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FIRSTSUN CAPITAL BANCORP

For the period ended Dec 31, 2025. Filed Mar 6, 2026.

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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.

FY2025 · Filed Mar 6, 2026

FSUN$39.35+1.1%Stored close · as of Nov 9, 2026

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Contents

Notes to Consolidated Financial Statements

($ in thousands, except share and per share amounts)

NOTE 1 -Basis of Presentation, Description of Business and Summary of Significant Accounting Policies

a. Principles of Consolidation -The consolidated financial statements include the accounts of FirstSun Capital Bancorp (“FirstSun” or “Parent Company”) and its wholly-owned subsidiaries, Sunflower Bank, N.A. (the “Bank”), Sunflower Wealth Advisors LLC, and FEIF Capital Partners, LLC, and have been prepared using U.S. generally accepted accounting principles (“U.S. GAAP”) and prevailing practices in the banking industry. All significant intercompany balances and transactions have been eliminated. These entities are collectively referred to as “our”, “us”, “we”, or “the Company”.

b. Nature of Operations -The Bank’s headquarters are located in Dallas, Texas. The Bank primarily operates throughout Texas, Kansas, Colorado, New Mexico, Arizona and California providing a full range of commercial and consumer banking and financial services to small and medium-sized companies. Its primary deposit products are checking, savings and term certificate accounts. Its primary wealth management and trust products are private banking, personal trust and agency accounts, employee benefit and retirement related trust and agency accounts, investment management and advisory agency accounts, and foundation and endowment trust and agency accounts. Its primary lending products are commercial, residential mortgage and consumer loans. Substantially all loans are secured by specific items of collateral, including business assets, consumer assets, and commercial and residential real estate. Commercial and industrial loans are generally expected to be repaid from the borrower’s cash flow from operations.

c. Pending Merger with First Foundation -On October 27, 2025, FirstSun and First Foundation Inc. (“First Foundation”) entered into an Agreement and Plan of Merger, as amended by Amendment No. 1 dated February 6, 2026. Under the merger agreement, First Foundation will merge with and into FirstSun, with FirstSun continuing as the surviving corporation (the “Merger”). Immediately following the completion of the Merger, First Foundation’s wholly-owned bank subsidiary, First Foundation Bank, a California state-chartered bank, will merge with and into FirstSun’s wholly-owned bank subsidiary, Sunflower Bank, N.A., a national banking association, with Sunflower Bank continuing as the surviving bank.

If the Merger is completed, at the effective time of the Merger (i) each outstanding share of First Foundation common stock will be converted into the right to receive 0.16083 of a share of FirstSun common stock, plus cash in lieu of fractional shares, subject to certain exceptions; and (ii) each outstanding share of First Foundation Series A Noncumulative Convertible Preferred Stock and each outstanding share of First Foundation Series C Non-Voting Common Equity Equivalent Stock (collectively, the “First Foundation Preferred Stock”) will be converted into the right to receive 0.16083 of a share of FirstSun common stock, plus cash in lieu of fractional shares, for the number of shares of First Foundation common stock into which such shares of First Foundation Preferred Stock were convertible immediately prior to the effective time of the Merger, subject to certain exceptions. Immediately prior to the effective time of the Merger, each outstanding warrant to acquire shares of First Foundation Series C Non-Voting Common Equity Equivalent Stock will be exercised and terminated pursuant to a Warrant Exercise and Termination Agreement. Immediately prior to the effective time of the Merger, each holder of First Foundation warrants will automatically exercise its warrants on a cashless basis and receive First Foundation Series C Non-Voting Common Equity Equivalent Stock together with its pro rata share of an aggregate cash payment of approximately $17.5 million to all warrant holders. The First Foundation Series C Non-Voting Common Equity Equivalent Stock received by warrant holders upon exercise will be exchanged in the Merger for shares of FirstSun common stock as described above.

d. Subsequent Events -We evaluate events occurring subsequent to the balance sheet date to determine whether the events required recognition or disclosure in the financial statements. If conditions of a subsequent event existed as of the balance sheet date, depending on materiality, the effects may be required to be recognized and disclosed in the financial statements. If conditions of a subsequent event arose after the balance sheet date, the effects are not required to be recognized in the financial statements, but depending on materiality, may need to be disclosed in the financial statements.

The Company has evaluated subsequent events for potential recognition and disclosure through the filing date of this Form 10-K.

e. Use of Estimates -The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions based on available information. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

These estimates are based on historical experience and on various assumptions about the future that are believed to be reasonable based on all available information. Our reported financial position or results of operations may be materially different under changed conditions or when using different estimates and assumptions, particularly with respect to critical accounting policies. In the event that estimates or assumptions prove to differ from actual results, adjustments are made in subsequent periods to reflect more current information.

f. Concentration of Credit Risk -We have a significant concentration in commercial and industrial loans and residential real estate within Texas, Kansas, Colorado, New Mexico and Arizona. When necessary, we perform credit evaluations on our customers' financial condition and often request additional guarantees and forms of collateral from our customers. These financial evaluations require significant judgment and are based on a variety of factors including, but not limited to, current economic trends, historical payment patterns, cash flow needs and deposit balances (particularly in light of recent developments in the banking industry) and bad debt write-off experience. Declines in the local or statewide economies could have an adverse impact on our borrowers’ financial condition. Specifically, inflation and higher interest rates, along with monetary events, can cause some of our business customers who have greater operating cash needs to draw on their deposits with us to meet expenses. Adverse developments affecting real estate values in one or more of our markets could increase our credit risk associated with our loan portfolio. Additionally, if loans are not repaid according to their terms, the collateral securing the loans, in those cases where real estate serves as the primary collateral, may not have value equal to the amounts owed under the loan. We did not exceed regulatory concentration monitoring levels as of December 31, 2025 or 2024.

g. Reclassifications -Some items in the prior year financial statements were reclassified to conform to the current presentation. Reclassifications had no effect on prior years net income or stockholders’ equity.

h. Adoption of New Accounting Standards and Change in Accounting Principle -As an “emerging growth company” under Section 107 of the JOBS Act, we can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. Therefore, we can delay the adoption of certain accounting standards until those standards would otherwise apply to non-public business entities. We intend to take advantage of the benefits of this extended transition period for an “emerging growth company” for as long as it is available to us. For standards that we have delayed adoption, we may lack comparability to other companies who have adopted such standards.

In March of 2023, the FASB issued ASU 2023-02, “Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method.” ASU 2023-02 allows entities to elect to account for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. We adopted the amendments in this ASU as of January 1, 2025. The adoption did not have a significant effect on our financial statements.

In December of 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740: Improvements to Income Tax Disclosures, which requires public business entities to disclose in their rate reconciliation table additional categories of information about federal, state and foreign income taxes and to provide more details about the reconciling items in some categories if items meet a quantitative threshold. It also requires all entities to disclose income taxes paid, net of refunds, disaggregated by federal, state and foreign taxes for annual periods and to disaggregate the information by jurisdiction based on a quantitative threshold, among other things. We adopted the amendments in this ASU for our annual financial statements in 2025, prospectively. See Note 15 - Income Taxes.

i. Fair Value Measurement -Fair value is determined in accordance with Accounting Standards Codification (ASC) Topic 820, Fair Value Measurement. ASC Topic 820 establishes a fair value hierarchy which requires the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 describes three levels of inputs that may be used to measure fair value:

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means.

Level 3: Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’s own beliefs about the assumptions that market participants would use in pricing the assets or liabilities.

j. Cash and Cash Equivalents -Cash and cash equivalents include cash, cash items in process of collection, deposits with other financial institutions and federal funds sold. For purposes of the consolidated statements of cash flows, we consider all federal funds sold and interest-bearing deposits at other financial institutions to be cash and cash equivalents, all with original maturities of less than 90 days. Cash held at depository institutions at times may be in excess of the Federal Deposit Insurance Corporation (FDIC) insurance limit. Cash deposits are with financial institutions that we believe to be reputable and we do not anticipate realizing any losses from these cash deposits. As of December 31, 2025 and 2024, we have complied with all regulatory cash reserve and clearing requirements. Cash and cash equivalents were as follows as of December 31,:

20252024
Federal Reserve Bank$602,632$560,142
Federal Home Loan Bank3,3762,470
Other15,42113,120
Total cash due from depository institutions621,429575,732
Cash on hand and noninterest-bearing accounts31,16340,185
Total cash and cash equivalents$652,592$615,917

k. Securities -The Bank classifies debt securities as either available-for-sale or held-to-maturity. Held-to-maturity securities are those which the Bank has the positive intent and ability to hold to maturity. All other debt securities are classified as available-for-sale.

Held-to-maturity securities are recorded at amortized cost. Available-for-sale securities are recorded at fair value. Unrealized holding gains and losses on available-for-sale securities are excluded from earnings and are reported as a separate component of stockholders’ equity (accumulated other comprehensive income/loss) until realized. Realized gains and losses on securities classified as available-for-sale are included in earnings and recorded on trade date. The specific identification method is used to determine the cost of the securities sold.

Purchased premiums and discounts on debt securities are amortized or accreted into interest income using the yield-to-maturity method based upon the remaining contractual maturity of the asset, adjusted for any expected prepayments or call features for securities purchased at a premium.

For available-for-sale debt securities in an unrealized loss position, management first assesses whether it intends to sell, or it is more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value. Any previously recognized allowance for credit losses (“ACL”) should be written off and the write-down in excess of such ACL would be recorded through a charge to the provision for credit losses. For available-for-sale debt securities that do not meet the aforementioned criteria, management evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the cash position of the issuer and its cash and capital generation capacity, which could increase or diminish the issuer’s ability to repay its bond obligations, the extent to which the fair value is less than the amortized cost basis, any adverse change to the credit conditions and liquidity of the issuer, taking into consideration the latest information about the financial condition of the issuer, credit ratings, the failure of the issuer to make scheduled principal or interest payments, recent legislation and government actions affecting the issuer’s industry, and actions taken by the issuer to deal with the economic climate. Management also takes into consideration changes in the near-term prospects of the underlying collateral of a security, if any, such as changes in default rates, loss severity given default, and significant changes in prepayment assumptions and the level of cash flow generated from the underlying collateral, if any, supporting the principal and interest payments on the debt securities. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and management records an ACL for the credit loss, limited to the amount by which the fair value is less than the amortized cost basis. Management recognizes in accumulated other comprehensive income/loss (“AOCI”) any impairment that has not been recorded through an ACL, net of tax. Non-credit-related impairments result from other factors, including changes in interest rates.

Management records changes in the ACL as a provision for (or reversal of) credit loss expense. Losses are charged against the allowance when management believes the uncollectibility of an available-for-sale debt security is confirmed or when either of the criteria regarding intent or requirement to sell is met. Management has elected not to measure an ACL on accrued interest related to available-for-sale debt securities, as uncollectible accrued interest receivables are written off on a timely manner.

The ACL on held-to-maturity debt securities is based on an expected loss methodology referred to as current expected credit loss (“CECL”) methodology by major security type. Any expected credit loss is provided through the ACL on held-to-maturity debt securities and is deducted from the amortized cost basis of the security so the statement of financial condition reflects the net amount management expects to collect. For the ACL of held-to-maturity securities, management considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

Management has elected not to measure an ACL on accrued interest related to held-to-maturity debt securities, as uncollectible accrued interest receivables are written off on a timely manner.

Equity securities are carried at fair value, with changes in fair values reported in net income. Equity securities without readily determinable fair values are carried 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. Equity securities are included as a component of “prepaid expenses and other assets” in our consolidated balance sheets.

l. Loans Held-for-Sale -Mortgage loans originated and intended for sale in the secondary market are classified as loans held-for-sale and recorded at fair value. Most of these loans are sold with servicing rights retained. The changes in fair value of loans held-for-sale are measured and recorded in mortgage banking services. Loan origination fees are recorded in the period of origination.

m. Loans Receivable -Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff, are reported at the principal balance outstanding, net of purchase premiums and discounts, deferred loan fees and costs, fair value hedge accounting adjustments, and an allowance for credit losses.

Interest on loans receivable is accrued and credited to income based upon the principal amount outstanding using primarily a simple interest calculation. Loan origination fees and related direct loan origination costs for a given loan are offset and only the net amount is deferred and amortized and recognized in interest income over the life of the loan using the interest method without anticipating prepayments. The accrual of interest income on loans is discontinued when, in management’s judgment, the interest is uncollectible in the normal course of business, and a loan is moved to nonaccrual status in accordance with the Bank’s policy, typically after 90 or 120 days of non-payment, as follows: interest income on consumer, commercial real estate and commercial and industrial loans is typically discontinued at the time the loan is 90 days delinquent unless the loan is well-secured and in the process of collection; interest income on residential real estate loans is typically discontinued at the time the loan is 120 days delinquent unless the loan is well-secured and in the process of collection. Consumer and credit card loans are typically charged off no later than 120 days past due. Past due status is based on the contractual terms of the loan. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest in full is considered doubtful. Nonaccrual loans and loans past due 90 days still on accrual are classified as nonperforming loans.

When discontinued, all unpaid interest is reversed. Interest is included in income after the date the loan is placed on nonaccrual status only after all principal has been paid or when the loan is returned to accrual status. The loan is returned to accrual status only when the borrower has brought all past-due principal and interest payments current and, in the opinion of management, has demonstrated the ability to make future payments of principal and interest as scheduled.

Acquired Loans – Loans acquired through a purchase or a business combination are recorded at their fair value as of the acquisition date. Management performs an assessment of acquired loans to first determine if such loans have experienced a more than insignificant deterioration in credit quality since their origination and thus should be classified and accounted for as purchased credit deteriorated (“PCD”) loans. For loans that have not experienced a more than insignificant deterioration in credit quality since origination, referred to as non-PCD loans, management records such loans at fair value, with any resulting discount or premium accreted or amortized into interest income over the remaining life of the loan using the interest method. Additionally, upon the purchase or acquisition of non-PCD loans, management measures and records an ACL based on the Bank’s methodology for determining the ACL. The ACL for non-PCD loans is recorded through a charge to the provision for credit losses in the period in which the loans are purchased or acquired.

Acquired loans that are classified as PCD are recognized at fair value, which includes any premiums or discounts resulting from the difference between the initial amortized cost basis and the par value. Premiums and non-credit loss related discounts are amortized or accreted into interest income over the remaining life of the loan using the interest method. Unlike non-PCD loans, the initial ACL for PCD loans is established through an adjustment to the acquired loan balance and not through a charge to the provision for credit losses in the period in which the loans are acquired. At acquisition, the ACL for PCD loans, which represents the fair value credit discount, is determined using a discounted cash flow method that considers the probability of default and loss-given default used in the Bank’s ACL methodology. Characteristics of PCD loans include the following: delinquency, payment history since origination, credit scores migration and/or other factors the Bank may become aware of through its initial analysis of acquired loans that may indicate there has been a more than insignificant deterioration in credit quality since a loan’s origination.

Subsequent to acquisition, the ACL for both non-PCD and PCD loans is determined pursuant to the Bank ACL methodology in the same manner as all other loans.

n. Allowance for Credit Losses -The ACL for loans held for investment is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on loans. Loans are charged-off against the allowance when management confirms the loan balance is uncollectible.

Management estimates the allowance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Internal and industry historical credit loss experience is a significant input for the estimation of expected credit losses. Additionally, management’s assessment involves evaluating key factors, which include credit and macroeconomic indicators, such as changes in economic growth levels, unemployment rates, property values, and other relevant factors, to account for current and forecasted market conditions that are likely to cause estimated credit losses over the life of the loans to differ from historical credit losses. Expected credit losses are generally estimated over the contractual term of the loans, adjusted by prepayments when appropriate.

Management estimates the ACL primarily based on a probability of default (“PD”), loss-given default (“LGD”), and exposure at default (“EAD”) modeled approach, or individually for collateral dependent loans. Management evaluates the need for changes to the ACL by portfolio segments and classes of loans within certain of those portfolio segments. Factors such as the credit risk inherent in a portfolio and how management monitors the related quality, as well as the estimation approach to estimate credit losses, are considered in the determination of such portfolio segments and classes. The Bank believes it has a diversified portfolio across a variety of industries, and the portfolio is generally centered in the states in which the Bank has offices. Management has identified the following portfolio segments:

Commercial and industrial loans include commercial and industrial loans to commercial customers for use in normal business operations to finance working capital needs, equipment and inventory purchases, and other expansion projects. These loans are made primarily in the Bank’s market areas, are underwritten on the basis of the borrower’s ability to service the debt from revenue, and extended under the Bank’s normal credit standards, controls, and monitoring systems. Collateral is often represented by liens on accounts receivable, inventory, equipment, and other forms of general non-real estate business assets. The Bank often obtains some form of credit enhancement through a personal guaranty of the borrower, principals and/or others. The global cash flow capability of commercial and industrial loan customers is generally evaluated both at underwriting and during the life of the loan. Commercial and industrial loans may involve increased risk due to the expectation that repayments for such loans generally come from the operation of the business activity and those operations may be unsuccessful. A disruption in the operating cash flows from a business, sometimes influenced by events not under the control of the borrower such as changing business environment, changes in regulations and political climate, rising interest rates, unexpected natural events, or competition could also impact the borrower’s capacity to repay the loan. Assets collateralizing commercial and industrial loans may also decline in value more quickly than anticipated. Commercial and industrial loans require increased underwriting and monitoring to offset these risks, for which the Bank’s systems have been designed to provide.

Commercial real estate loans include owner occupied and non-owner occupied commercial real estate mortgage loans to operating commercial and agricultural businesses, and include both loans for long-term financing of land and buildings and loans made for the initial development or construction of a commercial real estate project.

Residential real estate loans represent loans to consumers collateralized by a mortgage on a residence and include purchase money, refinancing, secondary mortgages, and home equity loans and lines of credit.

Public finance loans include loans to our charter school and municipal based customers.

Consumer loans include direct consumer installment loans, credit card accounts, overdrafts and other revolving loans.

Other loans consist of loans to nondepository financial institutions, lease financing receivables and loans for agricultural production.

The ACL is measured using a PD/LGD with EAD model that is calculated based on the product of a cumulative PD and LGD. PD and LGD estimates are assigned based upon the periodic completion of credit risk scorecards. Remaining EAD is derived based on inherent loan characteristics and like-kind loan prepayment trends. Under this approach, management calculates losses for each loan for all future periods using the PD and LGD rates derived from the term structure curves applied to the estimated remaining balance of the loans.

For the ACL determination of all portfolios, the expectations for relevant macroeconomic variables consider an initial reasonable and supportable period of four years and a reversion period of one year, utilizing a straight-line approach and reverting back to the historical loss rates.

Management periodically considers the need to make qualitative adjustments to the ACL. Qualitative adjustments may be related to and include, but not be limited to factors such as the following: (i) management’s assessment of economic forecasts used in the model and how those forecasts align with management’s overall evaluation of current and expected economic conditions; (ii) organization specific risks such as credit concentrations, collateral specific risks, nature and size of the portfolio and external factors that may ultimately impact credit quality, and (iii) other limitations associated with factors such as changes in underwriting and loan resolution strategies, among others.

Loans that do not share similar risk characteristics with the collectively evaluated pools are evaluated on an individual basis and are excluded from the collectively evaluated pools. Such loans are evaluated for credit losses based on either discounted cash flows or the fair value of collateral. When management determines that foreclosure is probable, expected credit losses are based on the fair value of the collateral, less selling costs. For loans for which foreclosure is not probable, but for which repayment is expected to be provided substantially through the operation or sale of the collateral, management has elected the practical expedient under ASC 326 to estimate expected credit losses based on the fair value of the collateral, with selling costs considered in the event sale of the collateral is expected.

Management has elected not to measure an ACL on accrued interest related to held for investment loans, as uncollectible accrued interest receivables are written off in a timely manner.

Loan credit quality and the adequacy of the allowance are also subject to periodic examination by regulatory agencies. Such agencies may require adjustments to the allowance based upon their judgments about information available at the time of their examination.

Management estimates expected credit losses over the contractual period in which the Bank is exposed to credit risk via a contractual obligation to extend credit unless the obligation is unconditionally cancellable by the Bank. The ACL on off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes the consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life.

o. Mortgage Servicing Rights (MSRs) -MSRs arise from contractual agreements between us and investors in mortgage loans. Pursuant to ASC Topic 860-50, Servicing Assets and Liabilities, we record MSR assets when we sell loans on a servicing-retained basis, at the time of a securitization that qualifies and meets requirements for sale accounting or through the acquisition or assumption of the right to service a financial asset. Under these contracts, we perform loan servicing functions in exchange for fees and other remuneration.

Our MSRs are initially recorded and subsequently measured at fair value. The fair value of the MSRs is based upon the present value of the expected future net cash flows related to servicing these loans. We receive a base servicing fee, generally ranging from 0.25% to 0.50% annually on the remaining outstanding principal balances of the loans. The servicing fees are collected from investors. We determine the fair value of the MSRs by the use of a discounted cash flow model that incorporates prepayment speeds, delinquencies, discount rate, ancillary revenues and other assumptions (including costs to service) that management believes are consistent with the assumptions other market participants use in valuing MSRs. The nature of the loans underlying the MSRs affects the assumptions used in the cash flow models. We obtain third-party valuations quarterly to assess the reasonableness of the fair value calculated by the cash flow model. Changes in the fair value of MSRs are charged or credited tomortgage banking services, net.

As a part of our mortgage servicing responsibilities, we advance funds when the borrower fails to meet contractual payments (e.g., principal, interest, property taxes, and insurance). We also advance funds to maintain, report, and market foreclosed real estate properties on behalf of investors. These advances are collectively known as servicer related advances. Such advances are recovered from borrowers for reinstated and performing loans and from investors for foreclosed loans. We record an ACL on outstanding servicer advances when we determine that based on all available information, that a credit loss is expected, and that all contractual amounts due will not be recovered. There wasno ACL on outstanding servicer advances as of December 31, 2025 and 2024, respectively.

p. Premises and Equipment -Land is carried at cost. Premises and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization is computed on the straight-line or declining balance method depending upon the type of asset with useful lives ranging fromone to 39 years. Depreciation and amortization expense has been included in occupancy and equipment expense in the accompanying consolidated statements of income and comprehensive income.

Maintenance and repair costs are charged to expense as incurred. Major betterments are considered individually and are capitalized or expensed depending on facts and circumstances.

q. Other Real Estate Owned and Foreclosed Assets -Assets acquired through, or in lieu of, foreclosure or repossession or otherwise are being held for disposal or to be sold are adjusted upon transfer to fair value less estimated costs to sell, establishing a new cost basis. Physical possession of residential real estate property collateralizing a consumer mortgage 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. Subsequent to foreclosure/repossession, management periodically performs valuations, and an allowance for losses is established by a charge against earnings if the carrying value of a property exceeds the fair value less estimated costs to sell. Revenue and expenses from operation and changes in the valuation allowance are included in other noninterest expense on the consolidated statements of income and comprehensive income.

r. Bank-owned Life Insurance (BOLI) -We have purchased life insurance policies on certain key current and former executives as a method to offset the cost of employee benefit plans. We record BOLI at the estimated contractual amount that would be realized if the life insurance policy is surrendered prior to maturity or death of the insured, which is the cash surrender value adjusted for other charges and amounts due that are probable at settlement. Changes in the net cash surrender value of the policies, as well as insurance proceeds received, are recorded in noninterest income and are not subject to income taxes.

s. Restricted Equity Securities -Restricted equity securities consist of capital stock of the Federal Home Loan Bank of Dallas (FHLB) and the Federal Reserve Bank of Dallas (FRB). Such stock is not readily marketable, and accordingly, is carried at cost. Members of the FHLB are required to own a certain amount of stock based on the level of borrowings and other factors. As a national banking association, the Bank is required to own stock of its regional FRB. FRB and FHLB stock are periodically evaluated for impairment based on ultimate recovery of par value. Both cash and stock dividends are reported as income.

Restricted equity securities consisted of the following:

20252024
Federal Home Loan Bank stock$7,510$11,739
Federal Reserve Bank stock17,26517,178
Total restricted equity securities$24,775$28,917

t. Goodwill -The excess purchase price of acquired businesses over the fair value of identifiable assets acquired and liabilities assumed is recognized as goodwill. Goodwill is evaluated for impairment on an annual basis, or more frequently if events and circumstances exist that indicate that a goodwill impairment test should be performed. Our evaluation may consist of performing a qualitative assessment of impairment to determine whether any further quantitative testing for impairment is necessary. Factors considered in the qualitative assessment include general economic conditions, conditions of the industry and markets in which we operate, regulatory developments, cost factors, and our overall financial performance. We performed our most recent annual goodwill impairment test as of December 31, 2025 and concluded that no impairment existed. No impairment losses have been recognized during the years ended December 31, 2025, 2024 and 2023.

u. Core Deposits and Other Intangible Assets -Core deposits related to the depositor relationship of customers acquired from our business combinations are recognized in the value of core deposits. Our core deposits were valued based on the expected future benefit or earnings capacity attributable to the acquired deposits. These assets have been assigned 10 year lives from the date of acquisition. Other intangible assets include the First National 1870 trade name. The trade name provides a source of market recognition to attract potential clients/relationships and retain existing customers. Management has indicated that portions of the business will utilize the First National 1870 trade name into perpetuity; therefore, this trade name has been classified as an indefinite-lived asset. In December 2024, a decision was made to discontinue the use of the Guardian Mortgage tradename (see Note 6 - Core Deposits and Other Intangible Assets). We also have acquired certain customer relationships relating to wealth management. These customer relationships have been assigned amortization periods of 10 to 16 years.

v. Impairment of Long-lived Assets -Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. When events or changes in circumstances indicate an asset may not be recoverable, we estimate the future cash flows expected to result from the use of the asset. If impairment is indicated, an adjustment is made to reduce the carrying amount based on the difference between the future cash flows expected and the carrying amount of the asset. During the year ended December 31, 2025, 2024 and 2023 there wasno impairment of long-lived assets, respectively.

w. Transfers of Financial Assets -Transfers of financial assets are accounted for as sales when control over the assets has been relinquished. Control over transferred assets is deemed to be surrendered when the assets have been isolated from the Company, the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity.

x. Loan Commitments and Related Financial Instruments -Financial instruments include off-balance sheet credit instruments, such as commitments to make loans, commercial letters of credit, and standby letters of credit, issued to meet customer financing needs. The face amount for these items represents the exposure to loss, before considering customer collateral or ability to repay. Such financial instruments are recorded when they are funded.

y. Derivative Instruments and Hedging Activities -Derivatives and Hedging (ASC Topic 815), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain our objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments.

As required by ASC Topic 815, we record all derivatives on the consolidated balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain of our risks, even though hedge accounting does not apply or we do not elect to apply hedge accounting. We do not have any cash flow or foreign currency hedges.

In accordance with the fair value measurement guidance in ASU Topic 2011-04, Fair Value Measurement (Topic 820), we made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.

Risk Management Objective of Using Derivatives

Banking Activities - We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage our exposures to a wide variety of business and operational risks through management of our core business activities. We manage economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of our assets and liabilities and the use of derivative financial instruments. Specifically, we enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing, and duration of our known or expected cash receipts and our known or expected cash payments principally related to our loan portfolio. The initial and subsequent changes in value, as well as the offsetting gain or loss of banking derivative financial instruments that qualify as fair value hedges, and any fee income generated are recorded as a component of interest and fee income on loans in our consolidated statements of income and comprehensive income.

Mortgage Banking Activities - Our mortgage bankers enter into interest rate lock commitments (IRLC) with prospective borrowers. An IRLC represents an agreement to purchase loans from a third-party originator or an agreement to extend credit to a mortgage applicant, whereby the interest rate is set prior to funding. The loan commitment binds us (subject to the loan approval process) to fund the loan at the specified rate, regardless of whether interest rates have changed between the commitment date and the loan funding date. Outstanding interest rate lock commitments are subject to interest rate risk and related price risk during the period from the date of the commitment through the loan funding date or expiration date. The borrower is not obligated to obtain the loan; thus, we are subject to fallout risk related to IRLCs, which is realized if approved borrowers choose not to close on the loans within the terms of the IRLC. Our interest rate exposure on these derivative loan commitments is hedged with forward sales of mortgage-based securities as described below. Our IRLCs are carried at fair value in accordance with ASC Topic 815, and recorded at fair value in prepaid expenses and other assets on our consolidated balance sheets. ASC Topic 815 clarifies that the expected net future cash flows related to the associated servicing of a loan should be included in the measurement of all written loan commitments that are accounted for at fair value through earnings. The estimated fair values of IRLCs are based on the fair value of the related mortgage loans which is based upon observable market data. The initial and subsequent changes in value of IRLCs are recorded as a component of mortgage banking services, net, in our consolidated statements of income and comprehensive income.

We actively manage the risk profiles of our IRLCs and mortgage loans held-for-sale on a daily basis. To manage the price risk associated with IRLCs, we enter into forward sales of mortgage-backed securities (MBS) in an amount equal to the portion of the IRLC expected to close, assuming no change in mortgage interest rates. In addition, to manage the interest rate risk associated with mortgage loans held-for-sale, we enter into forward sales of MBS to deliver mortgage loans to third-party investors. The estimated fair values of forward sales of MBS and forward sales commitments are based on exchange prices or the dealer market price. The initial and subsequent changes in value on forward sales of MBS and forward sales commitments are a component of mortgage banking services, net, in our consolidated statements of income and comprehensive income.

We also occasionally enter into contracts with other mortgage bankers to purchase residential mortgage loans at a future date, which we refer to as Loan Purchase Commitments (LPCs). LPCs are accounted for as derivatives under ASC Topic 815 and recorded at fair value in prepaid expenses and other assets on our consolidated balance sheets. Subsequent changes in LPCs are recorded as a charge or credit to mortgage banking services, net, in our consolidated statements of income and comprehensive income.

We utilize derivative instruments to help manage the fair value changes in our MSRs. These derivative instruments are intended to economically hedge certain risks related to our MSRs. As such, these derivative instruments are not designated as accounting hedges. These derivatives may include To Be Announced (TBA) MBS, interest rate swaps, and options contracts and are valued based on quoted prices for similar assets in an active market with inputs that are observable. These derivative products are accounted for and recorded at fair value in prepaid expenses and other assets or accrued expenses and other liabilities on our consolidated balance sheets. Subsequent changes are recorded to mortgage banking services, net, in our consolidated statements of income and comprehensive income.

z. Lease Commitments -We determine if an arrangement is a lease or contains a lease at inception. Leases result in the recognition of right of use (“ROU”) assets and lease liabilities on our consolidated balance sheets. ROU assets represent the right to use an underlying asset for the lease term and are included in prepaid expenses and other assets in our consolidated balance sheets. Lease liabilities represent the obligation to make lease payments arising from the lease, measured on a discounted basis, and are included in accrued expenses and other liabilities in our consolidated balance sheets. We determine lease classification as operating or finance at the lease commencement date.

At lease inception, the lease liability is measured at the present value of the lease payments over the lease term. The ROU asset equals the lease liability adjusted for any initial direct costs, prepaid or deferred rent, and lease incentives. We use the implicit rate when readily determinable, however, as most of the leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date, which is based on our collateralized borrowing capabilities over a similar term as the related lease payments.

The lease term may include options to extend or to terminate the lease that we are reasonably certain to exercise. Lease expense is generally recognized on a straight-line basis over the lease term.

We have elected not to record leases with an initial term of 12 months or less on our consolidated balance sheets. Lease expense on such leases is recognized on a straight-line basis over the lease term. Further information is presented in Note 23 - Lease Commitments.

aa. Revenue Recognition -Noninterest income within the scope of ASC Topic 606, Revenue From Contracts With Customers is recognized by us when performance obligations, under the terms of the contract, are satisfied. This income is measured as the amount of consideration expected to be received in exchange for the providing of services. The majority of our applicable noninterest income continues to be recognized at the time when services are provided to our customers. Further information is presented in Note 24 - Revenue from Contracts with Customers.

ab. Advertising -Advertising costs are expensed as incurred and recorded within other noninterest expense.

ac. Earnings Per Share -Basic earnings per share is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during each period, excluding outstanding participating securities. Participating securities include unexercised stock options, non-vested restricted stock awards/share units with a service condition and non-vested performance share units, including market-based awards. Diluted earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding determined for basic earnings per share plus the dilutive effect of stock compensation using the treasury stock method.

ad. Share-Based Compensation -Compensation cost is recognized for stock options, non-vested restricted stock awards/stock units, performance share units, and market-based awards issued to employees and directors, based on the fair value of these awards at the date of the grant. A Black-Scholes model is utilized to estimate the fair value of stock options. The fair value of non-vested stock awards/stock units and performance share units is generally the market price of our stock on the date of grant. A Monte Carlo simulation is utilized to estimate the fair value of market-based awards. The Monte Carlo simulation model is built on certain assumption including our stock volatility. We cannot predict the prices at which our common stock will trade in the future.

Compensation cost is recognized over the required service period, generally defined as the vesting period. For awards with graded vesting, compensation cost is recognized on a straight-line basis over the requisite service period for the entire award. Compensation cost related to awards with market conditions are recognized regardless of whether the market condition is satisfied and is not reversed provided that the requisite service period has been completed. We recognize forfeitures as they occur.

ae. Retirement Plan -We have an employee savings plan and trust (the Plan) which qualifies under Section 401(k) of the Internal Revenue Service Code. The Bank’s Trust and Wealth Management department is the Trustee. Substantially all of our full-time employees are eligible to participate in the Plan. Eligible employees may contribute up to 100% of their compensation subject to certain limits based on federal tax laws. Additional contributions are allowed per the Internal Revenue Service Code for participants who have attained age 50 before the end of the Plan year. We make a matching contribution for each eligible participant equal to 100% of the participant’s elective deferrals which does not exceed 6% of the participant’s compensation. Participants are immediately vested in the matching contribution. Matching contributions to the Plan charged to salary and employee benefits amounted to $6.5 million, $6.0 million and $5.3 million in 2025, 2024 and 2023, respectively.

af. Income Taxes -The Company files a consolidated federal income tax return. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards; deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred tax assets and liabilities for subsequent changes in tax rates are recognized in income in the period that includes the tax rate changes.

We recognize the financial effects of a tax position only when we believe it can “more likely than not” support the position upon a tax examination by the relevant taxing authority, with a tax examination being presumed to occur. We are no longer subject to examination by taxing authorities for years before 2022. The Company recognizes interest and/or penalties related to income tax matters in income tax expense.

ag. Comprehensive income -Comprehensive income consists of net income and other comprehensive income. Other comprehensive income includes unrealized gains and losses on securities available-for-sale, which are recognized as a separate component of equity.

ah. Loss Contingencies -Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there are such matters that will have a material effect on these consolidated financial statements.

In addition, we generally sell loans to investors without recourse; therefore, the investors have assumed the risk of loss or default by the borrower. However, we are usually required by these investors to make certain standard representations and warranties relating to credit information, loan documentation, and collateral. To the extent that we do not comply with such representations, or there are early payment defaults, we may be required to repurchase the loans or indemnify these investors for any losses from borrower defaults. In addition, if loans pay off within a specified time frame, we may be required to refund a portion of the sales proceeds to the investors. We have established reserves for potential losses related to these representations and warranties which is recorded within accrued expenses and other liabilities. In assessing the adequacy of the reserve, we evaluate various factors including actual write-offs during the period, historical loss experience, known delinquent and other problem loans, and economic trends and conditions in the industry. Further information is presented in Note 22 - Commitments and Contingencies.

ai. Equity -Treasury stock, if any, is carried at cost.

Dividend Restriction - Banking regulations require maintaining certain capital levels and may limit the dividends paid by the Bank to the Parent Company or by the Parent Company to stockholders.

aj. Recent Accounting Pronouncements Not Yet Adopted -ASU No. 2024-03,“Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” ASU 2024-03 requires disaggregated disclosure of income statement expenses for public business entities. ASU 2024-03 requires new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, employee compensation, depreciation, and intangible asset amortization. Additionally, entities must disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. ASU 2024-03 will be effective for us, on a prospective basis, for annual periods beginning in 2027, and interim periods within fiscal years beginning in 2028, though early adoption and retrospective application is permitted. ASU 2024-03 is not expected to have a significant impact on our financial statements.

ASU No. 2025-05,“Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets.” ASU 2025-05 provides all entities, when developing reasonable and supportable forecasts as part of estimating expected credit losses on current accounts receivable and/or current contract assets arising from transactions under ASC Topic 606 - Revenue from Contracts with Customers, a practical expedient whereby entities can assume that current conditions as of the balance sheet date do not change for the remaining life of the asset. ASU 2025-05 will be effective in 2026 and is not expected to have a significant impact on our financial statements.

ASU No. 2025-06,“Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” ASU 2025-06 simplifies and modernizes the accounting for internal-use software by removing prescriptive project stage guidance and introducing a new capitalization threshold. Under the revised standard, software development costs are capitalized when management authorizes and commits funding for the project and it is probable the software will be completed and used as intended. ASU 2025-05 will be effective in 2028 and is not expected to have a significant impact on our financial statements.

ASU 2025‑08,“Financial Instruments - Credit Losses (Topic 326): Purchased Loans.” ASU 2025-08 expands the scope of the “gross‑up” method, formerly applicable only to purchased credit‑deteriorated (“PCD”) assets, to include acquired non‑PCD loans that meet certain criteria, now referred to as “purchased seasoned loans” (PSLs). Under this model, an allowance for expected credit losses is recognized at acquisition, offsetting the loan’s amortized cost basis, thereby eliminating the day-one credit‑loss expense previously required for non‑PCD assets. PSLs are defined as non‑PCD loans acquired either (i) through a business combination, or (ii) purchased more than 90 days after origination when the acquirer was not involved in origination. ASU 2025-08 will be effective for us, on a prospective basis for loans acquired on or after the adoption date, for interim and annual reporting periods beginning in 2027, though early adoption is permitted. ASU 2025-08 is not expected to have a significant impact on our financial statements and we plan to early adopt on January 1, 2026.

ASU 2025‑09,“Derivatives and Hedging (Topic 815): Hedge Accounting Improvements.” ASU 2025-09 amends ASC 815 to align hedge accounting more closely with an entity’s economic risk management practices. Key amendments include (i) to allow designating a variable price component of a nonfinancial forecasted purchase or sale as the hedged risk, (ii) to allow grouping individual forecasted transactions with similar (not identical) risk exposures, (iii) a new model for hedging forecasted interest on variable-rate debt, enabling changes in index or tenor without dedesignation, subject to simplifying assumptions, and (iv) additional clarifications related to hedge accounting of nonfinancial components, net written options, and dual-hedge strategies. ASU 2025-09 will be effective for us beginning in 2027, though early adoption is permitted. ASU 2025-09 is not expected to have a significant impact on our financial statements.

ASU 2025‑11,“Interim Reporting (Topic 270): Narrow‑Scope Improvements.” ASU 2025-11 clarifies and enhances guidance under ASC 270 on interim financial reporting by (i) clarifying the scope of ASC 270 such that it now explicitly applies only to entities that issue complete interim financial statements and related notes under U.S. GAAP, (ii) establishing clear guidance on the form of interim statements and notes, incorporating a comprehensive list of required interim disclosures drawn from across the ASC, and (iii) introducing a requirement to disclose material events and changes occurring after the end of the last annual period that could impact interim results. ASU 2025-11 will be effective for us for interim periods beginning in 2028, though early adoption is permitted. ASU 2025-11 is not expected to have a significant impact on our financial statements.

NOTE 2 -Securities

The amortized cost, gross unrealized gains and losses, and fair value of available-for-sale and held-to-maturity debt securities by type follows as of December 31,:

Amortized CostGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
Available-for-sale:
U.S. treasury$35,164$—$(1,894)$33,270
U.S. agency418—(6)412
Obligations of states and political subdivisions29,59067(1,584)28,073
Mortgage backed - residential107,113326(11,263)96,176
Collateralized mortgage obligations165,229—(14,432)150,797
Mortgage backed - commercial151,905951(8,863)143,993
Other debt15,755494—16,249
Total available-for-sale$505,174$1,838$(38,042)$468,970
Held-to-maturity:
Obligations of states and political subdivisions$25,890$—$(3,932)$21,958
Mortgage backed - residential5,4671(363)5,105
Collateralized mortgage obligations2,482—(99)2,383
Total held-to-maturity$33,839$1$(4,394)$29,446
Available-for-sale:
U.S. treasury$35,224$—$(3,494)$31,730
U.S. agency665—(9)656
Obligations of states and political subdivisions27,70931(2,041)25,699
Mortgage backed - residential111,038128(14,887)96,279
Collateralized mortgage obligations183,7183(19,374)164,347
Mortgage backed - commercial147,374357(12,904)134,827
Other debt15,122416—15,538
Total available-for-sale$520,850$935$(52,709)$469,076
Held-to-maturity:
Obligations of states and political subdivisions$25,713$—$(4,899)$20,814
Mortgage backed - residential6,3731(576)5,798
Collateralized mortgage obligations3,156—(205)2,951
Total held-to-maturity$35,242$1$(5,680)$29,563

There wasno allowance for credit losses related to our investment securities as of December 31, 2025 and 2024.

As of December 31, 2025 and 2024, there were no holdings of securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

Fair value and unrealized losses on debt securities by type and length of time in a continuous unrealized loss position without an allowance for credit losses were as follows as of December 31,:

Less than 12 months · 12 months or longer · Total
Estimated FairValueUnrealizedLossesEstimated FairValueUnrealizedLossesEstimated FairValueUnrealizedLossesNumberofSecurities
Available-for-sale:
U.S. treasury$—$—$33,270$(1,894)$33,270$(1,894)4
U.S. agency——412(6)412(6)2
Obligations of states and political subdivisions——22,837(1,584)22,837(1,584)16
Mortgage backed - residential1,802(4)78,014(11,259)79,816(11,263)82
Collateralized mortgage obligations10,048(8)140,749(14,424)150,797(14,432)59
Mortgage backed - commercial2,885(19)108,983(8,844)111,868(8,863)24
Total available-for-sale$14,735$(31)$384,265$(38,011)$399,000$(38,042)187
Held-to-maturity:
Obligations of states and political subdivisions$—$—$21,631$(3,932)$21,631$(3,932)8
Mortgage backed - residential18—5,050(363)5,068(363)11
Collateralized mortgage obligations——2,383(99)2,383(99)5
Total held-to-maturity$18$—$29,064$(4,394)$29,082$(4,394)24
Less than 12 months · 12 months or longer · Total
Estimated FairValueUnrealizedLossesEstimated FairValueUnrealizedLossesEstimated FairValueUnrealizedLossesNumberofSecurities
Available-for-sale:
U.S. treasury$—$—$31,730$(3,494)$31,730$(3,494)4
U.S. agency——656(9)656(9)7
Obligations of states and political subdivisions——22,253(2,041)22,253(2,041)17
Mortgage backed - residential3,788(49)86,626(14,838)90,414(14,887)81
Collateralized mortgage obligations10,785(12)146,740(19,362)157,525(19,374)62
Mortgage backed - commercial1,705(51)112,801(12,853)114,506(12,904)23
Total available-for-sale$16,278$(112)$400,806$(52,597)$417,084$(52,709)194
Held-to-maturity:
Obligations of states and political subdivisions$329$—$20,485$(4,899)$20,814$(4,899)9
Mortgage backed - residential——5,703(576)5,703(576)10
Collateralized mortgage obligations——2,951(205)2,951(205)5
Total held-to-maturity$329$—$29,139$(5,680)$29,468$(5,680)24

We do not consider the unrealized losses to be credit-related, as these unrealized losses primarily relate to changes in interest rates and market spreads subsequent to purchase. We do not have plans to sell any of the available-for-sale debt securities with unrealized losses as of December 31, 2025, and we believe it is more likely than not that we would not be required to sell such available-for-sale debt securities before recovery of their amortized cost.

We continue to monitor unrealized loss positions for potential credit impairments. During the years ended December 31, 2025, 2024 and 2023, there were no credit impairments related to our investment securities.

The amortized cost and fair value of our debt securities by contractual maturity as of December 31, 2025 are summarized in the following table. Maturities are based on the final contractual payment dates and do not reflect the impact of prepayments or earlier redemptions that may occur.

AmortizedCostEstimatedFairValue
Available-for-sale:
Due within 1 year$368$367
Due after 1 year through 5 years112,491109,812
Due after 5 years through 10 years124,204116,650
Due after 10 years268,111242,141
Total available-for-sale$505,174$468,970
Held-to-maturity:
Due within 1 year$696$692
Due after 1 year through 5 years360361
Due after 5 years through 10 years3,3343,164
Due after 10 years29,44925,229
Total held-to-maturity$33,839$29,446

Securities with a carrying value of $361,877 and $460,387 were pledged to secure public deposits, securities sold under agreements to repurchase and borrowed funds at December 31, 2025 and 2024, respectively.

There were proceeds from sales and calls of securities of $1,895 for the year ended December 31, 2025. There wereno proceeds from sales and calls of securities the years ended December 31, 2024 and 2023. For the years ended December 31, 2025, 2024 and 2023 there wereno gross investment gains or losses resulting from the sale of securities.

NOTE 3 -Loans

Loans held-for-investment by portfolio type consist of the following as of December 31,:

20252024
Commercial and industrial$2,937,867$2,627,591
Commercial real estate:
Non-owner occupied742,002752,628
Owner occupied700,774700,867
Construction and land268,652362,677
Multifamily210,36894,355
Total commercial real estate1,921,7961,910,527
Residential real estate1,221,0861,180,610
Public finance501,582554,784
Consumer32,65141,144
Other58,19861,701
Total loans$6,673,180$6,376,357
Allowance for credit losses(85,016)(88,221)
Loans, net of allowance for credit losses$6,588,164$6,288,136

As of December 31, 2025 and 2024, we had net deferred fees, costs, premiums and discounts of $13,538 and $10,222, respectively, on our loan portfolio.

Accrued interest receivable on loans totaled $30,031 and $29,971 at December 31, 2025 and 2024, respectively, and is included inaccrued interest receivable in the accompanying consolidated balance sheets.

The following table presents the activity in the allowance for credit losses by portfolio type for the years ended December 31,:

Commercial and IndustrialCommercialRealEstateResidentialRealEstatePublicFinanceConsumerOtherTotal
Allowance for credit losses:
Balance, beginning of year$38,489$28,323$15,450$4,750$750$459$88,221
Provision for (benefit from) credit losses29,772(3,926)(2,127)1142131,00425,050
Loans charged-off(25,800)—(74)(1,922)(447)(743)(28,986)
Recoveries4411174—205—731
Balance, end of year$42,902$24,408$13,323$2,942$721$720$85,016
Allowance for credit losses:
Balance, beginning of year$29,830$27,546$16,345$5,337$717$623$80,398
Provision for (benefit from) credit losses28,2211,243(865)(587)352(164)28,200
Loans charged-off(20,743)(475)(38)—(438)—(21,694)
Recoveries1,18198—119—1,317
Balance, end of year$38,489$28,323$15,450$4,750$750$459$88,221
Allowance for credit losses:
Balance, beginning of year$40,908$19,743$2,963$1,664$351$288$65,917
Impact of adopting ASC 326(13,583)3,86710,2563,8902495775,256
Provision for (benefit from) credit losses10,6294,0072,457(217)401(242)17,035
Loans charged-off(9,242)(83)(13)—(334)—(9,672)
Recoveries1,11812682—50—1,862
Balance, end of year$29,830$27,546$16,345$5,337$717$623$80,398

We determine the allowance for credit losses estimate on at least a quarterly basis.

As of December 31, 2025 and 2024, we had an allowance for credit losses on unfunded commitments of $1,209 and $1,659, respectively. For the years ended December 31, 2025, 2024 and 2023, we recorded a provision (benefit) for credit losses on unfunded commitments of $(450), $(650) and $1,212, respectively.

The following table presents our loan portfolio aging analysis as of December 31,:

LoansNotPast DueLoans30-59 DaysPast DueLoans60-89 DaysPast DueLoans Greaterthan 90 DaysPast Due,Still AccruingNonaccrualTotal
Commercial and industrial$2,890,507$8,149$5,501$—$33,710$2,937,867
Commercial real estate:
Non-owner occupied723,93013,891——4,181742,002
Owner occupied699,342414——1,018700,774
Construction and land264,238—4,414——268,652
Multifamily210,368————210,368
Total commercial real estate1,897,87814,3054,414—5,1991,921,796
Residential real estate1,177,99916,6574,61469021,1261,221,086
Public Finance501,582————501,582
Consumer32,528707—4632,651
Other50,2447,954———58,198
Total loans$6,550,738$47,135$14,536$690$60,081$6,673,180
Commercial and industrial$2,592,274$6,331$672$—$28,314$2,627,591
Commercial real estate:
Non-owner occupied748,004274——4,350752,628
Owner occupied695,7331,856——3,278700,867
Construction and land362,677————362,677
Multifamily92,681———1,67494,355
Total commercial real estate1,899,0952,130——9,3021,910,527
Residential real estate1,140,19317,0653,1171520,2201,180,610
Public Finance547,558———7,226554,784
Consumer41,04436——6441,144
Other50,2487,1563881,5182,39161,701
Total loans$6,270,412$32,718$4,177$1,533$67,517$6,376,357

Interest income recorded on nonperforming loans was not material for the years ended December 31, 2025, 2024 and 2023.

Credit risk monitoring and management is a continuous process to manage the quality of the loan portfolio. We segment loans into risk categories based on relevant borrower risk profile information, including the ability to service their debt based on current financial information, historical payment experience, credit documentation, public information and current economic trends among other factors. The risk rating system is used as a tool to analyze and monitor movements in loan portfolio quality.

Risk ratings meeting an internally specified exposure threshold are updated annually, or more frequently upon the occurrence of a circumstance that affects the credit risk of the loan. We use the following definitions for risk ratings:

Pass – Loans classified as Pass have a well-defined primary source of repayment, an acceptable financial position profile (including capitalization), profitability and minimal operating risk.

Pass/Watch – Pass/Watch loans require close attention by bank management and enhanced monitoring due to quantitative or qualitative concerns linked to adverse trends or near-term uncertainty. A covenant default or other type of requirement shortfall may have arisen subsequent to a loan's booking or borrower now shows signs of weakness in the overall base of confirmable financial resources available to repay the loan. However, overall financial capacity & performance are considered sufficient to support an expectation of continued payment performance and / or mitigating factors exist that are expected to limit the risk of near-term default and loss.

Special Mention – Special Mention loans have identified potential weaknesses that are of sufficient materiality to require management’s (persistent) close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or in the bank's credit position under normal business operations. Special Mention loans contain greater than acceptable risk to warrant increases in credit exposure and are thus considered “criticized”, non-pass rated credits. They may contain weaknesses (that have arisen due to deteriorating conditions since origination) and / or underwriting exceptions that are not currently offset by mitigating factors. However, these weaknesses, while sufficient to constitute significantly elevated credit risk, are not sufficient to support a conclusion that the liquidation of the debt is in significant jeopardy.

Substandard - Accruing – Substandard - Accruing loans are inadequately protected by the current sound net worth and paying capacity of the obligor(s). Loans classified as Substandard - Accruing possess one or more well-defined weaknesses that are expected to jeopardize their liquidation, but the weaknesses have not progressed to a point where recent late payments on the loan have become more than 90 days past due. These loans are characterized by the distinct possibility that the bank may sustain up to a moderate but not significant level of loss if such weaknesses are not corrected. Losses for Substandard - Accruing loans are moderated by the lower likelihood of ultimate default and the existence of relatively favorable secondary repayment protection.

Substandard - Nonaccrual – Substandard - Nonaccrual loans are inadequately protected by the current sound net worth and paying capacity of the obligor or the collateral pledged, if any. Loans classified as Substandard - Nonaccrual possess material, well-defined weaknesses that are expected to jeopardize their liquidation and have progressed to a point where consistently late payments on the loan have become more than 90 or more days past due. These loans are characterized by the distinct possibility that the bank may sustain a material level of loss if such weaknesses are not corrected. Losses for Substandard - Nonaccrual loans are prone to being elevated based on the strong likelihood of the loan remaining in payment default and an undesirable level of secondary repayment protection. These loans are considered “nonperforming”.

Doubtful – Loans classified as Doubtful possess all of the weaknesses inherent in loans classified as Substandard - Nonaccrual with the added characteristic that the weaknesses make collection or liquidation in full highly questionable or improbable based on currently existing facts, conditions and values. A high probability of substantial loss or possible total loss exists. Loans rated as doubtful are not rated as loss because certain events may occur that could salvage at least a portion of the debt. These events include injections of capital, additions of pledged collateral or possible mezzanine debt refinancing options. However, without the occurrence of such events, total loss may be possible. No definite repayment schedule exists for these loans. The Doubtful grade is a temporary grade. If a near term recovery of a portion of the loan balance is indeterminable or unlikely to occur, the remaining balance of the loan should be written off and possible future recoveries may partially offset the full write-off of the loan. These loans are considered “nonperforming”.

Loss – Loans classified as Loss are defaulted loans with limited or immaterial recovery prospects. No loan that has not yet defaulted should be classified at this grade level. This rating level tends to be very short lived as the full balance of the loan tends to be fully written off nearly immediately after a change to this rating level. These loans are considered “nonperforming”.

The following table presents the amortized costs by segment of loans by risk category and origination date as of December 31, 2025 and gross charge-offs by origination date for the year ended December 31, 2025:

20252024202320222021PriorRevolving Loans Converted to TermRevolvingTotal
Commercial and industrial:
Pass$740,012$298,940$169,246$149,909$121,886$80,362$57,063$1,039,368$2,656,786
Pass/Watch2,21726,70711,60726,3161,0052,8682,1959,78282,697
Special Mention—13,94820,57023,2433,33829517,33014,44393,167
Substandard - Accruing1,522—24,8609,03113,5234,3875,57112,61371,507
Substandard - Nonaccrual———10,9501,4873,01116,65723732,342
Doubtful———959———4091,368
Total commercial and industrial$743,751$339,595$226,283$220,408$141,239$90,923$98,816$1,076,852$2,937,867
Gross charge-offs$—$983$1,765$16,676$83$1,846$2,973$1,474$25,800
Commercial real estate:
Non-owner occupied:
Pass$161,082$38,766$58,184$100,232$103,191$190,446$7,616$19,647$679,164
Pass/Watch———8,96428,9237,0231,75910,16256,831
Special Mention—————246——246
Substandard - Accruing———1,366—214——1,580
Substandard - Nonaccrual—————4,181——4,181
Total non-owner occupied$161,082$38,766$58,184$110,562$132,114$202,110$9,375$29,809$742,002
Gross charge-offs$—$—$—$—$—$—$—$—$—
Owner occupied:
Pass$101,496$88,319$70,010$37,308$77,652$207,336$34,639$5,351$622,111
Pass/Watch—935588,4035,27517,174——31,503
Special Mention—12,4652,0106,676—5,417——26,568
Substandard - Accruing——9,556—4419,577——19,574
Substandard - Nonaccrual—————1,018——1,018
Total owner occupied$101,496$100,877$82,134$52,387$83,368$240,522$34,639$5,351$700,774
Gross charge-offs$—$—$—$—$—$—$—$—$—
Construction & land:
Pass$32,191$46,025$59,674$48,126$6,319$7,779$19,081$10,372$229,567
Pass/Watch1,050905—3,246————5,201
Special Mention—1,7367,37524,773————33,884
Total construction & land$33,241$48,666$67,049$76,145$6,319$7,779$19,081$10,372$268,652
Gross charge-offs$—$—$—$—$—$—$—$—$—
Multifamily:
Pass$35,233$4,457$1,309$109,040$29,471$17,717$10,460$—$207,687
Pass/Watch—————878——878
Special Mention————1,803———1,803
Total multifamily$35,233$4,457$1,309$109,040$31,274$18,595$10,460$—$210,368
Gross charge-offs$—$—$—$—$—$—$—$—$—
20252024202320222021PriorRevolving Loans Converted to TermRevolvingTotal
Total commercial real estate:
Pass$330,002$177,567$189,177$294,706$216,633$423,278$71,796$35,370$1,738,529
Pass/Watch1,05099855820,61334,19825,0751,75910,16294,413
Special Mention—14,2019,38531,4491,8035,663——62,501
Substandard - Accruing——9,5561,3664419,791——21,154
Substandard - Nonaccrual—————5,199——5,199
Total commercial real estate:$331,052$192,766$208,676$348,134$253,075$469,006$73,555$45,532$1,921,796
Gross charge-offs$—$—$—$—$—$—$—$—$—
Residential real estate:
Pass$151,678$135,326$100,216$502,785$101,673$157,612$2,160$16,254$1,167,704
Pass/Watch4,2482,2632,5656,4675,8887,45054—28,935
Special Mention1,644431388626—183——3,272
Substandard - Accruing—————49——49
Substandard - Nonaccrual—56850512,5123787,0051332521,126
Total residential real estate$157,570$138,588$103,674$522,390$107,939$172,299$2,347$16,279$1,221,086
Gross charge-offs$—$—$—$—$—$74$—$—$74
Public Finance:
Pass$6,725$30,469$1,066$—$41,450$418,758$—$3,114$501,582
Total public finance$6,725$30,469$1,066$—$41,450$418,758$—$3,114$501,582
Gross charge-offs$—$—$—$—$—$1,922$—$—$1,922
Consumer:
Pass$2,469$2,121$767$759$2,930$9,535$150$13,026$31,757
Pass/Watch27—3510050861144848
Substandard - Nonaccrual————244——46
Total consumer$2,496$2,121$770$764$3,032$10,087$211$13,170$32,651
Gross charge-offs$—$8$17$58$42$197$1$124$447
Other:
Pass$11,659$4,945$—$7,321$9,128$6,545$—$14,924$54,522
Pass/Watch————672——3,0043,676
Total other$11,659$4,945$—$7,321$9,800$6,545$—$17,928$58,198
Gross charge-offs$—$—$—$—$—$743$—$—$743
Total loans:
Pass$1,242,545$649,368$460,472$955,480$493,700$1,096,090$131,169$1,122,056$6,150,880
Pass/Watch7,54229,96814,73353,40141,86335,9014,06923,092210,569
Special Mention1,64428,58030,34355,3185,1416,14117,33014,443158,940
Substandard - Accruing1,522—34,41610,39713,96414,2275,57112,61392,710
Substandard - Nonaccrual—56850523,4621,86715,25916,79026258,713
Doubtful———959———4091,368
Total loans$1,253,253$708,484$540,469$1,099,017$556,535$1,167,618$174,929$1,172,875$6,673,180
Gross charge-offs$—$991$1,782$16,734$125$4,782$2,974$1,598$28,986

The following table presents the amortized cost by segment of loans by risk category and origination date as of December 31, 2024 and gross charge-offs by origination date for the year ended December 31, 2024:

20242023202220212020PriorRevolving Loans Converted to TermRevolvingTotal
Commercial and industrial:
Pass$515,836$269,395$257,423$221,972$67,636$48,713$76,821$912,809$2,370,605
Pass/Watch1,46917,13129,92719,2004,3732,34332219,99494,759
Special Mention27713,79622,6303,7403456641,9013,77247,125
Substandard - Accruing9286,35927,24422,5432,8623,2366,33917,27786,788
Substandard - Nonaccrual—2,23512,6894,1002,8952,4591,5841,70727,669
Doubtful————415—230—645
Total commercial and industrial$518,510$308,916$349,913$271,555$78,526$57,415$87,197$955,559$2,627,591
Gross charge-offs$—$—$—$19,720$269$2$630$122$20,743
Commercial real estate:
Non-owner occupied:
Pass$40,289$62,077$101,213$125,983$137,151$190,617$7,919$20,030$685,279
Pass/Watch——1,30523,3438516,016—17,38648,901
Special Mention———5,953————5,953
Substandard - Accruing—2,711——5423,3991,493—8,145
Substandard - Nonaccrual—————4,350——4,350
Total non-owner occupied$40,289$64,788$102,518$155,279$138,544$204,382$9,412$37,416$752,628
Gross charge-offs$—$—$—$—$270$11$—$—$281
Owner occupied:
Pass$102,994$78,583$63,861$88,399$90,033$177,733$21,049$4,386$627,038
Pass/Watch—13,9338755,51519,2663,773——43,362
Special Mention——2,2684071,8706,836——11,381
Substandard - Accruing—577446—2,51612,269——15,808
Substandard - Nonaccrual———1,167—2,111——3,278
Total owner occupied$102,994$93,093$67,450$95,488$113,685$202,722$21,049$4,386$700,867
Gross charge-offs$—$—$—$—$—$194$—$—$194
Construction & land:
Pass$15,602$54,903$199,051$6,749$3,745$4,414$3,436$29,998$317,898
Pass/Watch——3,351——15——3,366
Special Mention——41,413—————41,413
Total construction & land$15,602$54,903$243,815$6,749$3,745$4,429$3,436$29,998$362,677
Gross charge-offs$—$—$—$—$—$—$—$—$—
Multifamily:
Pass$4,408$1,338$36,156$32,878$4,866$7,502$5,533$—$92,681
Substandard - Nonaccrual——1,674—————1,674
Total multifamily$4,408$1,338$37,830$32,878$4,866$7,502$5,533$—$94,355
Gross charge-offs$—$—$—$—$—$—$—$—$—
Total commercial real estate:
Pass$163,293$196,901$400,281$254,009$235,795$380,266$37,937$54,414$1,722,896
Pass/Watch—13,9335,53128,85820,1179,804—17,38695,629
Special Mention——43,6816,3601,8706,836——58,747
Substandard - Accruing—3,288446—3,05815,6681,493—23,953
Substandard - Nonaccrual——1,6741,167—6,461——9,302
Total commercial real estate:$163,293$214,122$451,613$290,394$260,840$419,035$39,430$71,800$1,910,527
Gross charge-offs$—$—$—$—$270$205$—$—$475
20242023202220212020PriorRevolving Loans Converted to TermRevolvingTotal
Residential real estate:
Pass$141,409$138,915$549,022$108,084$35,720$151,015$2,405$15,201$1,141,771
Pass/Watch—1,4054,7314,148906,1516299417,581
Special Mention——351——601——952
Substandard - Accruing—————86——86
Substandard - Nonaccrual210—10,6677272,2446,284592920,220
Total residential real estate$141,619$140,320$564,771$112,959$38,054$164,137$2,526$16,224$1,180,610
Gross charge-offs$—$—$—$—$—$38$—$—$38
Public Finance:
Pass$29,860$19,986$—$42,558$130,447$322,066$—$2,641$547,558
Substandard - Nonaccrual—————7,226——7,226
Total public finance$29,860$19,986$—$42,558$130,447$329,292$—$2,641$554,784
Gross charge-offs$—$—$—$—$—$—$—$—$—
Consumer:
Pass$3,949$1,610$1,333$3,793$7,463$4,695$60$17,465$40,368
Pass/Watch—637104182331146707
Special Mention———1————1
Substandard - Accruing——————4—4
Substandard - Nonaccrual———5842——64
Total consumer$3,949$1,616$1,370$3,956$7,649$5,028$65$17,511$41,144
Gross charge-offs$3$10$6$3$147$46$15$208$438
Other:
Pass$1,564$6,503$6,663$10,620$148$8,339$129$21,984$55,950
Pass/Watch———3,360————3,360
Substandard - Nonaccrual—————2,391——2,391
Total other$1,564$6,503$6,663$13,980$148$10,730$129$21,984$61,701
Gross charge-offs$—$—$—$—$—$—$—$—$—
Total loans:
Pass$855,911$633,310$1,214,722$641,036$477,209$915,094$117,352$1,024,514$5,879,148
Pass/Watch1,46932,47540,22655,67024,76218,62938538,420212,036
Special Mention27713,79666,66210,1012,2158,1011,9013,772106,825
Substandard - Accruing9289,64727,69022,5435,92018,9907,83617,277110,831
Substandard - Nonaccrual2102,23525,0306,0525,14324,8231,6431,73666,872
Doubtful————415—230—645
Total loans$858,795$691,463$1,374,330$735,402$515,664$985,637$129,347$1,085,719$6,376,357
Gross charge-offs$3$10$6$19,723$686$291$645$330$21,694

The following table presents information about collateral dependent loans that were individually evaluated for purposes of determining the ACL as of December 31,:

Collateral Dependent LoansWith Allowance · Collateral Dependent LoansWith No Related Allowance · Total Collateral Dependent Loans
Amortized CostRelated AllowanceAmortized CostAmortized CostRelated Allowance
Commercial & industrial$11,977$5,194$21,733$33,710$5,194
Commercial real estate:
Non-owner occupied3,6171025644,181102
Owner occupied——1,0181,018—
Total commercial real estate3,6171021,5825,199102
Residential real estate1,97610119,15021,126101
Consumer434334643
Total loans$17,613$5,440$42,468$60,081$5,440
Commercial & industrial$20,890$8,460$7,424$28,314$8,460
Commercial real estate:
Non-owner occupied——4,3504,350—
Owner occupied——3,2783,278—
Multifamily——1,6741,674—
Total commercial real estate——9,3029,302—
Residential real estate1,40915418,81120,220154
Public Finance7,2261,460—7,2261,460
Consumer6464—6464
Other2,391159—2,391159
Total loans$31,980$10,297$35,537$67,517$10,297

The allowance related to collateral dependent loans reported in the tables above includes qualitative adjustments applied to the loan portfolio that consider possible changes in circumstances that could ultimately impact credit losses and might not be reflected in historical data or forecasted data incorporated in the quantitative models.

Loan Modifications Made to Borrowers Experiencing Financial Difficulty:

The allowance for credit losses incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon origination. The starting point for the estimate of the allowance for credit losses is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. The Company uses a PD/LGD model to determine the allowance for credit losses. An assessment of whether a borrower is experiencing financial difficulty is made at the time of a modification. The loan modifications in the table below did not significantly impact our determination of the allowance for credit losses on loans during 2025.

Because the effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses, a change to the allowance for credit losses is generally not recorded upon modification. Occasionally, the Company modifies loans by providing principal forgiveness that is deemed to be uncollectible; therefore, that portion of the loan is written-off, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance for credit losses. Additionally, the Company may allow a loan to go interest only for a specified period of time.

The following tables present loan modifications for borrowers experiencing financial difficulty for the years ended December 31, 2025 and 2024, segregated by modification type, regardless of whether such modifications resulted in a new loan.

For the years ended December 31,:

Principal ForgivenessPayment Delay / DeferralTermExtensionInterest Rate ReductionCombination Principal Forgiveness and Interest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Payment Delay / Deferral, Interest Rate Reduction, and Interest Only Period% of Total Class of Loans
Commercial and industrial$—$20,079$18,517$—$—$—$3411.3%
Commercial real estate:
Owner occupied—1,018—1,215———0.3%
Total commercial real estate—1,018—1,215———0.1%
Residential real estate——1,189————0.1%
Total loans$—$21,097$19,706$1,215$—$—$3410.6%
Commercial and industrial$952$15,661$365$—$525$—$1900.7%
Commercial real estate:
Non-owner occupied—————1,936—0.3%
Owner occupied—3,748—2,737———0.9%
Total commercial real estate—3,748—2,737—1,936—0.4%
Residential real estate——519—287——0.1%
Total loans$952$19,409$884$2,737$812$1,936$1900.4%

Modifications made to the loans presented in the tables above to borrowers experiencing financial difficulty for the years ended December 31, 2025 and 2024 were short-term in nature, generally less than one year.

There were commitments to lend additional funds to these borrowers of $3,050 at December 31, 2025.

The financial effects of our loan modifications made to borrowers experiencing financial difficulty during the years ended December 31, 2025 and 2024 were not significant.

We closely monitor the performance of loan modifications made to borrowers experiencing financial difficulty to understand the effectiveness of the modification efforts. The following table depicts the performance of loan modifications made to borrowers experiencing financial difficulty that have been modified in the last 12 months:

LoansNotPast DueLoans30-59 DaysPast DueLoans60-89 DaysPast DueLoans Greaterthan 90 DaysPast Due,Still AccruingNonaccrualTotal
Commercial and industrial$20,712$65$—$—$18,160$38,937
Commercial real estate:
Owner occupied1,215———1,0182,233
Residential real estate426763———1,189
Total loans$22,353$828$—$—$19,178$42,359

NOTE 4 -Mortgage Servicing Rights

The unpaid principal loan balance of our servicing portfolio is presented in the following table as of December 31,:

20252024
Federal National Mortgage Association$2,674,584$2,578,587
Federal Home Loan Mortgage Corporation2,058,3431,876,095
Government National Mortgage Association1,420,3761,259,513
Federal Home Loan Bank121,47698,582
Other1,0121,169
Total$6,275,791$5,813,946

The activity of MSRs carried at fair value is as follows for the years ended December 31,:

202520242023
Balance, beginning of year$84,258$76,701$74,097
Additions:
Servicing resulting from transfers of financial assets14,58412,2719,253
Changes in fair value:
Due to changes in valuation inputs or assumptions used in the valuation model(1,760)3,70730
Changes in fair value due to pay-offs, pay-downs, and runoff(10,431)(8,421)(6,679)
Balance, end of year$86,651$84,258$76,701

The following represents the weighted-average key assumptions used to estimate the fair value of MSRs as of December 31,:

202520242023
Discount rate9.81%10.09%10.06%
Total prepayment speeds9.04%7.90%7.79%
Cost of servicing each loan$91/per loan$92/per loan$90/per loan

Total servicing and ancillary fees earned from the mortgage servicing portfolio is presented in the following table for the years ended December 31,:

202520242023
Servicing fees$17,731$16,074$14,913
Late and ancillary fees936899761
Total$18,667$16,973$15,674

NOTE 5 -Premises and Equipment

A summary of premises and equipment is as follows:

Estimated Useful Lives20252024
LandN/A$18,903$18,903
Buildings and improvements5 - 39 years83,52981,958
Equipment3 - 10 years27,94527,220
Automobiles5 years212212
Software1 - 7 years13,19710,678
Construction in progressN/A3,1651,747
Premises and equipment146,951140,718
Less: Accumulated depreciation and amortization(65,428)(58,235)
Premises and equipment, net$81,523$82,483

We had depreciation and amortization expense as follows for the years ended December 31,:

202520242023
Depreciation expense$6,259$6,057$6,553
Software amortization expense$1,989$1,318$867
Total depreciation and amortization expense$8,248$7,375$7,420

NOTE 6 -Core Deposits and Other Intangible Assets

Activity in our core deposits and other intangible assets was as follows as of and for the years ended December 31,:

Indefinite-Lived Assets · Finite Lived Assets
TradenamesCore Deposits IntangiblesCustomer RelationshipsNon-compete AgreementsTotal
Balance, beginning of year$1,020$6,026$388$—$7,434
Amortization—(2,196)(216)—(2,412)
Other——(39)—(39)
Balance, end of year$1,020$3,830$133$—$4,983
Balance, beginning of year$1,800$8,621$563$—$10,984
Impairment(780)———(780)
Amortization—(2,595)(175)—(2,770)
Balance, end of year$1,020$6,026$388$—$7,434
Balance, beginning of year$1,800$13,159$748$99$15,806
Amortization—(4,538)(185)(99)(4,822)
Balance, end of year$1,800$8,621$563$—$10,984

During the year ended December 31, 2024 we impaired the tradename for Guardian Mortgage related to the rebranding of our mortgage lending division as Sunflower Bank Mortgage Lending. During the years ended December 31, 2025, 2024 and 2023, there wasno indication of impairment of our core deposits and other intangible assets.

Future amortization expense of our core deposits and other intangible assets is as follows:

2026$1,929
20271,142
2028845
202920
203016
Thereafter11
Total future amortization$3,963

NOTE 7 -Derivative Financial Instruments

Banking Derivative Financial Instruments:

We are exposed to changes in the fair value of certain of our fixed-rate assets due to changes in benchmark interest rates. We use interest rate swaps to manage our exposure to changes in fair value on these instruments attributable to changes a designated benchmark interest rate, such as SOFR. Interest rate swaps designated as fair value hedges involve the receipt of variable-rate amounts from a counterparty in exchange for us making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount. The carrying amount of hedged loans receivable and available-for-sale securities as of December 31, 2025 and 2024 was $143,896 and $170,166, respectively. The cumulative amount of fair value hedge accounting adjustments included in the carrying amount of the hedged loans receivable as of December 31, 2025 and 2024 was $(4,835) and $(9,169), respectively. The cumulative amount of fair value hedge accounting adjustments included in the carrying amount of the hedged available-for-sale securities as of December 31, 2025 and 2024 was $(2,443) and $(4,285), respectively. The hedges were determined to be effective during all periods presented and we expect the hedges to remain effective during their remaining terms.

Derivatives not designated as hedges are not speculative and instead result from a service we provide to certain customers. We execute interest rate swaps with banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously hedged by offsetting derivatives that we execute with a third-party, such that we minimize our net risk exposure resulting from such transactions. As the interest rate derivatives associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings. These instruments are a component ofprepaid expenses and other assets and accrued expenses and other liabilities.

The components of our banking derivative financial instruments consisted of the following as of December 31,:

Number ofTransactionsExpirationDatesOutstandingNotionalEstimatedFairValue
Derivative financial instruments designated as hedging instruments:
Assets:
Interest Rate Products322028-2036$149,092$7,274
Derivative financial instruments not designated as hedging instruments:
Assets:
Interest Rate Products642026-2037$698,702$14,659
Other42028$8,388$7
Liabilities:
Interest Rate Products642026-2037$698,702$14,696
Other62027-2029$52,568$41
Derivative financial instruments designated as hedging instruments:
Assets:
Interest Rate Products362029 - 2034$175,967$13,452
Derivative financial instruments not designated as hedging instruments:
Assets:
Interest Rate Products572025 - 2037$502,080$22,062
Other12025$7,759$—
Liabilities:
Interest Rate Products572025 - 2037$502,080$21,830
Other52027 - 2028$38,756$31

We recorded gains and losses on banking derivatives assets as follows for the years ended December 31,:

202520242023
Recorded (loss) gain on banking derivative assets$(1,048)$10,118$4,482
Recorded gain (loss) on banking derivative liabilities$818$(9,962)$(4,820)

For the years ended December 31, 2025, 2024 and 2023 our banking derivative financial instruments not designated as hedging instruments generated fee income of $2,218, $704 and $1,451, respectively.

Credit-risk-related Contingent Features:

We have agreements with each of our derivative counterparties that contain a provision where if we either default or are capable of being declared in default on any of our indebtedness, then we could also be declared in default on our derivative obligations.

We also have agreements with our derivative counterparties that contain a provision where if we fail to maintain our status as a well-capitalized institution, then our derivative counterparties have the right, but not the obligation to terminate existing swaps. As of December 31, 2025 and 2024, the fair value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $15,092 and $22,391, respectively. As of December 31, 2025 and 2024, we had minimum collateral posting thresholds with our derivative counterparties and have posted collateral of $7,120 and $5,890, respectively. If we had breached any of these provisions at December 31, 2025, we could have been required to settle our obligations under the agreements at their termination value of $15,092.

Mortgage Banking Derivative Financial Instruments:

The components of our mortgage banking derivative financial instruments consisted of the following as of December 31,:

ExpirationDatesOutstandingNotionalEstimatedFairValue
Derivative financial instruments
Assets:
Interest rate lock commitments (IRLC)2026$57,215$444
Liabilities:
Forward MBS trades2026$116,500$376
Futures2026$94,400$418
Derivative financial instruments
Assets:
Forward MBS trades2025$86,000$464
Interest rate lock commitments (IRLC)2025$44,701$110
Liabilities:
Futures2025$44,900$1,002

We recorded gains and losses on mortgage banking derivatives assets as follows for the years ended December 31,:

202520242023
Recorded gain (loss) on mortgage banking derivative assets$334$928$(857)
Recorded gain (loss) on mortgage banking derivative liabilities$1,264$(4,370)$(642)

NOTE 8 -Prepaid Expenses and Other Assets

The components of prepaid expenses and other assets consisted of the following as of December 31,:

20252024
CRA investments$59,564$25,219
Loans subject to unilateral repurchase rights - Ginnie Mae31,70536,600
Right-of-use asset on leased property27,25622,476
Derivative financial instruments22,38436,088
Deferred compensation plan18,27815,390
Prepaid expenses8,93710,377
Fiserv ATM compensating balance6,44210,107
Escrows4,5165,180
Artwork944944
Federal and state tax receivables, net1632,061
SBA servicing rights—107
Other7,5266,517
Total prepaid expenses and other assets$187,715$171,066

For additional information regarding our right-of-use asset on leased property, see Note 23 - Lease Commitments.

NOTE 9 -Deposits

The composition of our deposits is as follows as of December 31,:

20252024
Noninterest-bearing deposit accounts$1,651,373$1,541,158
Interest-bearing deposit accounts:
Demand and NOW848,661731,404
Savings378,631402,338
Money market2,937,0172,431,785
Certificates of deposit:
Less than $100681,588781,109
$100 through $250282,386388,571
Greater than $250327,700395,895
Total interest-bearing deposit accounts5,455,9835,131,102
Total deposits$7,107,356$6,672,260

The following table summarizes the interest expense incurred on our deposits for the years ended December 31,:

202520242023
Interest-bearing deposit accounts:
Demand and NOW$25,001$23,013$11,574
Savings2,2532,8342,676
Money market64,94545,64328,301
Certificates of deposit53,13979,16158,804
Total interest-bearing deposit accounts$145,338$150,651$101,355

The remaining maturity on certificates of deposit is as follows as of December 31, 2025:

2026$1,263,918
202716,807
20284,912
20292,807
20301,829
Thereafter1,401
Total certificates of deposit$1,291,674

NOTE 10 -Securities Sold Under Agreements to Repurchase

Information concerning securities sold under agreements to repurchase is as follows as of and for years ended December 31,:

20252024
Amount outstanding at period-end$11,160$14,699
Average daily balance during the period$8,956$15,557
Average interest rate during the period1.66%1.21%
Maximum month-end balance during the period$11,681$24,240
Weighted average interest rate at period-end1.17%1.05%

At December 31, 2025 and 2024, such agreements were secured by investment and mortgage-related securities with an approximate carrying amount of $18,044 and $20,818, respectively. Pledged securities are maintained by safekeeping agents at the direction of the Bank. Our agreements to repurchase generally mature daily and are considered to be in an overnight and continuous position.

NOTE 11 -Debt

FHLB advances:

The following is a breakdown of our FHLB advances and other borrowings outstanding as of December 31,:

20252024
AmountWeightedAverageRateAmountWeightedAverageRate
Variable rate line-of-credit advance$—N/A$—N/A
Fixed rate term advance$—N/A$135,0004.60%
$—$135,000

Our FHLB advances are typically considered short-term borrowings with maturities less than one year and are used to manage liquidity as needed. Maturing advances are replaced by drawing on available cash, making additional borrowings, or through increased customer deposits. The advances were collateralized by $2,761,116 and $2,733,150 of loans pledged to the FHLB as of December 31, 2025 and 2024, respectively.

As of December 31, 2025 and 2024, the Bank had total borrowing capacity with the FHLB that is based on qualified collateral lending values of $1,491,095 and $1,669,888, respectively. Our additional borrowing availability with the FHLB at December 31, 2025 was $1,350,157. These borrowings can be in the form of additional term advances or a line-of-credit.

FRB advances:

We also had a $2,269,710 line-of-credit with the FRB. The agreement bears interest at the Fed Funds target rate and is secured by municipal, agency, mortgage-related and corporate securities. The entire line was available at December 31, 2025.

Other borrowings:

We have lines-of-credit with certain other financial institutions totaling $160,000 as of December 31, 2025. No amounts were drawn on these lines-of-credit in 2025.

Subordinated Debt:

Subordinated Notes - 2020:

In June and August 2020, we issued a total of $40,000 subordinated notes. The notes pay interest at a fixed rate of 6.00% through June 30, 2025 and subsequently, until maturity, pay interest at a floating rate of three-month term SOFR plus 5.89% (10.18% as of September 30, 2025) reset quarterly. Interest is payable on July 1 and January 1 of each year. Such notes are due on July 1, 2030, but were redeemed in full on October 1, 2025.

We incurred and capitalized $933 of costs related to the issuance of the subordinated notes. As of and for the years ended December 31, 2025, 2024 and 2023, the amortization associated with the debt issuance costs totaled $514, $93 and $93, respectively.

Subordinated Note - 2022:

On January 13, 2022, we issued a subordinated note totaling $25,000. The note pays interest at a fixed rate of 3.375% through January 15, 2027 and subsequently, until maturity, pay interest at a floating rate of three-month term SOFR plus 2.03% reset quarterly. Interest is payable on July 15 and January 15 of each year. Such note is due on January 15, 2032. The note is not redeemable within the first five years of issuance, except under certain very limited conditions. After five years, we may redeem the note at our discretion.

We incurred and capitalized $534 of costs related to the issuance of the subordinated note. As of and for the years ended December 31, 2025, 2024 2023, the amortization associated with the debt issuance costs totaled $53 for all three years, respectively. Future amortization of the debt issuance costs is expected as follows:

2026$53
202753
202853
202953
203053
Thereafter58
Total future amortization$323

Trust preferred securities:

We have issued $9,279 in trust preferred securities through a special-purpose trust, New Mexico Banquest Capital Trust I (“NMBCT I”). In addition, we have issued $4,640 in trust preferred securities through a special purpose trust, New Mexico Banquest Capital Trust II (“NMBCT II”, and together with NMBCT I, collectively referred to as “NMBCT Trusts”). Interest is payable quarterly at a rate of three-month LIBOR (which was amended to three-month term SOFR as of June 30, 2023) plus 3.35% (7.30% and 7.94% as of December 31, 2025 and 2024, respectively) for the trust preferred securities issued through NMBCT I and at a rate of three-month LIBOR (which was amended to three-month term SOFR as of June 30, 2023) plus 2.00% (6.14% and 6.78% as of December 31, 2025 and 2024, respectively) for the trust preferred securities issued through NMBCT II.

This subordinated debt of $13,919 was originally recorded at a discount of $4,293. As of and for the years ended December 31, 2025, 2024 and 2023, accretion associated with the fair value discount totaled $272, $383 and $286, respectively. Future accretion of the valuation discount is expected as follows:

2026$241
2027246
2028241
2029240
2030249
Thereafter699
Total future accretion$1,916

The Parent Company fully and unconditionally guarantees the obligations of the NMBCT Trusts on a subordinated basis. The trust preferred securities issued through the NMBCT Trusts are mandatorily redeemable upon the maturity of the debentures on December 19, 2032 and November 23, 2034, respectively, and are optionally redeemable, in part or in whole, by the Parent Company at each quarterly interest payment date. The Parent Company owns all of the outstanding common securities of the NMBCT Trusts, which have an aggregate liquidation valuation amount of $419 and is recorded in prepaid expenses and other assets on the consolidated balance sheet. The NMBCT Trusts are considered variable interest entities. Since the Parent Company is not the primary beneficiary of the NMBCT Trusts, the financial statements of the NMBCT Trusts are not included in our consolidated financial statements.

NOTE 12 -Accrued Expenses and Other Liabilities

The components of accrued expenses and other liabilities consisted of the following as of December 31,:

20252024
Salary and employee benefits$38,713$37,266
LIHTC delayed equity contribution36,34110,366
Loans subject to unilateral repurchase rights - Ginnie Mae31,70536,600
Lease liability29,04924,376
Derivative financial instruments15,53122,863
FRB courtesy in-clearings5,1225,541
Property taxes payable1,2781,259
Allowance for credit losses on unfunded commitments1,2091,659
MPF servicing principal and interest payable1,039963
Professional fees1,0351,904
Other8,9086,719
Total accrued expenses and other liabilities$169,930$149,516

For additional information regarding our lease liability, see Note 23 - Lease Commitments.

For certain loans that we have sold to Ginnie Mae, we as the issuer have the unilateral right to repurchase without Ginnie Mae’s prior authorization any individual loan in a Ginnie Mae securitization pool if that loan meets certain criteria, including being delinquent greater than 90 days. Once we have the unilateral right to repurchase a delinquent loan, we have effectively regained control over the loan, and under U.S. GAAP, must re-recognize the loan on our consolidated balance sheet and establish a corresponding repurchase liability regardless of our intention to repurchase the loan.

NOTE 13 -Earnings Per Share

Basic earnings per share, excluding dilution from participating securities, is computed by dividing earnings available to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock or resulted in the issuance of common stock that could then share in our earnings.

The following table sets forth the computation of basic and diluted earnings per share of common stock as of and for the years ended December 31,:

202520242023
Net income applicable to common stockholders$97,936$75,628$103,533
Weighted Average Shares
Weighted average common shares outstanding27,786,88727,433,86524,938,359
Effect of dilutive securities
Stock-based awards462,909633,408448,837
Weighted average diluted common shares28,249,79628,067,27325,387,196
Earnings per common share
Basic earnings per common share$3.52$2.76$4.15
Effect of dilutive securities
Stock-based awards(0.05)(0.07)(0.07)
Diluted earnings per common share$3.47$2.69$4.08

Long-term incentive plan grants for (43,789) shares of common stock were not considered in computing diluted earnings per share for the year ended December 31, 2025, because they were antidilutive. There wereno antidilutive shares for the years ended December 31, 2024 and 2023, respectively.

NOTE 14 -Stockholders’ Equity

As of December 31, 2025 and 2024, the Company had 10,000,000 shares of preferred stock authorized, $0.0001 par value, of which none were issued or outstanding, respectively.

As of December 31, 2025 and 2024, the Company had 50,000,000 shares of common stock authorized, $0.0001 par value, of which 27,887,337 and 27,709,679 shares were issued and outstanding, respectively.

Dividends:

Dividends paid by the Company, if any, are substantially provided from Bank dividends. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the precedingtwo years, subject to maintenance of minimum capital requirements. Dividends received from subsidiaries were as follows for the years ended December 31,:

202520242023
Dividends from the Bank$7,600$—$26,000
Dividends from Sunflower Wealth Advisors, LLC165720595

The Parent Company did not declare or pay any dividend to shareholder in 2025, 2024 or 2023.

Equity Incentive Plans:

2017 Equity Incentive Plan

The 2017 Equity Incentive Plan (the “2017 Plan”) provides for the grant of stock options, stock appreciation rights, restricted stock and other stock awards to its employees, directors and consultants for up to 1,977,292 shares of FirstSun common stock in the aggregate.

Option awards are generally granted with an exercise price of not less than the fair value of a share of the Company’s common stock at the date of grant, they vest 25% on the first, second, third and fourth anniversaries following the date of grant and have 10 year terms. The fair value of each stock option award is estimated on the date of grant utilizing the Black-Scholes option pricing model. Expected volatility was determined based on the median historical volatility of 25 to 30 comparable companies that were publicly traded for a period commensurate with the expected term of the options. The expected term of the options was estimated to be the average of the vesting term and time to expiration. The risk-free rate for the expected term of the stock options was based on the U.S. Treasury yield curve in effect at the date of grant.

The following table presents stock options outstanding as of and for the year ended December 31,:

SharesWeighted-Average Exercise Price, per ShareWeighted-Average Remaining Term (years)
Outstanding, beginning of year882,570$20.39
Exercised(183,741)20.95
Outstanding, vested, and exercisable, end of year698,829$20.252.22
Outstanding, beginning of year1,245,000$20.25
Exercised(362,430)19.92
Outstanding, end of year882,570$20.393.37
Options vested or expected to vest, end of year882,570$20.39
Options vested and exercisable, end of year876,095$20.303.34

At December 31, 2025, there wasno unrecognized compensation cost related to non-vested stock options. At December 31, 2025 and 2024, the intrinsic value of the stock options was $11,918 and $17,439, respectively.

2021 Equity Incentive Plan

The FirstSun Capital Bancorp 2021 Equity Incentive Plan (the “2021 Plan”) provides for the grant of stock options, stock appreciation rights, restricted stock and other stock awards to its employees, directors and consultants for up to 2,476,571 shares of FirstSun common stock in the aggregate. Additionally, we established the FirstSun Capital Bancorp Long-Term Incentive Plan (“LTIP”), which became effective April 1, 2022. The LTIP is intended to qualify as a “top-hat” plan under ERISA that is unfunded and provides benefits only to a select group of management or highly compensated employees of FirstSun or the Bank.

Restricted stock and restricted stock units:

The following table presents non-vested restricted stock units outstanding with only a service condition as of and for the years ended December 31,:

SharesWeighted-Average Issuance Price, per ShareWeighted-Average Remaining Term (years)
Outstanding, beginning of year11,739$35.75
Issued133,12936.24
Vested, restriction released(26,463)37.39
Forfeited(3,946)35.80
Outstanding, end of year114,459$35.941.74
Outstanding, beginning of year15,007$26.99
Issued11,73935.75
Vested, restriction released(14,266)26.99
Forfeited(741)26.99
Outstanding, end of year11,739$35.750.25

At December 31, 2025, there was $2,812 of total unrecognized compensation cost related to the non-vested restricted stock.

Performance share units:

We have issued performance share units to receive shares of FirstSun common stock at the end of the performance period, based on certain market or bank performance metrics. The market-based awards granted during 2025 utilized a Monte Carlo simulation to determine the grant-date fair value. The assumptions used in the simulation were as follows:

December 31,2025
Simulation Period (years)2.75
Risk-free rate3.86%
Annualized volatility29.70%

We determine the shares to be issued based on actual and forecast results during the requisite performance period to determine the probability the market or performance conditions will be achieved. Performance share units outstanding at December 31, 2025 are as follows:

Grant DateEnd of PerformancePeriodConditionsTarget UnitsProbable UnitsUnrecognized Compensation Cost
April 2025April 2028Market64,290—$1,749
April 2024April 2027Performance84,15058,9051,245
April 2023April 2026Performance87,59065,693153
236,030124,598$3,147

The following table presents performance share unit activity at target for the years ended December 31,:

Performance Share Units at TargetWeighted-Average Grant Date Price, per UnitWeighted-Average Remaining Term (years)
Outstanding, beginning of year261,621$32.86
Issued64,29036.28
Vested(71,262)35.68
Forfeited(18,619)32.98
Outstanding, end of year236,030$32.931.15
Outstanding, beginning of year176,493$31.43
Issued93,86835.50
Vested(3,638)33.04
Forfeited(5,102)31.87
Outstanding, end of year261,621$32.861.34

Actual achieved performance of vested performance share units resulted in the issuance of 42,403 and 2,405 shares of common stock for the years ended December 31, 2025 and 2024, respectively.

Acquired Equity Incentive Plans

In conjunction with the Pioneer merger, we assumed certain options that had been granted under Pioneer’s option plans. All assumed options were fully vested and exercisable. No further options will be granted under the Pioneer plans. The following table presents option activity for the years ended December 31,:

SharesWeighted-Average Exercise Price, per ShareWeighted-Average Remaining Term (years)
Outstanding, beginning of year74,919$22.76
Exercised(64,479)22.45
Outstanding, vested, and exercisable, end of year10,440$24.663.49
Outstanding, beginning of year121,901$22.76
Exercised(46,460)22.83
Forfeited(522)17.24
Outstanding, vested, and exercisable, end of year74,919$22.763.02

At December 31, 2025 and 2024, the intrinsic value of the stock options was $152 and $1,243, respectively.

For the years ended December 31, 2025, 2024 and 2023, we recorded total compensation cost from the Equity Incentive Plans of $3,536, $2,375 and $2,127, respectively.

NOTE 15 -Income Taxes

The components of income tax expense were as follows for the year ended December 31, 2025:

2025
Federal:
Current$18,780
Deferred2,291
Federal income tax expense21,071
State:
Current3,421
Deferred468
State income tax expense3,889
Total income tax expense$24,960

For the year ended December 31, 2025, we haveno current or deferred foreign income tax expense.

The provision for income tax is summarized as follows for the years ended December 31,:

20242023
Current$16,137$24,938
Deferred3,3473,012
Federal income tax expense$19,484$27,950

The following tables present a reconciliation of the statutory federal income tax rate to the effective income tax rate for the years ended December 31,:

2025
AmountPercent
U.S. federal statutory income tax$25,80821.0%
State and local income taxes, net of federal benefits13,1702.6%
Tax credits:
Proportional Amortization of LIHTC Credits21,0720.9%
Nontaxable or nondeductible items:
Tax Exempt Interest(3,867)(3.1)%
Share-based payment awards1330.1%
Non-deductible professional fees4270.3%
Other adjustments:
Permanent RTP3(1,208)(1.0)%
Other(575)(0.5)%
Income tax expense$24,96020.3%
1 The majority of state and local income taxes are from Colorado, Illinois, Kansas, Texas and Arizona.2 LIHTC tax credits are net of amortization and other income tax benefits.3 2024 Provision to Return adjustment.
20242023
AmountPercentAmountPercent
Taxes at statutory federal income tax rate$19,97421.0%$27,61121.0%
Tax effect from:
State income taxes, net of federal benefits4,0124.2%3,7182.9%
Tax exempt income(3,827)(4.0)%(4,017)(3.1)%
Net increase in cash surrender value of BOLI(588)(0.6)%(405)(0.3)%
Federal tax credits(380)(0.4)%——%
Executive compensation1070.1%3010.2%
Other1860.2%7420.6%
Income tax provision$19,48420.5%$27,95021.3%

The following table presents income taxes paid for the year ended December 31, 2025:

Federal$12,691
State:
Texas640
Kansas416
California332
Arizona227
Other States1,401
Federal and state income taxes paid$15,707

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities were as follows at December 31,:

20252024
Deferred tax assets:
Acquired federal and state net operating loss$18,421$20,620
Allowance for credit losses19,90720,794
Unrealized loss on securities8,39612,203
Deferred compensation4,3243,679
Fair value adjustments on securities2,1852,449
Deferred loan fees2,011877
Accrued expenses1,5341,615
Share-based compensation1,1431,374
Fair value adjustments on loans7591,073
Lease liability420448
Unfunded commitment liability283—
Fair value adjustments on deposits—19
Other6551,682
Total deferred tax assets60,03866,833
Deferred tax liabilities:
Mortgage servicing rights20,19619,623
Prepaid expenses1,6011,661
Fair value adjustments on intangible assets1,5622,098
Premises and equipment1,002978
Fair value adjustments on debt433516
FHLB stock100100
Partnership investment—485
Other271177
Total deferred tax liabilities25,16525,638
Total deferred tax assets, net$34,873$41,195

As of December 31, 2025, we had net operating loss carryforwards of approximately $86,648, which begin to expire between 2030 and 2037, and operating loss carryforwards generated after 2017 of $341 that do not expire. As of December 31, 2025, we had net operating loss carryforwards for state tax purposes of approximately $142, which will begin to expire in 2033. Utilization of the net operating losses may be subject to a substantial annual limitation due to the ownership change limitations set forth in Internal Revenue Code Section 382 and similar state provisions. Such an annual limitation could result in the expiration of the net operating loss carryforwards before utilization. We believe that all of the net operating loss carryforwards will be used prior to expiration.

We evaluate uncertain tax positions at the end of each reporting period. We may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefit recognized in the financial statements from any such position is measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. As of December 31, 2025 and 2024, we concluded there were no material uncertain tax positions.

NOTE 16 -Other Noninterest Expenses

Significant components of other noninterest expenses are as follows for the years ended December 31,:

202520242023
Data processing expenses$18,405$19,437$14,933
Professional fees5,8156,3307,663
Insurance expenses5,7055,9656,422
Loan appraisal, servicing, and collection expenses5,2324,9994,179
Office expenses4,6534,6324,698
Travel and entertainment4,5284,3513,873
Deposit expenses and other operational losses3,2032,6721,894
Advertising and marketing expenses2,8463,2592,810
Interchange expenses1,7981,5871,495
Other real estate owned expenses1,030323545
Other3,3362,4912,802
Total other noninterest expenses$56,551$56,046$51,314

NOTE 17 -Regulatory Capital Matters

Banks and bank holding companies are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and, additionally for banks, prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators. Failure to meet capital requirements can initiate regulatory action.

Under the Basel III rules, the Parent Company and the Bank must hold a 2.50% capital conservation buffer above the adequately capitalized risk-based capital ratios.

The net unrealized gain or loss on available for sale securities is not included in computing regulatory capital. As of December 31, 2025, both the Parent Company and the Bank met all capital adequacy requirements to which they were subject.

Prompt corrective action regulations provide five classifications: well-capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required. As of December 31, 2025 and 2024, the most recent regulatory notifications categorized the Bank as well-capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the Bank’s category.

Actual and required capital amounts for the Parent Company are as follows as of December 31,:

ActualFor CapitalAdequacy PurposesTo be Well-Capitalized underPrompt CorrectiveAction Provisions
AmountRatioAmountRatioAmountRatio
Total risk-based capital to risk-weighted assets:$1,187,73615.73%$604,0088.00%N/AN/A
Tier 1 risk-based capital to risk-weighted assets:$1,065,78314.12%$453,0066.00%N/AN/A
Common Equity Tier 1 (CET 1) to risk-weighted assets:$1,065,78314.12%$339,7554.50%N/AN/A
Tier 1 leverage capital to average assets:$1,065,78312.75%$334,3284.00%N/AN/A
Total risk-based capital to risk-weighted assets:$1,128,33415.42%$585,5678.00%N/AN/A
Tier 1 risk-based capital to risk-weighted assets:$964,51713.18%$439,1756.00%N/AN/A
Common Equity Tier 1 (CET 1) to risk-weighted assets:$964,51713.18%$329,3814.50%N/AN/A
Tier 1 leverage capital to average assets:$964,51712.11%$318,6464.00%N/AN/A

Actual and required capital amounts for the Bank are as follows as of December 31,:

ActualFor CapitalAdequacy PurposesTo be Well-Capitalized underPrompt CorrectiveAction Provisions
AmountRatioAmountRatioAmountRatio
Total risk-based capital to risk-weighted assets:$1,119,71714.85%$603,0668.00%$753,83210.00%
Tier 1 risk-based capital to risk-weighted assets:$1,034,44413.72%$452,2996.00%$603,0668.00%
Common Equity Tier 1 (CET 1) to risk-weighted assets:$1,034,44413.72%$339,2254.50%$489,9916.50%
Tier 1 leverage capital to average assets:$1,034,44412.38%$334,2904.00%$417,8625.00%
Total risk-based capital to risk-weighted assets:$1,018,86613.94%$584,5948.00%$730,74210.00%
Tier 1 risk-based capital to risk-weighted assets:$930,89012.74%$438,4456.00%$584,5948.00%
Common Equity Tier 1 (CET 1) to risk-weighted assets:$930,89012.74%$328,8344.50%$474,9826.50%
Tier 1 leverage capital to average assets:$930,89011.69%$318,6474.00%$398,3085.00%

NOTE 18 -Transactions with Related Parties

We have and may be expected to have in the future, banking transactions in the ordinary course of business with directors, significant stockholders, principal officers and their immediate families and affiliated companies in which they are principal stockholders (commonly referred to as related parties).

Loans:

As of December 31, 2025 and 2024, outstanding loans with related parties totaled $1,605 and $2,591, respectively. As of December 31, 2025, there were unused lines of credit with directors or officers totaling $708.

Deposits:

As of December 31, 2025 and 2024, deposits with related parties totaled $2,669 and $5,410, respectively.

Director Fees:

Fees paid to non-employee directors of the Company and the Bank for the years ended December 31, 2025, 2024 and 2023 totaled $471, $531 and $535, respectively. We also grant our non-employee directors annual equity awards in the form of restricted stock units. These awards vest on the first anniversary of the grant date. Fair value of the equity awards as of grant date for the years ended December 31, 2025, 2024 and 2023 totaled $351, $420 and $405, respectively.

NOTE 19 -Fair Value Measurements

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.

A description of the valuation methodologies used for the assets measured at fair value on a recurring basis, as well as the general classification of such assets pursuant to the fair value hierarchy, is set forth below.

Available-for-sale securities - Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 securities would include highly liquid exchange traded equities and mutual funds. If quoted market prices are not available, then fair values are estimated by using pricing models or quoted prices of securities with similar characteristics. Level 2 securities include U.S. treasury and agency securities, mortgage-related agency securities, mortgage-related private label securities, obligations of states and political subdivisions and asset backed and other securities.

Loans held-for-sale- Mortgage loans originated and intended for sale in the secondary market are classified as mortgage loans held-for-sale and recorded at fair value. The changes in fair value of mortgage loans held-for-sale are measured and recorded as a component of mortgage banking services, net, in our consolidated statements of income and comprehensive income. Since estimated fair value is based on sale, exchange, or dealer market prices, these assets are classified within Level 2 of the valuation hierarchy.

Mortgage servicing rights- We estimate the fair value of our MSRs using a process that combines the use of a discounted cash flow model and analysis of current market data to arrive at an estimate of fair value. The cash flow assumptions and prepayment assumptions used in the model are based on various factors, with the key assumptions being mortgage prepayment speeds, discount rates, and cost to service. These assumptions are generated and applied based on collateral stratifications including product type, remittance type, geography, delinquency, and coupon dispersion. These assumptions require the use of judgment by management and can have a significant impact on the fair value of the MSRs. We use a third-party consulting firm to assist us with the valuation of MSRs. Because of the nature of the valuation inputs, we classify these valuations as Level 3 in the fair value disclosures. For further details on our level 3 inputs related to MSRs, see Note 4 - Mortgage Servicing Rights.

Derivative financial instruments:

Banking Activities - Interest rate swaps are valued based on quoted prices for similar assets in an active market with inputs that are observable. These instruments are a component of prepaid expenses and other assets and accrued expenses and other liabilities. The initial and subsequent changes in fair value of the interest rate swaps and the economic hedge derivatives are a component of other noninterest income.

Mortgage Banking Activities - The estimated fair value of forward mortgage sales of mortgage-backed securities and forward sale commitments are based on exchange prices or the dealer market price and are recorded as a component of prepaid expenses and other assets, mortgage loans held-for-sale, and/or accrued expenses and other liabilities on the consolidated balance sheet. The initial and subsequent changes in value on forward sales of mortgage-based securities and forward sale commitments are a component of gain on mortgage loans held-for-sale. The estimated fair value of IRLCs is based on the fair value of the related mortgage loans which is based on observable market data for similar loan product type. We adjust the outstanding IRLCs with prospective borrowers based on an expectation that it will be exercised, and the loan will be funded. The initial and subsequent changes in the value of IRLCs are a component of gain on mortgage loans held-for-sale.

Derivative financial instruments are classified within Level 2 of the valuation hierarchy.

The following table sets forth our assets and liabilities measured at fair value on a recurring basis as of December 31,:

Level 1 · Level 2 · Level 3
Quoted pricesin activemarkets foridentical assetsSignificantotherobservableinputsSignificantunobservableinputsTotalEstimatedFairValue
Available-for-sale securities$33,270$435,700$—$468,970
Loans held-for-sale—100,539—100,539
Mortgage servicing rights——86,65186,651
Derivative financial instruments - assets—22,384—22,384
Derivative financial instruments - liabilities—(15,531)—(15,531)
Total$33,270$543,092$86,651$663,013
Available-for-sale securities$31,730$437,346$—$469,076
Loans held-for-sale—61,825—61,825
Mortgage servicing rights——84,25884,258
Derivative financial instruments - assets—36,088—36,088
Derivative financial instruments - liabilities—(22,863)—(22,863)
Total$31,730$512,396$84,258$628,384

There were no transfers between Level 2 and Level 3 during the years ended December 31, 2025 and 2024.

The following table presents a reconciliation for our Level 3 assets measured at fair value on a recurring basis as of and for the years ended December 31,:

202520242023
Balance, beginning of year$84,258$76,701$74,097
Total fair value adjustments included in earnings(12,191)(4,714)(6,649)
Purchases, issuances, sales and settlements:
Issuances14,58412,2719,253
Balance, end of year$86,651$84,258$76,701

Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). Assets and liabilities measured at fair value on a nonrecurring basis include the following:

Collateral dependent loans - Collateral dependent loans are financial assets. Loan impairment is reported when full payment under the loan terms is not expected. Fair value is generally based on recent third-party appraisals which are updated on a periodic basis. Loans are carried at the fair value of collateral, less cost to sell, if the loan is collateral dependent. A portion of the allowance for credit loss is allocated to the loans if the value of such loans is deemed to be less than the unpaid balance. If these allocations cause the allowance for credit loss to require an increase, such increase is reported as a component of the provision for credit losses. Credit losses are charged against the allowance for credit losses when management believes the uncollectibility of a loan is confirmed. When loans are partially charged off, the resulting valuation would be considered Level 3, consisting of appraisals of underlying collateral.

Other Real Estate Owned and Foreclosed Assets -Other real estate owned are non-financial assets and are valued at the time the property is acquired and initially recorded at fair value less costs to sell, establishing a new cost basis. Fair value is generally based on recent third-party real estate appraisals which are updated on a periodic basis. These appraisals may take a single valuation approach using the comparable sales method or use a combination of approaches including the income approach. Adjustments are routinely made by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are typically significant and result in a Level 3 classification of the inputs for determining fair value.

The following table sets forth our assets and liabilities that were measured at fair value on a non-recurring basis as of December 31,:

Level 3
20252024
Collateral dependent loans:
Commercial and industrial$6,783$12,430
Commercial real estate3,515—
Residential real estate1,8751,255
Public finance—5,766
Other—2,232
Total collateral dependent loans$12,173$21,683
Other real estate owned and foreclosed assets, net:
Commercial real estate$8,960$2,911
Residential real estate8802,227
Other1,674—
Total other real estate owned and foreclosed assets, net:$11,514$5,138

The fair value of other real estate owned and foreclosed assets in the table above utilizes the market approach valuation technique, with discount adjustments for differences between comparable sales.

Fair value of financial instruments not carried at fair value:

The carrying amounts and estimated fair values of financial instruments not carried at fair value are as follows as of December 31,:

Estimated Fair Value
CarryingValueTotalLevel 1Level 2Level 3
Assets:
Cash and cash equivalents$652,592$652,592$652,592$—$—
Securities held-to-maturity33,83929,446—29,446—
Loans (excluding collateral dependent loans)6,613,0996,544,724——6,544,724
Restricted equity securities24,77524,775—24,775—
Accrued interest receivable32,25532,255—2,22430,031
Liabilities:
Deposits (excluding demand deposits)$4,645,527$4,602,421$3,315,648$1,286,773$—
Securities sold under agreements to repurchase11,16011,160—11,160—
FHLB advances—————
Subordinated debt, net36,68035,981——35,981
Accrued interest payable6,6806,680—6,680—
Assets:
Cash and cash equivalents$615,917$615,917$615,917$—$—
Securities held-to-maturity35,24229,563—29,563—
Loans (excluding collateral dependent loans)6,344,3776,191,461——6,191,461
Restricted equity securities28,91728,917—28,917—
Accrued interest receivable32,10232,102—2,13129,971
Liabilities:
Deposits (excluding demand deposits)$4,445,237$4,436,305$2,879,662$1,556,643$—
Securities sold under agreements to repurchase14,69914,699—14,699—
FHLB advances135,000135,000—135,000—
Subordinated debt, net75,84173,326——73,326
Accrued interest payable8,7058,705—8,705—

NOTE 20 -Parent Company Only Condensed Financial Information

The following are the unconsolidated financial statements for the Parent Company on a stand-alone basis. These condensed financial statements should be read in conjunction with the Consolidated Financial Statements and accompanying Notes. The Parent Company's principal sources of funds are cash dividends paid by the Bank to the Parent Company.

Condensed Balance Sheets

As of December 31,

20252024
Assets
Cash and cash equivalents$66,728$108,999
Deferred tax assets11,24111,111
Prepaid expenses and other assets20,81417,387
Investment in and advances to subsidiaries1,111,308997,329
Total assets$1,210,091$1,134,826
Liabilities
Subordinated debt, net$36,680$75,841
Accrued expenses and other liabilities20,05517,619
Total liabilities56,73593,460
Total stockholders’ equity1,153,3561,041,366
Total liabilities and stockholders’ equity$1,210,091$1,134,826

Condensed Statements of Income and Comprehensive Income

202520242023
Income:
Dividends received from subsidiaries$7,765$720$26,595
Interest income313536
Total income7,79675526,631
Expense:
Interest expense4,5254,9515,049
Salary and employee benefits2,4371,8541,888
Occupancy, equipment and software293240189
Merger related expenses2,2344,537—
Other noninterest expenses, net1,9031,2892,039
Total expenses11,39212,8719,165
(Loss) income before income taxes and undistributed earnings from subsidiaries(3,596)(12,116)17,466
Equity in undistributed earnings from subsidiaries99,21384,60983,837
Income before income taxes95,61772,493101,303
Benefit from income taxes(2,319)(3,135)(2,230)
Net income$97,936$75,628$103,533
Other comprehensive income, net11,7623,895976
Comprehensive income$109,698$79,523$104,509

Condensed Statements of Cash Flows

202520242023
Cash flows from operating activities:
Net income$97,936$75,628$103,533
Adjustments to reconcile income to net cash (used in) provided by operating activities:
Amortization and accretion839529533
Equity in undistributed income of subsidiaries(99,213)(84,609)(83,837)
Changes in operating assets and liabilities:
Other assets(3,577)(1,293)(419)
Other liabilities2,9672,9232,911
Net cash (used in) provided by operating activities(1,048)(6,822)22,721
Cash flows from investing activities:
Proceeds from sale of other investments21——
Cash paid to acquire FEIF Capital Partners, LLC——(150)
Contributions to subsidiaries—(500)(210)
Net cash provided by (used in) investing activities21(500)(360)
Cash flows from financing activities:
Repayments of convertible notes payable——(5,456)
Repayments of subordinated debt(40,000)——
Proceeds from issuance of common stock, net of issuance costs(1,244)82,271(167)
Net cash (used in) provided by financing activities(41,244)82,271(5,623)
Net (decrease) increase in cash and cash equivalents(42,271)74,94916,738
Cash and cash equivalents, beginning of year108,99934,05017,312
Cash and cash equivalents, end of year$66,728$108,999$34,050

NOTE 21 -Segment Information

The Company’s Chief Executive Officer has been identified as the chief operating decision maker (“CODM”), who oversees the operations conducted through ourtwo primary operating segments: Banking and Mortgage Operations. Corporate represents costs not allocated to the operating segments, including those of FirstSun and our non-bank subsidiaries.

The Banking segment originates loans and provides deposits and fee-based services to consumer, business, and mortgage lending customers. Products offered include a full range of commercial and consumer banking and financial services. The interest income on loans held-for-investment is recognized in the Banking segment, excluding newly originated residential first mortgages within the Mortgage Operations segment.

The Mortgage Operations segment originates, sells, services, and manages market risk from changes in interest rates on one-to-four family residential mortgage loans to sell or hold on our balance sheet. Loans originated-to-sell comprise the majority of the lending activity. The Mortgage Operations segment recognizes interest income on loans that are held-for-sale and newly originated residential mortgages held-for-investment, the gains from one to four family residential mortgage sales, and revenue for servicing loans and other ancillary fees following a sales transaction. Revenue from servicing activities is earned on a contractual fee basis. The Mortgage Operations segment services loans for the held-for-investment portfolio, for which it earns revenue via an intercompany service fee allocation which appears as a cost to Banking in mortgage fees. Forward traded loan purchases and sales settlements as well as mortgage servicing rights and related fair value adjustments are reported in this segment.

Corporate represents miscellaneous other expenses of a corporate nature as well as revenue and expenses not directly assigned or allocated to the Banking or Mortgage Operations segments. The majority of executive management’s time is spent managing operating segments; related costs have been allocated between the operating segments and Corporate.

Allocations of expenses to the operating segments are based on estimated uses of those services. We use a funds transfer pricing process to allocate costs, capital and resources to each operating segment. This allows us to identify the cost of funds within each segment, measure the profitability of each segment by relating costs to revenue, and to evaluate each operating segment’s impact on consolidated earnings. Our CODM reviews net income to budgeted net income to assess segment performance on a monthly basis and to make decisions about allocating capital and personnel to the segments.

Significant segment totals, including significant expense categories provided to the CODM are reconciled to the financial statements as follows for the year ended December 31,:

BankingMortgage OperationsCorporateTotal Segments
Summary of Operations
Interest income$420,276$47,462$31$467,769
Interest expense123,24522,6084,525150,378
Net interest income (expense)297,03124,854(4,494)317,391
Provision for (benefit from) credit losses26,727(2,127)—24,600
Noninterest income:
Deposit account service fees8,321——8,321
Treasury management service fees17,473——17,473
Credit and debit card fees10,7254—10,729
Trust and investment advisory fees5,945——5,945
Mortgage banking services, net(2,549)49,621—47,072
Other noninterest income12,384(45)—12,339
Total noninterest income52,29949,580—101,879
Noninterest expense:
Salary and employee benefits131,54837,8392,437171,824
Occupancy, equipment and software34,7353,21729238,244
Amortization and impairment of intangible assets2,412——2,412
Merger related expenses509—2,2342,743
Other noninterest expenses36,77717,8711,90356,551
Total noninterest expense205,98158,9276,866271,774
Income (loss) before income taxes$116,622$17,634$(11,360)$122,896
Other Information
Depreciation expense and amortization on premises and equipment$8,099$149$—$8,248
Identifiable assets$7,181,077$1,205,301$98,784$8,485,162
BankingMortgage OperationsCorporateTotal Segments
Summary of Operations
Interest income$420,386$39,119$35$459,540
Interest expense137,14720,5324,951162,630
Net interest income (expense)283,23918,587(4,916)296,910
Provision for (benefit from) credit losses28,415(865)—27,550
Noninterest income:
Deposit account service fees9,499(4)—9,495
Treasury management service fees14,829——14,829
Credit and debit card fees11,1485—11,153
Trust and investment advisory fees5,787——5,787
Mortgage banking services, net(2,405)41,419—39,014
Other noninterest income9,514——9,514
Total noninterest income48,37241,420—89,792
Noninterest expense:
Salary and employee benefits121,49231,6391,854154,985
Occupancy, equipment and software32,8643,17923936,282
Amortization of intangible assets3,549——3,549
Merger related expenses8,641—4,53713,178
Other noninterest expenses38,36316,3931,29056,046
Total noninterest expense204,90951,2117,920264,040
Income (loss) before income taxes$98,287$9,661$(12,836)$95,112
Other Information
Depreciation expense and amortization on premises and equipment$7,189$186$—$7,375
Identifiable assets$6,812,204$1,147,686$137,497$8,097,387
BankingMortgage OperationsCorporateTotal Segments
Summary of Operations
Interest income$386,535$27,113$36$413,684
Interest expense93,96221,2425,049120,253
Net interest income (expense)292,5735,871(5,013)293,431
Provision for credit losses15,7902,457—18,247
Noninterest income:
Deposit account service fees9,940——9,940
Treasury management service fees11,724——11,724
Credit and debit card fees11,681——11,681
Trust and investment advisory fees5,693——5,693
Mortgage banking services, net(1,676)33,060—31,384
Other noninterest income8,670——8,670
Total noninterest income46,03233,060—79,092
Noninterest expense:
Salary and employee benefits106,03025,3131,888133,231
Occupancy, equipment and software30,4612,77519033,426
Amortization of intangible assets4,822——4,822
Merger related expenses————
Other noninterest expenses34,34314,9332,03851,314
Total noninterest expense175,65643,0214,116222,793
Income (loss) before income taxes$147,159$(6,547)$(9,129)$131,483
Other Information
Depreciation expense and amortization on premises and equipment$7,187$233$—$7,420
Identifiable assets$6,907,741$910,728$61,255$7,879,724

NOTE 22 -Commitments and Contingencies

Commitments:

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include loan commitments, standby letters of credit, and documentary letters of credit and involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the financial statements. Our exposure to credit loss in the event of nonperformance by the other party of these loan commitments and standby letters of credit is represented by the contractual amount of those instruments. We use the same credit policies in making commitments and conditional obligations as we do for on-balance sheet financial instruments.

Undistributed portion of committed loans and unused lines of credit:

Loan commitments are agreements to lend to a customer as long as there is no customer violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require a payment of a fee. As of December 31, 2025 and 2024, commitments included the funding of fixed-rate loans totaling $130,867 and $184,780 and variable-rate loans totaling $1,372,506 and $1,615,505, respectively. The fixed-rate loan commitments have interest rates ranging from 1.00% to 18.00% at December 31, 2025 and 2024, respectively, and maturities ranging from 1 month to 17 years at December 31, 2025 and from 1 month to 18 years at December 31, 2024.

Standby letters of credit:

Standby letters of credit are conditional commitments to guarantee the performance of a customer to a third-party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. Since many loan commitments and letters of credit expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. We evaluate each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary upon extension of credit, is based on our credit evaluation of the counterparty. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, owner-occupied real estate, and/or income-producing commercial properties. As of December 31, 2025 and 2024, our standby letters of credit commitment totaled $39,356 and $39,586, respectively.

MPF Master Commitments:

The Bank has executed MPF Master Commitments (Commitments) with the FHLB to deliver mortgage loans and to guarantee the payment of any realized losses that exceed the FHLB’s first loss account for mortgages delivered under the Commitments. The Bank receives credit enhancement fees from the FHLB for providing this guarantee and continuing to manage the credit risk of the MPF Program mortgage loans. As of December 31, 2025 and 2024, the Bank considered the amount of any of its liability for the present value of the credit enhancement fees less any expected losses in the mortgages delivered under the Commitments to be immaterial, and had not recorded a liability and offsetting receivable. As of December 31, 2025 and 2024 the maximum potential amount of future payments that the Bank would have been required to make under the Commitments was $4,600 and $3,887, respectively. Under the Commitments, the Bank agrees to service the loans and therefore, is responsible for any necessary foreclosure proceedings. Any future recoveries on any losses would not be paid by the FHLB under the Commitments. The Bank has not experienced any material losses under these guarantees.

Contingencies:

We generally sell loans to investors without recourse; therefore, the investors have assumed the risk of loss or default by the borrower. However, we are usually required by these investors to make certain standard representations and warranties relating to credit information, loan documentation, and collateral. To the extent that we do not comply with such representations, we may be required to repurchase the loans or indemnify these investors for any losses from borrower defaults. We establish reserves for potential losses related to these representations and warranties if deemed appropriate and such reserves would be recorded within accrued expenses and other liabilities. In assessing the adequacy of the reserve, we evaluate various factors including actual write-offs during the period, historical loss experience, known delinquent and other problem loans, and economic trends and conditions in the industry.

From time to time, we are a defendant in various claims, legal actions, and complaints arising in the ordinary course of business. We periodically review all outstanding pending or threatened legal proceedings and determine if such matters will have an adverse effect on our business, financial condition, results of operations or cash flows.

Litigation

Check Fraud Litigation

Rodeo Electrical Services, Inc. and its owner (collectively, “RESI”) filed a civil action against the Bank on June 23, 2020 in the Santa Fe County, New Mexico District Court. The complaint alleged that the Bank conspired with or otherwise aided a former RESI employee’s embezzlement of approximately $0.4 million from RESI. The complaint sought compensatory, exemplary, statutory and punitive damages, as well as payment of RESI’s legal fees and expenses. On January 18, 2024, the jury awarded RESI approximately $2.1 million which included punitive damages. Judgment on the jury’s award was entered on July 25, 2024. On June 6, 2025, a supplemental award of RESI’s legal fees of $0.8 million was entered. On June 30, 2025 the Bank filed an appeal, and on August 20, 2025, after mediation, the parties reached a settlement, all of which was paid by the Bank’s insurance carrier in January 2026. The appeals were dismissed on January 30, 2026, at which time the case was concluded. Because the settlement was fully covered by insurance, the settlement had no material effect on the financial condition or results of operations of the Bank.

We establish reserves for contingencies, including legal proceedings, when potential losses become probable and can be reasonably estimated. While the ultimate resolution of any legal proceedings, including the matters described above, cannot be determined at this time, based on information presently available, and after consultation with legal counsel, management believes that the ultimate outcome in these above legal proceedings, either individually or in the aggregate, will not have a material adverse effect on our financial statements. It is possible, however, that future developments could result in an unfavorable outcome for or resolution of any of these proceedings, which may be material to our results of operations for a given fiscal period.

NOTE 23 -Lease Commitments

Our leases relate primarily to office space and bank branches with remaining lease terms of generally 1 to 15 years. Certain lease arrangements contain extension options which typically range from 5 to 10 years at the then fair market rental rates. As these extension options are not generally considered reasonably certain of exercise, they are not included in the lease term.

20252024
ROU asset on leased property, gross$44,376$38,779
Accumulated amortization(17,120)(16,303)
ROU asset, net (Note 8)$27,256$22,476
Lease liability (Note 12)$29,049$24,376

The following table reconciles future undiscounted lease payments due under non-cancelable operating leases to the aggregate operating lessee lease liability as of December 31, 2025:

2026$8,000
20276,159
20285,810
20294,930
20303,213
Thereafter3,851
Total undiscounted operating lease liability31,963
Imputed interest2,914
Total operating lease liability included in the accompanying balance sheet$29,049
Weighted Average Remaining Life - Operating Leases (years)5.09
Weighted Average Rate - Operating Leases3.52%

The components of total lease expense was as follows for the years ended December 31,:

20252024
Operating leases$7,960$7,422
Short-term leases331395
Sublease income(181)(188)
Net lease expense$8,110$7,629

Total lease expense for the year ended December 31, 2023 was $7,670.

We do not currently have any significant finance leases in which we are the lessee, material related-party leases, leases containing residual value guarantees or restrictive covenants.

NOTE 24 -Revenue from Contracts with Customers

Under the guidance of the Revenue from Contracts with Customers (Topic 606), an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration received in exchange for those goods or services.

Revenue is recognized when obligations, under the terms of a contract with our customer, are satisfied, which generally occurs when services are performed. Revenue is measured as the amount of consideration we expect to receive in exchange for providing services.

The disaggregation of our revenue from contracts with customers included in our Banking segment is provided below for the years ended December 31,:

202520242023
Deposit account service fees$8,321$9,495$9,940
Treasury management service fees17,47314,82911,724
Credit and debit card fees10,72911,15311,681
Trust and investment advisory fees5,9455,7875,693
Other income7,9674,5454,930
Total$50,435$45,809$43,968

A description of our revenue streams accounted for under ASC 606 is as follows:

Deposit account service fees:

We charge depositors various deposit account service fees including those for online banking, outgoing wires, overdrafts, stop payment orders, and ATM fees. These fees are generated from a depositor’s option to purchase services offered under the contract and are only considered a contract when the depositor exercises their option to purchase these account services. Therefore, we deem the term of our contracts with depositors to be day-to-day and do not extend beyond the services already provided. Deposit account and other banking fees are recorded at the point in time we perform the requested service.

Treasury management service fees:

We charge business customers various service fees for products and account management services provided, including financial information, accounts receivable, accounts payable, fraud mitigation, and cash flow management. These service fees are generated from a depositor’s election to purchase services offered under the contract and are only considered a contract when the depositor elects to purchase these products and account services. Therefore, we deem the term of our contracts with depositors to be month to month and do not extend beyond the services already provided.

Credit and debit card fees:

We collect interchange fee income when debit and credit cards that we have issued to our customers, are used in merchant transactions. Our performance obligation is satisfied and revenue is recognized at the point we initiate the payment of funds from a customer’s account to a merchant account.

Trust and investment advisory fees:

We earn trust and investment advisory fees from contracts with our customers to manage assets for investments, and/or transact on their accounts. These fees are primarily earned over time as we provide the contracted monthly, quarterly, or annual services and are generally assessed based on a tiered scale of the market value of assets under management at each month end. Fees that are transaction based are recognized at the point in time that the transaction is executed. Other related services provided include financial planning services and the fees we earn, which are based on a fixed fee schedule, are recognized when the services are rendered.

Other income:

Other income consists of service fee income received in connection with administering customer accommodation interest rate swaps, loan syndication fees, insurance commissions and miscellaneous charges for services provided to our customers. Customer accommodation interest rate swap fees and loan syndication fees are earned and recognized at the time of loan origination or syndication. Insurance commissions from insurance carriers are earned and recognized at the time of policy origination. Miscellaneous charges for services provided to our customers consists of service fees that are generated from a customer’s option to purchase services offered under the contract and are only considered a contract when the customer exercises their option to purchase these services. Therefore, we deem the term of our contracts with these customers to be day-to-day and do not extend beyond the services already provided.

NOTE 25 -Subsequent Events

The Company has evaluated subsequent events for potential recognition and disclosure through the filing date of this Form 10-K.

Regulatory approval from the Office of the Comptroller of the Currency:

On February 25, 2026, FirstSun and First Foundation announced receipt of regulatory approval from the Office of the Comptroller of the Currency to complete the merger of their respective bank subsidiaries, Sunflower Bank, N.A. and First Foundation Bank, as part of the previously announced merger between FirstSun and First Foundation.

Completion of the merger remains subject to receipt of regulatory approval from the Board of Governors of the Federal Reserve System.

FirstSun Special Meeting of Stockholders:

FirstSun held a special meeting of stockholders on February 27, 2026 (the “FirstSun special meeting”). At the FirstSun special meeting, the following four proposals were considered:

Proposal 1: a proposal to adopt the Agreement and Plan of Merger, dated as of October 27, 2025, by and between FirstSun and First Foundation Inc. (“First Foundation”), as it may be amended from time to time (the “merger agreement”), under which First Foundation will merge with and into FirstSun, and to approve the consummation of the transactions contemplated thereby, including the issuance of shares of FirstSun common stock as merger consideration (the “FirstSun merger proposal”);

Proposal 2: a proposal to approve an amendment to FirstSun’s certificate of incorporation to increase the number of authorized shares of FirstSun common stock (the “FirstSun authorized common increase proposal”);

Proposal 3: a proposal to approve an amendment to FirstSun’s certificate of incorporation to create a class of non-voting common stock, to be available, among other things, for issuance to certain former First Foundation stockholders in connection with the merger (the “FirstSun non-voting common stock proposal”); and

Proposal 4: a proposal to adjourn the FirstSun special meeting, if necessary or appropriate, to permit further solicitation of proxies in favor of the FirstSun merger proposal, the FirstSun authorized common increase proposal or the FirstSun non-voting common stock proposal (the “FirstSun adjournment proposal”).

Each proposal considered and voted on was approved by the requisite vote of FirstSun’s stockholders. The final voting results for the FirstSun merger proposal can be found in the 8-K filed with the SEC on February 27, 2026. Because a quorum was present at the special meeting and proposals 1, 2, and 3 each received the requisite vote needed for approval, a vote on the FirstSun adjournment proposal was withdrawn and not called. For more information on each of these proposals, see the definitive joint proxy statement/prospectus filed by FirstSun with the U.S. Securities and Exchange Commission (“SEC”) on January 15, 2026, as supplemented by the supplement to joint proxy statement/prospectus filed by FirstSun with the SEC on February 6, 2026.

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