644 | 3,504 | 1,978 |
| Total non-interest income | 2,248 | 2,237 | 7,822 | 6,579 |
| Non-Interest Expenses: | ||||
| Salaries and employee benefits | 7,418 | 5,481 | 18,851 | 16,129 |
| Occupancy and equipment | 2,471 | 1,988 | 6,535 | 5,627 |
| Other | 5,245 | 3,355 | 12,226 | 9,861 |
| Total non-interest expenses | 15,134 | 10,824 | 37,612 | 31,617 |
| Income before provision for income taxes | 6,915 | 10,683 | 25,623 | 28,348 |
| Provision for Income Taxes | 1,769 | 2,853 | 6,977 | 7,478 |
| Net income | $5,146 | $7,830 | $18,646 | $20,870 |
| Basic earnings per share | $0.74 | $1.33 | $2.98 | $3.54 |
| Diluted earnings per share | $0.73 | $1.31 | $2.94 | $3.50 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| For the Three Months Ended · For the Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, | September 30, | |||
| 2025 | 2024 | 2025 | 2024 | |
| Net income | $5,146 | $7,830 | $18,646 | $20,870 |
| Other comprehensive income: | ||||
| Change in net unrealized loss on securities | 5,316 | 14,761 | 11,662 | 5,378 |
| Change in fair value hedge | 254 | - | 254 | - |
| Less: reclassification adjustments for net (gain) loss included in net income | 374 | (9) | 371 | 19,817 |
| Net unrealized holding gain | 5,944 | 14,752 | 12,287 | 25,195 |
| Related tax effect: | ||||
| Change in net unrealized loss on securities | (1,571) | (4,363) | (3,448) | (1,590) |
| Change in fair value hedge | (75) | - | (75) | - |
| Reclassification of net gain (loss) included in net income | (111) | 3 | (110) | (5,858) |
| Income tax effect | (1,757) | (4,360) | (3,633) | (7,448) |
| Other comprehensive income | 4,187 | 10,392 | 8,654 | 17,747 |
| Total comprehensive income | $9,333 | $18,222 | $27,300 | $38,617 |
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(in thousands, except shares)
| Common Stock · Retained · Accumulated Other Comprehensive Loss · Total Shareholders’ | |||||
|---|---|---|---|---|---|
| Shares | Amount | Earnings | (Net of Taxes) | Equity | |
| Balance, December 31, 2023 | 5,871,523 | $28,033 | $151,748 | $(32,464) | $147,317 |
| Net Income | - | - | 20,870 | - | 20,870 |
| Other comprehensive income | - | - | 17,747 | 17,747 | |
| Cash dividends on common stock ($0.81 per share) | - | - | (4,772) | - | (4,772) |
| Exercise of stock options | 25,010 | 367 | - | - | 367 |
| Stock-based compensation expense | - | 413 | - | - | 413 |
| Balance, September 30, 2024 | 5,896,533 | $28,813 | $167,846 | $(14,717) | $181,942 |
| Balance, December 31, 2024 | 5,903,368 | $29,043 | $174,002 | $(25,145) | $177,900 |
| Net Income | - | - | 18,646 | - | 18,646 |
| Other comprehensive income | - | - | - | 8,654 | 8,654 |
| Cash dividends on common stock ($0.90 per share) | - | - | (5,633) | - | (5,633) |
| Issuance of Common Stock | 1,003,718 | 44,625 | - | - | 44,625 |
| Vesting of stock options assumed in merger | - | 552 | - | - | 552 |
| Vesting of restricted stock units | 3,033 | - | - | - | - |
| Exercise of stock options | 41,945 | 936 | - | - | 936 |
| Stock-based compensation expense | - | 270 | - | - | 270 |
| Balance, September 30, 2025 | 6,952,064 | $75,426 | $187,015 | $(16,491) | $245,950 |
| Common Stock · Retained · Accumulated Other Comprehensive Loss · Total Shareholders’ | |||||
|---|---|---|---|---|---|
| Shares | Amount | Earnings | (Net of Taxes) | Equity | |
| Balance, June 30, 2024 | 5,895,900 | $28,656 | $161,608 | $(25,109) | $165,155 |
| Net Income | - | - | 7,830 | - | 7,830 |
| Other comprehensive income | - | - | - | 10,392 | 10,392 |
| Cash dividends on common stock ($0.27 per share) | - | - | (1,592) | - | (1,592) |
| Exercise of stock options | 633 | - | - | - | - |
| Stock-based compensation expense | - | 157 | - | - | 157 |
| Balance, September 30, 2024 | 5,896,533 | $28,813 | $167,846 | $(14,717) | $181,942 |
| Balance, June 30, 2025 | 5,933,706 | $29,803 | $183,954 | $(20,678) | $193,079 |
| Net Income | - | - | 5,146 | - | 5,146 |
| Other comprehensive income | - | - | - | 4,187 | 4,187 |
| Cash dividends on common stock ($0.30 per share) | - | - | (2,085) | - | (2,085) |
| Issuance of Common Stock | 1,003,718 | 44,625 | - | - | 44,625 |
| Vesting of stock options assumed in merger | - | 552 | - | - | 552 |
| Exercise of stock options | 14,640 | 353 | - | - | 353 |
| Stock-based compensation expense | - | 93 | - | - | 93 |
| Balance, September 30, 2025 | 6,952,064 | $75,426 | $187,015 | $(16,491) | $245,950 |
See notes to unaudited condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| For the Nine Months Ended | ||
|---|---|---|
| September 30, | ||
| 2025 | 2024 | |
| Cash Flows from Operating Activities: | ||
| Net income | $18,646 | $20,870 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||
| Provision for credit losses | 6,483 | 1,346 |
| Provision for Other Real Estate Owned (OREO) losses | 27 | - |
| Change in deferred loan origination costs/fees, net | (339) | (291) |
| Depreciation of premises and equipment and amortization of intangibles | 1,786 | 1,132 |
| Stock-based compensation expense | 270 | 413 |
| Net loss on sale of investment securities | 371 | 19,817 |
| Amortization of discount on subordinated debentures | 84 | - |
| Accretion of premium on time deposits | (651) | - |
| Amortization of investment security premiums | 538 | 644 |
| Accretion of investment security discounts | (950) | (881) |
| Accretion of discount on loans | (455) | - |
| Loss on sale of other vehicles | 43 | 77 |
| Gain on sale of loans held for sale | - | (37) |
| Loans originated for sale | (865) | (1,131) |
| Proceeds from loan sales | - | 757 |
| Earnings on bank-owned life insurance | (478) | (305) |
| Gain on sale of buildings | - | (19,854) |
| Increase in accrued interest receivable and other assets | (6,546) | (527) |
| (Decrease) increase in accrued interest payable and other liabilities | (2,792) | 195 |
| Net cash provided by operating activities | 15,172 | 22,225 |
| Cash Flows from Investing Activities: | ||
| Proceeds from principal repayments from available-for-sale securities | 31,765 | 27,352 |
| Proceeds from sale of available-for-sale securities | 88,009 | 116,285 |
| Proceeds from matured and called available-for-sale securities | 870 | 4,700 |
| Purchases of available-for-sale securities | (67,454) | (110,261) |
| Purchase of Federal Reserve Bank stock | (998) | (6) |
| Net increase in loans | (17,438) | (45,977) |
| Cash acquired in acquisition, net of consideration paid | 35,777 | - |
| Proceeds from the sale of OREO | - | 362 |
| Proceeds from sale of other vehicles | 266 | 630 |
| Proceeds from the sale of buildings | - | 25,690 |
| Purchase of premises and equipment | (1,005) | (570) |
| Net cash provided by investing activities | 69,792 | 18,205 |
Continued on next page.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Continued)
| For the Nine Months Ended | |||
|---|---|---|---|
| September 30, | |||
| 2025 · 2024 | |||
| Cash Flows from Financing Activities: | |||
| Net (decrease) increase in demand, interest bearing and savings deposits | $(116,608) | $6,752 | |
| Net (decrease) increase in time deposits | (15,188) | 10,589 | |
| Net increase (decrease) in securities sold under agreements to repurchase | 71,790 | (6,062) | |
| Cash dividends paid on common stock | (5,633) | (4,772) | |
| Increase in other borrowings | - | 30,000 | |
| Decrease in other borrowings | (15,000) | (45,000) | |
| Proceeds from exercise of stock options | 936 | 367 | |
| Net cash used in financing activities | (79,703) | (8,126) | |
| Increase in cash and cash equivalents | 5,261 | 32,304 | |
| Cash and Cash Equivalents at Beginning of Period | 82,018 | 85,655 | |
| Cash and Cash Equivalents at End of Period | $87,279 | $117,959 | |
| Supplemental Disclosure of Cash Flow Information: | |||
| Cash paid during the period for: | |||
| Interest expense | $9,784 | $6,645 | |
| Income taxes | $8,595 | $6,875 | |
| Supplemental noncash disclosures | |||
| Real estate and vehicles acquired through foreclosure/repossession | $274 | $727 | |
| Common stock retired in connection with the exercise of stock options | $86 | $78 | |
| Lease liabilities arising from obtaining right-of-use assets | $303 | $22,588 | |
| Assets acquired in acquisition plus goodwill recognized | $659,348 | $ | - |
| Liabilities assumed in acquisition | $616,745 | $ | - |
| Common stock issued in acquisition | $45,177 | $ | - |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
**1. **THE BUSINESS OF PLUMAS BANCORP
During2002, Plumas Bancorp (the "Company") was incorporated as a bank holding company for the purpose of acquiring Plumas Bank (the "Bank") in aone bank holding company reorganization. This corporate structure gives the Company and the Bank greater flexibility in terms of operation, expansion and diversification. Plumas Bancorp's Principal Executive Office is located in Reno, Nevada.
The Bank operates seventeen branches in California, including branches in Alturas, Anderson, Chester, Chico, Fall River Mills, Greenville, Kings Beach, Portola, Quincy, Redding (3 branches), Red Bluff, Susanville, Tahoe City, Truckee and Yuba City. The Bank's newest branch was opened in* April 2023and is located in Chico, California. The Bank’s administrative headquarters are in Quincy, California. In December 2015the Bank opened a branch in Reno, Nevada, itsfirst* branch outside of California, and in2018 the Bank purchased a branch located in Carson City, Nevada. In addition, the Bank operates a lending office specializing in government-guaranteed lending in Auburn, California, and a commercial/agricultural lending office in Klamath Falls, Oregon. The Bank's primary source of revenue is generated from providing loans to customers who are predominately small and middle market businesses and individuals residing in the surrounding areas. On* July 1, 2025,*the Company completed its acquisition of Cornerstone Community Bancorp (Cornerstone) increasing its branch network in California byfour branches: one in Anderson, one in Red Bluff andtwo in Redding.
2.** **** **SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Consolidation and Basis of Presentation
The consolidated financial statements include the accounts of the Company and the consolidated accounts of its wholly-owned subsidiary, Plumas Bank. All significant intercompany balances and transactions have been eliminated.
The accounting and reporting policies of Plumas Bancorp and subsidiary conform with accounting principles generally accepted in the United States of America and prevailing practices within the banking industry. In the opinion of management, the unaudited condensed consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company’s financial position at* September 30, 2025* and the results of its operations and its cash flows for thethree andnine-month periods. Our condensed consolidated balance sheet at* December 31, 2024* is derived from audited financial statements.
The unaudited condensed consolidated financial statements of the Company have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting on Form10-Q. Accordingly, certain disclosures normally presented in the notes to the annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted. The Company believes that the disclosures are adequate to make the informationnot misleading. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's2024 Annual Report to Shareholders on Form10-K. The results of operations for thethree andnine-month periods ended* September 30, 2025*,* may**not* necessarily be indicative of future operating results. In preparing such financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the periods reported. Actual results could differ significantly from those estimates.
Segment Information
An operating segment is generally defined as a component of business for which discrete financial information is available and whose operating results are regularly reviewed by the chief operating decision maker. As a community-oriented financial institution, substantially all of the Company’s operations involve the delivery of loan and deposit products to customers.
The chief operating decision maker makes operating decisions and assesses performance based on an ongoing review of the Company’s community banking activities, which constitutes the Company’s only operating segment for financial reporting purposes. The Company’s single reportable segment is determined by the Chief Financial Officer, who is the designated chief operating decision maker, based upon information provided about the Company’s products and services offered, primarily banking operations. The segment is also distinguished by the level of information provided to the chief operating decision maker, who uses such information to review performance of various components of the business such as branches and departments, which are then aggregated if operating performance, products/services, and customers are similar. The chief operating decision maker will evaluate the financial performance of the Company’s business components such as by evaluating revenue streams, significant expenses, and budget to actual results in assessing the Company’s segment and in the determination of allocating resources. The chief operating decision maker uses revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision maker uses consolidated net income to benchmark the Company against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessment performance and in establishing compensation. Loans, investments, and deposits provide the revenues in the banking operation. Interest expense, provisions for credit losses, and payroll provide the significant expenses in the banking operation. The consolidated expense information is the same as is reported on the income statement as consolidated net income. The measure of segment assets is reported on the balance sheet as total consolidated assets. All operations are domestic.
Purchased Credit Deteriorated (PCD) Loans
PCD loans are loans acquired at a discount that is due, in part, to credit quality deterioration since origination which* may*be determined through observation of missed payments, downgrade in risk rating, deterioration of a borrower's financial trends or other observable factors including subjectivity utilized by management. PCD loans are initially recorded at fair value, by taking the sum of the present value of expected future cash flows and an allowance for credit losses, at acquisition. The allowance for credit losses for PCD loans is recorded through a gross-up of reserves on the consolidated balance sheets, while the allowance for acquired non-PCD loans, such as loans, is recorded through the provision for credit losses on the consolidated statements of income, consistent with originated loans. Subsequent to acquisition, the allowance for credit losses for PCD loans will generally follow the same forward-looking estimation, provision, and charge-off process as non-PCD acquired and originated loans.
7
As part of the acquisition of Cornerstone on* July 1, 2025,*the Company acquired PCD loans. At acquisition, the Company recorded PCD loans at their purchase price and simultaneously established an allowance for credit losses based on expected credit losses over the life of the loans.
Reconciliation of Purchase Price to Par Value (in thousands):
| Par value of Acquired PCD Loans | $34,115 |
|---|---|
| Less Credit Mark (ACL) | (315) |
| Less: Interest Mark (Non-Credit Discount) | (3,609) |
| Fair Value (Purchase Price) | $30,191 |
The fair value of PCD loans acquired in the Cornerstone acquisition was determined using a discounted cash flow (DCF) model. Key inputs and assumptions included:
| ● | Expected cash flows based on contractual terms adjusted for estimated prepayments and defaults |
| ● | Discount rates reflecting current market rates for similar loans, adjusted for credit risk |
| ● | Loss expectations derived from historical performance and forward-looking economic forecasts |
| ● | Segmentation by loan type (e.g., commercial, consumer, real estate) to reflect differing risk profiles |
The resulting fair value represents the present value of expected future cash flows, net of credit losses, and includes a gross-up for the allowance for credit losses under ASC326.
Non-PCD Loans
As part of the acquisition of Cornerstone, the Company acquired a portfolio of loan receivables that didnot exhibit credit deterioration at the acquisition date (non-PCD loans). In accordance with ASC805 and ASC326, these loans were initially recorded at fair value. An allowance for credit losses related to the non-PCD loans was recognized separately from the purchase price allocation, resulting in a charge to credit loss expense on the acquisition date. This treatment reflects the expected credit losses on the acquired loans and is consistent with the CECL model. The total fair value of non-PCD loans acquired was $432 million, the gross contractual amounts receivable is $579 million, and our best estimate of the contractual cash flowsnot expected to be collected is $6.7 million.
Business Combination and Fair Value Measurements
The Company completed its acquisition of Cornerstone on* July 1, 2025.The transaction was accounted for under the acquisition method in accordance with ASC805,* Business Combinations, and the identifiable assets acquired, and liabilities assumed were recorded at their estimated fair values. Acquisition-related costs, including legal, accounting, and other professional fees, totaled approximately $1.9 million and were expensed as incurred in accordance with ASC805.
Fair Value Methodologies:
| ● | Loans: Fair value was estimated using a discounted cash flow model that considered credit quality, interest rate environment, and expected prepayments. Credit mark adjustments were applied to reflect estimated losses. |
| ● | Investment Securities: Valued based on quoted market prices or observable inputs such as yield curves and credit spreads. |
| ● | Premises and Equipment: Based on third-party appraisals and market comparables. |
| ● | Core Deposit Intangible: Determined using a discounted cash flow model based on expected deposit retention and cost differentials relative to market rates. |
| ● | Time Deposits and Borrowings: Measured using present value techniques based on current market rates for similar instruments. |
| ● | Goodwill: Arises from synergies expected from the acquisition and is not amortizable for tax purposes. |
These fair value estimates are preliminary and subject to change as additional information becomes available during the measurement period.
3. INVESTMENT SECURITIES AVAILABLE FOR SALE
The amortized cost and estimated fair value of investment securities at* September 30, 2025* and* December 31, 2024* consisted of the following, in thousands:
| Available-for-Sale | September 30, 2025 | |||
|---|---|---|---|---|
| Gross · Gross | ||||
| Amortized | Unrealized | Unrealized | Fair | |
| Cost | Gains | Losses | Value | |
| Debt securities: | ||||
| U.S. Government-sponsored agencies collateralized by mortgage obligations - residential | 258,397 | 2,216 | (9,748) | 250,865 |
| U.S. Government- sponsored agencies collateralized by mortgage obligations - commercial | 147,614 | 1,253 | (9,929) | 138,938 |
| Obligations of states and political subdivisions | 102,086 | 686 | (7,889) | 94,883 |
| $508,097 | $4,155 | $(27,566) | $484,686 | |
Unrealized losses on available-for-sale investment securities totaling $23,411,000 were recorded, net of $6,920,000 in tax benefit, as accumulated other comprehensive loss within shareholders' equity at* September 30, 2025*. During thenine months ended* September 30, 2025,the Company sold 90 available-for-sale investment securities for proceeds of $88,009,000, recording a $625,000 loss on sale. The loss was partially offset by a gain of $254,000 on the termination of a fair value hedge. The Company realized a gain on sale from fifteen of these securities totaling $36,000 and a loss on sale of 75 securities totaling $661,000. During thenine* months ended* September 30, 2024,*the Company sold 157 available-for-sale investment securities for proceeds of $116,285,000 recording a $19,817,000 net loss on sale. The Company realized a gain on sale fromten of these securities totaling $115,000 and a loss on sale of 147 securities totaling $19,932,000.
| Available-for-Sale | December 31, 2024 | |||
|---|---|---|---|---|
| Gross · Gross | ||||
| Amortized | Unrealized | Unrealized | Fair | |
| Cost | Gains | Losses | Value | |
| Debt securities: | ||||
| U.S. Government-sponsored agencies collateralized by mortgage obligations - residential | 243,709 | 138 | (15,456) | 228,391 |
| U.S. Government- sponsored agencies collateralized by mortgage obligations - commercial | 133,749 | 77 | (11,956) | 121,870 |
| Obligations of states and political subdivisions | 95,975 | 315 | (8,816) | 87,474 |
| $473,433 | $530 | $(36,228) | $437,735 | |
8
Unrealized losses on available-for-sale investment securities totaling $35,698,000 were recorded, net of $10,553,000 in tax benefits, as accumulated other comprehensive loss within shareholders' equity at* December 31, 2024.During thetwelve* months ended* December 31, 2024,*the Company sold 157 available-for-sale investment securities for proceeds of $116,285,000, recording a $19,817,000 net loss on sale. The Company realized a gain on sale fromten of these securities totaling $115,000 and a loss on sale of 147 securities totaling $19,932,000.
There wereno transfers of available-for-sale investment securities during thenine months ended* September 30, 2025* andtwelve months ended* December 31, 2024*. There wereno securities classified as held-to-maturity at* September 30, 2025* or* December 31, 2024*.
Investment securities with unrealized losses at* September 30, 2025* and* December 31, 2024* are summarized and classified according to the duration of the loss period as follows, in thousands:
| September 30, 2025 | Less than 12 Months | 12 Months or More | Total | |||
|---|---|---|---|---|---|---|
| Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |
| Value | Losses | Value | Losses | Value | Losses | |
| Debt securities: | ||||||
| U.S. Government-sponsored agencies collateralized by mortgage obligations - residential | $5,916 | $22 | $92,489 | $9,726 | $98,405 | $9,748 |
| U.S. Government- sponsored agencies collateralized by mortgage obligations - commercial | 8,193 | 36 | 64,400 | 9,893 | 72,593 | 9,929 |
| Obligations of states and political subdivisions | 14,340 | 199 | 47,875 | 7,690 | 62,215 | 7,889 |
| $28,449 | $257 | $204,764 | $27,309 | $233,213 | $27,566 | |
| December 31, 2024 | Less than 12 Months | 12 Months or More | Total | |||
|---|---|---|---|---|---|---|
| Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |
| Value | Losses | Value | Losses | Value | Losses | |
| Debt securities: | ||||||
| U.S. Government-sponsored agencies collateralized by mortgage obligations - residential | 107,328 | 1,917 | 94,506 | 13,539 | 201,834 | 15,456 |
| U.S. Government- sponsored agencies collateralized by mortgage obligations - commercial | 55,921 | 926 | 57,735 | 11,030 | 113,656 | 11,956 |
| Obligations of states and political subdivisions | 18,938 | 250 | 48,460 | 8,566 | 67,398 | 8,816 |
| $182,187 | $3,093 | $200,701 | $33,135 | $382,888 | $36,228 | |
At* September 30, 2025*, the Company held 326 securities of which 22 were in a loss position for less thantwelve months and 173 were in a loss position fortwelve months or more. Of the 326 securities,101 are U.S. Government-sponsored agencies collateralized by residential mortgage obligations,51 were U.S. Government agencies collateralized by commercial mortgage obligations and 174 were obligations of states and political subdivisions. The unrealized losses relate to market rate conditions. All of the securities continue to pay as scheduled. For available-for-sale debt securities in an unrealized loss position, the Companyfirst assesses whether it intends to sell, or it is more likely thannot that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security's amortized cost basis is written down to fair value through income. At* September 30, 2025*, neither of the criteria regarding intent or requirement to sell was met for any of the securities in an unrealized loss position.
Unrealized losses on investments in obligations of U.S. government agencies and U.S. government sponsored agencies are caused by interest rate increases.
Obligations of states and political subdivisions: Management reviewed the collectability of the obligations of the states and political subdivisions taking into consideration such factors as the financial condition of the issuers, credit ratings, and other information. Management believes the unrealized losses on the obligations of states and political subdivisions are attributable to changes in the investment spreads and interest rates andnot changes in the credit quality of the issuers.
The amortized cost and estimated fair value of investment in debt securities at* September 30, 2025* by contractual maturity are shown below, in thousands.
| Amortized Cost | Estimated Fair Value | |
|---|---|---|
| Within one year | $735 | $734 |
| After one year through five years | 6,575 | 6,655 |
| After five years through ten years | 19,025 | 19,069 |
| After ten years | 75,751 | 68,425 |
| Investment securities not due at a single maturity date: | ||
| U.S. Government-sponsored agencies collateralized by mortgage obligations - residential | 258,397 | 250,865 |
| U.S. Government- sponsored agencies collateralized by mortgage obligations - commercial | 147,614 | 138,938 |
| $508,097 | $484,686 | |
Expected maturities will differ from contractual maturities because the issuers of the securities* may*have the right to call or prepay obligations with or without call or prepayment penalties.
Investment securities with amortized costs totaling $440,935,000 and $225,313,000 and estimated fair values totaling $421,337,000 and $212,001,000 at* September 30, 2025* and* December 31, 2024*, respectively, were pledged to secure deposits, repurchase agreements and Federal Reserve Bank borrowings.
9
4. LOANS AND THE ALLOWANCE FOR CREDIT LOSSES
Outstanding loans are summarized below, in thousands:
| September 30, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Commercial | $161,667 | $77,444 |
| Agricultural | 154,107 | 118,866 |
| Real estate – residential | 33,657 | 11,539 |
| Real estate – commercial | 980,694 | 646,378 |
| Real estate – construction and land development | 49,199 | 53,503 |
| Equity lines of credit (Equity LOC) | 53,283 | 37,888 |
| Auto | 45,142 | 64,734 |
| Other | 18,745 | 5,072 |
| Total loans | 1,496,494 | 1,015,424 |
| Deferred loan costs, net | 3,485 | 3,147 |
| Loans, amortized cost basis | 1,499,979 | 1,018,571 |
| Allowance for credit losses | (19,564) | (13,196) |
| Total net loans | $1,480,415 | $1,005,375 |
Salaries and employee benefits totaling $951,000 and $599,000 have been deferred as loan origination costs during thethree months ended* September 30, 2025and2024,* respectively. Salaries and employee benefits totaling $2,173,000 and $2,062,000 have been deferred as loan origination costs during thenine months ended* September 30, 2025,and2024,* respectively.
The Company assigns a risk rating to all loans and periodically, butnot less than annually, performs detailed reviews of all criticized and classified loans over*$100,000* to identify credit risks and to assess the overall collectability of the portfolio. These risk ratings are also subject to examination by independent specialists engaged by the Company and the Company’s regulators. During these internal reviews, management monitors and analyzes the financial condition of borrowers and guarantors, trends in the industries in which borrowers operate and the fair values of collateral securing these loans. These credit quality indicators are used to assign a risk rating to each individual loan.
The risk ratings can be grouped intothree major categories, defined as follows:
Special Mention– Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses* may*result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.
Substandard– A substandard loan isnot adequately protected by the current sound worth and paying capacity of the borrower or the value of the collateral pledged, if any. Loans classified as substandard have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. Well defined weaknesses include a project's lack of marketability, inadequate cash flow or collateral support, failure to complete construction on time or the project's failure to fulfill economic expectations. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies arenot corrected.
Doubtful– Loans classified doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions, and values, highly questionable and improbable.
Loansnot meeting the criteria above that are analyzed individually as part of the above-described process are considered to be pass-rated loans.
For other loans, which are primarily consumer loans and automobile loans the Company evaluates credit quality based on the aging status of the loan and by payment activity. Non-performing loans consist of nonaccrual loans and loans past due90 days or more and still accruing.
Other Real Estate Owned
Other real estate owned relates to real estate acquired in full or partial settlement of loan obligations. On* September 30, 2025,other real estate owned totaled $114,000, consisting oftwo single family residential real estate (SFR) properties. On December**31,* 2024, other real estate owned totaled $91,000, consisting ofone SFR property. There wasone commercial real estate loan totaling $221,000 secured by commercial property, two residential real estate loans totaling $185,000, two agricultural loans totaling $2,337,000 secured partially by SFR properties and additionally by agricultural land andone equity line of credit totaling $79,000 secured by SFR property for which formal foreclosure proceedings were in process at* September 30, 2025* There wasone commercial loan with a balance of $53,000 secured by a SFR property for which formal foreclosure proceedings were in process at* December 31, 2024*.
10
The following table presents the amortized cost basis of the loan portfolio allocated by management's internal risk ratings or payment activity at the dates indicated, in thousands:
| Amortized Cost Basis by Origination Year and Risk Grades - As of September 30, 2025 | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands) · 2025 · 2024 · 2023 · 2022 · 2021 · Prior · Revolving Loans Book Amortized Cost Basis · Revolving Loans Converted to Term Amortized Cost Basis · Total - Amortized Cost Basis | ||||||||||||||||||
| Commercial | ||||||||||||||||||
| Pass | $13,873 | $27,143 | $24,011 | $27,998 | $12,811 | $15,126 | 38,605 | $ | - | $159,567 | ||||||||
| Special Mention | - | - | - | - | 939 | 638 | 443 | - | 2,020 | |||||||||
| Substandard | 3 | - | 230 | 99 | 133 | 280 | 165 | - | 910 | |||||||||
| Total Commercial loans | $13,876 | $27,143 | $24,241 | $28,097 | $13,883 | $16,044 | $39,213 | $ | - | $162,497 | ||||||||
| Current period gross charge-offs | $ | - | $114 | $ | - | $51 | $ | - | $ | - | $25 | $ | - | $190 | ||||
| Agricultural | ||||||||||||||||||
| Pass | $7,820 | $6,910 | $16,167 | $12,000 | $14,182 | $35,902 | $26,064 | $ | - | $119,045 | ||||||||
| Special Mention | 1,114 | - | 499 | 7,129 | 806 | 6,591 | 3,273 | - | 19,412 | |||||||||
| Substandard | 420 | - | 2,747 | 5,175 | 3,059 | 1,330 | 3,178 | - | 15,909 | |||||||||
| Total Agricultural | $9,354 | $6,910 | $19,413 | $24,304 | $18,047 | $43,823 | $32,515 | $ | - | $154,366 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $11 | $ | - | $ | - | $ | - | $ | - | $ | - | $11 | ||
| Real Estate - Residential | ||||||||||||||||||
| Pass | $2,033 | $4,482 | $1,822 | $9,381 | $5,991 | $9,401 | $156 | $ | - | $33,266 | ||||||||
| Special Mention | - | - | - | - | - | 149 | - | - | 149 | |||||||||
| Substandard | - | - | - | - | - | 273 | - | - | 273 | |||||||||
| Total Real Estate - Residential | $2,033 | $4,482 | $1,822 | $9,381 | $5,991 | $9,823 | $156 | $ | - | $33,688 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Real Estate -Commercial | ||||||||||||||||||
| Pass | $74,401 | $117,536 | $134,415 | $170,782 | $137,156 | $330,501 | $3,869 | $ | - | $968,660 | ||||||||
| Special Mention | 994 | - | - | 238 | 950 | 3,015 | - | - | 5,197 | |||||||||
| Substandard | - | - | - | 378 | 409 | 7,041 | - | - | 7,828 | |||||||||
| Total Real Estate -Commercial | $75,395 | $117,536 | $134,415 | $171,398 | $138,515 | $340,557 | $3,869 | $ | - | $981,685 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Real Estate -Construction | ||||||||||||||||||
| Pass | $8,095 | $18,853 | $4,134 | $3,582 | $5,235 | $1,092 | $3,757 | $ | - | $44,748 | ||||||||
| Special Mention | - | - | 4,307 | - | - | - | - | - | 4,307 | |||||||||
| Total Real Estate -Construction | $8,095 | $18,853 | $8,441 | $3,582 | $5,235 | $1,092 | $3,757 | $ | - | $49,055 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Equity LOC | ||||||||||||||||||
| Pass | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $50,727 | $2,397 | $53,124 | |||
| Substandard | - | - | - | 103 | - | - | 987 | - | 1,090 | |||||||||
| Total Equity LOC | $ | - | $ | - | $ | - | $103 | $ | - | $ | - | $51,714 | $2,397 | $54,214 | ||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $19 | $ | - | $19 | ||
| Total | ||||||||||||||||||
| Pass | $106,222 | $174,924 | $180,549 | $223,743 | $175,375 | $392,022 | $123,178 | $2,397 | $1,378,410 | |||||||||
| Special Mention | 2,108 | - | 4,806 | 7,367 | 2,695 | 10,393 | 3,716 | - | 31,085 | |||||||||
| Substandard | 423 | - | 2,977 | 5,755 | 3,601 | 8,924 | 4,330 | - | 26,010 | |||||||||
| Total | $108,753 | $174,924 | $188,332 | $236,865 | $181,671 | $411,339 | $131,224 | $2,397 | $1,435,505 | |||||||||
| Current period gross charge-offs | $ | - | $114 | $11 | $51 | $ | - | $ | - | $44 | $ | - | $220 | |||||
| Auto | ||||||||||||||||||
| Performing | $ | - | $ | - | $17,744 | $16,310 | $6,529 | $4,248 | $ | - | $ | - | $44,831 | |||||
| Non-performing | - | - | 204 | 197 | 257 | 165 | - | - | 823 | |||||||||
| Total Auto | $ | - | $ | - | $17,948 | $16,507 | $6,786 | $4,413 | $ | - | $ | - | $45,654 | |||||
| Current period gross charge-offs | $ | - | $ | - | $100 | $181 | $25 | $102 | $ | - | $ | - | $408 | |||||
| Other | ||||||||||||||||||
| Performing | $5,117 | $7,032 | $2,442 | $3,571 | $148 | $35 | $463 | $ | - | $18,808 | ||||||||
| Non-performing | - | 4 | 1 | 6 | 1 | - | - | - | 12 | |||||||||
| Total Other | $5,117 | $7,036 | $2,443 | $3,577 | $149 | $35 | $463 | $ | - | $18,820 | ||||||||
| Current period gross charge-offs | $ | - | $36 | $38 | $18 | $2 | $8 | $ | - | $ | - | $102 | ||||||
| Total | ||||||||||||||||||
| Performing | $5,117 | $7,032 | $20,186 | $19,881 | $6,677 | $4,283 | $463 | $ | - | $63,639 | ||||||||
| Non-performing | - | 4 | 205 | 203 | 258 | 165 | - | - | 835 | |||||||||
| Total | $5,117 | $7,036 | $20,391 | $20,084 | $6,935 | $4,448 | $463 | $ | - | $64,474 | ||||||||
| Total Loans | $113,870 | $181,960 | $208,723 | $256,949 | $188,606 | $415,787 | $131,687 | $2,397 | $1,499,979 | |||||||||
| Total gross charge-offs | $ | - | $150 | $149 | $250 | $27 | $110 | $44 | $ | - | $730 | |||||||
11
| Term Loans | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost Basis by Origination Year and Risk Grades - As of December 31, 2024 | ||||||||||||||||||
| (in thousands) · 2024 · 2023 · 2022 · 2021 · 2020 · Prior · Revolving Loans Book Balance Basis · Revolving loans converted to term Book Balance Basis · Total | ||||||||||||||||||
| Commercial | ||||||||||||||||||
| Pass | $19,885 | $12,642 | $12,042 | $8,405 | $1,658 | $6,886 | $13,232 | $ | - | $74,750 | ||||||||
| Special Mention | - | - | 157 | 444 | - | 36 | 513 | - | 1,150 | |||||||||
| Substandard | 61 | 244 | 1,050 | 365 | 469 | 30 | 75 | - | 2,294 | |||||||||
| Total Commercial loans | $19,946 | $12,886 | $13,249 | $9,214 | $2,127 | $6,952 | $13,820 | $ | - | $78,194 | ||||||||
| Current period gross charge-offs | $ | - | $86 | $43 | $ | - | $ | - | $22 | $151 | $ | - | $302 | |||||
| Agricultural | ||||||||||||||||||
| Pass | $6,421 | $9,331 | $14,290 | $11,389 | $14,252 | $28,075 | $13,356 | $ | - | $97,114 | ||||||||
| Special Mention | 518 | 53 | 1,159 | 358 | 1,307 | 1,639 | 534 | - | 5,568 | |||||||||
| Substandard | - | 2,710 | 4,606 | 3,252 | 78 | 1,281 | 4,501 | - | 16,428 | |||||||||
| Total Agricultural | $6,939 | $12,094 | $20,055 | $14,999 | $15,637 | $30,995 | $18,391 | $ | - | $119,110 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Real Estate - Residential | ||||||||||||||||||
| Pass | $632 | $1,105 | $ | - | $2,064 | $2,355 | $4,639 | $520 | $ | - | $11,315 | |||||||
| Substandard | - | - | - | - | - | 253 | - | - | 253 | |||||||||
| Total Real Estate - Residential | $632 | $1,105 | $ | - | $2,064 | $2,355 | $4,892 | $520 | - | $11,568 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Real Estate -Commercial | ||||||||||||||||||
| Pass | $90,579 | $92,735 | $137,607 | $82,627 | $73,405 | $154,466 | $7,142 | $ | - | $638,561 | ||||||||
| Special Mention | - | - | 171 | - | - | 4,460 | 450 | - | 5,081 | |||||||||
| Substandard | - | - | 628 | - | 921 | 1,760 | - | - | 3,309 | |||||||||
| Total Real Estate -Commercial | $90,579 | $92,735 | $138,406 | $82,627 | $74,326 | $160,686 | $7,592 | $ | - | $646,951 | ||||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Real Estate -Construction | ||||||||||||||||||
| Pass | $21,110 | $15,244 | $11,054 | $3,767 | $947 | $843 | $ | - | $ | - | $52,965 | |||||||
| Special Mention | - | - | 210 | - | - | - | - | - | 210 | |||||||||
| Substandard | 110 | - | - | - | - | - | - | - | 110 | |||||||||
| Total Real Estate -Construction | $21,220 | $15,244 | $11,264 | $3,767 | $947 | $843 | $ | - | $ | - | $53,285 | |||||||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Equity LOC | ||||||||||||||||||
| Pass | $ | - | $ | - | $ | - | $ | - | $ | - | $34,622 | $3,483 | $38,105 | |||||
| Substandard | - | - | - | - | - | 371 | 279 | 650 | ||||||||||
| Total Equity LOC | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $34,993 | $3,762 | $38,755 | |||
| Current period gross charge-offs | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - | $ | - |
| Total | ||||||||||||||||||
| Pass | $138,627 | $131,057 | $174,993 | $108,252 | $92,617 | $194,909 | $68,872 | $3,483 | $912,810 | |||||||||
| Special Mention | 518 | 53 | 1,697 | 802 | 1,307 | 6,135 | 1,497 | - | 12,009 | |||||||||
| Substandard | 171 | 2,954 | 6,284 | 3,617 | 1,468 | 3,324 | 4,947 | 279 | 23,044 | |||||||||
| Total | $139,316 | $134,064 | $182,974 | $112,671 | $95,392 | $204,368 | $75,316 | $3,762 | $947,863 | |||||||||
| Current period gross charge-offs | $ | - | $86 | $43 | $ | - | $ | - | $22 | $151 | $ | - | $302 | |||||
| Auto | ||||||||||||||||||
| Performing | $ | - | $23,163 | $22,361 | $10,426 | $4,779 | $4,063 | $ | - | $ | - | $64,792 | ||||||
| Non-performing | - | 147 | 241 | 187 | 129 | 88 | - | - | 792 | |||||||||
| Total Auto | $ | - | $23,310 | $22,602 | $10,613 | $4,908 | $4,151 | $ | - | $ | - | $65,584 | ||||||
| Current period gross charge-offs | $ | - | $389 | $598 | $262 | $171 | $223 | $ | - | $ | - | $1,643 | ||||||
| Other | ||||||||||||||||||
| Performing | $2,433 | $1,245 | $799 | $318 | $88 | $5 | $157 | $ | - | $5,045 | ||||||||
| Non-performing | - | 48 | 24 | 3 | 2 | - | 2 | - | 79 | |||||||||
| Total Other | $2,433 | $1,293 | $823 | $321 | $90 | $5 | $159 | $ | - | $5,124 | ||||||||
| Current period gross charge-offs | $ | - | $9 | $35 | $31 | $6 | $12 | $1 | $ | - | $94 | |||||||
| Total | ||||||||||||||||||
| Performing | $2,433 | $24,408 | $23,160 | $10,744 | $4,867 | $4,068 | $157 | $ | - | $69,837 | ||||||||
| Non-performing | - | 195 | 265 | 190 | 131 | 88 | 2 | - | 871 | |||||||||
| Total | $2,433 | $24,603 | $23,425 | $10,934 | $4,998 | $4,156 | $159 | $ | - | $70,708 | ||||||||
| Total Loans | $141,749 | $158,667 | $206,399 | $123,605 | $100,390 | $208,524 | $75,475 | $3,762 | $1,018,571 | |||||||||
| Total gross charge-offs | $ | - | $484 | $676 | $293 | $177 | $257 | $152 | $ | - | $2,039 | |||||||
12
The following table shows the ending balance of nonaccrual loans by loan category as of the date indicated:
| Non-Performing Loans | ||||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 · December 31, 2024 | ||||||||
| (in thousands) · Nonaccrual with no allowance for credit losses · Total nonaccrual · Past due 90 days or more and still accruing · Nonaccrual with no allowance for credit losses · Total nonaccrual · Past due 90 days or more and still accruing | ||||||||
| Commercial | $257 | $508 | $ | - | $302 | $355 | $ | - |
| Agricultural | 8,501 | 10,540 | - | 567 | 567 | - | ||
| Real estate – residential | 258 | 258 | - | 83 | 83 | - | ||
| Real estate – commercial | 1,798 | 1,798 | - | 1,579 | 1,579 | - | ||
| Real estate – construction & land development | - | - | - | - | - | - | ||
| Equity lines of credit | 1,090 | 1,090 | - | 650 | 650 | - | ||
| Auto | 823 | 823 | - | 792 | 792 | - | ||
| Other | 12 | 12 | - | 77 | 79 | - | ||
| Total Gross Loans | $12,739 | $15,029 | $ | - | $4,050 | $4,105 | $ | - |
The Company places loans90 days or more past due on nonaccrual status unless the loan is well secured and in the process of collection. A loan is considered to be in the process of collection if, based on a probable specific event, it is expected that the loan will be repaid or brought current. Generally, this collection period wouldnot exceed90 days. When a loan is placed on nonaccrual status the Company's general policy is to reverse and charge against current income previously accrued but unpaid interest. Interest income on such loans is subsequently recognized only to the extent that cash is received, and future collection of principal is deemed by management to be probable. Where the collectability of the principal or interest on a loan is considered to be doubtful by management, it is placed on nonaccrual status prior to becoming90 days delinquent.
The following tables show interest reversed against interest income for loans placed on nonaccrual status during thethree andnine months ended* September 30, 2025and2024*.
| Three months ended: | ||
|---|---|---|
| (in thousands) | September 30, 2025 | September 30, 2024 |
| Commercial | $17 | $6 |
| Agricultural | 41 | 29 |
| Real estate – residential | 1 | - |
| Real estate – commercial | 2 | 26 |
| Equity lines of credit | 3 | - |
| Auto | 7 | 12 |
| Other | - | - |
| Total | $71 | $73 |
| Nine months ended: | ||
|---|---|---|
| (in thousands) | September 30, 2025 | September 30, 2024 |
| Commercial | $28 | $10 |
| Agricultural | 381 | 29 |
| Real estate – residential | 1 | 9 |
| Real estate – commercial | 7 | 40 |
| Equity lines of credit | 18 | 10 |
| Auto | 14 | 21 |
| Other | 1 | - |
| Total | $450 | $119 |
13
The following table presents the amortized cost basis of loans at* September 30, 2025*, that were both experiencing financial difficulty and modified during thethree months ended* September 30, 2025*, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.
| Term Extension | ||
|---|---|---|
| (in thousands) | Amortized Cost Basis | Total Class of Financing Receivable |
| Agricultural | 2,232 | 1.45% |
| Real estate – commercial | 76 | 0.01% |
| Total | $2,308 | 0.15% |
The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty as of* September 30, 2025*:
| Weighted-Average Term Extension (in months) | |
|---|---|
| Agricultural | 5.0 |
| Real estate – commercial | 24.0 |
| Total | 5.6 |
The following table presents the amortized cost basis of loans at* September 30, 2025*, that were both experiencing financial difficulty and modified during thenine months ended* September 30, 2025*, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.
| Term Extension | ||
|---|---|---|
| (in thousands) | Amortized Cost Basis | Total Class of Financing Receivable |
| Agricultural | 7,105 | 4.60% |
| Real estate – commercial | 848 | 0.09% |
| Total | $7,953 | 0.53% |
The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty as of* September 30, 2025*:
| Weighted-Average Term Extension (in months) | |
|---|---|
| Agricultural | 5.3 |
| Real estate – commercial | 4.9 |
| Total | 5.3 |
The following table presents the amortized cost basis of loans at* September 30, 2024*, that were both experiencing financial difficulty and modified during thethree months ended* September 30, 2024*, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.
| Term Extension | ||
|---|---|---|
| (in thousands) | Amortized Cost Basis | Total Class of Financing Receivable |
| Agricultural | 2,357 | 1.93% |
The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty as of* September 30, 2024*:
| Weighted-Average Term Extension (in months) | |
|---|---|
| Agricultural | 6.0 |
14
The following table presents the amortized cost basis of loans at* September 30, 2024*, that were both experiencing financial difficulty and modified during thenine months ended* September 30, 2024*, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below.
| Term Extension | ||
|---|---|---|
| (in thousands) | Amortized Cost Basis | Total Class of Financing Receivable |
| Commercial | 32 | 0.04% |
| Agricultural | 2,413 | 1.98% |
| Total | $2,445 | 0.24% |
The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty as of* September 30, 2024*:
| Weighted-Average Term Extension (in months) | |
|---|---|
| Commercial | 6.0 |
| Agricultural | 7.3 |
| Total | 7.2 |
Loans with payment defaults by borrowers experiencing financial difficulty during thenine months ended* September 30, 2025,which had material modifications in rate, term or principal forgiveness during thetwelve* months prior to default totaled $9.1 million in agricultural loans. Of the $9.1 million, four loans totaling $4.9 million were 107 days past due, one loan totaling $2 million was 168 days past due andone loan totaling $2.2 million was 15 days past due at* September 30, 2025.Loans with payment defaults by borrowers experiencing financial difficulty during thenine* months ended* September 30, 2024,which had material modifications in rate, term or principal forgiveness during thetwelve* months prior to default totaled $4.8 million in agricultural loans which were 46 days past due at* September 30, 2024,andone commercial loan totaling $32,000 which was 70 days past due at September 30, 2024.The commercial loan experienced a payment default in the currentthree*-month period while the agricultural loans experienced payment defaults during thenine months ended* September 30, 2024,as well as in thethree*-month period ended* September 30, 2024.Additionally, $1.3 million in agricultural loans that were in payment default earlier in the year, paid off during thethree* months ended* September 30, 2024.*
The following tables show the allocation of the allowance for credit losses at the dates indicated, in thousands:
| Nine Months Ended September 30, 2025: | Commercial | Agricultural | Real Estate-Residential | Real Estate-Commercial | Real Estate-Construction | Equity LOC | Auto | Other | Total |
|---|---|---|---|---|---|---|---|---|---|
| Allowance for credit losses | |||||||||
| Beginning balance | $1,265 | $1,802 | $102 | $7,459 | $815 | $460 | $1,215 | $78 | $13,196 |
| Charge-offs | (190) | (11) | - | - | - | (19) | (408) | (102) | (730) |
| Recoveries | 22 | - | 49 | - | - | - | 430 | 10 | 511 |
| Initial allowance on acquired PCD loans | 58 | 31 | - | 226 | - | - | - | - | 315 |
| Provision for (recovery of) credit losses | 1,321 | 1,434 | 114 | 3,394 | (89) | 159 | (398) | 337 | 6,272 |
| Ending balance | $2,476 | $3,256 | $265 | $11,079 | $726 | $600 | $839 | $323 | $19,564 |
| Three Months Ended September 30, 2025: | |||||||||
| Allowance for credit losses | |||||||||
| Beginning balance | $1,397 | $2,657 | $110 | $7,742 | $694 | $562 | $955 | $92 | $14,209 |
| Charge-offs | (25) | - | - | - | - | (19) | (157) | (23) | (224) |
| Recoveries | 11 | - | 47 | - | - | - | 80 | 3 | 141 |
| Initial allowance on acquired PCD loans | 58 | 31 | - | 226 | - | - | - | - | 315 |
| Provision for (recovery of) credit losses | 1,035 | 568 | 108 | 3,111 | 32 | 57 | (39) | 251 | 5,123 |
| Ending balance | $2,476 | $3,256 | $265 | $11,079 | $726 | $600 | $839 | $323 | $19,564 |
| Nine Months Ended September 30, 2024: | |||||||||
| Allowance for credit losses | |||||||||
| Beginning balance | $1,134 | $1,738 | $137 | $6,678 | $797 | $439 | $1,865 | $79 | $12,867 |
| Charge-offs | (65) | - | - | - | - | - | (1,292) | (65) | (1,422) |
| Recoveries | 21 | - | 3 | - | - | - | 642 | 20 | 686 |
| Provision for (recovery of) credit losses | 269 | 32 | (30) | 830 | 51 | 17 | 253 | 53 | 1,475 |
| Ending balance | $1,359 | $1,770 | $110 | $7,508 | $848 | $456 | $1,468 | $87 | $13,606 |
| Three Months Ended September 30, 2024: | |||||||||
| Allowance for credit losses | |||||||||
| Beginning balance | $1,426 | $1,780 | $121 | $7,581 | $973 | $458 | $1,654 | $89 | $14,082 |
| Charge-offs | - | - | - | - | - | - | (396) | (16) | (412) |
| Recoveries | 6 | - | 1 | - | - | - | 266 | 13 | 286 |
| Provision for (recovery of) credit losses | (73) | (10) | (12) | (73) | (125) | (2) | (56) | 1 | (350) |
| Ending balance | $1,359 | $1,770 | $110 | $7,508 | $848 | $456 | $1,468 | $87 | $13,606 |
15
The following tables summarize the activity in the reserve for unfunded commitments, which is recorded on the balance sheet within other liabilities, for thethree andnine months ended* September 30, 2025and2024*.
| Three months ended: | ||
|---|---|---|
| (in thousands) | September 30, 2025 | September 30, 2024 |
| Beginning balance | $580 | $720 |
| Provision on acquired loan commitments | 351 | - |
| Recovery of provision for credit losses | (100) | (50) |
| Ending balance | $831 | $670 |
| Nine months ended: | ||
|---|---|---|
| (in thousands) | September 30, 2025 | September 30, 2024 |
| Beginning balance | $620 | $799 |
| Provision on acquired loans commitments | 351 | - |
| Recovery of provision for credit losses | (140) | (129) |
| Ending balance | $831 | $670 |
The following tables show an aging analysis of the loan portfolio by the time past due, in thousands:
| Total | ||||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 · 90 Days · Past Due | ||||||||
| 30-59 Days · 60-89 Days · and Still · and | ||||||||
| Past Due · Past Due · Accruing · Nonaccrual · Nonaccrual · Current · Total | ||||||||
| Commercial | $513 | $188 | $ | - | $508 | $1,209 | $161,288 | $162,497 |
| Agricultural | - | 341 | - | 10,540 | 10,881 | 143,485 | 154,366 | |
| Real estate – residential | - | - | - | 258 | 258 | 33,430 | 33,688 | |
| Real estate – commercial | 6,038 | - | - | 1,798 | 7,836 | 973,849 | 981,685 | |
| Real estate - construction & land | 909 | - | - | 909 | 48,146 | 49,055 | ||
| Equity Lines of Credit | 1,284 | 321 | - | 1,090 | 2,695 | 51,519 | 54,214 | |
| Auto | 1,216 | 70 | - | 823 | 2,109 | 43,545 | 45,654 | |
| Other | 69 | 44 | - | 12 | 125 | 18,695 | 18,820 | |
| Total | $10,029 | $964 | $ | - | $15,029 | $26,022 | $1,473,957 | $1,499,979 |
| Total | ||||||||
|---|---|---|---|---|---|---|---|---|
| December 31, 2024 · 90 Days · Past Due | ||||||||
| 30-59 Days · 60-89 Days · and Still · and | ||||||||
| Past Due · Past Due · Accruing · Nonaccrual · Nonaccrual · Current · Total | ||||||||
| Commercial | $1,074 | $533 | $ | - | $355 | $1,962 | $76,232 | $78,194 |
| Agricultural | 273 | - | - | 567 | 840 | 118,270 | 119,110 | |
| Real estate – residential | 348 | 319 | - | 83 | 750 | 10,818 | 11,568 | |
| Real estate - commercial | 1,954 | 82 | - | 1,579 | 3,615 | 643,336 | 646,951 | |
| Real estate - construction & land | 2,133 | - | - | - | 2,133 | 51,152 | 53,285 | |
| Equity Lines of Credit | 1,416 | 189 | - | 650 | 2,255 | 36,500 | 38,755 | |
| Auto | 1,251 | 242 | - | 792 | 2,285 | 63,299 | 65,584 | |
| Other | 72 | 7 | - | 79 | 158 | 4,966 | 5,124 | |
| Total | $8,521 | $1,372 | $ | - | $4,105 | $13,998 | $1,004,573 | $1,018,571 |
16
The following tables present the amortized cost basis of collateral dependent loans by class of loans at* September 30, 2025* in thousands:
| Commercial -1st · SFR-1st · SFR-2nd | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Equipment · Crops · Livestock · Farmland · Deed · Deed · Deed · Land · Total | |||||||||||||||
| Commercial | $60 | $ | - | $ | - | $ | - | $ | - | $170 | $ | - | $ | - | $230 |
| Agricultural | - | 4,872 | 225 | 2,307 | 2,241 | 336 | - | 454 | 10,435 | ||||||
| Real estate – residential | - | - | - | - | - | 151 | - | - | 151 | ||||||
| Real estate – commercial | - | - | - | - | 1,420 | 30 | 119 | - | 1,569 | ||||||
| Equity Lines of Credit | - | - | - | - | - | 405 | - | 405 | |||||||
| Total | $60 | $4,872 | $225 | $2,307 | $3,661 | $687 | $524 | $454 | $12,790 | ||||||
The following tables present the amortized cost basis of collateral dependent loans by class of loans at* December 31, 2024* in thousands:
| Commercial -1st · SFR-1st · SFR-2nd · SFR-3rd | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Equipment · Crops · Deed · Deed · Deed · Deed · Total | ||||||||||||
| Commercial | $245 | $ | - | $ | - | $ | - | $ | - | $ | - | $245 |
| Agricultural | - | 535 | - | - | - | - | 535 | |||||
| Real estate – residential | - | - | - | - | - | - | - | |||||
| Real estate – commercial | - | - | 739 | 53 | 652 | 50 | 1,494 | |||||
| Real estate - construction & land | - | - | - | - | - | - | - | |||||
| Equity Lines of Credit | - | - | - | 173 | - | 173 | ||||||
| Total | $245 | $535 | $739 | $53 | $825 | $50 | $2,447 | |||||
5. COMMITMENTS AND CONTINGENCIES
The Company is party to claims and legal proceedings arising in the ordinary course of business. In the opinion of the Company’s management, the amount of ultimate liability with respect to such proceedings willnot have a material adverse effect on the financial condition or result of operations of the Company taken as a whole. In the normal course of business, there are various outstanding commitments to extend credit, which arenot reflected in the financial statements, including loan commitments of $275.9 million and $155.4 million at* September 30, 2025* and* December 31, 2024*, respectively.
Of the loan commitments outstanding at* September 30, 2025*, $22.2 million are real estate construction loan commitments that are expected to fund within the nexttwelve months. The remaining commitments primarily relate to revolving lines of credit or other commercial loans, and many of these are expected to expire without being drawn upon. Therefore, the total commitments donot necessarily represent future cash requirements. Each loan commitment and the amount and type of collateral obtained, if any, are evaluated on an individual basis. Collateral held varies, but* mayinclude real property, bank deposits, debt or equity securities or business assets. The reserve for unfunded commitments at September 30, 2025* and* December 31, 2024* totaled $831,000 and $620,000, respectively.
Stand-by letters of credit are conditional commitments written to guarantee the performance of a customer to athird party. These guarantees are primarily related to the purchases of inventory by commercial customers and are typically short-term in nature. Credit risk is similar to that involved in extending loan commitments to customers and accordingly, evaluation and collateral requirements similar to those for loan commitments are used. Stand-by letters of credit on* September 30, 2025,totaled $1.6 million. There wereno stand-by letters of credit on December 31, 2024*,
17
6. EARNINGS PER SHARE
Basic earnings per share is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options, result in the issuance of common stock which shares in the earnings of the Company. The treasury stock method has been applied to determine the dilutive effect of stock options in computing diluted earnings per share.
| For the Three Months Ended · For the Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, | September 30, | |||
| (In thousands, except per share data) | 2025 | 2024 | 2025 | 2024 |
| Net Income: | ||||
| Net income | $5,146 | $7,830 | $18,646 | $20,870 |
| Earnings Per Share: | ||||
| Basic earnings per share | $0.74 | $1.33 | $2.98 | $3.54 |
| Diluted earnings per share | $0.73 | $1.31 | $2.94 | $3.50 |
| Weighted Average Number of Shares Outstanding: | ||||
| Basic shares | 6,947 | 5,896 | 6,266 | 5,893 |
| Effect of dilutive stock options and restricted stock | 84 | 72 | 87 | 63 |
| Diluted shares | 7,031 | 5,968 | 6,353 | 5,956 |
There wereno stock options having an antidilutive effect during thethree-month andnine-month periods ended* September 30, 2025and2024*.
7. STOCK-BASED COMPENSATION
In* May 2022,the Company’s shareholders approved the2022* Equity Incentive Plan (the*“2022* Plan”), which provides for the grant of up to 576,550 shares of common stock, including 126,550 shares that remained available for grant under the2013 Stock Option Plan when the2022 Plan was adopted. The2022 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units and other stock-based awards. The frequency, amount and terms of stock-based awards* maybe determined by the Board of Directors or its compensation committee, consistent with the terms and purposes of the2022* plan.
In* May 2013,the Company established the2013* Stock Option Plan (the*"2013* Plan") for which 90,792 shares of common stock are reserved. With the establishment of the Company’s2022 Equity Incentive Planno further options* maybe issued under the2013* Plan, though options previously granted continue to be outstanding and governed by the2013 Stock Option Plan.
Options granted during thenine months ended* September 30, 2025* consisted of 30,803 options which were assumed on the acquisition of Cornerstone (see Note12).107,200 options were granted under the2022 Plan during thenine months ended* September 30, 2024.The fair value of each option granted in2025* and2024 was estimated on the date of grant using the following assumptions.
| 2025 | 2024 | |
|---|---|---|
| Expected life of stock options (in years) | 4.7 | 6.2 |
| Risk free interest rate | 4.50% | 3.98% |
| Annualized Volatility | 34.8% | 32.3% |
| Dividend yields | 2.70% | 3.17% |
| Weighted-average fair value of options granted during the nine months ended September 30, 2025 and 2024 | $17.90 | $9.25 |
A summary of the activity within the2013 Plan follows:
| Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term in Years | Intrinsic Value | |
|---|---|---|---|---|
| Options outstanding at January 1, 2024 | 165,517 | $21.52 | ||
| Options exercised | (32,070) | 17.03 | ||
| Options cancelled | (1,600) | 24.40 | ||
| Options outstanding at December 31, 2024 | 131,847 | $22.58 | ||
| Options cancelled | (800) | $24.40 | ||
| Options exercised | (40,255) | 22.56 | ||
| Options outstanding at September 30, 2025 | 90,792 | $22.57 | 1.4 | $1,867,655 |
| Options exercisable at September 30, 2025 | 90,792 | $22.57 | 1.4 | $1,867,655 |
18
A summary of the activity within the2022 Plan follows:
| Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term in Years | Intrinsic Value | |
|---|---|---|---|---|
| Options outstanding at January 1, 2024 | 105,500 | $31.00 | ||
| Options granted | 107,200 | 34.07 | ||
| Options cancelled | (1,200) | 34.07 | ||
| Options exercised | (1,300) | 31.00 | ||
| Options outstanding at December 31, 2024 | 210,200 | $32.55 | ||
| Options granted | 30,803 | 31.09 | ||
| Options cancelled | (2,760) | 34.07 | ||
| Options exercised | (3,600) | 31.51 | ||
| Options outstanding at September 30, 2025 | 234,643 | $32.35 | 7.4 | $2,530,689 |
| Options exercisable at September 30, 2025 | 113,443 | $31.57 | 7.0 | $1,312,289 |
| Options expected to vest after September 30, 2025 | 107,662 | $33.09 | 7.8 | $1,082,305 |
As of* September 30, 2025*, there was $1.1 million in total unrecognized compensation cost related to non-vested stock options under the2022 plan. That cost is expected to be recognized over a weighted average period of 2.9 years. There wereno unrecognized costs remaining under the2013 plan as of* September 30, 2025*.
Information related to the stock options plans during the three months ended September 30, 2025 and 2024
| 2025 · 2024 | |||
|---|---|---|---|
| Fair value of options vested | $191,000 | $192,000 | |
| Intrinsic value of options exercised | $260,000 | $25,000 | |
| Cash received from option exercises | $353,000 | $ | - |
| Tax benefit from option exercises | $24,000 | $5,000 | |
| Compensation cost | $93,000 | $131,000 | |
| Tax benefit associated with compensation cost | $5,000 | $13,000 | |
Information related to the stock options plans during the nine months ended September 30, 2025 and 2024
| 2025 | 2024 | |
|---|---|---|
| Fair value of options vested | $384,000 | $199,000 |
| Intrinsic value of options exercised | $874,000 | $561,000 |
| Cash received from option exercises | $936,000 | $367,000 |
| Tax benefit from option exercises | $43,000 | $74,000 |
| Compensation cost | $256,000 | $350,000 |
| Tax benefit associated with compensation cost | $14,000 | $33,000 |
During thenine months ended* September 30, 2024,the Company granted 3,033 restricted stock units with a fair value of $34.07 per share and aone-year vesting period. Compensation costs related to these units during thethree* months ended* September 30, 2025,and September 30,2024, were $0 and $26,000, respectively. Compensation costs related to these units during thenine months ended September 30, 2025,and September 30,2024, were $14,000 and $63,000, respectively. As of September 30, 2025*, there wasno unrecognized compensation cost related to restricted stock units.
8. INCOME TAXES
The Company files its income taxes on a consolidated basis with its subsidiary. Income tax expense is the total of current year income tax due or refundable and the change in deferred tax assets and liabilities.
Deferred tax assets and liabilities are recognized for the tax consequences of temporary differences between the reported amount of assets and liabilities and their tax bases. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. A valuation allowance is recognized if, based on the weight of available evidence, management believes it is more likely thannot that some portion or all of the deferred tax assets willnot be realized. On the consolidated balance sheet, net deferred tax assets are included in accrued interest receivable and other assets.
When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely thannot that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken arenot offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination.
Interest expense and penalties associated with unrecognized tax benefits, if any, are classified as income tax expense in the consolidated statements of income. There have beenno significant changes to unrecognized tax benefits or accrued interest and penalties for thenine months ended* September 30, 2025and2024*.
19
9. FAIR VALUE MEASUREMENT
FASB ASC820, “Fair Value Measurement and Disclosures,” defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describesthree levels of inputs that* may*be used to measure fair value:
The Company measures fair value under the fair value hierarchy described below.
Level1: Quoted prices for identical instruments traded in active exchange markets.
Level2: Quoted prices (unadjusted) for similar instruments in active markets, quoted prices for identical or similar instruments in markets that arenot active and model-based valuation techniques for which all significant assumptions are observable or can be corroborated by observable market data.
Level3: Model based techniques that useone significant assumptionnot observable in the market. These unobservable assumptions reflect the Company’s estimates of assumptions that market participants would use on pricing the asset or liability. Valuation techniques include management judgment and estimation which* may*be significant.
In certain cases, the inputs used to measure fair value* may*fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.
Management monitors the availability of observable market data to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques* mayrequire the transfer of financial instruments fromone* fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period.
Management evaluates the significance of transfers between levels based upon the nature of the financial instrument and size of the transfer relative to total assets, total liabilities or total earnings.
Fair Value of Financial Instruments
FASB ASC825, Financial Instruments, requires disclosure about fair value of financial instruments, including those financial assets and financial liabilities that arenot required to be measured and reported at fair value on a recurring or nonrecurring basis. ASC825 excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented* may**not* necessarily represent the underlying fair value of the Company. The carrying amounts and estimated fair values of the Company’s financial instruments are presented in the following tables whether ornot recognized on the Consolidated Balance Sheets at fair value.
The carrying amounts and estimated fair values of financial instruments, at* September 30, 2025* follows in thousands:
| Fair Value Measurements at September 30, 2025, Using: | |||||||
|---|---|---|---|---|---|---|---|
| Carrying Value · Level 1 · Level 2 · Level 3 · Total Fair Value | |||||||
| Financial assets: | |||||||
| Cash and cash equivalents | $87,279 | $87,279 | $ | - | $ | - | $87,279 |
| Investment securities | 484,686 | - | 484,686 | - | 484,686 | ||
| Loans, net | 1,480,415 | - | - | 1,444,023 | 1,444,023 | ||
| FHLB stock | 8,804 | - | 8,804 | - | 8,804 | ||
| FRB Stock | 3,155 | - | 3,155 | - | 3,155 | ||
| Financial liabilities: | |||||||
| Deposits | 1,819,536 | 1,604,947 | - | 213,842 | 1,818,789 | ||
| Repurchase agreements | 93,863 | - | 93,863 | - | 93,863 | ||
| Borrowings | 26,705 | - | - | 25,986 | 25,986 | ||
The carrying amounts and estimated fair values of financial instruments, at* December 31, 2024* follows, in thousands:
| Fair Value Measurements at December 31, 2024, Using: | |||||||
|---|---|---|---|---|---|---|---|
| Financial assets: · Carrying Value · Level 1 · Level 2 · Level 3 · Total Fair Value | |||||||
| Cash and cash equivalents | $82,018 | $82,018 | $ | - | $ | - | $82,018 |
| Investment securities | 437,735 | - | 437,735 | - | 437,735 | ||
| Loans, net | 1,005,375 | - | - | 981,114 | 981,114 | ||
| FHLB stock | 6,234 | - | 6,234 | - | 6,234 | ||
| FRB Stock | 1,380 | - | 1,380 | - | 1,380 | ||
| Financial liabilities: | |||||||
| Deposits | 1,371,101 | 1,276,912 | - | 94,161 | 1,371,073 | ||
| Repurchase agreements | 22,073 | - | 22,073 | - | 22,073 | ||
| Borrowings | 15,000 | - | - | 13,967 | 13,967 | ||
20
The methods and assumptions used to estimate the fair value of each class of financial instrumentsnot measured at fair value are as follows:
Cash and cash equivalents - The carrying values of cash and due from banks are of such short duration that carrying value reasonably approximates fair value.
Loans - Loans are generally valued by discounting expected cash flows using market inputs with adjustments based on cohort level assumptions for certain loan types as well as internally developed estimates at a business segment level. Due to the significance of the unobservable market inputs and assumptions, as well as the absence of a liquid secondary market for most loans, these loans are classified as Level3. Nonaccrual loans are written down and reported at their estimated recovery value which approximates their fair value and classified as Level3.
FHLB/FRB stock -The carrying value of restricted equity investments approximates fair value based on the redemption provisions of the issuer and classified as Level2.
Deposits - The estimated fair value of deposits withno stated maturity, such as demand deposit accounts, money market accounts, and savings accounts was the amount payable on demand at the reporting date. The fair value of time deposits was estimated based on a discounted cash flow technique using Level3 inputs appropriate to the contractual maturity.
Repurchase agreements - The fair value of the repurchase agreement is based on Level2 inputs. The primary inputs used in the valuation include the market interest rate and the credit quality of the underlying securities.
Borrowings - The cash flows were calculated using the contractual features of the borrowing and then discounted using observable market rates.
Becauseno market exists for a significant portion of the Company's financial instruments, fair value estimates are based on judgments regarding current economic conditions, risk characteristics of various financial instruments and other factors. Those estimates that are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision are included in Level3. Changes in assumptions could significantly affect the fair values presented.
These estimates donot reflect any premium or discount that could result from offering the Company's entire holdings of a particular financial instrument for sale atone time, nor do they attempt to estimate the value of anticipated future business related to the instruments. In addition, the tax ramifications related to the realization of unrealized gains and losses can have a significant effect on fair value estimates and havenot been considered in any of these estimates.
The following tables present information about the Company’s assets and liabilities measured at fair value on a recurring and non-recurring basis as of* September 30, 2025* and* December 31, 2024*, and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value:
Assets and liabilities measured at fair value on a recurring basis at* September 30, 2025* are summarized below, in thousands:
| Fair Value Measurements at | ||||||
|---|---|---|---|---|---|---|
| September 30, 2025 Using | ||||||
| Quoted | ||||||
| Prices in | ||||||
| Active · Significant | ||||||
| Markets for · Other · Significant | ||||||
| Identical · Observable · Unobservable | ||||||
| Assets · Inputs · Inputs | ||||||
| Total Fair Value · (Level 1) · (Level 2) · (Level 3) | ||||||
| Assets: | ||||||
| U.S. Government-sponsored agencies collateralized by mortgage obligations- residential | 250,865 | - | 250,865 | - | ||
| U.S. Government agencies collateralized by mortgage obligations-commercial | 138,938 | - | 138,938 | - | ||
| Obligations of states and political subdivisions | 94,883 | - | 94,883 | - | ||
| $484,686 | $ | - | $484,686 | $ | - | |
Assets and liabilities measured at fair value on a recurring basis at* December 31, 2024* are summarized below, in thousands:
| Fair Value Measurements at | ||||||
|---|---|---|---|---|---|---|
| December 31, 2024 Using | ||||||
| Quoted | ||||||
| Prices in | ||||||
| Active · Significant | ||||||
| Markets for · Other · Significant | ||||||
| Identical · Observable · Unobservable | ||||||
| Assets · Inputs · Inputs | ||||||
| Total Fair Value · (Level 1) · (Level 2) · (Level 3) | ||||||
| Assets: | ||||||
| U.S. Government-sponsored agencies collateralized by mortgage obligations - residential | 228,391 | - | 228,391 | - | ||
| U.S. Government-agencies collateralized by mortgage obligations - commercial | 121,870 | - | 121,870 | - | ||
| Obligations of states and political subdivisions | 87,474 | - | 87,474 | - | ||
| $437,735 | $ | - | $437,735 | $ | - | |
The fair value of securities available-for-sale equals quoted market price, if available. If quoted market prices arenot available, fair value is determined using quoted market prices for similar securities or matrix pricing. There wereno changes in the valuation techniques used during2025 or2024. Transfers between hierarchy measurement levels are recognized by the Company as of the beginning of the reporting period. Changes in fair market value are recorded in other comprehensive income.
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Assets and liabilities measured at fair value on a non-recurring basis at* September 30, 2025* are summarized below, in thousands:
| Fair Value Measurements at | ||||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 Using | ||||||||
| Total Fair Value · Quoted Prices in Active Markets for Identical Assets (Level 1) · Significant Other Observable Inputs (Level 2) · Significant Unobservable Inputs (Level 3) · Total Losses Nine Months Ended September 30, 2025 | ||||||||
| Assets: | ||||||||
| Collateral-dependent loans | ||||||||
| Commercial | $55 | $ | - | $ | - | $55 | $150 | |
| Agricultural | 1,149 | - | - | 1,149 | 890 | |||
| Total | $1,204 | $ | - | $ | - | $1,204 | $1,040 | |
| Other Real Estate Owned: | ||||||||
| RE – Residential | $91 | $ | - | $ | - | $91 | $ | - |
| Equity lines of credit | 23 | 23 | 27 | |||||
| Total | $114 | $ | - | $ | - | $114 | $27 | |
Assets and liabilities measured at fair value on a non-recurring basis at* December 31, 2024* are summarized below, in thousands:
| Fair Value Measurements at | ||||||||
|---|---|---|---|---|---|---|---|---|
| December 31, 2024 Using | ||||||||
| Total Fair Value · Quoted Prices in Active Markets for Identical Assets (Level 1) · Significant Other Observable Inputs (Level 2) · Significant Unobservable Inputs (Level 3) · Total Losses Nine Months Ended September 30, 2024 | ||||||||
| Assets: | ||||||||
| Collateral-dependent loans | ||||||||
| Commercial | $24 | $ | - | $ | - | $24 | $ | - |
| Other Real Estate Owned: | ||||||||
| RE – Residential | $91 | $ | - | $ | - | $91 | $ | - |
The following methods were used to estimate fair value.
Collateral-Dependent Loans: The Bank doesnot record loans at fair value on a recurring basis. However, from time to time, fair value adjustments are recorded on these loans to reflect partial write-downs, through charge-offs or specific reserve allowances, that are based on fair value estimates of the underlying collateral. The fair value estimates for collateral-dependent loans are generally based on recent real estate appraisals or broker opinions, obtained from independentthird parties, which are frequently adjusted by management to reflect current conditions and estimated selling costs (Level3). Impairment charges recognized during thethree andnine months ended* September 30, 2025,related to the above collateral dependent loans, totaled $109,000 and $1,040,000, respectively. There wereno impairment changes recognized during thenine* months ended* September 30, 2024.The collateral-dependent loans at September**30,* 2025, consists ofseven loans which had been allocated specific credit reserves. The collateral-dependent loans at* December 31, 2024,consist solely ofone* loan which had been allocated a specific credit reserve.
Other Real Estate: Nonrecurring adjustments to certain real estate properties classified as other real estate owned are measured at the lower of carrying amount or fair value, less costs to sell. In cases where the carrying amount exceeds the fair value, less costs to sell, an impairment loss is recognized. Fair values are generally based onthird party appraisals of the property which are commonly adjusted by management to reflect current conditions and selling costs (Level3).
Appraisals for both collateral-dependent loans and other real estate are performed by certified general appraisers (for commercial properties) or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by the Company. Once received, a member of the Loan Administration Department reviews the assumptions and approaches utilized in the appraisal as well as the overall resulting fair value in comparison with independent data sources such as recent market data or industry-wide statistics. On a quarterly basis, the Company compares the actual selling price of similar collateral that has been liquidated to the most recent appraised value for unsold properties to determine what additional adjustment, if any, should be made to the appraisal value to arrive at fair value. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available.
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The following table presents quantitative information about Level3 fair value measurements for financial instruments measured at fair value on a non-recurring basis at* September 30, 2025* and* December 31, 2024* (dollars in thousands):
| Range · Range | ||||||
|---|---|---|---|---|---|---|
| Fair Value · Fair Value · Valuation · (Weighted Average) · (Weighted Average) | ||||||
| Description | 9/30/2025 | 12/31/2024 | Technique | Significant Unobservable Input | 9/30/2025 | 12/31/2024 |
| Collateral-dependent loans: | ||||||
| Commercial | $55 | $24 | Third Party appraisals | Management Adjustments to Reflect Current Conditions and Selling Costs | 37% - 100% (78%) | 53% |
| Agricultural | 1,149 | - | Third Party appraisals | Management Adjustments to Reflect Current Conditions and Selling Costs | 2% - 98% (44%) | |
| Total | $1,204 | $24 | ||||
| Other Real Estate: | ||||||
| RE – Residential | $91 | $91 | Third Party appraisals | Management Adjustments to Reflect Current Conditions and Selling Costs | 60% | 60% |
| Equity lines of credit | 23 | - | Third Party appraisals | Management Adjustments to Reflect Current Conditions and Selling Costs | 55% | |
| $114 | $91 | |||||
10. OTHER COMPREHENSIVE LOSS
The changes in the accumulated balances for each component of other comprehensive loss, net of tax for the nine months ended September 30, 2024 and September 30, 2025 were as follows:
| Unrealized | Accumulated | |
|---|---|---|
| Losses | Comprehensive | |
| on AFS Securities | Loss, net of tax | |
| Beginning Balance, January 1, 2024 | $(46,088) | $(32,464) |
| Current year-to-date other comprehensive income | 25,195 | 17,747 |
| Ending balance, September 30, 2024 | $(20,893) | $(14,717) |
| Beginning Balance, January 1, 2025 | $(35,698) | $(25,145) |
| Current year-to-date other comprehensive income | 12,287 | 8,654 |
| Ending balance, September 30, 2025 | $(23,411) | $(16,491) |
Reclassifications out of accumulated other comprehensive loss for the nine months ended September 30, 2025 and September 30, 2024, were as follows:
| Amounts Reclassified from Accumulated Other Comprehensive Loss | ||||
|---|---|---|---|---|
| Details about Accumulated Other Comprehensive (Loss) Components · Nine Months Ended September 30, 2025 · Nine Months Ended September 30, 2024 · Affected Line Item on the Statement of Income | ||||
| Fair value hedge: | ||||
| Termination of fair value hedge | $254 | $ | - | Non-Interest Income |
| Tax effect | (75) | - | Provision for income taxes | |
| Investment securities: | ||||
| Loss on sale of investment securities | 371 | 19,817 | Non-Interest Income | |
| Tax effect | (110) | (5,858) | Provision for income taxes | |
| Total reclassifications for the period | $440 | $13,959 | Net income | |
| Three Months Ended September 30, 2025 · Three Months Ended September 30, 2024 | ||||
| Fair value hedge: | ||||
| Termination of fair value hedge | $254 | $ | - | Non-Interest Income |
| Tax effect | (75) | - | Provision for income taxes | |
| Investment securities: | ||||
| Loss on sale of investment securities | 374 | (9) | Non-Interest Income | |
| Tax effect | (111) | 3 | Provision for income taxes | |
| Total reclassifications for the period | $442 | $(6) | Net income | |
11. SUBORDINATED DEBENTURES
Plumas Bancorp has outstanding subordinated debentures with a principal amount of $12 million, comprised of (a) $2 million in aggregate principal amount of 4.75% Fixed to Floating Rate Subordinated Notes due* November**30,* 2035 (the*“2035* Notes”) and (b) $10 million in aggregate principal amount of 4.75% Fixed-to-Floating Rate Subordinated Notes due* November 30, 2030 (the“2030* Notes”). The2035 Notes, which were issued in2020, have a fixed interest rate of 4.75% for thefirst ten years and thereafter a quarterly variable interest rate equal to the then currentthree-month term Secured Overnight Financing Rate (“SOFR”) plus 4.14%. The2030 Notes, which were issued in2020, have a fixed interest rateof4.75% for thefirst five years and thereafter a quarterly variable interest rate equal to the then currentthree-month term SOFR plus 4.52%. Interest expense recognized on the subordinated notes for thethree andnine-months ended* September 30, 2025,*was $225 thousand.
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12. BUSINESS COMBINATIONS - ACQUISITION OF CONERSTONE COMMUNITY BANCORP
On* July 1, 2025,pursuant to a previously announced Agreement and Plan of Reorganization and Merger dated as of January 18, 2025 (*the “Merger Agreement”) between the Company and Cornerstone Community Bancorp (“Cornerstone”), Cornerstone merged with and into the Company with the Company continuing as the surviving corporation (the “Merger”). Immediately after the Merger, Cornerstone Community Bank ("CCB") the wholly owned bank subsidiary of Cornerstone, merged with and into Plumas Bank, with the Plumas Bank continuing as the surviving bank. The Merger and Bank Merger are collectively referred to as the “Transaction.”
As part of its business strategy, the Company regularly reviews its business strategies and opportunities to enhance the value of its franchise, including through acquisitions. The Transaction is consistent with the Company’s business strategy, which will (1) expand Plumas’s geographic presence in existing and new markets in Northern California, (2) diversify and bring new expertise to Plumas’s lending business, and (3) strengthen the Company’s talent base.
Pursuant to the terms of the Merger Agreement, upon the completion of the Merger, each share of Cornerstone common stock outstanding immediately prior was converted into the right to receive 0.6608 shares of common stock of the Company and $9.75 cash, with cash paid in lieu of fractional shares. The total aggregate consideration delivered to holders of Cornerstone common stock in the Merger was 1,003,718 shares of Company common stock and $16.1 million cash.No contingent consideration was included as part of the purchase price for the acquisition of Cornerstone. The Company also assumed options to purchase 35,000 shares of Cornerstone common stock representing, on an as-converted basis, options to purchase 30,803 shares of the Company’s common stock. The value of the total deal consideration was approximately $61.3 million, which is based upon the average closing trading price of Plumas common stock for the 20 trading days ending on and including thesecond trading day prior to* July 1, 2025,*the closing date of the Merger.
Immediately after the Transaction, the newly combined company, operating as Plumas Bancorp with its banking subsidiary, Plumas Bank, had total assets of approximately $2.3 billion.
The transaction was accounted for using the acquisition method of accounting in accordance with ASC805, Business Combinations. The following table summarizes the preliminary allocation of the purchase price to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date in thousands:
.
| Identifiable Assets: · ( in thousands) | |
|---|---|
| Cash and cash equivalents | $51,916 |
| Investment Securities | 88,067 |
| Loans | 462,489 |
| Core deposit intangible | 11,610 |
| Bank premises and equipment | 12,567 |
| Bank owned life insurance | 16,399 |
| Other assets | 16,300 |
| Total identifiable assets acquired | $659,348 |
| Liabilities: | |
| Deposits: | |
| Non-interest bearing | $88,557 |
| Interest bearing | |
| Savings accounts | 21,797 |
| Money market accounts | 334,289 |
| Time accounts | 136,239 |
| Total deposits | 580,882 |
| FHLB borrowings | 15,000 |
| Subordinated debentures | 11,623 |
| Other liabilities | 9,240 |
| Total liabilities assumed | $616,745 |
| Net identifiable assets | $42,603 |
| Book value of net assets acquired from Cornerstone | $41,727 |
|---|---|
| Fair value adjustments: | |
| Loans (net of Cornerstone's deferred costs/fees and allowance) | (9,152) |
| Bank premises and equipment | (1,123) |
| Core deposit intangible asset | 11,610 |
| Subordinated debentures | 379 |
| Time Deposits | (556) |
| Other | (317) |
| Total purchase accounting adjustments | $841 |
| Deferred tax asset (tax effect of purchase accounting adjustments at 29.56% plus tax on cash paid on termination of stock options) | 35 |
| Fair value of net identifiable assets acquired from Cornerstone | $42,603 |
| Merger consideration (cash payments of $16.1 million and $45.2 million in stock) | 61,316 |
| Less: fair value of net assets acquired from Cornerstone | (42,603) |
| Goodwill recognized | $18,713 |
As a result of the Acquisition, we recorded $18.7 million in goodwill, which represents the excess of the total purchase price paid over the fair value of the assets acquired, net of the fair values of liabilities assumed. Goodwill mainly reflects expected value created through the combined operations of Plumas Bank and CCB and isnot tax deductible. The core deposit intangible will be amortized over 10 years. The fair value of loans includes both credit and interest-related discounts.
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The results of operations of Cornerstone have been included in the Company’s consolidated financial statements since the acquisition date. It is impracticable to disclose Cornerstone’s separate revenue and net income since the acquisition because its operations were fully integrated into the Company’s existing business structure immediately upon acquisition, and separate financial information isnot maintained.
The following unaudited pro forma financial information presents the combined results of Plumas Bancorp and Cornerstone as if the acquisition had occurred on* January 1, 2024,in thousands. Acquisition expenses totaling $6.4 million, net of tax, are included in thenine* months ended* September 30, 2024,net income. These results arenot* necessarily indicative of future performance.
| Period Ended | Net Interest Income | Net Income |
|---|---|---|
| Three Months Ended Sept 30, 2025 | $24,458 | $9,113 |
| Nine Months Ended Sept 30, 2025 | $71,098 | $26,417 |
| Three Months Ended Sept 30, 2024 | $23,588 | $2,228 |
| Nine Months Ended Sept 30, 2024 | $70,683 | $8,030 |
During the three months ended September 30, 2024, Cornerstone recorded a provision for credit losses of $9.4 million as a result of an abnormally large charge-off on one loan relationship.
Pro Forma Adjustments Included for the Nine Months Ended September 30, 2024:**
| ● | Amortization of acquired intangibles | $1,700 |
| ● | Accretion of discount on loans | $1,131 |
| ● | Accretion of premium on time deposits acquired | $556 |
| ● | Amortization of discount on subordinated debentures | $148 |
| ● | Income tax benefit of adjustments | $48 |
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ART I – FINANCIAL INFORMATION
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.