BayFirst Financial Corp
For the period ended Mar 31, 2024. Filed May 13, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 13, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|---|
| For the fiscal period ended March 31, 2024 | |
| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from to |
Commission file number 001-41068
(Exact name of registrant as specified in its charter)
| Florida | 59-3665079 |
|---|---|
| (State or other jurisdiction ofincorporation or organization) | (I.R.S. EmployerIdentification No.) |
| 700 Central AvenueSt. Petersburg, Florida | 33701 |
| (Address of Principal Executive Offices) | (Zip Code) |
(727)440-6848
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock | BAFN | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer | o | Accelerated filer | o |
|---|---|---|---|
| Non-accelerated filer | x | Smaller reporting company | x |
| Emerging growth company | x | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No ☒
The registrant had outstanding 4,134,459 shares of common stock as of May 7, 2024.
BayFirst Financial Corp.
| Page | ||
|---|---|---|
| Part I - Financial Information | 3 | |
| Item 1. | Financial Statements | 3 |
| Consolidated Balance Sheets at March 31, 2024 (Unaudited) and December 31, 2023 | 3 | |
| Consolidated Statements of Income (Unaudited) for the three months ended March 31, 2024 and 2023 | 5 | |
| Consolidated Statements of Comprehensive Income (Loss) (Unaudited) for the three months ended March 31, 2024 and 2023 | 7 | |
| Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) for the three months ended March 31, 2024 and 2023 | 8 | |
| Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 31, 2024 and 2023 | 9 | |
| Notes to the Consolidated Financial Statements (Unaudited) | 11 | |
| Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 35 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 53 |
| Item 4. | Controls and Procedures | 54 |
| Part II - Other Information | 54 | |
| Item 1. | Legal Proceedings | 55 |
| Item 1A. | Risk Factors | 55 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 55 |
| Item 3. | Defaults Upon Senior Securities | 55 |
| Item 4. | Mine Safety Disclosures | 55 |
| Item 5. | Other Information | 55 |
| Item 6. | Exhibits | 56 |
| Signatures | 57 | |
Glossary of Acronyms and Abbreviations
The acronyms and abbreviations identified below may be used throughout this Quarterly Report on Form 10-Q or in our other SEC filings. You may find it helpful to refer back to this page while reading this report.
| ACL: Allowance for Credit Losses | FFIEC: Federal Financial Institutions Examination Council |
|---|---|
| AFS: Available for Sale | FHLB: Federal Home Loan Bank |
| AIO: Architecture, Infrastructure, and Operations | FNBB: First National Bankers Bank |
| ALCO: Asset-Liability Committee | FOMC: Federal Open Market Committee |
| AOCI: Accumulated Other Comprehensive Income | FRB: Federal Reserve Bank |
| ASC: FASB Accounting Standards Codification | FVO: Fair Value Option |
| ASU: FASB Accounting Standards Update | GAAP: Generally Accepted Accounting Principles |
| BHCA: Bank Holding Company Act of 1956, as amended | HFI: Held for Investment |
| BOLI: Bank Owned Life Insurance | HTM: Held to Maturity |
| BSA: Bank Secrecy Act of 1970 | IRA: Individual Retirement Account |
| CARES Act: Coronavirus Aid, Relief, and Economic Security Act | ISO: Information Security Officer |
| CBLR: Community Bank Leverage Ratio | IT: Information Technology |
| CDARS: Certificate of Deposit Account Registry Services | JOBS Act: Jumpstart Our Business Startups Act of 2012 |
| CECL: Current Expected Credit Losses | LGD: Loss Given Default |
| CEO: Chief Executive Officer | LHFS: Loans Held for Sale |
| CET1: Common Equity Tier 1 Capital | MMDA: Money Market Deposit Account |
| CFPB: Consumer Financial Protection Bureau | NOW: Negotiable Order of Withdrawal |
| C&I: Commercial and Industrial | NSPP: Non-Qualified Stock Purchase Plan |
| CRO: Chief Risk Officer | OCC: Office of the Comptroller of the Currency |
| CTO: Chief Technology Officer | OREO: Other Real Estate Owned |
| DEI: Diversity, Equity, and Inclusion | OTTI: Other-Than-Temporary Impairment |
| Dodd-Frank Act: Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 | PCAOB: Public Company Accounting Oversight Board |
| DRIP: Dividend Reinvestment Plan | PD: Probability of Default |
| EGC: Emerging Growth Company | PPP: Paycheck Protection Program |
| EPS: Earnings per Share | PPPLF: Paycheck Protection Program Liquidity Facility |
| Equity Plan: The Amended and Restated 2017 Equity Incentive Plan | ROU: Right of Use |
| ESG: Environmental, Social, and Governance | SBA: Small Business Administration |
| ESOP: Employee Stock Ownership Plan | SEC: U.S. Securities and Exchange Commission |
| ESPP: Employee Stock Purchase Plan | SOFR: Secured Overnight Financing Rate |
| Exchange Act: Securities Exchange Act of 1934 | U.S.: United States |
| FASB: Financial Accounting Standards Board | USDA: United States Department of Agriculture |
| FBCA: Florida Business Corporation Act | USDA B&I: United States Department of Agriculture Business and Industry |
| FDIA: Federal Deposit Insurance Act | WARM: Weighted Average Remaining Life |
| FDIC: Federal Deposit Insurance Corporation | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.