BayFirst Financial Corp
For the period ended Sep 30, 2024. Filed Nov 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.
Sep 30, 2024 · Filed Nov 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 September 30, 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 4,132,986 shares of common stock as of November 5, 2024.
BayFirst Financial Corp.
| Page | ||
|---|---|---|
| Part I - Financial Information | 3 | |
| Item 1. | Financial Statements | 3 |
| Consolidated Balance Sheets at September 30, 2024 (Unaudited) and December 31, 2023 | 3 | |
| Consolidated Statements of Income (Unaudited) for the three and nine months ended September 30, 2024 and 2023 | 5 | |
| Consolidated Statements of Comprehensive Income (Unaudited) for the three and nine months ended September 30, 2024 and 2023 | 7 | |
| Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) for the three and nine months ended September 30, 2024 and 2023 | 8 | |
| Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September 30, 2024 and 2023 | 10 | |
| Notes to the Consolidated Financial Statements (Unaudited) | 12 | |
| Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 37 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 58 |
| Item 4. | Controls and Procedures | 59 |
| Part II - Other Information | 61 | |
| Item 1. | Legal Proceedings | 61 |
| Item 1A. | Risk Factors | 61 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 61 |
| Item 3. | Defaults Upon Senior Securities | 61 |
| Item 4. | Mine Safety Disclosures | 61 |
| Item 5. | Other Information | 61 |
| Item 6. | Exhibits | 62 |
| Signatures | 63 | |
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 | FDIC: Federal Deposit Insurance Corporation |
|---|---|
| AFS: Available for Sale | FFIEC: Federal Financial Institutions Examination Council |
| AIO: Architecture, Infrastructure, and Operations | FHLB: Federal Home Loan Bank |
| ALCO: Asset-Liability Committee | FNBB: First National Bankers Bank |
| AOCI: Accumulated Other Comprehensive Income | FOMC: Federal Open Market Committee |
| ASC: FASB Accounting Standards Codification | FRB: Federal Reserve Bank |
| ASU: FASB Accounting Standards Update | FVO: Fair Value Option |
| BHCA: Bank Holding Company Act of 1956, as amended | GAAP: Generally Accepted Accounting Principles |
| BOLI: Bank Owned Life Insurance | HFI: Held for Investment |
| BSA: Bank Secrecy Act of 1970 | HTM: Held to Maturity |
| CARES Act: Coronavirus Aid, Relief, and Economic Security Act | IRA: Individual Retirement Account |
| CBLR: Community Bank Leverage Ratio | ISO: Information Security Officer |
| CDARS: Certificate of Deposit Account Registry Services | IT: Information Technology |
| CECL: Current Expected Credit Losses | JOBS Act: Jumpstart Our Business Startups Act of 2012 |
| CEO: Chief Executive Officer | LGD: Loss Given Default |
| CET1: Common Equity Tier 1 Capital | LHFS: Loans Held for Sale |
| CFPB: Consumer Financial Protection Bureau | MMDA: Money Market Deposit Account |
| C&I: Commercial and Industrial | NOW: Negotiable Order of Withdrawal |
| CRO: Chief Risk Officer | NSPP: Non-Qualified Stock Purchase Plan |
| CTO: Chief Technology Officer | OCC: Office of the Comptroller of the Currency |
| DEI: Diversity, Equity, and Inclusion | OREO: Other Real Estate Owned |
| Dodd-Frank Act: Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 | OTTI: Other-Than-Temporary Impairment |
| DRIP: Dividend Reinvestment Plan | PCAOB: Public Company Accounting Oversight Board |
| EGC: Emerging Growth Company | PD: Probability of Default |
| EPS: Earnings per Share | PPP: Paycheck Protection Program |
| 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 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.