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HomeTrust Bancshares Inc

For the period ended Dec 31, 2024. Filed Mar 13, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 13, 2025

HTB$47.29-0.5%Stored close · as of Nov 10, 2026

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Item 8. Financial Statements and Supplementary Data

To the Stockholders and the Board of Directors

HomeTrust Bancshares, Inc. and Subsidiary

Opinions on the Consolidated Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of HomeTrust Bancshares, Inc. and Subsidiary (the “Company”) as of December 31, 2024, December 31, 2023, and June 30, 2023, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for the year ended December 31, 2024, six months ended December 31, 2023, and years ended June 30, 2023 and 2022 and the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework: (2013)issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024, December 31, 2023, and June 30, 2023 and the results of its operations and its cash flows for the year ended December 31, 2024, six months ended December 31, 2023, and years ended June 30, 2023 and 2022 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework: (2013)issued by COSO.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definitions and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of reliable financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.

Allowance for Credit Losses on Loans – Qualitative Reserve Adjustments

Description of the Critical Audit Matter

As described in Note 6 to the consolidated financial statements, the Company’s allowance for credit losses, on loans (“ACL”) was $45.3 million as of December 31, 2024. The allowance is estimated by management using information about past events, current conditions and reasonable and supportable forecasts on the collectability of the loan portfolio. The Company collectively evaluates loan pools that share similar risk characteristics which results in the most significant portion of the ACL. A discounted cash flow method is used to evaluate the cash flows for each loan in each collectively evaluated pool which relies on a periodic tendency to default and absolute loss given default applied to a projective model of the pool’s cash flow while considering prepayment and principal curtailment effects. Management has determined that peer loss data provides the best basis for assessing expected credit losses and has incorporated macroeconomic drivers using a statistical regression modeling methodology, where considered appropriate, to adjust historical loss information for current conditions and reasonable and supportable forecasts. Included in management’s systematic methodology is consideration of the need to qualitatively adjust the ACL for risks not already incorporated within the loss estimation process. The Company considers qualitative adjustments which can either increase or decrease the quantitative model within their qualitative framework.

We identified the qualitative factor adjustments for economic conditions and credit quality included in the ACL as a critical audit matter. The principal considerations for our determination included the high degree of judgment and subjectivity in auditing management’s identification and measurement of qualitative factor adjustments for economic conditions and credit quality. This required a high degree of effort, specialized skills and knowledge, and significant judgment.

The primary procedures we performed to address this critical audit matter included:

We obtained an understanding of the Company’s model and process for determining the ACL, and evaluated the design and operating effectiveness of controls relating to the ACL, including:

Controls over the completeness and accuracy of data input into the model used to determine the ACL, and

Controls over management’s review and approval of the ACL, including management’s estimation of qualitative factor adjustments for economic conditions and credit quality applied within the qualitative framework to address risks not already incorporated within the model.

We evaluated the reasonableness and adequacy of management’s qualitative factor adjustment framework, including substantively testing management’s identification of risks not already incorporated within the model, the application of qualitative factor adjustments within the framework, and assessing the completeness and accuracy of data utilized in development of the qualitative adjustments.

We evaluated management’s judgments and assumptions related to the qualitative adjustments for reasonableness by assessing relevant trends in credit quality and evaluating the relationship of the trends to the qualitative adjustments applied to the ACL.

/s/ Forvis Mazars, LLP

We have served as the Company's auditor since 2005.

Atlanta, Georgia

March 13, 2025

December 31, 2024December 31, 2023June 30, 2023
Assets
Cash$18,778$18,307$19,266
Interest-bearing deposits260,441328,833284,231
Cash and cash equivalents279,219347,140303,497
Certificates of deposit in other banks28,53834,72233,152
Debt securities available for sale, at fair value (amortized cost of $154,199, $128,964 and $157,251 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively)152,011126,950151,926
FHLB and FRB stock13,63018,39320,208
SBIC investments, at cost15,11713,78914,927
Loans held for sale, at fair value4,1443,3596,947
Loans held for sale, at lower of cost or fair value202,018198,433161,703
Loans, net of deferred loan fees and costs3,648,2993,640,0223,658,823
Allowance for credit losses – loans(45,285)(48,641)(47,193)
Loans, net3,603,0143,591,3813,611,630
Premises and equipment, net69,87270,93773,171
Accrued interest receivable18,33616,90214,829
Deferred income taxes, net10,73511,79610,912
BOLI90,86888,257106,572
Goodwill34,11134,11134,111
Core deposit intangibles, net6,5959,05910,778
Other assets67,222107,40453,124
Total assets$4,595,430$4,672,633$4,607,487
Liabilities and stockholders’ equity
Liabilities
Deposits$3,779,203$3,661,373$3,601,168
Junior subordinated debt10,12010,0219,971
Borrowings188,000433,763457,263
Other liabilities66,34967,58367,899
Total liabilities4,043,6724,172,7404,136,301
Stockholders’ equity
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued or outstanding———
Common stock, $0.01 par value, 60,000,000 shares authorized, 17,527,709, 17,387,069 and 17,366,673 shares issued and outstanding at December 31, 2024, December 31, 2023 and June 30, 2023, respectively175174174
Additional paid in capital176,693172,366171,222
Retained earnings380,541333,401308,651
Unearned ESOP shares(3,966)(4,497)(4,761)
Accumulated other comprehensive loss(1,685)(1,551)(4,100)
Total stockholders’ equity551,758499,893471,186
Total liabilities and stockholders’ equity$4,595,430$4,672,633$4,607,487
Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Interest and dividend income
Loans$247,642$118,565$176,270$109,603
Commercial paper, net——1,3001,721
Debt securities available for sale6,0452,5164,3501,802
Other investments and interest-bearing deposits7,9293,6035,2062,988
Total interest and dividend income261,616124,684187,126116,114
Interest expense
Deposits88,26734,71825,5245,260
Junior subordinated debt928475327—
Borrowings3,7465,4083,86080
Total interest expense92,94140,60129,7115,340
Net interest income168,67584,083157,415110,774
Provision (benefit) for credit losses7,5455,93015,392(592)
Net interest income after provision (benefit) for credit losses161,13078,153142,023111,366
Noninterest income
Service charges and fees on deposit accounts9,1654,6869,5109,462
Loan income and fees2,7379822,5713,185
Gain on sale of loans held for sale6,2532,3305,60812,876
BOLI income4,3123,9012,1162,000
Operating lease income7,3463,3775,4716,392
Gain on sale of debt securities available for sale———1,895
Gain (loss) on sale of premises and equipment(9)(248)2,097(87)
Other3,6451,8473,6773,386
Total noninterest income33,44916,87531,05039,109
Noninterest expense
Salaries and employee benefits67,90032,77062,22159,591
Occupancy expense, net9,7684,9329,8919,692
Computer services12,5066,17511,77210,629
Operating lease depreciation expense7,7342,8764,8735,362
Telephone, postage and supplies2,2531,2552,4682,545
Marketing and advertising1,8931,1122,1392,583
Deposit insurance premiums2,2301,4192,2491,712
Core deposit intangible amortization2,4631,7191,525250
Officer transition agreement expense———1,795
Merger-related expenses——5,465—
Contract renewal consulting fee2,965———
Other14,9567,08713,30610,938
Total noninterest expense124,66859,345115,909105,097
Income before income taxes69,91135,68357,16445,378
Income tax expense15,1067,38612,5609,725
Net income$54,805$28,297$44,604$35,653
Per share data
Net income per common share
Basic$3.21$1.67$2.82$2.27
Diluted$3.20$1.67$2.80$2.23
Average shares outstanding
Basic16,914,74116,806,27315,698,61815,516,173
Diluted16,977,33016,814,17615,781,50615,810,409
Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Net income$54,805$28,297$44,604$35,653
Other comprehensive income (loss)
Unrealized holding gains (losses) on debt securities available for sale
Gains (losses) arising during the period(174)3,311(2,204)(5,087)
Deferred income tax (expense) benefit40(762)5071,170
Total other comprehensive gain (loss)(134)2,549(1,697)(3,917)
Comprehensive income$54,671$30,846$42,907$31,736

Consolidated Statements of Changes in Stockholders’ Equity

Common Stock · Additional Paid In Capital · Retained Earnings · Unearned ESOP Shares · Accumulated Other Comprehensive Income (Loss) · Total Stockholders’ Equity
Shares · Amount
Balance at June 30, 202116,636,483$167$160,582$240,075$(5,819)$1,514$396,519
Net income———35,653——35,653
Cash dividends declared on common stock, $0.35/common share———(5,452)——(5,452)
Common stock repurchased(1,482,959)(15)(43,333)———(43,348)
Forfeited restricted stock(13,600)——————
Retired stock(11,335)—(345)———(345)
Granted restricted stock42,123——————
Exercised stock options413,63646,077———6,081
Stock issued for RSUs7,118——————
Share-based compensation expense——2,152———2,152
ESOP compensation expense——973—529—1,502
Other comprehensive loss—————(3,917)(3,917)
Balance at June 30, 202215,591,466$156$126,106$270,276$(5,290)$(2,403)$388,845
Net income———44,604——44,604
Cash dividends declared on common stock, $0.39/common share———(6,229)——(6,229)
Forfeited restricted stock(10,090)——————
Retired stock(13,145)—(344)———(344)
Granted restricted stock57,839——————
Stock issued for RSUs13,861——————
Exercised stock options352,09645,136———5,140
Shares issued for Quantum merger1,374,6461437,720———37,734
Share-based compensation expense——1,854———1,854
ESOP compensation expense——750—529—1,279
Other comprehensive loss—————(1,697)(1,697)
Balance at June 30, 202317,366,673$174$171,222$308,651$(4,761)$(4,100)$471,186
Net income———28,297——28,297
Cash dividends declared on common stock, $0.21/common share———(3,547)——(3,547)
Forfeited restricted stock(2,560)——————
Retired stock(6,038)—(139)———(139)
Granted restricted stock1,000——————
Stock issued for RSUs18,494——————
Exercised stock options9,500—152———152
Share-based compensation expense——755———755
ESOP compensation expense——376—264—640
Other comprehensive income—————2,5492,549
Balance at December 31, 202317,387,069$174$172,366$333,401$(4,497)$(1,551)$499,893

Consolidated Statements of Changes in Stockholders’ Equity (continued)

Common Stock · Additional Paid In Capital · Retained Earnings · Unearned ESOP Shares · Accumulated Other Comprehensive Income (Loss) · Total Stockholders’ Equity
Shares · Amount
Balance at December 31, 202317,387,069$174$172,366$333,401$(4,497)$(1,551)$499,893
Net income———54,805——54,805
Cash dividends declared on common stock, $0.45/common share———(7,665)——(7,665)
Common stock repurchased(23,483)—(645)———(645)
Forfeited restricted stock(4,424)——————
Retired stock(12,751)—(365)———(365)
Granted restricted stock73,502——————
Stock issued for RSUs10,683——————
Exercised stock options97,11312,436———2,437
Share-based compensation expense——1,816———1,816
ESOP compensation expense——1,085—531—1,616
Other comprehensive loss—————(134)(134)
Balance at December 31, 202417,527,709$175$176,693$380,541$(3,966)$(1,685)$551,758
Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Operating activities
Net income$54,805$28,297$44,604$35,653
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Provision (benefit) for credit losses7,5455,93015,392(592)
Depreciation and amortization of premises and equipment and equipment for operating leases11,6384,8949,0639,348
Deferred income tax expense (benefit)1,101(1,638)(433)6,584
Net accretion of purchase accounting adjustments on loans(3,325)(783)(1,698)(1,628)
Net amortization and accretion5,3973,5634,3462,450
SBIC investments income(1,731)(701)(1,740)(1,673)
Loss (gain) on sale of premises and equipment9248(2,097)87
Loss on sale of repossessed assets98—897
Loss on sale of previously leased equipment1,21814145112
BOLI income(4,312)(3,901)(2,116)(2,000)
Gain on sale of debt securities available for sale———(1,895)
Gain on sale of loans held for sale(6,253)(2,330)(5,608)(12,876)
Origination of loans held for sale(254,082)(171,273)(311,198)(465,263)
Proceeds from sales of loans held for sale233,494130,335213,482463,603
New deferred loan origination costs, net(1,514)(838)(2,824)(316)
Increase (decrease) in accrued interest receivable and other assets(1,287)1,0241,1402,377
Share-based compensation expense1,8167551,8542,152
ESOP compensation expense1,6166401,2791,502
Increase (decrease) in other liabilities(1,264)1,2012,2251,577
Net cash provided by (used in) operating activities44,969(4,436)(33,789)39,109
Investing activities
Purchase of debt securities available for sale(52,790)(17,036)(81,687)(41,649)
Proceeds from maturities, calls and paydowns of debt securities available for sale28,69645,92865,58565,399
Proceeds from sale of debt securities available for sale———1,895
Purchases of commercial paper——(210,292)(558,482)
Proceeds from maturities and calls of commercial paper——406,269555,472
Purchases of CDs in other banks(6,162)(6,202)(18,166)(1,244)
Proceeds from maturities of CDs in other banks12,3464,6328,56517,815
Net (purchases) redemptions of FHLB and FRB stock4,7631,815(9,757)4,213
Net capital (contributions in) distributions from SBIC investments, at cost4031,839(429)(914)
Net (increase) decrease in loans4,08823,039(313,690)(6,462)
Purchase of BOLI(33)(31,323)(109)(173)
Proceeds from redemption of BOLI policies44,334———
Death benefit proceeds from BOLI policies2,3635,616——
Purchase of equipment for operating leases - lessor(13,703)(14,025)(11,333)(2,901)
Purchase of premises and equipment(3,036)(431)(3,420)(6,608)
Proceeds from sale of premises and equipment and assets held for sale—1,0568,0122,322
Proceeds from sale of repossessed assets12—111181
Net cash received in merger——30,601—
Net cash provided by (used in) investing activities21,28114,908(129,740)28,864
Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Financing activities
Net increase (decrease) in deposits117,83060,205(69,195)144,220
Net increase (decrease) in revolving lines of credit(18,763)(1,500)20,263—
Net increase (decrease) in short-term borrowings(227,000)(22,000)437,000(115,000)
Proceeds from long-term borrowings———60,000
Repayment of long-term borrowings——(24,728)(60,000)
Common stock repurchased(645)——(43,348)
Cash dividends paid(7,665)(3,547)(6,229)(5,452)
Retired stock(365)(139)(344)(345)
Exercised stock options2,4371525,1406,081
Net cash provided by (used in) financing activities(134,171)33,171361,907(13,844)
Net increase (decrease) in cash and cash equivalents(67,921)43,643198,37854,129
Cash and cash equivalents at beginning of period347,140303,497105,11950,990
Cash and cash equivalents at end of period$279,219$347,140$303,497$105,119
Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Supplemental disclosures
Cash paid during the period for
Interest$90,212$37,331$26,212$5,312
Income taxes14,0047,3217,679684
Noncash transactions
Unrealized gain (loss) in value of debt securities available for sale, net of income taxes(134)2,549(1,697)(3,917)
Transfers of loans held for sale to loans held for investment22,24311,67118,33743,083
Transfers of loans held for investment to loans held for sale———12,825
Transfers of loans held for investment to repossessed assets1,213———
Establish receivable for proceeds from redemption of BOLI policies (included in other assets)—47,923——
ROU asset and lease liabilities for operating lease accounting—8645,1791,186
Transfer of premises and equipment to assets held for sale (included in other assets)———3,229
Business combinations
Fair value of assets acquired$—$—$665,090$—
Fair value of liabilities assumed——610,188—
Net assets acquired$—$—$54,902$—
  1. Summary of Significant Accounting Policies

Nature of Operations

The consolidated financial statements presented in this report include the accounts of HomeTrust Bancshares, Inc., a Maryland corporation (“HomeTrust”), and its wholly-owned subsidiary, HomeTrust Bank (the “Bank”). As used throughout this report, the term the “Company” refers to HomeTrust and its consolidated subsidiary, unless the context otherwise requires. HomeTrust is a bank holding company primarily engaged in the business of planning, directing and coordinating the business activities of the Bank. The Bank is a North Carolina state chartered bank and provides a wide range of retail and commercial banking products within its geographic footprint, which includes: North Carolina (the Asheville metropolitan area, the "Piedmont" region, Charlotte and Raleigh/Cary), South Carolina (Greenville and Charleston), East Tennessee (Kingsport/Johnson City, Knoxville and Morristown), Southwest Virginia (the Roanoke Valley) and Georgia (Greater Atlanta).

As a result of its merger with Quantum on February 12, 2023, HomeTrust became the 100% successor owner of the Quantum Capital Statutory Trust II Delaware trust. The sole assets of the trust represent the proceeds of offerings loaned in exchange for subordinated debentures with similar terms to the trust preferred securities.

Principles of Consolidation and Subsidiary Activities

The accompanying consolidated financial statements include the accounts of HomeTrust, the Bank, and its wholly-owned subsidiary, WNCSC, at or for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022. WNCSC owns office buildings in Asheville, North Carolina that are leased to the Bank. All intercompany items have been eliminated.

Segment Reporting

Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker(s) in assessing performance and in deciding how to allocate resources. The Company's designated chief operating decision makers are considered to be both the Chief Executive Officer and Chief Financial Officer.

These individuals use consolidated net income to monitor results, evaluate budget-to-actual variances, perform competitive analyses that benchmark the Company against competitors and determine whether to reinvest earnings in the Company or to deploy capital in other ways to maximize stockholder value. They are regularly provided with consolidated financial information as presented in the Consolidated Statements of Income and Consolidated Balance Sheets to assess performance and decide how to allocate resources on a Company-wide basis. This information is used to monitor the level of revenues generated and expenses incurred in association with the overall administration of the Company’s operations. Accordingly, the Company's operations are considered to be aggregated inone reportable operating segment.

Change in Fiscal Year

The Board of Directors approved a change in the Company’s fiscal year end from June 30 to December 31, commencing January 1, 2024. As a result of this change, on March 12, 2024, we filed a Transition Report on Form 10-KT for the six-month transition period ended December 31, 2023. The change in fiscal year end is applied on a prospective basis and does not adjust operating results for prior periods. References to our previous fiscal years mean the fiscal years ending on June 30 th. The Company's fiscal year 2024 commenced on January 1, 2024. References herein to "Transition Period" refer to the six-month period ended December 31, 2023.

The following table presents certain comparative transition period condensed financial information for the identified periods.

Six Months Ended December 31,
(Unaudited)
(Dollars in thousands, except per share data)20232022
Total interest and dividend income$124,684$77,329
Total interest expense40,6015,264
Net interest income84,08372,065
Provision for credit losses5,9306,227
Net interest income after provision for credit losses78,15365,838
Total noninterest income16,87515,852
Total noninterest expense59,34552,165
Income before income taxes35,68329,525
Income tax expense7,3866,668
Net income$28,297$22,857
Net income per common share – basic$1.67$1.51
Net income per common share – diluted$1.67$1.50
Net cash provided by (used in) operating activities$(4,436)$20,431
Net cash provided by (used in) investing activities14,908(36,883)
Net cash provided by financing activities33,17176,367
Net increase in cash and cash equivalents43,64359,915
Cash and cash equivalents, beginning of period303,497105,119
Cash and cash equivalents, end of period$347,140$165,034

Prior Period Disclosure Correction

Within "Note 6 – Loans and Allowance for Credit Losses on Loans", the tables disclosing our credit risk profile by origination year as of December 31, 2023 and June 30, 2023, beginning on page 66 of this document, reflect the correction of immaterial errors in the prior period disclosures. The correction of the disclosure error redistributed $264,101 and $480,569 in loans from the "Revolving" columns to the "Term Loans By Origination Fiscal Year" columns as of December 31, 2023 and June 30, 2023, respectively. The error's only impact was to the identified disclosures and therefore had no effect on net income or stockholders' equity as previously reported.

Subsequent Events

The Company has evaluated subsequent events for recognition and disclosure through March 13, 2025, which is the date the financial statements were available to be issued.

Use of Estimates in Financial Statements

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash Flows

Cash and cash equivalents include cash and interest-bearing deposits with initial terms to maturity of 90 days or less. Net cash flows are reported for customer loan and deposit transactions, FHLB and FRB stock, SBIC investments at cost, revolving lines of credit and short-term borrowings.

Commercial Paper

Commercial paper includes highly liquid short-term debt of investment graded corporations with maturities less thanone year. These instruments are typically purchased at a discount based on prevailing interest rates and do not exceed $15,000 per issuer.

Debt Securities

Debt securities available for sale are carried at fair value. These securities are used to execute asset/liability management strategies, manage liquidity and leverage capital, and therefore may be sold prior to maturity. Adjustments for unrealized gains or losses, net of the income tax effect, are made to accumulated other comprehensive income (loss), a separate component of total stockholders’ equity.

Securities held to maturity are stated at cost, net of unamortized balances of premiums and discounts. When these securities are purchased, the Company intends to and has the ability to hold such securities until maturity.

Premiums and discounts are amortized or accreted over the life of the security as an adjustment to yield. Dividend and interest income are recognized when earned. Gains or losses on the sale of securities are recognized on the trade date using the specific identification method.

ACL – Available for Sale Securities

For available for sale debt securities in an unrealized loss position, the Company evaluates the securities to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an ACL on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the ACL and the adjustment to net income may be reversed if conditions change; however, if the Company intends to sell an impaired available for sale debt security, or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount must be recognized in earnings with a corresponding adjustment to the security’s amortized cost basis. As the security’s amortized cost basis is adjusted to fair value, there is no ACL in such a situation.

In evaluating available for sale debt securities in unrealized loss positions for impairment and the criteria regarding its intent or requirement to sell such securities, the Company considers the extent to which fair value is less than amortized cost, whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred and the results of reviews of the issuers’ financial condition, among other factors.

Changes in the ACL are recorded as a provision for (or reversal of) credit loss expense. Losses are charged against the ACL when management believes the uncollectability of an available for sale debt security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

Accrued interest receivable is excluded from the estimate of credit losses.

ACL – Held to Maturity Securities

The ACL on held to maturity securities is estimated on a collective basis by major security type. ECLs are estimated using a DCF methodology which considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

Accrued interest receivable is excluded from the estimate of credit losses.

FHLB and FRB Stock

As a requirement for membership, the Bank invests in the stock of both the FHLB of Atlanta and the FRB. No ready market exists for these securities so carrying value, or cost, approximates their fair value based on the redemption provisions of the FHLB of Atlanta and the FRB, respectively. Both cash and stock dividends are reported as income.

SBIC Investments, At Cost

SBIC investments are equity interests in limited partnerships which are investments the Company has classified as VIEs, legal entities that either do not have sufficient equity to finance their activities without the support from other parties or whose equity investors lack a controlling financial interest. A controlling financial interest is defined as a group that has the power to direct the activities that most significantly impact the VIEs' economic performance, the obligation to absorb the expected losses or the right to receive the expected residual returns. As the Company is not the primary beneficiary, nor does it hold a controlling interest in the VIEs, these investments have not been consolidated.

The SBIC investments do not have readily determinable fair values and are recorded under the equity method of accounting at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment. Adjustments to the cost basis occur as a result of capital contributions, distributions, the Company's share of earnings or changes in the value of the Company's equity position. The Company's share of earnings is included in interest and dividend income with a one-quarter lag period.

Loans Held for Sale

Residential mortgages originated and intended for sale in the secondary market through mandatory delivery contracts are recorded at fair value (fair value option elected). Fair value includes the servicing value of the loans as well as any accrued interest, with changes in value recorded through the gain on sale of loans held for sale. Conversely, residential mortgages originated and intended for sale in the secondary market on a best efforts basis are sold with servicing released and carried at the lower of cost or fair value as determined by outstanding commitments from investors. Net unrealized losses, if any, are recorded as a valuation allowance and charged to earnings.

The Company originates loans guaranteed by the SBA for the purchase of businesses, business startups, business expansion, equipment and working capital. All SBA loans are underwritten and documented as prescribed by the SBA. SBA loans are generally fully amortizing and have maturity dates and amortizations of up to 25 years. SBA loans are classified as held for sale and are carried at the lower of cost or fair value. The guaranteed portion of the loan is typically sold in the secondary market and the servicing rights are retained. A gain is recorded for any premium received in excess of the carrying value of the net assets transferred in the sale and is included in the gain on sale of loans held for sale. The portion of SBA loans that are retained are adjusted to fair value and reclassified to total loans, net of deferred loan fees and costs (loans held for investment). The net value of the retained loans is included in the appropriate loan classification for disclosure purposes.

HELOCs held for sale are originated through a third-party in various states outside the Company's geographic footprint, but are underwritten to the Company's underwriting guidelines. The loans are generally held for sale by the Company over a 90 to 180 day period and are serviced by the third-party. The loans are marketed by the third-party to investors in pools and once sold the Company recognizes a gain or loss on the sale which is recorded through the gain on sale of loans held for sale.

Loans

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are carried at their outstanding principal amount, less unearned income and deferred nonrefundable loan fees, net of certain origination costs. The Company has made a policy election to exclude accrued interest from the amortized cost basis of loans and report accrued interest separately from the related loan balance on the consolidated balance sheets. Interest income is recorded as earned on an accrual basis based on the contractual rate and the outstanding balance, except for nonaccruing loans where interest is recorded as earned on a cash basis. Net deferred loan origination fees/costs are deferred and amortized to interest income over the life of the related loan.

The Company’s policies related to when loans are placed on nonaccruing status conform to guidelines prescribed by bank regulatory authorities. Generally, the Company suspends the accrual of interest on loans (i) that are maintained on a cash basis because of the deterioration of the financial condition of the borrower, (ii) for which payment in full of principal or interest is not expected (impaired loans) or (iii) on which principal or interest has been in default for a period of 90 days or more, unless the loan is both well secured and in the process of collection. Under the Company’s cost recovery method, interest income is subsequently recognized only to the extent cash payments are received in excess of principal due. Loans are returned to accruing status when all principal and interest amounts contractually due are brought current and concern no longer exists as to the future collectability of principal and interest, which is generally confirmed when the loan demonstrates performance for six consecutive months or payment cycles.

ACL –Loans and Leases

The ACL reflects management’s estimate of losses that will result from the inability of its borrowers to make required loan payments. ECLs are reflected in the ACL through a provision for credit losses. Management records loans charged off against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. Management uses a systematic methodology to determine its ACL for loans held for investment and certain off-balance sheet credit exposures. The ACL is a valuation account that is deducted from the amortized costs basis to present the net amount expected to be collected on the loan portfolio. Management considers the effects of past events, current conditions and reasonable and supportable forecasts on the collectability of the loan portfolio.

The Company has identified the following loan pools with similar risk characteristics for measuring ECLs:

Commercial real estate– This category of loans consists of the following loan types:

Construction and land development – These loans finance the ground up construction, improvement, carrying for sale and loans secured by raw or improved land. The repayment of construction loans is generally dependent upon the successful completion of the improvements by the builder for the end user, or sale of the property to a third-party.

Commercial real estate – owner and non-owner occupied – These loans include real estate loans for a variety of commercial property types and purposes, including those secured by commercial office or industrial buildings, warehouses, retail buildings and various special purpose properties.

Multifamily – These are investment real estate loans, primarily secured by non-owner occupied apartment or multifamily residential buildings. Generally, these types of loans are thought to involve a greater degree of credit risk than owner occupied commercial real estate as they are more sensitive to adverse economic conditions.

Commercial – This category of loans consists of the following loan types:

Commercial and industrial – These loans are for commercial, corporate and business purposes across a variety of industries. These loans include general commercial and industrial loans, loans to purchase capital equipment and other business loans for working capital and operational purposes. These loans are generally secured by accounts receivable, inventory and other business assets.

Equipment finance – These loans are primarily made up of commercial finance agreements and commercial leases provided by our Equipment Finance line of business, primarily for transportation, construction, healthcare and manufacturing equipment. These loans have average terms offive years or less and are secured by the financed equipment.

Municipal leases – These loans are primarily made to fire departments and depend on the tax revenues received from the applicable county or municipality. These leases are mainly secured by vehicles, fire stations, land or equipment.

Residential real estate – This category of loans consists of the following loan types:

Construction and land development – These loans are to individuals and are typically secured by a one-to-four family residential property under construction or undeveloped or partially developed land in anticipation of the construction of a personal residence.

One-to-four family – These loans are to individuals and are typically secured by one-to-four family residential property.

HELOCs – These loans include both loans originated by the Company and those purchased from a third-party and are often secured by second liens on residential real estate.

Consumer – Consumer loans include loans secured by deposit accounts or personal property such as automobiles, boats and motorcycles, as well as unsecured consumer debt.

For collectively evaluated loans, the Company uses a DCF method for each loan in a pool, and the results are aggregated at the pool level. A periodic tendency to default and absolute loss given default are applied to a projective model of the pool’s cash flows while considering prepayment and principal curtailment effects. The analysis produces expected cash flows for each instrument in the pool by pairing loan-level term information (maturity date, payment amount, interest rate, etc.) with top-down pool assumptions (default rates and prepayment speeds).

Management considers the historical loss experience of both the Company and its peers in its assessment of ECLs to determine the ACL. The Company utilized peer call report data to measure historical credit loss experience with similar risk characteristics within the segments over an economic cycle. Management reviewed the historical loss information to appropriately adjust for differences in current asset specific risk characteristics. Management also considered further adjustments to historical loss information for current conditions and reasonable and supportable forecasts that differ from the conditions that existed for the period over which historical information was evaluated. For collectively evaluated loans, the Company has incorporated a combination of three macroeconomic drivers using a statistical regression modeling methodology: the national unemployment rate, one-year change in the national home price index and one-year change in national real gross domestic product. The macroeconomic drivers utilized vary by loan segment, although the national unemployment rate is incorporated for the majority of the segments. Due to the low loss rates of municipal leases and the expectation of them remaining low, management has elected to separately pool these loans. Management has elected to use readily available municipal default rates and loss given defaults in order to calculate ECLs.

Management considers forward-looking information in estimating ECLs. The Company uses both Fannie Mae and Federal Reserve Bank quarterly economic forecast data which are baseline outlooks for the United States economy. For the contractual term that extends beyond the reasonable and supportable forecast period, the Company reverts to historical loss information within four quarters using a straight-line approach. Management may apply different reversion techniques depending on the economic environment for the financial asset portfolio and as of the current period has utilized a linear reversion technique.

Included in its systematic methodology to determine its ACL for loans held for investment and certain off-balance sheet credit exposures, management considers the need to qualitatively adjust ECLs for risks not already captured in the loss estimation process. These qualitative adjustments can either increase or decrease the quantitative model estimation (i.e. formulaic model results). Each period the Company considers qualitative factors that are relevant within the qualitative framework consistent with the regulatory interagency policy statement on the ACL.

When a loan no longer shares similar risk characteristics with its segment, the asset is assessed to determine whether it should be included in another pool or should be individually evaluated, which includes consideration of the materiality of the loan. Generally, individually evaluated loans are on nonaccrual status. The ECLs on individually evaluated loans will be estimated based on a DCF analysis unless the loan meets the criteria for use of the fair value of collateral, either by virtue of an expected foreclosure or through meeting the definition of collateral dependent. Financial assets that have been individually evaluated can be returned to a pool for purposes of estimating the ECL insofar as their credit profile improves and that the repayment terms are not considered to be unique to the asset.

Management identifies loans as modifications to borrowers experiencing financial difficulty when a borrower is experiencing financial difficulties and the Company has altered the cash flow of the loan as part of a modification or in the loan renewal process. In order to determine whether a borrower is experiencing financial difficulty, an evaluation is performed of the probability that the borrower will be in payment default on any of the borrower's debt in the foreseeable future without the modification. This evaluation is performed in accordance with the Company’s internal underwriting policy.

The starting point for the estimate of the ACL is historical loss information, which includes losses from modifications of loans to borrowers experiencing financial difficulty. As a result, the effect of most modifications made to borrowers experiencing financial difficulty is already included in the ACL and a change to the ACL is generally not recorded upon modification. When principal forgiveness is provided, however, the amount of forgiveness is charged off against the ACL.

Acquired Loans

Acquired loans are recorded at fair value at the date of acquisition based on a DCF methodology that considers various factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan and whether or not the loan was amortizing, and a discount rate reflecting the Company’s assessment of risk inherent in the cash flow estimates. Certain larger purchased loans are individually evaluated while certain purchased loans are grouped together according to similar risk characteristics and are treated in the aggregate when applying various valuation techniques. These cash flow evaluations are inherently subjective as they require material estimates, all of which may be susceptible to significant change.

Loans acquired in a business combination that have experienced more-than-insignificant deterioration in credit quality since origination are considered PCD loans. At the acquisition date, an estimate of ECLs is made for groups of PCD loans with similar risk characteristics and individual PCD loans without similar risk characteristics. This initial ACL is allocated to individual PCD loans and added to the purchase price or acquisition date fair values to establish the initial amortized cost basis of the PCD loans. As the initial ACL is added to the purchase price, there is no credit loss expense recognized upon acquisition of a PCD loan. Any difference between the unpaid principal balance of PCD loans and the amortized cost basis is considered to relate to noncredit factors and results in a discount or premium. Discounts and premiums are recognized through interest income on a level-yield method over the life of the loans.

For acquired loans not deemed purchased credit deteriorated at acquisition, the differences between the initial fair value and the unpaid principal balance are recognized as interest income on a level-yield basis over the lives of the related loans. At the acquisition date, an initial ACL is estimated and recorded as credit loss expense.

The subsequent measurement of ECLs for all acquired loans is the same as the subsequent measurement of ECLs for originated loans.

Loan Commitments and ACL on Off-Balance Sheet Credit Exposures

Financial instruments include off-balance sheet credit instruments, such as undisbursed portions of construction loans, commitments to originate loans, unused lines of credit and standby letters of credit. The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for off-balance sheet loan commitments is represented by the contractual amount of those instruments. Such financial instruments are recorded when they are funded.

The Company records an ACL on off-balance sheet credit exposures, unless the commitments to extend credit are unconditionally cancellable, through a provision for credit losses charged against earnings. The ACL on these exposures is estimated by loan segment at each balance sheet date under the CECL model using the same methodologies as portfolio loans, taking into consideration the likelihood that funding will occur, and is included in other liabilities on the Company’s consolidated balance sheets.

Premises and Equipment

Premises and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives. Leasehold improvements are amortized over the lives of the respective leases or the estimated useful life of the leasehold improvement, whichever is less. Maintenance and repair costs are expensed as incurred. Obligations under capital leases are amortized using the interest method to allocate payments between principal reduction and interest expense.

Repossessed Assets

Repossessed assets are initially recorded at fair value less costs to sell when acquired, establishing a new cost basis. Physical possession of real property collateralizing a loan occurs when legal title is obtained upon completion of foreclosure or when the borrower conveys all interest in the property to satisfy the loan through completion of a deed in lieu of foreclosure or through a similar legal agreement. These assets are subsequently accounted for at lower of cost or fair value less estimated costs to sell. If the fair value declines subsequent to foreclosure, a valuation allowance is recorded through expense. Operating costs after acquisition are expensed.

Bank Owned Life Insurance

The Company has purchased life insurance policies on certain key officers. BOLI is recorded at the amount that can be realized under the insurance contract at the balance sheet date, which is the cash surrender value adjusted for other charges or other amounts due that are probable at settlement.

Business Combinations

The Company uses the acquisition method of accounting for all business combinations. An acquirer must be identified for each business combination, and the acquisition date is the date the acquirer achieves control. The acquisition method of accounting requires the Company as acquirer to recognize the fair value of assets acquired and liabilities assumed at the acquisition date as well as recognize goodwill or a gain from a bargain purchase, if appropriate. Any acquisition-related costs and restructuring costs are recognized as period expenses as incurred.

Goodwill

Goodwill represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair value of the liabilities assumed in a business combination. Goodwill has an indefinite useful life and is evaluated for impairment annually in the fourth quarter of our fiscal year or more frequently if events and circumstances indicate that the asset might be impaired.

The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining the need to perform the test for goodwill impairment (the qualitative method). If the qualitative method cannot be used or if the Company determines, based on the qualitative method, that the fair value is more likely than not less than the carrying amount, the Company compares the estimated fair value of a reporting unit with its carrying amount, including goodwill. If the estimated fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the carrying amount of a reporting unit exceeds its estimated fair value, the Company will record an impairment charge based on that difference. Our annual goodwill impairment test, the timing of which was adjusted to occur within the six-month transition period, didnot identify any impairment for the year ended December 31, 2024, the six months ended December 31, 2023 or the year ended June 30, 2023.

Core Deposit Intangibles

Core deposit intangibles represent the estimated value of long-term deposit relationships acquired in business combinations. These core deposit premiums are amortized using an accelerated method over the estimated useful lives of the related deposits, typically between five and 10 years. The estimated useful lives are periodically reviewed for reasonableness.

Servicing Rights

When loans are sold with servicing retained, servicing rights are initially recorded at fair value with the income statement effect recorded in gains on sales of loans. Fair value is based on market prices for comparable mortgage servicing contracts, when available or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income. All classes of servicing assets are subsequently measured using the amortization method which requires servicing rights to be amortized into noninterest income in proportion to, and over the period of, the estimated future net servicing income of the underlying loans.

Servicing rights are evaluated for impairment based upon the fair value of the rights as compared to carrying amount. Impairment is determined by stratifying rights into groupings based on predominant risk characteristics, such as interest rate, loan type and investor type. Impairment is recognized through a valuation allowance for an individual grouping, to the extent that fair value is less than the carrying amount. If the Company later determines that all or a portion of the impairment no longer exists for a particular grouping, a reduction of the allowance may be recorded as an increase to income. Changes in valuation allowances are reported within loan income and fees on the income statement. The fair values of servicing rights are subject to significant fluctuations as a result of changes in estimated and actual prepayment speeds and default rates and losses.

Servicing fee income, which is reported on the income statement as loan income and fees, is recorded for fees earned for servicing loans. The fees are based on a contractual percentage of the outstanding principal or a fixed amount per loan and are recorded as income when earned. The amortization of servicing rights is netted against loan servicing fee income. Late fees and ancillary fees related to loan servicing are not material.

Revenue from Contracts with Customers

The Company records revenue from contracts with customers in accordance with ASC Topic 606, “Revenue from Contracts with Customers”. Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when (or as) the Company satisfies a performance obligation. Significant revenue has not been recognized in the current reporting period that results from performance obligations satisfied in previous periods.

The Company’s primary sources of revenue are derived from interest and dividends earned on loans, investment securities and other financial instruments that are not within the scope of Topic 606. The Company has evaluated the nature of its contracts with customers and determined that further disaggregation of revenue from contracts with customers into more granular categories beyond what is presented in the Consolidated Statements of Income was not necessary. The Company generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices are typically fixed, charged either on a periodic basis or based on activity. Since performance obligations are satisfied as services are rendered and the transaction prices are fixed, the Company has made no significant judgments in applying the revenue guidance prescribed in ASC 606 that affect the determination of the amount and timing of revenue from contracts with customers.

Stock-Based Compensation

The Company issues restricted stock, restricted stock units and stock options under the HomeTrust Bancshares, Inc. 2022 Omnibus Incentive Plan (“2022 Omnibus Incentive Plan”) to key officers and outside directors. In accordance with the requirements of the FASB ASC 718, "Compensation – Stock Compensation," the Company has adopted a fair value based method of accounting for employee stock compensation plans, whereby compensation cost is measured based on the fair value of the award as of the grant date and recognized over the vesting period. The Company accounts for forfeitures as they occur.

Comprehensive Income

Comprehensive income consists of net income and net unrealized gains (losses) on debt securities available for sale and is presented in the Consolidated Statements of Comprehensive Income.

Income Taxes

The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced, if necessary, by the amount of such benefits that are not expected to be realized based upon available evidence. See "Note 12 – Income Taxes" for additional information.

The Company recognizes interest and penalties accrued relative to unrecognized tax benefits in its respective federal or state income taxes accounts. As of December 31, 2024, December 31, 2023 and June 30, 2023, there were no accruals for uncertain tax positions andno interest or penalties were accrued.

Derivative Instruments and Hedging

The Company holds and issues derivative financial instruments such as IRLCs and other forward sale commitments. IRLCs are subject to pricing risk primarily related to fluctuations in market interest rates. To hedge the interest rate risk on certain IRLCs, the Company uses forward sale commitments such as TBAs or mandatory delivery commitments with investors. Management expects these forward sale commitments to experience changes in fair value opposite to the changes in fair value of the IRLCs, thereby reducing earnings volatility. Forward sale commitments are also used to hedge the interest rate risk on mortgage loans held for sale that are not committed to investors and still subject to price risk. If the mandatory delivery commitments are not fulfilled, the Company pays a pair-off fee. Best effort forward sale commitments are also executed with investors, whereby certain loans are locked with a borrower and simultaneously committed to an investor at a fixed price. If the best effort IRLC does not fund, there is no obligation to fulfill the investor commitment.

The Company considers various factors and strategies in determining what portion of the IRLCs and uncommitted mortgage loans held for sale to economically hedge. All derivative instruments are recognized as other assets or other liabilities on the consolidated statements of financial condition at their fair value. Changes in the fair value of the derivative instruments and gains and losses resulting from the pairing-out of forward sale commitments are recognized in the gain on sale of loans held for sale on the consolidated statements of income in the period in which they occur. The Company accounts for all derivative instruments as free-standing derivative instruments and does not designate any for hedge accounting.

Net Income per Share

Basic EPS is computed by dividing net income by the weighted-average number of common shares outstanding for the year, less the average number of nonvested restricted stock awards. Diluted EPS reflects the potential dilution from the issuance of additional shares of common stock caused by the exercise of stock options and restricted stock awards. In addition, nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of EPS pursuant to the two-class method. The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. ESOP shares are considered outstanding for basic and diluted EPS when the shares are committed to be released. Net income is allocated between the common stock and participating securities pursuant to the two-class method, based on their rights to receive dividends, participate in earnings, or absorb losses. See "Note 16 – Net Income per Share" for further discussion on the Company’s EPS.

  1. Recent Accounting Pronouncements

Adoption of New Accounting Standards

ASU 2022-02, "Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures." This ASU eliminates the TDR recognition and measurement guidance and requires that an entity evaluate whether the modification represents a new loan or a continuation of an existing loan. The amendment also adjusts the disclosures related to modifications and requires entities to disclose current-period gross write-offs by year of origination within the existing vintage disclosures.

The Company adopted the standard using the modified retrospective transition method on July 1, 2023. The adoption of this ASU did not have a material impact on the Company's ACL, but as a result of the elimination of the concept of troubled debt restructurings, the balance of individually evaluated loans decreased by $1.9 million. The changes to financial statement disclosures have been reflected in this filing, specifically "Note 6 – Loans and Allowance for Credit Losses on Loans".

ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures."In November 2023, the FASB issued ASU 2023-07 which requires public entities to disclose information about their reportable segments' significant expenses on an interim and annual basis. Public entities are required to disclose other segment items for each reportable segment and provide a description of its composition. Significant expense categories are derived from expenses that are regularly reported to an entity's chief operating decision-makers and included in a segments' reported measures of profit or loss. In addition, the ASU requires an entity to disclose the title and position of the chief operating decision-maker and explain how the chief operating decision-maker uses the reported measures of profit or loss to assess segment performance. Lastly, ASU 2023-07 also requires interim disclosures of certain segment-related disclosures that previously were required only on an annual basis and clarifies that entities with a single reportable segment are subject to both new and existing segment reporting requirements under Topic 280.

The Company adopted the standard on a retrospective basis on January 1, 2024. The changes to the financial statement disclosures have been reflected in this filing, specifically "Note 1 – Summary of Significant Accounting Policies".

Newly Issued but Not Yet Effective Accounting Standards

ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures."In December 2023, the FASB issued ASU 2023-09 which requires entities to disclose more detailed information in the reconciliation of their statutory tax rate to their effective tax rate. The ASU also requires entities to disclose more detailed information about income taxes paid, including by jurisdiction. This ASU is effective for public business entities for annual reporting periods beginning after December 15, 2024 and interim periods beginning after December 15, 2025. The adoption of the provisions of ASU 2023-09 is not expected to have an impact on the Company's financial results, but will impact disclosures.

ASU 2024-03, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses."In November 2024, the FASB issued ASU 2024-03 which requires entities to disclose more detailed information about certain costs and expenses related to purchases of inventory, employee compensation, depreciation and intangible asset amortization amongst other items. This ASU is effective for public business entities for annual reporting periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The adoption of the provisions of ASU 2024-03 is not expected to have an impact on the Company's financial results, but will impact disclosures.

  1. Merger with Quantum

On February 12, 2023, the Company merged with Quantum which operatedtwo locations in the Atlanta metro area. The aggregate amount of consideration to be paid per the purchase agreement of approximately $70,771, inclusive of consideration of common stock, other cash consideration, and cash in lieu of fractional shares, included $15,869 of cash consideration paid by Quantum to its stockholders in advance of the closing date as is further described below. These distributions reduced Quantum's stockholders' equity by an equal amount prior to the transaction closing date.

The following table provides a summary of the assets acquired, liabilities assumed, associated preliminary fair value adjustments and provisional period adjustments by the Company as of the merger date. As provided for under US GAAP, management has up to 12 months following the date of merger to finalize the fair value adjustments. Management has completed its evaluation and the values in the table below

are considered final.

QuantumFair Value AdjustmentsProvisional Period AdjustmentsAs Recorded by HomeTrust
Assets acquired
Cash and cash equivalents$47,769$—$—$47,769
Debt securities available for sale10,608——10,608
FHLB and FRB stock1,125——1,125
Loans(1)567,140(5,207)—561,933
Premises and equipment4,4154,668—9,083
Accrued interest receivable1,706——1,706
BOLI9,066——9,066
Core deposit intangibles—12,210—12,210
Other assets2,727569(179)3,117
Total assets acquired$644,556$12,240$(179)$656,617
Liabilities assumed
Deposits$570,419$183$—$570,602
Junior subordinated debt11,341(1,408)—9,933
Other borrowings24,728——24,728
Deferred income taxes—1,3412501,591
Other liabilities3,334——3,334
Total liabilities assumed$609,822$116$250$610,188
Net assets acquired$46,429
Quantum · Fair Value Adjustments · Provisional Period Adjustments · As Recorded by HomeTrust
Consideration paid
Common stock consideration
Shares of Quantum574,157
Exchange ratio2.3942
HomeTrust common stock issued1,374,647
Price per share of HomeTrust common stock on February 10, 2023$27.45
HomeTrust common stock consideration$37,734
Cash consideration(2)17,168
Total consideration$54,902
Goodwill$8,473

(1)Adjustments to Quantum's total loans include the elimination of Quantum's existing allowance for loan losses of $5,972, the recognition of an ACL at close on PCD loans of $369 and adjustments to reflect the estimated credit fair value mark on the non-PCD loan portfolio of $2,932 and the estimated interest rate fair value adjustment on the loan portfolio as a whole (non-PCD and PCD) of $7,878.

(2)As indicated in the Current Report on Form 8-K/A filed with the SEC on March 30, 2023, the amount of cash consideration paid at closing differs from the $57.54 per share, or $33,037, reported in the Current Report on Form 8-K filed on February 13, 2023, which announced the closing of the merger. Consistent with the merger agreement, between the execution of the merger agreement and the transaction closing date, Quantum's principal stockholders had the option to withdraw some or all of the amount of cash consideration to eventually be paid at closing in advance of the closing date. The amount of cash consideration paid at closing was reduced by the amount withdrawn during this time period.

Goodwill of $8,473 arising from the merger consisted largely of synergies and the cost saves resulting from the combining of operations of the companies, and is not deductible for income tax purposes.

  1. Debt Securities

Debt securities available for sale consist of the following at the dates indicated:

December 31, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesEstimatedFair Value
MBS, residential$145,748$887$(2,488)$144,147
Municipal bonds3,451—(55)3,396
Corporate bonds5,000—(532)4,468
Total$154,199$887$(3,075)$152,011
December 31, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesEstimatedFair Value
MBS, residential$105,477$1,194$(2,172)$104,499
Municipal bonds3,487—(78)3,409
Corporate bonds20,000—(958)19,042
Total$128,964$1,194$(3,208)$126,950
June 30, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesEstimatedFair Value
U.S. government agencies$15,000$—$(286)$14,714
MBS, residential110,865—(3,451)107,414
Municipal bonds3,505—(117)3,388
Corporate bonds27,881—(1,471)26,410
Total$157,251$—$(5,325)$151,926

Debt securities available for sale by contractual maturity at December 31, 2024, December 31, 2023 and June 30, 2023 are shown below. MBS are not included in the maturity categories because the borrowers in the underlying pools may prepay without penalty; therefore, it is unlikely that the securities will pay at their stated maturity schedule.

December 31, 2024
Amortized CostEstimated Fair Value
Due within one year$1,522$1,520
Due after one year through five years1,9291,876
Due after five years through ten years5,0004,468
Due after ten years——
MBS, residential145,748144,147
Total$154,199$152,011
December 31, 2023
Amortized CostEstimated Fair Value
Due within one year$15,000$14,848
Due after one year through five years3,4873,409
Due after five years through ten years5,0004,194
Due after ten years——
MBS, residential105,477104,499
Total$128,964$126,950
June 30, 2023
Amortized CostEstimated Fair Value
Due within one year$37,881$37,060
Due after one year through five years2,9942,903
Due after five years through ten years5,5114,549
Due after ten years——
MBS, residential110,865107,414
Total$157,251$151,926

The Company had no sales of debt securities available for sale and no gross realized gains or losses were recognized during the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022.

Debt securities available for sale with amortized costs totaling $24,718, $43,846 and $42,329 and market values of $24,358, $43,144 and $40,475 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively, were pledged as collateral to secure various public deposits and other borrowings.

The gross unrealized losses and the fair value of debt securities available for sale aggregated by the length of time that individual securities have been in a continuous unrealized loss position as of December 31, 2024, December 31, 2023 and June 30, 2023 were as follows:

December 31, 2024
Less than 12 Months12 Months or MoreTotal
FairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
MBS, residential$30,995$(515)$61,515$(1,973)$92,510$(2,488)
Municipal bonds——3,396(55)3,396(55)
Corporate bonds——3,718(532)3,718(532)
Total$30,995$(515)$68,629$(2,560)$99,624$(3,075)
December 31, 2023
Less than 12 Months12 Months or MoreTotal
FairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
MBS, residential$46,978$(393)$35,200$(1,779)$82,178$(2,172)
Municipal bonds——3,409(78)3,409(78)
Corporate bonds618(132)17,674(826)18,292(958)
Total$47,596$(525)$56,283$(2,683)$103,879$(3,208)
June 30, 2023
Less than 12 Months12 Months or MoreTotal
FairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
U.S. government agencies$—$—$14,714$(286)$14,714$(286)
MBS, residential83,281(1,674)24,133(1,777)107,414(3,451)
Municipal bonds2,420(69)968(48)3,388(117)
Corporate bonds607(143)25,053(1,328)25,660(1,471)
Total$86,308$(1,886)$64,868$(3,439)$151,176$(5,325)

The total number of securities with unrealized losses at December 31, 2024, December 31, 2023 and June 30, 2023 were 168, 187 and 205, respectively.

Management evaluates securities for impairment where there has been a decline in fair value below the amortized cost basis of a security to determine whether there is a credit loss associated with the decline in fair value on at least a quarterly basis, and more frequently when economic or market concerns warrant such evaluation. All debt securities available for sale in an unrealized loss position as of December 31, 2024 continue to perform as scheduled and management does not believe that there is a credit loss or that a provision for credit losses is necessary. Also, as part of management's evaluation of its intent and ability to hold investments for a period of time sufficient to allow for any anticipated recovery in the market, management considers its investment strategy, cash flow needs, liquidity position, capital adequacy and interest rate risk position. Management does not currently intend to sell the securities within the portfolio and it is not more-likely-than-not that securities will be required to be sold. See "Note 1 – Summary of Significant Account Policies" for further discussion.

Management continues to monitor all of its securities with a high degree of scrutiny. There can be no assurance that management will not conclude in future periods that conditions existing at that time indicate some or all of its securities may be sold or would require a charge to earnings as a provision for credit losses in such periods.

Management excludes the accrued interest receivable balance from the amortized cost basis in measuring ECLs on investment securities and does not record an ACL on accrued interest receivable. As of December 31, 2024, December 31, 2023 and June 30, 2023, the accrued interest receivable fordebt securities available for sale was $606, $469 and $532, respectively.

  1. Loans Held For Sale

Loans held for sale, at the lower of cost or fair value, consist of the following as of the dates indicated:

December 31, 2024December 31, 2023June 30, 2023
One-to-four family$408$—$—
SBA22,86730,65028,804
HELOCs178,743167,783132,899
Total loans held for sale, at the lower of cost or fair value$202,018$198,433$161,703

The carrying balance of loans held for sale, at fair value, was $4,144, $3,359 and 6,947 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively, while the amortized cost of these loans was $4,062, $3,286 and $6,902 at the same dates.

  1. Loans and Allowance for Credit Losses on Loans

Loans consist of the following at the dates indicated(1):

December 31, 2024December 31, 2023June 30, 2023
Commercial real estate
Construction and land development$274,356$305,269$356,674
Commercial real estate - owner occupied545,490536,545529,721
Commercial real estate - non-owner occupied866,094875,694901,685
Multifamily120,42588,62381,827
Total commercial real estate1,806,3651,806,1311,869,907
Commercial
Commercial and industrial316,159237,255245,428
Equipment finance406,400465,573462,211
Municipal leases165,984150,292142,212
Total commercial888,543853,120849,851
Residential real estate
Construction and land development53,68396,646110,074
One-to-four family630,391584,405529,703
HELOCs195,288185,878187,193
Total residential real estate879,362866,929826,970
Consumer74,029113,842112,095
Total loans, net of deferred loan fees and costs3,648,2993,640,0223,658,823
Allowance for credit losses – loans(45,285)(48,641)(47,193)
Loans, net$3,603,014$3,591,381$3,611,630

(1) December 31, 2024, December 31, 2023 and June 30, 2023 accrued interest receivable of $17,569, $16,218 and $14,101 was accounted for separately from the amortized cost basis.

All qualifying one-to-four family loans, HELOCs, commercial real estate loans and FHLB of Atlanta stock are pledged as collateral by a blanket pledge to secure outstanding FHLB advances.

Loans are made to the Company's executive officers, directors and their associates during the ordinary course of business. The aggregate amount of loans to related parties totaled approximately $0, $209 and $215 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively. In relation to these loans are unfunded commitments that totaled approximately $3, $3 and $14 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

Loans are monitored for credit quality on a recurring basis and the composition of the loans outstanding by credit quality indicator is provided below. Loan credit quality indicators are developed through review of individual borrowers on an ongoing basis. Generally, loans are monitored for performance on a quarterly basis with the credit quality indicators adjusted as needed. The indicators represent the rating for loans as of the date presented based on the most recent assessment performed. These credit quality indicators are defined as follows:

Pass – A pass rated loan is not adversely classified because it does not display any of the characteristics for adverse classification.

Special Mention – A special mention loan has potential weaknesses that deserve management’s close attention. If left uncorrected, such potential weaknesses may result in deterioration of the repayment prospects or collateral position at some future date. Special mention loans are not adversely classified and do not warrant adverse classification.

Substandard – A substandard loan is inadequately protected by the current net worth and paying capacity of the obligor, or of the collateral pledged, if any. Loans classified as substandard generally have a well-defined weakness, or weaknesses, that jeopardize the liquidation of the debt. These loans are characterized by the distinct possibility of loss if the deficiencies are not corrected.

Doubtful – A loan classified as doubtful has all the weaknesses inherent in a loan classified substandard with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable, on the basis of currently existing facts, conditions and values.

Loss – Loans classified as loss are considered uncollectible and of such little value that their continuing to be carried as a loan is not warranted. This classification is not necessarily equivalent to no potential for recovery or salvage value, but rather that it is not appropriate to defer a full write-off even though partial recovery may be effected in the future.

The following table presents the credit risk profile by risk grade for commercial real estate, commercial, residential real estate and consumer loans by origination year as of December 31, 2024. Also included in the tables detailing loan balances are gross charge-offs for the year ended December 31, 2024:

Term Loans By Origination Fiscal Year
December 31, 202420242023-S(1)202320222021PriorRevolvingTotal
Construction and land development
Risk rating
Pass$121,992$42,548$47,045$43,534$9,705$6,501$3,031$274,356
Special mention————————
Substandard————————
Doubtful————————
Loss————————
Total construction and land development$121,992$42,548$47,045$43,534$9,705$6,501$3,031$274,356
Current period gross charge-offs$—$—$—$—$—$—$—$—
Commercial real estate - owner occupied
Risk rating
Pass$54,032$35,808$64,558$100,827$78,902$193,446$5,131$532,704
Special mention——1681364392,203—2,946
Substandard—2736831,3374656,531—9,289
Doubtful———526—25—551
Loss————————
Total commercial real estate - owner occupied$54,032$36,081$65,409$102,826$79,806$202,205$5,131$545,490
Current period gross charge-offs$—$—$77$72$—$208$—$357
Commercial real estate - non-owner occupied
Risk rating
Pass$71,321$13,255$97,479$142,325$173,674$323,707$9,482$831,243
Special mention——3,6653,813—14,897—22,375
Substandard——2,591——9,885—12,476
Doubtful————————
Loss————————
Total commercial real estate - non-owner occupied$71,321$13,255$103,735$146,138$173,674$348,489$9,482$866,094
Current period gross charge-offs$—$—$—$—$—$—$—$—
Multifamily
Risk rating
Pass$15,098$5,501$6,560$19,010$48,866$25,071$—$120,106
Special mention—————87—87
Substandard—————232—232
Doubtful————————
Loss————————
Total multifamily$15,098$5,501$6,560$19,010$48,866$25,390$—$120,425
Current period gross charge-offs$—$—$—$—$—$10$—$10
Total commercial real estate
Risk rating
Pass$262,443$97,112$215,642$305,696$311,147$548,725$17,644$1,758,409
Special mention——3,8333,94943917,187—25,408
Substandard—2733,2741,33746516,648—21,997
Doubtful———526—25—551
Loss————————
Total commercial real estate$262,443$97,385$222,749$311,508$312,051$582,585$17,644$1,806,365
Total current period gross charge-offs$—$—$77$72$—$218$—$367

(1)As previously announced, on July 24, 2023, the Board of Directors approved a change in the Company's fiscal year end from June 30 to December 31. "2023-S" represents the six-month transition period ended December 31, 2023. All subsequent periods are based on a calendar year end.

Term Loans By Origination Fiscal Year
December 31, 202420242023-S(1)202320222021PriorRevolvingTotal
Commercial and industrial
Risk rating
Pass$81,746$27,568$41,728$34,692$10,773$21,995$89,095$307,597
Special mention——129380822,9251453,661
Substandard—2797941,5705091,0461244,322
Doubtful——116——44023579
Loss————————
Total commercial and industrial$81,746$27,847$42,767$36,642$11,364$26,406$89,387$316,159
Current period gross charge-offs$—$—$1,783$704$52$1,089$21$3,649
Equipment finance
Risk rating
Pass$106,904$62,236$121,131$67,636$29,043$10,342$—$397,292
Special mention—78467586293197—1,621
Substandard———2,919———2,919
Doubtful—4301,9671,520487108—4,512
Loss—————56—56
Total equipment finance$106,904$62,744$123,565$72,661$29,823$10,703$—$406,400
Current period gross charge-offs$106$177$2,366$3,435$549$379$—$7,012
Municipal leases
Risk rating
Pass$28,903$18,181$24,404$22,402$24,376$47,718$—$165,984
Special mention————————
Substandard————————
Doubtful————————
Loss————————
Total municipal leases$28,903$18,181$24,404$22,402$24,376$47,718$—$165,984
Current period gross charge-offs$—$—$—$—$—$—$—$—
Total commercial
Risk rating
Pass$217,553$107,985$187,263$124,730$64,192$80,055$89,095$870,873
Special mention—785969663753,1221455,282
Substandard—2797944,4895091,0461247,241
Doubtful—4302,0831,520487548235,091
Loss—————56—56
Total commercial$217,553$108,772$190,736$131,705$65,563$84,827$89,387$888,543
Total current period gross charge-offs$106$177$4,149$4,139$601$1,468$21$10,661
Term Loans By Origination Fiscal Year
December 31, 202420242023-S(1)202320222021PriorRevolvingTotal
Construction and land development
Risk rating
Pass$13,559$7,200$21,370$8,217$2,694$510$—$53,550
Special mention————————
Substandard—————133—133
Doubtful————————
Loss————————
Total construction and land development$13,559$7,200$21,370$8,217$2,694$643$—$53,683
Current period gross charge-offs$—$—$—$—$—$—$—$—
One-to-four family
Risk rating
Pass$39,669$23,510$153,504$148,777$96,103$152,940$8,840$623,343
Special mention—————332—332
Substandard407747591667—4,244456,701
Doubtful—————15—15
Loss————————
Total one-to-four family$40,076$24,257$154,095$149,444$96,103$157,531$8,885$630,391
Current period gross charge-offs$—$—$—$—$—$3$—$3
HELOCs
Risk rating
Pass$—$—$—$—$—$—$190,573$190,573
Special mention————————
Substandard——————4,7154,715
Doubtful————————
Loss————————
Total HELOCs$—$—$—$—$—$—$195,288$195,288
Current period gross charge-offs$—$—$—$—$—$—$30$30
Total residential real estate
Risk rating
Pass$53,228$30,710$174,874$156,994$98,797$153,450$199,413$867,466
Special mention—————332—332
Substandard407747591667—4,3774,76011,549
Doubtful—————15—15
Loss————————
Total residential real estate$53,635$31,457$175,465$157,661$98,797$158,174$204,173$879,362
Total current period gross charge-offs$—$—$—$—$—$3$30$33
Term Loans By Origination Fiscal Year
December 31, 202420242023-S(1)202320222021PriorRevolvingTotal
Total consumer
Risk rating
Pass$4,873$18,123$32,889$8,597$5,186$2,944$255$72,867
Special mention————————
Substandard549759583178131181,156
Doubtful——4—2——6
Loss————————
Total consumer$4,927$18,220$33,488$8,680$5,366$3,075$273$74,029
Total current period gross charge-offs$39$173$510$255$95$57$22$1,151

The following tables present the credit risk profile by risk grade for commercial real estate, commercial, residential real estate and consumer loans by origination year as of December 31, 2023(2). Also included in the tables detailing loan balances are gross charge-offs for the year ended December 31, 2023.

Term Loans By Origination Fiscal Year
December 31, 20232023-S(1)2023202220212020PriorRevolvingTotal
Construction and land development
Risk rating
Pass$61,716$105,170$88,320$37,197$201$7,581$4,805$304,990
Special mention————————
Substandard——279————279
Doubtful————————
Loss————————
Total construction and land development$61,716$105,170$88,599$37,197$201$7,581$4,805$305,269
Current period gross charge-offs$—$—$—$—$—$—$—$—
Commercial real estate - owner occupied
Risk rating
Pass$35,428$61,090$104,005$90,506$72,121$159,328$3,486$525,964
Special mention—1491484472,0333,699—6,476
Substandard——37913382,886—3,604
Doubtful————289212—501
Loss————————
Total commercial real estate - owner occupied$35,428$61,239$104,532$90,954$74,781$166,125$3,486$536,545
Current period gross charge-offs$—$—$—$—$—$290$—$290
Commercial real estate - non-owner occupied
Risk rating
Pass$11,716$104,881$155,782$185,264$95,749$302,341$6,460$862,193
Special mention—————294—294
Substandard—3,078——6,1803,949—13,207
Doubtful————————
Loss————————
Total commercial real estate - non-owner occupied$11,716$107,959$155,782$185,264$101,929$306,584$6,460$875,694
Current period gross charge-offs$—$—$—$—$—$—$—$—
Multifamily
Risk rating
Pass$5,515$4,184$18,597$21,411$10,921$25,400$644$86,672
Special mention——1,583——89—1,672
Substandard—————279—279
Doubtful————————
Loss————————
Total multifamily$5,515$4,184$20,180$21,411$10,921$25,768$644$88,623
Current period gross charge-offs$—$—$—$—$—$—$—$—
Total commercial real estate
Risk rating
Pass$114,375$275,325$366,704$334,378$178,992$494,650$15,395$1,779,819
Special mention—1491,7314472,0334,082—8,442
Substandard—3,07865816,5187,114—17,369
Doubtful————289212—501
Loss————————
Total commercial real estate$114,375$278,552$369,093$334,826$187,832$506,058$15,395$1,806,131
Total current period gross charge-offs$—$—$—$—$—$290$—$290

(1)As previously announced, on July 24, 2023, the Board of Directors approved a change in the Company's fiscal year end from June 30 to December 31. "2023-S" represents the six-month transition period ended December 31, 2023. All subsequent periods are based on a calendar year end.

(2)This table reflects the correction of an immaterial error in the prior period disclosure. See "Note 1 – Summary of Significant Accounting Policies" for further information.

Term Loans By Origination Fiscal Year
December 31, 20232023-S(1)2023202220212020PriorRevolvingTotal
Commercial and industrial
Risk rating
Pass$19,180$51,742$60,487$14,146$11,071$22,352$49,663$228,641
Special mention—3292271585481—849
Substandard—671341291,3803073,7076,435
Doubtful—713——222—2641,199
Loss—————131—131
Total commercial and industrial$19,180$53,455$61,055$14,333$12,727$22,871$53,634$237,255
Current period gross charge-offs$—$1,337$402$184$574$618$—$3,115
Equipment finance
Risk rating
Pass$83,332$172,704$113,363$57,295$25,552$4,854$—$457,100
Special mention—338666383341252—1,980
Substandard—206———134—340
Doubtful—2,6452,498626384——6,153
Loss————————
Total equipment finance$83,332$175,893$116,527$58,304$26,277$5,240$—$465,573
Current period gross charge-offs$—$550$912$539$29$14$—$2,044
Municipal leases
Risk rating
Pass$17,372$34,203$28,241$15,742$7,358$47,376$—$150,292
Special mention————————
Substandard————————
Doubtful————————
Loss————————
Total municipal leases$17,372$34,203$28,241$15,742$7,358$47,376$—$150,292
Current period gross charge-offs$—$—$—$—$—$—$—$—
Total commercial
Risk rating
Pass$119,884$258,649$202,091$87,183$43,981$74,582$49,663$836,033
Special mention—667893541395333—2,829
Substandard—877341291,3804413,7076,775
Doubtful—3,3582,498626606—2647,352
Loss—————131—131
Total commercial$119,884$263,551$205,823$88,379$46,362$75,487$53,634$853,120
Total current period gross charge-offs$—$1,887$1,314$723$603$632$—$5,159
Term Loans By Origination Fiscal Year
December 31, 20232023-S(1)2023202220212020PriorRevolvingTotal
Construction and land development
Risk rating
Pass$7,669$64,716$18,841$4,002$44$1,237$—$96,509
Special mention————————
Substandard—————137—137
Doubtful————————
Loss————————
Total construction and land development$7,669$64,716$18,841$4,002$44$1,374$—$96,646
Current period gross charge-offs$—$—$—$—$—$—$—$—
One-to-four family
Risk rating
Pass$19,532$102,902$153,029$109,870$48,971$139,061$5,395$578,760
Special mention—————511—511
Substandard—383258—2024,268—5,111
Doubtful—————23—23
Loss————————
Total one-to-four family$19,532$103,285$153,287$109,870$49,173$143,863$5,395$584,405
Current period gross charge-offs$—$—$13$3$12$4$—$32
HELOCs
Risk rating
Pass$—$—$—$—$—$—$183,815$183,815
Special mention————————
Substandard——————2,0342,034
Doubtful——————2929
Loss————————
Total HELOCs$—$—$—$—$—$—$185,878$185,878
Current period gross charge-offs$—$—$—$—$—$—$—$—
Total residential real estate
Risk rating
Pass$27,201$167,618$171,870$113,872$49,015$140,298$189,210$859,084
Special mention—————511—511
Substandard—383258—2024,4052,0347,282
Doubtful—————232952
Loss————————
Total residential real estate$27,201$168,001$172,128$113,872$49,217$145,237$191,273$866,929
Total current period gross charge-offs$—$—$13$3$12$4$—$32
Term Loans By Origination Fiscal Year
December 31, 20232023-S(1)2023202220212020PriorRevolvingTotal
Total consumer
Risk rating
Pass$26,569$51,351$14,408$9,672$6,313$4,068$309$112,690
Special mention————————
Substandard—329265210172141241,141
Doubtful—7—3———10
Loss—————1—1
Total consumer$26,569$51,687$14,673$9,885$6,485$4,210$333$113,842
Total current period gross charge-offs$6$401$118$34$11$9$—$579

The following table presents the credit risk profile by risk grade for commercial real estate, commercial, residential real estate and consumer loans by origination year as of June 30, 2023(1):

Term Loans By Origination Fiscal Year
June 30, 202320232022202120202019PriorRevolvingTotal
Construction and land development
Risk rating
Pass$120,420$153,286$65,748$2,964$1,985$5,836$5,858$356,097
Special mention—73—————73
Substandard—481———23—504
Doubtful————————
Loss————————
Total construction and land development$120,420$153,840$65,748$2,964$1,985$5,859$5,858$356,674
Commercial real estate - owner occupied
Risk rating
Pass$58,671$111,699$97,501$74,339$54,542$116,363$5,508$518,623
Special mention—1779092,0173613,437—6,901
Substandard——76343—3,3793994,197
Doubtful————————
Loss————————
Total commercial real estate - owner occupied$58,671$111,876$98,486$76,699$54,903$123,179$5,907$529,721
Commercial real estate - non-owner occupied
Risk rating
Pass$107,115$155,865$187,219$99,442$68,794$265,239$5,646$889,320
Special mention———5,301—4,047—9,348
Substandard—————3,017—3,017
Doubtful————————
Loss————————
Total commercial real estate - non-owner occupied$107,115$155,865$187,219$104,743$68,794$272,303$5,646$901,685
Multifamily
Risk rating
Pass$4,239$16,410$21,867$10,172$5,843$22,321$591$81,443
Special mention————2861—89
Substandard—————295—295
Doubtful————————
Loss————————
Total multifamily$4,239$16,410$21,867$10,172$5,871$22,677$591$81,827
Total commercial real estate
Risk rating
Pass$290,445$437,260$372,335$186,917$131,164$409,759$17,603$1,845,483
Special mention—2509097,3183897,545—16,411
Substandard—48176343—6,7143998,013
Doubtful————————
Loss————————
Total commercial real estate$290,445$437,991$373,320$194,578$131,553$424,018$18,002$1,869,907

(1)This table reflects the correction of an immaterial error in the prior period disclosure. See "Note 1 – Summary of Significant Accounting Policies" for further information.

Term Loans By Origination Fiscal Year
June 30, 202320232022202120202019PriorRevolvingTotal
Commercial and industrial
Risk rating
Pass$58,828$76,292$18,234$14,145$6,427$20,387$44,415$238,728
Special mention—253467179116—741,089
Substandard—1328605858433,6495,196
Doubtful—98—134—260411
Loss—————4—4
Total commercial and industrial$58,828$76,567$18,737$14,929$7,535$20,434$48,398$245,428
Equipment finance
Risk rating
Pass$200,054$136,226$73,363$36,589$10,178$256$—$456,666
Special mention805808140441344——2,538
Substandard——22713115——355
Doubtful3421,283825198———2,648
Loss————4——4
Total equipment finance$201,201$138,317$74,555$37,241$10,641$256$—$462,211
Municipal leases
Risk rating
Pass$34,792$29,601$16,518$8,212$9,838$43,251$—$142,212
Special mention————————
Substandard————————
Doubtful————————
Loss————————
Total municipal leases$34,792$29,601$16,518$8,212$9,838$43,251$—$142,212
Total commercial
Risk rating
Pass$293,674$242,119$108,115$58,946$26,443$63,894$44,415$837,606
Special mention8051,061607620460—743,627
Substandard—13255618973433,6495,551
Doubtful3421,292833198134—2603,059
Loss————44—8
Total commercial$294,821$244,485$109,810$60,382$28,014$63,941$48,398$849,851
Term Loans By Origination Fiscal Year
June 30, 202320232022202120202019PriorRevolvingTotal
Construction and land development
Risk rating
Pass$50,795$47,182$9,598$869$220$1,270$—$109,934
Special mention————————
Substandard—————140—140
Doubtful————————
Loss————————
Total construction and land development$50,795$47,182$9,598$869$220$1,410$—$110,074
One-to-four family
Risk rating
Pass$83,675$123,178$108,780$51,927$31,396$120,278$4,971$524,205
Special mention—————543—543
Substandard185125—204554,356—4,925
Doubtful—————29—29
Loss—————1—1
Total one-to-four family$83,860$123,303$108,780$52,131$31,451$125,207$4,971$529,703
HELOCs
Risk rating
Pass$—$—$—$—$—$—$186,526$186,526
Special mention————————
Substandard——————638638
Doubtful——————2929
Loss————————
Total HELOCs$—$—$—$—$—$—$187,193$187,193
Total residential real estate
Risk rating
Pass$134,470$170,360$118,378$52,796$31,616$121,548$191,497$820,665
Special mention—————543—543
Substandard185125—204554,4966385,703
Doubtful—————292958
Loss—————1—1
Total residential real estate$134,655$170,485$118,378$53,000$31,671$126,617$192,164$826,970
Term Loans By Origination Fiscal Year
June 30, 202320232022202120202019PriorRevolvingTotal
Total consumer
Risk rating
Pass$62,861$17,913$12,627$8,927$5,172$2,853$494$110,847
Special mention————————
Substandard30221124224754169221,247
Doubtful————————
Loss————1——1
Total consumer$63,163$18,124$12,869$9,174$5,227$3,022$516$112,095

The following tables present aging analyses of past due loans (including nonaccrual loans) by segment and class as of the dates indicated:

Past Due · TotalLoans
30-89 Days · 90 Days+ · Total · Current
Commercial real estate
Construction and land development$—$—$—$274,356$274,356
Commercial real estate - owner occupied6541,4322,086543,404545,490
Commercial real estate - non-owner occupied—959959865,135866,094
Multifamily———120,425120,425
Total commercial real estate6542,3913,0451,803,3201,806,365
Commercial
Commercial and industrial1,1603,0564,216311,943316,159
Equipment finance4,7144,1408,854397,546406,400
Municipal leases———165,984165,984
Total commercial5,8747,19613,070875,473888,543
Residential real estate
Construction and land development41913255153,13253,683
One-to-four family3,4291,6335,062625,329630,391
HELOCs1,9352,7544,689190,599195,288
Total residential real estate5,7834,51910,302869,060879,362
Consumer39126065173,37874,029
Total loans$12,702$14,366$27,068$3,621,231$3,648,299
Past Due · TotalLoans
30-89 Days · 90 Days+ · Total · Current
Commercial real estate
Construction and land development$—$—$—$305,269$305,269
Commercial real estate - owner occupied6575011,158535,387536,545
Commercial real estate - non-owner occupied4,032—4,032871,662875,694
Multifamily———88,62388,623
Total commercial real estate4,6895015,1901,800,9411,806,131
Commercial
Commercial and industrial9742,6673,641233,614237,255
Equipment finance5,4114,0199,430456,143465,573
Municipal leases———150,292150,292
Total commercial6,3856,68613,071840,049853,120
Residential real estate
Construction and land development—13213296,51496,646
One-to-four family9581,0682,026582,379584,405
HELOCs1,2401,6222,862183,016185,878
Total residential real estate2,1982,8225,020861,909866,929
Consumer535301836113,006113,842
Total loans$13,807$10,310$24,117$3,615,905$3,640,022
Past Due · TotalLoans
30-89 Days · 90 Days+ · Total · Current
Construction and land development$—$—$—$356,674$356,674
Commercial real estate - owner occupied1,514761,590528,131529,721
Commercial real estate - non-owner occupied———901,685901,685
Multifamily———81,82781,827
Total commercial real estate1,514761,5901,868,3171,869,907
Commercial
Commercial and industrial8734031,276244,152245,428
Equipment finance8261,8372,663459,548462,211
Municipal leases———142,212142,212
Total commercial1,6992,2403,939845,912849,851
Residential real estate
Construction and land development—132132109,942110,074
One-to-four family1,6981,0602,758526,945529,703
HELOCs3797691,148186,045187,193
Total residential real estate2,0771,9614,038822,932826,970
Consumer320288608111,487112,095
Total loans$5,610$4,565$10,175$3,648,648$3,658,823

On September 26, 2024, Hurricane Helene made landfall causing significant property damage across the Company's market areas, particularly in Western North Carolina. In an effort to assist customers in their post-Hurricane Helene recovery and clean-up efforts, in the fourth quarter of the year ended December 31, 2024 we granted payment deferrals of up tosix months to provide short-term relief to impacted customers. The outstanding balance of these deferrals was $136.0 million at December 31, 2024.

The following table presents recorded investment in loans on nonaccrual status, by segment and class, including restructured loans. It also includes interest income recognized on nonaccrual loans for the year ended December 31, 2024.

December 31, 2024December 31, 2023June 30, 202390 Days + &Still Accruing as of December 31, 2024Nonaccrual with No ACL as of December 31, 2024Interest Income Recognized
Commercial real estate
Construction and land development$—$—$23$—$—$—
Commercial real estate - owner occupied8,471912517—5,280284
Commercial real estate - non-owner occupied3,5514,032——2,59151
Multifamily477484——5
Total commercial real estate12,0695,018624—7,871340
Commercial
Commercial and industrial3,4872,7741,222—18861
Equipment finance4,6666,4632,862—103457
Municipal leases——106———
Total commercial8,1539,2374,190—291518
Residential real estate
Construction and land development132132132———
One-to-four family2,9162,2051,935——73
HELOCs3,9902,173957——34
Total residential real estate7,0384,5103,024——107
Consumer407568477——17
Total loans$27,667$19,333$8,315$—$8,162$982

The following tables present analyses of the ACL on loans by segment for the period indicated below. In addition to the provision (benefit) for credit losses on loans presented below, provisions (benefits) of $85, $(970), $253 and $981 for off-balance sheet credit exposures and $0, $0, $(250) and $(100) for commercial paper were recorded during the year ended December 31, 2024, six months ended December 31, 2023, and years ended June 30, 2023 and 2022, respectively. For the year ended June 30, 2023, $4,921 and $369 of the provision for credit losses were recognized to establish ACLs on Quantum's loan portfolio and off-balance-sheet credit exposure, respectively.

Year Ended December 31, 2024
Commercial Real EstateCommercialResidential Real EstateConsumerTotal
Balance at beginning of period$20,323$17,026$9,284$2,008$48,641
Provision (benefit) for credit losses(696)7,908261(13)7,460
Charge-offs(367)(10,661)(33)(1,151)(12,212)
Recoveries249941522261,396
Net (charge-offs) recoveries(343)(9,667)119(925)(10,816)
Balance at end of period$19,284$15,267$9,664$1,070$45,285
Six Months Ended December 31, 2023
Commercial Real EstateCommercialResidential Real EstateConsumerTotal
Balance at beginning of period$20,690$15,216$9,284$2,003$47,193
Provision (benefit) for credit losses(82)6,627(80)4356,900
Charge-offs(290)(5,159)(32)(579)(6,060)
Recoveries5342112149608
Net (charge-offs) recoveries(285)(4,817)80(430)(5,452)
Balance at end of period$20,323$17,026$9,284$2,008$48,641
Year Ended June 30, 2023
Commercial Real EstateCommercialResidential Real EstateConsumerTotal
Balance at beginning of period$13,414$12,036$7,611$1,629$34,690
Provision for credit losses6,9816,3971,39361815,389
Initial ACL on PCD loans292725—369
Charge-offs—(3,796)(192)(517)(4,505)
Recoveries35074672731,250
Net (charge-offs) recoveries3(3,289)275(244)(3,255)
Balance at end of period$20,690$15,216$9,284$2,003$47,193
Year Ended June 30, 2022
Commercial Real EstateCommercialResidential Real EstateConsumerTotal
Balance at beginning of period$15,084$9,663$8,185$2,536$35,468
Provision (benefit) for credit losses(2,273)3,110(1,423)(886)(1,472)
Charge-offs(485)(1,728)(116)(183)(2,512)
Recoveries1,0889919651623,206
Net (charge-offs) recoveries603(737)849(21)694
Balance at end of period$13,414$12,036$7,611$1,629$34,690

In estimating ECL, ASC 326 prescribes that if foreclosure is expected, a CDA is required to be measured at the fair value of collateral, but as a practical expedient, if foreclosure is not probable, fair value measurement is optional. For those CDA loans measured at the fair value of collateral, a credit loss expense is recorded for loan amounts in excess of fair value. The following tables provide a breakdown between loans identified as CDAs and non-CDAs, by segment and class, and securing collateral, as well as collateral coverage for those loans for the periods indicated below:

Type and Extent of Collateral Securing CDAs · Non-CDAs
December 31, 2024 · Residential Property · Investment Property · Commercial Property · Business Assets · Total
Commercial real estate
Construction and land development$—$—$—$—$274,356$274,356
Commercial real estate - owner occupied——6,376—539,114545,490
Commercial real estate - non-owner occupied——3,820—862,274866,094
Multifamily————120,425120,425
Total commercial real estate——10,196—1,796,1691,806,365
Commercial
Commercial and industrial———585315,574316,159
Equipment finance———717405,683406,400
Municipal leases————165,984165,984
Total commercial———1,302887,241888,543
Residential real estate
Construction and land development————53,68353,683
One-to-four family————630,391630,391
HELOCs————195,288195,288
Total residential real estate————879,362879,362
Consumer————74,02974,029
Total$—$—$10,196$1,302$3,636,801$3,648,299
Total collateral value$—$—$13,938$748
Type and Extent of Collateral Securing CDAs · Non-CDAs
December 31, 2023 · Residential Property · Investment Property · Commercial Property · Business Assets · Total
Commercial real estate
Construction and land development$—$—$—$—$305,269$305,269
Commercial real estate - owner occupied——1,821—534,724536,545
Commercial real estate - non-owner occupied——4,310—871,384875,694
Multifamily————88,62388,623
Total commercial real estate——6,131—1,800,0001,806,131
Commercial
Commercial and industrial———1,322235,933237,255
Equipment finance———1,304464,269465,573
Municipal leases————150,292150,292
Total commercial———2,626850,494853,120
Residential real estate
Construction and land development————96,64696,646
One-to-four family————584,405584,405
HELOCs510———185,368185,878
Total residential real estate510———866,419866,929
Consumer————113,842113,842
Total$510$—$6,131$2,626$3,630,755$3,640,022
Total collateral value$733$—$5,627$686
Type and Extent of Collateral Securing CDAs · Non-CDAs
June 30, 2023 · Residential Property · Investment Property · Commercial Property · Business Assets · Total
Commercial real estate
Construction and land development$—$—$—$—$356,674$356,674
Commercial real estate - owner occupied——1,045—528,676529,721
Commercial real estate - non-owner occupied——3,018—898,667901,685
Multifamily————81,82781,827
Total commercial real estate——4,063—1,865,8441,869,907
Commercial
Commercial and industrial———811244,617245,428
Equipment finance———342461,869462,211
Municipal leases————142,212142,212
Total commercial———1,153848,698849,851
Residential real estate
Construction and land development————110,074110,074
One-to-four family752———528,951529,703
HELOCs————187,193187,193
Total residential real estate752———826,218826,970
Consumer————112,095112,095
Total$752$—$4,063$1,153$3,652,855$3,658,823
Total collateral value$1,435$—$9,202$—

Modifications to Borrowers Experiencing Financial Difficulty

The Company modifies loans to borrowers experiencing financial difficulty by providing principal forgiveness, a term extension, an other-than-insignificant payment delay or interest rate adjustments. In some cases, the Company provides multiple types of modifications on one loan. Typically, one type of modification, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another modification, such as principal forgiveness, may be granted. For loans included in the combination columns in the table below, multiple types of modifications have been made on the same loan within the current reporting period.

The following table presents the amortized cost basis of loans at December 31, 2024, that were both experiencing financial difficulty and modified during the year ended December 31, 2024, by class and type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented. The Hurricane Helene related deferrals previously referenced did not meet this definition and therefore were not included.

Year Ended December 31, 2024
Principal ForgivenessPayment DelayTerm ExtensionInterest Rate AdjustmentCombination Term Extension & Principal ForgivenessCombination Term Extension & Interest Rate Reduction% of Total Class of Financing Receivable
Commercial real estate
Commercial real estate - owner occupied$—$2,012$—$161$—$—0.40%
Commercial real estate - non-owner-occupied—956————0.11%
Commercial loans
Commercial and industrial—2,714630147——1.10%
Total$—$5,682$630$308$—$—0.18%
Six Months Ended December 31, 2023
Principal ForgivenessPayment DelayTerm ExtensionInterest Rate AdjustmentCombination Term Extension & Principal ForgivenessCombination Term Extension & Interest Rate Reduction% of Total Class of Financing Receivable
Commercial loans
Commercial and industrial$—$—$259$—$—$——%
Residential real estate loans
One-to-four family——165————
Total$—$—$424$—$—$——%

The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty for the periods indicated below:

Year Ended December 31, 2024
Principal ForgivenessWeighted-Average Interest Rate ReductionWeighted-Average Term Extension (Years)
Commercial real estate
Commercial real estate - owner-occupied$—3.5%—
Commercial loans
Commercial and industrial—4.710.0
Total$—4.4%10.0
Six Months Ended December 31, 2023
Principal ForgivenessWeighted-Average Interest Rate ReductionWeighted-Average Term Extension (Years)
Commercial loans
Commercial and industrial$——%10.0
Residential real estate loans
One-to-four family——7.0
Total$——%8.8

The following table presents loans that had a payment default during the period indicated that had previously been modified within the prior twelve months. For purposes of this table, a loan is considered to be in default when it becomes 30 days contractually past due under the modified terms.

Year Ended December 31, 2024
Principal ForgivenessPayment DelayTerm ExtensionInterest Rate Adjustment
Commercial real estate
Commercial real estate – owner-occupied$—$1,642$—$161
Commercial real estate – non-owner occupied—956——
Commercial loans
Commercial and industrial—1,955132—
Total$—$4,553$132$161

There were no loans that had a payment default during the six months months ended December 31, 2023 that had previously been modified within the same period.

Off-Balance Sheet Credit Exposure

The Company maintains a separate reserve for credit losses on off-balance sheet credit exposures, including unfunded loan commitments, which is included in other liabilities on the consolidated balance sheet. The reserve for credit losses on off-balance sheet credit exposures is adjusted as a provision for credit losses in the consolidated statement of income. The estimate includes consideration of the likelihood that funding will occur and an estimate of ECLs on commitments expected to be funded over its estimated life, utilizing the same models and approaches for the Company's other loan portfolio segments described above, as these unfunded commitments share similar risk characteristics as its loan portfolio segments. The Company has identified the unfunded portion of certain lines of credit as unconditionally cancellable credit exposures, meaning the Company can cancel the unfunded commitment at any time. No credit loss estimate is reported for off-balance sheet credit exposures that are unconditionally cancellable by the Company or for undrawn amounts under such arrangements that may be drawn prior to the cancellation of the arrangement. At December 31, 2024, December 31, 2023 and June 30, 2023, the ACL on off-balance sheet credit exposures included in other liabilities was $2,672, $2,587 and $3,557, respectively.

  1. Premises and Equipment

Premises and equipment as of the dates indicated consist of the following:

December 31, 2024December 31, 2023June 30, 2023
Land$25,818$25,818$26,496
Office buildings75,45075,27875,357
Furniture, fixtures and equipment19,88019,73819,899
Total121,148120,834121,752
Less: accumulated depreciation(51,276)(49,897)(48,581)
Premises and equipment, net$69,872$70,937$73,171

Depreciation expense associated with premises and equipment was $3,805 for the year ended December 31, 2024, $1,968 for the six months ended December 31, 2023, and $4,152 and $3,986 for the years ended June 30, 2023 and 2022.

  1. Goodwill and Core Deposit Intangibles

The carrying amount of the Company's goodwill was $34,111 at December 31, 2024, December 31, 2023 and June 30, 2023. As a result of the Company's merger with Quantum on February 12, 2023, the Company recorded $12,210 of core deposit intangibles to be amortized over the next 10 years on an accelerated basis. Amortization expense related to core deposit intangibles was $2,463 for the year ended December 31, 2024, $1,719 for the six months ended December 31, 2023, and $1,525 and $250 for the years ended June 30, 2023 and 2022, respectively. As of December 31, 2024, the estimated amortization expense was as follows:

2025$1,747
20261,281
2027948
2028710
2029529
Thereafter1,380
Total$6,595
  1. Deposits

Deposit accounts at the dates indicated consist of the following:

December 31, 2024December 31, 2023June 30, 2023
Noninterest-bearing accounts$680,926$784,950$825,481
NOW accounts575,238591,270611,105
Money market accounts1,341,9951,246,8071,241,840
Savings accounts181,317194,486212,220
Certificates of deposit999,727843,860710,522
Total$3,779,203$3,661,373$3,601,168

Deposits received from executive officers, directors and their associates totaled approximately $1,223, $1,555 and $5,130 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

As of December 31, 2024, scheduled maturities of certificates of deposit were as follows:

2025$976,868
202615,623
20275,242
20281,298
2029696
Thereafter—
Total$999,727

Certificates of deposit with balances of $250 or greater totaled $168,089, $118,035 and $120,666 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively. Generally, deposit amounts in excess of $250 are not federally insured.

  1. Borrowings

Junior Subordinated Debentures

On February 21, 2007, Quantum formed a Connecticut statutory trust, Quantum Capital Statutory Trust II (the "Trust"), which issued $11,000 of trust preferred securities that were designed to qualify as Tier I capital under Federal Reserve Board guidelines. All of the common securities of the Trust were owned by Quantum. The proceeds from the issuance of the common securities and the trust preferred securities were used by the Trust to purchase $11,341 of junior subordinated debentures of Quantum. As a result of its merger with Quantum on February 12, 2023, HomeTrust became the 100% successor owner of the Trust.

The trust preferred securities accrue and pay quarterly distributions at a floating rate of 3-month Term SOFR plus 2.20%, which was 6.51% at December 31, 2024. The Company has guaranteed distributions and other payments due on the trust preferred securities to the extent the Trust has insufficient funds with which to make the distributions and other payments. The net combined effect of all documents entered into in connection with the trust preferred securities is that the Company is liable to make the distributions and other payments required on the trust preferred securities.

The trust preferred securities are mandatorily redeemable upon maturity of the debentures on March 15, 2037, or upon earlier redemption as provided in the indenture. The debentures purchased by the Trust have been redeemable, in whole or in part, since March 15, 2012. As specified in the indenture, if the debentures are redeemed prior to maturity, the redemption price will be the principal amount and any accrued but unpaid interest.

Other Borrowings

Borrowings, other than junior subordinated debt, consist of the following at the dates indicated:

December 31, 2024December 31, 2023June 30, 2023
BalanceWeightedAverage RateBalanceWeightedAverage RateBalanceWeightedAverage Rate
FHLB advances (short-term)$——%$105,0005.44%$180,0005.19%
FRB advances (short-term)188,0004.50310,0005.50257,0005.25
Revolving lines of credit——18,7639.0020,2638.75
Total other borrowings$188,0004.50%$433,7635.64%$457,2635.38%

All qualifying one-to-four family loans, HELOCs, commercial real estate loans and FHLB of Atlanta stock are pledged as collateral to secure outstanding FHLB advances while commercial construction loans, indirect auto loans and municipal leases are pledged as collateral to secure outstanding FRB advances. At December 31, 2024, December 31, 2023 and June 30, 2023, the Company had the ability to borrow $315,468, $72,766 and $22,673, respectively, through FHLB advances and $106,592, $55,254 and $91,316, respectively, through the unused portion of a line of credit with the FRB.

At December 31, 2024, December 31, 2023 and June 30, 2023, the Company maintained revolving lines of credit with three unaffiliated banks, the unused portion of which totaled $165,000, $146,237 and $144,737, respectively.

  1. Leases

As Lessee - Operating Leases

The Company's operating leases primarily include office space and bank branches. Certain leases includeone or more options to renew, with renewal terms that can extend the lease term up to 15 additional years. The exercise of lease renewal options is at management's sole discretion. When it is reasonably certain that the Company will exercise our option to renew or extend the lease term, that option is included in estimating the value of the ROU and lease liability. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. Most of the Company's lease agreements include periodic rate adjustments for inflation. The depreciable life of ROU assets and leasehold improvements are limited to the shorter of the useful life or the expected lease term. Leases with an initial term of 12 months or less are not recorded on the Company's Consolidated Balance Sheets. The Company recognizes lease expenses for these leases over the lease term.

The following tables present supplemental balance sheet information related to operating leases. ROU assets are included in other assets and lease liabilities are included in other liabilities.

December 31, 2024December 31, 2023June 30, 2023
Supplemental balance sheet information
ROU assets$8,072$9,259$9,674
Lease liabilities$9,557$10,975$10,790
Weighted-average remaining lease terms (years)8.28.89.2
Weighted-average discount rate3.48%3.41%3.32%

The following schedule summarizes aggregate future minimum lease payments under these operating leases at December 31, 2024:

2025$1,725
20261,715
20271,737
20281,546
2029784
Thereafter3,619
Total undiscounted minimum lease payments11,126
Less: amount representing interest(1,569)
Total lease liability$9,557

The following table presents components of operating lease expense for the periods indicated:

Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Operating lease cost (included in occupancy expense, net)$1,623$880$1,515$1,559
Variable lease cost (included in occupancy expense, net)532289
Sublease income (included in other noninterest income)(172)(85)(169)(189)
Total operating lease expense, net$1,456$798$1,574$1,379

As Lessee - Finance Lease

During the fiscal year ended June 30, 2023, the Company purchased the property associated with the finance lease reported historically. The Company purchased the property for $1,249, terminating the existing land lease. Prior to the purchase, interest expense on the lease liability totaled $60 for the fiscal year ended June 30, 2023.

Supplemental lease cash flow information for the periods indicated:

Year Ended December 31, 2024Six Months Ended December 31, 2023Year Ended June 30, 2023
ROU assets - noncash additions (operating leases)$—$864$5,179
Cash paid for amounts included in the measurement of lease liabilities (operating leases)1,5157131,245
Cash paid for amounts included in the measurement of lease liabilities (finance leases)——89

As Lessor - General

The Company leases equipment to commercial end users under operating and finance lease arrangements. The Company's equipment finance leases consist mainly of construction, transportation, healthcare and manufacturing equipment. Many of its operating and finance leases offer the lessee the option to purchase the equipment at fair value or for a fixed purchase option, and most of the leases that do not have a purchase option include renewal provisions resulting in some leases continuing beyond initial contractual terms. The Company's leases do not include early termination options, and continued rent payments are due if leased equipment is not returned at the end of the lease.

As Lessor - Operating Leases

Operating lease income is recognized as a component of noninterest income on a straight-line basis over the lease term. Lease terms range fromone toseven years. Assets related to operating leases are included in other assets and the corresponding depreciation expense is recorded on a straight-line basis as a component of other noninterest expense. The net book value of leased assets totaled $31,572, $30,121 and $21,749 with a residual value of $13,662, $14,958 and $13,267 as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

The following schedule summarizes aggregate future minimum lease payments to be received at December 31, 2024:

2025$7,913
20266,001
20273,410
20283,134
20292,682
Thereafter1,363
Total of future minimum payments$24,503

As Lessor - Finance Leases

Finance lease income is recognized as a component of loan interest income over the lease term. The finance leases are included as a component of the equipment finance class of financing receivables under the commercial loans segment of the loan portfolio. For the year ended December 31, 2024, six months ended December 31, 2023, and years ended June 30, 2023 and 2022, interest income on equipment finance leases totaled $4,531, $2,019, $3,390 and $3,057, respectively.

The lease receivable component of finance lease net investment included within equipment finance class of financing receivables was $70,420, $70,150 and $70,605 at December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

The following schedule summarizes, as of December 31, 2024, aggregate future minimum finance lease payments to be received:

2025$24,718
202621,127
202716,512
20289,959
20294,499
Thereafter3,673
Total undiscounted minimum payments80,488
Less: amount representing interest(10,068)
Total lease receivable$70,420
  1. Income Taxes

Income tax expense as of the dates indicated consisted of:

Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Current
Federal$11,970$7,910$11,119$2,411
State2,0351,1141,874730
Total current expense14,0059,02412,9933,141
Deferred
Federal829(1,450)(377)5,992
State272(188)(56)592
Total deferred expense (benefit)1,101(1,638)(433)6,584
Total income tax expense$15,106$7,386$12,560$9,725

The provision for income taxes differs from the amount of income tax determined by applying the applicable U.S. statutory federal income tax rate to income before income taxes as a result of the following differences for the periods indicated:

Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
20232022
AmountRateAmountRateAmountRateAmountRate
Tax at federal income tax rate$14,68121%$7,49421%$12,00421%$9,52921%
Increase (decrease) resulting from:
Tax exempt income(1,799)(3)(734)(2)(830)(1)(844)(2)
State tax, net of federal benefit1,883369321,41728182
Other3411(67)—(31)—222—
Total$15,10622%$7,38621%$12,56022%$9,72521%

The sources and tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) at December 31, 2024, December 31, 2023 and June 30, 2023 are presented below:

December 31, 2024December 31, 2023June 30, 2023
Deferred tax assets
Allowance for credit losses$11,206$11,994$11,822
Deferred compensation and post-retirement benefits7,1817,9638,214
Net operating loss carryforward1,7122,2592,806
Discount from business combinations4381,096974
Unrealized loss on debt securities held for sale5034631,225
Share-based compensation expense1,0581,5761,514
Operating lease liability2,2332,5702,513
Other2,7671,3441,489
Total deferred tax assets27,09829,26530,557
Deferred tax liabilities
Depreciable basis of fixed assets and operating lease equipment(11,679)(12,017)(9,992)
Deferred loan costs(534)(617)(668)
FHLB stock, book basis in excess of tax(91)(91)(90)
BOLI available for redemption(1,346)(1,257)(5,163)
Operating lease ROU asset(1,886)(2,168)(2,253)
Other(827)(1,319)(1,479)
Total deferred tax liabilities(16,363)(17,469)(19,645)
Net deferred tax assets$10,735$11,796$10,912

The Company had federal NOL carry forwards of $8,047, $10,446 and $13,207 as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively, with a recorded tax benefit of $1,712, $2,259 and $2,806 included in deferred tax assets. The majority of these NOLs will expire for federal tax purposes from 2031 through 2036, if not previously used.

Retained earnings at December 31, 2024, December 31, 2023 and June 30, 2023 include $19,570 representing pre-1988 tax bad debt reserve base year amounts for which no deferred tax liability has been provided since these reserves are not expected to reverse and may never reverse. Circumstances that would require an accrual of a portion or all of this unrecorded tax liability are a failure to meet the definition of a bank, dividend payments in excess of current year or accumulated earnings and profits, or other distributions in dissolution or liquidation of the Bank. The Company is no longer subject to examination for federal and state purposes for tax years prior to 2021.

  1. Employee Benefit Plans

The HomeTrust Bank KSOP Plan is comprised of two components, the 401(k) Plan and the ESOP. The ESOP benefits employees who are employed on the last day of the plan year, or separated during the plan year due to death, disability or after meeting normal retirement age. Under the 401(k), the Company matches employee contributions at 50% of employee deferrals up to 6% of each employee’s eligible compensation. The Company may also make discretionary profit sharing contributions for the benefit of all eligible participants as long as total contributions do not exceed applicable limitations. Employees become fully vested in the Company’s contributions after four years of service. Under the ESOP, the amount of the Bank's annual contribution is discretionary; however, it must be sufficient to pay the annual loan payment to the Company.

The Company’s expense for 401(k) contributions to this plan was $1,039, $556, $987 and $911 for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022, respectively. The Company's expense related to the ESOP for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022 was $1,616, $640, $1,279 and $1,502, respectively.

Shares held by the ESOP at the dates indicated include the following:

December 31, 2024December 31, 2023June 30, 2023
Unallocated ESOP shares396,750449,650476,100
Allocated ESOP shares608,350555,450555,450
ESOP shares committed to be released52,90052,90026,450
Total ESOP shares1,058,0001,058,0001,058,000
Fair value of unallocated ESOP shares$13,363$12,105$9,946

Post-retirement health care benefits are provided to certain key current and former officers under the Company’s Executive Medical Care Plan (“EMCP”). The EMCP is unfunded and is not qualified under the IRC. Plan expense for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022 was $18, $6, $50 and $219, respectively. Total accrued expenses related to this plan included in other liabilities were $5,157, $5,335 and $5,425 as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

  1. Deferred Compensation Agreements

The Company’s Director Emeritus Plans (“Plans”) provide certain benefits to Emeritus Directors for providing current advisory services to the Company. The Plans are unfunded and are not qualified under the IRC. Plan benefits vary by participant and are payable to a designated beneficiary in the event of death. The Company records an expense based on the present value of expected future benefits. Plan expenses for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022 were $289, $154, $305 and $313, respectively. Total accrued expenses related to these plans included in other liabilities were $4,927, $6,127 and $6,881 as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

Long term deferred compensation and supplemental retirement plans are provided to certain key current and former officers. These plans are unfunded and are not qualified under the IRC. The benefits vary by participant and are payable to a designated beneficiary in the event of death. Plan expenses for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022 were $827, $355, $581 and $616, respectively. Total accrued expenses related to these plans included in other liabilities were $16,483, $16,922 and $16,749 as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

In addition, the Company has a deferred compensation plan provided to certain current and former officers and directors. The plan allows the participants to defer any of their annual compensation, including bonus payments, up to the maximum allowed for each participant. The plan is unfunded and is not qualified under the IRC. Plan expenses for the year ended December 31, 2024, six months ended December 31, 2023 and years ended June 30, 2023 and 2022 were $235, $118, $208 and $150, respectively. The total deferred compensation plan payable included in other liabilities was $3,773, $4,244 and $4,299 as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

  1. Equity Incentive Plan

The Company historically provided stock-based awards through the 2013 Omnibus Incentive Plan, which provided for awards of restricted stock, restricted stock units, stock options, stock appreciation rights and cash awards to directors, directors emeritus, officers, employees and advisory directors. On November 14, 2022, at the Company's annual meeting, stockholders approved the 2022 Omnibus Incentive Plan which provides for the same types of awards as described under the 2013 Omnibus Incentive Plan. Going forward, any future grants will be made under this plan.

The cost of equity-based awards under the 2022 Omnibus Incentive Plan generally is based on the fair value of the awards on their grant date. The maximum number of shares that may be utilized for awards under the plan is 1,000,000. Shares of common stock issued under the plan will be issued out of authorized but unissued shares, some or all of which may be repurchased shares.

The table below presents share-based compensation expense and the estimated related tax benefit for stock options and restricted stock for the dates indicated below:

Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Share-based compensation expense$1,816$755$1,854$2,152
Tax benefit427177436508

The table below presents stock option activity and related information for the periods indicated below:

OptionsWeighted-AverageExercise PriceRemainingContractual Life(Years)AggregateIntrinsicValue
Options outstanding at June 30, 2022928,870$21.494.1$4,036
Granted5,00024.07
Exercised(352,096)14.59
Forfeited(12,550)25.47
Options outstanding at June 30, 2023569,224$25.695.1$141
Exercisable at June 30, 2023493,264$25.404.6$141
Non-vested at June 30, 202375,960$27.567.9$—
Options outstanding at June 30, 2023569,224$25.695.1$141
Exercised(9,500)15.96
Forfeited(25,374)26.00
Options outstanding at December 31, 2023534,350$25.854.6$776
Exercisable at December 31, 2023459,390$25.564.2$680
Non-vested at December 31, 202374,960$27.587.4$95
Options outstanding at December 31, 2023534,350$25.854.6$776
Exercised(97,113)25.09
Forfeited(23,600)25.94
Options outstanding at December 31, 2024413,637$26.023.8$3,169
Exercisable at December 31, 2024364,667$25.783.4$2,880
Non-vested at December 31, 202448,970$27.776.7$289

Assumptions used in estimating the fair value of options granted during the year ended June 30, 2023 are detailed below. There were no options granted during the year ended December 31, 2024 or six months ended December 31, 2023.

Year EndedJune 30, 2023
Weighted-average volatility27.79%
Expected dividend yield1.62%
Risk-free interest rate3.11%
Expected life (years)6.5
Weighted-average fair value of options granted$6.77

At December 31, 2024, the Company had $223 of unrecognized compensation expense related to 48,970 stock options originally scheduled to vest over afive-year period. The weighted average period over which compensation cost related to non-vested awards is expected to be recognized was 0.8 years at December 31, 2024. At December 31, 2023, the Company had $382 of unrecognized compensation expense related to 74,960 stock options originally scheduled to vest over afive-year period. The weighted average period over which compensation cost related to non-vested awards is expected to be recognized was 1.2 years at December 31, 2023. At June 30, 2023, the Company had $478 of unrecognized compensation expense related to 75,960 stock options originally scheduled to vest over afive-year period. The weighted average period over which compensation cost related to non-vested awards is expected to be recognized was 1.6 years at June 30, 2023.

The table below presents restricted stock award activity and related information:

RestrictedStock Awards(1)Performance-Based RestrictedStock Units(2)Weighted-Average GrantDate Fair ValueAggregateIntrinsicValue
Non-vested at June 30, 2022102,69233,218$27.40$2,345
Granted57,83921,00527.24—
Vested(41,590)(13,861)27.38—
Forfeited(10,090)(3,032)27.32—
Non-vested at June 30, 2023108,85137,330$27.32$3,054
Granted1,0006,16522.91—
Vested(1,148)(18,494)23.18—
Forfeited(2,560)—27.53—
Non-vested at December 31, 2023106,14325,001$27.70$3,530
Granted73,50217,69026.96—
Vested(36,639)(10,683)28.26—
Forfeited(4,424)(2,007)27.37—
Non-vested at December 31, 2024138,58230,001$27.15$5,678

(1)Restricted stock awards are scheduled to vest over 1.0 year for director awards and 5.0 years for employee awards.

(2)Performance-based restricted stock units are scheduled to vest over 3.0 years assuming the applicable financial goals are met.

At December 31, 2024, unrecognized compensation expense was $3,051 related to 168,583 shares of restricted stock. The weighted average period over which compensation cost related to non-vested awards is expected to be recognized was 1.4 years at December 31, 2024. At December 31, 2023, unrecognized compensation expense was $2,389 related to 131,144 shares of restricted stock. The weighted average period over which compensation cost related to non-vested awards is expected to be recognized was 1.4 years at December 31, 2023. At June 30, 2023, unrecognized compensation expense was $3,154 related to 146,181 shares of restricted stock. The weighted average period over which compensation cost related to non-vested awards is expected to be recognized was 1.8 years at June 30, 2023.

  1. Net Income per Share

The following is a reconciliation of the numerator and denominator of basic and diluted net income per share of common stock as of the dates indicated:

Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
2023 · 2022
Numerator
Net income$54,805$28,297$44,604$35,653
Allocation of earnings to participating securities(541)(219)(411)(310)
Numerator for basic and diluted EPS - net income available to common stockholders$54,264$28,078$44,193$35,343
Denominator
Weighted-average common shares outstanding - basic16,914,74116,806,27315,698,61815,516,173
Dilutive effect of assumed exercise of stock options62,5897,90382,888294,236
Weighted-average common shares outstanding - diluted16,977,33016,814,17615,781,50615,810,409
Net income per share - basic$3.21$1.67$2.82$2.27
Net income per share - diluted$3.20$1.67$2.80$2.23

Potential dilutive shares are excluded from the computation of earnings per share if their effect is anti-dilutive. There were 43,450,512,150 and 537,524 stock options that were anti-dilutive as of December 31, 2024, December 31, 2023 and June 30, 2023, respectively.

  1. Commitments and Contingencies

Loan Commitments - Legally binding commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. In the normal course of business, there are various outstanding commitments to extend credit that are not reflected in the consolidated financial statements.

The table below presents details of loan commitments outstanding as of the dates indicated:

December 31, 2024December 31, 2023June 30, 2023
Variable rate commitments$56,922$42,826$45,533
Fixed rate commitments(1)28,09627,68240,860
Total loan commitments$85,018$70,508$86,393
Range of fixed interest rates4.14% - 10.25%2.11% - 11.25%1.74% - 11.00%
Undisbursed portions of construction loans$145,523$170,425$220,818
Pre-approved but unused lines of credit(2)$712,274$690,566$608,169

(1)Fixed rate commitments had terms ranging from three to 30 years as of each date presented.

(2)Principally second mortgage home equity loans and overdraft protection loans.

The commitments presented in the above table represent the Company’s exposure to credit risk and, in the opinion of management, have no more than the normal lending risk that the Company commits to its borrowers.

The Company has two types of commitments related to certain one-to-four family loans held for sale: rate lock commitments and forward loan commitments. Rate lock commitments are commitments to extend credit to a customer that has an interest rate lock and are considered derivative instruments. The rate lock commitments do not qualify for hedge accounting. In order to mitigate the risk from interest rate fluctuations, the Company enters into forward loan sale commitments such as TBAs, mandatory delivery commitments with investors, or best efforts forward sale commitments with investors. The fair value of these interest rate lock commitments was not material at December 31, 2024, December 31, 2023 or June 30, 2023.

SBIC Commitments - As of December 31, 2024, the Company had committed $28,000 across nine SBIC investments with $8,598 remaining to be drawn, while as of both December 31, 2023 and June 30, 2023, the Company had committed $24,000 across eight SBIC investments with $7,984 remaining to be drawn. Although the remaining capital commitments may or may not be called in the future, under the terms of the associated limited partnership agreements, the Company's exposure will not extend beyond the amount of the original commitments.

Restrictions on Cash - In response to COVID-19, the FRB reduced the reserve requirements to zero on March 15, 2020. Prior to this change the Bank was required by regulation to maintain a varying cash reserve balance with the FRB.

Guarantees - Standby letters of credit obligate the Company to meet certain financial obligations of its customers, if, under the contractual terms of the agreement, the customers are unable to do so. The financial standby letters of credit issued by the Company are irrevocable and payment is only guaranteed upon the borrower’s failure to perform its obligations to the beneficiary. Total commitments under standby letters of credit as of December 31, 2024, December 31, 2023 and June 30, 2023 were $53,226,$50,897 and $35,007, respectively. There was no liability recorded for these letters of credit at December 31, 2024, December 31, 2023 or June 30, 2023.

Litigation - From time to time, the Company is involved in litigation matters in the ordinary course of business. These proceedings and the associated legal claims are often contested, and the outcome of individual matters is not always predictable. These claims and counter claims typically arise during the course of collection efforts on problem loans or with respect to actions to enforce liens on properties in which the Company holds a security interest. The Company is not a party to any pending legal proceedings that management believes would have a material adverse effect on the Company’s financial condition or results of operations.

  1. Regulatory Capital Matters

HomeTrust Bancshares, Inc. is a bank holding company subject to regulation by the Federal Reserve. As a bank holding company, it is subject to capital adequacy requirements of the Federal Reserve under the Bank Holding Company Act of 1956, as amended and the regulations of the Federal Reserve. The Company's subsidiary, the Bank, an FDIC-insured, North Carolina state-chartered bank and a member of the Federal Reserve System, is supervised and regulated by the Federal Reserve and the NCCOB and is subject to minimum capital requirements applicable to state member banks established by the Federal Reserve that are calculated in a manner similar to those applicable to bank holding companies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by bank regulators that, if undertaken, could have a direct material effect on the Company's financial statements.

Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

At December 31, 2024, HomeTrust Bancshares, Inc. and the Bank each exceeded all regulatory capital requirements. Consistent with the Company's goals to operate a sound and profitable organization, its policy is for the Bank to maintain a “well-capitalized” status under the regulatory capital categories of the Federal Reserve. The Bank was categorized as "well-capitalized" at December 31, 2024 under applicable regulatory requirements.

HomeTrust Bancshares, Inc. and the Bank's actual and required minimum capital amounts and ratios are as follows:

Regulatory Requirements
ActualMinimum for CapitalAdequacy PurposesMinimum to BeWell Capitalized
AmountRatioAmountRatioAmountRatio
HomeTrust Bancshares, Inc.
CET1 Capital (to risk-weighted assets)$515,45512.71%$182,5374.50%$263,6646.50%
Tier 1 Capital (to total adjusted assets)525,57511.88176,9784.00221,2225.00
Tier 1 Capital (to risk-weighted assets)525,57512.96243,3826.00324,5098.00
Total Risk-based Capital (to risk-weighted assets)570,11914.06324,5098.00405,63710.00
CET1 Capital (to risk-weighted assets)$463,94611.33%$184,2564.50%$266,1486.50%
Tier 1 Capital (to total adjusted assets)473,96610.84174,9104.00218,6385.00
Tier 1 Capital (to risk-weighted assets)473,96611.58245,6756.00327,5678.00
Total Risk-based Capital (to risk-weighted assets)517,94212.65327,5678.00409,45810.00
CET1 Capital (to risk-weighted assets)$437,76810.60%$185,7944.50%$268,3706.50%
Tier 1 Capital (to total adjusted assets)447,73810.39172,3284.00215,4115.00
Tier 1 Capital (to risk-weighted assets)447,73810.84247,7266.00330,3018.00
Total Risk-based Capital (to risk-weighted assets)487,29811.80330,3018.00412,87610.00
HomeTrust Bank
CET1 Capital (to risk-weighted assets)$516,76212.74%$182,5284.50%$263,6526.50%
Tier 1 Capital (to total adjusted assets)516,76211.68176,9434.00221,1795.00
Tier 1 Capital (to risk-weighted assets)516,76212.74243,3716.00324,4948.00
Total Risk-based Capital (to risk-weighted assets)561,30613.84324,4948.00405,61810.00
CET1 Capital (to risk-weighted assets)$484,23811.83%$184,2494.50%$266,1376.50%
Tier 1 Capital (to total adjusted assets)484,23811.08174,8494.00218,5625.00
Tier 1 Capital (to risk-weighted assets)484,23811.83245,6656.00327,5538.00
Total Risk-based Capital (to risk-weighted assets)528,21412.90327,5538.00409,44210.00
CET1 Capital (to risk-weighted assets)$459,87111.14%$185,7914.50%$268,3656.50%
Tier 1 Capital (to total adjusted assets)459,87110.68172,2214.00215,2775.00
Tier 1 Capital (to risk-weighted assets)459,87111.14247,7216.00330,2958.00
Total Risk-based Capital (to risk-weighted assets)499,43112.10330,2958.00412,86910.00

As permitted by the interim final rule issued on March 27, 2020 by the federal banking regulatory agencies, the Company has elected the option to delay the estimated impact on regulatory capital of ASU 2016-13, which was adopted on July 1, 2020. The initial adoption of ASU 2016-13 as well as 25% of the quarterly increases in the ACL subsequent to adoption (collectively the “transition adjustments”) will be delayed for two years. After two years, the cumulative amount of the transition adjustments will become fixed and will be phased out of the regulatory capital calculations evenly over a three-year period, with 75% recognized in year three, 50% recognized in year four, and 25% recognized in year five. After five years, the temporary regulatory capital benefits will be fully reversed.

In addition to the minimum CET1, Tier 1 and total risk-based capital ratios, both HomeTrust Bancshares, Inc. and the Bank have to maintain a capital conservation buffer consisting of additional CET1 capital of more than 2.50% above the required minimum levels in order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses based on percentages of eligible retained income that could be utilized for such actions. As of December 31, 2024, the Company's and Bank's risk-based capital exceeded the required capital contribution buffer.

Dividends paid by HomeTrust Bank are limited, without prior regulatory approval, to current year earnings and earnings less dividends paid during the preceding two years.

  1. Parent Company Only Condensed Financial Information

The following tables present parent company only condensed financial information:

Condensed Balance SheetsDecember 31, 2024December 31, 2023June 30, 2023
Assets
Cash and cash equivalents$1,059$1,219$924
Investment in bank subsidiary553,065520,185493,289
ESOP loan receivable4,5455,0945,630
Other assets3,2412,2231,626
Total assets$561,910$528,721$501,469
Liabilities and stockholders’ equity
Junior subordinated debt$10,120$10,021$9,971
Revolving line of credit—18,76320,263
Other liabilities324449
Stockholders’ equity551,758499,893471,186
Total liabilities and stockholders’ equity$561,910$528,721$501,469
Year Ended December 31, 2024 · Six Months Ended December 31, 2023 · Year Ended June 30,
Condensed Statements of Income · 2023 · 2022
Income
Interest income$119$66$137$149
Equity in undistributed bank subsidiary income56,89729,60645,86736,281
Total income57,01629,67246,00436,430
Expense
Interest expense - junior subordinated debt928475327—
Interest expense - revolving line of credit983901663—
Management fee expense551269528516
Other245131270261
Total expense2,7071,7761,788777
Income before income taxes54,30927,89644,21635,653
Income tax benefit(496)(401)(388)—
Net income$54,805$28,297$44,604$35,653
Year Ended December 31, 2023 · Six Months Ended December 31, 2023 · Year Ended June 30,
Condensed Statement of Cash Flows · 2023 · 2022
Operating activities
Net income$54,805$28,297$44,604$35,653
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Gain on sale of repossessed assets———(3)
Increase in other assets(1,018)(597)(348)(11)
Equity in undistributed bank subsidiary income(56,897)(29,606)(45,867)(36,281)
Share-based compensation expense1,8167551,8542,152
ESOP compensation expense1,6166401,2791,502
Increase (decrease) in other liabilities8745(256)(37)
Net cash provided by (used in) operating activities409(466)1,2662,975
Investing activities
Increase in investment in bank subsidiary(1,817)(741)(1,490)(1,707)
Dividends from bank subsidiary25,7006,00015,00038,389
ESOP principal payments received549536524511
Proceeds from sale of repossessed assets———146
Net cash paid in merger——(15,330)—
Net cash provided by (used in) investing activities24,4325,795(1,296)37,339
Financing activities
Net increase (decrease) in revolving lines of credit(18,763)(1,500)20,263—
Repayment of long-term borrowings——(24,728)—
Common stock repurchased(645)——(43,348)
Cash dividends paid(7,665)(3,547)(6,229)(5,452)
Retired stock(365)(139)(344)(345)
Exercised stock options2,4371525,1406,081
Net cash used in financing activities(25,001)(5,034)(5,898)(43,064)
Net increase (decrease) in cash and cash equivalents(160)295(5,928)(2,750)
Cash and cash equivalents at beginning of period1,2199246,8529,602
Cash and cash equivalents at end of period$1,059$1,219$924$6,852
  1. Fair Value of Financial Instruments

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (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. There are three levels of inputs that may be used to measure fair values:

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data.

Level 3: Significant unobservable inputs that reflect a company's own assumptions about the assumptions that market participants would use in pricing an asset or liability.

A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The following is a description of valuation methodologies used for assets recorded at fair value. The Company does not have any liabilities recorded at fair value.

Financial Assets Recorded at Fair Value

The following table presents financial assets measured at fair value on a recurring basis at the dates indicated:

December 31, 2024
TotalLevel 1Level 2Level 3
Debt securities available for sale
MBS, residential$144,147$—$144,147$—
Municipal bonds3,396—3,396—
Corporate bonds4,468—4,468—
Total debt securities available for sale$152,011$—$152,011$—
Loans held for sale$4,144$—$4,144$—
December 31, 2023
TotalLevel 1Level 2Level 3
Debt securities available for sale
MBS, residential$104,499$—$104,499$—
Municipal bonds3,409—3,409—
Corporate bonds19,042—19,042—
Total debt securities available for sale$126,950$—$126,950$—
Loans held for sale$3,359$—$3,359$—
June 30, 2023
TotalLevel 1Level 2Level 3
Debt securities available for sale
U.S. government agencies$14,714$—$14,714$—
MBS, residential107,414—107,414—
Municipal bonds3,388—3,388—
Corporate bonds26,410—26,410—
Total debt securities available for sale$151,926$—$151,926$—
Loans held for sale$6,947$—$6,947$—

Debt securities available for sale are valued on a recurring basis at quoted market prices where available. If quoted market prices are not available, fair values are based on quoted prices of comparable securities. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange or U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include MBS and debentures issued by GSEs, municipal bonds and corporate debt securities. The Company has no Level 3 securities.

Loans held for sale carried at fair value are valued at the individual loan level using quoted secondary market prices.

There were no transfers between levels during the year ended December 31, 2024, six months ended December 31, 2023 or the year ended June 30, 2023.

The following table presents financial assets measured at fair value on a non-recurring basis at the dates indicated:

December 31, 2024
TotalLevel 1Level 2Level 3
Collateral dependent loans
Commercial real estate loans
Commercial real estate - owner occupied$505$—$—$505
Commercial real estate - non-owner occupied546——546
Commercial loans
Commercial and industrial296——296
Equipment finance346——346
Total$1,693$—$—$1,693
December 31, 2023
TotalLevel 1Level 2Level 3
Collateral dependent loans
Commercial real estate loans
Commercial real estate - owner occupied$438$—$—$438
Commercial loans
Commercial and industrial108——108
Equipment finance578——578
Total$1,124$—$—$1,124
June 30, 2023
TotalLevel 1Level 2Level 3
Collateral dependent loans
Commercial real estate loans
Commercial real estate - owner occupied$364$—$—$364
Commercial loans
Commercial and industrial167——167
Total$531$—$—$531

A loan is considered to be collateral dependent when, based on current information and events, the Company expects repayment of the financial assets to be provided substantially through the operation or sale of the collateral and the Company has determined that the borrower is experiencing financial difficulty as of the measurement date. For real estate loans, the fair value of the loan's collateral is determined by a third-party appraisal, which is then adjusted for the estimated selling and closing costs related to liquidation of the collateral (typically ranging from 8% to 12% of the appraised value). For this asset class, the actual valuation methods (income, sales comparable or cost) vary based on the status of the project or property. Additional discounts of 5% to 15% may be applied depending on the age of the appraisals. The unobservable inputs may vary depending on the age of the appraisals. The unobservable inputs may vary depending on the individual asset with no one of the three methods being the predominant approach. For non-real estate loans, the fair value of the loan's collateral may be determined using an appraisal, net book value per the borrower's financial statements or aging reports, adjusted or discounted based on management's historical knowledge, changes in market conditions from the time of the valuation and management's expertise and knowledge of the customer and customer's business.

The stated carrying value and estimated fair value amounts of financial instruments as of December 31, 2024, December 31, 2023 and June 30, 2023, are summarized below:

December 31, 2024
CarryingValueFairValueLevel 1Level 2Level 3
Assets
Cash and cash equivalents$279,219$279,219$279,219$—$—
Certificates of deposit in other banks28,53828,538—28,538—
Debt securities available for sale, at fair value152,011152,011—152,011—
FHLB and FRB stock13,630N/AN/AN/AN/A
SBIC investments, at cost15,11715,117——15,117
Loans held for sale, at fair value4,1444,1444,144——
Loans held for sale, at the lower of cost or fair value202,018204,122——204,122
Loans, net3,603,0143,498,929——3,498,929
Accrued interest receivable18,33618,3366570117,570
Liabilities
Noninterest-bearing and NOW deposits1,256,1641,256,164—1,256,164—
Money market accounts1,341,9951,341,995—1,341,995—
Savings accounts181,317181,317—181,317—
Certificates of deposit999,727998,856—998,856—
Junior subordinated debt10,1209,914—9,914—
Borrowings188,000188,000—188,000—
Accrued interest payable9,5789,578—9,578—
December 31, 2023
CarryingValueFairValueLevel 1Level 2Level 3
Assets
Cash and cash equivalents$347,140$347,140$347,140$—$—
Certificates of deposit in other banks34,72234,722—34,722—
Debt securities available for sale, at fair value126,950126,950—126,950—
FHLB and FRB stock18,393N/AN/AN/AN/A
SBIC investments, at cost13,78913,789——13,789
Loans held for sale, at fair value3,3593,3593,359——
Loans held for sale, at the lower of cost or fair value198,433200,869——200,869
Loans, net3,591,3813,472,491——3,472,491
Accrued interest receivable16,90216,90210765616,139
Liabilities
Noninterest-bearing and NOW deposits1,376,2201,376,220—1,376,220—
Money market accounts1,246,8071,246,807—1,246,807—
Savings accounts194,486194,486—194,486—
Certificates of deposit843,860839,501—839,501—
Junior subordinated debt10,0219,767—9,767—
Borrowings433,763433,747—433,747—
Accrued interest payable6,8496,849—6,849—
June 30, 2023
CarryingValueFairValueLevel 1Level 2Level 3
Assets
Cash and cash equivalents$303,497303,497$303,497$—$—
Certificates of deposit in other banks33,15233,152—33,152—
Debt securities available for sale, at fair value151,926151,926—151,926—
FHLB and FRB stock20,208N/AN/AN/AN/A
SBIC investments, at cost14,92714,927——14,927
Loans held for sale, at fair value6,9476,7496,749——
Loans held for sale, at the lower of cost or fair value161,703163,874——163,874
Loans, net3,611,6303,455,390——3,455,390
Accrued interest receivable14,82914,8299941014,320
Liabilities
Noninterest-bearing and NOW deposits1,436,5861,436,586—1,436,586—
Money market accounts1,241,8401,241,840—1,241,840—
Savings accounts212,220212,220—212,220—
Certificates of deposit710,522701,965—701,965—
Junior subordinated debt9,9719,746—9,746—
Borrowings457,263457,213—457,213—
Accrued interest payable3,5373,537—3,537—

The Company had off-balance sheet financial commitments, which include approximately $996,042, $982,397 and $950,387 of commitments to originate loans, undisbursed portions of construction loans, unused lines of credit and standing letters of credit at December 31, 2024, December 31, 2023 and June 30, 2023, respectively (see "Note 17 – Commitments and Contingencies"). Since these commitments are based on current rates, the carrying amount approximates the fair value.

  1. Subsequent Events

On January 27, 2025, the Company entered into a definitive purchase and assumption agreement to sell the Bank'stwo branches in Knoxville, Tennessee. Under the terms of the agreement, the purchaser will acquire the physical locations and related fixed assets and assume substantially all the customer deposit accounts, which are estimated to be $42,408 as of March 13, 2025. The Bank will retain the loan accounts associated with the branches. The proposed transaction, which is subject to customary closing conditions, including approval by applicable regulatory authorities, is currently anticipated to close in the second quarter of 2025.

ContentsView on SEC.gov

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