2025 FORM 10-K
INDEX
| Page |
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| PART I |
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| Item 1. | Business. | 4 |
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| Item 1A. | Risk Factors. | 11 |
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| Item 1B. | Unresolved Staff Comments. | 17 |
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| Item 1C. | Cybersecurity | 17 |
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| Item 2. | Properties. | 18 |
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| Item 3. | Legal Proceedings. | 18 |
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| Item 4. | Mine Safety Disclosures. | 18 |
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| PART II |
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| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. | 18 |
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| Item 6. | [Reserved] | 19 |
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| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 20 |
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| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk. | 37 |
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| Item 8. | Financial Statements and Supplementary Data. | 38 |
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| Item 9. | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. | 92 |
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| Item 9A. | Controls and Procedures. | 92 |
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| Item 9B. | Other Information. | 92 |
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| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. | 92 |
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| PART III |
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| Item 10. | Directors, Executive Officers and Corporate Governance. | 93 |
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| Item 11. | Executive Compensation. | 93 |
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| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. | 93 |
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| Item 13. | Certain Relationships and Related Transactions, and Director Independence. | 93 |
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| Item 14. | Principal Accounting Fees and Services. | 93 |
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| PART IV |
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| Item 15. | Exhibits and Financial Statement Schedules. | 94 |
|---|
| Signatures | 96 |
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Forward-looking statements in filings with the Securities and Exchange Commission, including this Annual Report on Form 10-K and the accompanying Exhibits, filings incorporated by reference, reports to shareholders, and other communications that represent the Company’s beliefs, plans, objectives, goals, guidelines, expectations, anticipations, estimates, and intentions are made in good faith pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict. The words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” and other similar expressions identify forward-looking statements. The following factors, among others, could cause financial performance to differ materially from that expressed in such forward-looking statements:
| ● | inflation, interest rate, market and monetary fluctuations; |
| ● | the strength of the U.S. economy in general and the strength of the local economies in which we conduct operations; |
| ● | the effects of, and changes in, trade, monetary, and fiscal policies and laws, including interest rate policies of the Federal Reserve System; |
| ● | timely development of competitive new products and services and the acceptance of these products and services by new and existing customers; |
| ● | the willingness of customers to substitute competitors’ products and services for the Company’s products and services and vice versa; |
| ● | the impact of changes in financial services laws and regulations, including laws about taxes, banking, securities, and insurance; |
| ● | the impact of the U.S. Department of the Treasury and federal banking regulators’ continued implementation of programs to address capital and liquidity in the banking system; |
| ● | the impact from prolonged federal government shutdowns; |
| ● | the costs and effects of cyber incidents or other failures, interruptions, or security breaches of our systems or those of third-party providers; |
| ● | the effect of continued changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standard setters; |
| ● | the effect of acquisitions, including, without limitation, the failure to achieve the expected revenue growth and/or expense savings from such acquisitions; |
| ● | the sustainability of noninterest, or fee income being less than expected; |
| ● | unanticipated regulatory or judicial proceedings; |
| ● | changes in consumer spending and saving habits; and |
| ● | increased or expanded competition from banks and other financial service providers in the Company's markets; |
| ● | the Company's ability to effectively manage its liquidity and maintain adequate regulatory capital to support its businesses; |
| ● | risks related to the development and use of artificial intelligence; |
| ● | the effectiveness of the Company's risk management processes strategies and monitoring; |
| ● | the Company’s success at managing the risks mentioned above. |
The list of important factors is not exclusive. If one or more of the factors affecting these forward-looking statements proves incorrect, actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking statements contained in this Annual Report on Form 10-K and other reports we file with the Securities and Exchange Commission. Therefore, the Company cautions you not to place undue reliance on forward-looking information and statements. The Company does not intend to update any forward-looking statements, whether written or oral, to reflect changes. These cautionary statements expressly qualify all forward-looking statements that apply to the Company including the risk factors presented in Part I, Item 1A of this report.
