UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2021~~March 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 0-6233

1st Source Corporation

(Exact name of registrant as specified in its charter)


Indiana						35-1068133
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


100 North Michigan Street
South Bend,	IN	46601
(Address of principal executive offices)		(Zip Code)

(574) 235-2000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock - without par value

SRCE

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes o No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). x Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes x No

Number of shares of common stock outstanding as of ~~October~~April 15, ~~2021~~2022 — ~~24,797,533~~24,732,545 shares

Table of Contents

TABLE OF CONTENTS


		Page

PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)
	Consolidated Statements of Financial Condition — ~~September~~ ~~30, 2021~~March 31, 2022 and December 31, ~~2020~~2021	3
	Consolidated Statements of Income — three ~~and~~ ~~nine~~months ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~	4
	Consolidated Statements of Comprehensive Income (Loss) — three ~~and~~ ~~nine~~months ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~	5
	Consolidated Statements of Shareholders’ Equity — three ~~and~~ ~~nine~~months ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~	65
	Consolidated Statements of Cash Flows — ~~nine~~three months ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~	76
	Notes to the Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3330
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4539
Item 4.	Controls and Procedures	4539

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	4639
Item 1A.	Risk Factors	4639
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4640
Item 3.	Defaults Upon Senior Securities	4640
Item 4.	Mine Safety Disclosures	4640
Item 5.	Other Information	4640
Item 6.	Exhibits	4740

SIGNATURES		4841

EXHIBITS
	Exhibit 31.1
	Exhibit 31.2
	Exhibit 32.1
	Exhibit 32.2

Table of Contents

1st SOURCE CORPORATION

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Unaudited - Dollars in thousands)


		September 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
ASSETS	ASSETS					ASSETS
Cash and due from banks	Cash and due from banks	$	77,740	$	74,186	Cash and due from banks	$	69,195	$	54,420
Federal funds sold and interest bearing deposits with other banks	Federal funds sold and interest bearing deposits with other banks	559,542		168,861		Federal funds sold and interest bearing deposits with other banks	347,697		470,767
Investment securities available-for-sale	Investment securities available-for-sale	1,583,240		1,197,467		Investment securities available-for-sale	1,857,431		1,863,041
Other investments	Other investments	27,189		27,429		Other investments	25,538		27,189

Mortgages held for sale	Mortgages held for sale	34,594		12,885		Mortgages held for sale	4,757		13,284
Loans and leases, net of unearned discount:	Loans and leases, net of unearned discount:					Loans and leases, net of unearned discount:
Commercial and agricultural	Commercial and agricultural	1,005,849		1,186,118		Commercial and agricultural	869,093		918,712
Solar	Solar	303,995		292,604		Solar	337,485		348,302
Auto and light truck	Auto and light truck	605,258		542,369		Auto and light truck	629,780		603,775
Medium and heavy duty truck	Medium and heavy duty truck	248,604		279,172		Medium and heavy duty truck	255,277		259,740
Aircraft	Aircraft	900,077		861,460		Aircraft	957,040		898,401
Construction equipment	Construction equipment	729,412		714,888		Construction equipment	775,972		754,273
Commercial real estate	Commercial real estate	939,131		969,864		Commercial real estate	920,807		929,341
Residential real estate and home equity	Residential real estate and home equity	492,893		511,379		Residential real estate and home equity	510,537		500,590
Consumer	Consumer	133,578		131,447		Consumer	138,012		133,080
Total loans and leases	Total loans and leases	5,358,797		5,489,301		Total loans and leases	5,394,003		5,346,214
Allowance for loan and lease losses	Allowance for loan and lease losses	(133,755)		(140,654)		Allowance for loan and lease losses	(129,959)		(127,492)
Net loans and leases	Net loans and leases	5,225,042		5,348,647		Net loans and leases	5,264,044		5,218,722
Equipment owned under operating leases, net	Equipment owned under operating leases, net	51,478		65,040		Equipment owned under operating leases, net	41,792		48,433
Net premises and equipment	Net premises and equipment	46,748		49,373		Net premises and equipment	45,960		47,038
Goodwill and intangible assets	Goodwill and intangible assets	83,931		83,948		Goodwill and intangible assets	83,921		83,926
Accrued income and other assets	Accrued income and other assets	274,588		288,575		Accrued income and other assets	272,128		269,469
Total assets	Total assets	$	7,964,092	$	7,316,411	Total assets	$	8,012,463	$	8,096,289
LIABILITIES	LIABILITIES					LIABILITIES
Deposits:	Deposits:					Deposits:
Noninterest-bearing demand	Noninterest-bearing demand	$	2,012,389	$	1,636,684	Noninterest-bearing demand	$	2,061,111	$	2,052,981
Interest-bearing deposits:	Interest-bearing deposits:					Interest-bearing deposits:
Interest-bearing demand	Interest-bearing demand	2,358,512		2,059,139		Interest-bearing demand	2,430,979		2,455,580
Savings	Savings	1,214,088		1,082,848		Savings	1,328,981		1,286,367
Time	Time	937,516		1,167,357		Time	852,021		884,137
Total interest-bearing deposits	Total interest-bearing deposits	4,510,116		4,309,344		Total interest-bearing deposits	4,611,981		4,626,084
Total deposits	Total deposits	6,522,505		5,946,028		Total deposits	6,673,092		6,679,065
Short-term borrowings:	Short-term borrowings:					Short-term borrowings:
Federal funds purchased and securities sold under agreements to repurchase	Federal funds purchased and securities sold under agreements to repurchase	210,275		143,564		Federal funds purchased and securities sold under agreements to repurchase	193,798		194,727
Other short-term borrowings	Other short-term borrowings	5,390		7,077		Other short-term borrowings	5,360		5,300
Total short-term borrowings	Total short-term borrowings	215,665		150,641		Total short-term borrowings	199,158		200,027
Long-term debt and mandatorily redeemable securities	Long-term debt and mandatorily redeemable securities	81,301		81,864		Long-term debt and mandatorily redeemable securities	69,563		71,251
Subordinated notes	Subordinated notes	58,764		58,764		Subordinated notes	58,764		58,764
Accrued expenses and other liabilities	Accrued expenses and other liabilities	129,460		148,444		Accrued expenses and other liabilities	92,416		117,718
Total liabilities	Total liabilities	7,007,695		6,385,741		Total liabilities	7,092,993		7,126,825
SHAREHOLDERS’ EQUITY	SHAREHOLDERS’ EQUITY					SHAREHOLDERS’ EQUITY
Preferred stock; no par value	Preferred stock; no par value					Preferred stock; no par value
Authorized 10,000,000 shares; none issued or outstanding	Authorized 10,000,000 shares; none issued or outstanding	—		—		Authorized 10,000,000 shares; none issued or outstanding	—		—
Common stock; no par value	Common stock; no par value					Common stock; no par value
Authorized 40,000,000 shares; issued 28,205,674 at September 30, 2021 and December 31, 2020		436,538		436,538
Authorized 40,000,000 shares; issued 28,205,674 at March 31, 2022 and December 31, 2021						Authorized 40,000,000 shares; issued 28,205,674 at March 31, 2022 and December 31, 2021	436,538		436,538
Retained earnings	Retained earnings	583,631		514,176		Retained earnings	624,503		603,787
Cost of common stock in treasury (3,408,141 shares at September 30, 2021 and 2,816,557 shares at December 31, 2020)		(111,253)		(82,240)
Accumulated other comprehensive income		2,417		18,371
Cost of common stock in treasury (3,473,139 shares at March 31, 2022 and 3,466,162 shares at December 31, 2021)						Cost of common stock in treasury (3,473,139 shares at March 31, 2022 and 3,466,162 shares at December 31, 2021)	(115,654)		(114,209)
Accumulated other comprehensive loss						Accumulated other comprehensive loss	(80,537)		(9,861)
Total shareholders’ equity	Total shareholders’ equity	911,333		886,845		Total shareholders’ equity	864,850		916,255
Noncontrolling interests	Noncontrolling interests	45,064		$	43,825	Noncontrolling interests	54,620		$	53,209
Total equity	Total equity	956,397		930,670		Total equity	919,470		969,464
Total liabilities and equity	Total liabilities and equity	$	7,964,092	$	7,316,411	Total liabilities and equity	$	8,012,463	$	8,096,289

The accompanying notes are a part of the unaudited consolidated financial statements.

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1st SOURCE CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited - Dollars in thousands, except per share amounts)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2021		2020		2021		2020				2022		2021
Interest income:	Interest income:									Interest income:
Loans and leases	Loans and leases	$	61,696	$	58,318	$	176,704	$	178,659	Loans and leases		$	55,208	$	57,864
Investment securities, taxable	Investment securities, taxable	4,533		4,103		12,676		14,140		Investment securities, taxable		6,344		3,988
Investment securities, tax-exempt	Investment securities, tax-exempt	140		207		468		703		Investment securities, tax-exempt		134		174
Other	Other	360		289		943		951		Other		363		266
Total interest income	Total interest income	66,729		62,917		190,791		194,453		Total interest income		62,049		62,292
Interest expense:	Interest expense:									Interest expense:
Deposits	Deposits	2,924		6,532		9,652		25,648		Deposits		2,376		3,526
Short-term borrowings	Short-term borrowings	25		83		90		427		Short-term borrowings		24		36
Subordinated notes	Subordinated notes	816		824		2,448		2,543		Subordinated notes		823		818
Long-term debt and mandatorily redeemable securities	Long-term debt and mandatorily redeemable securities	740		610		2,030		2,122		Long-term debt and mandatorily redeemable securities		(792)		500
Total interest expense	Total interest expense	4,505		8,049		14,220		30,740		Total interest expense		2,431		4,880
Net interest income	Net interest income	62,224		54,868		176,571		163,713		Net interest income		59,618		57,412
(Recovery of) provision for credit losses*		(2,559)		9,303		(3,186)		31,031
Provision for credit losses										Provision for credit losses		2,233		2,398
Net interest income after provision for credit losses	Net interest income after provision for credit losses	64,783		45,565		179,757		132,682		Net interest income after provision for credit losses		57,385		55,014
Noninterest income:	Noninterest income:									Noninterest income:
Trust and wealth advisory	Trust and wealth advisory	5,886		5,153		17,833		15,590		Trust and wealth advisory		5,914		5,481
Service charges on deposit accounts	Service charges on deposit accounts	2,767		2,336		7,722		6,851		Service charges on deposit accounts		2,792		2,447
Debit card	Debit card	4,570		4,019		13,506		10,993		Debit card		4,194		4,182
Mortgage banking	Mortgage banking	3,149		6,474		9,909		12,125		Mortgage banking		1,377		3,901
Insurance commissions	Insurance commissions	1,862		1,825		5,698		5,401		Insurance commissions		1,905		2,152
Equipment rental	Equipment rental	3,946		5,593		12,830		18,213		Equipment rental		3,662		4,629
(Losses) gains on investment securities available-for-sale		—		—		(680)		279
Gains on investment securities available-for-sale										Gains on investment securities available-for-sale		—		—
Other	Other	3,317		2,641		9,446		8,452		Other		3,301		3,077
Total noninterest income	Total noninterest income	25,497		28,041		76,264		77,904		Total noninterest income		23,145		25,869
Noninterest expense:	Noninterest expense:									Noninterest expense:
Salaries and employee benefits	Salaries and employee benefits	26,974		25,609		77,680		74,009		Salaries and employee benefits		25,467		25,196
Net occupancy	Net occupancy	2,654		2,512		7,900		7,737		Net occupancy		2,811		2,719
Furniture and equipment	Furniture and equipment	6,444		6,247		19,239		18,912		Furniture and equipment		1,295		1,474
Data processing										Data processing		5,208		4,984
Depreciation – leased equipment	Depreciation – leased equipment	3,239		4,694		10,562		15,263		Depreciation – leased equipment		3,015		3,773
Professional fees	Professional fees	1,815		2,041		5,574		4,741		Professional fees		1,608		1,613
Supplies and communication		1,427		1,305		4,332		4,329
FDIC and other insurance	FDIC and other insurance	396		868		1,833		1,755		FDIC and other insurance		850		665
Business development and marketing	Business development and marketing	4,465		923		6,813		3,403		Business development and marketing		1,268		997
Loan and lease collection and repossession	Loan and lease collection and repossession	(585)		1,054		30		2,655		Loan and lease collection and repossession		134		129
Other	Other	1,235		1,790		3,439		5,599		Other		3,680		2,590
Total noninterest expense	Total noninterest expense	48,064		47,043		137,402		138,403		Total noninterest expense		45,336		44,140
Income before income taxes	Income before income taxes	42,216		26,563		118,619		72,183		Income before income taxes		35,194		36,743
Income tax expense	Income tax expense	9,735		6,509		27,797		17,185		Income tax expense		7,793		8,637
Net income	Net income	32,481		20,054		90,822		54,998		Net income		27,401		28,106
Net loss (income) attributable to noncontrolling interests		2		4		(11)		(25)
Net (income) loss attributable to noncontrolling interests										Net (income) loss attributable to noncontrolling interests		(11)		(1)
Net income available to common shareholders	Net income available to common shareholders	$	32,483	$	20,058	$	90,811	$	54,973	Net income available to common shareholders		$	27,390	$	28,105
Per common share:	Per common share:									Per common share:
Basic net income per common share	Basic net income per common share	$	1.29	$	0.78	$	3.59	$	2.14	Basic net income per common share		$	1.10	$	1.10
Diluted net income per common share	Diluted net income per common share	$	1.29	$	0.78	$	3.59	$	2.14	Diluted net income per common share		$	1.10	$	1.10
Cash dividends	Cash dividends	$	0.31	$	0.28	$	0.90	$	0.85	Cash dividends		$	0.31	$	0.29
Basic weighted average common shares outstanding	Basic weighted average common shares outstanding	24,919,956		25,552,374		25,126,703		25,538,910		Basic weighted average common shares outstanding		24,743,790		25,320,930
Diluted weighted average common shares outstanding	Diluted weighted average common shares outstanding	24,919,956		25,552,374		25,126,703		25,538,910		Diluted weighted average common shares outstanding		24,743,790		25,320,930

The accompanying notes are a part of the unaudited consolidated financial statements.

*ASU 2016-13 adopted during the fourth quarter of 2020 therefore September 30, 2020 provision amount reflects the incurred loss method.

Table of Contents

1st SOURCE CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited - Dollars in thousands)
Three Months Ended
September 30, Nine Months Ended
September 30,
2021 2020 2021 2020
Net income $ 32,481 $ 20,054 $ 90,822 $ 54,998
Other comprehensive income:
Unrealized (depreciation) appreciation of available-for-sale securities (6,833) (303) (21,695) 19,360
Reclassification adjustment for realized losses (gains) included in net income — — 680 (279)
Income tax effect 1,646 73 5,061 (4,595)
Other comprehensive (loss) income, net of tax (5,187) (230) (15,954) 14,486
Comprehensive income 27,294 19,824 $ 74,868 $ 69,484
Comprehensive loss (income) attributable to noncontrolling interests 2 4 (11) (25)
Comprehensive income available to common shareholders $ 27,296 $ 19,828 $ 74,857 $ 69,459


	Three Months Ended March 31,
		2022		2021
Net income		$	27,401	$	28,106
Other comprehensive income (loss):
Unrealized depreciation of available-for-sale securities		(93,094)		(14,658)
Reclassification adjustment for realized gains included in net income		—		—
Income tax effect		22,418		3,530
Other comprehensive loss, net of tax		(70,676)		(11,128)
Comprehensive (loss) income		$	(43,275)	$	16,978
Comprehensive (income) loss attributable to noncontrolling interests		(11)		(1)
Comprehensive (loss) income available to common shareholders		$	(43,286)	$	16,977

The accompanying notes are a part of the unaudited consolidated financial statements.

~~Table of Contents~~

1st SOURCE CORPORATION

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited - Dollars in thousands, except per share amounts)
Three Months Ended
Preferred
Stock Common
Stock Retained
Earnings Cost of
Common
Stock
in Treasury Accumulated
Other
Comprehensive
Income (Loss), Net Total Shareholders’ Equity Noncontrolling Interests Total Equity
Balance at July 1, 2020 $ — $ 436,538 $ 484,491 $ (75,922) $ 19,888 $ 864,995 $ 36,658 $ 901,653
Net income (loss) — — 20,058 — — 20,058 (4) 20,054
Other comprehensive loss — — — — (230) (230) — (230)
Issuance of 3,289 common shares under stock based compensation awards — — 52 61 — 113 — 113
Cost of 0 shares of common stock acquired for treasury — — — — — — — —
Common stock dividend ($0.28 per share) — — (7,182) — — (7,182) — (7,182)
Contributions from noncontrolling interests — — — — — — 928 928
Distributions to noncontrolling interests — — — — — — (321) (321)
Balance at September 30, 2020 $ — $ 436,538 $ 497,419 $ (75,861) $ 19,658 $ 877,754 $ 37,261 $ 915,015
Balance at July 1, 2021 $ — $ 436,538 $ 558,795 $ (101,711) $ 7,604 $ 901,226 $ 44,231 $ 945,457
Net income — — 32,483 — — 32,483 (2) 32,481
Other comprehensive loss — — — — (5,187) (5,187) — (5,187)
Issuance of 6,936 common shares under stock based compensation awards — — 128 127 — 255 — 255
Cost of 210,130 shares of common stock acquired for treasury — — — (9,669) — (9,669) — (9,669)
Common stock dividend ($0.31 per share) — — (7,775) — — (7,775) — (7,775)
Contributions from noncontrolling interests — — — — — — 1,118 1,118
Distributions to noncontrolling interests — — — — — — (283) (283)
Balance at September 30, 2021 $ — $ 436,538 $ 583,631 $ (111,253) $ 2,417 $ 911,333 $ 45,064 $ 956,397

Nine Months Ended
Preferred
Stock Common
Stock Retained
Earnings Cost of
Common
Stock
in Treasury Accumulated
Other
Comprehensive
Income (Loss), Net Total Shareholders’ Equity Noncontrolling Interests Total Equity
Balance at January 1, 2020 $ — $ 436,538 $ 463,269 $ (76,702) $ 5,172 $ 828,277 $ 20,359 $ 848,636
Net income — — 54,973 — — 54,973 25 54,998
Other comprehensive income — — — — 14,486 14,486 — 14,486
Issuance of 44,170 common shares under stock based compensation awards — — 934 841 — 1,775 — 1,775
Cost of 0 shares of common stock acquired for treasury — — — — — — — —
Common stock dividend ($0.85 per share) — — (21,757) — — (21,757) — (21,757)
Contributions from noncontrolling interests — — — — — — 17,369 17,369
Distributions to noncontrolling interests — — — — — — (492) (492)
Balance at September 30, 2020 $ — $ 436,538 $ 497,419 $ (75,861) $ 19,658 $ 877,754 $ 37,261 915,015
Balance at January 1, 2021 $ — $ 436,538 $ 514,176 $ (82,240) $ 18,371 $ 886,845 $ 43,825 $ 930,670
Net income — — 90,811 — — 90,811 11 90,822
Other comprehensive loss — — — — (15,954) (15,954) — (15,954)
Issuance of 57,762 common shares under stock based compensation awards — — 1,399 1,054 — 2,453 — 2,453
Cost of 649,346 shares of common stock acquired for treasury — — — (30,067) — (30,067) — (30,067)
Common stock dividend ($0.90 per share) — — (22,755) — — (22,755) — (22,755)
Contributions from noncontrolling interests — — — — — — 2,005 2,005
Distributions to noncontrolling interests — — — — — — (777) (777)
Balance at September 30, 2021 $ — $ 436,538 $ 583,631 $ (111,253) $ 2,417 $ 911,333 $ 45,064 $ 956,397


	Three Months Ended
	Preferred Stock		Common Stock		Retained Earnings		Cost of Common Stock in Treasury		Accumulated Other Comprehensive Income (Loss), Net		Total Shareholders’ Equity		Noncontrolling Interests		Total Equity
Balance at January 1, 2021	$	—	$	436,538	$	514,176	$	(82,240)	$	18,371	$	886,845	$	43,825	$	930,670


Net income	—		—		28,105		—		—		28,105		1		28,106
Other comprehensive loss	—		—		—		—		(11,128)		(11,128)		—		(11,128)
Issuance of 35,027 common shares under stock based compensation awards	—		—		844		638		—		1,482		—		1,482
Cost of 155,457 shares of common stock acquired for treasury	—		—		—		(6,621)		—		(6,621)		—		(6,621)
Common stock dividend ($0.29 per share)	—		—		(7,388)		—		—		(7,388)		—		(7,388)
Contributions from noncontrolling interests	—		—		—		—		—		—		887		887
Distributions to noncontrolling interests	—		—		—		—		—		—		(249)		(249)
Balance at March 31, 2021	$	—	$	436,538	$	535,737	$	(88,223)	$	7,243	$	891,295	$	44,464	935,759

Balance at January 1, 2022	$	—	$	436,538	$	603,787	$	(114,209)	$	(9,861)	$	916,255	$	53,209	$	969,464


Net income	—		—		27,390		—		—		27,390		11		27,401
Other comprehensive loss	—		—		—		—		(70,676)		(70,676)		—		(70,676)
Issuance of 38,442 common shares under stock based compensation awards	—		—		1,024		730		—		1,754		—		1,754
Cost of 45,419 shares of common stock acquired for treasury	—		—		—		(2,175)		—		(2,175)		—		(2,175)
Common stock dividend ($0.31 per share)	—		—		(7,698)		—		—		(7,698)		—		(7,698)
Contributions from noncontrolling interests	—		—		—		—		—		—		1,627		1,627
Distributions to noncontrolling interests	—		—		—		—		—		—		(227)		(227)

Balance at March 31, 2022	$	—	$	436,538	$	624,503	$	(115,654)	$	(80,537)	$	864,850	$	54,620	$	919,470

The accompanying notes are a part of the unaudited consolidated financial statements.

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1st SOURCE CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited - Dollars in thousands)


	Three Months Ended March 31,
	2022		2021
Operating activities:
Net income	$	27,401	$	28,106
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses	2,233		2,398
Depreciation of premises and equipment	1,177		1,361
Depreciation of equipment owned and leased to others	3,015		3,773
Stock-based compensation	732		885
Amortization of investment securities premiums and accretion of discounts, net	967		1,734
Amortization of mortgage servicing rights	381		590
Mortgage servicing rights impairment recoveries	—		(42)
Amortization of right of use assets	785		1,133
Deferred income taxes	80		2,452
Gains on investment securities available-for-sale	—		—
Originations of loans held for sale, net of principal collected	(32,314)		(85,663)
Proceeds from the sales of loans held for sale	41,456		91,858
Net gain on sale of loans held for sale	(615)		(2,661)
Net gain on sale of other real estate and repossessions	(47)		(141)


Change in interest receivable	(530)		(142)
Change in interest payable	199		265
Change in other assets	9,099		(7,843)
Change in other liabilities	(10,882)		4,519
Other	(1,334)		(93)
Net change in operating activities	41,803		42,489

Investing activities:
Proceeds from sales of investment securities available-for-sale	—		—
Proceeds from maturities and paydowns of investment securities available-for-sale	57,392		119,692
Purchases of investment securities available-for-sale	(145,843)		(229,957)
Net change in partnership investments	(2,128)		(1,142)
Net change in other investments	1,651		—
Loans sold or participated to others	7,987		3,813
Proceeds from principal payments on direct finance leases	9,377		7,317

Net change in loans and leases	(66,069)		(49,255)
Net change in equipment owned under operating leases	3,626		(128)
Purchases of premises and equipment	(113)		(280)
Proceeds from disposal of premises and equipment	14		5
Proceeds from sales of other real estate and repossessions	1,983		697
Net change in investing activities	(132,123)		(149,238)

Financing activities:
Net change in demand deposits and savings accounts	26,143		271,650
Net change in time deposits	(32,116)		(86,337)
Net change in short-term borrowings	(869)		29,960

Payments on long-term debt	(2,440)		(2,035)

Acquisition of treasury stock	(2,175)		(6,621)
Net contributions from (distributions to) noncontrolling interests	1,400		639
Cash dividends paid on common stock	(7,918)		(7,600)
Net change in financing activities	(17,975)		199,656


Net change in cash and cash equivalents	(108,295)		92,907
Cash and cash equivalents, beginning of year	525,187		243,047
Cash and cash equivalents, end of period	$	416,892	$	335,954
Supplemental Information:
Non-cash transactions:
Loans transferred to other real estate and repossessed assets	$	1,150	$	839
Common stock matching contribution to Employee Stock Ownership and Profit Sharing Plan	683		715
Right of use assets obtained in exchange for lease obligations	116		46

The accompanying notes are a part of the unaudited consolidated financial statements.

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~~1st SOURCE CORPORATION~~

~~CONSOLIDATED STATEMENTS OF CASH FLOWS~~

~~(Unaudited - Dollars in thousands)~~
Nine Months Ended September 30,
2021 2020
Operating activities:
Net income $ 90,822 $ 54,998
Adjustments to reconcile net income to net cash provided by operating activities:
(Recovery of) provision for credit losses* (3,186) 31,031
Depreciation of premises and equipment 3,891 4,255
Depreciation of equipment owned and leased to others 10,562 15,263
Stock-based compensation 2,962 2,377
Amortization of investment securities premiums and accretion of discounts, net 5,024 4,238
Amortization of mortgage servicing rights 1,663 1,757
Mortgage servicing rights impairment (recoveries) charges (812) 808
Amortization of right of use assets 3,406 2,115
Deferred income taxes 13,087 (10,509)
Losses (gains) on investment securities available-for-sale 680 (279)
Originations of loans held for sale, net of principal collected (210,258) (248,639)
Proceeds from the sales of loans held for sale 194,549 258,253
Net gain on sale of loans held for sale (6,000) (10,327)
Net gain on sale of other real estate and repossessions (636) (73)
Change in interest receivable 1,687 (2,440)
Change in interest payable (1,572) (6,271)
Change in other assets 10,811 2,312
Change in other liabilities (11,829) (2,906)
Other 223 1,049
Net change in operating activities 105,074 97,012
Investing activities:
Proceeds from sales of investment securities available-for-sale 99,208 8,403
Proceeds from maturities and paydowns of investment securities available-for-sale 256,538 301,050
Purchases of investment securities available-for-sale (768,238) (337,175)
Net change in partnership investments (15,146) (31,298)
Net change in other investments 240 740
Loans sold or participated to others 25,970 10,722
Proceeds from principal payments on direct finance leases 27,072 35,384
Net change in loans and leases 72,195 (596,052)
Net change in equipment owned under operating leases 3,000 16,691
Purchases of premises and equipment (1,389) (1,988)
Proceeds from disposal of premises and equipment 125 19
Proceeds from sales of other real estate and repossessions 3,527 6,303
Net change in investing activities (296,898) (587,201)
Financing activities:
Net change in demand deposits and savings accounts 806,318 890,031
Net change in time deposits (229,841) (350,502)
Net change in short-term borrowings 65,024 19,681
Proceeds from issuance of long-term debt — 10,000
Payments on long-term debt (3,288) (2,710)
Stock issued under stock purchase plans 90 39
Acquisition of treasury stock (30,067) —
Net change in noncontrolling interests 1,228 16,877
Cash dividends paid on common stock (23,405) (22,376)
Net change in financing activities 586,059 561,040
Net change in cash and cash equivalents 394,235 70,851
Cash and cash equivalents, beginning of year 243,047 83,365
Cash and cash equivalents, end of period $ 637,282 $ 154,216
Supplemental Information:
Non-cash transactions:
Loans transferred to other real estate and repossessed assets $ 1,554 $ 2,969
Common stock matching contribution to Employee Stock Ownership and Profit Sharing Plan 715 622
Right of use assets obtained in exchange for lease obligations 698 253

~~The accompanying notes are a part of the unaudited consolidated financial statements.~~

*ASU 2016-13 adopted during the fourth quarter of 2020 therefore September 30, 2020 provision amount reflects the incurred loss method.

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1ST SOURCE CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 — Accounting Policies

1st Source Corporation is a bank holding company headquartered in South Bend, Indiana that provides, through its subsidiaries (collectively referred to as “1st Source” or “the Company”), a broad array of financial products and services.

Basis of Presentation – The accompanying unaudited consolidated financial statements reflect all adjustments (all of which are normal and recurring in nature) which are, in the opinion of management, necessary for a fair presentation of the consolidated financial position, the results of operations, changes in comprehensive income (loss), changes in shareholders’ equity, and cash flows for the periods presented. These unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (SEC) and, therefore, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been omitted.

The Notes to the Consolidated Financial Statements appearing in 1st Source Corporation’s Annual Report on Form 10-K ~~(2020~~(2021 Annual Report), which include descriptions of significant accounting policies, should be read in conjunction with these interim financial statements. The Consolidated Statement of Financial Condition at December 31, ~~2020~~2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. Certain amounts in the prior period consolidated financial statements have been reclassified to conform to the current period presentation.

Use of Estimates in the Preparation of Financial Statements – Financial statements prepared in accordance with GAAP require the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

Loans and Leases – Loans are stated at the principal amount outstanding, net of unamortized deferred loan origination fees and costs and net of unearned income. Interest income is accrued as earned based on unpaid principal balances. Origination fees and direct loan and lease origination costs are deferred, and the net amount amortized to interest income over the estimated life of the related loan or lease. Loan commitment fees are deferred and amortized into other income over the commitment period.

Direct financing leases are carried at the aggregate of lease payments plus estimated residual value of the leased property, net of unamortized deferred lease origination fees and costs and unearned income. Interest income on direct financing leases is recognized over the term of the lease to achieve a constant periodic rate of return on the outstanding investment. ~~Effective January 1, 2019, as part of the new leasing standard, only those costs~~Costs incurred as a direct result of closing a lease ~~transaction~~transactions are ~~capitalized. All existing deferrals will continue to be~~capitalized and amortized over the ~~estimated~~ life of the lease while all ~~new incremental~~other initial direct costs are expensed immediately.

Accrued interest is included in Accrued Income and Other Assets on the Consolidated Statements of Financial Condition and is excluded from the calculation of the allowance for credit losses. The accrual of interest on loans and leases is discontinued when a loan or lease becomes contractually delinquent for 90 days, or when an individual analysis of a borrower’s credit worthiness indicates a credit should be placed on nonperforming status, except for residential mortgage loans and consumer loans that are well secured and in the process of collection. Residential mortgage loans are placed on nonaccrual at the time the loan is placed in foreclosure. When interest accruals are discontinued, interest credited to income in the current year is reversed and interest accrued in the prior year is charged to the allowance for loan and lease losses. However, in some cases, the Company may elect to continue the accrual of interest when the net realizable value of collateral is sufficient to cover the principal and accrued interest. When a loan or lease is classified as nonaccrual and the future collectability of the recorded loan or lease balance is doubtful, collections on interest and principal are applied as a reduction to principal outstanding. Loans are returned to accrual status when all principal and interest amounts contractually due are brought current and future payments are reasonably assured, which is typically evidenced by a sustained repayment performance of at least six months.

Loans and leases that have been modified and economic concessions have been granted to borrowers who have experienced financial difficulties are considered a troubled debt restructuring (TDR). These concessions typically result from the Company’s loss mitigation activities and may include reductions in the interest rate, payment extensions, forgiveness of principal, forbearance or other actions. Certain TDRs are classified as nonperforming at the time of restructuring and typically are returned to performing status after considering the borrower’s sustained repayment performance for a reasonable period of at least six months.

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When the Company modifies loans and leases in a TDR, it evaluates any possible impairment based on the present value of expected future cash flows, discounted at the contractual interest rate of the original loan or lease agreement, or uses the current fair value of the collateral, less selling costs for collateral dependent loans. If the Company determines that the value of the modified loan is less than the recorded investment in the loan (net of previous charge-offs, deferred loan fees or costs and unamortized premium or discount), impairment is recognized through an allowance for loan and lease losses estimate or a charge-off to the allowance for loan and lease losses. In periods subsequent to modification, the Company evaluates all TDRs, including those that have payment defaults, for possible impairment and recognizes impairment through the allowance for loan and lease losses.

On March 27, 2020, the President of the United States signed the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which provides entities with optional temporary relief from certain accounting and financial reporting requirements under U.S. GAAP. Section 4013 of the CARES Act allows financial institutions to suspend application of certain TDR accounting guidance for loan and lease modifications related to the COVID-19 pandemic made between March 1, 2020 and the earlier of December 31, 2020 or 60 days after the end of the COVID-19 national emergency, provided certain criteria are met. Section 4013 of the Cares Act was amended on December 27, 2020 to extend this relief until January 1, 2022. The relief can be applied to loan and lease modifications for borrowers that were not more than 30 days past due as of December 31, 2019 and to loan and lease modifications that defer or delay the payment of principal or interest, or change the interest rate on the loan. The Company chose to apply this relief to eligible loan and lease modifications. At September 30, 2021 and December 31, 2020, loan and lease modification balances related to the COVID-19 pandemic were $1 million and $129 million, respectively.

Note 2 — Recent Accounting Pronouncements

~~Presentation of~~ Financial ~~Statements:~~Instruments–Credit Losses: In ~~August 2021,~~March 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. ~~2021-06~~2022-02 “~~Presentation of~~ Financial ~~Statements~~Instruments-Credit Losses (Topic ~~205), Financial Services—Depository~~326): Troubled Debt Restructurings and Lending (Topic 942), and Financial Services—Investment Companies (Topic 946): Amendments to SEC Paragraphs Pursuant to SEC Final Rule Releases No. 33-10786, Amendments to Financial Disclosures about Acquired and Disposed Businesses, and No. 33-10835, Update of Statistical Disclosures for Bank and Savings and Loan Registrants.Vintage Disclosures.” ~~This ASU amends~~These amendments eliminate the ~~SEC sections~~TDR recognition and measurement guidance and, instead, require that an entity evaluate (consistent with the accounting for other loan modifications) whether the modification represents a new loan or a continuation of ~~the Codification~~an existing loan. The amendments also enhance existing disclosure requirements and introduce new requirements related to ~~Final Rule Releases No. 33-10786, Amendments~~certain modifications of receivables made to ~~Financial Disclosures about Acquired~~borrowers experiencing financial difficulty. Additionally, these amendments require that an entity disclose current-period gross writeoffs by year of origination for financing receivables and ~~Disposed Businesses, and No. 33-10835, Update to Statistical Disclosures for Bank and Savings and Loan Registrants.~~net investment in leases within the scope of Subtopic 326-20. The guidance is effective ~~upon its addition~~for entities that have adopted ASU 2016-13 for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. These amendments should be applied prospectively. If an entity elects to early adopt ASU 2022-02 in an interim period, the ~~FASB codification.~~guidance should be applied as of the beginning of the fiscal year that includes the interim period. An entity may elect to early adopt the amendments about TDRs and related disclosure enhancements separately from the amendments related to vintage disclosures. The Company is assessing ~~the impact of~~ ASU ~~2021-06~~2022-02 and its impact on its accounting and disclosures.

Reference Rate Reform: In March 2020, the FASB issued ASU No. 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” These amendments provide temporary optional guidance to ease the potential burden in accounting for reference rate reform. The ASU provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. It is intended to help stakeholders during the global market-wide reference rate transition period. In January 2021, the FASB issued ASU 2021-01 which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The guidance is effective for all entities as of March 12, 2020 through December 31, 2022. The Company continues to implement its transition plan toward cessation of LIBOR and the modification of its loans and other financial instruments with attributes that are either directly or indirectly influenced by LIBOR. The Company expects to utilize the LIBOR transition relief allowed under ASU 2020-04 and ASU ~~2020-01,~~2021-01, as applicable, and does not expect such adoption to have a material impact on its accounting and disclosures. The Company will continue to assess the impact as the reference rate transition ~~occurs over the next two years .~~approaches June 30, 2023.

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Note 3 — Investment Securities Available-For-Sale

The following table shows investment securities available-for-sale.


(Dollars in thousands)	(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
September 30, 2021
March 31, 2022										March 31, 2022
U.S. Treasury and Federal agencies securities	U.S. Treasury and Federal agencies securities	$	893,378	$	5,192	$	(4,898)	$	893,672	U.S. Treasury and Federal agencies securities	$	1,137,278	$	343	$	(56,676)	$	1,080,945
U.S. States and political subdivisions securities	U.S. States and political subdivisions securities	93,764		1,537		(751)		94,550		U.S. States and political subdivisions securities	102,459		145		(4,251)		98,353
Mortgage-backed securities — Federal agencies	Mortgage-backed securities — Federal agencies	569,805		7,140		(5,795)		571,150		Mortgage-backed securities — Federal agencies	700,666		394		(46,050)		655,010
Corporate debt securities	Corporate debt securities	22,509		759		—		23,268		Corporate debt securities	22,511		88		(74)		22,525
Foreign government and other securities	Foreign government and other securities	600		—		—		600		Foreign government and other securities	600		—		(2)		598
Total debt securities available-for-sale	Total debt securities available-for-sale	$	1,580,056	$	14,628	$	(11,444)	$	1,583,240	Total debt securities available-for-sale	$	1,963,514	$	970	$	(107,053)	$	1,857,431

December 31, 2020
December 31, 2021										December 31, 2021
U.S. Treasury and Federal agencies securities	U.S. Treasury and Federal agencies securities	$	610,195	$	9,521	$	(234)	$	619,482	U.S. Treasury and Federal agencies securities	$	1,093,780	$	3,244	$	(13,018)	$	1,084,006
U.S. States and political subdivisions securities	U.S. States and political subdivisions securities	78,812		2,346		(31)		81,127		U.S. States and political subdivisions securities	95,700		1,130		(1,129)		95,701
Mortgage-backed securities — Federal agencies	Mortgage-backed securities — Federal agencies	442,748		11,237		(196)		453,789		Mortgage-backed securities — Federal agencies	663,441		4,745		(8,459)		659,727
Corporate debt securities	Corporate debt securities	40,813		1,556		—		42,369		Corporate debt securities	22,510		499		—		23,009
Foreign government and other securities	Foreign government and other securities	700		—		—		700		Foreign government and other securities	600		—		(2)		598
Total debt securities available-for-sale	Total debt securities available-for-sale	$	1,173,268	$	24,660	$	(461)	$	1,197,467	Total debt securities available-for-sale	$	1,876,031	$	9,618	$	(22,608)	$	1,863,041

Amortized cost excludes accrued interest receivable which is included in Accrued Income and Other Assets on the Consolidated Statements of Financial Condition. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, accrued interest receivable on investment securities available-for-sale was ~~$4.52~~$5.02 million and ~~$3.84~~$4.80 million, respectively.

At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the residential mortgage-backed securities held by the Company consisted primarily of GNMA, FNMA and FHLMC pass-through certificates which are guaranteed by those respective agencies of the United States government (Government Sponsored Enterprise, GSEs).

The following table shows the contractual maturities of investments in debt securities available-for-sale at ~~September 30, 2021.~~March 31, 2022. Expected maturities will differ from contractual maturities, because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.


(Dollars in thousands)	(Dollars in thousands)	Amortized Cost		Fair Value		(Dollars in thousands)	Amortized Cost		Fair Value
Due in one year or less	Due in one year or less	$	127,657	$	128,770	Due in one year or less	$	99,452	$	99,754
Due after one year through five years	Due after one year through five years	752,143		754,188		Due after one year through five years	1,073,137		1,018,725
Due after five years through ten years	Due after five years through ten years	129,981		128,687		Due after five years through ten years	89,899		83,636
Due after ten years	Due after ten years	470		445		Due after ten years	360		306
Mortgage-backed securities	Mortgage-backed securities	569,805		571,150		Mortgage-backed securities	700,666		655,010
Total debt securities available-for-sale	Total debt securities available-for-sale	$	1,580,056	$	1,583,240	Total debt securities available-for-sale	$	1,963,514	$	1,857,431

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The following table summarizes gross unrealized losses and fair value by investment category and age. At ~~September 30, 2021,~~March 31, 2022, the Company’s available-for-sale securities portfolio consisted of ~~679~~719 securities, ~~218~~541 of which were in an unrealized loss position.


		Less than 12 Months				12 months or Longer				Total					Less than 12 Months				12 months or Longer				Total
(Dollars in thousands)	(Dollars in thousands)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		(Dollars in thousands)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
September 30, 2021
March 31, 2022														March 31, 2022
U.S. Treasury and Federal agencies securities	U.S. Treasury and Federal agencies securities	$	562,067	$	(4,100)	$	47,727	$	(798)	$	609,794	$	(4,898)	U.S. Treasury and Federal agencies securities	$	796,571	$	(40,683)	$	207,232	$	(15,993)	$	1,003,803	$	(56,676)
U.S. States and political subdivisions securities	U.S. States and political subdivisions securities	38,980		(729)		418		(22)		39,398		(751)		U.S. States and political subdivisions securities	55,508		(2,367)		18,798		(1,884)		74,306		(4,251)
Mortgage-backed securities - Federal agencies	Mortgage-backed securities - Federal agencies	346,008		(5,791)		344		(4)		346,352		(5,795)		Mortgage-backed securities - Federal agencies	486,975		(32,284)		133,048		(13,766)		620,023		(46,050)
Corporate debt securities	Corporate debt securities	—		—		—		—		—		—		Corporate debt securities	8,109		(74)		—		—		8,109		(74)
Foreign government and other securities	Foreign government and other securities	600		—		—		—		600		—		Foreign government and other securities	98		(2)		—		—		98		(2)
Total debt securities available-for-sale	Total debt securities available-for-sale	$	947,655	$	(10,620)	$	48,489	$	(824)	$	996,144	$	(11,444)	Total debt securities available-for-sale	$	1,347,261	$	(75,410)	$	359,078	$	(31,643)	$	1,706,339	$	(107,053)

December 31, 2020
December 31, 2021														December 31, 2021
U.S. Treasury and Federal agencies securities	U.S. Treasury and Federal agencies securities	$	136,534	$	(234)	$	—	$	—	$	136,534	$	(234)	U.S. Treasury and Federal agencies securities	$	789,536	$	(10,728)	$	84,191	$	(2,290)	$	873,727	$	(13,018)
U.S. States and political subdivisions securities	U.S. States and political subdivisions securities	6,391		(30)		199		(1)		6,590		(31)		U.S. States and political subdivisions securities	39,585		(980)		4,875		(149)		44,460		(1,129)
Mortgage-backed securities - Federal agencies	Mortgage-backed securities - Federal agencies	67,736		(187)		3,274		(9)		71,010		(196)		Mortgage-backed securities - Federal agencies	454,413		(7,312)		35,232		(1,147)		489,645		(8,459)
Corporate debt securities	Corporate debt securities	—		—		—		—		—		—		Corporate debt securities	—		—		—		—		—		—
Foreign government and other securities	Foreign government and other securities	200		—		—		—		200		—		Foreign government and other securities	598		(2)		—		—		598		(2)
Total debt securities available-for-sale	Total debt securities available-for-sale	$	210,861	$	(451)	$	3,473	$	(10)	$	214,334	$	(461)	Total debt securities available-for-sale	$	1,284,132	$	(19,022)	$	124,298	$	(3,586)	$	1,408,430	$	(22,608)

The Company does not consider available-for-sale securities with unrealized losses at ~~September 30, 2021~~March 31, 2022 to be experiencing credit losses and recognized no resulting allowance for credit losses. The Company does not intend to sell these investments and it is more likely than not that the Company will not be required to sell these investments before recovery of the amortized cost basis, which may be the maturity dates of the securities. The unrealized losses occurred as a result of changes in interest rates, market spreads and market conditions subsequent to purchase.

The following table shows the gross realized gains and losses from the available-for-sale debt securities portfolio. Realized gains and losses of all securities are computed using the specific identification cost basis.


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
(Dollars in thousands)	(Dollars in thousands)	2021		2020		2021		2020		(Dollars in thousands)		2022		2021
Gross realized gains	Gross realized gains	$	—	$	—	$	221	$	285	Gross realized gains		$	—	$	—
Gross realized losses	Gross realized losses	—		—		(901)		(6)		Gross realized losses		—		—

Net realized (losses) gains		$	—	$	—	$	(680)	$	279
Net realized gains (losses)										Net realized gains (losses)		$	—	$	—

At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, investment securities available-for-sale with carrying values of ~~$377.41~~$331.28 million and ~~$338.68~~$351.13 million, respectively, were pledged as collateral for security repurchase agreements and for other purposes.

Note 4 — Loan and Lease Financings

The Company evaluates loans and leases for credit quality at least annually but more frequently if certain circumstances occur (such as material new information which becomes available and indicates a potential change in credit risk). The Company uses 2 methods to assess credit risk: loan or lease credit quality grades and credit risk classifications. The purpose of the loan or lease credit quality grade is to document the degree of risk associated with individual credits as well as inform management of the degree of risk in the portfolio taken as a whole. Credit risk classifications are used to categorize loans by degree of risk and to designate individual or committee approval authorities for higher risk credits at the time of origination. Credit risk classifications include categories for: Acceptable, Marginal, Special Attention, Special Risk, Restricted by Policy, Regulated and Prohibited by Law.

Table of Contents

All loans and leases, except residential real estate and home equity loans and consumer loans, are assigned credit quality grades on a scale from 1 to 12 with grade 1 representing superior credit quality. The criteria used to assign grades to extensions of credit that exhibit potential problems or well-defined weaknesses are primarily based upon the degree of risk and the likelihood of orderly repayment, and their effect on the Company’s safety and soundness. Loans or leases graded 7 or weaker are considered “special attention” credits and, as such, relationships in excess of $250,000 are reviewed quarterly as part of management’s evaluation of the appropriateness of the allowance for loan and lease losses. Grade 7 credits are defined as “watch” and contain greater than average credit risk and are monitored to limit the exposure to increased risk; grade 8 credits are “special mention” and, following regulatory guidelines, are defined as having potential weaknesses that deserve management’s close attention. Credits that exhibit well-defined weaknesses and a distinct possibility of loss are considered “classified” and are graded 9 through 12 corresponding to the regulatory definitions of “substandard” (grades 9 and 10) and the more severe “doubtful” (grade 11) and “loss” (grade 12). For residential real estate and home equity and consumer loans, credit quality is based on the aging status of the loan and by payment activity. Nonperforming loans are those loans which are on nonaccrual status or are 90 days or more past due.

Below is a summary of the Company’s loan and lease portfolio segments and a discussion of the risk characteristics relevant to each portfolio segment.

Commercial and agricultural – loans are to entities within the Company’s local market communities. Loans are for business or agri-business purposes and include working capital lines of credit secured by accounts receivable and inventory that are generally renewable annually and term loans secured by equipment with amortizations based on the expected life of the underlying collateral, generally three to seven years. These loans are typically further supported by personal guarantees. Commercial exposure is to a wide range of industries and services. Risks in this sector are also varied and are most impacted by general economic conditions. Risk mitigants include appropriate underwriting and monitoring and, when appropriate, government guarantees, including SBA and FSA. This portfolio sector also includes PPP loans, which are fully guaranteed by the SBA. ~~Total PPP loan originations during the nine months ended September 30, 2021 and the full year of 2020 amounted to $261.46 million and $597.45 million, respectively.~~ As of ~~September 30, 2021,~~March 31, 2022, PPP loan balances were ~~$171.62~~$37.94 million which is net of an unearned ~~discount~~fees of ~~$6.28~~$1.24 million. Previously, solar loans and leases had been included in this portfolio segment but after a reevaluation of credit risk characteristics and outstanding balance levels, it was determined that they should be removed and placed into a separate and unique segment.

Solar – loans are for the purpose of financing solar related projects and may include construction draw notes, operating loans, letters of credit and may entail a tax equity structure. Collateral in a multi-state area includes tangible assets of the borrower, assignment of intangible assets including power purchase agreements, and pledges of permits and licenses. Financing is provided to qualified borrowers throughout the continental United States with an emphasis on the region east of the Rocky Mountains.

Auto and light truck – loans are secured by vehicles and borrowers are nationwide. The portfolio consists of multiple industries: auto rental, auto leasing and specialty vehicle which includes bus, funeral car and step van. Borrowers in the auto rental segment are primarily independent auto rental entities with on-airport and off-airport locations, and some insurance replacement business. Loan amortizations are relatively short, generally eighteen months, but up to four years. Auto leasing customers lease to businesses and the Company takes assignment of the lease stream and places its lien on the vehicles. Terms are generally longer than the auto rental sector, three to seven years and match the underlying ~~lease stream.~~leases. Risks in both these segments include economic risks and collateral risks, principally used vehicle values. The bus segment is secured primarily by shuttle buses and motor coaches, the step van segment is secured by step vans and ~~some shuttle buses.~~the funeral car segment is secured by hearses and limousines. Risks include lack of well-established mechanisms for disposition of collateral, such as auctions that are key to disposition of autos. Loans in the portfolio generally carry personal ~~guarantees and remain stressed as various sports and entertainment venues begin returning to normal operations.~~guarantees.

Medium and heavy duty truck – loans and full-service truck leases are secured by heavy-duty trucks, commonly Class 8 trucks, and are generally personally guaranteed. In addition to economic risks, collateral risk is significant. Financing is generally at full cost, plus additional expenditures to get the vehicle operational, such as taxes, insurance and fees. It takes three to four years of debt amortization to reach an equity position in the collateral.

Aircraft – loans are to domestic and foreign borrowers with the domestic segment further divided into 2 pools: 1) personal and business use, and 2) dealers and operators. The Company’s focus for the foreign sector is Latin America, principally Mexico and Brazil. Loans are primarily secured by new and used business jets and helicopters, with appropriate advances, amortizations of ten to fifteen years, and are generally guaranteed by ~~individuals or businesses.~~individuals. The most significant risk in the Aircraft portfolio is collateral risk - volatility in underlying values and maintenance concerns. The portfolio is subject to national and global economic risks.

~~Table of Contents~~

Construction equipment – loans are to borrowers throughout the ~~United States~~country secured by specific equipment. The borrowers include highway and road builders, asphalt producers and pavers, suppliers of aggregate products, site developers, frac sand operations, general construction equipment dealers and operators, and crane rental ~~entities, forestry, and mining operations.~~entities. Generally, loans include personal ~~or business~~ guarantees. The construction equipment industry is heavily dependent on the U.S. economy and the global economy. Market growth is reliant on investments from public and private sectors into urbanization and infrastructure projects.

Table of Contents

Commercial real estate – loans are generally to entities within the local market communities served by the Company with advances generally within regulatory guidelines. Historically, the Company’s exposure to commercial real estate had been primarily to the less risky owner-occupied segment although growth in recent years has been in the non-owner-occupied segment which now accounts for slightly less than half of the portfolio. The non-owner-occupied segment includes hotels, apartment complexes and warehousing facilities. There is limited exposure to ~~development or~~ construction loans. Many commercial real estate loans carry personal guarantees. Additional risks in the commercial real estate portfolio stem from geographical concentration in northern Indiana and southwest Michigan and general economic conditions.

Residential real estate and home equity – loans predominantly include one-to-four family mortgages to borrowers in the Company’s local market communities and are appropriately underwritten and secured by residential real estate.

Consumer – loans are to individuals in the Company’s local markets and auto loans are generally secured by personal vehicles and appropriately underwritten.

~~Table of Contents~~

The following table shows the amortized cost of loans and leases, segregated by portfolio segment, credit quality rating and year of origination as of ~~September 30, 2021.~~March 31, 2022.


		Term Loans and Leases by Origination Year																			Term Loans and Leases by Origination Year
(Dollars in thousands)	(Dollars in thousands)	2021		2020		2019		2018		2017		Prior		Revolving Loans		Revolving Loans Converted to Term		Total		(Dollars in thousands)	2022		2021		2020		2019		2018		Prior		Revolving Loans		Revolving Loans Converted to Term		Total
Commercial and agricultural	Commercial and agricultural																			Commercial and agricultural
Grades 1-6	Grades 1-6	$	259,015	$	164,059	$	69,021	$	65,697	$	38,019	$	22,880	$	352,797	$	—	$	971,488	Grades 1-6	$	53,128	$	190,821	$	107,991	$	50,957	$	43,930	$	32,145	$	363,670	$	—	$	842,642
Grades 7-12	Grades 7-12	5,005		236		3,384		2,862		2,250		524		20,100		—		34,361		Grades 7-12	830		2,186		166		3,338		2,242		2,218		15,471		—		26,451
Total commercial and agricultural	Total commercial and agricultural	264,020		164,295		72,405		68,559		40,269		23,404		372,897		—		1,005,849		Total commercial and agricultural	53,958		193,007		108,157		54,295		46,172		34,363		379,141		—		869,093
Solar	Solar																			Solar
Grades 1-6	Grades 1-6	95,941		59,984		81,811		19,084		35,536		3,807		—		—		296,163		Grades 1-6	22,411		128,379		40,552		81,076		18,901		38,480		—		—		329,799
Grades 7-12	Grades 7-12	—		1,151		5,950		731		—		—		—		—		7,832		Grades 7-12	—		—		1,131		5,837		718		—		—		—		7,686
Total solar	Total solar	95,941		61,135		87,761		19,815		35,536		3,807		—		—		303,995		Total solar	22,411		128,379		41,683		86,913		19,619		38,480		—		—		337,485
Auto and light truck	Auto and light truck																			Auto and light truck
Grades 1-6	Grades 1-6	273,260		150,752		89,456		30,896		14,202		1,498		—		—		560,064		Grades 1-6	113,310		284,748		108,645		62,013		20,163		10,471		—		—		599,350
Grades 7-12	Grades 7-12	8,009		15,891		8,995		5,172		5,917		1,210		—		—		45,194		Grades 7-12	447		7,635		9,350		4,580		3,393		5,025		—		—		30,430
Total auto and light truck	Total auto and light truck	281,269		166,643		98,451		36,068		20,119		2,708		—		—		605,258		Total auto and light truck	113,757		292,383		117,995		66,593		23,556		15,496		—		—		629,780
Medium and heavy duty truck	Medium and heavy duty truck																			Medium and heavy duty truck
Grades 1-6	Grades 1-6	49,844		74,581		69,054		28,790		17,651		8,363		—		—		248,283		Grades 1-6	26,377		85,103		61,748		50,070		19,724		12,068		—		—		255,090
Grades 7-12	Grades 7-12	—		—		—		—		—		321		—		—		321		Grades 7-12	—		—		—		—		—		187		—		—		187
Total medium and heavy duty truck	Total medium and heavy duty truck	49,844		74,581		69,054		28,790		17,651		8,684		—		—		248,604		Total medium and heavy duty truck	26,377		85,103		61,748		50,070		19,724		12,255		—		—		255,277
Aircraft	Aircraft																			Aircraft
Grades 1-6	Grades 1-6	309,624		316,914		104,713		56,148		62,412		36,119		7,308		—		893,238		Grades 1-6	142,120		344,528		273,403		73,079		42,434		65,511		6,861		—		947,936
Grades 7-12	Grades 7-12	731		692		—		1,442		498		2,976		500		—		6,839		Grades 7-12	1,894		—		633		—		4,342		2,235		—		—		9,104
Total aircraft	Total aircraft	310,355		317,606		104,713		57,590		62,910		39,095		7,808		—		900,077		Total aircraft	144,014		344,528		274,036		73,079		46,776		67,746		6,861		—		957,040
Construction equipment	Construction equipment																			Construction equipment
Grades 1-6	Grades 1-6	227,587		224,825		125,132		57,157		19,888		6,548		16,316		3,797		681,250		Grades 1-6	113,680		287,695		166,178		90,462		37,171		13,924		22,965		3,387		735,462
Grades 7-12	Grades 7-12	28,546		8,864		4,967		1,532		337		61		752		3,103		48,162		Grades 7-12	22,419		9,659		2,424		3,158		765		48		—		2,037		40,510
Total construction equipment	Total construction equipment	256,133		233,689		130,099		58,689		20,225		6,609		17,068		6,900		729,412		Total construction equipment	136,099		297,354		168,602		93,620		37,936		13,972		22,965		5,424		775,972
Commercial real estate	Commercial real estate																			Commercial real estate
Grades 1-6	Grades 1-6	133,207		191,237		170,497		146,222		151,008		123,105		525		—		915,801		Grades 1-6	59,945		192,722		145,247		140,328		136,562		221,961		314		—		897,079
Grades 7-12	Grades 7-12	2,475		6,019		5,680		515		6,294		2,347		—		—		23,330		Grades 7-12	1,118		—		8,011		7,481		49		7,069		—		—		23,728
Total commercial real estate	Total commercial real estate	135,682		197,256		176,177		146,737		157,302		125,452		525		—		939,131		Total commercial real estate	61,063		192,722		153,258		147,809		136,611		229,030		314		—		920,807
Residential real estate and home equity	Residential real estate and home equity																			Residential real estate and home equity
Performing	Performing	72,849		119,749		46,096		13,632		13,736		97,876		122,849		5,008		491,795		Performing	28,424		101,853		109,427		37,498		9,186		96,976		120,863		4,752		508,979
Nonperforming	Nonperforming	—		—		—		—		—		779		236		83		1,098		Nonperforming	—		—		—		—		14		1,097		243		204		1,558
Total residential real estate and home equity	Total residential real estate and home equity	72,849		119,749		46,096		13,632		13,736		98,655		123,085		5,091		492,893		Total residential real estate and home equity	28,424		101,853		109,427		37,498		9,200		98,073		121,106		4,956		510,537
Consumer	Consumer																			Consumer
Performing	Performing	47,476		28,490		20,519		10,204		3,084		922		22,436		—		133,131		Performing	19,637		52,972		20,840		13,816		6,521		2,073		21,987		—		137,846
Nonperforming	Nonperforming	51		40		62		46		243		5		—		—		447		Nonperforming	—		11		55		37		28		35		—		—		166
Total consumer	Total consumer	$	47,527	$	28,530	$	20,581	$	10,250	$	3,327	$	927	$	22,436	$	—	$	133,578	Total consumer	$	19,637	$	52,983	$	20,895	$	13,853	$	6,549	$	2,108	$	21,987	$	—	$	138,012

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The following table shows the amortized cost of loans and leases, segregated by portfolio segment, credit quality rating and year of origination as of December 31, ~~2020.~~2021.


		Term Loans and Leases by Origination Year																			Term Loans and Leases by Origination Year
(Dollars in thousands)	(Dollars in thousands)	2020		2019		2018		2017		2016		Prior		Revolving Loans		Revolving Loans Converted to Term		Total		(Dollars in thousands)	2021		2020		2019		2018		2017		Prior		Revolving Loans		Revolving Loans Converted to Term		Total
Commercial and agricultural	Commercial and agricultural																			Commercial and agricultural
Grades 1-6	Grades 1-6	$	525,816	$	103,120	$	114,251	$	56,007	$	22,023	$	19,790	$	291,990	$	—	$	1,132,997	Grades 1-6	$	233,512	$	123,947	$	60,744	$	55,231	$	32,545	$	20,184	$	364,460	$	—	$	890,623
Grades 7-12	Grades 7-12	6,788		1,699		4,726		3,507		1,200		2,134		33,067		—		53,121		Grades 7-12	4,682		194		3,667		2,373		2,004		484		14,685		—		28,089
Total commercial and agricultural	Total commercial and agricultural	532,604		104,819		118,977		59,514		23,223		21,924		325,057		—		1,186,118		Total commercial and agricultural	238,194		124,141		64,411		57,604		34,549		20,668		379,145		—		918,712
Solar	Solar																			Solar
Grades 1-6	Grades 1-6	141,089		90,435		20,160		36,909		4,011		—		—		—		292,604		Grades 1-6	159,244		42,073		81,593		18,979		34,889		3,780		—		—		340,558
Grades 7-12	Grades 7-12	—		—		—		—		—		—		—		—		—		Grades 7-12	—		1,138		5,882		724		—		—		—		—		7,744
Total solar	Total solar	141,089		90,435		20,160		36,909		4,011		—		—		—		292,604		Total solar	159,244		43,211		87,475		19,703		34,889		3,780		—		—		348,302
Auto and light truck	Auto and light truck																			Auto and light truck
Grades 1-6	Grades 1-6	248,932		141,841		52,749		24,101		4,210		608		—		—		472,441		Grades 1-6	331,105		122,709		72,580		24,965		11,814		901		—		—		564,074
Grades 7-12	Grades 7-12	19,113		27,136		12,796		8,612		2,250		21		—		—		69,928		Grades 7-12	10,828		11,752		7,467		3,859		4,876		919		—		—		39,701
Total auto and light truck	Total auto and light truck	268,045		168,977		65,545		32,713		6,460		629		—		—		542,369		Total auto and light truck	341,933		134,461		80,047		28,824		16,690		1,820		—		—		603,775
Medium and heavy duty truck	Medium and heavy duty truck																			Medium and heavy duty truck
Grades 1-6	Grades 1-6	92,698		88,314		44,205		31,773		15,644		4,840		—		—		277,474		Grades 1-6	92,252		68,354		57,967		23,210		12,419		5,265		—		—		259,467
Grades 7-12	Grades 7-12	—		978		—		—		632		88		—		—		1,698		Grades 7-12	—		—		—		—		—		273		—		—		273
Total medium and heavy duty truck	Total medium and heavy duty truck	92,698		89,292		44,205		31,773		16,276		4,928		—		—		279,172		Total medium and heavy duty truck	92,252		68,354		57,967		23,210		12,419		5,538		—		—		259,740
Aircraft	Aircraft																			Aircraft
Grades 1-6	Grades 1-6	429,283		153,358		93,042		95,457		43,972		20,966		6,370		—		842,448		Grades 1-6	384,895		290,897		85,916		45,848		47,025		29,435		4,844		—		888,860
Grades 7-12	Grades 7-12	11,519		2,561		479		596		2,187		1,670		—		—		19,012		Grades 7-12	1,141		649		—		4,670		454		2,627		—		—		9,541
Total aircraft	Total aircraft	440,802		155,919		93,521		96,053		46,159		22,636		6,370		—		861,460		Total aircraft	386,036		291,546		85,916		50,518		47,479		32,062		4,844		—		898,401
Construction equipment	Construction equipment																			Construction equipment
Grades 1-6	Grades 1-6	311,174		180,550		96,320		42,713		12,624		5,722		17,502		737		667,342		Grades 1-6	314,044		201,032		109,029		47,693		13,501		5,031		18,937		4,594		713,861
Grades 7-12	Grades 7-12	17,518		13,743		10,642		398		237		85		2,988		1,935		47,546		Grades 7-12	26,650		8,709		1,983		797		80		—		—		2,193		40,412
Total construction equipment	Total construction equipment	328,692		194,293		106,962		43,111		12,861		5,807		20,490		2,672		714,888		Total construction equipment	340,694		209,741		111,012		48,490		13,581		5,031		18,937		6,787		754,273
Commercial real estate	Commercial real estate																			Commercial real estate
Grades 1-6	Grades 1-6	190,725		204,477		173,847		175,009		69,022		122,762		373		—		936,215		Grades 1-6	230,701		150,144		146,374		141,838		126,642		112,243		391		—		908,333
Grades 7-12	Grades 7-12	9,518		7,990		5,173		6,684		1,762		2,522		—		—		33,649		Grades 7-12	218		5,921		7,159		491		6,208		1,011		—		—		21,008
Total commercial real estate	Total commercial real estate	200,243		212,467		179,020		181,693		70,784		125,284		373		—		969,864		Total commercial real estate	230,919		156,065		153,533		142,329		132,850		113,254		391		—		929,341
Residential real estate and home equity	Residential real estate and home equity																			Residential real estate and home equity
Performing	Performing	133,829		65,690		18,194		22,929		41,847		86,106		135,255		5,703		509,553		Performing	105,345		114,682		41,185		9,706		11,720		89,646		122,281		4,555		499,120
Nonperforming	Nonperforming	—		—		21		14		—		1,435		247		109		1,826		Nonperforming	—		—		—		13		421		655		293		88		1,470
Total residential real estate and home equity	Total residential real estate and home equity	133,829		65,690		18,215		22,943		41,847		87,541		135,502		5,812		511,379		Total residential real estate and home equity	105,345		114,682		41,185		9,719		12,141		90,301		122,574		4,643		500,590
Consumer	Consumer																			Consumer
Performing	Performing	43,824		34,409		18,904		7,005		2,259		793		23,869		—		131,063		Performing	58,866		24,307		17,031		8,284		2,263		697		21,378		—		132,826
Nonperforming	Nonperforming	2		99		78		36		8		2		159		—		384		Nonperforming	37		107		43		30		33		4		—		—		254
Total consumer	Total consumer	$	43,826	$	34,508	$	18,982	$	7,041	$	2,267	$	795	$	24,028	$	—	$	131,447	Total consumer	$	58,903	$	24,414	$	17,074	$	8,314	$	2,296	$	701	$	21,378	$	—	$	133,080

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The following table shows the amortized cost of loans and leases, segregated by portfolio segment, with delinquency aging and nonaccrual status.


(Dollars in thousands)	(Dollars in thousands)	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or More Past Due and Accruing		Total Accruing Loans		Nonaccrual		Total Financing Receivables		(Dollars in thousands)	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days or More Past Due and Accruing		Total Accruing Loans		Nonaccrual		Total Financing Receivables
September 30, 2021
March 31, 2022																March 31, 2022
Commercial and agricultural	Commercial and agricultural	$	998,092	$	5,107	$	129	$	—	$	1,003,328	$	2,521	$	1,005,849	Commercial and agricultural	$	867,023	$	503	$	201	$	—	$	867,727	$	1,366	$	869,093
Solar	Solar	303,995		—		—		—		303,995		—		303,995		Solar	337,485		—		—		—		337,485		—		337,485
Auto and light truck	Auto and light truck	576,291		275		—		—		576,566		28,692		605,258		Auto and light truck	607,991		214		—		—		608,205		21,575		629,780
Medium and heavy duty truck	Medium and heavy duty truck	247,937		346		—		—		248,283		321		248,604		Medium and heavy duty truck	254,896		194		—		—		255,090		187		255,277
Aircraft	Aircraft	895,911		—		3,474		—		899,385		692		900,077		Aircraft	950,763		3,409		2,235		—		956,407		633		957,040
Construction equipment	Construction equipment	721,521		174		—		—		721,695		7,717		729,412		Construction equipment	766,210		2,452		—		—		768,662		7,310		775,972
Commercial real estate	Commercial real estate	937,133		224		—		—		937,357		1,774		939,131		Commercial real estate	917,893		—		—		—		917,893		2,914		920,807
Residential real estate and home equity	Residential real estate and home equity	491,351		334		110		96		491,891		1,002		492,893		Residential real estate and home equity	508,270		556		153		274		509,253		1,284		510,537
Consumer	Consumer	132,845		222		64		—		133,131		447		133,578		Consumer	137,581		222		43		—		137,846		166		138,012
Total	Total	$	5,305,076	$	6,682	$	3,777	$	96	$	5,315,631	$	43,166	$	5,358,797	Total	$	5,348,112	$	7,550	$	2,632	$	274	$	5,358,568	$	35,435	$	5,394,003

December 31, 2020
December 31, 2021																December 31, 2021
Commercial and agricultural	Commercial and agricultural	$	1,180,151	$	34	$	—	$	—	$	1,180,185	$	5,933	$	1,186,118	Commercial and agricultural	$	916,659	$	—	$	—	$	—	$	916,659	$	2,053	$	918,712
Solar	Solar	292,604		—		—		—		292,604		—		292,604		Solar	348,302		—		—		—		348,302		—		348,302
Auto and light truck	Auto and light truck	504,659		560		205		—		505,424		36,945		542,369		Auto and light truck	579,605		—		—		—		579,605		24,170		603,775
Medium and heavy duty truck	Medium and heavy duty truck	278,452		—		—		—		278,452		720		279,172		Medium and heavy duty truck	259,467		—		—		—		259,467		273		259,740
Aircraft	Aircraft	860,632		—		—		—		860,632		828		861,460		Aircraft	894,092		1,130		2,530		—		897,752		649		898,401
Construction equipment	Construction equipment	701,124		1,093		298		—		702,515		12,373		714,888		Construction equipment	745,870		1,313		—		—		747,183		7,090		754,273
Commercial real estate	Commercial real estate	968,370		—		—		—		968,370		1,494		969,864		Commercial real estate	926,345		—		—		—		926,345		2,996		929,341
Residential real estate and home equity	Residential real estate and home equity	508,532		782		239		108		509,661		1,718		511,379		Residential real estate and home equity	498,854		212		54		245		499,365		1,225		500,590
Consumer	Consumer	130,458		504		101		7		131,070		377		131,447		Consumer	132,464		332		30		4		132,830		250		133,080
Total	Total	$	5,424,982	$	2,973	$	843	$	115	$	5,428,913	$	60,388	$	5,489,301	Total	$	5,301,658	$	2,987	$	2,614	$	249	$	5,307,508	$	38,706	$	5,346,214

Accrued interest receivable on loans and leases at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 was ~~$14.00~~$13.11 million and ~~$16.39~~$12.94 million, respectively.

The following table shows average recorded investment and interest income recognized on impaired loans and leases, segregated by portfolio segment for the three and nine months ended September 30, 2020.

Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020
(Dollars in thousands) Average
Recorded
Investment Interest
Income Average
Recorded
Investment Interest
Income
Commercial and agricultural $ 8,989 $ 1 $ 7,393 $ 139
Solar — — — —
Auto and light truck 32,369 — 14,632 —
Medium and heavy duty truck 985 — 1,011 —
Aircraft 1,957 — 2,015 —
Construction equipment 15,543 — 12,541 4
Commercial real estate 1,306 — 1,235 —
Residential real estate and home equity 332 4 334 11
Consumer — — — —
Total $ 61,481 $ 5 $ 39,161 $ 154

There ~~was 1 nonperforming~~were no loan and lease ~~modification~~modifications classified as a troubled debt restructuring (TDR) during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021. There were no loan and lease modifications classified as TDR during the three months ended September 30, 2020 and 2 nonperforming loan and lease modifications classified as TDR during the nine months ended September 30, 2020. The classification between nonperforming and performing is determined at the time of modification. Modification programs focus on extending maturity dates or modifying payment patterns with most TDRs experiencing a combination of concessions. Modifications do not result in the contractual forgiveness of principal or interest. There ~~was 1 modification during the three and nine months ended September 30, 2021 and 0~~were no modifications during the three ~~and nine~~ months ended ~~September 30, 2020~~March 31, 2022 and 2021 that resulted in an interest rate below market rate.

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There were no TDRs which had payment defaults within the twelve months following modification during the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. There were no TDRs which had a payment default within the twelve months following modification during the nine months ended September 30, 2021 and 1 TDR which had a payment default within the twelve months following modification during the nine months ended September 30, 2020. Default occurs when a loan or lease is 90 days or more past due under the modified terms or transferred to nonaccrual.

The following table shows the recorded investment of loans and leases classified as troubled debt restructurings as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021.


(Dollars in thousands)	(Dollars in thousands)	September 30, 2021		December 31, 2020		(Dollars in thousands)	March 31, 2022		December 31, 2021
Performing TDRs	Performing TDRs	$	322	$	330	Performing TDRs	$	—	$	319
Nonperforming TDRs	Nonperforming TDRs	7,087		11,156		Nonperforming TDRs	5,965		6,742
Total TDRs	Total TDRs	$	7,409	$	11,486	Total TDRs	$	5,965	$	7,061

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Note 5 — Allowance for Credit Losses

Allowance for Loan and Lease Losses

The allowance for credit losses is established for current expected credit losses on the Company’s loan and lease portfolios utilizing guidance in Accounting Standards Codification (ASC) Topic 326. As permitted under The Cares Act, the Company adopted ASU 2016-13 on December 31, 2020. Therefore, the September 30, 2020 provision for credit losses and other allowance for loan and lease loss disclosures for the three and nine months ended September 30, 2020 were calculated under the incurred loss method.

The determination of the allowance requires significant judgment to estimate credit losses measured on a collective pool basis when similar risk characteristics exist, and for loans evaluated individually. In determining the allowance, the Company estimates expected future losses for the loan’s entire contractual term adjusted for expected payments when appropriate. The allowance estimate considers relevant available information, from internal and external sources relating to the historical loss experience, current conditions, and reasonable and supportable forecasts for the Company’s outstanding loan and lease balances. The allowance is an estimation that reflects management’s evaluation of expected losses related to the Company’s financial assets measured at amortized cost. To ensure that the allowance is maintained at an adequate level, a detailed analysis is performed on a quarterly basis and an appropriate provision is made to adjust the allowance.

The Company categorizes its loan portfolios into 9 segments based on similar risk characteristics. Loans within each segment are collectively evaluated using either: 1) a cohort cumulative loss rate methodology (“cohort”) or, 2) the probability of default (“PD”)/loss given default (“LGD”) methodology (PD/LGD).

The following table shows the changes in the allowance for loan and lease losses, segregated by portfolio segment, for the three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.

(Dollars in thousands) Commercial and
agricultural Solar Auto and
light truck Medium
and
heavy duty
truck Aircraft Construction
equipment Commercial
real estate Residential
real estate
and home
equity Consumer Total
September 30, 2021
Balance, beginning of period $ 14,832 $ 5,867 $ 27,221 $ 5,888 $ 35,301 $ 17,908 $ 22,578 $ 5,066 $ 1,700 $ 136,361
Charge-offs 21 — 407 — — 551 — — 98 1,077
Recoveries 176 — 479 — 153 170 — 3 49 1,030
Net charge-offs (recoveries) (155) — (72) — (153) 381 — (3) 49 47
Provision (recovery of provision) 179 (15) (1,451) (158) 975 (1,083) (1,253) 96 151 (2,559)
Balance, end of period $ 15,166 $ 5,852 $ 25,842 $ 5,730 $ 36,429 $ 16,444 $ 21,325 $ 5,165 $ 1,802 $ 133,755
September 30, 2020
Balance, beginning of period* $ 25,059 $ 3,948 $ 17,371 $ 4,649 $ 31,101 $ 23,872 $ 19,936 $ 3,821 $ 1,526 $ 131,283
Charge-offs 182 — 4,382 — — 21 36 61 210 4,892
Recoveries 231 — 263 — 191 347 15 1 75 1,123
Net charge-offs (recoveries) (49) — 4,119 — (191) (326) 21 60 135 3,769
Provision (recovery of provision)* (4,378) 392 11,997 (192) 953 (1,395) 1,834 (29) 121 9,303
Balance, end of period* $ 20,730 $ 4,340 $ 25,249 $ 4,457 $ 32,245 $ 22,803 $ 21,749 $ 3,732 $ 1,512 $ 136,817

*ASU 2016-13 adopted during the fourth quarter of 2020 therefore amounts during the third quarter of 2020 reflect the incurred loss method.

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~~The following table shows the changes in the allowance for loan and lease losses, segregated by portfolio segment, for the nine months ended September 30, 2021 and 2020.~~

(Dollars in thousands) Commercial and
agricultural Solar Auto and
light truck Medium
and
heavy duty
truck Aircraft Construction
equipment Commercial
real estate Residential
real estate
and home
equity Consumer Total
September 30, 2021
Balance, beginning of period $ 16,680 $ 5,549 $ 28,926 $ 6,400 $ 34,053 $ 19,166 $ 22,758 $ 5,374 $ 1,748 $ 140,654
Charge-offs 307 — 5,060 — — 559 — 42 355 6,323
Recoveries 694 — 664 — 513 424 19 14 282 2,610
Net charge-offs (recoveries) (387) — 4,396 — (513) 135 (19) 28 73 3,713
Provision (recovery of provision) (1,901) 303 1,312 (670) 1,863 (2,587) (1,452) (181) 127 (3,186)
Balance, end of period $ 15,166 $ 5,852 $ 25,842 $ 5,730 $ 36,429 $ 16,444 $ 21,325 $ 5,165 $ 1,802 $ 133,755
September 30, 2020
Balance, beginning of period* $ 20,926 $ 2,745 $ 14,400 $ 4,612 $ 31,058 $ 14,120 $ 18,350 $ 3,609 $ 1,434 $ 111,254
Charge-offs 753 — 4,416 — 840 1,582 37 74 640 8,342
Recoveries 533 — 403 — 694 937 43 31 233 2,874
Net charge-offs (recoveries) 220 — 4,013 — 146 645 (6) 43 407 5,468
Provision (recovery of provision)* 24 1,595 14,862 (155) 1,333 9,328 3,393 166 485 31,031
Balance, end of period* $ 20,730 $ 4,340 $ 25,249 $ 4,457 $ 32,245 $ 22,803 $ 21,749 $ 3,732 $ 1,512 $ 136,817

*ASU 2016-13 adopted during the fourth quarter of 2020 therefore amounts during the first nine months of 2020 reflect the incurred loss method.


(Dollars in thousands)	Commercial and agricultural		Solar		Auto and light truck		Medium and heavy duty truck		Aircraft		Construction equipment		Commercial real estate		Residential real estate and home equity		Consumer		Total
March 31, 2022
Balance, beginning of period	$	15,409	$	6,585	$	19,624	$	6,015	$	33,628	$	19,673	$	19,691	$	5,084	$	1,783	$	127,492
Charge-offs	—		—		—		—		—		48		—		4		165		217
Recoveries	4		—		65		—		316		—		—		1		65		451
Net charge-offs (recoveries)	(4)		—		(65)		—		(316)		48		—		3		100		(234)
Provision (recovery of provision)	185		(168)		(168)		34		2,024		416		(445)		137		218		2,233
Balance, end of period	$	15,598	$	6,417	$	19,521	$	6,049	$	35,968	$	20,041	$	19,246	$	5,218	$	1,901	$	129,959

March 31, 2021
Balance, beginning of period	$	16,680	$	5,549	$	28,926	$	6,400	$	34,053	$	19,166	$	22,758	$	5,374	$	1,748	$	140,654
Charge-offs	1		—		4,286		—		—		8		—		5		152		4,452
Recoveries	377		—		49		—		119		254		15		1		135		950
Net charge-offs (recoveries)	(376)		—		4,237		—		(119)		(246)		(15)		4		17		3,502
Provision (recovery of provision)	(1,605)		209		4,654		(129)		1,047		(3,103)		1,561		(207)		(29)		2,398
Balance, end of period	$	15,451	$	5,758	$	29,343	$	6,271	$	35,219	$	16,309	$	24,334	$	5,163	$	1,702	$	139,550

The allowance for credit losses ~~decreased~~increased during the ~~most recent~~first quarter ~~and year-to-date in 2021~~ in response to loan growth along with a forecast adjustment due to increased risk during the forecast period attributable to heightened geopolitical uncertainty, ongoing supply chain difficulties, and persistent inflation. Credit quality remains on an improving ~~credit quality~~trend as evidenced by declining total special attention credit ~~outstandings. Customers benefited from recent economic growth, particularly beginning in the second quarter,~~outstandings and many businesses’ balance sheets were enhanced by stimulus funds. Bus segment customers of the auto and light truck portfolio have generally resumed full principal and interest payments, and many received Coronavirus Economic Relief for Transportation Services (“CERTS”) fundsnet recoveries during the ~~third~~ quarter. The Company continues to have concerns about the long-term sustainability of many of these customers and has therefore maintained large reserves for this portfolio segment. The Company reviewed its qualitative factors and forecast adjustments as of quarter-end and made minor adjustments to the forecast factors given the economy is beginning to slow sooner than was anticipated when it revised the forecast adjustment last quarter-end. Previously, the Company reduced qualitative adjustments related to COVID-19 in most of its portfolios and believes those adjustments remain pertinent. This quarter, increases in the allowance for various portfolios, particularly aircraft and construction equipment, were driven by loan growth and to a lesser extent, the forecast adjustment. Decreases in the auto and light truck ~~and construction equipment portfolios were~~portfolio was due to ~~decreased balances on~~continued amortization of special attention credits ~~and~~in the highly reserved bus segment. Reduced reserves in the commercial real estate portfolio were due to a reduction in qualitative adjustments related to COVID-19 along with lower loan balances. Year-to-date, increases in the allowance for aircraft and solar are attributable to loan growth and in auto and light truck are due to loan growth and increased risk in the bus segment. Decreases in the allowance for the commercial and agriculture portfolio and the construction equipment portfolio are due principally to lower special attention balances and in the commercial real estate portfolio, the decrease is due to a decline in outstanding loan balances. The impact of adopting ASC 326 is included in the beginning balance (December 31, 2020) of each loan segment.

Commercial and agricultural – the decline in loan balances ~~decreased during the quarter due~~is attributable to PPP debt forgiveness coupled with a ~~$143.47 million net decrease~~modest decline in ~~PPP~~ loans ~~offset somewhat by loan originations from~~in our core ~~business products. Allowances established for new loans as well as the forecast adjustment resulted in a slight~~businesses. The small increase in the allowance ~~for~~was principally due to the ~~quarter. Minimal allowances were established for PPP loans, which have negligible risk. For~~impact of the nine months ended September 30, 2021, allowances were released primarily from adjustments made to COVID-19 related qualitative factors and lower special attention outstanding balances slightly offset by limited growth in core business products.forecast adjustment.

Solar – the allowance decreased ~~slightly for the quarter and increased year-to-date~~due to ~~accommodate the limited~~lower loan ~~growth and payments in this portfolio segment. A COVID-19 adjustment was not established for this portfolio as it was deemed~~outstandings. Credit quality is stable to ~~not be materially impacted by the pandemic.~~improving.

Auto and light truck – the allowance decreased ~~for the quarter due to upgrading~~as a ~~significant special attention credit somewhat offset by~~result of lower outstanding loan ~~growth and revising the forecast adjustment. The decrease~~balances in the higher risk bus segment of the portfolio, which was significantly impacted by the pandemic. The decline in allowance ~~year-to-date is due~~attributable to ~~net charge-offs primarily in~~ the bus segment ~~partially~~was substantially offset by ~~increased provision expense resulting from~~ loan growth in the auto rental and leasing segments, ~~and credit deterioration in the bus segment.~~which carry lower loss ratios.

Medium and heavy duty truck – the allowance ~~decrease~~ was ~~principally attributable to~~minimally changed as a ~~decline~~decrease in loan ~~balances during the periods.~~

~~Aircraft~~ ~~– the allowance increase~~outstandings was ~~attributable to loan growth in the domestic sector and, to~~offset by a ~~lesser extent, the impact of revisions to the forecast factors. Year-to-date, the~~slight increase in the ~~allowance was principally impacted by loan growth in both the foreign~~forecast adjustment. Credit quality metrics continued to be relatively strong for this portfolio. Energy price volatility and ~~domestic sector.~~driver availability remain a challenge.

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Aircraft – the allowance increased due to loan growth in both domestic and foreign segments. The portfolio is currently bolstered by strengthening collateral values somewhat offset by continuing economic concerns related primarily to Latin American-based foreign loans. The Company has historically carried a higher allowance in this portfolio due to risk volatility.

Construction equipment – the allowance decrease for the third quarter was driven by paydowns and the elimination of an impairment reserve on special attention loans somewhat offset by the impact of the forecast adjustment. Year-to-date, the decrease is driven by lower total impairments on loans evaluated individually.increased due to loan growth.

Commercial real estate – the allowance decrease was ~~due to~~ a ~~decline~~result of declines in outstanding loan ~~balances. For the nine months ended September 30, 2021, the~~balances as well as a minor decrease ~~is due to a decline~~ in ~~loan balances and adjustments to the COVID-19~~COVID-19-related qualitative adjustment factors.

Residential real estate and home equity – the increased allowance ~~increased during the third quarter~~was due to ~~the impact of revising the forecast adjustment. Year-to-date, the decrease~~an increase in ~~the allowance is due to the slight decline in portfolio outstanding~~loan balances.

Consumer – segment saw a slight increase in ~~the~~ allowance ~~for the third quarter and year-to-date~~ due principally to loan ~~growth and the forecast adjustment.~~growth.

Economic Outlook

As of ~~September 30, 2021,~~March 31, 2022, the ~~impact of~~most significant economic factors impacting our loan portfolios are the war in Ukraine and resultant increased uncertainty for the U.S. economy, and additional inflationary pressures, further aggravated by supply chain disruptions. We remain concerned about COVID-19 ~~pandemic continues to adversely affect the loan~~surges and ~~lease portfolios.~~new variants. The forecast considers global and domestic economic ~~effects~~impacts from ~~the ongoing pandemic~~these factors as well as ~~the potential impact of U.S. monetary~~other key economic factors such as change in Gross Domestic Product and ~~fiscal policy,~~unemployment which may impact ~~clients, particularly those who benefited from paycheck protection program funds or from targeted funds for struggling industry sectors such as transportation.~~our clients. The Company’s assumption was ~~revised this quarter given~~that economic growth will slow in 2022 and 2023 and inflation will remain well above the ~~softening GDP growth projections. The Company continues to believe that the pandemic will have~~2% Federal Reserve target rate resulting in an adverse impact on the loan and lease portfolio over the next two years with the impact on the portfolios being more severe in the first twelve months of the forecast period than previously anticipated. GDP growth exceeded expectations during the first half of 2021 but is slowing at a faster pace than we projected last quarter and was a significant impetus for the forecast adjustments made this quarter. Likewise, job growth is lower than the Company initially anticipated.years.

As a result of ~~the unprecedented~~geopolitical risks and economic uncertainty, ~~caused by the COVID-19 pandemic,~~ the Company’s future loss estimates may vary considerably from the ~~September 30, 2021~~March 31, 2022 assumptions.

Liability for Credit Losses on Unfunded Loan Commitments

The liability for credit losses inherent in unfunded loan commitments is included in Accrued Expenses and Other Liabilities on the Consolidated Statements of Financial Condition. The following table shows the changes in the liability for credit losses on unfunded loan commitments.

Three Months Ended
September 30, Nine Months Ended
September 30,
(Dollars in thousands) 2021 2020 2021 2020
Balance, beginning of period* $ 4,317 $ 3,525 $ 4,499 $ 3,172
Provision (recovery of provision)* 46 39 (136) 392
Balance, end of period* $ 4,363 $ 3,564 $ 4,363 $ 3,564

*ASU 2016-13 adopted during the fourth quarter of 2020 therefore third quarter 2020 amounts reflect the incurred loss method.


	Three Months Ended March 31,
(Dollars in thousands)		2022		2021
Balance, beginning of period		$	4,196	$	4,499


Provision		728		94
Balance, end of period		$	4,924	$	4,593

Note 6 — Lease Investments

As a lessor, the Company’s loan and lease portfolio includes direct finance leases, which are included in ~~commercial~~Commercial and ~~agricultural, solar, auto~~Agricultural, Solar, Auto and ~~light truck, medium~~Light Truck, Medium and ~~heavy duty truck, aircraft,~~Heavy Duty Truck, Aircraft, and ~~construction equipment~~Construction Equipment on the Consolidated Statements of Financial Condition. The Company also finances various types of construction equipment, medium and heavy duty trucks, automobiles and other equipment under leases classified as operating leases, which are included in Equipment Owned Under Operating Leases, net, on the Consolidated Statements of Financial Condition.

The following table shows interest income recognized from direct finance lease payments and operating lease equipment rental income and related depreciation expense.

Three Months Ended
September 30, Nine Months Ended
September 30,
(Dollars in thousands) 2021 2020 2021 2020
Direct finance leases:
Interest income on lease receivable $ 1,629 $ 1,880 $ 4,880 $ 6,310
Operating leases:
Income related to lease payments $ 3,946 $ 5,593 $ 12,830 $ 18,213
Depreciation expense 3,239 4,694 10,562 15,263

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	Three Months Ended March 31,
(Dollars in thousands)		2022		2021
Direct finance leases:
Interest income on lease receivable		$	1,781	$	1,590

Operating leases:
Income related to lease payments		$	3,662	$	4,629
Depreciation expense		3,015		3,773

Income related to reimbursements from lessees for personal property tax on operating leased equipment for the three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ was ~~$0.02~~$0.20 million and ~~$0.02 million, respectively and for the nine months ended September 30, 2021 and 2020 was $0.40 million and $0.44~~$0.24 million, respectively. Expense related to personal property tax payments on operating leased equipment for the three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ was ~~$0.02~~$0.20 million and ~~$0.02 million, respectively and for the nine months ended September 30, 2021 and 2020 was $0.40 million and $0.44~~$0.24 million, respectively.

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Note 7 — Mortgage Servicing Rights

The Company recognizes the rights to service residential mortgage loans for others as separate assets, whether the servicing rights are acquired through a separate purchase or through the sale of originated loans with servicing rights retained. The Company allocates a portion of the total proceeds of a mortgage loan to servicing rights based on the relative fair value. The unpaid principal balance of residential mortgage loans serviced for third parties was ~~$858.70~~$888.63 million and ~~$838.45~~$883.90 million at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively.

Mortgage servicing rights (MSRs) are evaluated for impairment at each reporting date. For purposes of impairment measurement, MSRs are stratified based on the predominant risk characteristics of the underlying servicing, principally by loan type. If temporary impairment exists within a tranche, a valuation allowance is established through a charge to income equal to the amount by which the carrying value exceeds the fair value. If it is later determined all or a portion of the temporary impairment no longer exists for a particular tranche, the valuation allowance is reduced through a recovery of income.

The following table shows changes in the carrying value of MSRs and the associated valuation allowance.


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
(Dollars in thousands)	(Dollars in thousands)	2021		2020		2021		2020		(Dollars in thousands)		2022		2021
Mortgage servicing rights:	Mortgage servicing rights:									Mortgage servicing rights:
Balance at beginning of period	Balance at beginning of period	$	4,678	$	4,294	$	4,616	$	4,200	Balance at beginning of period		$	4,671	$	4,616
Additions	Additions	395		897		1,566		2,094		Additions		335		761
Amortization	Amortization	(554)		(654)		(1,663)		(1,757)		Amortization		(381)		(590)
Sales		—		—		—		—

Carrying value before valuation allowance at end of period	Carrying value before valuation allowance at end of period	4,519		4,537		4,519		4,537		Carrying value before valuation allowance at end of period		4,625		4,787
Valuation allowance:	Valuation allowance:									Valuation allowance:
Balance at beginning of period	Balance at beginning of period	(223)		(546)		(812)		—		Balance at beginning of period		—		(812)
Impairment recoveries (charges)		223		(262)		812		(808)
Impairment recoveries										Impairment recoveries		—		42
Balance at end of period	Balance at end of period	$	—	$	(808)	$	—	$	(808)	Balance at end of period		$	—	$	(770)
Net carrying value of mortgage servicing rights at end of period	Net carrying value of mortgage servicing rights at end of period	$	4,519	$	3,729	$	4,519	$	3,729	Net carrying value of mortgage servicing rights at end of period		$	4,625	$	4,017
Fair value of mortgage servicing rights at end of period	Fair value of mortgage servicing rights at end of period	$	4,999	$	4,000	$	4,999	$	4,000	Fair value of mortgage servicing rights at end of period		$	6,363	$	4,365

At ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ the fair value of MSRs exceeded the carrying value reported in the Consolidated Statements of Financial Condition by ~~$0.48~~$1.74 million and ~~$0.27~~$0.35 million, respectively. This difference represents increases in the fair value of certain MSRs that could not be recorded above cost basis.

Mortgage loan contractual servicing fees, including late fees and ancillary income, were ~~$0.81~~$0.72 million and $0.81 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively. Mortgage loan contractual servicing fees, including late fees and ancillary income, were $2.40 million and $2.31 million for the nine months ended September 30, 2021 and 2020,~~ respectively. Mortgage loan contractual servicing fees are included in Mortgage Banking on the Consolidated Statements of Income.

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Note 8 — Commitments and Financial Instruments with Off-Balance-Sheet Risk

Financial Instruments with Off-Balance-Sheet Risk — 1st Source and its subsidiaries are parties to financial instruments with off-balance-sheet risk in the normal course of business. These off-balance-sheet financial instruments include commitments to originate and sell loans and standby letters of credit. The instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Statements of Financial Condition.

The following table shows financial instruments whose contract amounts represent credit risk.


(Dollars in thousands)	(Dollars in thousands)	September 30, 2021		December 31, 2020		(Dollars in thousands)	March 31, 2022		December 31, 2021
Amounts of commitments:	Amounts of commitments:					Amounts of commitments:
Loan commitments to extend credit	Loan commitments to extend credit	$	1,156,994	$	1,140,892	Loan commitments to extend credit	$	1,204,428	$	1,148,984
Standby letters of credit	Standby letters of credit	$	28,868	$	24,884	Standby letters of credit	$	22,765	$	24,657
Commercial and similar letters of credit	Commercial and similar letters of credit	$	6,115	$	7,095	Commercial and similar letters of credit	$	746	$	8,531

The exposure to credit loss in the event of nonperformance by the other party to the financial instruments for loan commitments and standby letters of credit is represented by the dollar amount of those instruments. The Company uses the same credit policies and collateral requirements in making commitments and conditional obligations as it does for on-balance-sheet instruments.

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The Company grants mortgage loan commitments to borrowers, subject to normal loan underwriting standards. The interest rate risk associated with these loan commitments is managed by entering into contracts for future deliveries of loans. Loan commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

Standby letters of credit are conditional commitments that guarantee the performance of a client to a third party. The credit risk involved in and collateral obtained when issuing standby letters of credit is essentially the same as that involved in extending loan commitments to clients. Standby letters of credit generally have terms ranging from two months to one year.

Commercial letters of credit are issued specifically to facilitate commerce and typically result in the commitment being drawn on when the underlying transaction is consummated between the customer and the third party. Commercial letters of credit generally have terms ranging from two months to six months.

Note 9 — Derivative Financial Instruments

Commitments to originate residential mortgage loans held for sale and forward commitments to sell residential mortgage loans are considered derivative instruments. See Note 8 for further information.

The Company has certain interest rate derivative positions that are not designated as hedging instruments. Derivative assets and liabilities are recorded at fair value on the Consolidated Statements of Financial Condition and do not take into account the effects of master netting agreements. Master netting agreements allow the Company to settle all derivative contracts held with a single counterparty on a net basis, and to offset net derivative positions with related collateral, where applicable. These derivative positions relate to transactions in which the Company enters into an interest rate swap with a client while at the same time entering into an offsetting interest rate swap with another financial institution. In connection with each transaction, the Company agrees to pay interest to the client on a notional amount at a variable interest rate and receive interest from the client on the same notional amount at a fixed interest rate. At the same time, the Company agrees to pay another financial institution the same fixed interest rate on the same notional amount and receive the same variable interest rate on the same notional amount. The transaction allows the client to effectively convert a variable rate loan to a fixed rate. Because the terms of the swaps with the customers and the other financial institutions offset each other, with the only difference being counterparty credit risk, changes in the fair value of the underlying derivative contracts are not materially different and do not significantly impact the Company’s results of operations.

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The following table shows the amounts of non-hedging derivative financial instruments.


				Asset derivatives			Liability derivatives						Asset derivatives			Liability derivatives
(Dollars in thousands)	(Dollars in thousands)	Notional or contractual amount		Statement of Financial Condition classification	Fair value		Statement of Financial Condition classification	Fair value		(Dollars in thousands)	Notional or contractual amount		Statement of Financial Condition classification	Fair value		Statement of Financial Condition classification	Fair value
September 30, 2021
March 31, 2022										March 31, 2022
Interest rate swap contracts	Interest rate swap contracts	$	1,117,657	Other assets	$	28,368	Other liabilities	$	28,975	Interest rate swap contracts	$	1,017,365	Other assets	$	7,806	Other liabilities	$	8,006
Loan commitments	Loan commitments	30,800		Mortgages held for sale	783		N/A	—		Loan commitments	13,422		Mortgages held for sale	287		N/A	—
Forward contracts - mortgage loan	Forward contracts - mortgage loan	48,000		Mortgages held for sale	222		N/A	—		Forward contracts - mortgage loan	13,080		Mortgages held for sale	200		N/A	—
Total	Total	$	1,196,457		$	29,373		$	28,975	Total	$	1,043,867		$	8,293		$	8,006

December 31, 2020
December 31, 2021										December 31, 2021
Interest rate swap contracts	Interest rate swap contracts	$	1,155,252	Other assets	$	46,654	Other liabilities	$	47,681	Interest rate swap contracts	$	1,064,721	Other assets	$	20,735	Other liabilities	$	21,172
Loan commitments	Loan commitments	32,588		Mortgages held for sale	1,487		N/A	—		Loan commitments	15,086		Mortgages held for sale	452		N/A	—
Forward contracts - mortgage loan	Forward contracts - mortgage loan	38,310		N/A	—		Mortgages held for sale	290		Forward contracts - mortgage loan	22,000		N/A	—		Mortgages held for sale	11
Total	Total	$	1,226,150		$	48,141		$	47,971	Total	$	1,101,807		$	21,187		$	21,183

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The following table shows the amounts included in the Consolidated Statements of Income for non-hedging derivative financial instruments.


			Gain (loss)											Gain (loss)
			Three Months Ended September 30,				Nine Months Ended September 30,						Three Months Ended March 31,
(Dollars in thousands)	(Dollars in thousands)	Statement of Income classification	2021		2020		2021		2020		(Dollars in thousands)	Statement of Income classification		2022		2021
Interest rate swap contracts	Interest rate swap contracts	Other expense	$	101	$	50	$	420	$	(583)	Interest rate swap contracts	Other expense		$	237	$	333
Interest rate swap contracts	Interest rate swap contracts	Other income	69		23		307		560		Interest rate swap contracts	Other income		—		86
Loan commitments	Loan commitments	Mortgage banking	(75)		1,406		(704)		2,292		Loan commitments	Mortgage banking		(165)		(698)
Forward contracts - mortgage loan	Forward contracts - mortgage loan	Mortgage banking	246		26		512		(37)		Forward contracts - mortgage loan	Mortgage banking		211		577
Total	Total		$	341	$	1,505	$	535	$	2,232	Total			$	283	$	298

The following table shows the offsetting of financial assets and derivative assets.

Gross Amounts Not Offset in the Statement of Financial Condition
(Dollars in thousands) Gross Amounts of Recognized Assets Gross Amounts Offset in the Statement of Financial Condition Net Amounts of
Assets Presented in
the Statement of Financial Condition Financial Instruments Cash Collateral Received Net Amount
September 30, 2021
Interest rate swaps $ 32,806 $ 4,438 $ 28,368 $ — $ — $ 28,368
December 31, 2020
Interest rate swaps $ 52,872 $ 6,218 $ 46,654 $ — $ — $ 46,654

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							Gross Amounts Not Offset in the Statement of Financial Condition
(Dollars in thousands)	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Financial Condition		Net Amounts of Assets Presented in the Statement of Financial Condition		Financial Instruments		Cash Collateral Received		Net Amount
March 31, 2022
Interest rate swaps	$	10,324	$	2,518	$	7,806	$	—	$	3,040	$	4,766

December 31, 2021
Interest rate swaps	$	24,436	$	3,701	$	20,735	$	—	$	—	$	20,735

The following table shows the offsetting of financial liabilities and derivative liabilities.


								Gross Amounts Not Offset in the Statement of Financial Condition													Gross Amounts Not Offset in the Statement of Financial Condition
(Dollars in thousands)	(Dollars in thousands)	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Statement of Financial Condition		Net Amounts of Liabilities Presented in the Statement of Financial Condition		Financial Instruments		Cash Collateral Pledged		Net Amount		(Dollars in thousands)	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Statement of Financial Condition		Net Amounts of Liabilities Presented in the Statement of Financial Condition		Financial Instruments		Cash Collateral Pledged		Net Amount
September 30, 2021
March 31, 2022														March 31, 2022
Interest rate swaps	Interest rate swaps	$	33,413	$	4,438	$	28,975	$	28,168	$	—	$	807	Interest rate swaps	$	10,524	$	2,518	$	8,006	$	299	$	—	$	7,707
Repurchase agreements	Repurchase agreements	210,275		—		210,275		210,275		—		—		Repurchase agreements	193,798		—		193,798		193,798		—		—
Total	Total	$	243,688	$	4,438	$	239,250	$	238,443	$	—	$	807	Total	$	204,322	$	2,518	$	201,804	$	194,097	$	—	$	7,707

December 31, 2020
December 31, 2021														December 31, 2021
Interest rate swaps	Interest rate swaps	$	53,899	$	6,218	$	47,681	$	46,978	$	—	$	703	Interest rate swaps	$	24,873	$	3,701	$	21,172	$	20,498	$	—	$	674
Repurchase agreements	Repurchase agreements	143,564		—		143,564		143,564		—		—		Repurchase agreements	194,727		—		194,727		194,727		—		—
Total	Total	$	197,463	$	6,218	$	191,245	$	190,542	$	—	$	703	Total	$	219,600	$	3,701	$	215,899	$	215,225	$	—	$	674

If a default in performance of any obligation of a repurchase agreement occurs, each party will set-off property held in respect of transactions against obligations owing in respect of any other transactions. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, repurchase agreements had a remaining contractual maturity of ~~$207.08~~$190.67 million and ~~$141.42~~$191.47 million in overnight and ~~$3.20~~$3.13 million and ~~$2.14~~$3.26 million in up to 30 days, respectively and were collateralized by U.S. Treasury and Federal agencies securities.

Note 10 — Variable Interest Entities

A variable interest entity (VIE) is a partnership, limited liability company, trust or other legal entity that meets any one of the following criteria:

•The entity does not have sufficient equity to conduct its activities without additional subordinated financial support from another party.

•The entity’s investors lack the power to direct the activities that most significantly affect the entity’s economic performance.

•The entity’s at-risk holders do not have the obligation to absorb the losses or the right to receive residual returns.

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•The voting rights of some investors are not proportional to their economic interests in the entity, and substantially all of the entity’s activities involve, or are conducted on behalf of, investors with disproportionately few voting rights.

The Company is involved in various entities that are considered to be VIEs. The Company’s investments in VIEs are primarily related to investments promoting affordable housing, community development and renewable energy sources. Some of these tax-advantaged investments support the Company’s regulatory compliance with the Community Reinvestment Act. The Company’s investments in these entities generate a return primarily through the realization of federal and state income tax credits, and other tax benefits, such as tax deductions from operating losses of the investments, over specified time periods. Tax credits from affordable housing investments and community development investments are recognized as a reduction of tax expense. Investments in renewable energy sources qualify asfor investment tax credits ~~and~~which are recognized as a reduction to the related investment asset. The Company recognized federal income tax credits related to its affordable housing and community development tax-advantaged investments in tax expense of ~~$0.55~~$0.50 million and ~~$0.43~~$0.50 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively and $1.56 million and $1.29 million for the nine months ended September 30, 2021 and 2020,~~ respectively. The Company also recognized ~~$0.32~~$0.00 million and ~~$0.00~~$1.92 million of investment tax credits for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively and $3.32 million and $7.84 million for the nine months ended September 30, 2021 and 2020,~~ respectively.

The Company is not required to consolidate VIEs in which it has concluded it does not have a controlling financial interest, and thus is not the primary beneficiary. In such cases, the Company does not have both the power to direct the entities’ most significant activities and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIEs. As a limited partner in these operating partnerships, ~~we are~~the Company is allocated credits and deductions associated with the underlying properties. The Company has determined that it is not the primary beneficiary of these investments because the general partners have the power to direct activities that most significantly influence the economic performance of their respective partnerships.

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The Company’s investments in these unconsolidated VIEs are carried in Other Assets on the Consolidated Statements of Financial Condition. The Company’s unfunded capital and other commitments related to these unconsolidated VIEs are generally carried in Other Liabilities on the Consolidated Statements of Financial Condition. The Company’s maximum exposure to loss from these unconsolidated VIEs include the investment recorded on the Company’s Consolidated Statements of Financial Condition, net of unfunded capital commitments, and previously recorded tax credits which remain subject to recapture by taxing authorities based on compliance features required to be met at the project level. While the Company believes potential losses from these investments are remote, the maximum exposure was determined by assuming a scenario where the community-based business, housing projects and renewable energy projects completely fail and do not meet certain taxing authority compliance requirements resulting in recapture of the related tax credits.

The following table provides a summary of investments in affordable housing, community development and renewable energy VIEs that the Company has not consolidated.


(Dollars in thousands)	(Dollars in thousands)	September 30, 2021		December 31, 2020		(Dollars in thousands)	March 31, 2022		December 31, 2021
Investment carrying amount	Investment carrying amount	$	31,339	$	22,742	Investment carrying amount	$	26,391	$	35,968
Unfunded capital and other commitments	Unfunded capital and other commitments	25,829		26,716		Unfunded capital and other commitments	19,668		29,670
Maximum exposure to loss	Maximum exposure to loss	57,804		52,106		Maximum exposure to loss	48,044		50,319

The Company is required to consolidate VIEs in which it has concluded it has significant involvement in and the ability to direct the activities that impact the entity’s economic performance. The Company is the managing general partner of entities to which it shares interest in tax-advantaged investments with third parties. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, approximately ~~$58.97~~$67.85 million and ~~$53.61~~$59.08 million of the Company’s assets and ~~$8.91~~$7.23 million and ~~$4.93~~$0.00 million of its liabilities included on the Consolidated Statements of Financial Condition were related to tax-advantaged investment VIEs which the Company has consolidated, respectively. The assets of the consolidated VIEs are reported in Other Assets, the liabilities are reported in Other Liabilities and the non-controlling interest is reported in Equity on the Consolidated Statements of Financial Condition. The assets of a particular VIE are the primary source of funds to settle its obligations. The creditors of the VIE do not have recourse to the general credit of the Company. The Company’s exposure to the consolidated VIE is generally limited to the carrying value of its variable interest plus any related tax credits previously recognized.

Additionally, the Company sponsors 1 trust, 1st Source Master Trust (Capital Trust) of which 100% of the common equity is owned by the Company. The Capital Trust was formed in 2007 for the purpose of issuing corporation-obligated mandatorily redeemable capital securities (the capital securities) to third-party investors and investing the proceeds from the sale of the capital securities solely in junior subordinated debenture securities of the Company (the subordinated notes). The subordinated notes held by the Capital Trust are the sole assets of the Capital Trust. The Capital Trust qualifies as a variable interest entity for which the Company is not the primary beneficiary and therefore reported in the financial statements as an unconsolidated subsidiary. The junior subordinated debentures are reflected as subordinated notes in the Statements of Financial Condition with the corresponding interest distributions reflected as Interest Expense in the Statements of Income. The common shares issued by the Capital Trust are included in Other Assets in the Statements of Financial Condition.

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Distributions on the capital securities issued by the Capital Trust are payable quarterly at a rate per annum equal to the interest rate being earned by the Capital Trust on the subordinated notes held by the Capital Trust. The capital securities are subject to mandatory redemption, in whole or in part, upon repayment of the subordinated notes. The Company has entered into agreements which, taken collectively, fully and unconditionally guarantee the capital securities subject to the terms of each of the guarantees. The capital securities held by the Capital Trust qualify as Tier 1 capital under Federal Reserve Board guidelines.

The following table shows subordinated notes at ~~September 30, 2021.~~March 31, 2022.


(Dollars in thousands)	(Dollars in thousands)	Amount of Subordinated Notes		Interest Rate		Maturity Date	(Dollars in thousands)	Amount of Subordinated Notes		Interest Rate		Maturity Date
June 2007 issuance (1)	June 2007 issuance (1)	$	41,238	7.22	%	6/15/2037	June 2007 issuance (1)	$	41,238	7.22	%	6/15/2037
August 2007 issuance (2)	August 2007 issuance (2)	17,526		1.60	%	9/15/2037	August 2007 issuance (2)	17,526		2.31	%	9/15/2037
Total	Total	$	58,764				Total	$	58,764

(1) Fixed rate through life of debt.

(2) 3-Month LIBOR +1.48% through remaining life of debt.

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Note 11 — Earnings Per Share

Earnings per common share is computed using the two-class method. Basic earnings per common share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during the applicable period, excluding outstanding participating securities. Participating securities include non-vested restricted stock awards. Non-vested restricted stock awards are considered participating securities to the extent the holders of these securities receive non-forfeitable dividends at the same rate as holders of common stock. Diluted earnings per common share is computed using the weighted-average number of shares determined for the basic earnings per common share computation plus the dilutive effect of stock compensation using the treasury stock method.

Stock options, where the exercise price was greater than the average market price of the common shares, were excluded from the computation of diluted earnings per common share because the result would have been antidilutive. There were no stock options outstanding as of ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.

The following table presents a reconciliation of the number of shares used in the calculation of basic and diluted earnings per common share.


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
(Dollars in thousands - except per share amounts)	(Dollars in thousands - except per share amounts)	2021		2020		2021		2020		(Dollars in thousands - except per share amounts)		2022		2021
Distributed earnings allocated to common stock	Distributed earnings allocated to common stock	$	7,749	$	7,166	$	22,681	$	21,714	Distributed earnings allocated to common stock		$	7,672	$	7,364
Undistributed earnings allocated to common stock	Undistributed earnings allocated to common stock	24,472		12,755		67,422		32,941		Undistributed earnings allocated to common stock		19,516		20,531
Net earnings allocated to common stock	Net earnings allocated to common stock	32,221		19,921		90,103		54,655		Net earnings allocated to common stock		27,188		27,895
Net earnings allocated to participating securities	Net earnings allocated to participating securities	262		137		708		318		Net earnings allocated to participating securities		202		210
Net income allocated to common stock and participating securities	Net income allocated to common stock and participating securities	$	32,483	$	20,058	$	90,811	$	54,973	Net income allocated to common stock and participating securities		$	27,390	$	28,105

Weighted average shares outstanding for basic earnings per common share	Weighted average shares outstanding for basic earnings per common share	24,919,956		25,552,374		25,126,703		25,538,910		Weighted average shares outstanding for basic earnings per common share		24,743,790		25,320,930
Dilutive effect of stock compensation	Dilutive effect of stock compensation	—		—		—		—		Dilutive effect of stock compensation		—		—
Weighted average shares outstanding for diluted earnings per common share	Weighted average shares outstanding for diluted earnings per common share	24,919,956		25,552,374		25,126,703		25,538,910		Weighted average shares outstanding for diluted earnings per common share		24,743,790		25,320,930

Basic earnings per common share	Basic earnings per common share	$	1.29	$	0.78	$	3.59	$	2.14	Basic earnings per common share		$	1.10	$	1.10
Diluted earnings per common share	Diluted earnings per common share	$	1.29	$	0.78	$	3.59	$	2.14	Diluted earnings per common share		$	1.10	$	1.10

Note 12 — Stock Based Compensation

As of ~~September 30, 2021,~~March 31, 2022, the Company had 4 active stock-based employee compensation plans, which are more fully described in Note 16 of the Consolidated Financial Statements in 1st Source’s Annual Report on Form 10-K for the year ended December 31, ~~2020.~~2021. These plans include 3 executive stock award plans, the Executive Incentive Plan (EIP), the Restricted Stock Award Plan (RSAP), the Strategic Deployment Incentive ~~Plan;~~Plan (SDP); and the Employee Stock Purchase Plan. The 2011 Stock Option Plan was approved by the shareholders on April 21, 2011 but the Company had not made any grants through ~~September 30, 2021.~~March 31, 2022.

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Stock-based compensation expense for all stock-based compensation awards granted is based on the grant-date fair value. For all awards except stock option awards, the grant date fair value is either the fair market value per share or book value per share (corresponding to the type of stock awarded) as of the grant date. For stock option awards, the grant date fair value is estimated using the Black-Scholes option pricing model. For all awards, the Company recognizes these compensation costs on a straight-line basis over the requisite service period of the award, for which the Company uses the related vesting term.

Total fair value of options vested and expensed was zero for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021. As of ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ there were no outstanding stock options. There were no stock options exercised during the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021. All shares issued in connection with stock option exercises are issued from available treasury stock.

As of ~~September 30, 2021,~~March 31, 2022, there was ~~$8.05~~$9.48 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements. That cost is expected to be recognized over a weighted-average period of ~~3.32~~3.56 years.

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Note 13 — Accumulated Other Comprehensive Income (Loss)

The following table presents reclassifications out of accumulated other comprehensive income (loss) related to unrealized gains and losses on available-for-sale securities.


		Three Months Ended September 30,				Nine Months Ended September 30,				Affected Line Item in the Statements of Income		Three Months Ended March 31,			Affected Line Item in the Statements of Income
(Dollars in thousands)	(Dollars in thousands)	2021		2020		2021		2020			(Dollars in thousands)		2022				2021
Realized (losses) gains included in net income		$	—	$	—	$	(680)	$	279	(Losses) gains on investment securities available-for-sale
Realized gains included in net income											Realized gains included in net income		$	—	$	—		Gains on investment securities available-for-sale
		—		—		(680)		279		Income before income taxes			—		—			Income before income taxes
Tax effect	Tax effect	—		—		164		(65)		Income tax expense	Tax effect		—		—			Income tax expense
Net of tax	Net of tax	$	—	$	—	$	(516)	$	214	Net income	Net of tax		$	—	$	—		Net income

Note 14 — Income Taxes

The total amount of unrecognized tax benefits that would affect the effective tax rate if recognized was zero at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. Interest and penalties are recognized through the income tax provision. For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ the Company recognized no interest or penalties. There were no accrued interest and penalties at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021.

Tax years that remain open and subject to audit include the federal ~~2017-2020~~2018-2021 years and the Indiana ~~2017-2020~~2018-2021 years. The Company does not anticipate a significant change in the amount of uncertain tax positions within the next 12 months.

Note 15 — Fair Value Measurements

The Company records certain assets and liabilities at 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. Fair value measurements are also utilized to determine the initial value of certain assets and liabilities, to perform impairment assessments, and for disclosure purposes. The Company uses quoted market prices and observable inputs to the maximum extent possible when measuring fair value. In the absence of quoted market prices, various valuation techniques are utilized to measure fair value. When possible, observable market data for identical or similar financial instruments is used in the valuation. When market data is not available, fair value is determined using valuation models that incorporate management’s estimates of the assumptions a market participant would use in pricing the asset or liability.

Fair value measurements are classified within one of three levels based on the observability of the inputs used to determine fair value, as follows:

•Level 1 — The valuation is based on quoted prices in active markets for identical instruments.

•Level 2 — The valuation is based on observable inputs such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

•Level 3 — The valuation is based on unobservable inputs that are supported by minimal or no market activity and that are significant to the fair value of the instrument. Level 3 valuations are typically performed using pricing models, discounted cash flow methodologies, or similar techniques that incorporate management’s own estimates of assumptions that market participants would use in pricing the instrument, or valuations that require significant management judgment or estimation.

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A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The Company elected fair value accounting for mortgages held for sale and for its best-efforts forward sales commitments. The Company economically hedges its mortgages held for sale at the time the interest rate locks are issued to the customers. The Company believes the election for mortgages held for sale will reduce certain timing differences and better match changes in the value of these assets with changes in the value of derivatives or best-best efforts forward sales commitments. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, all mortgages held for sale were carried at fair value.

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The following table shows the differences between the fair value carrying amount of mortgages held for sale measured at fair value and the aggregate unpaid principal amount the Company is contractually entitled to receive at maturity.


(Dollars in thousands)	(Dollars in thousands)	Fair value carrying amount		Aggregate unpaid principal		Excess of fair value carrying amount over (under) unpaid principal			(Dollars in thousands)	Fair value carrying amount		Aggregate unpaid principal		Excess of fair value carrying amount over (under) unpaid principal
September 30, 2021
March 31, 2022									March 31, 2022
Mortgages held for sale reported at fair value	Mortgages held for sale reported at fair value	$	34,594	$	32,824	$	1,770	(1)	Mortgages held for sale reported at fair value	$	4,757	$	4,256	$	501	(1)

December 31, 2020
December 31, 2021									December 31, 2021
Mortgages held for sale reported at fair value	Mortgages held for sale reported at fair value	$	12,885	$	11,045	$	1,840	(1)	Mortgages held for sale reported at fair value	$	13,284	$	12,456	$	828	(1)

(1)The excess of fair value carrying amount over (under) unpaid principal is included in mortgage banking income and includes changes in fair value at and subsequent to funding and gains and losses on the related loan commitment prior to funding.

Financial Instruments on Recurring Basis:

The following is a description of the valuation methodologies used for financial instruments measured at fair value on a recurring basis:

Investment securities available-for-sale are valued primarily by a third party pricing agent. Prices supplied by the independent pricing agent, as well as their pricing methodologies and assumptions, are reviewed by the Company for reasonableness and to ensure such prices are aligned with market levels. In general, the Company’s investment securities do not possess a complex structure that could introduce greater valuation risk. The portfolio mainly consists of traditional investments including U.S. Treasury and Federal agencies securities, Federal agency mortgage pass-through securities, and general obligation and revenue municipal bonds. Pricing for such instruments is fairly generic and is easily obtained. On a quarterly basis, prices supplied by the pricing agent are validated by comparison to prices obtained from other third party sources for a material portion of the portfolio.

The valuation policy and procedures for Level 3 fair value measurements of available-for-sale debt securities are decided through collaboration between management of the Corporate Accounting and Funds Management departments. The changes in fair value measurement for Level 3 securities are analyzed on a periodic basis under a collaborative framework with the aforementioned departments. The methodology and variables used for input are derived from the combination of observable and unobservable inputs. The unobservable inputs are determined through internal assumptions that may vary from period to period due to external factors, such as market movement and credit rating adjustments.

Both the market and income valuation approaches are implemented using the following types of inputs:

•U.S. treasuries are priced using the market approach and utilizing live data feeds from active market exchanges for identical securities.

•Government-sponsored agency debt securities and corporate bonds are primarily priced using available market information through processes such as benchmark curves, market valuations of like securities, sector groupings and matrix pricing.

•Other government-sponsored agency securities, mortgage-backed securities and some of the actively traded REMICs and CMOs, are primarily priced using available market information including benchmark yields, prepayment speeds, spreads and volatility of similar securities.

Table of Contents

•State and political subdivisions are largely grouped by characteristics, i.e., geographical data and source of revenue in trade dissemination systems. Since some securities are not traded daily and due to other grouping limitations, active market quotes are often obtained using benchmarking for like securities. Local direct placement municipal securities, with very little market activity, are priced using an appropriate market yield curve, which includes a credit spread assumption.

Mortgages held for sale and the related loan commitments and forward contracts (hedges) are valued by a third party pricing agent. Prices supplied by the independent pricing agent, as well as their pricing methodologies, are reviewed by the Company for reasonableness and to ensure such prices are aligned with market values. On a quarterly basis, prices supplied by the pricing agent are validated by comparison to the prices obtained from other third party sources.

~~Table of Contents~~

Interest rate swap positions, both assets and liabilities, are valued by a third-party pricing agent using an income approach and utilizing models that use as their basis readily observable market parameters. This valuation process considers various factors including interest rate yield curves, time value and volatility factors. Validation of third party agent valuations is accomplished by comparing those values to the Company’s swap counterparty valuations. Management believes an adjustment is required to “mid-market” valuations for derivatives tied to its performing loan portfolio to recognize the imprecision and related exposure inherent in the process of estimating expected credit losses as well as velocity of deterioration evident with systemic risks embedded in these portfolios. Any change in the mid-market derivative valuation adjustment will be recognized immediately through the Consolidated Statements of Income.

The following table shows the balance of assets and liabilities measured at fair value on a recurring basis.


(Dollars in thousands)	(Dollars in thousands)	Level 1		Level 2		Level 3		Total		(Dollars in thousands)	Level 1		Level 2		Level 3		Total
September 30, 2021
March 31, 2022										March 31, 2022
Assets:	Assets:									Assets:
Investment securities available-for-sale:	Investment securities available-for-sale:									Investment securities available-for-sale:
U.S. Treasury and Federal agencies securities	U.S. Treasury and Federal agencies securities	$	372,074	$	521,598	$	—	$	893,672	U.S. Treasury and Federal agencies securities	$	590,484	$	490,461	$	—	$	1,080,945
U.S. States and political subdivisions securities	U.S. States and political subdivisions securities	—		92,721		1,829		94,550		U.S. States and political subdivisions securities	—		93,824		4,529		98,353
Mortgage-backed securities — Federal agencies	Mortgage-backed securities — Federal agencies	—		571,150		—		571,150		Mortgage-backed securities — Federal agencies	—		655,010		—		655,010
Corporate debt securities	Corporate debt securities	—		23,268		—		23,268		Corporate debt securities	—		22,525		—		22,525
Foreign government and other securities	Foreign government and other securities	—		600		—		600		Foreign government and other securities	—		598		—		598
Total debt securities available-for-sale	Total debt securities available-for-sale	372,074		1,209,337		1,829		1,583,240		Total debt securities available-for-sale	590,484		1,262,418		4,529		1,857,431

Mortgages held for sale	Mortgages held for sale	—		34,594		—		34,594		Mortgages held for sale	—		4,757		—		4,757
Accrued income and other assets (interest rate swap agreements)	Accrued income and other assets (interest rate swap agreements)	—		28,368		—		28,368		Accrued income and other assets (interest rate swap agreements)	—		7,806		—		7,806
Total	Total	$	372,074	$	1,272,299	$	1,829	$	1,646,202	Total	$	590,484	$	1,274,981	$	4,529	$	1,869,994

Liabilities:	Liabilities:									Liabilities:
Accrued expenses and other liabilities (interest rate swap agreements)	Accrued expenses and other liabilities (interest rate swap agreements)	$	—	$	28,975	$	—	$	28,975	Accrued expenses and other liabilities (interest rate swap agreements)	$	—	$	8,006	$	—	$	8,006
Total	Total	$	—	$	28,975	$	—	$	28,975	Total	$	—	$	8,006	$	—	$	8,006

December 31, 2020
December 31, 2021										December 31, 2021
Assets:	Assets:									Assets:
Investment securities available-for-sale:	Investment securities available-for-sale:									Investment securities available-for-sale:
U.S. Treasury and Federal agencies securities	U.S. Treasury and Federal agencies securities	$	80,285	$	539,197	$	—	$	619,482	U.S. Treasury and Federal agencies securities	$	561,950	$	522,056	$	—	$	1,084,006
U.S. States and political subdivisions securities	U.S. States and political subdivisions securities	—		78,975		2,152		81,127		U.S. States and political subdivisions securities	—		93,852		1,849		95,701
Mortgage-backed securities — Federal agencies	Mortgage-backed securities — Federal agencies	—		453,789		—		453,789		Mortgage-backed securities — Federal agencies	—		659,727		—		659,727
Corporate debt securities	Corporate debt securities	—		42,369		—		42,369		Corporate debt securities	—		23,009		—		23,009
Foreign government and other securities	Foreign government and other securities	—		700		—		700		Foreign government and other securities	—		598		—		598
Total debt securities available-for-sale	Total debt securities available-for-sale	80,285		1,115,030		2,152		1,197,467		Total debt securities available-for-sale	561,950		1,299,242		1,849		1,863,041

Mortgages held for sale	Mortgages held for sale	—		12,885		—		12,885		Mortgages held for sale	—		13,284		—		13,284
Accrued income and other assets (interest rate swap agreements)	Accrued income and other assets (interest rate swap agreements)	—		46,654		—		46,654		Accrued income and other assets (interest rate swap agreements)	—		20,735		—		20,735
Total	Total	$	80,285	$	1,174,569	$	2,152	$	1,257,006	Total	$	561,950	$	1,333,261	$	1,849	$	1,897,060

Liabilities:	Liabilities:									Liabilities:
Accrued expenses and other liabilities (interest rate swap agreements)	Accrued expenses and other liabilities (interest rate swap agreements)	$	—	$	47,681	$	—	$	47,681	Accrued expenses and other liabilities (interest rate swap agreements)	$	—	$	21,172	$	—	$	21,172
Total	Total	$	—	$	47,681	$	—	$	47,681	Total	$	—	$	21,172	$	—	$	21,172

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The following table shows changes in Level 3 assets measured at fair value on a recurring basis for the quarter ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.


(Dollars in thousands)	U.S. States and political subdivisions securities
Beginning balance ~~July~~January 1, ~~2021~~2022	$	~~1,921~~1,849
Total gains or losses (realized/unrealized):
Included in earnings	—
Included in other comprehensive income (loss)	~~(7)~~(155)
Purchases	3,000
Issuances	—
Sales	—
Settlements	—
Maturities	(165)
Transfers into Level 3	—
Transfers out of Level 3	—
Ending balance March 31, 2022	$	4,529

Beginning January 1, 2021	$	2,152
Total gains or losses (realized/unrealized):
Included in earnings	—
Included in other comprehensive income (loss)	(80)
Purchases	—
Issuances	—
Sales	—
Settlements	—
Maturities	~~(85)~~(165)
Transfers into Level 3	—
Transfers out of Level 3	—
Ending balance ~~September 30,~~March 31, 2021	$	~~1,829~~

~~Beginning balance July 1, 2020~~	$	~~3,179~~
~~Total gains or losses (realized/unrealized):~~
~~Included in earnings~~	—
~~Included in other comprehensive income~~	~~166~~
~~Purchases~~	—
~~Issuances~~	—
~~Sales~~	—
~~Settlements~~	—
~~Maturities~~	~~(80)~~
~~Transfers into Level 3~~	—
~~Transfers out of Level 3~~	—
~~Ending balance September 30, 2020~~	$	~~3,265~~1,907

There were no gains or losses for the period included in earnings attributable to the change in unrealized gains or losses relating to assets still held at ~~September 30, 2021~~March 31, 2022 or ~~2020.~~2021.

The following table shows the valuation methodology and unobservable inputs for Level 3 assets measured at fair value on a recurring basis.

(Dollars in thousands)

Fair Value

Valuation Methodology

Unobservable Inputs

Range of Inputs

Weighted Average

(Dollars in thousands)

Fair Value

Valuation Methodology

Unobservable Inputs

Range of Inputs

Weighted Average

September 30, 2021

March 31, 2022

Debt securities available-for sale

Direct placement municipal securities

1,829

Discounted cash flows

Credit spread assumption

1.61% - 2.79%

2.11

Direct placement municipal securities

4,529

Discounted cash flows

Credit spread assumption

2.36% - 3.95%

2.88

December 31, 2020

December 31, 2021

Debt securities available-for sale

Direct placement municipal securities

2,152

Discounted cash flows

Credit spread assumption

0.04% - 2.30%

1.55

Direct placement municipal securities

1,849

Discounted cash flows

Credit spread assumption

0.04% - 2.31%

1.58

Financial Instruments on Non-recurring Basis:

The Company may be required, from time to time, to measure certain other financial assets at fair value on a non-recurring basis in accordance with GAAP. These adjustments to fair value usually result from application of lower of cost or market accounting or impairment charges of individual assets.

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The Credit Policy Committee (CPC), a management committee, is responsible for overseeing the valuation processes and procedures for Level 3 measurements of impaired loans, other real estate and repossessions. The CPC reviews these assets on a quarterly basis to determine the accuracy of the observable inputs, generally third party appraisals, auction values, values derived from trade publications and data submitted by the borrower, and the appropriateness of the unobservable inputs, generally discounts due to current market conditions and collection issues. The CPC establishes discounts based on asset type and valuation source; deviations from the standard are documented. The discounts are reviewed periodically, annually at a minimum, to determine they remain appropriate. Consideration is given to current trends in market values for the asset categories and gains and losses on sales of similar assets. The Loan and Funds Management Committee of the Board of Directors is responsible for overseeing the CPC.

Discounts vary depending on the nature of the assets and the source of value. Aircraft are generally valued using quarterly trade publications adjusted for engine time, condition, maintenance programs, discounted by 10%. Likewise, autos are valued using current auction values, discounted by 10%; medium and heavy duty trucks are valued using trade publications and auction values, discounted by 15%. Construction equipment is generally valued using trade publications and auction values, discounted by 20%. Real estate is valued based on appraisals or evaluations, discounted by 20% with higher discounts for property in poor condition or property with characteristics which may make it more difficult to market. Commercial loans subject to borrowing base certificates are generally discounted by 20% for receivables and 40% - 75% for inventory with higher discounts when monthly borrowing base certificates are not required or received.

Collateral-dependent impaired loans and related write-downs are based on the fair value of the underlying collateral if repayment is expected solely from the collateral. Collateral values are reviewed quarterly and estimated using customized discounting criteria, appraisals and dealer and trade magazine quotes which are used in a market valuation approach. In accordance with fair value measurements, only impaired loans for which an allowance for loan loss has been established based on the fair value of collateral require classification in the fair value hierarchy. As a result, only a portion of the Company’s impaired loans are classified in the fair value hierarchy.

The Company has established MSRs valuation policies and procedures based on industry standards and to ensure valuation methodologies are consistent and verifiable. MSRs and related adjustments to fair value result from application of lower of cost or fair value accounting. For purposes of impairment, MSRs are stratified based on the predominant risk characteristics of the underlying servicing, principally by loan type. The fair value of each tranche of the servicing portfolio is estimated by calculating the present value of estimated future net servicing cash flows, taking into consideration actual and expected mortgage loan prepayment rates, discount rates, servicing costs, and other economic factors. Prepayment rates and discount rates are derived through a third party pricing agent. Changes in the most significant inputs, including prepayment rates and discount rates, are compared to the changes in the fair value measurements and appropriate resolution is made. A fair value analysis is also obtained from an independent third party agent and compared to the internal valuation for reasonableness. MSRs do not trade in an active, open market with readily observable prices and though sales of MSRs do occur, precise terms and conditions typically are not readily available and the characteristics of the Company’s servicing portfolio may differ from those of any servicing portfolios that do trade.

Other real estate is based on the fair value of the underlying collateral less expected selling costs. Collateral values are estimated primarily using appraisals and reflect a market value approach. Fair values are reviewed quarterly, and new appraisals are obtained annually. Repossessions are similarly valued.

For assets measured at fair value on a nonrecurring basis the following represents impairment charges (recoveries) recognized on these assets during the quarter ended ~~September 30, 2021:~~March 31, 2022: collateral-dependent impaired loans - ~~$0.10~~$0.00 million; mortgage servicing rights - ~~($0.22)~~$0.00 million; repossessions - $0.00 million; and other real estate - $0.00 million.

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The following table shows the carrying value of assets measured at fair value on a non-recurring basis.


(Dollars in thousands)	(Dollars in thousands)	Level 1		Level 2		Level 3		Total		(Dollars in thousands)	Level 1		Level 2		Level 3		Total
September 30, 2021
March 31, 2022										March 31, 2022
Collateral-dependent impaired loans	Collateral-dependent impaired loans	$	—	$	—	$	1,332	$	1,332	Collateral-dependent impaired loans	$	—	$	—	$	986	$	986
Accrued income and other assets (mortgage servicing rights)	Accrued income and other assets (mortgage servicing rights)	—		—		4,519		4,519		Accrued income and other assets (mortgage servicing rights)	—		—		4,625		4,625
Accrued income and other assets (repossessions)	Accrued income and other assets (repossessions)	—		—		690		690		Accrued income and other assets (repossessions)	—		—		73		73
Accrued income and other assets (other real estate)	Accrued income and other assets (other real estate)	—		—		—		—		Accrued income and other assets (other real estate)	—		—		—		—
Total	Total	$	—	$	—	$	6,541	$	6,541	Total	$	—	$	—	$	5,684	$	5,684

December 31, 2020
December 31, 2021										December 31, 2021
Collateral-dependent impaired loans	Collateral-dependent impaired loans	$	—	$	—	$	11,991	$	11,991	Collateral-dependent impaired loans	$	—	$	—	$	571	$	571
Accrued income and other assets (mortgage servicing rights)	Accrued income and other assets (mortgage servicing rights)	—		—		3,804		3,804		Accrued income and other assets (mortgage servicing rights)	—		—		4,671		4,671
Accrued income and other assets (repossessions)	Accrued income and other assets (repossessions)	—		—		1,976		1,976		Accrued income and other assets (repossessions)	—		—		861		861
Accrued income and other assets (other real estate)	Accrued income and other assets (other real estate)	—		—		359		359		Accrued income and other assets (other real estate)	—		—		—		—
Total	Total	$	—	$	—	$	18,130	$	18,130	Total	$	—	$	—	$	6,103	$	6,103

The following table below shows the valuation methodology and unobservable inputs for Level 3 assets and liabilities measured at fair value on a non-recurring basis.


(Dollars in thousands)	(Dollars in thousands)	Carrying Value		Fair Value		Valuation Methodology	Unobservable Inputs	Range of Inputs	Weighted Average		(Dollars in thousands)	Carrying Value		Fair Value		Valuation Methodology	Unobservable Inputs	Range of Inputs	Weighted Average
September 30, 2021
March 31, 2022											March 31, 2022
Collateral-dependent impaired loans	Collateral-dependent impaired loans	$	1,332	$	1,332	Collateral based measurements including appraisals, trade publications, and auction values	Discount for lack of marketability and current conditions	20% - 90%	30.7	%	Collateral-dependent impaired loans	$	986	$	986	Collateral based measurements including appraisals, trade publications, and auction values	Discount for lack of marketability and current conditions	20% - 90%	34.5	%

Mortgage servicing rights	Mortgage servicing rights	4,519		4,999		Discounted cash flows	Constant prepayment rate (CPR)	12.7% - 20.2%	17.7	%	Mortgage servicing rights	4,625		6,363		Discounted cash flows	Constant prepayment rate (CPR)	10.2% - 17.4%	13.7	%
							Discount rate	8.6% - 11.5%	8.8	%							Discount rate	9.8% - 12.6%	9.9	%

Repossessions	Repossessions	690		725		Appraisals, trade publications and auction values	Discount for lack of marketability	3% - 11%	5	%	Repossessions	73		241		Appraisals, trade publications and auction values	Discount for lack of marketability	13% - 100%	70	%

Other real estate	Other real estate	—		—		Appraisals	Discount for lack of marketability	0% - 0%	0	%	Other real estate	—		—		Appraisals	Discount for lack of marketability	0% - 0%	0	%

December 31, 2020
December 31, 2021											December 31, 2021
Collateral-dependent impaired loans	Collateral-dependent impaired loans	$	11,991	$	11,991	Collateral based measurements including appraisals, trade publications, and auction values	Discount for lack of marketability and current conditions	0% - 100%	43.7	%	Collateral-dependent impaired loans	$	571	$	571	Collateral based measurements including appraisals, trade publications, and auction values	Discount for lack of marketability and current conditions	20% - 90%	43.1	%

Mortgage servicing rights	Mortgage servicing rights	3,804		4,038		Discounted cash flows	Constant prepayment rate (CPR)	16.2% - 30.5%	22.8	%	Mortgage servicing rights	4,671		5,640		Discounted cash flows	Constant prepayment rate (CPR)	11.8% - 18.5%	16.4	%
							Discount rate	8.3% - 11.1%	8.5	%							Discount rate	8.6% - 11.5%	8.8	%

Repossessions	Repossessions	1,976		2,144		Appraisals, trade publications and auction values	Discount for lack of marketability	0% - 16%	8	%	Repossessions	861		942		Appraisals, trade publications and auction values	Discount for lack of marketability	0% - 21%	2	%

Other real estate	Other real estate	359		388		Appraisals	Discount for lack of marketability	6% - 13%	7	%	Other real estate	—		—		Appraisals	Discount for lack of marketability	0% - 0%	0	%

GAAP requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring or non-recurring basis.

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The following table shows the fair values of the Company’s financial instruments.


(Dollars in thousands)	(Dollars in thousands)	Carrying or Contract Value		Fair Value		Level 1		Level 2		Level 3		(Dollars in thousands)	Carrying or Contract Value		Fair Value		Level 1		Level 2		Level 3
September 30, 2021
March 31, 2022												March 31, 2022
Assets:	Assets:											Assets:
Cash and due from banks	Cash and due from banks	$	77,740	$	77,740	$	77,740	$	—	$	—	Cash and due from banks	$	69,195	$	69,195	$	69,195	$	—	$	—
Federal funds sold and interest bearing deposits with other banks	Federal funds sold and interest bearing deposits with other banks	559,542		559,542		559,542		—		—		Federal funds sold and interest bearing deposits with other banks	347,697		347,697		347,697		—		—
Investment securities, available-for-sale	Investment securities, available-for-sale	1,583,240		1,583,240		372,074		1,209,337		1,829		Investment securities, available-for-sale	1,857,431		1,857,431		590,484		1,262,418		4,529
Other investments	Other investments	27,189		27,189		27,189		—		—		Other investments	25,538		25,538		25,538		—		—
Mortgages held for sale	Mortgages held for sale	34,594		34,594		—		34,594		—		Mortgages held for sale	4,757		4,757		—		4,757		—
Loans and leases, net of allowance for loan and lease losses	Loans and leases, net of allowance for loan and lease losses	5,225,042		5,290,270		—		—		5,290,270		Loans and leases, net of allowance for loan and lease losses	5,264,044		5,280,472		—		—		5,280,472
Mortgage servicing rights	Mortgage servicing rights	4,519		4,999		—		—		4,999		Mortgage servicing rights	4,625		6,363		—		—		6,363
Accrued interest receivable	Accrued interest receivable	18,556		18,556		—		18,556		—		Accrued interest receivable	18,289		18,289		—		18,289		—
Interest rate swaps	Interest rate swaps	28,368		28,368		—		28,368		—		Interest rate swaps	7,806		7,806		—		7,806		—
Liabilities:	Liabilities:											Liabilities:
Deposits	Deposits	$	6,522,505	$	6,526,220	$	5,584,989	$	941,231	$	—	Deposits	$	6,673,092	$	6,666,398	$	5,821,071	$	845,327	$	—
Short-term borrowings	Short-term borrowings	215,665		215,665		208,398		7,267		—		Short-term borrowings	199,158		199,158		192,146		7,012		—
Long-term debt and mandatorily redeemable securities	Long-term debt and mandatorily redeemable securities	81,301		81,753		—		81,753		—		Long-term debt and mandatorily redeemable securities	69,563		68,258		—		68,258		—
Subordinated notes	Subordinated notes	58,764		58,537		—		58,537		—		Subordinated notes	58,764		58,350		—		58,350		—
Accrued interest payable	Accrued interest payable	2,424		2,424		—		2,424		—		Accrued interest payable	2,084		2,084		—		2,084		—
Interest rate swaps	Interest rate swaps	28,975		28,975		—		28,975		—		Interest rate swaps	8,006		8,006		—		8,006		—
Off-balance-sheet instruments *	Off-balance-sheet instruments *	—		385		—		385		—		Off-balance-sheet instruments *	—		82		—		82		—

December 31, 2020
December 31, 2021												December 31, 2021
Assets:	Assets:											Assets:
Cash and due from banks	Cash and due from banks	$	74,186	$	74,186	$	74,186	$	—	$	—	Cash and due from banks	$	54,420	$	54,420	$	54,420	$	—	$	—
Federal funds sold and interest bearing deposits with other banks	Federal funds sold and interest bearing deposits with other banks	168,861		168,861		168,861		—		—		Federal funds sold and interest bearing deposits with other banks	470,767		470,767		470,767		—		—
Investment securities, available-for-sale	Investment securities, available-for-sale	1,197,467		1,197,467		80,285		1,115,030		2,152		Investment securities, available-for-sale	1,863,041		1,863,041		561,950		1,299,242		1,849
Other investments	Other investments	27,429		27,429		27,429		—		—		Other investments	27,189		27,189		27,189		—		—
Mortgages held for sale	Mortgages held for sale	12,885		12,885		—		12,885		—		Mortgages held for sale	13,284		13,284		—		13,284		—
Loans and leases, net of allowance for loan and lease losses	Loans and leases, net of allowance for loan and lease losses	5,348,647		5,417,396		—		—		5,417,396		Loans and leases, net of allowance for loan and lease losses	5,218,722		5,269,551		—		—		5,269,551
Mortgage servicing rights	Mortgage servicing rights	3,804		4,038		—		—		4,038		Mortgage servicing rights	4,671		5,640		—		—		5,640
Accrued interest receivable	Accrued interest receivable	20,242		20,242		—		20,242		—		Accrued interest receivable	17,760		17,760		—		17,760		—
Interest rate swaps	Interest rate swaps	46,654		46,654		—		46,654		—		Interest rate swaps	20,735		20,735		—		20,735		—
Liabilities:	Liabilities:											Liabilities:
Deposits	Deposits	$	5,946,028	$	5,955,545	$	4,778,671	$	1,176,874	$	—	Deposits	$	6,679,065	$	6,680,163	$	5,794,928	$	885,235	$	—
Short-term borrowings	Short-term borrowings	150,641		150,641		143,730		6,911		—		Short-term borrowings	200,027		200,027		192,801		7,226		—
Long-term debt and mandatorily redeemable securities	Long-term debt and mandatorily redeemable securities	81,864		82,965		—		82,965		—		Long-term debt and mandatorily redeemable securities	71,251		71,305		—		71,305		—
Subordinated notes	Subordinated notes	58,764		58,560		—		58,560		—		Subordinated notes	58,764		58,553		—		58,553		—
Accrued interest payable	Accrued interest payable	3,996		3,996		—		3,996		—		Accrued interest payable	1,885		1,885		—		1,885		—
Interest rate swaps	Interest rate swaps	47,681		47,681		—		47,681		—		Interest rate swaps	21,172		21,172		—		21,172		—
Off-balance-sheet instruments *	Off-balance-sheet instruments *	—		321		—		321		—		Off-balance-sheet instruments *	—		364		—		364		—

* Represents estimated cash outflows required to currently settle the obligations at current market rates.

These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. These estimates are subjective in nature and require considerable judgment to interpret market data. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange, nor are they intended to represent the fair value of the Company as a whole. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. The fair value estimates presented herein are based on pertinent information available to management as of the respective balance sheet date. Although the Company is not aware of any factors that would significantly affect the estimated fair value amounts, such amounts have not been comprehensively revalued since the presentation dates, and therefore, estimates of fair value after the balance sheet date may differ significantly from the amounts presented herein.

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Other significant assets, such as premises and equipment, other assets, and liabilities not defined as financial instruments, are not included in the above disclosures. Also, the fair value estimates for deposits do not include the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market.

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following management’s discussion and analysis is presented to provide information concerning 1st Source Corporation and its subsidiaries’ (collectively referred to as “the Company”, “we”, and “our”) financial condition as of ~~September 30, 2021,~~March 31, 2022, as compared to December 31, ~~2020,~~2021, and the results of operations for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021. This discussion and analysis should be read in conjunction with our consolidated financial statements and the financial and statistical data appearing elsewhere in this report and our ~~2020~~2021 Annual Report.

Except for historical information contained herein, the matters discussed in this document express “forward-looking statements.” Generally, the words “believe,” “contemplate,” “seek,” “plan,” “possible,” “assume,” “hope,” “expect,” “intend,” “targeted,” “continue,” “remain,” “estimate,” “anticipate,” “project,” “will,” “should,” “indicate,” “would,” “may” and other similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. Those statements, including statements, projections, estimates or assumptions concerning future events or performance, and other statements that are other than statements of historical fact, are subject to material risks and uncertainties. We caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. We may make other written or oral forward-looking statements from time to time. Readers are advised that various important factors could cause our actual results or circumstances for future periods to differ materially from those anticipated or projected in such forward-looking statements. Such factors include, but are not limited to, changes in law, regulations or GAAP; our competitive position within the markets we serve; increasing consolidation within the banking industry; unforeseen changes in interest rates; unforeseen changes in loan prepayment assumptions; unforeseen downturns in or major events affecting the local, regional or national economies or the industries in which we have credit concentrations; potential impacts of the COVID-19 pandemic; and other matters discussed in our filings with the SEC, including our Annual Report on Form 10-K for ~~2020,~~2021, which filings are available from the SEC. We undertake no obligation to publicly update or revise any forward-looking statements.

FINANCIAL CONDITION

Our total assets at ~~September 30, 2021~~March 31, 2022 were ~~$7.96~~$8.01 billion, ~~an increase~~a decrease of ~~$647.68~~$83.83 million or ~~8.85%~~1.04% from December 31, ~~2020.~~2021. Total investment securities available-for-sale were ~~$1.58~~$1.86 billion, ~~an increase~~a decrease of ~~$385.77~~$5.61 million or ~~32.22%~~0.30% from December 31, ~~2020.~~2021. The largest contributor to the ~~increase~~decrease in investment securities available-for-sale was ~~an increase~~negative market value adjustments due to temporary, non-credit-related, net unrealized losses as a result of ~~$283.18 million~~changes in ~~U.S. treasury securities.~~interest rates, market spreads and market conditions subsequent to purchase. Federal funds sold and interest bearing deposits with other banks were ~~$559.54~~$347.70 million, ~~an increase~~a decrease of ~~$390.68~~$123.07 million or ~~231.36%~~26.14% from December 31, ~~2020.~~2021. The ~~increase~~decrease in federal funds sold and interest bearing deposits with other banks was due to ~~increased~~lower interest bearing deposits at the Federal Reserve Bank as a result of ~~excess liquidity.~~purchasing investment securities available for sale.

Total loans and leases were ~~$5.36~~$5.39 billion, ~~a decrease~~an increase of ~~$130.50~~$47.79 million or ~~2.38%~~0.89% from December 31, ~~2020.~~2021. The largest ~~contributor~~contributors to the ~~decrease~~increase in loans and leases was ~~PPP~~growth in the aircraft and auto and light truck portfolios offset by $36.61 million of Paycheck Protection Program loans forgiven by the ~~SBA.~~SBA during the first quarter. As of March 31, 2022, total PPP loans ~~are discussed in~~were $37.94 million which is net of unearned fees of $1.24 million and located within the ~~“COVID-19 Impact” section below.~~commercial and agricultural portfolio. Our foreign loan and lease balances, all denominated in U.S. dollars were ~~$202.60~~$212.68 million and ~~$180.06~~$193.31 million as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. Foreign loans and leases are in aircraft financing. Loan and lease balances to borrowers in Brazil and Mexico were ~~$64.87~~$73.70 million and ~~$125.00~~$127.73 million as of ~~September 30, 2021,~~March 31, 2022, respectively, compared to ~~$66.98~~$65.24 million and ~~$103.52~~$117.90 million as of December 31, ~~2020,~~2021, respectively. As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 there was not a significant concentration in any other country.

Equipment owned under operating leases was ~~$51.48~~$41.79 million, a decrease of ~~$13.56~~$6.64 million, or ~~20.85%~~13.71% compared to December 31, ~~2020.~~2021. The largest contributor to the decrease in equipment owned under operating leases was reduced leasing volume primarily due to a change in customer preferences.

Total deposits were $6.52 billion, an increase of $576.48 million or 9.70% from the end of 2020. The largest contributors to the increase in total deposits was PPP loan fundings into business accounts and consumer savings levels. Short-term borrowings were $215.67 million, an increase of $65.02 million or 43.16% from December 31, 2020. The largest contributor to the increase in short-term borrowings was an increase of $66.71 million in repurchase agreements at September 30, 2021 compared to December 31, 2020. Long-term debt and mandatorily redeemable securities were $81.30 million, a decrease of $0.56 million or 0.69% from December 31, 2020.

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Total deposits were $6.67 billion, a decrease of $5.97 million or 0.09% from the end of 2021. The largest contributors to the decrease in total deposits was a reduction in interest-bearing checking accounts, time deposits with maturities less than twelve months and brokered deposits offset by increased time deposits with maturities greater than twelve months. Short-term borrowings were $199.16 million, a decrease of $0.87 million or 0.43% from December 31, 2021. Long-term debt and mandatorily redeemable securities were $69.56 million, a decrease of $1.69 million or 2.37% from December 31, 2021. Accrued expenses and other liabilities were $92.42 million, a decrease of $25.30 million or 21.49% from December 31, 2021 primarily due to a decrease in the fair value of interest rate swap contracts with customers and annual incentive related payments to employees.

The following table shows accrued income and other assets.


(Dollars in thousands)	(Dollars in thousands)	September 30, 2021		December 31, 2020		(Dollars in thousands)	March 31, 2022		December 31, 2021
Accrued income and other assets:	Accrued income and other assets:					Accrued income and other assets:
Bank owned life insurance cash surrender value	Bank owned life insurance cash surrender value	$	71,189	$	70,192	Bank owned life insurance cash surrender value	$	71,728	$	71,466
Operating lease right of use assets	Operating lease right of use assets	22,227		23,825		Operating lease right of use assets	21,402		22,071
Accrued interest receivable	Accrued interest receivable	18,556		20,242		Accrued interest receivable	18,289		17,760
Mortgage servicing rights	Mortgage servicing rights	4,519		3,804		Mortgage servicing rights	4,625		4,671
Other real estate	Other real estate	—		359		Other real estate	—		—
Repossessions	Repossessions	690		1,976		Repossessions	73		861
Partnership investments carrying amount	Partnership investments carrying amount	90,306		76,349		Partnership investments carrying amount	94,243		95,045
All other assets	All other assets	67,101		91,828		All other assets	61,768		57,595
Total accrued income and other assets	Total accrued income and other assets	$	274,588	$	288,575	Total accrued income and other assets	$	272,128	$	269,469

The largest contributor to the ~~decrease~~increase in accrued income and other assets from December 31, ~~2020~~2021 was an increase in deferred tax assets related to available-for-sale debt securities included in all other assets above offset by a decrease in the fair value of interest rate swap contracts with customers included in all other assets ~~above offset by an increase in partnership investment carrying amounts.~~above.

~~CORONAVIRUS (COVID-19) IMPACT~~

The following is a description of the impact the Coronavirus (COVID-19) pandemic is having on our financial condition and results of operations and certain risks to our business that the pandemic creates or exacerbates.

~~Operational Impact~~

Pursuant to our preexisting disaster recovery plan addressing potential pandemic outbreaks, we created a dedicated executive COVID-19 response team that is closely monitoring developments and providing guidance for additional precautions and initiatives. Initially, we divided departments among various locations to help ensure that infection would not spread across entire departments. Additionally, we are encouraging virtual meetings and conference calls in place of in-person meetings, including our annual shareholder meeting which was held virtually again this year. Employees with health conditions putting them at higher risk of adverse effects from coronavirus infection were given the opportunity to work remotely. Travel was restricted and we promoted social distancing, frequent hand washing, disinfection of all surfaces, and the use of masks or nose and mouth coverings were mandated in all of our locations. We continue to offer paid time off to all of our colleagues to schedule vaccinations. As of mid-October, over 76% of our colleagues had received at least their first dose of vaccine. In April 2021, we fully reopened our banking centers with safe social distancing and mask guidelines in place for the safety of our colleagues and clients. Banking center drive-ups, ATMs and online/mobile banking services continue to provide a more physically distanced alternative. Although infection rates in the communities we serve vary by region, the positive impact that vaccinations have had on curbing the spread of the virus has allowed us to begin bringing departments back together and to loosen travel restrictions for colleagues who are fully vaccinated. We will continue to make prudent decisions for the safety of our colleagues and our clients following recommended Centers for Disease Control and local health department guidance. We are hopeful that infection rates will continue to decline in the communities we serve as the percentage of fully vaccinated individuals continues to increase.

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~~Loan and lease modifications~~

We began receiving requests from our borrowers for loan and lease deferrals in March 2020 which declined over the remainder of 2020 and the first nine months of 2021. Modifications include the deferral of principal payments or the deferral of principal and interest payments for terms generally 90 - 180 days. Requests are evaluated individually and approved modifications are based on the unique circumstances of each borrower. We are committed to working with our clients to allow time to work through the challenges of this pandemic. The following table shows coronavirus loan and lease modification balances in deferment as of September 30, 2021 and December 31, 2020.

COVID-19 Related Loan and Lease Modifications
(Dollars in millions) September 30, 2021 December 31, 2020
Auto and light truck rental $ — $ 5
Specialty vehicle(1)
1 21
Medium and heavy duty truck — —
Aircraft — 13
Construction — 7
Commercial — 83
Residential real estate and home equity — —
Consumer — —
Total loans and leases $ 1 $ 129
(1) Includes buses, step vans and funeral cars.

~~As of September 30, 2021, COVID-19 related loan modifications for our bus lending were $1.16 million or 2.10% of our total bus loan balances.~~

~~Paycheck Protection Program (PPP) and Liquidity~~

As part of the CARES Act, approved by President Trump on March 27, 2020 and extended on July 4, 2020, the Small Business Administration (SBA) was authorized to guarantee loans under the PPP through August 8, 2020 for businesses who met the necessary eligibility requirements in order to keep their workers on the payroll. We began accepting applications on April 3, 2020 and disbursed the final PPP loan on August 25, 2020 from the first round. On December 27, 2020, the Coronavirus Response and Relief Supplemental Appropriations Act was approved which authorized a second round of PPP loans. We disbursed the final PPP loan on May 28, 2021 from the second round. PPP loans are fully guaranteed by the SBA and as such do not represent a credit risk. The following table shows PPP loans as of September 30, 2021.

(Dollars in thousands) Number of Loans $ of Loans Originated Forgiveness/
Payments $ of Loans at
September 30, 2021
2020 PPP Loans 3,540 $ 597,451 $ 578,843 $ 18,608
2021 PPP Loans 3,239 261,459 102,164 159,295
Total 6,779 $ 858,910 $ 681,007 $ 177,903

As of September 30, 2021, total PPP loans were $171.62 million which is net of an unearned discount of $6.28 million and located within the commercial and agricultural portfolio. At September 30, 2021, specialty finance customers had $33.51 million of PPP loans and traditional commercial banking customers had $138.11 million of PPP loans.

On October 8, 2020, the SBA announced a streamlined loan forgiveness application for loans $50,000 or less. Of the 3,540 PPP loans we originated in 2020, 1,972 loans were for $50,000 or less. Of the 3,239 PPP loans we originated in 2021, 2,424 loans were for $50,000 or less. As of September 30, 2021, we had submitted loan forgiveness requests to the SBA for over 99% of the total PPP loan amounts we funded during 2020 and over 43% of the total PPP loan amounts we funded during 2021. We were able to secure loans for over 500 minority- and women-owned businesses, which represents approximately 15% of our overall efforts in this latest round of PPP funding. Additionally, we helped fund almost 400 PPP loans to new customers during 2021.

On April 9, 2020, the FDIC, Federal Reserve and OCC created the Paycheck Protection Program Liquidity Facility (PPPLF) to bolster the effectiveness of the PPP by providing liquidity to and neutralizing the regulatory capital effects on participating financial institutions. As of September 30, 2021, we had not utilized the PPPLF.

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~~Asset impairment~~

Our MSRs had experienced a decrease in their fair value as of December 31, 2020 resulting in 2020 impairment charges of $0.81 million due to lower mortgage rates leading to faster prepayment speeds. During the nine months ended September 30, 2021, we recognized $0.81 million of impairment recoveries due to reduced prepayment speeds. We will continue to evaluate MSRs at each reporting date to determine whether further valuation allowances are appropriate.

At this time, we do not believe there exists any impairment to our intangible assets, long-lived assets, right of use assets, or available-for-sale investment securities due to the COVID-19 pandemic. It is uncertain whether prolonged effects of the COVID-19 pandemic will result in future impairment charges related to any of the aforementioned assets.

~~Risks~~

~~See Part I, Item 1A, Risk Factors in our 2020~~ ~~Form 10-K~~ ~~for more information.~~

~~Allowance for loan and lease losses~~

During 2021, except for the bus segment of our auto and light truck portfolio, we experienced relatively stable to slightly improving credit quality. Special attention loan balances decreased $22.18 million for the quarter and $59.08 million year-to-date and nonperforming loans decreased by $12.65 million for the quarter and $17.24 million year-to-date. The impact of COVID-19 has been particularly harsh on the bus segment of our auto and light truck portfolio where, during the first quarter, we continued to experience higher than normal downgrades, movement to nonaccrual status and charge-offs. This quarter, we realized few additional defaults. Many of our customers received long-awaited Coronavirus Economic Relief for Transportation Services (“CERTS”) funds and most have returned to more normalized payment terms. Our local market customers have been buoyed in the short-term with funds from the PPP program. Thus far, we have not seen many downgrades or defaults in our commercial lending, but this may change, if businesses struggle to get back to normal or consumer preferences potentially change. During the last recession, we noted a delayed impact on our commercial lending as compared to our specialty finance lending. We also remain concerned about segments of our commercial real estate portfolio, particularly the hotel sector and commercial buildings and retail property. Many of our local hotel customers report improved occupancy due to an eagerness by individuals to begin traveling and resumption of sporting events from youth leagues to college teams. Our losses year-to-date remain moderate, except the bus segment where we recognized net charge-offs early this year, but these too have been moderating with charge-offs of $0.41 million for the quarter and $5.06 million year-to-date. The growth momentum is softening in the U.S. a little earlier than we projected last quarter, which led us to review and revise our forecast adjustment to reflect the slowing economy. We continue to maintain the allowance for credit losses at a level we deem appropriate as some of the current and future downgrades and defaults may result in losses.

See Part I Financial Information, Note 5 to the Consolidated Financial Statements and Part I Financial Information, Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations under the heading “Provision and Allowance for Credit Losses” for more information.

CAPITAL

As of ~~September 30, 2021,~~March 31, 2022, total shareholders’ equity was ~~$911.33~~$864.85 million, ~~up $24.49~~down $51.41 million, or ~~2.76%~~5.61% from the ~~$886.85~~$916.26 million at December 31, ~~2020.~~2021. In addition to net income of ~~$90.81~~$27.39 million, other significant changes in shareholders’ equity during the first ~~nine~~three months of ~~2021~~2022 included ~~$22.76~~$7.70 million of dividends paid and ~~$30.07~~$2.18 million in common stock acquired for treasury. The accumulated other comprehensive ~~income~~loss component of shareholders’ equity ~~totaled $2.42~~increased to $80.54 million at ~~September 30, 2021,~~March 31, 2022, compared to ~~$18.37~~$9.86 million at December 31, ~~2020.~~2021 due to changes in interest rates, market spreads and market conditions. Our shareholders’ equity-to-assets ratio was ~~11.44%~~10.79% as of ~~September 30, 2021,~~March 31, 2022, compared to ~~12.12%~~11.32% at December 31, ~~2020.~~2021. Book value per common share ~~rose~~declined to ~~$36.75~~$34.97 at ~~September 30, 2021,~~March 31, 2022, from ~~$34.93~~$37.04 at December 31, ~~2020.~~2021 primarily due to an increase in accumulated other comprehensive losses.

We declared and paid cash dividends per common share of $0.31 during the ~~third~~first quarter of ~~2021.~~2022. The trailing four quarters dividend payout ratio, representing cash dividends per common share divided by diluted earnings per common share, was ~~25.60%~~26.23%. The dividend payout is continually reviewed by management and the Board of Directors subject to the Company’s capital and dividend policy.

The banking regulators have established guidelines for leverage capital requirements, expressed in terms of Tier 1 or core capital as a percentage of average assets, to measure the soundness of a financial institution. In addition, banking regulators have established risk-based capital guidelines for U.S. banking organizations.

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The actual capital amounts and ratios of 1st Source Corporation and 1st Source Bank as of ~~September 30, 2021,~~March 31, 2022, are presented in the table below.

~~Table of Contents~~


		Actual				Minimum Capital Adequacy				Minimum Capital Adequacy with Capital Buffer				To Be Well Capitalized Under Prompt Corrective Action Provisions					Actual				Minimum Capital Adequacy				Minimum Capital Adequacy with Capital Buffer				To Be Well Capitalized Under Prompt Corrective Action Provisions
(Dollars in thousands)	(Dollars in thousands)	Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio		(Dollars in thousands)	Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio
Total Capital (to Risk-Weighted Assets):	Total Capital (to Risk-Weighted Assets):																	Total Capital (to Risk-Weighted Assets):
1st Source Corporation	1st Source Corporation	$	1,008,161	16.59	%	$	486,199	8.00	%	$	638,136	10.50	%	$	607,748	10.00	%	1st Source Corporation	$	1,056,141	16.93	%	$	499,129	8.00	%	$	655,107	10.50	%	$	623,911	10.00	%
1st Source Bank	1st Source Bank	942,960		15.52		486,203		8.00		638,142		10.50		607,754		10.00		1st Source Bank	986,199		15.82		498,720		8.00		654,570		10.50		623,400		10.00
Tier 1 Capital (to Risk-Weighted Assets):	Tier 1 Capital (to Risk-Weighted Assets):																	Tier 1 Capital (to Risk-Weighted Assets):
1st Source Corporation	1st Source Corporation	931,425		15.33		364,649		6.00		516,586		8.50		486,199		8.00		1st Source Corporation	977,450		15.67		374,347		6.00		530,325		8.50		499,129		8.00
1st Source Bank	1st Source Bank	866,223		14.25		364,652		6.00		516,591		8.50		486,203		8.00		1st Source Bank	907,571		14.56		374,040		6.00		529,890		8.50		498,720		8.00
Common Equity Tier 1 Capital (to Risk-Weighted Assets):	Common Equity Tier 1 Capital (to Risk-Weighted Assets):																	Common Equity Tier 1 Capital (to Risk-Weighted Assets):
1st Source Corporation	1st Source Corporation	829,361		13.65		273,487		4.50		425,424		7.00		395,036		6.50		1st Source Corporation	865,830		13.88		280,760		4.50		436,738		7.00		405,542		6.50
1st Source Bank	1st Source Bank	821,159		13.51		273,489		4.50		425,428		7.00		395,040		6.50		1st Source Bank	852,951		13.68		280,530		4.50		436,380		7.00		405,210		6.50
Tier 1 Capital (to Average Assets):	Tier 1 Capital (to Average Assets):																	Tier 1 Capital (to Average Assets):
1st Source Corporation	1st Source Corporation	931,425		12.07		308,799		4.00		N/A		N/A		385,999		5.00		1st Source Corporation	977,450		12.25		319,190		4.00		N/A		N/A		398,988		5.00
1st Source Bank	1st Source Bank	866,223		11.22		308,702		4.00		N/A		N/A		385,877		5.00		1st Source Bank	907,571		11.38		319,053		4.00		N/A		N/A		398,816		5.00

PPP loan balances have been assigned a zero percent risk weight and therefore had no impact on our total risk-weighted assets at ~~September 30, 2021.~~March 31, 2022.

LIQUIDITY AND INTEREST RATE SENSITIVITY

Effective liquidity management ensures that the cash flow requirements of depositors and borrowers, as well as our operating cash needs are met. Funds are available from a number of sources, including the securities portfolio, the core deposit base, access to the national brokered certificates of deposit market, national listing service certificates of deposit, Federal Home Loan Bank (FHLB) borrowings, Federal Reserve Bank (FRB) borrowings, and the capability to package loans for sale.

We have borrowing sources available to supplement deposits and meet our funding needs. 1st Source Bank has established relationships with several banks to provide short term borrowings in the form of federal funds purchased. At ~~September 30, 2021,~~March 31, 2022, we had no borrowings in the federal funds market. We could borrow $245.00 million in additional funds for a short time from these banks on a collective basis. As of ~~September 30, 2021,~~March 31, 2022, we had ~~$54.30~~$43.98 million outstanding in FHLB advances and could borrow an additional ~~$511.56~~$483.60 million contingent on the FHLB activity-based stock ownership requirement. We also had no outstandings with the FRB and could borrow ~~$449.14~~$484.25 million as of ~~September 30, 2021.~~March 31, 2022.

Our loan to asset ratio was ~~67.29%~~67.32% at ~~September 30, 2021~~March 31, 2022 compared to ~~75.03%~~66.03% at December 31, ~~2020~~2021 and ~~77.18%~~73.52% at ~~September 30, 2020.~~March 31, 2021. Cash and cash equivalents totaled ~~$637.28~~$416.89 million at ~~September 30, 2021~~March 31, 2022 compared to ~~$243.05~~$525.19 million at December 31, ~~2020~~2021 and ~~$154.22~~$335.95 million at ~~September 30, 2020.~~March 31, 2021. The ~~increase~~decrease in cash and cash equivalents was primarily due to ~~continued individual and business customers’ propensity to save during times of uncertainty and~~a reduction in excess liquidity from fewer PPP loan forgiveness ~~proceeds.~~proceeds and marginal loan growth. At ~~September 30, 2021,~~March 31, 2022, the Consolidated Statements of Financial Condition was rate sensitive by ~~$476.74~~$152.84 million more assets than liabilities scheduled to reprice within one year, or approximately ~~1.14%~~1.05%. Management believes that the present funding sources provide adequate liquidity to meet our cash flow needs.

Under Indiana law governing the collateralization of public fund deposits, the Indiana Board of Depositories determines which financial institutions are required to pledge collateral based on the strength of their financial ratings. We have been informed that no collateral is required for our public fund deposits. However, the Board of Depositories could alter this requirement in the future and adversely impact our liquidity. Our potential liquidity exposure if we must pledge collateral is approximately ~~$948~~$843 million.

RESULTS OF OPERATIONS

Net income available to common shareholders for the three ~~and nine~~ month ~~periods~~period ended ~~September 30, 2021~~March 31, 2022 was ~~$32.48 million and $90.81~~$27.39 million compared to ~~$20.06 million and $54.97~~$28.11 million for the same ~~periods~~period in ~~2020.~~2021. Diluted net income per common share was ~~$1.29 and $3.59~~$1.10 for the three ~~and nine~~ month ~~periods~~period ended ~~September 30, 2021, compared~~March 31, 2022, equal to ~~$0.78 and $2.14~~the $1.10 earned for the same ~~periods~~period in ~~2020.~~2021. Return on average common shareholders’ equity was ~~13.45%~~12.20% for the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, compared to ~~8.52%~~12.74% in ~~2020.~~2021. The return on total average assets was ~~1.60%~~1.39% for the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, compared to ~~1.05%~~1.55% in ~~2020.~~2021.

Net income ~~increased~~decreased for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 compared to the first ~~nine~~three months of ~~2020.~~2021. Net interest income increased and the provision for credit losses ~~decreased, and noninterest expense~~ decreased offset by a decrease to noninterest ~~income.~~income and an increase to noninterest expense. Details of the changes in the various components of net income are discussed further below.

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NET INTEREST INCOME

The following tables provide an analysis of net interest income and illustrates the interest income earned and interest expense charged for each major component of interest earning assets and interest bearing liabilities. Yields/rates are computed on a tax-equivalent basis, using a 21% rate. Nonaccrual loans and leases are included in the average loan and lease balance outstanding.

DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDERS’ EQUITY

INTEREST RATES AND INTEREST DIFFERENTIAL


								Three Months Ended																				Three Months Ended
		September 30, 2021						June 30, 2021						September 30, 2020							March 31, 2022							December 31, 2021						March 31, 2021
(Dollars in thousands)	(Dollars in thousands)	Average Balance		Interest Income/Expense		Yield/ Rate		Average Balance		Interest Income/Expense		Yield/ Rate		Average Balance		Interest Income/Expense		Yield/ Rate		(Dollars in thousands)	Average Balance		Interest Income/Expense			Yield/ Rate		Average Balance		Interest Income/Expense		Yield/ Rate		Average Balance		Interest Income/Expense		Yield/ Rate
ASSETS	ASSETS																			ASSETS
Investment securities available-for-sale:	Investment securities available-for-sale:																			Investment securities available-for-sale:
Taxable	Taxable	$	1,451,523	$	4,533	1.24	%	$	1,305,988	$	4,156	1.28	%	$	1,012,703	$	4,103	1.61	%	Taxable	$	1,857,557	$	6,344		1.39	%	$	1,686,231	$	5,091	1.20	%	$	1,193,583	$	3,987	1.35	%
Tax exempt(1)	Tax exempt(1)	30,493		172		2.24	%	33,563		192		2.29	%	45,077		257		2.26	%	Tax exempt(1)	29,498		165			2.27	%	28,996		163		2.23	%	37,394		214		2.32	%
Mortgages held for sale	Mortgages held for sale	17,750		120		2.68	%	7,208		54		3.00	%	26,327		186		2.81	%	Mortgages held for sale	8,791		67			3.09	%	28,693		188		2.60	%	14,285		86		2.44	%

Loans and leases, net of unearned discount(1)	Loans and leases, net of unearned discount(1)	5,427,080		61,655		4.51	%	5,515,387		57,169		4.16	%	5,669,615		58,210		4.08	%	Loans and leases, net of unearned discount(1)	5,324,344		55,218			4.21	%	5,311,964		58,218		4.35	%	5,499,009		57,860		4.27	%
Other investments	Other investments	477,406		360		0.30	%	402,740		317		0.32	%	87,998		289		1.31	%	Other investments	400,058		363			0.37	%	659,954		430		0.26	%	216,280		266		0.50	%
Total earning assets(1)	Total earning assets(1)	7,404,252		66,840		3.58	%	7,264,886		61,888		3.42	%	6,841,720		63,045		3.67	%	Total earning assets(1)	7,620,248		62,157			3.31	%	7,715,838		64,090		3.30	%	6,960,551		62,413		3.64	%
Cash and due from banks	Cash and due from banks	76,915						76,198						72,474						Cash and due from banks	77,063							80,754						75,178
Allowance for loan and lease losses	Allowance for loan and lease losses	(137,206)						(142,056)						(134,824)						Allowance for loan and lease losses	(128,647)							(134,217)						(143,206)
Other assets	Other assets	452,802						458,248						502,172						Other assets	440,074							448,680						457,890
Total assets	Total assets	$	7,796,763					$	7,657,276					$	7,281,542					Total assets	$	8,008,738						$	8,111,055					$	7,350,413

LIABILITIES AND SHAREHOLDERS’ EQUITY	LIABILITIES AND SHAREHOLDERS’ EQUITY																			LIABILITIES AND SHAREHOLDERS’ EQUITY

Interest-bearing deposits	Interest-bearing deposits	$	4,488,169	$	2,924	0.26	%	$	4,458,915	$	3,202	0.29	%	$	4,225,299	$	6,532	0.62	%	Interest-bearing deposits	$	4,587,242	$	2,376		0.21	%	$	4,628,802	$	2,624	0.22	%	$	4,261,207	$	3,526	0.34	%
Short-term borrowings		183,212		25		0.05	%	186,605		29		0.06	%	187,912		83		0.18	%
Short-term borrowings:																				Short-term borrowings:
Securities sold under agreements to repurchase																				Securities sold under agreements to repurchase	192,108		23			0.05	%	194,678		24		0.05	%	169,180		35		0.08	%
Other short-term borrowings																				Other short-term borrowings	5,372		1			0.08	%	5,474		1		0.07	%	7,546		1		0.05	%
Subordinated notes	Subordinated notes	58,764		816		5.51	%	58,764		814		5.56	%	58,764		824		5.58	%	Subordinated notes	58,764		823			5.68	%	58,764		819		5.53	%	58,764		818		5.65	%
Long-term debt and mandatorily redeemable securities	Long-term debt and mandatorily redeemable securities	81,371		740		3.61	%	81,516		790		3.89	%	81,528		610		2.98	%	Long-term debt and mandatorily redeemable securities	69,967		(792)			(4.59)	%	71,604		446		2.47	%	80,967		500		2.50	%
Total interest-bearing liabilities	Total interest-bearing liabilities	4,811,516		4,505		0.37	%	4,785,800		4,835		0.41	%	4,553,503		8,049		0.70	%	Total interest-bearing liabilities	4,913,453		2,431			0.20	%	4,959,322		3,914		0.31	%	4,577,664		4,880		0.43	%
Noninterest-bearing deposits	Noninterest-bearing deposits	1,913,675						1,819,739						1,664,135						Noninterest-bearing deposits	2,029,627							2,071,773						1,719,264
Other liabilities	Other liabilities	111,337						108,916						149,978						Other liabilities	101,502							113,897						115,034
Shareholders’ equity	Shareholders’ equity	915,552						898,388						876,992						Shareholders’ equity	910,793							918,950						894,553
Noncontrolling interests	Noncontrolling interests	44,683						44,433						36,934						Noncontrolling interests	53,363							47,113						43,898
Total liabilities and equity	Total liabilities and equity	$	7,796,763					$	7,657,276					$	7,281,542					Total liabilities and equity	$	8,008,738						$	8,111,055					$	7,350,413
Less: Fully tax-equivalent adjustments	Less: Fully tax-equivalent adjustments			(111)						(118)						(128)				Less: Fully tax-equivalent adjustments			(108)							(109)						(121)
Net interest income/margin (GAAP-derived)(1)	Net interest income/margin (GAAP-derived)(1)			$	62,224	3.33	%			$	56,935	3.14	%			$	54,868	3.19	%	Net interest income/margin (GAAP-derived)(1)			$	59,618		3.17	%			$	60,067	3.09	%			$	57,412	3.35	%
Fully tax-equivalent adjustments	Fully tax-equivalent adjustments			111						118						128				Fully tax-equivalent adjustments			108							109						121
Net interest income/margin - FTE(1)	Net interest income/margin - FTE(1)			$	62,335	3.34	%			$	57,053	3.15	%			$	54,996	3.20	%	Net interest income/margin - FTE(1)			$	59,726		3.18	%			$	60,176	3.09	%			$	57,533	3.35	%
																									(1) See “Reconciliation of Non-GAAP Financial Measures” at the end of this section for additional information on this performance measure/ratio.

Quarter Ended ~~September 30, 2021~~March 31, 2022 compared to the Quarter Ended ~~September 30, 2020~~March 31, 2021

The taxable-equivalent net interest income for the three months ended ~~September 30, 2021~~March 31, 2022 was ~~$62.34~~$59.73 million, an increase of ~~13.34%~~3.81% over the same period in ~~2020.~~2021. The net interest margin on a fully taxable-equivalent basis was ~~3.34%~~3.18% for the three months ended ~~September 30, 2021,~~March 31, 2022, compared to ~~3.20%~~3.35% for the three months ended ~~September 30, 2020.~~March 31, 2021.

During the three month period ended ~~September 30, 2021,~~March 31, 2022, average earning assets increased ~~$562.53~~$659.70 million, up ~~8.22%~~9.48% over the comparable period in ~~2020.~~2021. Average interest-bearing liabilities increased ~~$258.01~~$335.79 million or ~~5.67%~~7.34%. The yield on average earning assets decreased ~~nine~~33 basis points to ~~3.58%~~3.31% from ~~3.67%~~3.64% primarily due to ~~lower rates on~~higher average balances in investment securities and other investments, which include federal funds sold, time deposits with other banks, Federal Reserve Bank excess balances, Federal Reserve Bank and Federal Home Loan Bank (FHLB) stock and commercial paper. Total cost of average interest-bearing liabilities decreased 3323 basis points to ~~0.37%~~0.20% from ~~0.70%~~0.43% as a result of the lower interest rate ~~environment.~~environment and lower interest expense on mandatorily redeemable securities. The result to the net interest margin, or the ratio of net interest income to average earning assets, was ~~an increase~~a decrease of 1417 basis points.

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The average earning assets yield declined compared to the same quarter in the prior year as a strong economic recovery combined with pandemic related government policies that have kept interest rates low, generated a significant amount of excess liquidity and shifted the earning assets mix towards lower yielding instruments. Average investment securities increased ~~$424.24~~$656.08 million or ~~40.11%~~53.30% with the largest increases in U.S. treasury and federal agency securities and mortgage-backed securities. Average other investments, primarily held at the Federal Reserve Bank, increased ~~$389.41~~$183.78 million or ~~442.52%~~84.97%. ~~Partially offsetting these changes, the~~The yield on net loans and leases ~~increased 43~~decreased six basis points primarily due to the low interest rate environment. During the quarter, PPP loans had a positive 35eight basis point impact from the recognition of ~~unearned~~ fees on PPP loans forgiven by the SBA compared to six basis point impact in first quarter 2021 and offset by PPP loan balances outstanding which earn interest at 1.00%. Average net loans and leases decreased ~~$242.54~~$174.67 million or ~~4.28%~~3.18% primarily due to PPP loan forgiveness ~~of $150.16 million~~ in the commercial and agricultural loan ~~portfolio during~~portfolio. Average loans and leases net PPP loans increased $185.66 million, up 3.65% compared to the ~~third quarter.~~first quarter of 2021.

Average interest-bearing deposits increased ~~$262.87~~$326.04 million or ~~6.22%~~7.65% for the ~~third~~first quarter of ~~2021~~2022 over the same period in ~~2020~~2021 primarily due to the impact of government stimulus programs on consumer savings levels. The effective rate paid on average interest-bearing deposits decreased 3613 basis points to ~~0.26%~~0.21% from ~~0.62%~~0.34%. The decrease in the average cost of interest-bearing deposits was primarily the result of lower rates and a shift in the deposit mix from the ~~third~~first quarter of ~~2020.~~2021. Average noninterest-bearing deposits grew ~~$249.54~~$310.36 million or ~~15.00%~~18.05% for the ~~third~~first quarter of ~~2021~~2022 over the same period in ~~2020~~2021 primarily due to ~~PPP loan fundings as~~ business customers ~~remain~~remaining cautious with their funds and spending.

Average short-term borrowings ~~decreased $4.70~~increased $20.75 million or ~~2.50%~~11.74% for the ~~third~~first quarter of ~~2021~~2022 compared to the same period in ~~2020.~~2021. Interest paid on short-term borrowings decreased 13three basis points. Interest paid on subordinated notes ~~decreased seven~~increased three basis points during the ~~third~~first quarter of ~~2021~~2022 from the same period a year ago due to a variable rate increase on one tranche. Average long-term debt and mandatorily redeemable securities balances decreased ~~$0.16~~$11.00 million or 0.19%. Interest paid on long-term debt and mandatorily redeemable securities increased 63 basis points during the third quarter of 2021 from the same period in 2020 primarily due to higher rates during the quarter on mandatorily redeemable securities.

Nine Months Ended
September 30, 2021 September 30, 2020
(Dollars in thousands) Average
Balance Interest Income/Expense Yield/
Rate Average
Balance Interest Income/Expense Yield/
Rate
ASSETS
Investment securities available-for-sale:
Taxable $ 1,317,976 $ 12,676 1.29 % $ 994,035 $ 14,140 1.90 %
Tax exempt(1)
33,792 578 2.29 % 50,590 868 2.29 %
Mortgages held for sale 13,094 260 2.65 % 21,563 480 2.97 %
Loans and leases, net of unearned discount(1)
5,480,229 176,684 4.31 % 5,445,213 178,430 4.38 %
Other investments 366,432 943 0.34 % 73,050 951 1.74 %
Total earning assets(1)
7,211,523 191,141 3.54 % 6,584,451 194,869 3.95 %
Cash and due from banks 76,103 70,475
Allowance for loan and lease losses (140,800) (123,790)
Other assets 456,293 495,820
Total assets $ 7,603,119 $ 7,026,956
LIABILITIES AND SHAREHOLDERS’ EQUITY
Interest-bearing deposits $ 4,403,595 $ 9,652 0.29 % $ 4,183,502 $ 25,648 0.82 %
Short-term borrowings 182,205 90 0.07 % 193,934 427 0.29 %
Subordinated notes 58,764 2,448 5.57 % 58,764 2,543 5.78 %
Long-term debt and mandatorily redeemable securities 81,286 2,030 3.34 % 80,427 2,122 3.52 %
Total interest-bearing liabilities 4,725,850 14,220 0.40 % 4,516,627 30,740 0.91 %
Noninterest-bearing deposits 1,818,271 1,474,807
Other liabilities 111,750 144,393
Shareholders’ equity 902,907 861,366
Noncontrolling interests 44,341 29,763
Total liabilities and equity $ 7,603,119 $ 7,026,956
Less: Fully tax-equivalent adjustments (350) (416)
Net interest income/margin (GAAP-derived)(1)
$ 176,571 3.27 % $ 163,713 3.32 %
Fully tax-equivalent adjustments 350 416
Net interest income/margin - FTE(1)
$ 176,921 3.28 % $ 164,129 3.33 %
(1) See “Reconciliation of Non-GAAP Financial Measures” at the end of this section for additional information on this performance measure/ratio.

~~Table of Contents~~

~~Nine Months Ended September 30, 2021 compared to the Nine Months Ended September 30, 2020~~

The taxable-equivalent net interest income for the nine months ended September 30, 2021 was $176.92 million, an increase of 7.79% over the same period in 2020. The net interest margin on a fully taxable-equivalent basis was 3.28% compared to a net interest margin of 3.33% for the same period in 2020.

During the nine month period ended September 30, 2021, average earning assets increased $627.07 million, up 9.52% over the comparable period in 2020. Average interest-bearing liabilities increased $209.22 million or 4.63%. The yield on average earning assets decreased 41 basis points to 3.54% from 3.95% primarily due to lower rates on investment securities and other investments, which include federal funds sold, time deposits with other banks, Federal Reserve Bank excess balances, Federal Reserve Bank and Federal Home Loan Bank (FHLB) stock and commercial paper. Total cost of average interest-bearing liabilities decreased 51 basis points to 0.40% from 0.91% as a result of the lower interest rate environment. The result to the net interest margin, or the ratio of net interest income to average earning assets, was a decrease of five basis points due to the impact of aforementioned government programs.

The largest contributor to the reduced yield on average earning assets for the nine months ended September 30, 2021, compared to the nine months ended September 30, 2020, was a decrease in yields on investment securities of 61 basis points and other investments of 140 basis points primarily due to the low interest rate environment as the Federal Reserve continues to support the economic recovery from the pandemic. The yield on net loans and leases was positively impacted by 12 basis points due to recognition of unearned fees on PPP loans which have been forgiven by the SBA offset by PPP loan balances outstanding which earn interest at 1.00%. Average net loans and leases increased $35.02 million or 0.64% primarily due to average PPP loans of $357.28 million compared to average PPP loans of $339.24 million in 2020 in the commercial and agricultural loan portfolio. Total average investment securities increased $307.14 million or 29.40% with the largest increases in U.S. treasury and federal agency securities and mortgage-backed securities due to continued investment of excess liquidity. Average mortgages held for sale decreased $8.47 million or 39.28%. Average other investments increased $293.38 million or 401.62% from the third quarter of 2020. The majority of the increase was attributable to excess liquidity held at the Federal Reserve Bank.

Average interest-bearing deposits increased $220.09 million or 5.26% for the first nine months of 2021 over the same period in 2020 primarily due to the impact of government stimulus programs on consumer savings levels. The effective rate paid on average interest-bearing deposits decreased 53 basis points to 0.29% from 0.82%. The decrease in the average cost of interest-bearing deposits was primarily the result of lower rates and a shift in the deposit mix from 2020. Average noninterest-bearing deposits grew $343.46 million or 23.29% for the first nine months of 2021 over the same period in 2020 primarily due to PPP loan fundings as business customers remain cautious with their funds and spending.

Average short-term borrowings decreased $11.73 million or 6.05% for the first nine months of 2021 compared to the same period in 2020. Interest paid on short-term borrowings decreased 22 basis points. Interest paid on subordinated notes decreased 21 basis points due to a variable rate on one tranche. Average long-term debt and mandatorily redeemable securities balances increased $0.86 million or 1.07%13.59%. Interest paid on long-term debt and mandatorily redeemable securities decreased 18709 basis points during the first quarter of 2022 from the same period in 2021 primarily due to lower rates on mandatorily redeemable ~~securities.~~securities from a reduction in book value per share during the quarter.

Reconciliation of Non-GAAP Financial Measures

The accounting and reporting policies of 1st Source conform to generally accepted accounting principles (“GAAP”) in the United States and prevailing practices in the banking industry. However, certain non-GAAP performance measures are used by management to evaluate and measure the Company’s performance. These include taxable-equivalent net interest income (including its individual components) and net interest margin (including its individual components). Management believes that these measures provide users of the Company’s financial information a more meaningful view of the performance of the interest-earning assets and interest-bearing liabilities.

Management reviews yields on certain asset categories and the net interest margin of the Company and its banking subsidiaries on a fully taxable-equivalent (“FTE”) basis. In this non-GAAP presentation, net interest income is adjusted to reflect tax-exempt interest income on an equivalent before-tax basis. This measure ensures comparability of net interest income arising from both taxable and tax-exempt sources.


		Three Months Ended
(Dollars in thousands)		March 31, 2022			December 31, 2021			March 31, 2021
Calculation of Net Interest Margin
(A)	Interest income (GAAP)	$	62,049		$	63,981		$	62,292
	Fully tax-equivalent adjustments:
(B)	- Loans and leases	77			79			81
(C)	- Tax-exempt investment securities	31			30			40
(D)	Interest income - FTE (A+B+C)	62,157			64,090			62,413
(E)	Interest expense (GAAP)	2,431			3,914			4,880
(F)	Net interest income (GAAP) (A–E)	59,618			60,067			57,412
(G)	Net interest income - FTE (D–E)	59,726			60,176			57,533
(H)	Annualization factor	4.056			3.967			4.056
(I)	Total earning assets	$	7,620,248		$	7,715,838		$	6,960,551
	Net interest margin (GAAP-derived) (F*H)/I	3.17		%	3.09		%	3.35		%
	Net interest margin - FTE (G*H)/I	3.18		%	3.09		%	3.35		%

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Three Months Ended Nine Months Ended
(Dollars in thousands) September 30,
2021 June 30, 2021 September 30,
2020 September 30,
2021 September 30,
2020
Calculation of Net Interest Margin
(A) Interest income (GAAP) $ 66,729 $ 61,770 $ 62,917 $ 190,791 $ 194,453
Fully tax-equivalent adjustments:
(B) - Loans and leases 79 80 78 240 251
(C) - Tax-exempt investment securities 32 38 50 110 165
(D) Interest income - FTE (A+B+C) 66,840 61,888 63,045 191,141 194,869
(E) Interest expense (GAAP) 4,505 4,835 8,049 14,220 30,740
(F) Net interest income (GAAP) (A–E) 62,224 56,935 54,868 176,571 163,713
(G) Net interest income - FTE (D–E) 62,335 57,053 54,996 176,921 164,129
(H) Annualization factor 3.967 4.011 3.978 1.337 1.336
(I) Total earning assets $ 7,404,252 $ 7,264,886 $ 6,841,720 $ 7,211,523 $ 6,584,451
Net interest margin (GAAP-derived) (F*H)/I 3.33 % 3.14 % 3.19 % 3.27 % 3.32 %
Net interest margin - FTE (G*H)/I 3.34 % 3.15 % 3.20 % 3.28 % 3.33 %

PROVISION AND ALLOWANCE FOR CREDIT LOSSES

The provision for credit losses for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 was ~~a recovery of $2.56 million and $3.19~~$2.23 million compared to ~~a provision for credit losses in~~$2.40 million during the three ~~and nine~~ months ended ~~September 30, 2020~~March 31, 2021. Net recoveries of ~~$9.30 million and $31.03 million. Net charge-offs of $0.04~~$0.23 million or ~~0.00%~~0.02% of average loans and leases were recorded for the ~~third~~first quarter ~~2021,~~2022, compared to net charge-offs of ~~$3.77~~$3.50 million or 0.26% of average loans and leases for the same quarter a year ago. ~~Year-to-date net charge-offs of $3.71 million or 0.09% of average loans and leases have been recorded~~Net recoveries in ~~2021, compared to net charge-offs of $5.47 million or 0.13% of average loans and leases through September 30, 2020. Net charge-offs in 2021~~2022 were principally in the ~~bus sector of the auto and light truck portfolio and were generally previously designated as special attention and placed in a pool of other loans with similar risk characteristics.~~aircraft portfolio.

The ~~recovery of~~ provision for credit losses for the three months ended ~~September 30, 2021~~March 31, 2022 was principally driven by ~~improving credit quality as exemplified by few downgrades~~an upward revision to ~~special attention and several upgrades~~the forecast adjustment stemming from ~~special attention.~~increased risk during the forecast period due to the war in Ukraine along with loan growth during the first quarter of 2022. We remain concerned about the long-term prospects for our bus segment and potential risks in our small business portfolio as financial relief provided by government programs afforded to our lending clients dissipates and the return to normal revenue and employment levels slows. ~~COVID-19 related loan modifications are discussed in the “COVID-19 Impact” section above.~~ The ~~$124.25~~$47.79 million ~~decrease~~increase in outstanding loan balances this quarter was attributable to an $82.94 million increase in our core loan products offset by a ~~$143.47~~$35.15 million decrease in PPP ~~loans partially offset by a $19.22 million increase in loan outstandings in our core loan products. As of quarter-end,~~loans. At March 31, 2022, PPP loans ~~total $171.62~~totaled $37.94 million and ~~necessitate~~necessitated minimal reserves as the program carries a 100% SBA guarantee and a debt forgiveness component. Impairment reserves for assets individually evaluated further decreased this quarter and continue to be a small component of our overall allowance.

We continue to evaluate risks which may impact our loan portfolios. Most notably, the ~~pandemic~~current hostilities in Ukraine and resultant increased uncertainty characterized by persistent inflation and the potential for further disruptions of an already tenuous supply chain. Pandemic and related economic disruptions which previously dominated our risk analysis over the past ~~seven quarters.~~eight quarters, have somewhat lessened in the U.S. but are again increasing abroad, particularly in China. Pandemic-related economic disruption remains a concern, particularly the availability of raw materials and extreme price volatility across the supply chain. We remain concerned that geopolitical events ~~particularly in the aftermath of the~~and disruption from future pandemic ~~will have~~waves raise the potential for adverse impacts to ~~negatively impact~~ the U.S. economy. ~~Congress is working through~~Congressional spending initiatives face multiple challenges and ~~is facing several challenges.~~an uncompromising partisanship. Additional current concerns include slower growth projections ~~for world economies~~in the U.S. and abroad and the ~~sharp decline~~potential for raw material shortages and prolonged interruption in global trade ~~growth exacerbated by~~as a result of trade ~~and supply chain concerns raised during~~restrictions related to the ~~pandemic and ongoing tariff disputes, particularly between China~~war in Ukraine and the ~~U.S.~~pandemic-related responses of our trade partners. Political uncertainty continues in Latin America, with governments facing increased pressures from ~~the pandemic which has caused~~ escalating social tensions, persistently high unemployment, and ~~rising unemployment.~~double-digit inflation. Corruption scandals persist, fueling U.S. border concerns. Globally, concerns continue to be heightened due to actual and potential terrorist attacks.

Another area of concern continues to be our aircraft portfolio where we have a collateral concentration and ~~$203~~$213 million of foreign exposure, the majority of which is in Mexico and Brazil. We review political and economic data for these countries on a regular basis to assess the impact the environment may have on our customers. Historically, we have experienced volatile and unanticipated losses in both the foreign and domestic segments of our aircraft portfolios. Losses have been primarily attributable to unexpected declines in the value of specific aircraft collateral at a time when the borrower is experiencing financial difficulties. We review and assess aircraft values on an ongoing basis and use a tiered approach to establish advance rates and amortization schedules in an effort to limit collateral exposure. We continue to monitor individual customer performance and assess risks in the portfolio as a whole.

~~Table of Contents~~

On ~~September 30, 2021,~~March 31, 2022, 30 day and over loan and lease ~~delinquencies~~delinquency as a percentage of loan and lease balances ~~were 0.20%~~was 0.19%, compared to ~~0.29%~~0.12% on ~~September 30, 2020.~~March 31, 2021. The allowance for loan and lease losses as a percentage of loans and leases outstanding at the end of the period was ~~2.50%~~2.41% compared to ~~2.43%~~2.53% one year ago. The allowance as a percentage of loans and leases outstanding, net of PPP loans, was ~~2.58%~~2.43% compared to ~~2.73%~~2.42% at December 31, ~~2020~~2021 and ~~2.69%~~2.74% at September 30, 2020. The year-to-date increase in the allowance of seven basis points as a percent of loans and leases outstanding was primarily due to qualitative adjustment factors related to COVID-19 concerns and forecast factor adjustments as part of the current expected credit losses (CECL) methodology.March 31, 2021. A summary of loan and lease loss experience during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ is located in Note 5 of the Consolidated Financial Statements.

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NONPERFORMING ASSETS

The following table shows nonperforming assets.


(Dollars in thousands)	(Dollars in thousands)	September 30, 2021		December 31, 2020		September 30, 2020		(Dollars in thousands)	March 31, 2022		December 31, 2021		March 31, 2021
Loans and leases past due 90 days or more	Loans and leases past due 90 days or more	$	96	$	115	$	81	Loans and leases past due 90 days or more	$	274	$	249	$	66
Nonaccrual loans and leases	Nonaccrual loans and leases	43,166		60,388		70,595		Nonaccrual loans and leases	35,435		38,706		58,513
Other real estate	Other real estate	—		359		303		Other real estate	—		—		369
Repossessions	Repossessions	690		1,976		4,639		Repossessions	73		861		2,214
Equipment owned under operating leases	Equipment owned under operating leases	1,598		1,695		136		Equipment owned under operating leases	343		1,518		1,647
Total nonperforming assets	Total nonperforming assets	$	45,550	$	64,533	$	75,754	Total nonperforming assets	$	36,125	$	41,334	$	62,809

Nonperforming assets as a percentage of loans and leases were ~~0.84%~~0.66% at ~~September 30, 2021, 1.16%~~March 31, 2022, 0.77% at December 31, ~~2020,~~2021, and ~~1.33%~~1.12% at ~~September 30, 2020.~~March 31, 2021. Excluding PPP loans, nonperforming assets as a percentage of loan and leases were ~~0.87%~~0.67% at ~~September 30, 2021, 1.24%~~March 31, 2022, 0.78% at December 31, ~~2020,~~2021, and ~~1.48%~~1.22% at ~~September 30, 2020.~~March 31, 2021. Nonperforming assets totaled ~~$45.55~~$36.13 million at ~~September 30, 2021,~~March 31, 2022, a decrease of ~~29.42%~~12.60% from the ~~$64.53~~$41.33 million reported at December 31, ~~2020,~~2021, and a ~~39.87%~~42.48% decrease from the ~~$75.75~~$62.81 million reported at ~~September 30, 2020.~~March 31, 2021. The decrease in nonperforming assets during the first ~~nine~~three months of ~~2021~~2022 was related to continued recovery from the pandemic which has led to lower nonaccrual loans and leases and ~~and reduced repossessions.~~a decrease in equipment owned under operating leases. The decrease in nonperforming assets at ~~September 30,~~March 31, 2022 from March 31, 2021 ~~from September 30, 2020~~ was related to a decrease in nonaccrual loans and leases, ~~and~~ lower repossessions ~~offset by increased~~and decreased equipment owned under operating leases.

The decrease in nonaccrual loans and leases at ~~September 30, 2021~~March 31, 2022 from December 31, ~~2020~~2021 and ~~from September 30, 2020~~March 31, 2021 occurred primarily in the auto ~~rental division of the auto~~ and light truck ~~portfolio~~ and ~~the~~ construction equipment ~~portfolio offset by increases in the bus division of the auto and light truck portfolio.~~portfolios. A summary of nonaccrual loans and leases and past due aging for the period ended ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 is located in Note 4 of the Consolidated Financial Statements.

Other real estate is the result of foreclosing on real estate in the local market for which we have a current appraisal and are well secured.

Repossessions consisted mainly of ~~buses in the auto and light truck portfolio~~construction equipment as of ~~September 30, 2021.~~March 31, 2022. At the time of repossession, the recorded amount of the loan or lease is written down to the fair value of the equipment or vehicle by a charge to the allowance for loan and lease losses or other income, if a positive adjustment, unless the equipment is in the process of immediate sale. Any subsequent fair value write-downs or write-ups, to the extent of previous write-downs, are included in noninterest expense. The decrease in repossession balances at ~~September 30, 2021~~March 31, 2022 compared to ~~September 30, 2020~~March 31, 2021 was primarily the result of the sale of repossessed ~~aircrafts.~~

~~Table of Contents~~

buses in the auto and light truck portfolio.

The following table shows a summary of other real estate and repossessions.


(Dollars in thousands)	(Dollars in thousands)	September 30, 2021		December 31, 2020		September 30, 2020		(Dollars in thousands)	March 31, 2022		December 31, 2021		March 31, 2021
Commercial and agricultural	Commercial and agricultural	$	—	$	—	$	—	Commercial and agricultural	$	—	$	—	$	—
Solar	Solar	—		—		—		Solar	—		—		—
Auto and light truck	Auto and light truck	687		1,120		714		Auto and light truck	26		75		1,414
Medium and heavy duty truck	Medium and heavy duty truck	—		—		—		Medium and heavy duty truck	—		—		—
Aircraft	Aircraft	—		750		3,750		Aircraft	—		—		750
Construction equipment	Construction equipment	—		—		152		Construction equipment	47		757		—
Commercial real estate	Commercial real estate	—		303		303		Commercial real estate	—		—		369
Residential real estate and home equity	Residential real estate and home equity	—		56		—		Residential real estate and home equity	—		—		—
Consumer	Consumer	3		106		23		Consumer	—		29		50
Total	Total	$	690	$	2,335	$	4,942	Total	$	73	$	861	$	2,583

For financial statement purposes, nonaccrual loans and leases are included in loan and lease outstandings, whereas repossessions and other real estate are included in other assets.

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NONINTEREST INCOME

The following table shows the details of noninterest income.


		Three Months Ended September 30,							Nine Months Ended September 30,								Three Months Ended March 31,
(Dollars in thousands)	(Dollars in thousands)	2021		2020		$ Change	% Change		2021		2020		$ Change	% Change		(Dollars in thousands)		2022		2021		$ Change	% Change
Noninterest income:	Noninterest income:															Noninterest income:
Trust and wealth advisory	Trust and wealth advisory	$	5,886	$	5,153	733	14.22	%	$	17,833	$	15,590	2,243	14.39	%	Trust and wealth advisory		$	5,914	$	5,481	433	7.90	%
Service charges on deposit accounts	Service charges on deposit accounts	2,767		2,336		431	18.45	%	7,722		6,851		871	12.71	%	Service charges on deposit accounts		2,792		2,447		345	14.10	%
Debit card	Debit card	4,570		4,019		551	13.71	%	13,506		10,993		2,513	22.86	%	Debit card		4,194		4,182		12	0.29	%
Mortgage banking	Mortgage banking	3,149		6,474		(3,325)	(51.36)	%	9,909		12,125		(2,216)	(18.28)	%	Mortgage banking		1,377		3,901		(2,524)	(64.70)	%
Insurance commissions	Insurance commissions	1,862		1,825		37	2.03	%	5,698		5,401		297	5.50	%	Insurance commissions		1,905		2,152		(247)	(11.48)	%
Equipment rental	Equipment rental	3,946		5,593		(1,647)	(29.45)	%	12,830		18,213		(5,383)	(29.56)	%	Equipment rental		3,662		4,629		(967)	(20.89)	%
(Losses) gains on investment securities available-for-sale		—		—		—	NM		(680)		279		(959)	NM
Gains on investment securities available-for-sale																Gains on investment securities available-for-sale		—		—		—	NM
Other	Other	3,317		2,641		676	25.60	%	9,446		8,452		994	11.76	%	Other		3,301		3,077		224	7.28	%
Total noninterest income	Total noninterest income	$	25,497	$	28,041	(2,544)	(9.07)	%	$	76,264	$	77,904	(1,640)	(2.11)	%	Total noninterest income		$	23,145	$	25,869	(2,724)	(10.53)	%

NM = Not Meaningful

Trust and wealth advisory fees (which include investment management fees, estate administration fees, mutual fund fees, annuity fees, and fiduciary fees) increased during the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared with the same periods a year ago. Trust and wealth advisory fees are largely based on the number and size of client relationships and the market value of assets under management. The market value of trust assets under management at ~~September 30, 2021,~~March 31, 2022, December 31, ~~2020,~~2021, and ~~September 30, 2020~~March 31, 2021 was $5.09 billion, ~~$4.74~~$5.33 billion, and ~~$4.30~~$4.90 billion, respectively. Strong stock market performance and new business results in ~~the first half of~~ 2021 helped improve the ~~market~~ value of trust assets under ~~management.~~management, however, stock and bond market declines in the first quarter of 2022 resulted in lower asset values under management compared to December 31, 2021.

Service charges on deposit accounts increased for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 over the comparable ~~periods~~period in ~~2020.~~2021. The increase in service charges on deposit accounts primarily reflects a higher volume of ~~customer ATM fees~~business and ~~increased business deposit account fees. Increasing vaccination rates have led to a corresponding improvement in~~ consumer ~~and business activity.~~nonsufficient fund transactions.

Debit card income improved in the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 over the same ~~periods~~period a year ago. The majority of the improvement in debit card income was the result of an increased volume of debit card ~~transactions as the economy reopened and consumer activity increased.~~transactions.

Mortgage banking income decreased in the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 as compared to the same ~~periods~~period in ~~2020. The decrease during the third quarter~~2021. Demand for mortgages declined as refinancing slowed and ~~first nine months~~inventory of ~~2021 compared~~homes for sale remained low which led to ~~last year was primarily caused by~~ a lower volume of sales onof loans originated for the secondary market ~~offset by the recognition of $0.81 million in impairment recoveries~~as well as a lower margin on ~~our mortgage servicing rights.~~those sales.

Insurance commissions were ~~relatively flat~~lower during the three months ended ~~September 30, 2021~~March 31, 2022 compared to the same period a year ~~ago and were higher during the nine months ended September 30, 2021 over the same period a year~~ ago. The ~~increase~~reduction during the first ~~nine~~three months of ~~2021~~2022 was mainly due to ~~increased~~fewer seasonal contingent commissions received.

~~Table of Contents~~

Equipment rental income decreased for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 over the comparable ~~periods~~period in ~~2020.~~2021. The decline was the result of a reduction in leasing volume primarily in the construction equipment and auto and light truck portfolios resulting in the average equipment rental portfolio decreasing by ~~30.4%~~23.2% over the same period a year ago due to changing customer preferences.

~~Losses~~There were no gains on the sale of investment securities available-for-sale during the ~~nine~~three months ended September 30, 2021 were primarily the result of repositioning the portfolio. Gains during the first nine months of 2020 were primarily from the sale of a corporate security in managing portfolio risk.March 31, 2022 or 2021.

Other income increased for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the comparable ~~periods~~period in ~~2020.~~2021. The increase during the ~~third~~first quarter of ~~2021~~2022 compared to the same period one year ago was primarily a result of higher partnership investment gains and increased brokerage fees and commissions offset by reduced bank owned life insurance policy claims. The increase during the nine months ended September 30, 2021 compared to the same period last year was primarily the result of higher partnership investment gains and increased brokerage fees and commissions offset by lowerlarger bank owned life insurance policy claims and ~~fewer~~higher brokerage fees and commissions offset by a decrease in customer interest rate swap fees.

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NONINTEREST EXPENSE

The following table shows the details of noninterest expense.


		Three Months Ended September 30,							Nine Months Ended September 30,								Three Months Ended March 31,
(Dollars in thousands)	(Dollars in thousands)	2021		2020		$ Change	% Change		2021		2020		$ Change	% Change		(Dollars in thousands)		2022		2021		$ Change	% Change
Noninterest expense:	Noninterest expense:															Noninterest expense:
Salaries and employee benefits	Salaries and employee benefits	$	26,974	$	25,609	1,365	5.33	%	$	77,680	$	74,009	3,671	4.96	%	Salaries and employee benefits		$	25,467	$	25,196	271	1.08	%
Net occupancy	Net occupancy	2,654		2,512		142	5.65	%	7,900		7,737		163	2.11	%	Net occupancy		2,811		2,719		92	3.38	%
Furniture and equipment	Furniture and equipment	6,444		6,247		197	3.15	%	19,239		18,912		327	1.73	%	Furniture and equipment		1,295		1,474		(179)	(12.14)	%
Data processing																Data processing		5,208		4,984		224	4.49	%
Depreciation – leased equipment	Depreciation – leased equipment	3,239		4,694		(1,455)	(31.00)	%	10,562		15,263		(4,701)	(30.80)	%	Depreciation – leased equipment		3,015		3,773		(758)	(20.09)	%
Professional fees	Professional fees	1,815		2,041		(226)	(11.07)	%	5,574		4,741		833	17.57	%	Professional fees		1,608		1,613		(5)	(0.31)	%
Supplies and communication		1,427		1,305		122	9.35	%	4,332		4,329		3	0.07	%
FDIC and other insurance	FDIC and other insurance	396		868		(472)	(54.38)	%	1,833		1,755		78	4.44	%	FDIC and other insurance		850		665		185	27.82	%
Business development and marketing	Business development and marketing	4,465		923		3,542	NM		6,813		3,403		3,410	NM		Business development and marketing		1,268		997		271	27.18	%
Loan and lease collection and repossession	Loan and lease collection and repossession	(585)		1,054		(1,639)	NM		30		2,655		(2,625)	(98.87)	%	Loan and lease collection and repossession		134		129		5	3.88	%
Other	Other	1,235		1,790		(555)	(31.01)	%	3,439		5,599		(2,160)	(38.58)	%	Other		3,680		2,590		1,090	42.08	%
Total noninterest expense	Total noninterest expense	$	48,064	$	47,043	1,021	2.17	%	$	137,402	$	138,403	(1,001)	(0.72)	%	Total noninterest expense		$	45,336	$	44,140	1,196	2.71	%

NM = Not Meaningful

Salaries and employee benefits increased during the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the same ~~periods~~period in ~~2020.~~2021. The increase was mainly due to a reduction in deferred salary expense on loan production, higher base salaries as a result of normal merit increases ~~increased~~offset by reduced incentive compensation and a ~~rise~~slight decline in ~~company contributions to employee retirement accounts.~~staffing levels.

Net occupancy expense was higher during the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the same ~~periods~~period a year ago due primarily to ~~increased premises repairs and cleaning offset by reduced lease expenses.~~higher snow removal costs due to seasonal weather conditions.

Furniture and equipment expense, including depreciation, ~~rose slightly~~declined during the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the same ~~periods~~period a year ~~ago. Furniture and equipment expense was higher in 2021~~ago mainly due to depreciation.

Data processing expense increased during the first quarter of 2022 compared to the same period a year ago due primarily to higher ~~software maintenance costs offset by a decrease in furniture and equipment depreciation.~~computer processing charges.

Depreciation on leased equipment decreased for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the same ~~periods~~period in ~~2020.~~2021. Depreciation on leased equipment correlates with the decrease in equipment rental income.

Professional fees decreased during the third quarter and increased during the first nine months of 2021 compared to the same periods a year ago. The reduction during the third quarter compared to last year was mainly the result of lower professional consulting fees. The increase during the first nine months of 2021 compared to 2020 was primarily due to higher legal fees.

~~Supplies and communication increased during the third quarter and was~~were relatively flat during the first ~~nine months~~quarter of ~~2021~~2022 compared to the same ~~periods~~period a year ago. ~~The third quarter increase was primarily the result of higher postage and shipping costs.~~

~~Table of Contents~~

FDIC and other insurance was ~~lower~~higher during the three months ended ~~September 30, 2021 and higher during the first nine months of 2021~~March 31, 2022 compared to the same ~~periods~~period in ~~2020.~~2021. The ~~decrease in the third quarter of 2021~~increase was mainly due to ~~a one-time $0.38 million recovery of an incurred but not reported insurance reserve. The increase during the first nine months of 2021 was primarily due to~~higher assessments for FDIC insurance premium credits recognized during the first nine months of 2020 which were not present in 2021 offset by the aforementioned one-time recovery of an incurred but not reported insurance reserve.premiums.

Business development and marketing expense rose during the ~~third~~first quarter of ~~2021 and the first nine months of 2021~~2022 compared to the same ~~periods~~period a year ago. The increase ~~during the third quarter and first nine months of 2021 compared to 2020~~ was mainly due to ~~a charitable contribution of $3.00 million made during the third quarter of 2021 and~~ increased business meals, entertainment and travel opportunities tied to fewer COVID-19 ~~restrictions.~~restrictions and higher marketing promotions.

Loan and lease collection and repossession expense ~~decreased~~increased slightly during the ~~third~~first quarter ~~and first nine months~~ of ~~2021~~2022 compared to the same ~~periods~~period in ~~2020.~~2021. The ~~decrease~~increase was mainly due to ~~lower general collection and repossession expenses, increased~~fewer gains on the sale of repossessed ~~assets and fewer valuations adjustments made to repossessed assets as credit quality improves.~~assets.

Other expenses were ~~lower~~higher during the ~~third~~first quarter ~~and first nine months~~ of ~~2021~~2022 compared to the same ~~periods~~period in ~~2020.~~2021. The ~~decrease~~increase during the ~~third~~first quarter ~~and year-to-date~~ was primarily the result of a ~~reduced provision for interest rate swaps with customers and a decrease~~rise in the loan loss provision for unfunded loan commitments ~~as credit quality improves~~and a one-time state sales tax adjustment offset by lower ~~gains on the sale of operating lease equipment.~~postage and printing costs.

INCOME TAXES

The provision for income taxes for the three ~~and nine~~ month ~~periods~~period ended ~~September 30, 2021~~March 31, 2022 was ~~$9.74 million and $27.80~~$7.79 million compared to ~~$6.51 million and $17.19~~$8.64 million for the same ~~periods~~period in ~~2020.~~2021. The effective tax rate was ~~23.06%~~22.14% and ~~24.50%~~23.51% for the quarter ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively and 23.43% and 23.81% for the first nine months ended September 30, 2021 and 2020,~~ respectively. The decrease in the quarterly effective tax rate was due to a slight ~~increase~~decrease in the tax provision for state income taxes during the ~~third~~first quarter of ~~2020 which was not present~~2022 in comparison to the ~~third~~first quarter of 2021.

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in market risks faced by 1st Source since December 31, ~~2020.~~2021. For information regarding our market risk, refer to 1st Source’s Annual Report on Form 10-K for the year ended December 31, ~~2020.~~2021.

ITEM 4.

CONTROLS AND PROCEDURES

As of the end of the period covered by this report an evaluation was carried out, under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, at ~~September 30, 2021,~~March 31, 2022, our disclosure controls and procedures were effective in ensuring that information required to be disclosed by 1st Source in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and are designed to ensure that information required to be disclosed in those reports is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.

In addition, there were no changes in our internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)) during the ~~third~~first fiscal quarter of ~~2021~~2022 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II. OTHER INFORMATION

~~Table of Contents~~

ITEM 1. Legal Proceedings.

1st Source and its subsidiaries are involved in various legal proceedings that are inherent risks of, or incidental to, the conduct of our businesses. Management does not expect the outcome of any such proceedings will have a material adverse effect on our consolidated financial position or results of operations. One such proceeding involves the consolidated bankruptcy cases of IOI Integrated Systems, Inc., its affiliates (collectively, “IOI”) and the owner of IOI, Najeeb Khan. The consolidated cases commenced in August 2019 and are pending in the United States Bankruptcy Court, Western District of Michigan, Southern Division. IOI and Mr. Khan were customers of 1st Source Bank. Mr. Khan was also a director of 1st Source and 1st Source Bank until his resignation on July 9, 2019. The liquidating trustee of the consolidated bankruptcy estates has alleged Mr. Khan misappropriated funds of IOI over many years for his own benefit and to the detriment of IOI creditors. The trustee is investigating whether various banks and other third parties, including 1st Source Bank, may have liability because of prior business relationships with IOI and/or Mr. Khan. The trustee’s focus regarding the Bank is on transaction activity in respective deposit accounts of Mr. Khan and entities controlled by Mr. Khan at the Bank. The Bank is fully cooperating with the trustee’s information requests. The trustee has variously asserted that the Bank received avoidable transfers under applicable federal bankruptcy and state law by virtue of transactions involving deposit accounts of Mr. Khan and IOI, and that the Bank had actual knowledge of and aided and abetted Mr. Khan's fraudulent activity. No claims have previously been formally served on the Bank. Management anticipates the trustee may formally commence litigation against various parties including the Bank sometime in 2022. The Bank will vigorously defend any claim that it was involved with and/or benefited from the alleged misconduct of Mr. Khan and/or IOI.

ITEM 1A. Risk Factors.

There have been no material changes in risks faced by 1st Source since December 31, ~~2020.~~2021. For information regarding our risk factors, refer to 1st Source’s Annual Report on Form 10-K for the year ended December 31, ~~2020.~~2021.

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ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.

ISSUER PURCHASES OF EQUITY SECURITIES
Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs* Maximum Number (or Approximate Dollar Value) of Shares that may yet be Purchased Under the Plans or Programs
July 01 - 31, 2021 13,720 $ 44.38 13,720 1,986,280
August 01 - 31, 2021 123,884 46.12 123,884 1,862,396
September 01 - 30, 2021 72,526 46.15 72,526 1,789,870


Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs*	Maximum Number (or Approximate Dollar Value) of Shares that may yet be Purchased Under the Plans or Programs
January 01 - 31, 2022	—	$	—	—	1,726,084
February 01 - 28, 2022	16,700	48.74		16,700	1,709,384
March 01 - 31, 2022	28,719	47.41		28,719	1,680,665

* 1st Source maintains a stock repurchase plan that was authorized by the Board of Directors on July 22, 2021. Under the terms of the plan, 1st Source may repurchase up to 2,000,000 shares of its common stock from time to time to mitigate the potential dilutive effects of stock-based incentive plans and other potential uses of common stock for corporate purposes. Since the inception of the plan, 1st Source has repurchased a total of ~~210,130~~319,335 shares.

ITEM 3. Defaults Upon Senior Securities.

None

ITEM 4. Mine Safety Disclosures.

None

ITEM 5. Other Information.

None

~~Table of Contents~~

ITEM 6. Exhibits.

The following exhibits are filed with this report:


31.1						Certification of Chief Executive Officer required by Rule 13a-14(a).

31.2						Certification of Chief Financial Officer required by Rule 13a-14(a).

32.1						Certification pursuant to 18 U.S.C. Section 1350 of Chief Executive Officer.

32.2						Certification pursuant to 18 U.S.C. Section 1350 of Chief Financial Officer.

101.INS						XBRL Instance Document — The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.

101.SCH						XBRL Taxonomy Extension Schema Document

101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB						XBRL Taxonomy Extension Labels Linkbase Document

101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF						XBRL Taxonomy Extension Definition Linkbase Document

104						Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101)

4740

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		1st Source Corporation



DATE	~~October~~April 21, ~~2021~~2022	/s/ CHRISTOPHER J. MURPHY III
		Christopher J. Murphy III Chairman of the Board, President and CEO


DATE	~~October~~April 21, ~~2021~~2022	/s/ BRETT A. BAUER
		Brett A. Bauer Treasurer and Chief Financial Officer Principal Accounting Officer

4841


	Nine Months Ended
	Preferred Stock		Common Stock		Retained Earnings		Cost of Common Stock in Treasury		Accumulated Other Comprehensive Income (Loss), Net		Total Shareholders’ Equity		Noncontrolling Interests		Total Equity
Balance at January 1, 2020	$	—	$	436,538	$	463,269	$	(76,702)	$	5,172	$	828,277	$	20,359	$	848,636


Net income	—		—		54,973		—		—		54,973		25		54,998
Other comprehensive income	—		—		—		—		14,486		14,486		—		14,486
Issuance of 44,170 common shares under stock based compensation awards	—		—		934		841		—		1,775		—		1,775
Cost of 0 shares of common stock acquired for treasury	—		—		—		—		—		—		—		—
Common stock dividend ($0.85 per share)	—		—		(21,757)		—		—		(21,757)		—		(21,757)
Contributions from noncontrolling interests	—		—		—		—		—		—		17,369		17,369
Distributions to noncontrolling interests	—		—		—		—		—		—		(492)		(492)
Balance at September 30, 2020	$	—	$	436,538	$	497,419	$	(75,861)	$	19,658	$	877,754	$	37,261	915,015

Balance at January 1, 2021	$	—	$	436,538	$	514,176	$	(82,240)	$	18,371	$	886,845	$	43,825	$	930,670


Net income	—		—		90,811		—		—		90,811		11		90,822
Other comprehensive loss	—		—		—		—		(15,954)		(15,954)		—		(15,954)
Issuance of 57,762 common shares under stock based compensation awards	—		—		1,399		1,054		—		2,453		—		2,453
Cost of 649,346 shares of common stock acquired for treasury	—		—		—		(30,067)		—		(30,067)		—		(30,067)
Common stock dividend ($0.90 per share)	—		—		(22,755)		—		—		(22,755)		—		(22,755)
Contributions from noncontrolling interests	—		—		—		—		—		—		2,005		2,005
Distributions to noncontrolling interests	—		—		—		—		—		—		(777)		(777)

Balance at September 30, 2021	$	—	$	436,538	$	583,631	$	(111,253)	$	2,417	$	911,333	$	45,064	$	956,397


	Three Months Ended September 30, 2020				Nine Months Ended September 30, 2020
(Dollars in thousands)	Average Recorded Investment		Interest Income			Average Recorded Investment		Interest Income
Commercial and agricultural	$	8,989	$	1		$	7,393	$	139
Solar	—		—			—		—
Auto and light truck	32,369		—			14,632		—
Medium and heavy duty truck	985		—			1,011		—
Aircraft	1,957		—			2,015		—
Construction equipment	15,543		—			12,541		4
Commercial real estate	1,306		—			1,235		—
Residential real estate and home equity	332		4			334		11
Consumer	—		—			—		—
Total	$	61,481	$	5		$	39,161	$	154


	COVID-19 Related Loan and Lease Modifications
(Dollars in millions)	September 30, 2021		December 31, 2020
Auto and light truck rental	$	—	$	5
Specialty vehicle(1)	1		21
Medium and heavy duty truck	—		—
Aircraft	—		13
Construction	—		7
Commercial	—		83
Residential real estate and home equity	—		—
Consumer	—		—
Total loans and leases	$	1	$	129
(1) Includes buses, step vans and funeral cars.


(Dollars in thousands)	Number of Loans	$ of Loans Originated		Forgiveness/ Payments		$ of Loans at September 30, 2021
2020 PPP Loans	3,540	$	597,451	$	578,843	$	18,608
2021 PPP Loans	3,239	261,459		102,164		159,295
Total	6,779	$	858,910	$	681,007	$	177,903