UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q


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


For the quarterly period ended September 30, 20202021


OR


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: 000-25927


MACATAWA BANK CORPORATION
(Exact name of registrant as specified in its charter)


Michigan



38-3391345

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


10753 Macatawa Drive, Holland, Michigan 49424
(Address of principal executive offices) (Zip Code)


Registrant'sRegistrant’s telephone number, including area code: (616) 820-1444


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



Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock

MCBC

NASDAQ


Indicate by checkmark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes 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). Yes 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: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 Section 13(a) of the Exchange Act. 

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

The number of shares outstanding of each of the issuer'sissuer’s classes of common stock, as of the latest practicable date: 34,101,32034,189,799 shares of the Company'sCompany’s Common Stock (no par value) were outstanding as of October 22, 2020.28, 2021.



Forward-Looking Statements

This report contains forward-looking statements that are based on management'smanagement’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and Macatawa Bank Corporation. Forward-looking statements are identifiable by words or phrases such as “outlook”, “plan” or “strategy”; that an event or trend “could”, “may”, “should”, “will”, “is likely”, or is “possible” or “probable” to occur or “continue”, has “begun” or “is scheduled” or “on track” or that the Company or its management “anticipates”, “believes”, “estimates”, “plans”, “forecasts”, “intends”, “predicts”, “projects”, or “expects” a particular result, or is “committed”, “confident”, “optimistic” or has an “opinion” that an event will occur, or other words or phrases such as “ongoing”, “future”, “signs”, “efforts”, “tend”, “exploring”, “appearing”, “until”, “near term”, “concern”, “going forward”, “focus”, “starting”, “initiative,” “trend” and variations of such words and similar expressions. Such statements are based upon current beliefs and expectations and involve substantial risks and uncertainties which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These statements include, among others, those related to the risks and uncertainties related to, and the impact of, the global coronavirus (COVID-19) pandemic on the business, financial condition and results of operations of our company and our customers, future levels of earning assets, future composition of our loan portfolio, trends in credit quality metrics, future capital levels and capital needs, real estate valuation, future levels of repossessed and foreclosed properties and nonperforming assets, future levels of losses and costs associated with the administration and disposition of repossessed and foreclosed properties and nonperforming assets, future levels of loan charge-offs, future levels of other real estate owned, future levels of provisions for loan losses and reserve recoveries, the rate of asset dispositions, future dividends, future growth and funding sources, future cost of funds, future liquidity levels, future profitability levels, future interest rate levels, future net interest margin levels, the effects on earnings of changes in interest rates, future economic conditions, future effects of new or changed accounting standards, future loss recoveries, loan demand and loan growth and the future level of other revenue sources. Management'sManagement’s determination of the provision and allowance for loan losses, the appropriate carrying value of intangible assets (including deferred tax assets) and other real estate owned, and the fair value of investment securities (including whether any impairment on any investment security is temporary or other-than-temporary and the amount of any impairment) involves judgments that are inherently forward-looking. All statements with references to future time periods are forward-looking. All of the information concerning interest rate sensitivity is forward-looking. The future effect of changes in the real estate, financial and credit markets and the national and regional economy on the banking industry, generally, and Macatawa Bank Corporation, specifically, are also inherently uncertain. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“risk factors”) that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Macatawa Bank Corporation does not undertake to update forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.

Risk factors include, but are not limited to, the risk factors described in "Item“Item 1A - Risk Factors"Factors” of our Annual Report on Form 10-K for the year ended December 31, 2019.2020. These and other factors are representative of the risk factors that may emerge and could cause a difference between an ultimate actual outcome and a preceding forward-looking statement.



Part I  Financial Information
Part IFinancial Information
Item 1.

MACATAWA BANK CORPORATION
CONSOLIDATED BALANCE SHEETS
As of September 30, 20202021 (unaudited) and December 31, 20192020
(Dollars in thousands, except per share data)


  
September 30,
2021
  
December 31,
2020
 
ASSETS      
Cash and due from banks $30,413  $31,480 
Federal funds sold and other short-term investments  1,239,525   752,256 
Cash and cash equivalents  1,269,938   783,736 
Debt securities available for sale, at fair value  241,475   236,832 
Debt securities held to maturity (fair value 2021 - $140,412 and 2020 - $83,246)
  137,569   79,468 
Federal Home Loan Bank (FHLB) stock  11,558   11,558 
Loans held for sale, at fair value  2,635   5,422 
Total loans  1,136,613   1,429,331 
Allowance for loan losses  (16,532)  (17,408)
Net loans  1,120,081   1,411,923 
Premises and equipment – net  42,343   43,254 
Accrued interest receivable  4,005   5,625 
Bank-owned life insurance  52,781   42,516 
Other real estate owned - net  2,343   2,537 
Net deferred tax asset  2,126   2,059 
Other assets  14,646   17,096 
Total assets $2,901,500  $2,642,026 
LIABILITIES AND SHAREHOLDERS’ EQUITY        
Deposits        
Noninterest-bearing $934,477  $809,437 
Interest-bearing  1,618,698   1,489,150 
Total deposits  2,553,175   2,298,587 
Other borrowed funds  85,000   70,000 
Long-term debt  0   20,619 
Accrued expenses and other liabilities  11,112   12,977 
Total liabilities  2,649,287   2,402,183 
Commitments and contingent liabilities  0   0 
Shareholders’ equity        
Common stock, 0 par value, 200,000,000 shares authorized; 34,189,799 and 34,197,519 shares issued and outstanding at September 30, 2021 and December 31, 2020
  218,991   218,528 
Retained earnings  31,728   17,101 
Accumulated other comprehensive income  1,494   4,214 
Total shareholders’ equity  252,213   239,843 
Total liabilities and shareholders’ equity $2,901,500  $2,642,026 

  
September 30,
2020
  
December 31,
2019
 
ASSETS      
Cash and due from banks $28,294  $31,942 
Federal funds sold and other short-term investments  504,706   240,508 
Cash and cash equivalents  533,000   272,450 
Debt securities available for sale, at fair value  229,928   225,249 
Debt securities held to maturity (fair value 2020 - $95,142 and 2019 - $85,128)  91,394   82,720 
Federal Home Loan Bank (FHLB) stock  11,558   11,558 
Loans held for sale, at fair value  3,508   3,294 
Total loans  1,542,335   1,385,627 
Allowance for loan losses  (16,558)  (17,200)
Net loans  1,525,777   1,368,427 
Premises and equipment – net  43,733   43,417 
Accrued interest receivable  6,895   4,866 
Bank-owned life insurance  42,368   42,156 
Other real estate owned - net  2,624   2,748 
Net deferred tax asset  2,437   2,078 
Other assets  15,496   9,807 
Total assets $2,508,718  $2,068,770 
LIABILITIES AND SHAREHOLDERS' EQUITY        
Deposits        
Noninterest-bearing $738,471  $482,499 
Interest-bearing  1,432,108   1,270,795 
Total deposits  2,170,579   1,753,294 
Other borrowed funds  70,000   60,000 
Long-term debt  20,619   20,619 
Accrued expenses and other liabilities  13,655   17,388 
Total liabilities  2,274,853   1,851,301 
Commitments and contingent liabilities      
Shareholders' equity        
Common stock, no par value, 200,000,000 shares authorized; 34,101,320 and 34,103,542 shares issued and outstanding at September 30, 2020 and December 31, 2019  218,445   218,109 
Retained earnings (deficit)  10,825   (2,184)
Accumulated other comprehensive income  4,595   1,544 
Total shareholders' equity  233,865   217,469 
Total liabilities and shareholders' equity $2,508,718  $2,068,770 


See accompanying notes to consolidated financial statements.


MACATAWA BANK CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
Three and nine month periods ended September 30, 20202021 and 20192020
(unaudited)
(Dollars in thousands, except per share data)



 
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Three Months
Ended
September 30,
2021
  
Three Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Interest income                     
Loans, including fees $13,854 $15,604 $43,194 $48,179  $12,761  $13,854  $39,530  $43,194 
Securities                         
Taxable 867 968 2,881 2,952   786   867   2,365   2,881 
Tax-exempt 861 919 2,607 2,623   777   861   2,295   2,607 
FHLB Stock 100 158 339 476   44   100   162   339 
Federal funds sold and other short-term investments  140  1,430  802  3,278   474   140   948   802 
Total interest income 15,822 19,079 49,823 57,508   14,842   15,822   45,300   49,823 
Interest expense                         
Deposits 621 2,343 3,118 6,965   209   621   732   3,118 
Other borrowings 364 349 1,069 1,021   325   364   1,006   1,069 
Long-term debt  163  551  612  1,710   12   163   319   612 
Total interest expense  1,148  3,243  4,799  9,696   546   1,148   2,057   4,799 
Net interest income 14,674 15,836 45,024 47,812   14,296   14,674   43,243   45,024 
Provision for loan losses  500    2,200  (450)  (550)  500   (1,300)  2,200 
Net interest income after provision for loan losses 14,174 15,836 42,824 48,262   14,846   14,174   44,543   42,824 
Noninterest income                         
Service charges and fees 987 1,139 2,957 3,267   1,183   987   3,240   2,957 
Net gains on mortgage loans 1,546 824 4,045 1,650   851   1,546   4,177   4,045 
Trust fees 921 920 2,801 2,813   1,079   921   3,217   2,801 
ATM and debit card fees 1,542 1,469 4,199 4,276   1,676   1,542   4,844   4,199 
Gain on sales of securities     
Bank owned life insurance ("BOLI") income 215 252 688 737 
Bank owned life insurance (“BOLI”) income  260   215   787   688 
Other  881  609  2,214  1,896   593   881   2,084   2,214 
Total noninterest income 6,092 5,213 16,904 14,639   5,642   6,092   18,349   16,904 
Noninterest expense                         
Salaries and benefits 6,480 6,272 18,937 18,895   6,278   6,480   19,192   18,937 
Occupancy of premises 1,026 966 2,984 3,055   992   1,026   3,023   2,984 
Furniture and equipment 967 887 2,704 2,597   1,014   967   2,929   2,704 
Legal and professional 260 211 798 652   272   260   768   798 
Marketing and promotion 239 228 716 689   175   239   525   716 
Data processing 761 735 2,309 2,226   839   761   2,602   2,309 
FDIC assessment 131  207 239   204   131   532   207 
Interchange and other card expense 367 347 1,041 1,057   391   367   1,137   1,041 
Bond and D&O Insurance 104 103 313 309   112   104   334   313 
Net (gains) losses on repossessed and foreclosed properties   32 (69)
Administration and disposition of problem assets 25 46 71 183 
Other  1,173  1,214  3,647  3,749   1,273   1,198   3,711   3,750 
Total noninterest expenses  11,533  11,009  33,759  33,582   11,550   11,533   34,753   33,759 
Income before income tax 8,733 10,040 25,969 29,319   8,938   8,733   28,139   25,969 
Income tax expense  1,613  1,882  4,800  5,512   1,736   1,613   5,341   4,800 
Net income $7,120 $8,158 $21,169 $23,807  $7,202  $7,120  $22,798  $21,169 
Basic earnings per common share $0.21 $0.24 $0.62 $0.70  $0.21  $0.21  $0.67  $0.62 
Diluted earnings per common share $0.21 $0.24 $0.62 $0.70  $0.21  $0.21  $0.67  $0.62 
Cash dividends per common share $0.08 $0.07 $0.24 $0.21  $0.08  $0.08  $0.24  $0.24 


See accompanying notes to consolidated financial statements.



MACATAWA BANK CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three and nine month periods ended September 30, 20202021 and 20192020
(unaudited)
(Dollars in thousands)



 
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Three Months
Ended
September 30,
2021
  
Three Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Net income $7,120 $8,158 $21,169 $23,807  $7,202  $7,120  $22,798  $21,169 
Other comprehensive income:                         
Unrealized gains (losses):                         
Net change in unrealized gains (losses) on debt securities available for sale 39 468 3,865 5,049   (792)  39   (3,443)  3,865 
Tax effect  (8)  (98)  (814)  (1,060)  166   (8)  723   (814)
Net change in unrealized gains (losses) on debt securities available for sale, net of tax  31  370  3,051  3,989   (626)  31   (2,720)  3,051 
Less: reclassification adjustments:                         
Reclassification for gains included in net income       0   0   0   0 
Tax effect           0   0   0   0 
Reclassification for gains included in net income, net of tax           0   0   0   0 
Other comprehensive income (loss), net of tax  31  370  3,051  3,989   (626)  31   (2,720)  3,051 
Comprehensive income $7,151 $8,528 $24,220 $27,796  $6,576  $7,151  $20,078  $24,220 


See accompanying notes to consolidated financial statements.


MACATAWA BANK CORPORATION
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS'SHAREHOLDERS’ EQUITY
Three and nine month periods ended September 30, 20202021 and 20192020
(unaudited)
(Dollars in thousands, except per share data)


  
Common
Stock
  Retained Earnings  
Accumulated
Other
Comprehensive
Income (Loss)
  
Total
Shareholders’
Equity
 
Balance, July 1, 2020 $218,349  $6,425  $4,564  $229,338 
Net income for the three months ended September 30, 2020  0   7,120   0   7,120 
Cash dividends at $0.08 per share  0   (2,720)  0   (2,720)
Repurchase of 1,696 shares for taxes withheld on vested restricted stock
  (13)  0   0   (13)
Net change in unrealized gain on debt securities available for sale, net of tax  0   0   31   31 
Stock compensation expense  109   0   0   109 
Balance, September 30, 2020 $218,445  $10,825  $4,595  $233,865 
                 
                 
Balance, July 1, 2021 $218,846  $27,251  $2,120  $248,217 
Net income for the three months ended September 30, 2021  0   7,202   0   7,202 
Cash dividends at $0.08 per share  0   (2,725)  0   (2,725)
Repurchase of 2,518 shares for taxes withheld on vested restricted stock  (21)  0   0   (21)
Net change in unrealized gain on debt securities available for sale, net of tax  0   0   (626)  (626)
Stock compensation expense  166   0   0   166 
Balance, September 30, 2021 $218,991  $31,728  $1,494  $252,213 


  
Common
Stock
  
Retained
Earnings
(Deficit)
  
Accumulated
Other
Comprehensive
Income (Loss)
  
Total
Shareholders'
Equity
 
Balance, July 1, 2019 $217,942  $(13,764) $1,341  $205,519 
Net income for the three months ended September 30, 2019     8,158      8,158 
Cash dividends at $.07 per share     (2,372)     (2,372)
Net change in unrealized gain on debt securities available for sale, net of tax        370   370 
Stock compensation expense  110         110 
Balance, September 30, 2019 $218,052  $(7,978) $1,711  $211,785 
                 
Balance, July 1, 2020 $218,349  $6,425  $4,564  $229,338 
Net income for the three months ended September 30, 2020     7,120      7,120 
Cash dividends at $.08 per share     (2,720)     (2,720)
Repurchase of 1,696 shares for taxes withheld on vested restricted stock  (13)        (13)
Net change in unrealized gain on debt securities available for sale, net of tax        31   31 
Stock compensation expense  109         109 
Balance, September 30, 2020 $218,445  $10,825  $4,595  $233,865 
 
Common
Stock
 Retained Earnings 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
Shareholders’
Equity
 
Balance, January 1, 2020 $218,109  $(2,184) $1,544  $217,469 
Net income for the nine months ended September 30, 2020  0   21,169   0   21,169 
Cash dividends at $0.24 per share  0   (8,160)  0   (8,160)
Repurchase of 3,304 shares for taxes withheld on vested restricted stock  (24)  0   0   (24)
Net change in unrealized gain on debt securities available for sale, net of tax  0   0   3,051   3,051 
Stock compensation expense  360   0   0   360 
Balance, September 30, 2020 $218,445  $10,825  $4,595  $233,865 
                 
                 
Balance, January 1, 2021 $218,528  $17,101  $4,214  $239,843 
Net income for the nine months ended September 30, 2021  0   22,798   0   22,798 
Cash dividends at $0.24 per share  0   (8,171)  0   (8,171)
Repurchase of 3,859 shares for taxes withheld on vested restricted stock  (34)  0   0   (34)
Net change in unrealized gain on debt securities available for sale, net of tax  0   0   (2,720)  (2,720)
Stock compensation expense  497   0   0   497 
Balance, September 30, 2021 $218,991  $31,728  $1,494  $252,213 

  
Common
Stock
  
Retained
Earnings
(Deficit)
  
Accumulated
Other
Comprehensive
Income (Loss)
  
Total
Shareholders'
Equity
 
Balance, January 1, 2019 $217,783  $(24,652) $(2,278) $190,853 
Net income for the nine months ended September 30, 2019     23,807      23,807 
Cash dividends at $.21 per share     (7,133)     (7,133)
Repurchase of 452 shares for taxes withheld on vested restricted stock  (5)        (5)
Net change in unrealized gain on debt securities available for sale, net of tax        3,989   3,989 
Stock compensation expense  274         274 
Balance, September 30, 2019 $218,052  $(7,978) $1,711  $211,785 
                 
Balance, January 1, 2020 $218,109  $(2,184) $1,544  $217,469 
Net income for the nine months ended September 30, 2020     21,169      21,169 
Cash dividends at $.24 per share     (8,160)     (8,160)
Repurchase of 3,304 shares for taxes withheld on vested restricted stock  (24)        (24)
Net change in unrealized gain on debt securities available for sale, net of tax        3,051   3,051 
Stock compensation expense  360         360 
Balance, September 30, 2020 $218,445  $10,825  $4,595  $233,865 


See accompanying notes to consolidated financial statements.


MACATAWA BANK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine month periods ended September 30, 20202021 and 20192020
(unaudited)
(Dollars in thousands)



 
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Cash flows from operating activities           
Net income $21,169 $23,807  $22,798  $21,169 
Adjustments to reconcile net income to net cash from operating activities:             
Depreciation and amortization 2,105 1,675   1,863   2,105 
Stock compensation expense 360 274   497   360 
Provision for loan losses 2,200 (450)  (1,300)  2,200 
Origination of loans for sale (120,171) (53,709)  (107,845)  (120,171)
Proceeds from sales of loans originated for sale 124,002 54,457   114,809   124,002 
Net gains on mortgage loans (4,045) (1,650)  (4,177)  (4,045)
Write-down of other real estate 32 10   4   32 
Net (gain) loss on sales of other real estate  (79)
Deferred income tax expense (1,174) 222 
Net loss on sales of other real estate  20   0 
Deferred income tax expense (benefit)
  656  (1,174)
Change in accrued interest receivable and other assets (7,450) (5,173)  4,071   (7,450)
Earnings in bank-owned life insurance (688) (737)  (787)  (688)
Change in accrued expenses and other liabilities  4,483  4,391   (1,865)  4,483 
Net cash from operating activities 20,823 23,038   28,744   20,823 
Cash flows from investing activities             
Loan originations and payments, net (159,550) 29,150   293,142   (159,550)
Purchases of securities available for sale (102,158) (23,023)  (71,864)  (102,158)
Purchases of securities held to maturity (29,745) (17,778)  (72,916)  (29,745)
Purchase of bank-owned life insurance  (10,000)  0 
Proceeds from:             
Maturities and calls of securities 86,667 45,839   47,220   86,667 
Principal paydowns on securities 27,423 6,324   31,317   27,423 
Sales of other real estate 92 340   170   92 
Proceeds from payout of bank-owned insurance claim  560   0 
Additions to premises and equipment  (2,103)  (1,001)  (935)  (2,103)
Net cash from investing activities (179,374) 39,851   216,694   (179,374)
Cash flows from financing activities             
Change in deposits 417,285 143,401   254,588   417,285 
Repayments and maturities of other borrowed funds  (10,000)  (30,619)  0 
Proceeds from other borrowed funds 10,000 10,000   25,000   10,000 
Repurchase of shares for taxes withheld on vested restricted stock (24) (5)  (34)  (24)
Cash dividends paid  (8,160)  (7,133)  (8,171)  (8,160)
Net cash from financing activities  419,101  136,263   240,764   419,101 
Net change in cash and cash equivalents 260,550 199,152   486,202   260,550 
Cash and cash equivalents at beginning of period  272,450  171,284   783,736   272,450 
Cash and cash equivalents at end of period $533,000 $370,436  $1,269,938  $533,000 


See accompanying notes to consolidated financial statements.


MACATAWA BANK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
Nine month periods ended September 30, 20202021 and 20192020
(unaudited)
(Dollars in thousands)



 
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Supplemental cash flow information           
Interest paid $5,043 $9,646  $2,227  $5,043 
Income taxes paid 5,315 5,100   4,750   5,315 
Supplemental noncash disclosures:             
Security settlement 1,937 650   0   1,937 


See accompanying notes to consolidated financial statements.



-9-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation: The accompanying consolidated financial statements include the accounts of Macatawa Bank Corporation ("(“the Company"Company”, "our"“our”, "we"“we”) and its wholly-owned subsidiary, Macatawa Bank ("(“the Bank"Bank”). All significant intercompany accounts and transactions have been eliminated in consolidation.

Macatawa Bank is a Michigan chartered bank with depository accounts insured by the Federal Deposit Insurance Corporation. The Bank operates 26 full service branch offices providing a full range of commercial and consumer banking and trust services in Kent County, Ottawa County, and northern Allegan County, Michigan.

The Company ownspreviously owned all of the common stock of Macatawa Statutory Trust II. This iswas a grantor trust that issued trust preferred securities and iswas not consolidated with the Company under accounting principles generally accepted in the United States of America.

Recent Events: In December 2019, news began to surface regarding an influenza pandemic in China, known as  On July 7, 2021, the novel coronavirus, or COVID-19. In January 2020, the United States restricted entry to anyone traveling from China.  In February 2020, the pandemic spread broadly and swiftly throughout Europe and the Middle East. Cases began to surface in the United States in February 2020 and accelerated in early March 2020.  The Federal Reserve reduced the overnight federal funds rate by 50 basis points on March 3, 2020 and by another 100 basis points on March 15, 2020 and announced the resumption of quantitative easing.  During the week of March 9, 2020, individual states began implementing restrictions and promoting “social distancing”.  These restrictions included closure of schools, restrictions on the number of public gatherings, restrictions on businesses, including closures and mandatory work at home orders, and other measures.

In Michigan, beginning March 24, 2020, Governor Gretchen Whitmer issued a series of executive orders, which severely limited economic activity in Michigan, requiring businesses not deemed to be essential, to severely limit or shut down operations.  Under later executive orders, Governor Whitmer permitted a phased reopening of businesses, subject to stringent health and safety requirements and strict social distancing measures.  As of September 30, 2020, most businesses in Michigan were allowed to be open in some capacity, subject to stringent health and safety requirements, strict social distancing measures and nonsurgical face mask requirements. Congress passed a number of measures in late March 2020, designed to infuse cash into the economy to offset the negative impacts of business closings and restrictions.

The Company quickly responded to the changing environment by successfully executing its business continuity plan, including implementing work from home arrangements and limiting branch activities.  As of September 30, 2020, branches were fully open with additional health and safety requirements to comply with Governor Whitmer’s then-current executive orders, including, among other things, daily deep cleaning, nonsurgical face mask requirements and strict social distancing measures.

On October 2, and 12, 2020, the Michigan Supreme Court issued decisions invalidatingredeemed all of Governor Whitmer’s executive orders effective immediately.  In response, Governor Whitmer, acting through various state agencies, has sought to substantially re-implement the requirements$20.0 million of the executive orders by wayoutstanding trust preferred securities and $619,000 of state agency emergency orders.  Also, certain county and municipal governments have issued emergency orders seeking to keep elements of the executive orders in place.  Legal challenges to these orders may occur.  Finally, the Michigan legislature has passed legislation – which Governor Whitmer is expected to sign and enact into law – codifying certain elements of the executive orders.  The patchwork implementation of state agency and local government executive orders – coupledcommon securities associated with the possibility of legal challenges to these orders – creates uncertainty as to legal requirements applicable to businesses, institutions and individuals in Michigan.  This uncertainty may have a negative impact on the business, financial condition, and results of operations of the Company and its customers.this trust.


Recent Events: On March 22, 2020, the federal banking agencies issued an “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus”.  This guidance encourages financial institutions to work prudently with borrowers that may be unable to meet their contractual obligations because of the effects of COVID-19.Coronavirus.”  The guidance goes on to explainexplained that in consultation with the FASB staff the federal banking agencies concludeconcluded that short-term modifications (e.g. six months) made on a good faith basis to borrowers who were current as of the implementation date of a relief programmodification are not Troubled Debt Restructurings (“TDRs”).  The Coronavirus Aid, Relief and Economic Security (“CARES”) Act was passed by Congress on March 27, 2020.  Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that COVID-19 related modifications on loans that were currentnot more than 30 days past due as of December 31, 2019 are not TDRs.  On December 27, 2020, another COVID-19 relief bill was signed that extended this guidance until the earlier of January 1, 2022 or 60 days after the date on which the national emergency declared as a result of COVID-19 is terminated.  Through September 30, 2020,2021, the Bank had applied this guidance and modified 726 individual loans with aggregate principal balances totaling $337.2 million.  The majorityAs of these modifications involved three-month extensions.

-10-

MACATAWA BANK CORPORATION
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

By September 30, 2020, most2021, all of these modifications had expired other than those receiving a second short-term modification as allowed underand the guidance.  At September 30, 2020, there were 26 such loans under COVID-19 modification, totaling $79.9 million.  This is down from a quarter end peak of $297.3 million at June 30, 2020.returned to their contractual payment terms.


The CARES Act, as amended, included an allocation of $659 billion for loans to be issued by financial institutions through the Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”).  PPP loans are forgivable, in whole or in part, if the proceeds are used for payroll and other permitted purposes in accordance with the requirements of the PPP.  These loans carry a fixed rate of 1.00% and a term of two years (loans made before June 5, 2020) or five years (loans made on or after June 5, 2020), if not forgiven, in whole or in part.  Payments are deferred until either the date on which the SBA remits the amount of forgiveness proceeds to the lender or the date that is 10 months after the last day of the covered period if the borrower does not apply for forgiveness within that 10 month period. Through September 30,December 31, 2020, the Bank had originated 1,738 PPP loans totaling $346.7 million in principal, with an average loan size of $200,000.  Fees totaling $10.0 million were collectedgenerated from the SBA for these loans in the nine monthsyear ended September 30,December 31, 2020.  These fees are deferred and amortized into interest income over the contractual period of 24 months or 60 months, as applicable.  Upon SBA forgiveness, unamortized fees are then recognized into interest income.  Participation in the PPP had a significant impact on the Bank’s asset mix and net interest income in the second and third quarters of 2020 and will continue to impact both asset mix and net interest income for the remainder of 2020.until these loans are forgiven or paid off.  The initial PPP program expired on August 8, 2020.  Through December 31, 2020, 765 PPP loans totaling $113.5 million had been forgiven by the SBA and a total of $5.4 million in PPP fees had been recognized by the Bank.

On December 27, 2020, another COVID-19 relief bill was signed that extended and modified several provisions of the PPP.  This included an additional allocation of $284 billion.  The SBA reactivated the PPP on January 11, 2021.  The Bank originated additional loans through the PPP, which expired on May 31, 2021.  In the nine months ended September 30, 2021, the Bank had generated and received SBA approval on 1,000 PPP loans totaling $128.1 million and generated $5.6 million in related deferred PPP fees.  In the nine months ended September 30, 2021, 1,742 PPP loans totaling $279.9 million had been forgiven by the SBA and a total of $7.1 million in PPP fees had been recognized by the Bank including fees recognized upon forgiveness and continuing amortization of fees from the 2020 and 2021 PPP originations.

While the Company continues to evaluate the disruption caused by the pandemic and impact of the CARES Act, these events may have a material adverse impact on the Company’s results of future operations, financial position, capital, and liquidity in fiscal year 2021 and beyond.

-10-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Basis of Presentation: The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) believed necessary for a fair presentation have been included.

Operating results for the three and nine month periods ended September 30, 20202021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020.2021. For further information, refer to the consolidated financial statements and related notes included in the Company'sCompany’s Annual Report on Form 10-K for the year ended December 31, 2019.2020.

Use of Estimates:  To prepare financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions based on available information.  These estimates and assumptions affect the amounts reported in the financial statements and the disclosures provided, and future results could differ.  The allowance for loan losses, valuation of deferred tax assets, loss contingencies, fair value of other real estate owned and fair values of financial instruments are particularly subject to change.

Bank-Owned Life Insurance (BOLI):The Bank has purchased life insurance policies on certain officers.  BOLI is recorded at its currently realizable cash surrender value.  Changes in cash surrender value are recorded in other income.  In early April 2021, the Bank purchased an additional $10.0 million in BOLI policies.

Allowance for Loan Losses: The allowance for loan losses (allowance) is a valuation allowance for probable incurred credit losses inherent in our loan portfolio, increased by the provision for loan losses and recoveries, and decreased by charge-offs of loans. Management believes the allowance for loan losses balance to be adequate based on known and inherent risks in the portfolio, past loan loss experience, information about specific borrower situations and estimated collateral values, economic conditions and other relevant factors. Allocations of the allowance may be made for specific loans, but the entire allowance is available for any loan that, in management’s judgment, should be charged-off. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Management continues its collection efforts on previously charged-off balances and applies recoveries as additions to the allowance for loan losses.

The allowance consists of specific and general components. The specific component relates to loans that are individually classified as impaired. The general component covers non-classified loans and is based on historical loss experience adjusted for current qualitative factors. The Company maintains a loss migration analysis that tracks loan losses and recoveries based on loan class and the loan risk grade assignment for commercial loans. PPP loans receive $0 allocation as they are fully guaranteed by the SBA and are subject to be forgiven under the SBA forgiveness criteria.  At September 30, 2020,2021, an 18 month annualized historical loss experience was used for commercial loans and a 12 month historical loss experience period was applied to residential mortgage loans and consumer loans. These historical loss percentages are adjusted (both upwards and downwards) for certain qualitative factors, including economic trends, credit quality trends, valuation trends, concentration risk, quality of loan review, changes in personnel, external factors and other considerations.  At March 31, 2020 and JuneSeptember 30, 2020,2021, the qualitative factor allocations for economic trends and at September 30, 2020 the external factors were increased to provide additional coverage related to the COVID-19 pandemic.  In addition, at September 30,that had been increased significantly during 2020 an additional qualitativewere maintained reflecting continued uncertainty of economic conditions with the reopening of the economy and surges in COVID-19 cases associated with the Delta variant of the virus. PPP loans receive $0 allocation was provided on loans that remained in modified statusas they are fully guaranteed by the SBA and are subject to be forgiven under the CARES Act.SBA forgiveness criteria.

A loan is impaired when, based on current information and events, it is believed to be probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Loans for which the terms have been modified and a concession has been made, and for which the borrower is experiencing financial difficulties, are considered troubled debt restructurings and classified as impaired.
-11-

MACATAWA BANK CORPORATION
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Commercial and commercial real estate loans with relationship balances exceeding $500,000 and an internal risk grading of 6 or worse are evaluated for impairment. If a loan is impaired, a portion of the allowance is allocated and the loan is reported at the present value of estimated future cash flows using the loan’s existing interest rate or at the fair value of collateral, less estimated costs to sell, if repayment is expected solely from the collateral. Large groups of smaller balance homogeneous loans, such as consumer and residential real estate loans, are collectively evaluated for impairment and they are not separately identified for impairment disclosures.

Troubled debt restructurings are also considered impaired with impairment generally measured at the present value of estimated future cash flows using the loan’s effective rate at inception or using the fair value of collateral, less estimated costs to sell, if repayment is expected solely from the collateral.


-11-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Foreclosed Assets: Assets acquired through or instead of loan foreclosure, primarily other real estate owned, are initially recorded at fair value less estimated costs to sell when acquired, establishing a new cost basis. If fair value declines, a valuation allowance is recorded through expense. Costs after acquisition are expensed unless they add value to the property.

Income Taxes:Taxes: Income tax expense is the sum of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized.

The Company recognizes a tax position as a benefit only if it is "more“more likely than not"not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the "more“more likely than not"not” test, no tax benefit is recorded. The Company recognizes interest and penalties related to income tax matters in income tax expense.

Revenue Recognition:  The Company recognizes revenues as they are earned based on contractual terms, as transactions occur, or as services are provided and collectability is reasonably assured.  The Company’s primary source of revenue is interest income from the Bank’s loans and investment securities.  The Company also earns noninterest revenue from various banking services offered by the Bank.

Interest Income: The Company’s largest source of revenue is interest income which is primarily recognized on an accrual basis based on contractual terms written into loans and investment contracts.

Noninterest Revenue:  The Company derives the majority of its noninterest revenue from: (1) service charges for deposit related services, (2) gains related to mortgage loan sales, (3) trust fees and (4) debit and credit card interchange income.  Most of these services are transaction based and revenue is recognized as the related service is provided.

Derivatives:  Certain of the Bank’s commercial loan customers have entered into interest rate swap agreements directly with the Bank.  At the same time the Bank enters into a swap agreement with its customer, the Bank enters into a corresponding interest rate swap agreement with a correspondent bank at terms mirroring the Bank’s interest rate swap with its commercial loan customer.   This is known as a back-to-back swap agreement.  Under this arrangement the Bank has five2 freestanding interest rate swaps, each of which is carried at fair value.  As the terms mirror each other, there is no income statement impact to the Bank.  At September 30, 20202021 and December 31, 2019,2020, the total notional amount of such agreements was $149.8$143.2 million and $70.3$156.4 million, respectively, and resulted in a derivative asset with a fair value of $5.1$3.4 million and $1.8$4.2 million, respectively, which were included in other assets and a derivative liability of $5.1$3.4 million and $1.8$4.2 million, respectively, which were included in other liabilities.

Mortgage Banking DerivativesCommitments to fund mortgage loans (interest rate locks) to be sold into the secondary market and forward commitments for the future delivery of these mortgage loans are accounted for as derivatives not qualifying for hedge accounting.  Fair values of these mortgage derivatives are estimated based on changes in mortgage interest rates from the date the interest rate on the loan is locked.  The Bank enters into commitments to sell mortgage backed securities, which it later buys back in order to hedge its exposure to interest rate risk in its mortgage pipeline.  At times, the Bank also enters into forward commitments for the future delivery of mortgage loans when loans are closed but not yet sold, in order to hedge the change in interest rates resulting from its commitments to sell the loans.
Changes in the fair values of these interest rate lock and mortgage backed security and forward commitment derivatives are included in net gains on mortgage loans.  The fair value of interest rate lock commitments was $(28,000) at September 30, 2021 and $103,000 at December 31, 2020.  The fair value of mortgage backed security derivatives was $43,000 at September 30, 2021 and $(233,000) at December 31, 2020.

Reclassifications:  Some items in the prior periodyear financial statements were reclassified to conform to the current presentation.


-12-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


Adoption of New Standards:  On March 12, 2020, the Securities Exchange Commission finalized amendments to the definitions of “accelerated” and “large accelerated filer” definitions. The amendments increase the threshold criteria for meeting these categories and are effective on April 27, 2020.  Prior to these changes, the Company was designated as an “accelerated” filer as it had more than $75 million in public float but less than $700 million at the end of the Company’s most recent second quarter.  The rule change expands the definition of “smaller reporting companies” to include entities with public float of less than $700 million and less than $100 million in annual revenues in its most recent fiscal year.  The Company has met this expanded category of smaller reporting company at the June 30, 2020 measurement date and will no longer be considered an accelerated filer.  If the Company’s annual revenues exceed $100 million in a given fiscal year, its category will change back to “accelerated filer”.  The categorization of “accelerated” or “large accelerated filer” drives the requirement for a public company to obtain an auditor attestation of its internal control over financial reporting.  Smaller reporting companies also have additional time to file quarterly and annual financial statements.  All public companies are required to obtain and file annual financial statement audits, as well as provide management’s assertion on effectiveness of internal control over financial reporting, but the external auditor attestation of internal control over financial reporting is not required if a company is not an accelerated or large accelerated filer.  As the Bank has total assets exceeding $1.0 billion, it remains subject to FDICIA, which requires an auditor attestation of internal controls over the Bank’s regulatory financial reporting.  As such, other than the additional time provided to file quarterly and annual financial statements, this change did not significantly change the Company’s annual reporting and audit requirements.

Newly Issued Not Yet Effective StandardsFASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.  This ASU provides financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date by replacing the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.  The new guidance eliminates the probable initial recognition threshold and, instead, reflects an entity’s current estimate of all expected credit losses. The new guidance broadens the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually to include forecasted information, as well as past events and current conditions. There is no specified method for measuring expected credit losses, and an entity is allowed to apply methods that reasonably reflect its expectations of the credit loss estimate. Although an entity may still use its current systems and methods for recording the allowance for credit losses, under the new rules, the inputs used to record the allowance for credit losses generally will need to change to appropriately reflect an estimate of all expected credit losses and the use of reasonable and supportable forecasts. Additionally, credit losses on available-for-sale debt securities will now have to be presented as an allowance rather than as a write-down.


ASU No. 2019-10 Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) – Effective Datesupdated the effective date of this ASU for smaller reporting companies, such as the Company, to fiscal years beginning after December 15, 2022.  The Company selected a software vendor for applying this new ASU for Current Expected Credit Losses (“CECL”), began implementation of the software in the second quarter of 2018, completed integration during the third quarter of 2018 and ran parallel computations with both systems using the current GAAP incurred loss model in the fourth quarter of 2018.  The Company went live with this software beginning in January 2019 for its monthly incurred loss computations and began modeling the new current expected credit loss model assumptions to the allowance for loan losses computation.  InDuring 2019, 2020 and the second, third and fourth quartersfirst nine months of 2019,2021, the Company modeled the various methods prescribed in the ASU against the Company’s identified loan segments.  The Company anticipates continuing to run parallel computations and fine tune assumptions as it continues to evaluate the impact of adoption of the new standard.  The COVID-19 pandemic that broke out in the United States in the first quarter of 2020 and continued into 2021 may have a significant impact on allowance computations under the incurred loss model which wouldcould be amplified under the new standard.


-13-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 2 – SECURITIES

The amortized cost and fair value of securities at period-end were as follows (dollars in thousands):


 
Amortized
Cost
  
Gross
Unrealized
Gains
  
Gross
Unrealized
Losses
  
Fair
Value
  
Amortized
Cost
  
Gross
Unrealized
Gains
  
Gross
Unrealized
Losses
  
Fair
Value
 
September 30, 2020
         
September 30, 2021
            
Available for Sale
                     
U.S. Treasury and federal agency securities $59,606 $425 $(52) $59,979  $69,488  $85  $(701) $68,872 
U.S. Agency MBS and CMOs 60,110 1,629 (2) 61,737   64,353   691   (535)  64,509 
Tax-exempt state and municipal bonds 45,243 1,928 (1) 47,170   38,624   1,384   0   40,008 
Taxable state and municipal bonds 53,220 1,714 (20) 54,914   63,723   1,170   (300)  64,593 
Corporate bonds and other debt securities  5,933  195    6,128   3,396   97   0   3,493 
 $224,112 $5,891 $(75) $229,928  $239,584  $3,427  $(1,536) $241,475 
Held to Maturity
                         
Tax-exempt state and municipal bonds $91,394 $3,748 $ $95,142  $137,569  $2,890  $(47) $140,412 


 
Amortized
Cost
  
Gross
Unrealized
Gains
  
Gross
Unrealized
Losses
  
Fair
Value
  
Amortized
Cost
  
Gross
Unrealized
Gains
  
Gross
Unrealized
Losses
  
Fair
Value
 
December 31, 2019
         
December 31, 2020
            
Available for Sale
                     
U.S. Treasury and federal agency securities $74,839 $95 $(185) $74,749  $63,993  $287  $(170) $64,110 
U.S. Agency MBS and CMOs 45,795 474 (68) 46,201   63,652   1,376   (45)  64,983 
Tax-exempt state and municipal bonds 44,718 1,244  45,962   43,739   1,903   0   45,642 
Taxable state and municipal bonds 51,683 404 (65) 52,022   55,383   1,801   (7)  57,177 
Corporate bonds and other debt securities  6,263  55  (3)  6,315   4,731   189   0   4,920 
 $223,298 $2,272 $(321) $225,249  $231,498  $5,556  $(222) $236,832 
Held to Maturity
                         
Tax-exempt state and municipal bonds $82,720 $2,408 $ $85,128  $79,468  $3,778  $0  $83,246 


There were no0 sales of securities in the three and nine month periods ended September 30, 20202021 and 2019.2020.

Contractual maturities of debt securities at September 30, 20202021 were as follows (dollars in thousands):


 Held–to-Maturity Securities  Available-for-Sale Securities  Held–to-Maturity Securities  Available-for-Sale Securities 
 
Amortized
Cost
  
Fair
Value
  
Amortized
Cost
  
Fair
Value
  
Amortized
Cost
  
Fair
Value
  
Amortized
Cost
  
Fair
Value
 
Due in one year or less $28,636 $28,833 $34,257 $34,479  $31,503  $31,569  $22,681  $22,881 
Due from one to five years 29,384 30,567 64,101 66,323   69,127   70,077   66,771   68,448 
Due from five to ten years 14,749 16,076 68,427 70,321   19,359   20,425   87,960   87,899 
Due after ten years  18,625  19,666  57,327  58,805   17,580   18,341   62,172   62,247 
 $91,394 $95,142 $224,112 $229,928  $137,569  $140,412  $239,584  $241,475 


-14-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 2 – SECURITIES (Continued)


Securities with unrealized losses at September 30, 20202021 and December 31, 2019,2020, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows (dollars in thousands):


 Less than 12 Months  12 Months or More  Total  Less than 12 Months  12 Months or More  Total 
September 30, 2020
 
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
 
September 30, 2021
 
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
 
Available for Sale
                               
U.S. Treasury and federal agency securities
 $12,948 $(52) $ $ $12,948 $(52) $53,249  $(655) $4,953  $(46) $58,202  $(701)
U.S. Agency MBS and CMOs 1,971 (2)   1,971 (2)  34,332   (510)  1,563   (25)  35,895   (535)
Tax-exempt state and municipal bonds 755 (1)   755 (1)  250   0   0   0   250   0 
Taxable state and municipal bonds 3,343 (20)   3,343 (20)  21,919   (285)  490   (15)  22,409   (300)
Corporate bonds and other debt securities               0   0   0   0   0   0 
Total $19,017 $(75) $ $ $19,017 $(75) $109,750  $(1,450) $7,006  $(86) $116,756  $(1,536)
                                     
Held to Maturity
                                           
Tax-exempt state and municipal bonds $ $ $ $ $ $  $20,390  $(47) $0  $0  $20,390  $(47)


 Less than 12 Months  12 Months or More  Total  Less than 12 Months  12 Months or More  Total 
December 31, 2019
 
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
 
December 31, 2020
 
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
  
Fair
Value
  
Unrealized
Loss
 
Available for Sale
                               
U.S. Treasury and federal agency securities $15,009 $(97) $27,026 $(87) $42,035 $(184) $22,830  $(170) $0  $0  $22,830  $(170)
U.S. Agency MBS and CMOs 19,117 (56) 1,196 (12) 20,313 (68)  9,299   (45)  0   0   9,299   (45)
Tax-exempt state and municipal bonds 319    319    0   0   0   0   0   0 
Taxable state and municipal bonds 8,569 (57) 2,981 (9) 11,550 (66)  2,336   (7)  0   0   2,336   (7)
Corporate bonds and other debt securities  932    852  (3)  1,784  (3)  0   0   0   0   0   0 
Total temporarily impaired $43,946 $(210) $32,055 $(111) $76,001 $(321)
Total $34,465  $(222) $0  $0  $34,465  $(222)
                                     
Held to Maturity
                                           
Tax-exempt state and municipal bonds $ $ $ $ $ $  $0  $0  $0  $0  $0  $0 


Other-Than-Temporary-Impairment

Management evaluates securities for other-than-temporary impairment ("OTTI"(“OTTI”) at least on a quarterly basis, and more frequently when economic or market conditions warrant such an evaluation. At September 30, 2020, 162021, 88 securities available for sale with fair values totaling $19.0$116.8 million had unrealized losses totaling $75,000.$1.5 million.  At September 30, 2020, there were no2021, 7 securities held to maturity whichwith fair values totaling $20.4 million had unrealized losses.losses totaling $47,000.  Management has the intent and ability to hold the securities classified as held to maturity until they mature, at which time the Company will receive full value for the securities.  In addition, management believes it is more likely than not that the Company will not be required to sell any of its investment securities before a recovery of cost.  Management determined that the unrealized losses for the three and nine month periods ended September 30, 20202021 and 20192020 were attributable to changes in interest rates and not due to credit quality.  As such, no0 OTTI charges were necessary during each period.

Securities with a carrying value of approximately $6.1$5.0 million and $3.0$6.1 million were pledged as security for public deposits, letters of credit and for other purposes required or permitted by law at September 30, 20202021 and December 31, 2019,2020, respectively.


-15-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



NOTE 3 – LOANS



Portfolio loans were as follows (dollars in thousands):

  
September 30,
2020
  
December 31,
2019
 
Commercial and industrial:      
Commercial and industrial, excluding PPP $413,702  $499,572 
Paycheck protection program (PPP)  339,216    
Total commercial and industrial  752,918   499,572 
Commercial real estate:        
Residential developed  10,072   14,705 
Vacant and unimproved  45,534   41,796 
Commercial development  605   665 
Residential improved  117,202   130,861 
Commercial improved  273,355   292,799 
Manufacturing and industrial  112,155   117,632 
Total commercial real estate  558,923   598,458 
Consumer        
Residential mortgage  164,818   211,049 
Unsecured  189   274 
Home equity  61,276   70,936 
Other secured  4,211   5,338 
Total consumer  230,494   287,597 
Total loans  1,542,335   1,385,627 
Allowance for loan losses  (16,558)  (17,200)
  $1,525,777  $1,368,427 

Included in commercial and industrial loans at September 30, 2020 are $339.2 million in loans issued under the PPP. This program was created by the CARES Act in March 2020 to support businesses through the COVID-19 pandemic.  Under the program, borrowers who use the funds for payroll and certain other expenses are eligible to have the loan balances forgiven by the SBA.  Applications for forgiveness can be submitted to the Bank beginning 8 weeks after loan disbursement.  The loans are 100% guaranteed by the SBA.  We expect the majority of PPP loans to qualify for and receive forgiveness from the SBA by early 2021.  This expectation is subject to change due to borrower behavior, changing SBA requirements and processes related to loan forgiveness and other relevant factors.


  
September 30,
2021
  
December 31,
2020
 
Commercial and industrial:      
Commercial and industrial, excluding PPP $356,812  $436,331 
PPP  77,571   229,079 
Total commercial and industrial  434,383   665,410 
Commercial real estate:        
Residential developed  6,184   8,549 
Unsecured to residential developers  19   0 
Vacant and unimproved  36,616   47,122 
Commercial development  403   857 
Residential improved  100,608   114,392 
Commercial improved  267,910   266,006 
Manufacturing and industrial  115,470   115,247 
Total commercial real estate  527,210   552,173 
Consumer:        
Residential mortgage  119,106   149,556 
Unsecured  103   161 
Home equity  52,127   57,975 
Other secured  3,684   4,056 
Total consumer  175,020   211,748 
Total loans  1,136,613   1,429,331 
Allowance for loan losses  (16,532
)
  (17,408
)
  $1,120,081  $1,411,923 


-16-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)


Activity in the allowance for loan losses by portfolio segment was as follows (dollars in thousands):


Three months ended September 30, 2020
 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $5,431  $7,262  $3,138  $24  $15,855 
Charge-offs        (24)     (24)
Recoveries  22   168   37      227 
Provision for loan losses  513   237   (242)  (8)  500 
Ending Balance $5,966  $7,667  $2,909  $16  $16,558 


Three months ended September 30, 2019
 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $7,231  $6,309  $3,296  $50  $16,886 
Charge-offs        (48)     (48)
Recoveries  233   51   23      307 
Provision for loan losses  23   105   (105)  (23)   
Ending Balance $7,487  $6,465  $3,166  $27  $17,145 

Nine months ended September 30, 2020
 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Three months ended September 30, 2021 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $7,658 $6,521 $3,009 $12 $17,200  $5,206  $8,740  $2,856  $4  $16,806 
Charge-offs (1,192) (2,957) (97)  (4,246)  0   0   (22)  0   (22)
Recoveries 124 1,159 121  1,404   265   11   22   0   298 
Provision for loan losses  (624)  2,944  (124)  4  2,200   (259)  (250)  (68)  27   (550)
Ending Balance $5,966 $7,667 $2,909 $16 $16,558  $5,212  $8,501  $2,788  $31  $16,532 

Nine months ended September 30, 2019
 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $6,856  $6,544  $3,449  $27  $16,876 
Charge-offs     (132)  (114)     (246)
Recoveries  510   342   113      965 
Provision for loan losses  121   (289)  (282)     (450)
Ending Balance $7,487  $6,465  $3,166  $27  $17,145 



Three months ended September 30, 2020 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $5,431  $7,262  $3,138  $24  $15,855 
Charge-offs  0  0  (24)  0   (24)
Recoveries  22   168   37   0   227 
Provision for loan losses  513  237   (242)  (8)  500 
Ending Balance $5,966  $7,667  $2,909  $16  $16,558 


Nine months ended September 30, 2021 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $6,632  $7,999  $2,758  $19  $17,408 
Charge-offs  0   0   (102)  0   (102)
Recoveries  320   122   84   0   526 
Provision for loan losses  (1,740)  380   48   12  (1,300)
Ending Balance $5,212  $8,501  $2,788  $31  $16,532 


Nine months ended September 30, 2020 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Beginning balance $7,658  $6,521  $3,009  $12  $17,200 
Charge-offs  (1,192)  (2,957)  (97)  0   (4,246)
Recoveries  124   1,159   121   0   1,404 
Provision for loan losses  (624)  2,944   (124)  4   2,200 
Ending Balance $5,966  $7,667  $2,909  $16  $16,558 




-17-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)

The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method (dollars in thousands):


September 30, 2020
 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Allowance for loan losses:               
Ending allowance attributable to loans:               
Individually reviewed for impairment $660  $26  $330  $  $1,016 
Collectively evaluated for impairment  5,306   7,641   2,579   16   15,542 
Total ending allowance balance $5,966  $7,667  $2,909  $16  $16,558 
Loans:                    
Individually reviewed for impairment $2,803  $2,175  $4,356  $  $9,334 
Collectively evaluated for impairment  750,115   556,748   226,138      1,533,001 
Total ending loans balance $752,918  $558,923  $230,494  $  $1,542,335 


December 31, 2019
 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
September 30, 2021 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Allowance for loan losses:                          
Ending allowance attributable to loans:                          
Individually reviewed for impairment $1,213 $32 $379 $ $1,624  $303  $10  $261  $0  $574 
Collectively evaluated for impairment  6,445  6,489  2,630  12  15,576   4,909   8,491   2,527   31   15,958 
Total ending allowance balance $7,658 $6,521 $3,009 $12 $17,200  $5,212  $8,501  $2,788  $31  $16,532 
Loans:                               
Individually reviewed for impairment $5,797 $2,928 $5,140 $ $13,865  $969  $1,165  $3,296  $0  $5,430 
Collectively evaluated for impairment  493,775  595,530  282,457    1,371,762   433,414   526,045   171,724   0   1,131,183 
Total ending loans balance $499,572 $598,458 $287,597 $ $1,385,627  $434,383  $527,210  $175,020  $0  $1,136,613 


December 31, 2020 
Commercial
and
Industrial
  
Commercial
Real Estate
  Consumer  Unallocated  Total 
Allowance for loan losses:               
Ending allowance attributable to loans:               
Individually reviewed for impairment $587  $313  $310  $0  $1,210 
Collectively evaluated for impairment  6,045   7,686   2,448   19   16,198 
Total ending allowance balance $6,632  $7,999  $2,758  $19  $17,408 
Loans:                    
Individually reviewed for impairment $3,957  $2,613  $4,049  $0  $10,619 
Collectively evaluated for impairment  661,453   549,560   207,699   0   1,418,712 
Total ending loans balance $665,410  $552,173  $211,748  $0  $1,429,331 


-18-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)

The following table presents loans individually evaluated for impairment by class of loans as of September 30, 20202021 (dollars in thousands):


September 30, 2020
 
Unpaid
Principal
Balance
  
Recorded
Investment
  
Allowance
Allocated
 
With no related allowance recorded:         
Commercial and industrial $168  $168  $ 
Commercial real estate:            
Residential improved  120   120    
Commercial improved  1,290   1,290    
   1,410   1,410    
Consumer         
Total with no related allowance recorded $1,578  $1,578  $ 
With an allowance recorded:            
Commercial and industrial $2,635  $2,635  $660 
Commercial real estate:            
Residential developed  70   70   3 
Commercial improved  350   350   13 
Manufacturing and industrial  345   345   10 
   765   765   26 
Consumer:            
Residential mortgage  3,784   3,784   286 
Unsecured  142   142   11 
Home equity  406   406   31 
Other secured  24   24   2 
   4,356   4,356   330 
Total with an allowance recorded $7,756  $7,756  $1,016 
Total $9,334  $9,334  $1,016 


September 30, 2021 
Unpaid
Principal
Balance
  
Recorded
Investment
  
Allowance
Allocated
 
With no related allowance recorded:         
Commercial and industrial $72  $72  $ 
Commercial real estate:            
Residential improved  42   42    
Commercial improved  929   929    
   971   971    
Consumer  0   0    
Total with no related allowance recorded $1,043  $1,043  $ 
             
With an allowance recorded:            
Commercial and industrial $897  $897  $303 
Commercial real estate:            
Commercial improved  0   0   0 
Manufacturing and industrial  194   194   10 
   194   194   10 
Consumer:            
Residential mortgage  2,944   2,944   233 
Unsecured  84   84   7 
Home equity  267   267   21 
Other secured  1   1   0 
   3,296   3,296   261 
Total with an allowance recorded $4,387  $4,387  $574 
Total $5,430  $5,430  $574 


-19-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)


The following table presents loans individually evaluated for impairment by class of loans as of December 31, 20192020 (dollars in thousands):

December 31, 2019
 
Unpaid
Principal
Balance
  
Recorded
Investment
  
Allowance
Allocated
 
With no related allowance recorded:         
Commercial and industrial $180  $180  $ 
Commercial real estate:            
Vacant and unimproved  130   130    
Residential improved  377   377    
Commercial improved  1,380   1,380    
   1,887   1,887    
Consumer         
Total with no related allowance recorded $2,067  $2,067  $ 
With an allowance recorded:            
Commercial and industrial $5,617  $5,617  $1,213 
Commercial real estate:            
Residential developed  76   76   3 
Residential improved  28   28   2 
Commercial improved  578   578   16 
Manufacturing and industrial  359   359   11 
   1,041   1,041   32 
Consumer:            
Residential mortgage  4,242   4,242   313 
Unsecured  198   198   14 
Home equity  677   677   50 
Other secured  23   23   2 
   5,140   5,140   379 
Total with an allowance recorded $11,798  $11,798  $1,624 
Total $13,865  $13,865  $1,624 



December 31, 2020 
Unpaid
Principal
Balance
  
Recorded
Investment
  
Allowance
Allocated
 
With no related allowance recorded:         
Commercial and industrial $156  $156  $ 
Commercial real estate:            
Residential improved  107   107    
Commercial improved  714   714    
   821   821    
Consumer  0   0    
Total with no related allowance recorded $977  $977  $ 
             
With an allowance recorded:            
Commercial and industrial $3,801  $3,801  $587 
Commercial real estate:            
Residential developed  67   67   3 
Commercial improved  1,524   1,524   301 
Manufacturing and industrial  201   201   9 
   1,792   1,792   313 
Consumer:            
Residential mortgage  3,484   3,484   266 
Unsecured  123   123   10 
Home equity  419   419   32 
Other secured  23   23   2 
   4,049   4,049   310 
Total with an allowance recorded $9,642  $9,642  $1,210 
Total $10,619  $10,619  $1,210 




-20-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)

The following table presents information regarding average balances of impaired loans and interest recognized on impaired loans for the three and nine month periods ended September 30, 20202021 and 20192020 (dollars in thousands):

 
Three
Months
Ended
September 30,
2020
  
Three
Months
Ended
September 30,
2019
  
Nine
Months
Ended
September 30,
2020
  
Nine
Months
Ended
September 30,
2019
 
Average of impaired loans during the period:            
Commercial and industrial $2,208  $3,781  $4,362  $5,304 
Commercial real estate:                
Residential developed  71   146   72   161 
Vacant and unimproved     62      107 
Residential improved  168   538   211   421 
Commercial improved  1,650   2,071   4,652   2,187 
Manufacturing and industrial  347   366   352   372 
Consumer  4,441   5,599   4,687   5,900 
Interest income recognized during impairment:                
Commercial and industrial  23   174   303   692 
Commercial real estate  33   45   193   141 
Consumer  41   70   153   210 
Cash-basis interest income recognized                
Commercial and industrial  13   160   298   707 
Commercial real estate  33   48   218   149 
Consumer  43   71   148   210 



  
Three
Months
Ended
September 30,
2021
  
Three
Months
Ended
September 30,
2020
  
Nine
Months
Ended
September 30,
2021
  
Nine
Months
Ended
September 30,
2020
 
Average of impaired loans during the period:            
Commercial and industrial $749  $2,208  $2,417  $4,362 
Commercial real estate:                
Residential developed  0   71   15   72 
Residential improved  18   168   46   211 
Commercial improved  1,349   1,650   1,909   4,652 
Manufacturing and industrial  195   347   197   352 
Consumer  3,362   4,441   3,641   4,687 
Interest income recognized during impairment:                
Commercial and industrial  40   23   336   303 
Commercial real estate  22   33   88   193 
Consumer  28   41   97   153 
Cash-basis interest income recognized                
Commercial and industrial  37   13   356   298 
Commercial real estate  22   33   88   218 
Consumer  30   43   98   148 


-21-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)


Nonaccrual loans include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans.  The following tables present the recorded investment in nonaccrual and loans past due over 90 days still on accrual by class of loans as of September 30, 20202021 and December 31, 2019 (dollars in thousands):2020:


September 30, 2020
 Nonaccrual  
Over 90
days
Accruing
 
Commercial and industrial $  $ 
Commercial real estate:        
Residential improved  97    
   97    
Consumer:        
Residential mortgage  98    
   98    
Total $195  $ 


December 31, 2019
 Nonaccrual  
Over 90 days
Accruing
 
September 30, 2021 Nonaccrual  
Over 90
days
Accruing
 
Commercial and industrial $ $  $0  $0 
Commercial real estate:             
Residential improved  98     5   0 
Commercial improved  327   0 
  98     332   0 
Consumer:             
Residential mortgage  105     88   0 
  105     88   0 
Total $203 $  $420  $0 


December 31, 2020 Nonaccrual  
Over 90 days
Accruing
 
Commercial and industrial $0  $0 
Commercial real estate:        
Residential improved  87   0 
Commercial improved  351   0 
   438   0 
Consumer:        
Residential mortgage  95   0 
   95   0 
Total $533  $0 


-22-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)


The following table presents the aging of the recorded investment in past due loans as of September 30, 20202021 and December 31, 20192020 by class of loans (dollars in thousands):


September 30, 2020
 
30-90
Days
  
Greater Than
90 Days
  
Total
Past Due
  
Loans Not
Past Due
  Total 
Commercial and industrial $65  $  $65  $752,853  $752,918 
Commercial real estate:                    
Residential developed           10,072   10,072 
Vacant and unimproved           45,534   45,534 
Commercial development           605   605 
Residential improved     97   97   117,105   117,202 
Commercial improved  161      161   273,194   273,355 
Manufacturing and industrial           112,155   112,155 
   161   97   258   558,665   558,923 
Consumer:                    
Residential mortgage     97   97   164,721   164,818 
Unsecured           189   189 
Home equity  104      104   61,172   61,276 
Other secured           4,211   4,211 
   104   97   201   230,293   230,494 
Total $330  $194  $524  $1,541,811  $1,542,335 


December 31, 2019
 
30-90
Days
  
Greater Than
90 Days
  
Total
Past Due
  
Loans Not
Past Due
  Total 
September 30, 2021 
30-90
Days
  
Greater Than
90 Days
  
Total
Past Due
  
Loans Not
Past Due
  Total 
Commercial and industrial $ $ $ $499,572 $499,572  $0  $0  $0  $434,383  $434,383 
Commercial real estate:                               
Residential developed    14,705 14,705   0   0   0   6,184   6,184 
Unsecured to residential developers  0   0   0   19   19 
Vacant and unimproved    41,796 41,796   0   0   0   36,616   36,616 
Commercial development    665 665   0   0   0   403   403 
Residential improved 171 15 186 130,675 130,861   0   5   5   100,603   100,608 
Commercial improved 103  103 292,696 292,799   344   0   344   267,566   267,910 
Manufacturing and industrial        117,632  117,632   0   0   0   115,470   115,470 
  274  15  289  598,169  598,458   344   5   349   526,861   527,210 
Consumer:                               
Residential mortgage 2 103 105 210,944 211,049   0   87   87   119,019   119,106 
Unsecured    274 274   0   0   0   103   103 
Home equity 8  8 70,928 70,936   0   0   0   52,127   52,127 
Other secured  3    3  5,335  5,338   1   0   1   3,683   3,684 
  13  103  116  287,481  287,597   1   87   88   174,932   175,020 
Total $287 $118 $405 $1,385,222 $1,385,627  $345  $92  $437  $1,136,176  $1,136,613 


December 31, 2020 
30-90
Days
  
Greater Than
90 Days
  
Total
Past Due
  
Loans Not
Past Due
  Total 
Commercial and industrial $45  $0  $45  $665,365  $665,410 
Commercial real estate:                    
Residential developed  0   0   0   8,549   8,549 
Unsecured to residential developers  0   0   0   0   0 
Vacant and unimproved  0   0   0   47,122   47,122 
Commercial development  0   0   0   857   857 
Residential improved  0   87   87   114,305   114,392 
Commercial improved  353   0   353   265,653   266,006 
Manufacturing and industrial  0   0   0   115,247   115,247 
   353   87   440   551,733   552,173 
Consumer:                    
Residential mortgage  0   94   94   149,462   149,556 
Unsecured  0   0   0   161   161 
Home equity  0   0   0   57,975   57,975 
Other secured  2   0   2   4,054   4,056 
   2   94   96   211,652   211,748 
Total $400  $181  $581  $1,428,750  $1,429,331 


-23-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)



The Company had allocated $1,016,000$574,000 and $1,624,000$1,210,000 of specific reserves to customers whose loan terms have been modified in troubled debt restructurings (“TDRs”) as of September 30, 20202021 and December 31, 2019,2020, respectively.  These loans may have involved the restructuring of terms to allow customers to mitigate the risk of foreclosure by meeting a lower loan payment requirement based upon their current cash flow.  These may also include loans that renewed at existing contractual rates, but below market rates for comparable credit.  The Company has been active at utilizing these programs and working with its customers to reduce the risk of foreclosure.  For commercial loans, these modifications typically include an interest only period and, in some cases, a lowering of the interest rate on the loan.  In some cases, the modification will include separating the note into two2 notes with the first note structured to be supported by current cash flows and collateral, and the second note made for the remaining unsecured debt.  The second note is charged off immediately and collected only after the first note is paid in full.  This modification type is commonly referred to as an A-B note structure.  For consumer mortgage loans, the restructuring typically includes a lowering of the interest rate to provide payment and cash flow relief.  For each restructuring, a comprehensive credit underwriting analysis of the borrower’s financial condition and prospects of repayment under the revised terms is performed to assess whether the structure can be successful and that cash flows will be sufficient to support the restructured debt.  An analysis is also performed to determine whether the restructured loan should be on accrual status.  Generally, if the loan is on accrual at the time of restructure, it will remain on accrual after the restructuring.  In some cases, a nonaccrual loan may be placed on accrual at restructuring if the loan’s actual payment history demonstrates it would have cash flowed under the restructured terms.  After six6 consecutive payments under the restructured terms, a nonaccrual restructured loan is reviewed for possible upgrade to accruing status.



In situations where there is a subsequent modification or renewal and the loan is brought to market terms, including a contractual interest rate not less than a market interest rate for new debt with similar credit risk characteristics, the TDR and impaired loan designations may be removed.  In addition, the TDR designation may also be removed from loans modified under an A-B note structure.  If the remaining “A” note is at a market rate at the time of restructuring (taking into account the borrower’s credit risk and prevailing market conditions), the loan can be removed from TDR designation in a subsequent calendar year after six months of performance in accordance with the new terms.  The market rate relative to the borrower’s credit risk is determined through analysis of market pricing information gathered from peers and use of a loan pricing model.  The general objective of the model is to achieve a consistent return on equity from one credit to the next, taking into consideration differences in credit risk.  In the model, credits with higher risk receive a higher potential loss allocation, and therefore require a higher interest rate to achieve the target return on equity.



As with other impaired loans, an allowance for loan loss is estimated for each TDR based on the most likely source of repayment for each loan.  For impaired commercial real estate loans that are collateral dependent, the allowance is computed based on the fair value of the underlying collateral, less estimated costs to sell.  For impaired commercial loans where repayment is expected from cash flows from business operations, the allowance is computed based on a discounted cash flow computation.  Certain groups of TDRs, such as residential mortgages, have common characteristics and for them the allowance is computed based on a discounted cash flow computation on the change in weighted rate for the pool.  The allowance allocations for commercial TDRs where we have reduced the contractual interest rate are computed by measuring cash flows using the new payment terms discounted at the original contractual rate.



The following table presents information regarding troubled debt restructurings as of September 30, 20202021 and December 31, 20192020 (dollars in thousands):

  September 30, 2020  December 31, 2019 
  
Number of
Loans
  
Outstanding
Recorded
Balance
  
Number of
Loans
  
Outstanding
Recorded
Balance
 
Commercial and industrial  7  $2,803   7  $5,797 
Commercial real estate  13   2,175   15   2,770 
Consumer  62   4,356   69   5,140 
   82  $9,334   91  $13,707 
In late March 2020, the federal banking regulators issued guidance that modifications made to a borrower affected by the COVID-19 pandemic and governmental shutdown orders does not need to be identified as a TDR if the loan was current at the time a modification plan was implemented.  Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that such modifications made on loans that were current as of December 31, 2019 are not TDRs.  As of September 30, 2020, the Bank had applied this guidance and had made 726 such modifications with principal balances totaling $337.2 million.  The Bank continues to follow the guidance issued by the banking regulators in making any TDR determinations.  At September 30, 2020, there were 26 such loans still in their modification period, totaling $79.9 million.


  September 30, 2021  December 31, 2020 
  
Number of
Loans
  
Outstanding
Recorded
Balance
  
Number of
Loans
  
Outstanding
Recorded
Balance
 
Commercial and industrial  5  $969   7  $3,957 
Commercial real estate  6   1,165   9   1,439 
Consumer  48   3,296   60   4,049 
   59  $5,430   76  $9,445 


-24-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)



The following table presents information related to accruing troubled debt restructuringsTDRs as of September 30, 20202021 and December 31, 2019.2020.  The table presents the amount of accruing troubled debt restructurings that were on nonaccrual status prior to the restructuring, accruing at the time of restructuring and those that were upgraded to accruing status after receiving six consecutive monthly payments in accordance with the restructured terms as of each period reported (dollars in thousands):

  
September 30,
2020
  
December 31,
2019
 
Accruing TDR - nonaccrual at restructuring $  $ 
Accruing TDR - accruing at restructuring  6,884   8,295 
Accruing TDR - upgraded to accruing after six consecutive payments  2,353   5,314 
  $9,237  $13,609 



  
September 30,
2021
  
December 31,
2020
 
Accruing TDR - nonaccrual at restructuring $0  $0 
Accruing TDR - accruing at restructuring  4,554   5,479 
Accruing TDR - upgraded to accruing after six consecutive payments  544   3,529 
  $5,098  $9,008 



There were no troubled debt restructurings0 TDRs executed during the three month periods ended September 30, 2020 and 2019.  The following tables present information regarding troubled debt restructurings executed during the nine month periods ended September 30, 2021.  There were 0 TDRs executed during the three month period ended September 30, 2020 and 2019 (dollars in thousands):2 consumer TDRs totaling $30,000 executed during the nine month period ended September 30, 2020.

  Nine Months Ended September 30, 2020  Nine Months Ended September 30, 2019 
  
# of
Loans
  
Pre-TDR
Balance
  
Writedown
Upon
TDR
  
# of
Loans
  
Pre-TDR
Balance
  
Writedown
Upon
TDR
 
Commercial and industrial    $  $     $  $ 
Commercial real estate                  
Consumer  2   30      1   24    
   2  $30  $   1  $24  $ 




According to the accounting standards, not all loan modifications are TDRs.  TDRs are modifications or renewals where the Company has granted a concession to a borrower in financial distress.  The Company reviews all modifications and renewals for determination of TDR status.  In some situations a borrower may be experiencing financial distress, but the Company does not provide a concession.  These modifications are not considered TDRs.  In other cases, the Company might provide a concession, such as a reduction in interest rate, but the borrower is not experiencing financial distress.  This could be the case if the Company is matching a competitor’s interest rate.  These modifications would also not be considered TDRs.  Finally, any renewals at existing terms for borrowers not experiencing financial distress would not be considered TDRs.  As with other loans not considered TDR or impaired, allowance allocations are based on the historical based allocation for the applicable loan grade and loan class.



Payment defaults on TDRs have been minimal and during the three and nine month periods ended September 30, 20202021 and 2019,2020, the balance of loans that became delinquent by more than 90 days past due or that were transferred to nonaccrual within 12 months of restructuring were not material.



In late March 2020, the federal banking regulators issued guidance that modifications made to a borrower affected by the COVID-19 pandemic and governmental shutdown orders do not need to be identified as a TDR if the loan was current at the time a modification plan was implemented.  Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that such modifications made on loans that were current as of December 31, 2019 are not TDRs.  On December 27, 2020, President Trump signed another COVID-19 relief bill that extends this guidance until the earlier of January 1, 2022 or 60 days after the national emergency termination date.  Through September 30, 2021, the Bank had applied this guidance and had made 726 such modifications with principal balances totaling $337.2 million.  The Bank continues to follow the guidance issued by the banking regulators in making any TDR determinations.  At September 30, 2021, there were 0 such loans still in their modification period.


-25-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)


Credit Quality Indicators:   The Company categorizes loans into risk categories based on relevant information about the ability of the borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information and current economic trends, among other factors.  The Company analyzes commercial loans individually and classifies these relationships by credit risk grading.  The Company uses an eight8 point grading system, with grades 5 through 8 being considered classified, or watch, credits.  All commercial loans are assigned a grade at origination, at each renewal or any amendment.  When a credit is first downgraded to a watch credit (either through renewal, amendment, loan officer identification or the loan review process), an Administrative Loan Review (“ALR”) is generated by the credit department and the loan officer.  All watch credits have an ALR completed quarterly which analyzes the collateral position and cash flow of the borrower and its guarantors.  Management meets quarterly with loan officers to discuss each of these credits in detail and to help formulate solutions where progress has stalled.  When necessary, the loan officer proposes changes to the assigned loan grade as part of the ALR.  Additionally, Loan Review reviews all loan grades upon origination, renewal or amendment and again as loans are selected though the loan review process.  The credit will stay on the ALR until either its grade has improved to a 4 or the credit relationship is at a zero balance.  The Company uses the following definitions for the risk grades:



1. Excellent - Loans supported by extremely strong financial condition or secured by the Bank’s own deposits. Minimal risk to the Bank and the probability of serious rapid financial deterioration is extremely small.



2. Above Average - Loans supported by sound financial statements that indicate the ability to repay or borrowings secured (and margined properly) with marketable securities. Nominal risk to the Bank and probability of serious financial deterioration is highly unlikely. The overall quality of these credits is very high.



3. Good Quality - Loans supported by satisfactory asset quality and liquidity, good debt capacity coverage, and good management in all critical positions. Loans are secured by acceptable collateral with adequate margins. There is a slight risk of deterioration if adverse market conditions prevail.



4. Acceptable Risk - Loans carrying an acceptable risk to the Bank, which may be slightly below average quality. The borrower has limited financial strength with considerable leverage. There is some probability of deterioration if adverse market conditions prevail. These credits should be monitored closely by the Relationship Manager.



5. Marginally Acceptable - Loans are of marginal quality with above normal risk to the Bank. The borrower shows acceptable asset quality but very little liquidity with high leverage. There is inconsistent earning performance without the ability to sustain adverse market conditions. The primary source of repayment is questionable, but the secondary source of repayment still remains an option. Very close attention by the Relationship Manager and management is needed.



6. Substandard - Loans are inadequately protected by the net worth and paying capacity of the borrower or the collateral pledged. The primary and secondary sources of repayment are questionable. Heavy debt condition may be evident and volume and earnings deterioration may be underway. It is possible that the Bank will sustain some loss if the deficiencies are not immediately addressed and corrected.



7. Doubtful - Loans supported by weak or no financial statements, as well as the ability to repay the entire loan, are questionable. Loans in this category are normally characterized less than adequate collateral, insolvent, or extremely weak financial condition. A loan classified doubtful has all the weaknesses inherent in one classified substandard with the added characteristic that the weaknesses makes collection or liquidation in full highly questionable. The possibility of loss is extremely high, however, activity may be underway to minimize the loss or maximize the recovery.



8. Loss - Loans are considered uncollectible and of little or no value as a bank asset.

-26-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 3 – LOANS (Continued)

As of September 30, 20202021 and December 31, 2019,2020, the risk grade category of commercial loans by class of loans were as follows (dollars in thousands):


September 30, 2020
  1   2   3   4   5   6   7   8  Total 
Commercial and industrial $354,130  $17,582  $98,304  $270,928  $8,986  $2,988  $  $  $752,918 
Commercial real estate:                                    
Residential developed        132   9,940               10,072 
Vacant and unimproved     4,221   10,708   29,078   1,527            45,534 
Commercial development        309   296               605 
Residential improved        26,426   90,445   234      97      117,202 
Commercial improved     6,494   62,472   195,275   8,764   350         273,355 
Manufacturing & industrial        33,965   74,400   3,790            112,155 
  $354,130  $28,297  $232,316  $670,362  $23,301  $3,338  $97  $  $1,311,841 


December 31, 2019
  1   2   3   4   5   6   7   8  Total 
September 30, 2021
 1
  2
  3
  4
  5
  6
  7
  8
  Total 
Commercial and industrial $15,000 $11,768 $158,851 $290,267 $17,664 $6,022 $ $ $499,572  $92,615  $13,376  $94,433  $230,163  $2,862  $934  $0  $0  $434,383 
                                    
Commercial real estate:                                                       
Residential developed   312 14,393     14,705   0   0   0   6,184   0   0   0   0   6,184 
Unsecured to residential developers  0   0   19   0   0   0   0   0   19 
Vacant and unimproved  9,201 8,085 22,819 1,691    41,796   0   1,791   9,028   25,797   0   0   0   0   36,616 
Commercial development   79 586     665   0   0   220   183   0   0   0   0   403 
Residential improved   20,142 109,932 518 171 98  130,861   0      22,774   77,705   124   0   5   0   100,608 
Commercial improved  6,893 67,915 213,790 3,847 354   292,799   0   13,713   64,208   182,085   7,577   0   327   0   267,910 
Manufacturing & industrial    2,404  36,401  77,435  1,392        117,632   0   3,563   42,672   66,440   2,795   0   0   0   115,470 
 $15,000 $30,266 $291,785 $729,222 $25,112 $6,547 $98 $ $1,098,030  $92,615  $32,443  $233,354  $588,557  $13,358  $934  $332  $0  $961,593 


December 31, 2020
 1
  2
  3  4
  5
  6
  7
  8
  Total 
Commercial and industrial $244,079  $14,896  $111,611  $276,728  $13,957  $4,139  $0  $0  $665,410 
                                     
Commercial real estate:                                    
Residential developed  0   0   0   8,549   0   0   0   0   8,549 
Vacant and unimproved  0   3,473   9,427   32,751   1,471   0   0   0   47,122 
Commercial development  0   0   302   555   0   0   0   0   857 
Residential improved  0   0   23,706   90,372   227   0   87   0   114,392 
Commercial improved  0   6,328   58,483   192,030   7,641   1,174   350   0   266,006 
Manufacturing & industrial  0   0   31,451   80,075   3,721   0   0   0   115,247 
  $244,079  $24,697  $234,980  $681,060  $27,017  $5,313  $437  $0  $1,217,583 



Commercial loans rated a 6 or worse per the Company’s internal risk rating system are considered substandard, doubtful or loss. Commercial loans classified as substandard or worse were as follows at period-end (dollars in thousands):

  
September 30,
2020
  
December 31,
2019
 
Not classified as impaired $591  $591 
Classified as impaired  2,844   6,054 
Total commercial loans classified substandard or worse $3,435  $6,645 



  
September 30,
2021
  
December 31,
2020
 
Not classified as impaired $263  $591 
Classified as impaired  1,003   5,159 
Total commercial loans classified substandard or worse $1,266  $5,750 



The Company considers the performance of the loan portfolio and its impact on the allowance for loan losses. For consumer loan classes, the Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following table presents the recorded investment in consumer loans based on payment activity (dollars in thousands):

September 30, 2020
 
Residential
Mortgage
  
Consumer
Unsecured
  
Home
Equity
  
Consumer
Other
 
Performing $164,721  $189  $61,276  $4,211 
Nonperforming  97          
Total $164,818  $189  $61,276  $4,211 


December 31, 2019
 
Residential
Mortgage
  
Consumer
Unsecured
  
Home
Equity
  
Consumer
Other
 
Performing $210,946  $274  $70,936  $5,338 
Nonperforming  103          
Total $211,049  $274  $70,936  $5,338 


September 30, 2021 
Residential
Mortgage
  
Consumer
Unsecured
  
Home
Equity
  
Consumer
Other
 
Performing $119,018  $103  $52,127  $3,684 
Nonperforming  88   0   0   0 
Total $119,106  $103  $52,127  $3,684 


December 31, 2020 
Residential
Mortgage
  
Consumer
Unsecured
  
Home
Equity
  
Consumer
Other
 
Performing $149,461  $161  $57,975  $4,056 
Nonperforming  95   0   0   0 
Total $149,556  $161  $57,975  $4,056 

-27-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 4 – OTHER REAL ESTATE OWNED
Other real estate owned was as follows (dollars in thousands):

  
Nine
Months Ended
September 30,
2020
  
Year
Ended
December 31,
2019
  
Nine
Months Ended
September 30,
2019
 
Beginning balance $3,112  $4,183  $4,183 
Additions, transfers from loans         
Proceeds from sales of other real estate owned  (92)  (589)  (340)
Valuation allowance reversal upon sale     (453)  (171)
Gain / (loss) on sales of other real estate owned     (29)  79 
   3,020   3,112   3,751 
Less: valuation allowance  (396)  (364)  (642)
Ending balance $2,624  $2,748  $3,109 

Activity in the valuation allowance was as follows (dollars in thousands):

  
Nine
Months Ended
September 30,
2020
  
Nine
Months Ended
September 30,
2019
 
Beginning balance $364  $803 
Additions charged to expense  32   10 
Reversals upon sale     (171)
Ending balance $396  $642 

-28-

MACATAWA BANK CORPORATION
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 5 – FAIR VALUE

ASC Topic 820, Fair Value Measurements and Disclosures, establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value include:



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



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



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

Investment Securities: The fair values of investment securities are determined by matrix pricing, which is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities'securities’ relationship to other benchmark quoted securities (Level 2 inputs).  The fair values of certain securities held to maturity are determined by computing discounted cash flows using observable and unobservable market inputs (Level 3 inputs).

Loans Held for Sale
: The fair value of loans held for sale is based upon binding quotes from third party investors (Level 2 inputs).

Impaired Loans: Loans identified as impaired are measured using one of three methods: the loan’s observable market price, the fair value of collateral or the present value of expected future cash flows.  For each period presented, no impaired loans were measured using the loan’s observable market price.  If an impaired loan has had a charge-off or if the fair value of the collateral is less than the recorded investment in the loan, we establish a specific reserve and report the loan as nonrecurring Level 3.  The fair value of collateral of impaired loans is generally based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value.

Other Real Estate Owned: Other real estate owned (OREO) properties are initially recorded at fair value, less estimated costs to sell when acquired, establishing a new cost basis.  Adjustments to OREO are measured at fair value, less costs to sell. Fair values are generally based on third party appraisals or realtor evaluations of the property. These appraisals and evaluations may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach.  Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available.  Such adjustments are usually significant and typically result in a Level 3 classification.  In cases where the carrying amount exceeds the fair value, less estimated costs to sell, an impairment loss is recognized through a valuation allowance, and the property is reported as nonrecurring Level 3.

Interest Rate Swaps: For interest rate swap agreements, we measure fair value utilizing pricing provided by a third-party pricing source that that uses market observable inputs, such as forecasted yield curves, and other unobservable inputs and accordingly, interest rate swap agreements are classified as Level 3.

-29--28-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 54 – FAIR VALUE (Continued)

Assets and liabilities measured at fair value on a recurring basis are summarized below (in thousands):
  
Fair
Value
  
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
  
Significant Other
Observable
Inputs
(Level 2)
  
Significant
Unobservable
Inputs
(Level 3)
 
September 30, 2020
            
U.S. Treasury and federal agency securities $59,979  $  $59,979  $ 
U.S. Agency MBS and CMOs  61,737      61,737    
Tax-exempt state and municipal bonds  47,170      47,170    
Taxable state and municipal bonds  54,914      54,914    
Corporate bonds and other debt securities  6,128      6,128    
Other equity securities  1,518      1,518    
Loans held for sale  3,508      3,508    
Interest rate swaps  5,080         5,080 
Interest rate swaps  (5,080)        (5,080)
                 
December 31, 2019
                
U.S. Treasury and federal agency securities $74,749  $  $74,749  $ 
U.S. Agency MBS and CMOs  46,201      46,201    
Tax-exempt state and municipal bonds  45,962      45,962    
Taxable state and municipal bonds  52,022      52,022    
Corporate bonds and other debt securities  6,315      6,315    
Other equity securities  1,481      1,481    
Loans held for sale  3,294      3,294    
Interest rate swaps  1,830         1,830 
Interest rate swaps  (1,830)        (1,830)


   
Fair
Value
  
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
  
Significant Other
Observable
Inputs
(Level 2)
  
Significant
Unobservable
Inputs
(Level 3)
 
September 30, 2021
            
U.S. Treasury and federal agency securities $68,872  $0  $68,872  $0 
U.S. Agency MBS and CMOs  64,509   0   64,509   0 
Tax-exempt state and municipal bonds  40,008   0   40,008   0 
Taxable state and municipal bonds  64,593   0   64,593   0 
Corporate bonds and other debt securities  3,493   0   3,493   0 
Other equity securities  1,484   0   1,484   0 
Loans held for sale  2,635   0   2,635   0 
Interest rate swaps  3,446   0   0   3,446 
Interest rate swaps  (3,446)  0   0   (3,446)
                 
December 31, 2020
                
Available for sale securities                
U.S. Treasury and federal agency securities $64,110  $0  $64,110  $0 
U.S. Agency MBS and CMOs  64,983   0   64,983   0 
Tax-exempt state and municipal bonds  45,642   0   45,642   0 
Taxable state and municipal bonds  57,177   0   57,177   0 
Corporate bonds and other debt securities  4,920   0   4,920   0 
Other equity securities  1,513   0   1,513   0 
Loans held for sale  5,422   0   5,422   0 
Interest rate swaps  4,217   0   0   4,217 
Interest rate swaps  (4,217)  0   0   (4,217)

Assets measured at fair value on a non-recurring basis are summarized below (in thousands):


  
Fair
Value
  
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
  
Significant Other
Observable
Inputs
(Level 2)
  
Significant
Unobservable
Inputs
(Level 3)
 
September 30, 2020
            
Impaired loans $2,481  $  $  $2,481 
Other real estate owned  281         281 
                 
December 31, 2019
                
Impaired loans $5,151  $  $  $5,151 
Other real estate owned  405         405 
 
 
Fair
Value
  
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
  
Significant Other
Observable
Inputs
(Level 2)
  
Significant
Unobservable
Inputs
(Level 3)
 
September 30, 2021
            
Impaired loans $794  $0  $0  $794 
                 
December 31, 2020
                
Impaired loans $4,686  $0  $0  $4,686 
Other real estate owned  194   0   0   194 


-30--29-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



NOTE 54 – FAIR VALUE (Continued)

Quantitative information about Level 3 fair value measurements measured on a non-recurring basis was as follows at period end (dollars in thousands):


  
Asset Fair
Value
 
Valuation
Technique
 
Unobservable
Inputs
 Range (%)
September 30, 2020
       
Impaired Loans $2,481 Sales comparison approach
 
Adjustment for differences
between comparable sales
 1.0 to 30.0
     Income approach Capitalization rate 9.5 to 11.0
Other real estate owned  281 Sales comparison approach 
Adjustment for differences
between comparable sales
 3.0 to 20.0
     Income approach Capitalization rate 9.5 to 11.0
  
Asset Fair
Value
 
Valuation
Technique
 
Unobservable
Inputs
 Range (%)
September 30, 2021               
Impaired Loans $794 Sales comparison approach Adjustment for differences between comparable sales 1.0 to 7.0


 
Asset Fair
Value
 
Valuation
Technique
 
Unobservable
Inputs
 Range (%) 
Asset Fair
Value
 
Valuation
Technique
 
Unobservable
Inputs
 Range (%)
December 31, 2019
            
December 31, 2020               
Impaired Loans $5,151 Sales comparison approach 
Adjustment for differences
between comparable sales
 1.5 to 20.0 $4,686 Sales comparison approach Adjustment for differences between comparable sales 1.5 to 20.0
   Income approach Capitalization rate 9.5 to 11.0    Income approach Capitalization rate 9.5 to 11.0
Other real estate owned 405 Sales comparison approach 
Adjustment for differences
between comparable sales
 3.0 to 20.0  194 Sales comparison approach Adjustment for differences between comparable sales 3.0 to 20.0
   Income approach Capitalization rate 9.5 to 11.0    Income approach Capitalization rate 9.5 to 11.0


-31--30-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 54 – FAIR VALUE (Continued)


The carrying amounts and estimated fair values of financial instruments, not previously presented, were as follows at September 30, 20202021 and December 31, 20192020 (dollars in thousands):



 Level in
 September 30, 2020  December 31, 2019 Level in September 30, 2021  December 31, 2020 

 
Fair Value
Hierarchy
 
Carrying
Amount
  
Fair
Value
  
Carrying
Amount
  
Fair
Value
 
Fair Value
Hierarchy
 
Carrying
Amount
  
Fair
Value
  
Carrying
Amount
  
Fair
Value
 
Financial assets                        
Cash and due from banks Level 1 $28,294 $28,294 $31,942 $31,942 Level 1 $30,413  $30,413  $31,480  $31,480 
Cash equivalents Level 2 504,706 504,706 240,508 240,508 Level 2  1,239,525   1,239,525   752,256   752,256 
Securities held to maturity Level 3 91,394 95,142 82,720 85,128 Level 3  137,569   140,412   79,468   83,246 
FHLB stock   11,558  
NA 11,558  NA    11,558  NA   11,558  NA 
Loans, net Level 2 1,523,296 1,560,997 1,363,276 1,395,446 Level 2  1,119,287   1,140,169   1,407,236   1,448,874 
Bank owned life insurance Level 3 42,368 42,368 42,156 42,156 Level 3  52,781   52,781   42,516   42,516 
Accrued interest receivable Level 2 6,895 6,895 4,866 4,866 Level 2  4,005   4,005   5,625   5,625 
Financial liabilities                            
Deposits Level 2 (2,170,579) (2,171,039) (1,753,294) (1,753,877)Level 2  (2,553,175)  (2,553,148)  (2,298,587)  (2,298,867)
Other borrowed funds Level 2 (70,000) (73,110) (60,000) (61,006)Level 2  (85,000)  (86,973)  (70,000)  (73,010)
Long-term debt Level 2 (20,619) (18,062) (20,619) (18,167)Level 2  0  0  (20,619)  (18,011)
Accrued interest payable Level 2 (274) (274) (518) (518)Level 2  (72)  (72)  (242)  (242)
Off-balance sheet credit-related items                            
Loan commitments          0   0   0   0 


The methods and assumptions used to estimate fair value are described as follows.

Carrying amount is the estimated fair value for cash and cash equivalents, bank owned life insurance, accrued interest receivable and payable, demand deposits, short-term borrowings and variable rate loans or deposits that reprice frequently and fully. Security fair values are determined by matrix pricing, which is a mathematical technique widely used in the industry to value debt securities as discussed above. For fixed rate loans, interest-bearing time deposits in other financial institutions, or deposits and for variable rate loans or deposits with infrequent repricing or repricing limits, fair value is based on discounted cash flows using current market rates applied to the estimated life and credit risk (including consideration of widening credit spreads). Fair value of debt is based on current rates for similar financing. It was not practicable to determine the fair value of FHLB stock due to restrictions placed on its transferability. The fair value of off-balance sheet credit-related items is not significant.


The estimated fair values of financial instruments disclosed above as follow the guidance in ASU 2016-01 which prescribes an “exit price” approach in estimating and disclosing fair value of financial instruments incorporating discounts for credit, liquidity and marketability factors.

NOTE 65 – DEPOSITS

Deposits are summarized as follows (dollars in thousands):


 
September 30,
2020
  
December 31,
2019
  
September 30,
2021
  
December 31,
2020
 
Noninterest-bearing demand $738,471 $482,499  $934,477  $809,437 
Interest bearing demand 560,063 479,341   706,247   642,918 
Savings and money market accounts 756,579 639,329   818,525   742,685 
Certificates of deposit  115,466  152,125   93,926   103,547 
 $2,170,579 $1,753,294  $2,553,175  $2,298,587 


Time deposits that exceed the FDIC insurance limit of $250,000 were approximately $32.0$29.7 million at September 30, 20202021 and $37.7$28.8 million at December 31, 2019.2020.


-32--31-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 76 - OTHER BORROWED FUNDS

Other borrowed funds include advances from the Federal Home Loan Bank and borrowings from the Federal Reserve Bank.

Federal Home Loan Bank Advances

At period-end, advances from the Federal Home Loan Bank were as follows (dollars in thousands):


Principal Terms
 
Advance
Amount
 Range of Maturities 
Weighted
Average
Interest Rate
  
Advance
Amount
 Range of Maturities 
Weighted
Average
Interest Rate
 
September 30, 2020
       
September 30, 2021       
Single maturity fixed rate advances $40,000 April 2021 to July 2024 2.50% $30,000 
May 2023 to July 2024
  2.87%
Putable advances  30,000 November 2024 to February 2030 1.36%  55,000 
November 2024 to July 2031
  0.74%
 $70,000      $85,000      


Principal Terms
 
Advance
Amount
 Range of Maturities 
Weighted
Average
Interest Rate
  
Advance
Amount
 Range of Maturities 
Weighted
Average
Interest Rate
 
December 31, 2019
       
December 31, 2020       
Single maturity fixed rate advances $40,000 April 2021 to July 2024 2.50% $40,000 
April 2021 to July 2024
  2.50%
Putable advances  20,000 November 2024 1.81%  30,000 
November 2024 to February 2030
  1.36%
 $60,000      $70,000      


-33-

MACATAWA BANK CORPORATION
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 7 - OTHER BORROWED FUNDS (Continued)
Each advance is subject to a prepayment fee if paid prior to its maturity date. Fixed rate advances are payable at maturity. Amortizable mortgage advances are fixed rate advances with scheduled repayments based upon amortization to maturity.  These advances were collateralized by residential and commercial real estate loans totaling $451.8$389.8 million and $498.1$427.9 million under a blanket lien arrangement at September 30, 20202021 and December 31, 2019,2020, respectively.

Scheduled repayments of FHLB advances as of September 30, 20202021 were as follows (in thousands):


2020 $ 
2021 10,000  $0 
2022    0 
2023 10,000   10,000 
2024 40,000   40,000 
2025
  0 
Thereafter  10,000   35,000 
 $70,000  $85,000 


Federal Reserve Bank borrowings

The Company has a financing arrangement with the Federal Reserve Bank.  There were no0 borrowings outstanding at September 30, 20202021 and December 31, 2019,2020, and the Company had approximately $12.6$4.8 million and $13.0$12.9 million in unused borrowing capacity based on commercial and mortgage loans pledged to the Federal Reserve Bank totaling $14.0$5.2 million and $15.2$13.8 million at September 30, 20202021 and December 31, 2019,2020, respectively.

-32-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

NOTE 87 - EARNINGS PER COMMON SHARE



A reconciliation of the numerators and denominators of basic and diluted earnings per common share for the three and nine month periods ended September 30, 20202021 and 20192020 are as follows (dollars in thousands, except per share data):


  
Three Months
Ended
September 30, 2020
  
Three Months
Ended
September 30, 2019
  
Nine Months
Ended
September 30, 2020
  
Nine Months
Ended
September 30, 2019
 
Net income available to common shares $7,120  $8,158  $21,169  $23,807 
Weighted average shares outstanding, including participating stock awards - Basic  34,109,901   34,060,796   34,108,676   34,048,087 
Dilutive potential common shares:                
Stock options            
Weighted average shares outstanding - Diluted  34,109,901   34,060,796   34,108,676   34,048,087 
Basic earnings per common share $0.21  $0.24  $0.62  $0.70 
Diluted earnings per common share $0.21  $0.24  $0.62  $0.70 


  
Three Months
Ended
September 30, 2021
  
Three Months
Ended
September 30, 2020
  
Nine Months
Ended
September 30, 2021
  
Nine Months
Ended
September 30, 2020
 
Net income available to common shares $7,202  $7,120  $22,798  $21,169 
Weighted average shares outstanding, including participating stock awards - Basic  34,190,264   34,109,901   34,192,916   34,108,676 
Dilutive potential common shares:                
Stock options  0   0   0   0 
Weighted average shares outstanding - Diluted  34,190,264   34,109,901   34,192,916   34,108,676 
Basic earnings per common share $0.21  $0.21  $0.67  $0.62 
Diluted earnings per common share $0.21  $0.21  $0.67  $0.62 



There were no0 antidilutive shares of common stock in the three and nine month periods ended September 30, 20202021 and 2019.2020.


-34--33-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 98 - FEDERAL INCOME TAXES



Income tax expense was as follows (dollars in thousands):


  
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
 
Current $1,304  $1,971  $5,974  $5,290 
Deferred  309   (89)  (1,174)  222 
  $1,613  $1,882  $4,800  $5,512 


  
Three Months
Ended
September 30, 2021
  
Three Months
Ended
September 30, 2020
  
Nine Months
Ended
September 30, 2021
  
Nine Months
Ended
September 30, 2020
 
Current $936  $1,304  $4,685  $5,974 
Deferred  800   309  656  (1,174)
  $1,736  $1,613  $5,341  $4,800 



The difference between the financial statement tax expense and amount computed by applying the statutory federal tax rate to pretax income was reconciled as follows (dollars in thousands):


  
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
 
Statutory rate  21%  21%  21%  21%
Statutory rate applied to income before taxes $1,834  $2,108  $5,454  $6,157 
Deduct                
Tax-exempt interest income  (178)  (183)  (533)  (523)
Bank-owned life insurance  (45)  (53)  (144)  (155)
Other, net  2   10   23   33 
  $1,613  $1,882  $4,800  $5,512 


  
Three Months
Ended
September 30, 2021
  
Three Months
Ended
September 30, 2020
  
Nine Months
Ended
September 30, 2021
  
Nine Months
Ended
September 30, 2020
 
Statutory rate  21%  21%  21%  21%
Statutory rate applied to income before taxes $1,877  $1,834  $5,909  $5,454 
Deduct                
Tax-exempt interest income  (162)  (178)  (477)  (533)
Bank-owned life insurance  (54)  (45)  (165)  (144)
Other, net  75   2   74  23 
  $1,736  $1,613  $5,341  $4,800 



The realization of deferred tax assets (net of a recorded valuation allowance) is largely dependent upon future taxable income, future reversals of existing taxable temporary differences and the ability to carryback losses to available tax years. In assessing the need for a valuation allowance, we consider positive and negative evidence, including taxable income in carry-back years, scheduled reversals of deferred tax liabilities, expected future taxable income and tax planning strategies.  At September 30, 2020 and December 31, 2019, a valuation allowance of $92,000 was established for a capital loss carryforward related to the liquidation of assets of a partnership interest the Bank acquired through a loan settlement.  Management believes it is more likely than not that all of the remaining deferred tax assets will be realized against deferred tax liabilities and projected future taxable income.




The net deferred tax asset recorded included the following amounts of deferred tax assets and liabilities (dollars in thousands):


  
September 30,
2020
  
December 31,
2019
 
Deferred tax assets      
Allowance for loan losses $3,477  $3,612 
Net deferred loan fees  1,516    
Nonaccrual loan interest  134   182 
Valuation allowance on other real estate owned  83   76 
Other  541   248 
Gross deferred tax assets  5,751   4,118 
Valuation allowance  (92)  (92)
Total net deferred tax assets  5,659   4,026 
Deferred tax liabilities        
Depreciation  (1,329)  (1,053)
Prepaid expenses  (170)  (172)
Unrealized gain on securities available for sale  (1,221)  (406)
Net deferred loan costs     (67)
Other  (502)  (250)
Gross deferred tax liabilities  (3,222)  (1,948)
Net deferred tax asset $2,437  $2,078 


  
September 30,
2021
  
December 31,
2020
 
Deferred tax assets      
Allowance for loan losses $3,472  $3,656 
Net deferred loan fees  519  
822 
Nonaccrual loan interest  69   120 
Valuation allowance on other real estate owned  5   41 
Other  389   499 
Gross deferred tax assets  4,454   5,138 
Valuation allowance  0   0 
Total net deferred tax assets  4,454   5,138 
Deferred tax liabilities        
Depreciation  (1,260)  (1,285)
Prepaid expenses  (262)  (170)
Unrealized gain on securities available for sale  (397)  (1,120)
Other  (409)  (504)
Gross deferred tax liabilities  (2,328)  (3,079)
Net deferred tax asset $2,126  $2,059 



There were no0 unrecognized tax benefits at September 30, 20202021 or December 31, 20192020 and the Company does not expect the total amount of unrecognized tax benefits to significantly increase or decrease in the next twelve months. The Company is no longer subject to examination by the Internal Revenue Service for years before 2015.2018.


-35--34-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)


NOTE 109 – COMMITMENTS AND OFF BALANCE-SHEET RISK

Some financial instruments are used to meet customer financing needs and to reduce exposure to interest rate changes.  These financial instruments include commitments to extend credit and standby letters of credit.  These involve, to varying degrees, credit and interest rate risk in excess of the amount reported in the financial statements.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the commitment, and generally have fixed expiration dates.  Collateral or other security is normally not obtained for these financial instruments prior to their use and many of the commitments are expected to expire without being used.  Standby letters of credit are conditional commitments to guarantee a customer’s performance to a third party.  Exposure to credit loss if the other party does not perform is represented by the contractual amount for commitments to extend credit and standby letters of credit.

A summary of the contractual amounts of financial instruments with off‑balance‑sheet risk was as follows at period-end (dollars in thousands):


 
September 30,
2020
  
December 31,
2019
  
September 30,
2021
  
December 31,
2020
 
Commitments to make loans $83,113 $65,648  $103,595  $88,022 
Letters of credit 12,475 15,303   11,784   11,751 
Unused lines of credit 594,067 502,200   691,928   596,298 


The notional amount of commitments to fund mortgage loans to be sold into the secondary market was approximately $5.0$3.7 million and $11.0 million$0 at September 30, 20202021 and December 31, 2019,2020, respectively.


The Bank enters into commitments to sell mortgage backed securities, which it later buys back in order to hedge its exposure to interest rate risk in its mortgage pipeline.  These commitments were approximately $24.0$8.5 million and $21.0 million at September 30, 20202021 and $0 at December 31, 2019.2020, respectively.

At September 30, 2020,2021, approximately 52.4%40.3% of the Bank’s commitments to make loans were at fixed rates, offered at current market rates.  The remainder of the commitments to make loans were at variable rates tied to prime or one month LIBOR and generally expire within 30 days.  The majority of the unused lines of credit were at variable rates tied to prime.

NOTE 1110 – CONTINGENCIES

The Company and its subsidiaries periodically become defendants in certain claims and legal actions arising in the ordinary course of business. As of September 30, 2020,2021, there were no material pending legal proceedings to which the Company or any of its subsidiaries are a party or which any of its properties are the subject.

NOTE 1211SHAREHOLDERS'SHAREHOLDERS’ EQUITY

Regulatory Capital

The Company and the Bank are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators about components, risk weightings, and other factors, and the regulators can lower classifications in certain cases. Failure to meet various capital requirements can initiate regulatory action that could have a direct material effect on the financial statements.

The prompt corrective action regulations provide five5 categories, including well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If a bank is only adequately capitalized, regulatory approval is required to, among other things, accept, renew or roll-over brokered deposits. If a bank is undercapitalized, capital distributions and growth and expansion are limited, and plans for capital restoration are required.

In July 2013, the Board of Governors of the Federal Reserve Board and the FDIC approved the rules implementing the Basel Committee on Banking Supervision'sSupervision’s capital guidelines for U.S. banks (commonly known as Basel III). The rules include a common equity Tier 1 capital to risk-weighted assets ratio (CET1 ratio) of 4.5% and a capital conservation buffer of 2.5% of risk-weighted assets, which effectively results in a minimum CET1 ratio of 7.0%. The minimum ratio of Tier 1 capital to risk-weighted assets is 6.0% (which, with the capital conservation buffer, effectively results in a minimum Tier 1 capital ratio of 8.5%), which effectively results in a minimum total capital to risk-weighted assets ratio of 10.5% (with the capital conservation buffer), and requires a minimum leverage ratio of 4.0%.


-36--35-

MACATAWA BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



NOTE 1211 – SHAREHOLDERS' EQUITY (Continued)

At September 30, 20202021 and December 31, 2019,2020, actual capital levels and minimum required levels were (dollars in thousands):


      
Minimum
Capital
  
Minimum Capital
Adequacy With
  
To Be Well
Capitalized Under
Prompt Corrective
        
Minimum
Capital
  
Minimum Capital
Adequacy With
  
To Be Well
Capitalized Under
Prompt Corrective
 
 Actual  Adequacy  Capital Buffer  Action Regulations  Actual  Adequacy  Capital Buffer  Action Regulations 
 Amount  Ratio  Amount  Ratio  Amount  Ratio  Amount  Ratio  Amount  Ratio  Amount  Ratio  Amount  Ratio  Amount  Ratio 
September 30, 2020
                 
September 30, 2021
                        
CET1 capital (to risk weighted assets)                                         
Consolidated $229,270 15.3% $67,421 4.5% $104,876 7.0% N/A  N/A  $250,719   17.4% $64,714   4.5% $100,666   7.0%  N/A   N/A 
Bank 242,425 16.2 67,435 4.5 104,899 7.0 $97,406 6.5%  242,635
   16.9   64,703   4.5   100,648   7.0  $93,459   6.5%
Tier 1 capital (to risk weighted assets)                                                 
Consolidated 249,270 16.6 89,894 6.0 127,350 8.5  N/A  N/A   250,719
   17.4   86,285   6.0   122,237   8.5   N/A   N/A 
Bank 242,425 16.2 89,914 6.0 127,378 8.5 119,885 8.0   242,635
   16.9   86,270   6.0   122,216   8.5   115,027   8.0 
Total capital (to risk weighted assets)                                                 
Consolidated 265,828 17.7 119,859 8.0 157,315 10.5  N/A  N/A   267,251   18.6   115,046   8.0   150,998   10.5   N/A   N/A 
Bank 258,983 17.3 119,885 8.0 157,349 10.5 149,856 10.0   259,167   18.0   115,027   8.0   150,973   10.5   143,783   10.0 
Tier 1 capital (to average assets)                                                 
Consolidated 249,270 9.8 101,930 4.0  N/A  N/A  N/A  N/A   250,719   8.5   117,813   4.0   N/A   N/A   N/A   N/A 
Bank 242,425 9.5 101,900 4.0  N/A  N/A 127,374 5.0   242,635   8.2   117,801   4.0   N/A   N/A   147,251   5.0 
                                                 
December 31, 2019
                 
December 31, 2020
                                
CET1 capital (to risk weighted assets)                                                 
Consolidated $215,925 13.5% $72,187 4.5% $112,290 7.0% N/A  N/A  $235,629   15.8% $67,170   4.5% $104,487   7.0%  N/A   N/A 
Bank 228,761 14.3 72,182 4.5 112,284 7.0 $104,263 6.5%  248,829   16.7   67,161   4.5   104,473   7.0  $97,010   6.5%
Tier 1 capital (to risk weighted assets)                                                 
Consolidated 235,925 14.7 96,249 6.0 136,353 8.5  N/A  N/A   255,629   17.1   89,561   6.0   126,877   8.5   N/A   N/A 
Bank 228,761 14.3 96,243 6.0 136,344 8.5 128,324 8.0   248,829   16.7   89,548   6.0   126,860   8.5   119,397   8.0 
Total capital (to risk weighted assets)                                                 
Consolidated 253,125 15.8 128,332 8.0 168,436 10.5  N/A  N/A   273,037   18.3   119,414   8.0   156,731   10.5   N/A   N/A 
Bank 245,961 15.3 128,324 8.0 168,425 10.5 160,405 10.0   266,237   17.8   119,397   8.0   156,709   10.5   149,247   10.0 
Tier 1 capital (to average assets)                                                 
Consolidated 235,925 11.5 82,130 4.0  N/A  N/A  N/A  N/A   255,629   9.9   103,420   4.0   N/A   N/A   N/A   N/A 
Bank 228,761 11.2 82,070 4.0  N/A  N/A 102,587 5.0   248,829   9.6   103,391   4.0   N/A   N/A   129,238
   5.0 


The fullAll $20.0 million balance of trust preferred securities outstanding at  September 30, 2020 and December 31, 2019, respectively,2020 qualified as Tier 1 capital. On July 7, 2021, the Company redeemed all of the outstanding trust preferred securities.  Refer to our 20192020 Form 10-K for more information on the trust preferred securities.

The Bank was categorized as "well capitalized"“well capitalized” at September 30, 20202021 and December 31, 2019.2020.

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Item2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
Macatawa Bank Corporation is a Michigan corporation and a registered bank holding company. It wholly-owns Macatawa Bank and Macatawa Statutory Trust II.Bank.  Macatawa Bank is a Michigan chartered bank with depository accounts insured by the FDIC. The Bank operates twenty-six branch offices and a lending and operational service facility, providing a full range of commercial and consumer banking and trust services in Kent County, Ottawa County, and northern Allegan County, Michigan. The Company previously owned all of the common stock of Macatawa Statutory Trust II, is a grantor trust that issued trust preferred securities and issuedwas not consolidated with the Company under accounting principles generally accepted in the United States of America.  On July 7, 2021, the Company redeemed all of the $20.0 million of pooledoutstanding trust preferred securities.  Macatawa Statutory Trust II is not consolidated in our Consolidated Financial Statements.securities and $619,000 of common securities associated with this trust.  For further information regarding consolidation, see the Notes to Consolidated Financial Statements.
 
At September 30, 2020,2021, we had total assets of $2.51$2.90 billion, total loans of $1.54$1.14 billion, total deposits of $2.17$2.55 billion and shareholders' equity of $233.9$252.2 million.  For the three months ended September 30, 2020,2021, we recognized net income of $7.1$7.2 million compared to $8.2$7.1 million for the same period in 2019.2020.  For the nine months ended September 30, 2020,2021, we recognized net income of $21.2$22.8 million compared to $23.8$21.2 million for the same period in 2019.2020.  The Bank was categorized as “well capitalized” under regulatory capital standards at September 30, 2020.2021.
 
We paid a dividend of $0.07$0.08 per share in each quarter in 20192020 and $0.08 per share in the first second and thirdthree quarters of 2020.2021.

In December 2019, news began to surface regarding an influenza pandemic in China, known as the novel coronavirus, or COVID-19. In January 2020, the United States restricted entry to anyone traveling from China.  In February 2020, the pandemic spread broadly and swiftly throughout Europe and the Middle East. Cases began to surface in the United States in February 2020 and accelerated in early March 2020.  The Federal Reserve reduced the overnight federal funds rate by 50 basis points on March 3, 2020 and by another 100 basis points on March 15, 2020 and announced the resumption of quantitative easing.  During the week of March 9, 2020, individual states began implementing restrictions and promoting “social distancing.”  These restrictions included closure of schools, restrictions on the number of public gatherings, restrictions on businesses, including closures and mandatory work at home orders and other measures. Congress passed a number of measures in late March 2020, designed to infuse cash into the economy to offset the negative impacts of business closings and restrictions.

In Michigan, beginning March 24, 2020, Governor Gretchen Whitmer issued a series of executive orders, which severely limited economic activity in Michigan, requiring businesses not deemed to be essential, to severely limit or shut down operations.  Under later executive orders, Governor Whitmer a phased reopening of businesses, subject to stringent health and safety requirements and strict social distancing measures.  As of September 30, 2020, most businesses in Michigan were allowed to be open in some capacity under the executive orders, subject to stringent health and safety requirements, strict social distancing measures and nonsurgical face mask requirements.

Congress passed a number of measures in late March 2020, designed to infuse cash into the economy to offset the negative impacts of business closings and restrictions.  The COVID-19 pandemic is a highly unusual, unprecedented and evolving public health and economic crisis and may have a negative material impact on the Company’s business, financial condition and results of operations and has had, and is likely to continue to have, a negative impact on many of our customers’ business, financial condition and results of operations.  Additionally, the negative consequences of the unprecedented economic shutdown nationally and in Michigan is likely to result in a higher level of future delinquencies, loan impairments and loan losses and require additional provisions for loan losses, which will have a negative impact on our results of operations.

The Company quickly responded to the changing environment by successfully executing its business continuity plan including implementing work from home arrangements and limiting branch activities.  As of September 30, 2020, branches were fully open with additional health and safety requirements to comply with Governor Whitmer’s then-current executive orders, including, among other things, daily deep cleaning, nonsurgical face mask requirements and strict social distancing measures.

On October 2, and 12, 2020, the Michigan Supreme Court issued decisions invalidating all of Governor Whitmer’s executive orders effective immediately.  In response, Governor Whitmer, acting through various state agencies, has sought to substantially re-implement the requirements of the executive orders by way of state agency emergency orders.  Also, certain county and municipal governments have issued emergency orders seeking to keep elements of the executive orders in place.  Legal challenges to these orders may occur.  Finally, the Michigan legislature has passed legislation – which Governor Whitmer is expected to sign and enact into law – codifying certain elements of the executive orders.  The patchwork implementation of state agency and local government executive orders – coupled with the possibility of legal challenges to these orders – creates uncertainty as to legal requirements applicable to businesses, institutions and individuals in Michigan.  This uncertainty may have a negative impact on the business, financial condition, and results of operations of the Company and its customers.


On March 22, 2020, the federal banking agencies issued an “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus”.  This guidance encourages financial institutions to work prudently with borrowers that may be unable to meet their contractual obligations because of the effects of COVID-19.Coronavirus.”  The guidance goes on to explainexplained that in consultation with the FASB staff that the federal banking agencies concludeconcluded that short-term modifications (e.g. six months) made on a good faith basis to borrowers who were current as of the implementation date of a relief programmodification are not Troubled Debt Restructurings (“TDRs”).  The Coronavirus Aid, Relief and Economic Security (“CARES”) Act was passed by Congress on March 27, 2020.  Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that COVID-19 related modifications on loans that were currentnot more than 30 days past due as of December 31, 2019 are not TDRs.  On December 27, 2020, another COVID-19 relief bill was signed that extended this guidance until the earlier of January 1, 2022 or 60 days after the date on which the national emergency declared as a result of COVID-19 is terminated.  Through September 30, 2020,2021, the Bank had applied this guidance and modified 726 individual loans with aggregate principal balances totaling $337.2 million.  The majorityAs of these modifications involved three-month extensions.

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By September 30, 2020, most2021, all of these modifications had expired other than those receiving a second short-term modification as allowed underand the guidance.  At September 30, 2020, there were 26 such loans under COVID-19 modifications, totaling $79.9 million.  This is down from a quarter end peak of $297.3 million at June 30, 2020.  The table below shows the number and balances of loans with such modifications as of the last three quarter end dates (dollars in thousands):returned to their contractual payment terms.

  
Number of COVID-19
Modifications
  
Outstanding Balance of
COVID-19 Modifications
 
March 31, 2020  176  $87,917 
June 30, 2020  599   297,269 
September 30, 2020  26   79,894 


The CARES Act, as amended, included an allocation of $659 billion for loans to be issued by financial institutions through the Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”).  PPP loans are forgivable, in whole or in part, if the proceeds are used for payroll and other permitted purposes in accordance with the requirements of the PPP.  These loans carry a fixed rate of 1.00% and a term of two years (loans made before June 5, 2020) or five years (loans made on or after June 5, 2020), if not forgiven, in whole or in part.  Payments are deferred until either the date on which the SBA remits the amount of forgiveness proceeds to the lender or the date that is 10 months after the last day of the covered period if the borrower does not apply for forgiveness within that 10 month period. The loans are 100% guaranteed by the SBA.  Through September 30,December 31, 2020, the Bank had originated 1,738 PPP loans totaling $346.7 million in principal, with an average loan size of $200,000.  Fees totaling $10.0 million were collectedgenerated from the SBA for these loans in the nine monthsyear ended September 30,December 31, 2020.  These fees are deferred and amortized into interest income over the contractual period of 24 months or 60 months, as applicable.  Upon SBA forgiveness, unamortized fees are then recognized into interest income.  Participation in the PPP had a significant impact on the Bank’s asset mix and net interest income in the second and third quarters of 2020 and will continue to impact both asset mix and net interest income for the remainder of 2020.until these loans are forgiven or paid off.  The initial PPP program expired on August 8, 2020.
We are in an asset-sensitive position, so decreases in short-term interest rates have a net negative impact on our net interest income as our interest-earning assets will reprice faster than our interest-bearing liabilities.  Given our asset-sensitivity, several years ago we established floors on our variable rate loans to help offset the negative impact of declining interest rates on net interest income.  The benefit of these floors has become more evident in the second and third quarters of  Through December 31, 2020, and will be in future quarters if the Federal Reserve maintains short-term interest rates at the low level established in March 2020.  Additionally, our PPP loan origination activity should provide some offsetting positive impact on earnings in the remainder of 2020, considering interest income on the loans and the processing fees paid by the SBA.  The processing fees, alone, on the765 PPP loans originated in 2020 amount to $10.0totaling $113.5 million of which $938,000 was recognized in the second quarter of 2020 and $1.2 million was recognized in the third quarter of 2020. We expect the majority of the remaining fees will be recognized in the fourth quarter of 2020 and early 2021 as the related loans arehad been forgiven by the SBA.SBA and a total of $5.4 million in PPP fees had been recognized by the Bank.

On December 27, 2020, another COVID-19 relief bill was signed that extended and modified several provisions of the PPP.  This expectation is subject to change due to borrower behavior, changingincluded an additional allocation of $284 billion.  The SBA requirementsreactivated the PPP on January 11, 2021.  The Bank originated additional loans through the PPP, which expired on May 31, 2021.  In the nine months ended September 30, 2021, the Bank had generated and processesreceived SBA approval on 1,000 PPP loans totaling $128.1 million and generated $5.6 million in related to loandeferred PPP fees.  In the nine months ended September 30, 2021, 1,742 PPP loans totaling $279.9 million had been forgiven by the SBA and a total of $7.1 million in PPP fees had been recognized by the Bank including fees recognized upon forgiveness and other relevant factors. Whilecontinuing amortization of fees from the effects of COVID-19 are likely to have a far-reaching, long-lasting effect on the global, national,2020 and Michigan economies, we believe we have sufficient capital and financial strength, as well as liquidity resources to mitigate the effects of the COVID-19 pandemic on our operations and financial condition, while continuing to serve our communities and protect shareholder value.2021 PPP originations.

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RESULTS OF OPERATIONS
 
RESULTS OF OPERATIONS
Summary: Net income for the three months ended September 30, 20202021 was $7.1$7.2 million, compared to $8.2$7.1 million for the same period in 2019.2020.  Net income per share on a diluted basis for the three months ended September 30, 20202021 was $0.21 compared to $0.24$0.21 for the same period in 2019.2020.  Net income for the nine months ended September 30, 20202021 was $21.2$22.8 million, compared to $23.8$21.2 million for the same period in 2019.2020.  Net income per share on a diluted basis for the nine months ended September 30, 20202021 was $0.62$0.67 compared to $0.70$0.62 for the same period in 2019.2020.
 
The decreaseincrease in earnings in both the three and nine months ended September 30, 20202021 compared to the same periods in 20192020 was due primarily to decreased net interest income and higherlower provision for loan losses.losses more than offsetting the impact of lower levels of net interest income.  Net interest income decreased to $14.7$14.3 million in the three months ended September 30, 20202021 compared to $15.8$14.7 million in the same period in 2019.2020.  Net interest income decreased to $43.2 million in the nine months ended September 30, 2021 compared to $45.0 million in the nine months ended September 30, 2020 compared to $47.8 million in the nine months ended September 30, 2019.2020.  These decreases in net interest income were primarily attributable to the decreases in volumes of interest-earning assets and, to a lesser extent, decreases in short-term interest rates instituted by the Federal Reserve starting in July 2019 and through March 2020.
 
The provision for loan losses was $500,000a benefit of $550,000 for the three months ended September 30, 2020,2021, compared to $0an expense of $500,000 for the same period in 2019.2020.  The provision for loan losses was $2.2a benefit of $1.3 million for the nine months ended September 30, 2020,2021 compared to a negative $450,000an expense of $2.2 million for the same period in 2019.2020.  We were in a net loan recovery position for the three months ended September 30, 2020,2021, with $203,000$276,000 in net loan recoveries, compared to $259,000$203,000 in net loan recoveries in the same period in 2019.2020.  We were also in a net loan charge-offrecovery position for the nine months ended September 30, 2020,2021, with $424,000 in net loan recoveries compared to $2.8 million in net loan charge-offs compared to $719,000 in net loan recoveries in the same period in 2019.2020.  The nine month period ended September 30, 2020 was impacted by a $4.1 million charge-off taken in June 2020 related to a single loan relationship with a movie theater business where the underlying assets were sold through bankruptcy proceedings.  The increase in provision for loan losses in the 2020 periods was also impacted by increases to qualitative environmental factors to address increased risk of loss attributable to the COVID-19 pandemic.  Each of these items is discussed more fully below.
 
-39-

Net Interest Income: Net interest income totaled $14.7$14.3 million for the three months ended September 30, 20202021 compared to $15.8$14.7 million for the same period in 2019.2020.  Net interest income decreased to $43.2 million in the nine months ended September 30, 2021 compared to $45.0 million in the nine months ended September 30, 2020 compared to $47.8 million in the nine months ended September 30, 2019.2020.
Net interest income was positively impacted in the three months ended September 30, 2020 by an increase in average earning assets of $494.7 million compared to the same period in 2019.  However, our average yield on earning assets for the three months ended September 30, 2020 decreased 134 basis points compared to the same period in 2019 from 3.96% to 2.62%, more than offsetting the positive impact of the earning assets growth. For the nine months ended September 30, 2020, our average earning assets increased by $305.2 million compared to the same period in 2019, while our average yield on earning assets decreased 105 basis points compared to the same period in 2019 from 4.12% to 3.07%.


Net interest income for the third quarter of 20202021 decreased $1.2 million$378,000 compared to the same period in 2019.2020.  Of this decrease, $5.6$2.5 million was due to changes in rates earned or paid, partially offset by an increase of $4.4 million from changes in the volume of average interest earning assets and interest bearing liabilities.liabilities, partially offset by a $2.1 million increase from changes in rates earned or paid.  The largest changes came fromoccurred in interest income on commercial loans (excluding PPP loans) and in PPP loans which fluctuated significantly in the third quarter of 20202021 compared to the same period in 2019.2020.  The net change in interest income for commercial loans (excluding PPP loans) was $2.9$1.4 million with a decrease in interest incomeof $639,000 due to rate of $2.0 million and a decrease in interest income of $946,000$786,000 due to portfolio contraction.  PPP loans contributed $2.1an additional $1.0 million in net interest income in the third quarter of 2020.  The other large change came in federal funds sold and other short-term investments2021 primarily due to higher PPP fee recognition tied to loan principal forgiveness.  Additionally, residential mortgage loan interest income which decreased by $1.3 million$565,000 in the third quarter of 20202021 compared to the same period in 2019.2020.  Of the $1.3$565,000 decrease in interest income on residential mortgage loans, $448,000 was due to a decrease in average balances resulting from a high volume of originations of refinanced loans which are sold versus retained in portfolio. Rate reductions in the deposit portfolio served to partially offset the net negative effects of the changes noted above in interest income.

Net interest income for the nine months ended September 30, 2021 decreased $1.8 million compared to the same period in 2020.  Of this decrease, $4.0 million was from changes in the volume of average interest earning assets and interest bearing liabilities, partially offset by a $2.2 million increase due to changes in rates earned or paid.  The largest changes occurred in interest income on commercial loans (excluding PPP loans) and in PPP loans which fluctuated significantly in the first nine months of 2021 compared to the same period in 2020.  The net change for commercial loans (excluding PPP loans) was a $6.3 million decrease with a decrease in interest income of $2.5 million due to rate and a decrease in interest income of $3.8 million due to portfolio contraction.  PPP loans contributed an additional $5.0 million in net interest income in the first nine months of 2021 due to slightly higher average balances and significantly higher levels of PPP fee recognition upon forgiveness.  Of the $1.7 million decrease in interest income on federal funds sold and other short-term investments, $6.2residential mortgage loans, $1.4 million was due to decreasesa decrease in rates earned,average balances resulting from a high volume of originations of refinanced loans which are sold versus retained in portfolio and $326,000 was due to lower loan rates. Rate reductions in the deposit portfolio served to partially offset by a $4.9 million increase from increases in average balances.

Average interest earning assets totaled $2.42 billion for the three months ended September 30, 2020 compared to $1.92 billion for the same period in 2019. An increase of $196.0 million in average loans between periods and an increase of $279.6 million in average federal funds sold and other short-term investments were the primary driversnet negative effects of the increases.  The netchanges noted above in interest margin was 2.43% for the three months ended September 30, 2020 compared to 3.29% for the same period in 2019.  Yield on commercial loans excluding PPP loans decreased from 4.67% for the three months ended September 30, 2019 to 3.88% for the same period in 2020.  Yield on residential mortgage loans decreased from 3.73% for the three months ended September 30, 2019 to 3.64% for the same period in 2020, while yields on consumer loans decreased from 5.22% for the third quarter of 2019 to 4.14% for the third quarter of 2020.  The decreases in yields on commercial loans and consumer loans, in particular, were the result of the predominance of loans in these categories with variable rates of interest tied to prime and LIBOR which decreased significantly from 2019 to 2020.income.
 
The Federal Reserve Board decreased the target federal funds rate by 50 basis points in the third quarter of 2019 and by 25 basis points in the fourth quarter of 2019 as the economy showed signs of slowing.   In response to the news and government action related to COVID-19, the Federal Reserve Board decreased the target federal funds rate by 150 basis points in March 2020.  As the Company iswe are in an asset-sensitive position, reductions in market interest rates have a negative impact on margin as the Company’sour interest earning assets reprice faster than its interest-bearing liabilities. Much of our asset-sensitivity is due to commercial and consumer loans that have variable interest rates.  For both loan types we established floor rates several years ago.  These floors provide protection to net interest income when short-term interest rates decline.  Our variable rate commercial and consumer loans tied to the prime rate or one-month LIBOR amounted to $506.2 million at September 30, 2020.  Of this total, approximately 75.1%, or $380.4 million have interest rate floors. Without these floors net interest income for the third quarter of 2020 would have been lower than stated by approximately $1.0 million.


The cost of funds decreased to 0.13% in the third quarter of 2021 compared to 0.29% in the third quarter of 2020 compared to 0.96% in the third quarter of 2019.2020. For the first nine months of 2020,2021, the cost of funds decreased to 0.44%0.16% compared to 0.99%0.44% for the same period in 2019.  The sharp drop2020.  Decreases in the rates paid on our interest-bearing checking, savings and money market accounts in response to the federal funds rate decreases inover the first quarter of 2020 and in the third and fourth quarters of 2019past year caused the decrease in our cost of funds.  Also contributing to the reduction in the cost of funds is our redemption of $20.0 million in trust preferred securities on December 31, 2019, so there was no related interest expense in the 2020 periods.


-40--38-

The following table shows an analysis of net interest margin for the three month periods ended September 30, 20202021 and 20192020 (dollars in thousands):


 For the three months ended September 30,  For the three months ended September 30, 
 2020  2019  2021  2020 
 
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
  
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
  
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
  
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
 
Assets
                               
Taxable securities $179,887 $867 1.92% $171,290 $968 2.26% $200,981  $786   1.56% $179,887  $867   1.92%
Tax-exempt securities (1) 137,351 861 3.23 126,820 919 3.73   172,372   777   2.32   137,351   861   3.23 
Commercial loans (2) 955,695 9,480 3.88 1,039,518 12,408 4.67   873,248   8,055   3.61   955,695   9,480   3.88 
Paycheck protection program loans (3) 346,073 2,067 2.34    
PPP loans (3)  133,413   3,104   9.10   346,073   2,067   2.34 
Residential mortgage loans 175,978 1,604 3.64 230,391 2,150 3.73   123,574   1,039   3.36   175,978   1,604   3.64 
Consumer loans 67,549 703 4.14 79,372 1,045 5.22   54,591   563   4.09   67,549   703   4.14 
Federal Home Loan Bank stock 11,558 100 3.41 11,558 159 5.37   11,558   44   1.51   11,558   100   3.41 
Federal funds sold and other short-term investments  541,981  140  0.10  262,397  1,430  2.13   1,234,420   474   0.15   541,981   140   0.10 
Total interest earning assets (1) 2,416,072 15,822 2.62 1,921,346 19,079 3.96   2,804,157   14,842   2.12   2,416,072   15,822   2.62 
Noninterest earning assets:                                     
Cash and due from banks 35,737     35,471       39,725           35,737         
Other  102,389      92,189       104,782           102,389         
Total assets $2,554,198     $2,049,006      $2,948,664          $2,554,198         
Liabilities
                                     
Deposits:                                     
Interest bearing demand $587,356 $78 0.05% $455,799 $342 0.30% $723,516  $49   0.03% $587,356  $78   0.05%
Savings and money market accounts 743,612 121 0.07 632,632 1,236 0.78   817,307   60   0.03   743,612   121   0.07 
Time deposits 128,551 422 1.31 152,091 765 1.99   99,312   100   0.40   128,551   422   1.31 
Borrowings:                                     
Other borrowed funds 72,057 364 1.97 60,000 349 2.27   79,565   325   1.60   72,057   364   1.97 
Long-term debt  20,619  163  3.10  41,238  551  5.23   1,345   12   3.42   20,619   163   3.10 
Total interest bearing liabilities 1,552,195 1,148 0.29 1,341,760 3,243 0.96   1,721,045   546   0.13   1,552,195   1,148   0.29 
Noninterest bearing liabilities:                                     
Noninterest bearing demand accounts 755,990     488,135       964,908           755,990         
Other noninterest bearing liabilities 14,311     11,080       12,717           14,311         
Shareholders' equity  231,702      208,031       249,994           231,702         
Total liabilities and shareholders' equity $2,554,198      $2,049,006       $2,948,664          $2,554,198         
Net interest income   $14,674     $15,836        $14,296          $14,674     
Net interest spread (1)     2.33%     3.00%          1.99%          2.33%
Net interest margin (1)     2.43%     3.29%          2.04%          2.43%
Ratio of average interest earning assets to average interest bearing liabilities 155.66%     143.20%       162.93%          155.66%        


(1)
Yields are presented on a tax equivalent basis using an assumed tax rate of 21% at September 30, 20202021 and 2019.
2020.
(2)
Includes loan fees of $152,000$103,000 and $146,000$152,000 for the three months ended September 30, 20202021 and 2019,2020, respectively.  Includes average nonaccrual loans of approximately $196,000$426,000 and $210,000$196,000 for the three months ended September 30, 20202021 and 2019,2020, respectively.  Excludes paycheck protection programPPP loans.
(3)
Includes loan fees of $2.8 million and $1.2 million for the three months ended September 30, 2020.
2021 and 2020, respectively.


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The following table shows an analysis of net interest margin for the nine month periods ended September 30, 20202021 and 20192020 (dollars in thousands):
 
 For the nine months ended September 30,  For the nine months ended September 30, 
 2020  2019  2021  2020 
 
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
  
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
  
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
  
Average
Balance
  
Interest
Earned
or Paid
  
Average
Yield
or Cost
 
Assets
                               
Taxable securities $184,809  $2,882   2.08% $177,969  $2,952   2.21% $195,867  $2,365   1.61% $184,809  $2,882   2.08%
Tax-exempt securities (1)  132,471   2,607   3.38   120,505   2,623   3.73   145,571   2,295   2.71   132,471   2,607   3.38 
Commercial loans (2)  1,035,247   31,882   4.06   1,055,873   38,428   4.80   906,493   25,590   3.72   1,035,247   31,882   4.06 
Paycheck protection program loans (3)  203,875   3,682   2.38          
PPP loans (3)  206,941   8,690   5.54   203,875   3,682   2.38 
Residential mortgage loans  190,782   5,275   3.69   234,823   6,541   3.71   136,435   3,526   3.44   190,782   5,275   3.69 
Consumer loans  71,732   2,354   4.38   81,222   3,211   5.29   56,373   1,724   4.09   71,732   2,354   4.38 
Federal Home Loan Bank stock  11,558   339   3.86   11,558   475   5.42   11,558   162   1.84   11,558   339   3.86 
Federal funds sold and other short-term investments  346,900   802   0.30   190,245   3,278   2.27   1,012,179   948   0.12   346,900   802   0.30 
Total interest earning assets (1)  2,177,374   49,823   3.07   1,872,195   57,508   4.12   2,671,417   45,300   2.28   2,177,374   49,823   3.07 
Noninterest earning assets:                                                
Cash and due from banks  30,572           31,649           35,084           30,572         
Other  96,605           88,587           102,849           96,605         
Total assets $2,304,551          $1,992,431          $2,809,350          $2,304,551         
Liabilities
                                                
Deposits:                                                
Interest bearing demand $510,181  $356   0.09% $442,789  $1,175   0.36% $670,029  $122   0.02% $510,181  $356   0.09%
Savings and money market accounts  698,097   1,050   0.20   619,861   3,678   0.79   811,381   183   0.03   698,097   1,050   0.20 
Time deposits  141,762   1,712   1.62   146,142   2,113   1.94   103,271   428   0.55   141,762   1,712   1.62 
Borrowings:                                                
Other borrowed funds  68,610   1,069   2.06   59,954   1,020   2.24   70,623   1,005   1.88   68,610   1,069   2.06 
Long-term debt  20,619   612   3.90   41,238   1,710   5.47   14,123   319   2.98   20,619   612   3.90 
Total interest bearing liabilities  1,439,269   4,799   0.44   1,309,984   9,696   0.99   1,669,427   2,057   0.16   1,439,269   4,799   0.44 
Noninterest bearing liabilities:                                                
Noninterest bearing demand accounts  625,759           472,345           881,177           625,759         
Other noninterest bearing liabilities  13,327           9,255           13,535           13,327         
Shareholders' equity  226,196           200,847           245,211           226,196         
Total liabilities and shareholders' equity $2,304,551          $1,992,431          $2,809,350          $2,304,551         
Net interest income     $45,024          $47,812          $43,243          $45,024     
Net interest spread (1)          2.63%          3.13%          2.12%          2.63%
Net interest margin (1)          2.77%          3.43%          2.18%          2.77%
Ratio of average interest earning assets to average interest bearing liabilities  151.28%          142.92%          160.02%          151.28%        
 
(1)
Yields are presented on a tax equivalent basis using an assumed tax rate of 21% at September 30, 20202021 and 2019.
2020.
(2)
Includes loan fees of $612,000$628,000 and $660,000$612,000 for the nine months ended September 30, 20202021 and 2019,2020, respectively. Includes average nonaccrual loans of approximately $472,000 and $2.8 million and $431,000 for the nine months ended September 30, 20202021 and 2019,2020, respectively. Excludes paycheck protection programPPP loans.
(3)
Includes loan fees of $7.1 million and $2.1 million for the nine months ended September 30, 2020.
2021 and 2020, respectively.


-42--40-

The following table presents the dollar amount of changes in net interest income due to changes in volume and rate (dollars in thousands):


 
For the three months ended September 30,
2020 vs 2019
Increase (Decrease) Due to
  
For the nine months ended September 30,
2020 vs 2019
Increase (Decrease) Due to
  
For the three months ended September 30,
2021 vs 2020
Increase (Decrease) Due to
  
For the nine months ended September 30,
2021 vs 2020
Increase (Decrease) Due to
 
 Volume  Rate  Total  Volume  Rate  Total  Volume  Rate  Total  Volume  Rate  Total 
                               
Interest income                               
Taxable securities $264 $(365) $(101) $157 $(227) $(70) $94  $(175) $(81) $164  $(681) $(517)
Tax-exempt securities 463 (521) (58) 430 (446) (16) 255  (339) (84) 338  (650) (312)
Commercial loans, excluding PPP loans (946) (1,982) (2,928) (738) (5,808) (6,546) (786) (639) (1,425) (3,767) (2,525) (6,292)
Paycheck protection program loans 2,067  2,067 3,682  3,682 
PPP loans (1,868) 2,905  1,037  56  4,952  5,008 
Residential mortgage loans (497) (49) (546) (1,218) (48) (1,266) (448) (117) (565) (1,423) (326) (1,749)
Consumer loans (142) (200) (342) (346) (511) (857) (134) (6) (140) (484) (146) (630)
Federal Home Loan Bank stock  (59) (59)  (136) (136)   (56) (56)   (177) (177)
Federal funds sold and other short-term investments  4,948  (6,238)  (1,290)  2,438  (4,914)  (2,476)  240   94   334   828   (682)  146 
Total interest income 6,157 (9,414) (3,257) 4,405 (12,090) (7,685) (2,647) 1,667  (980) (4,288) (235) (4,523)
Interest expense                               
Interest bearing demand $516 $(780) $(264) $255 $(1,074) $(819) $15  $(44) $(29) $87  $(321) (234)
Savings and money market accounts 1,277 (2,392) (1,115) 679 (3,307) (2,628) 11  (72) (61) 147  (1,014) (867)
Time deposits (106) (237) (343) (62) (339) (401) (80) (242) (322) (376) (908) (1,284)
Other borrowed funds 226 (211) 15 174 (125) 49  34  (73) (39) 30  (94) (64)
Long-term debt  (214)  (174)  (388)  (698)  (400)  (1,098)  (166)  15   (151)  (167)  (126)  (293)
Total interest expense  1,699  (3,794)  (2,095)  348  (5,245)  (4,897)  (186)  (416)  (602)  (279)  (2,463)  (2,742)
Net interest income $4,458 $(5,620) $(1,162) $4,057 $(6,845) $(2,788) $(2,461) $2,083  $(378) $(4,009) $2,228  $(1,781)


Provision for Loan Losses: The provision for loan losses for the three months ended September 30, 20202021 was $500,000a benefit of $550,000 compared to $0an expense of $500,000 for the same period in 2019.2020.  The provision for loan losses for the first nine months of 20202021 was $2.2a benefit of $1.3 million compared to a negative $450,000an expense of $2.2 million for the same period in 2019.2020.  The provisions for loan losses for the 2020 periods were impacted by additional qualitative adjustments made to provide for estimated losses associated with the COVID-19 pandemic as well as the large charge-off taken in June 2020, some of which was specifically reserved for previously. Aa $4.1 million charge-off was taken in June 2020 related to a single loan relationship with a movie theater business for which the underlying assets were sold through bankruptcy proceedings.proceedings, some of which was specifically reserved for previously.  No other loans of this industry type remain in our portfolio.  This was partially offset by continued strong asset quality metrics and loan portfolio contraction.  The balances of loans graded 5 and 6, which receive higher allocations, decreased by $5.0 million from December 31, 2019 to September 30, 2020.  Specific reserves on impaired loans decreased by $608,000 from $1.6 million at December 31, 2019 to $1.0 million at September 30, 2020.  When excluding PPP loans, which are 100% guaranteed by the SBA, total loans decreased by $22.8$9.6 million in the three months ended September 30, 2020.2021.  This was a partial factor in determining the provision for loan losses in the third quarter of 2021.  Net loan recoveries were $203,000$276,000 in the three months ended September 30, 20202021 compared to net loan recoveries of $259,000$203,000 in the same period in 2019.2020.
 
Gross loan recoveries were $227,000$298,000 for the three months ended September 30, 20202021 and $307,000$227,000 for the same period in 2019.2020.  In the three months ended September 30, 2020,2021, we had $24,000$22,000 in gross loan charge-offs, compared to $48,000$24,000 in the same period in 2019.2020.  For the nine months ended September 30, 2020,2021, we experienced gross loan recoveries of $1.4 million$526,000 compared to $965,000$1.4 million for the same period in 2019.2020.  Gross charge-offs for the nine months ended September 30, 20202021 were $4.2 million$102,000 compared to $246,000$4.2 million for the same period in 2019.2020.
 
The amounts of loan loss provision in both the most recent quarter and comparable prior year period were the result of establishing our allowance for loan losses at levels believed necessary based upon our methodology for determining the adequacy of the allowance.  More information about our allowance for loan losses and our methodology for establishing its level may be found under the heading "Allowance for Loan Losses" below.

-43--41-

Noninterest Income: Noninterest income for the three and nine month periods ended September 30, 20202021 was $5.6 million and $18.3 million compared to $6.1 million and $16.9 million compared to $5.2 million and $14.6 million for the same periods in 2019,2020, respectively.   The components of noninterest income are shown in the table below (in thousands):


 
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Three Months
Ended
September 30,
2021
  
Three Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Service charges and fees on deposit accounts $987 $1,139 $2,957 $3,267  $1,183  $987  $3,240  $2,957 
Net gains on mortgage loans 1,546 824 4,045 1,650  851  1,546  4,177  4,045 
Trust fees 921 920 2,801 2,813  1,079  921  3,217  2,801 
ATM and debit card fees 1,542 1,469 4,199 4,276  1,676  1,542  4,844  4,199 
Bank owned life insurance (“BOLI”) income 215 252 688 737  260  215  787  688 
Investment services fees 328 286 980 934  330  328  1,146  980 
Other income  553  323  1,234  962   263   553   938   1,234 
Total noninterest income $6,092 $5,213 $16,904 $14,639  $5,642  $6,092  $18,349  $16,904 

Net gains on mortgage loans were up $722,000down $695,000 in the three months ended September 30, 20202021 and were up $2.4 million$132,000 in the nine months ended September 30, 20202021 compared to the same periods in 20192020 as a result of an increasechanges in the volume of loans originated for sale insale.  In the 2020 periodspast two years volumes have been high due to a lower interest rate environment, spurring more refinancing of fixed rate loans which we sell into the secondary market.  Mortgage loans originated for sale in the three months ended September 30, 20202021 were $40.8$21.3 million, compared to $24.9$40.8 million in the same period in 2019.2020.  For the first nine months of 2020,2021, mortgages originated for sale were $120.2$107.8 million, compared to $53.7$120.2 million for the same period in 2019.2020.
 
Investment servicesTrust fees were up $43,000$158,000 in the three months ended September 30, 20202021 and were up $46,000$416,000 in the nine months ended September 30, 20202021 compared to the three and nine months ended September 30, 2019,2020, respectively. The increase for the three and nine months ended September 30, 2021 was largely due to the 2020 periods reflecting lower market valuations of trust assets resulting from the COVID-19 shutdown of the economy.  ATM and debit card fees were also up $73,000 in the three months ended September 30, 2020 and down $77,000 in the nine months ended September 30, 20202021 as compared to the three and nine months ended September 30, 2019, respectively. We saw2020, respectively, due to reduced volume of usage by our customers during the COVID-19 shutdown of the economy in the second quarter of 2020 periods.  These volumes and a returnresulting income have returned to more normal volumeslevels in the third quarter of 2020.2021 periods.  Service charges on deposit accounts decreasedincreased in the three and nine months ended September 30, 20202021 as compared to the same periods in 2019 due2020 as customers returned to lower overdraft fees as our customers have generally retained higher deposit balancesmore normal behaviors in the low interest rate environment and2021 after having curtailed spending in 2020 due to uncertainty related to the COVID-19 pandemic,pandemic.  Additionally, customers’ account balances in 2020 were bolstered by economic impact payments, thereby resulting in fewer overdrafts.  That said, these fees have increased in the third quarter of 2020 compared to the second quarter of 2020 as businesses reopened and economic activity began to recover.
 
Other income was up in the three and nine months ended September 30, 2020 due to fees collected on customer back-to-back interest rate swaps.  These fees were up $253,000 and $402,000 in the three and nine month periods ended September 30, 2020, respectively.
Noninterest Expense: Noninterest expense increased by $524,000$17,000 to $11.5$11.6 million for the three month period ended September 30, 20202021 as compared to the same period in 2019.2020.  Noninterest expense increased by $177,000$994,000 to $33.8$34.8 million for the nine months ended September 30, 20202021 compared to $33.6$33.8 million for the same period in 2019.2020.  The components of noninterest expense are shown in the table below (in thousands):


 
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Three Months
Ended
September 30,
2021
  
Three Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Salaries and benefits $6,480 $6,272 $18,937 $18,895  $6,278  $6,480  $19,192  $18,937 
Occupancy of premises 1,026 966 2,984 3,055  992  1,026  3,023  2,984 
Furniture and equipment 967 887 2,704 2,597  1,014  967  2,929  2,704 
Legal and professional 260 211 798 652  272  260  768  798 
Marketing and promotion 239 228 716 689  175  239  525  716 
Data processing 761 735 2,309 2,226  839  761  2,602  2,309 
FDIC assessment 131  207 239  204  131  532  207 
Interchange and other card expense 367 347 1,041 1,057  391  367  1,137  1,041 
Bond and D&O insurance 104 103 313 309  112  104  334  313 
Net (gains) losses on repossessed and foreclosed properties   32 (69)
Administration and disposition of problem assets 25 46 71 183 
Outside services 491 403 1,322 1,348  510  491  1,434  1,322 
Other noninterest expense  682  811  2,325  2,401   763   707   2,277   2,428 
Total noninterest expense $11,533 $11,009 $33,759 $33,582  $11,550  $11,533  $34,753  $33,759 


-44--42-

Most categories of noninterest expense were relatively unchanged compared to the three months ended September 30, 20192020 due to our ongoing efforts to manage expenses and scale our operations. Our largest component of noninterest expense, salaries and benefits, increaseddecreased by $208,000$202,000 in the three months ended September 30, 20202021 from same period in 2019.2020. This increase wasdecrease is primarily due primarily to an increase in salaries and compensation and an increasea decrease in variable-based compensation due to higherlower mortgage origination volume.volume and a reduction in 401k matching contributions. Salaries and benefits increased by $42,000$255,000 for the nine months ended September 30, 20202021 compared to the nine months ended September 30, 20192020 due primarily to the same combinationa higher level of factors.  Benefitting the 2020 periods was a decrease in our medical insurance plan as we experienced lower claims,stock-based compensation and higher cost deferrals from commercial loan production associated with the origination of PPP loans. The 401k match and the bonus accruals that were curtailed in the second quarter of 2020 in reactionvariable-based compensation tied to the uncertainty surrounding the COVID-19 pandemic were reinstated during the third quarter of 2020.brokerage services. The table below identifies the primary components of salaries and benefits (in thousands):
 
 
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Three Months
Ended
September 30,
2021
  
Three Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Salaries and other compensation 5,678 5,520 16,919 16,333  $
5,708  $
5,678  $
17,174  $
16,919 
Salary deferral from commercial loans (229) (219) (899) (601)
Salary deferral from commercial loan originations  (204)  (229)  (825)  (899)
Bonus accrual 296 284 619 853   289   296   688   619 
Mortgage production - variable comp 316 228 834 434   187   316   903   834 
401k matching contributions 194 183 464 555   98   194   327   464 
Medical insurance costs  225  276  1,000  1,321   200   225   925   1,000 
Total salaries and benefits $6,480 $6,272 $18,937 $18,895  $6,278  $6,480  $19,192  $18,937 
 
Occupancy expenses were up $60,000down $34,000 in the three months ended September 30, 20202021 and were down $71,000up $39,000 in the nine months ended September 30, 20202021 compared to the same periods in 20192020 due to fluctuations in maintenance costs incurred associated with branch facilities.incurred.  Furniture and equipment expenses were up $80,000$47,000 in the three months ended September 30, 20202021 and were up $107,000$225,000 in the nine months ended September 30, 20202021 compared to the same periods in 20192020 due to costs associated with equipment and service contracts.contracts primarily to improve information security.
 
Our FDIC assessment costs increased by $131,000$73,000 in the three months ended September 30, 20202021 compared to the same period in 20192020 due to our full utilization of assessment credits.the significant increase in deposit balances between these periods.  In January 2019, the FDIC notified us that the Bank would receive an assessment credit of approximately $400,000$438,000 to offset future assessmentsassessment as the FDIC Deposit Insurance Fund had exceeded its target ratio of 1.35%.  Assessment credits totaling $266,000$172,000 were applied in the third and fourth quarters of 2019, $136,000 was applied in the first quarter of 2020 and the remaining $36,000 was applied in the second quarter of 2020. Expenses for future periods will increase as the Bank has utilized all of its assessment credits.
Costs associated with administration and disposition of problem assets have decreased significantly over the past several years.  These expenses include legal costs and repossessed and foreclosed property administration expense. Repossessed and foreclosed property administration expense includes survey and appraisal, property maintenance and management and other disposition and carrying costs.  Net (gains) losses on repossessed and foreclosed properties include both net gains and losses on the sale of properties and unrealized losses from value declines for outstanding properties.
These costs are itemized in the following table (in thousands):

  
Three Months
Ended
September 30,
2020
  
Three Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
 
Legal and professional – nonperforming assets $14  $19  $38  $69 
Repossessed and foreclosed property administration  11   27   33   68 
Net (gains) losses on repossessed and foreclosed properties        32   (69)
Total $25  $46  $103  $68 

As the level of problem loans and assets has declined, the costs associated with these nonperforming assets have decreased significantly over the past several years.  Other real estate owned decreased from $3.1 million at September 30, 2019 to $2.6 million at September 30, 2020.
For the first nine months of 2020, net (gains) losses on repossessed and foreclosed properties swung unfavorably by $101,000 compared to the same period in 2019.  The net increase in expense was due to an improvement in net gains realized in the 2019 period. There were no valuation writedowns in the three month periods ended September 30, 2020 and 2019. In the nine month period ended September 30, 2020, valuation writedowns totaled $32,000 compared to valuation writedowns of $10,000 for the same period in 2019. There were no realized gains or losses on repossessed assets and foreclosed properties in the three months ended September 30, 2020 and 2019.  For the nine months ended September 30, 2020, net realized gains totaled $0,contributing to the increase in FDIC assessment costs of $325,000 in the first nine months of 2021 compared to net realized gains of $79,000 for the same period in 2019.2020.

-45-

Outside servicesData processing costs were up $88,000$78,000 and $293,000 in the three and nine month periodperiods ended September 30, 2020 and were down $26,000 in the nine month period ended September 30, 20202021, respectively, compared to the same periods in 20192020 due to ongoing efforts to managehigher usage of electronic banking services and scale these costs.debit cards by our customers.
 
Outside services were up $19,000 and $112,000 in the three and nine months ended September 30, 2021, respectively, compared to the same periods in 2020 due to certain increased vendor costs including a periodic business process review of our customer onboarding process.
Federal Income Tax Expense: We recorded $1.6$1.7 million and $4.8$5.3 million in federal income tax expense for the three and nine month periods ended September 30, 20202021 compared to $1.9$1.6 million and $5.5$4.8 million for the same periods in 2019.2020.  Our effective tax rates for the three and nine month periods ended September 30, 20202021 were 18.47%19.42% and 18.48%18.98%, respectively, compared to 18.75%18.47% and 18.80%18.48% for the same periods in 2019.2020.
 
FINANCIAL CONDITION
 
Total assets were $2.51$2.90 billion at September 30, 2020,2021, an increase of $439.9$259.5 million from December 31, 2019.2020. This change reflected increases of $260.6$486.2 million in cash and cash equivalents, $4.7$4.6 million in debt securities available for sale, $8.7$58.1 million in debt securities held to maturity, $339.2 millionand $10.3 in PPP loans, and $5.7 million in other assets,bank-owned life insurance, partially offset by decreasesa decrease of $182.5$292.7 million in our loan portfolio excludingincluding PPP loans. Total deposits increased by $417.3$254.6 million at September 30, 20202021 compared to December 31, 2019.2020.  FHLB advances increased by $15 million from December 31, 2020 to September 30, 2021, while long term debt decreased by $20.6 million with the redemption of the remaining trust preferred securities on July 7, 2021.
 
Cash and Cash Equivalents: Our cash and cash equivalents, which include federal funds sold and short-term investments, were $533.0 million$1.27 billion at September 30, 20202021 compared to $272.5$783.7 million at December 31, 2019.2020.  The increase in these balances primarily related to an increase in our total deposits due to customers holding higher balances, particularly liquid deposits,combined with a decrease in the low interest rate environment and due to uncertainty related to the COVID-19 pandemic.our loan portfolio.
 
Securities: Debt securities available for sale were $229.9$241.5 million at September 30, 20202021 compared to $225.2$236.8 million at December 31, 2019.2020. The balance at September 30, 20202021 primarily consisted of U.S. agency securities, agency mortgage backed securities and various municipal investments. Our held to maturity portfolio was $91.4$137.6 million at September 30, 20202021 compared to $82.7$79.5 million at December 31, 2019.2020.  Our held to maturity portfolio is comprised of state, municipal and privately placed commercial bonds.
 
-43-

Portfolio Loans and Asset Quality: Total portfolio loans increaseddecreased by $156.7$292.7 million in the first nine months of 20202021 and were $1.54$1.14 billion at September 30, 20202021 compared to $1.39$1.43 billion at December 31, 2019.2020. During the first nine months of 2020,2021, our commercial portfolio increaseddecreased by $212.7$256.0 million.  The SBA created the Paycheck Protection Program to provide an efficient means to provide funding for small businesses to maintain payroll and operations during the COVID-19 pandemic.  We are an active participant in this program and originated a total of 1,7381,000 PPP loans totaling $346.7$128.1 million in principalthe nine months ended September 30, 2021 and received forgiveness proceeds in the amount of $279.9 million from the SBA in the same time period.  As a result, PPP loans decreased by $151.5 million during the first nine months of 2020.  Borrowers who use the funds from their PPP loans to maintain payroll and for certain fixed expenses such as rent, occupancy, etc. are eligible to have 100% of their loans forgiven by the SBA.  We expect a substantial majority of our PPP borrowers will apply for and receive approval for loan forgiveness by early 2021.  This expectation is subject to change due to borrower behavior, changing SBA requirements and processes relating to loan forgiveness and other relevant factors.  In early October 2020, the SBA issued a streamlined forgiveness application for PPP loans under $50,000.  This should accelerate the forgiveness timeline for small loans.  Through October 20, 2020, we have received forgiveness proceeds from the SBA totaling $3.1 million for PPP forgiveness applications submitted to date amounting to $90.5 million.  Excluding the PPP originations,loans, our commercial loans decreased by $125.4$104.5 million in the first nine months of 2020.2021 as customers substituted PPP loans for drawing on their lines of credit.  Our consumer portfolio decreased by $10.9$6.3 million and our residential mortgage portfolio decreased by $46.2$30.4 million in the first nine months of 2020.2021.
 
Mortgage loans originated for portfolio are typically adjustable rate loans as well as fixed rate loans that conform to secondary market requirements and have a term of fifteen years or less.  Mortgage loans originated for portfolio in the first nine months of 20202021 increased $127,000$1.1 million compared to the same period in 2019,2020, from $29.2$29.3 million in the first nine months of 20192020 to $29.3$30.4 million in the same period in 2020.2021.  However, this increase in volume was not enough to offset paydowns on mortgage portfolio loans.
 
The volume of residential mortgage loans originated for sale in the first nine months of 2020 increased $66.52021 decreased $12.3 million compared to the same period in 2019.2020. Residential mortgage loans originated for sale were $107.8 million in the first nine months of 2021 compared to $120.2 million in the first nine months of 2020 compared to $53.7 million in the first nine months of 2019.2020.

-46-

The following table shows our loan origination activity for loans to be held in portfolio during the first nine months of 20202021 and 2019,2020, broken out by loan type and also shows average originated loan size (dollars in thousands):


 Nine months ended September 30, 2020  Nine months ended September 30, 2019  Nine months ended September 30, 2021  Nine months ended September 30, 2020 
 
Portfolio
Originations
  
Percent of
Total
Originations
  
Average
Loan Size
  
Portfolio
Originations
  
Percent of
Total
Originations
  
Average
Loan Size
  
Portfolio
Originations
  
Percent of
Total
Originations
  
Average
Loan Size
  
Portfolio
Originations
  
Percent of
Total
Originations
  
Average
Loan Size
 
Commercial real estate:                               
Residential developed $3,035 0.5% 217 $6,042 2.1% 302  $6,369  1.4% $
490  $3,035  0.5% $
217 
Unsecured to residential developers 170  170           170    170 
Vacant and unimproved 23,943 3.7 2,394 2,179 0.7 436  8,345  1.9  642  23,943  3.7  2,394 
Commercial development                   
Residential improved 45,463 7.0 425 39,059 13.6 315  75,223  16.9  607  45,463  7.0  425 
Commercial improved 45,493 7.0 1,379 54,463 18.9 1,184  54,609  12.2  1,187  45,493  7.0  1,379 
Manufacturing and industrial  12,098  1.9 432  14,384  5.0 899   24,962   5.6  960   12,098   1.9  432 
Total commercial real estate 130,202 20.1 675 116,127 40.3 550  169,508  38.0  764  130,202  20.1  675 
Commercial and industrial (1)  458,588  70.8 246  110,289  38.3 702 
Total commercial 588,790 90.9 287 226,416 78.6 615 
Commercial and industrial, excluding PPP 77,019  17.3  770  112,312  17.3  913 
PPP loans  128,052   28.7  127   346,276   53.4  199 
Total commercial and commercial real estate 374,579  84.0  282  588,790  90.9  287 
Consumer                               
Residential mortgage 29,327 4.5 333 29,174 10.1 260  30,415  6.8  295  29,327  4.5  333 
Unsecured 21  11           21    11 
Home equity 28,727 4.4 112 30,383 10.6 107  39,884  8.9  126  28,727  4.4  112 
Other secured  1,003  0.2 15  2,090  0.7 23   1,452   0.3  25   1,003   0.2  15 
Total consumer  59,078  9.1 142  61,647  21.4 127   71,751   16.0  150   59,078   9.1  142 
Total loans $647,868  100.0% 262 $288,063  100.0% 338  $446,330   100.0% $
247  $647,868   100.0% $
262 



(1)
Nine months ended September 30, 2020 includes $346.7 million in PPP loan originations
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The following table shows a breakout of our commercial loan activity during the first nine months of 20202021 and 20192020 (dollars in thousands):


 
Nine Months
Ended
September 30,
2020
  
Nine Months
Ended
September 30,
2019
  
Nine Months
Ended
September 30,
2021
  
Nine Months
Ended
September 30,
2020
 
Commercial loans originated (1) $588,790 $226,416  $374,579  $588,790 
Repayments of commercial loans (288,049) (237,205) (543,287) (288,049)
Change in undistributed - available credit  (86,930)  1,286   (87,282)  (86,930)
Net increase (decrease) in total commercial loans $213,811 $(9,503) $(255,990) $213,811 


(1)
Nine months ended September 30, 2020 includes $346.7 million in PPP loan originations


Overall, the commercial loan portfolio increased $213.8decreased $256.0 million in the first nine months of 2020.2021.  Our commercial and industrial portfolio increaseddecreased by $253.3$231.0 million while our commercial real estate loans decreased by $39.5$25.0 million.  As discussed above, included in the commercial production for the first nine months of 20202021 is $346.7$128.1 million in PPP loans.  Our overall production of commercial loans increaseddecreased by $362.4$214.2 million predominantly due to the PPP loans, from $226.4$588.8 million in the first nine months of 20192020 to $588.8$374.6 million in the same period of 2020.2021 mostly due to the significantly lower production of PPP loans (down $218.2 million).  Beyond the effect of the PPP loan production, our commercial and industrial portfolio is subject to seasonalwas impacted by fluctuations includesin floor plan loan lines to vehicle dealers, which were impacted by COVID-19.dealers.  The decline in borrowings in this sector was primarily the result of our dealers selling through their inventory but not being able to receivebuy new inventory due to supply shortages from the COVID-19 shutdown of the economy.
 
Commercial and commercial real estate loans remained our largest loan segment and accounted for approximately 85.0%84.6% and 79.2%85.2% of the total loan portfolio at September 30, 20202021 and December 31, 2019,2020, respectively. Residential mortgage and consumer loans comprised approximately 15.0%15.4% and 20.8%14.8% of total loans at September 30, 20202021 and December 31, 2019,2020, respectively.

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A further breakdown of the composition of the loan portfolio is shown in the table below (in thousands):


 September 30, 2020  December 31, 2019  September 30, 2021  December 31, 2020 
 Balance  
Percent of
Total Loans
  Balance  
Percent of
Total Loans
  Balance  
Percent of
Total Loans
  Balance  
Percent of
Total Loans
 
Commercial real estate: (1)                     
Residential developed $10,072 0.6% $14,705 1.1% $6,184  0.5% $8,549  0.6%
Unsecured to residential developers      19       
Vacant and unimproved 45,534 3.0 41,796 3.0  36,616  3.2  47,122  3.3 
Commercial development 605  665 0.1  403    857   
Residential improved 117,202 7.6 130,861 9.4  100,608  8.9  114,392  8.0 
Commercial improved 273,355 17.7 292,799 21.1  267,910  23.6  266,006  18.6 
Manufacturing and industrial  112,155  7.3  117,632  8.5   115,470   10.2   115,247   8.1 
Total commercial real estate 558,923 36.2 598,458 43.2  527,210  46.4  552,173  38.6 
Commercial and industrial (2)  752,918  48.8  499,572  36.0 
Total commercial 1,311,841 85.0 1,098,030 79.2 
Commercial and industrial, excluding PPP 356,812  31.4  436,331  30.6 
PPP loans  77,571   6.8   229,079   16.0 
Total commercial and commercial real estate 961,593  84.6  1,217,583  85.2 
Consumer                     
Residential mortgage 164,818 10.7 211,049 15.3  119,106  10.5  149,556  10.5 
Unsecured 189  274   103    161   
Home equity 61,276 4.0 70,936 5.1  52,127  4.6  57,975  4.0 
Other secured  4,211  0.3  5,338  0.4   3,684   0.3   4,056   0.3 
Total consumer  230,494  15.0  287,597  20.8   175,020   15.4   211,748   14.8 
Total loans $1,542,335  100.0% $1,385,627  100.0% $1,136,613   100.0% $1,429,331   100.0%



(1)
Includes both owner occupied and non-owner occupied commercial real estate.

(2)
September 30, 2020 balances include PPP loans totaling $339.2 million.
 
Commercial real estate loans accounted for 36.2%46.4% and 43.2%38.6% of the total loan portfolio at September 30, 20202021 and December 31, 2019,2020, respectively, and consisted primarily of loans to business owners and developers of owner and non-owner occupied commercial properties and loans to developers of single and multi-family residential properties. In the table above, we show our commercial real estate portfolio by loans secured by residential and commercial real estate, and by stage of development. Improved loans are generally secured by properties that are under construction or completed and placed in use. Development loans are secured by properties that are in the process of development or fully developed. Vacant and unimproved loans are secured by raw land for which development has not yet begun and agricultural land.
 
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Our consumer residential mortgage loan portfolio, which also includes residential construction loans made to individual homeowners, comprised 10.7%10.5% of portfolio loans at September 30, 20202021 and 15.3%10.5% at December 31, 2019.2020.  We expect to continue to retain in our loan portfolio certain types of residential mortgage loans (primarily high quality, low loan-to-value loans) in an effort to continue to diversify our credit risk and deploy our excess liquidity.
 
The volume of residential mortgage loans originated for sale during the first nine months of 2020 increased significantly from the first nine months of 2019 as a result of interest rate conditions.  The decrease in market interest rates in early 2020 has caused an increase in refinancing of fixed rate mortgages which we sell into the secondary market.
Our portfolio of other consumer loans includes loans secured by personal property and home equity fixed term and line of credit loans. This portfolio decreased by $10.9$6.3 million to $65.7$55.9 million at September 30, 20202021 from $76.5$62.2 million at December 31, 2019,2020, due primarily to a decrease in home equity loans.  These other consumer loans comprised 4.3%4.9% of our portfolio loans at September 30, 20202021 and 5.5%4.3% at December 31, 2019.2020.
 
Our loan portfolio is reviewed regularly by our senior management, our loan officers, and an internal loan review team that is independent of our loan originators and credit administration. An administrative loan committee consisting of senior management and seasoned lending and collections personnel meets quarterly to manage our internal watch list and proactively manage high risk loans.
 
When reasonable doubt exists concerning collectability of interest or principal of one of our loans, the loan is placed in nonaccrual status. Any interest previously accrued but not collected is reversed and charged against current earnings.
 
Nonperforming assets are comprised of nonperforming loans, foreclosed assets and repossessed assets. At September 30, 2020,2021, nonperforming assets totaled $2.8 million compared to $3.0$3.1 million at December 31, 2019.2020. There were no additions to other real estate owned in the first nine months of 20202021 or in the first nine months of 2019.2020.  At September 30, 2020,2021, there were no loans in redemption,foreclosure, so we expect there to be few, if any, additions to other real estate owned in the fourth quarterremainder of 2020.2021.  Proceeds from sales of foreclosed properties were $170,000 in the first nine months of 2021, resulting in net realized loss on sales of $20,000.  Proceeds from sales of foreclosed properties were $92,000 in the first nine months of 2020 resulting in netwith no realized gain on sales of $0.  Proceeds from sales of foreclosed properties were $340,000 in the first nine months of 2019 resulting in net realized gain on sales of $79,000.gains or losses.

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Nonperforming loans include loans on nonaccrual status and loans delinquent more than 90 days but still accruing.  Nonperforming loans at September 30, 20202021 consisted of $97,000$332,000 of commercial real estate loans and $98,000$88,000 of consumer and residential mortgage loans.  As of September 30, 2020,2021, nonperforming loans totaled $195,000,$420,000, or 0.01%0.04% of total portfolio loans, compared to $203,000,$533,000, or 0.01%0.04% of total portfolio loans, at December 31, 2019.2020.
 
Foreclosed and repossessed assets include assets acquired in settlement of loans. Foreclosed assets totaled $2.6$2.3 million at September 30, 20202021 and $2.7$2.5 million at December 31, 2019.2020. The entire balance at September 30, 20202021 was comprised of sixone commercial real estate properties.property. All properties acquired through or in lieu of foreclosure are initially transferred at their fair value less estimated costs to sell and then evaluated monthly for impairment after transfer using a lower of cost or market approach. Updated property valuations are obtained at least annually on all foreclosed assets.
 
At September 30, 2020, our foreclosed asset portfolio had a weighted average age held in portfolio of 8.6 years. Below is a breakout of our foreclosed asset portfolio at September 30, 2020 and December 31, 2019 by property type and the percentages the property has been written down since taken into our possession and the combined writedown percentage, including losses taken when the property was loan collateral (dollars in thousands):

  September 30, 2020  December 31, 2019 
Foreclosed Asset Property Type
 
Carrying
Value
  
Foreclosed
Asset
Writedown
  
Combined
Writedown
(Loan and
Foreclosed
Asset)
  
Carrying
Value
  
Foreclosed
Asset
Writedown
  
Combined
Writedown
(Loan and
Foreclosed
Asset)
 
Vacant Land  66   72.0%  78.2%  79   66.6%  74.1%
Residential Development  215   51.2   77.7   326   38.7   69.1 
Commercial Improved  2,343         2,343       
  $2,624   13.1   27.3  $2,748   11.7   25.8 

The following table shows the composition and amount of our nonperforming assets (dollars in thousands):

 
September 30,
2020
  
December 31,
2019
  
September 30,
2021
  
December 31,
2020
 
Nonaccrual loans $195 $203  $420  $533 
Loans 90 days or more delinquent and still accruing           
Total nonperforming loans (NPLs) 195 203  420  533 
Foreclosed assets 2,624 2,748  2,343  2,537 
Repossessed assets           
Total nonperforming assets (NPAs) $2,819 $2,951  $2,763  $3,070 
NPLs to total loans 0.01% 0.01% 0.04% 0.04%
NPAs to total assets 0.11% 0.14% 0.10% 0.12%


The following table shows the composition and amount of our troubled debt restructurings (TDRs) at September 30, 20202021 and December 31, 20192020 (dollars in thousands):


 September 30, 2020  December 31, 2019  September 30, 2021  December 31, 2020 
 Commercial  Consumer  Total  Commercial  Consumer  Total  Commercial  Consumer  Total  Commercial  Consumer  Total 
Performing TDRs $4,881 $4,356 $9,237 $8,469 $5,140 $13,609  $1,802  $3,296  $5,098  $4,959  $4,049  $9,008 
Nonperforming TDRs (1)  97    97  98    98   332      332   437      437 
Total TDRs $4,978 $4,356 $9,334 $8,567 $5,140 $13,707  $2,134  $3,296  $5,430  $5,396  $4,049  $9,445 


(1)
Included in nonperforming asset table above

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We had a total of $9.3$5.4 million and $13.7$9.4 million of loans whose terms have been modified in TDRs as of September 30, 20202021 and December 31, 2019,2020, respectively.  These loans may have involved the restructuring of terms to allow customers to mitigate the risk of foreclosure by meeting a lower loan payment requirement based upon their current cash flow.  These may also include loans that renewed at existing contractual rates, but below market rates for comparable credit.  For each restructuring, a comprehensive credit underwriting analysis of the borrower’s financial condition and prospects of repayment under the revised terms is performed to assess whether the structure can be successful and whether cash flows will be sufficient to support the restructured debt.  An analysis is also performed to determine whether the restructured loan should be on accrual status.  Generally, if the loan is on accrual at the time of restructure, it will remain on accrual after the restructuring.  In some cases, a nonaccrual loan may be placed on accrual at restructuring if the loan’s actual payment history demonstrates it would have cash flowed under the restructured terms.  After six consecutive payments under the restructured terms, a nonaccrual restructured loan is reviewed for possible upgrade to accruing status.  In situations where there is a subsequent modification or renewal and the loan is brought to market terms, including a contractual interest rate not less than a market interest rate for new debt with similar credit risk characteristics, the TDR and impaired designations may be removed.  Total TDRs decreased by $4.4$4.0 million from December 31, 20192020 to September 30, 20202021 due to payoffs and paydowns on existing TDRs exceeding new additions.TDRs.  There were 8259 loans identified as TDRs at September 30, 20202021 compared to 9176 loans at December 31, 2019.2020.

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As with other impaired loans, an allowance for loan loss is estimated for each TDR based on the most likely source of repayment for each loan.  For impaired commercial real estate loans that are collateral dependent, the allowance is computed based on the fair value of the underlying collateral, less estimated costs to sell.  For impaired commercial loans where repayment is expected from cash flows from business operations, the allowance is computed based on a discounted cash flow computation.  Certain groups of TDRs, such as residential mortgages, have common characteristics and for them the allowance is computed based on a discounted cash flow computation on the change in weighted rate for the pool.  The allowance allocations for commercial TDRs where we have reduced the contractual interest rate are computed by measuring cash flows using the new payment terms discounted at the original contractual rate.


On March 22, 2020, the federal banking agencies issued an “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus”.  This guidance encourages financial institutions to work prudently with borrowers that may be unable to meet their contractual obligations because of the effects of COVID-19.  The guidance goes on to explain that in consultation with the FASB staff that the federal banking agencies conclude that short-term modifications (e.g. six months) made on a good faith basis to borrowers who were current as of the implementation date of a relief program are not Troubled Debt Restructurings (“TDRs”).  The Coronavirus Aid, Relief and Economic Security (“CARES”) Act was passed by Congress on March 27, 2020.  Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that COVID-19 related modifications on loans that were current as of December 31, 2019 are not TDRs.  The Economic Aid Act passed by Congress on December 27, 2020 extended the date for such modifications to not be treated as TDRs to the earlier of 60 days after date on which the national emergency declared as a result of COVID-19 is terminated or January 1, 2022.  Through September 30, 2020,2021, the Bank had applied this guidance and modified 726 individual loans with aggregate principal balances totaling $337.2 million.  The majority of these modifications involved three-month extensions.

By September 30, 2020, most2021, all of these modificationmodifications had expired other than those receiving a second short-term modification as allowed underand the guidance.  At September 30, 2020, there were 26 such loans under COVID-19 modifications, totaling $79.9 million.  This is down from a quarter end peak of $297.3 million at June 30, 2020.  The table below shows the number and balances of loans with such modifications as of the past three quarter end dates (dollars in thousands):returned to their contractual payment terms.

  Number of COVID-19 Modifications  Outstanding Balance of COVID-19 Modifications 
March 31, 2020  176  $87,917 
June 30, 2020  599   297,269 
September 30, 2020  26   79,894 


Allowance for loan losses: The allowance for loan losses at September 30, 20202021 was $16.6$16.5 million, a decrease of $642,000$876,000 from December 31, 2019.2020.  The allowance for loan losses represented 1.07%1.45% of total portfolio loans at September 30, 20202021 and 1.24%1.22% at December 31, 2019.2020.  The ratioratios at September 30, 2021 and December 31, 2020 isare impacted by $339.2$77.6 million and $229.1 million of remaining PPP loans which were generated during the secondare fully guaranteed and third quarters of 2020.receive no allowance allocation.  The ratioratios excluding these loans was 1.38%were 1.56% and 1.45% at September 30, 2020.2021 and December 31, 2020, respectively.  The allowance for loan losses to nonperforming loan coverage ratio increased from 8473%3266.0% at December 31, 20192020 to 8491%3936.2% at September 30, 2020.2021.
 
The table below shows the changes in certain credit metrics over the past five quarters (dollars in millions)thousands):


 
Quarter Ended
September 30,
2020
  
Quarter Ended
June 30,
2020
  
Quarter Ended
March 31,
2020
  
Quarter Ended
December 31,
2019
  
Quarter Ended
September 30,
2019
  
Quarter Ended
September 30,
2021
  
Quarter Ended
June 30,
2021
  
Quarter Ended
March 31,
2021
  
Quarter Ended
December 31,
2020
  
Quarter Ended
September 30,
2020
 
Commercial loans $1,311.9 $1,310.7 $1,120.0 $1,098.0 $1,072.5 
Nonperforming loans 0.2 3.0 7.2 0.2 0.2  $
420  $
433  $
525  $
533  $
195 
Other real estate owned and repo assets 2.6 2.6 2.6 2.7 3.1  2,343  2,343  2,371  2,537  2,624 
Total nonperforming assets 2.8 5.6 9.9 3.0 3.3  2,763  2,776  2,896  3,070  2,819 
Net charge-offs (recoveries) (0.2) 4.0 (1.0) (0.0) (0.3) (276) (104) (44) (50) (203)
Total delinquencies 0.5 3.3 0.5 0.4 0.2  437  126  217  581  524 


A $4.1 million charge-off was taken in June 2020 related to a single loan relationship with a movie theater business for which the underlying assets were sold through bankruptcy proceedings.  This was an isolated charge-off, the amount of which was amplified by the COVID-19 shutdown of the economy.  No other loans of this industry type remain in our portfolio.  At September 30, 2020,2021, we had net loan recoveries in twenty-onetwenty-five of the past twenty-threetwenty-seven quarters.  Our total delinquencies were $524,000$437,000 at September 30, 20202021 and $405,000$581,000 at December 31, 2019.2020.  Our delinquency percentage at September 30, 20202021 was 0.03%0.04%.
 
These factors all impact our necessary level of allowance for loan losses and our provision for loan losses. The allowance for loan losses decreased $642,000$876,000 in the first nine months of 2020.2021.  We recorded a provision for loan losses benefit of $2.2$1.3 million for the nine months ended September 30, 20202021 compared to a negative $450,000$2.2 million in provision expense for the same period of 2019.2020.  Net loan charge-offsrecoveries were $2.8 million$424,000 for the nine months ended September 30, 2020,2021, compared to net loan recoveriescharge-offs of $719,000$2.8 million for the same period in 2019.2020. The ratio of net charge-offs (recoveries) to average loans was 0.25%-0.04% on an annualized basis for the first nine months of 20202021 and -0.07%0.25% for the first nine months of 2019.2020.

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Despite the large charge-off taken in the second quarter of 2020, we are encouraged by the reduced level of gross charge-offs over recent quarters. We do, however, recognize that future charge-offs and resulting provisions for loan losses are expected to be impacted by the timing and extent of changes in the overall economy and the real estate markets, in particular due to the impact of COVID-19.markets.
 
Our allowance for loan losses is maintained at a level believed appropriate based upon our assessment of the probable estimated losses inherent in the loan portfolio. Our methodology for measuring the appropriate level of allowance and related provision for loan losses relies on several key elements, which include specific allowances for loans considered impaired, general allowance for commercial loans not considered impaired based upon applying our loan rating system, and general allocations based on historical trends for homogeneous loan groups with similar risk characteristics.
 
Overall, impaired loans declined by $4.5$5.2 million to $9.3$5.4 million at September 30, 20202021 compared to $13.9$10.6 million at December 31, 2019.2020.  The specific allowance for impaired loans decreased $608,000$636,000 to $1.0 million$574,000 at September 30, 2020,2021, compared to $1.6$1.2 million at December 31, 2019.2020.  The specific allowance for impaired loans represented 10.9%10.6% of total impaired loans at September 30, 20202021 and 11.7%11.4% at December 31, 2019.2020.
 
The general allowance allocated to commercial loans that were not considered to be impaired was based upon the internal risk grade of such loans.  We use a loan rating method based upon an eight point system.  Loans are stratified between real estate secured and non-real estate secured.  The real estate secured portfolio is further stratified by the type of real estate.  Each stratified portfolio is assigned a loss allocation factor.  A higher numerical grade assigned to a loan category generally results in a greater allocation percentage.  Changes in risk grade of loans affect the amount of the allowance allocation.
 
The determination of our loss factors is based upon our actual loss history by loan grade and adjusted for significant factors that, in management's judgment, affect the collectability of the portfolio as of the analysis date.  We use a rolling 18 month actual net charge-off history as the base for our computation.  Over the past few years, the 18 month period computations have reflected sizeable decreases in net charge-off experience.  We addressed this volatility in the qualitative factor considerations applied in our allowance for loan losses computation. We also considered the extended period of strong asset quality in assessing the overall qualitative component.
 
At September 30, 2020, weWe also have considered the effect that theof COVID-19 pandemic has had and is having on our loan borrowers and our local economy.  An analysis of each credit in our commercial loan portfolio was performed during the quarter ended September 30, 2020 to evaluate the impact of the shutdown on each business and identify the potential loss exposure.  While this analysis revealed limited stress in our portfolio and significant stimulus and mitigation efforts arewere expected to soften the shutdown impact, we believebelieved a downgrade to our economic qualitative factor was appropriate and after addingwe added 7 basis points to this qualitative factor at March 31, 2020,2020. Additional allocations were provided in the second, third and fourth quarters of 2020.  In the first quarter of 2021, this factor was decreased by 2 basis points in recognition of improved economic conditions but additional allocations were made to other factors for a net increase of 8 basis points in the quarter.  In the second quarter 2021, we added another 6 basis points at June 30, 2020 and maintained this level at September 30, 2020.  We also added 420 basis points to our valuationconsumer loan portfolio qualitative factor at June 30, 2020 duefactors to address the potential for devalued collateralrisk that economic impact payments may be masking consumer delinquency and default.  We maintained these qualitative factors in the current environment and maintained at this level at September 30, 2020. We also added 2 basis points to the external factors qualitative at September 30, 2020.
As discussed earlier, under the CARES Act, we provided payment relief, primarily in the formthird quarter of interest-only periods, to a number of our borrowers.  Most of these modifications had expired by September 30, 2020, but 26 loans totaling $79.9 million remain under modified terms as of September 30, 2020, primarily those which received a second modification.  Recognizing that these loans may have higher risk of loss than other portfolio loans, we have isolated them in our allowance computation at September 30, 2020 and applied an additional 35 basis point allocation on these loans.2021.
 
Certain industry sectors will behave been more negatively impacted than others by the economic effects of COVID-19 and governmental action.  For example, businesses that thrive on large masses of people assembling in close proximity,than others such as hospitality, restaurants and sporting events will likely incur longer lasting negative effects than other industries.events.  We believe our commercial portfolio is adequately diversified, with our largest commercial concentrations in Real Estate, Rental and Leasing (22.6%(28.6%), followed by Manufacturing (13.7%(15.0%) and Retail Trade (10.4%(8.1%).


-51--48-

The table below breaks down our commercial loan portfolio by industry type at September 30, 20202021 and identifies the percentage of loans in each type that have a pass rating within our grading system (4 or better) and criticized rating (5 or worse) (dollars in thousands):
 
  September 30, 2021 
  Excluding PPP  PPP Loans  Total  
Percent of
Total Loans
  
Percent Grade
4 or Better
  
Percent Grade
5 or Worse
 
Industry:                  
Agricultural Products $41,605  $394  $41,999   4.37%  98.71%  1.29%
Mining and Oil Extraction  947   63   1,010   0.11%  100.00%  0.00%
Construction  68,309   8,803   77,112   8.02%  98.60%  1.40%
Manufacturing  128,466   16,682   145,148   15.09%  97.51%  2.49%
Wholesale Trade  61,267   704   61,971   6.44%  100.00%  0.00%
Retail Trade  75,009   2,744   77,753   8.09%  99.89%  0.11%
Transportation and Warehousing  43,367   3,998   47,365   4.93%  98.11%  1.89%
Information  682   323   1,005   0.10%  37.21%  62.79%
Finance and Insurance  32,592   187   32,779   3.41%  100.00%  0.00%
Real Estate and Rental and Leasing  274,304   900   275,204   28.62%  99.77%  0.23%
Professional, Scientific and Technical Services  7,042   3,241   10,283   1.07%  97.77%  2.23%
Management of Companies and Enterprises           0.00%  0.00%  0.00%
Administrative and Support Services  17,265   10,187   27,452   2.85%  99.62%  0.38%
Education Services  2,645   1,882   4,527   0.47%  98.08%  1.92%
Health Care and Social Assistance  50,709   16,366   67,075   6.98%  100.00%  0.00%
Arts, Entertainment and Recreation  7,720   473   8,193   0.85%  96.01%  3.99%
Accommodations and Food Services  40,830   6,326   47,156   4.90%  86.85%  13.15%
Other Services  31,265   4,296   35,561   3.70%  99.47%  0.53%
Total commercial loans $884,024  $77,569  $961,593   100.00%  98.48%  1.52%

  September 30, 2020 
  Excluding PPP  PPP Loans  Total  
Percent of
Total Loans
  Percent Grade 4 or Better  Percent Grade 5 or Worse 
Industry:
                  
Agricultural Products $58,078  $17,757  $75,835   5.78%  90.00%  10.00%
Mining and Oil Extraction  1,956   104   2,060   0.16%  100.00%  0.00%
Utilities     43   43   0.00%  100.00%  0.00%
Construction  74,089   52,473   126,562   9.65%  99.07%  0.93%
Manufacturing  119,386   60,098   179,484   13.68%  96.99%  3.01%
Wholesale Trade  58,974   16,573   75,547   5.76%  99.89%  0.11%
Retail Trade  113,037   22,792   135,829   10.35%  99.92%  0.08%
Transportation and Warehousing  44,666   21,047   65,713   5.01%  99.27%  0.73%
Information  795   4,612   5,407   0.41%  100.00%  0.00%
Finance and Insurance  43,419   6,633   50,052   3.82%  100.00%  0.00%
Real Estate and Rental and Leasing  292,066   4,382   296,448   22.60%  99.50%  0.50%
Professional, Scientific and Technical Services  5,157   24,634   29,791   2.27%  99.13%  0.87%
Management of Companies and Enterprises  1,990   350   2,340   0.18%  100.00%  0.00%
Administrative and Support Services  21,495   28,902   50,397   3.84%  99.77%  0.23%
Education Services  3,060   10,089   13,149   1.00%  99.25%  0.75%
Health Care and Social Assistance  55,091   32,549   87,640   6.68%  99.99%  0.01%
Arts, Entertainment and Recreation  7,590   4,510   12,100   0.92%  97.11%  2.89%
Accommodations and Food Services  42,036   13,215   55,251   4.21%  83.30%  16.70%
Other Services  29,744   18,342   48,086   3.67%  99.26%  0.74%
Public Administration     107   107   0.01%  100.00%  0.00%
Private Households           0.00%  0.00%  0.00%
Total commercial loans $972,629  $339,212  $1,311,841   100.00%  97.96%  2.04%

Accommodations and Food ServicesConsidering the change in the table above includes our loans to restaurants and hotels.  We have reviewed each relationship in this industry group and have determined based upon their nature of operationsqualitative factors and our commercial loan structure that we believeportfolio balances, the general allowance allocated to commercial loans was $13.2 million at September 30, 2021 and $13.8 million at December 31, 2020.  The qualitative component of our loss exposure is limited.allowance allocated to commercial loans was $13.3 million at September 30, 2021, down $399,000 from $13.7 million at December 31, 2020.
 
Groups of homogeneous loans, such as residential real estate and open- and closed-end consumer loans, receive allowance allocations based on loan type.  A rolling 12 month (four quarter) historical loss experience period was applied to residential mortgage and consumer loan portfolios.  As with commercial loans that are not considered impaired, the determination of the allowance allocation percentage is based principally on our historical loss experience.  These allocations are adjusted for consideration of general economic and business conditions, credit quality and delinquency trends, collateral values, and recent loss experience for these similar pools of loans.  The homogeneous loan allowance was $2.6$2.5 million at September 30, 20202021 and $2.6$2.4 million at December 31, 2019.2020.
 
The allowance allocations are not intended to imply limitations on usage of the allowance for loan losses.  The entire allowance for loan losses is available for any loan losses without regard to loan type.
 
Bank-Owned Life Insurance:  Bank-owned life insurance increased $10.3 million from December 31, 2020 to September 30, 2021 due to an additional $10.0 million in policies acquired in the second quarter of 2021 and earnings on the underlying policies.
Premises and Equipment:   Premises and equipment totaled $43.7$42.3 million at September 30, 2020, up $316,0002021, down $911,000 from $43.4$43.3 million at December 31, 2019.2020.
 
Other Assets: Other assets totaled $15.5 million at September 30, 2020, up $5.7 million from $9.8 million at December 31, 2019.  This increase is largely attributable to additional customer back-to-back interest rate swaps and changes in their market values.  The market value of these swaps was $5.1 million at September 30, 2020 and $1.8 million at December 31, 2019.
Deposits and Other Borrowings: Total deposits increased $417.3$254.6 million to $2.17$2.55 billion at September 30, 2020,2021, as compared to $1.75$2.30 billion at December 31, 2019.2020.  Non-interest checking account balances increased $256.0$125.0 million during the first nine months of 2020.2021.  Interest bearing demand account balances increased $80.7$63.3 million and savings and money market account balances increased $198.0$75.8 million in the first nine months of 2020.2021 as municipal and business customers have held higher balances during the COVID-19 pandemic.  Certificates of deposits decreased by $36.7$9.6 million in the first nine months of 2020.  Our overall deposit balances are elevated as a result of customers holding higher level of liquid deposits in this2021 reflecting the continued low market interest rate environment and due to uncertainty related to the COVID-19 pandemic.  Business deposits are also elevated partially due to PPP loan proceeds but also due to cash conservation efforts deployed by many of our customers given COVID-19 pandemic uncertainty.  We typically see seasonal deposit growth in the third quarter each year from municipal customers from property tax collections.rates.  We believe our success in maintaining the balances of personal and business checking and savings accounts was primarily attributable to our focus on quality customer service, the desire of customers to deal with a local bank, the convenience of our branch network and the breadth and depth of our sophisticated product line.

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Noninterest bearing demand accounts comprised 34.0%36% of total deposits at September 30, 20202021 and 27.5%35% of total deposits at December 31, 2019.2020.  These balances typically increase at year end for many of our commercial customers, then decline in the first quarter.  Becausehalf of the next year.  This didn’t happen in the first half of 2021 due to customers of all types holding higher balances during the COVID-19 pandemic.  In addition, because of the generally low rates paid on interest bearing account alternatives, many of our business customers chose to keep their balances in these more liquid noninterest bearing demand account types.  We also see a seasonal increase in deposits in the third quarter each year from municipal customers from property tax collections.  Interest bearing demand, including money market and savings accounts, comprised 60.7%60% of total deposits at September 30, 20202021 and 63.8%60% at December 31, 2019.2020. Time accounts as a percentage of total deposits were 5.3%4% at September 30, 20202021 and 8.7%5% at December 31, 2019.2020.
 
-49-

Borrowed funds totaled $90.6 million at September 30, 2020, including $70.02021 consisted of $85.0 million of Federal Home Loan Bank (“FHLB”) advances and $20.6 million in long-term debt associated with trust preferred securities.advances.  Borrowed funds totaled $80.6$90.6 million at December 31, 2019,2020, including $60.0$70.0 million of FHLB advances and $20.6 million in long-term debt associated with trust preferred securities.  The $10.0 million increase in borrowed funds inOn July 7, 2021, the nine months ended September 30, 2020 was due toCompany redeemed all of the addition of a $10.0 million FHLB advance in February 2020.long-term debt associated with trust preferred securities.
 
CAPITAL RESOURCES
 
Total shareholders' equity of $233.9$252.2 million at September 30, 2020 increased $16.42021 represented an increase of $12.4 million from $217.5$239.8 million at December 31, 2019.2020. The increase was primarily a result of net income of $21.2$22.8 million earned in the first nine months of 2020 and an increase2021, partially offset by a decrease of $3.1$2.7 million in accumulated other comprehensive income partially offset byand a payment of $8.2 million in cash dividends to shareholders.  The Bank was categorized as “well capitalized” at September 30, 2020.2021.
 
Capital guidelines for U.S. banks are commonly known as Basel III guidelines. The rules include a common equity Tier 1 capital to risk-weighted assets ratio (CET1 ratio) of 4.5% and a capital conservation buffer of 2.5% of risk-weighted assets, effectively resulting in a minimum CET1 ratio of 7.0%. The Basel III minimum ratio of Tier 1 capital to risk-weighted assets is 6.0% (which, with the capital conservation buffer, effectively results in a minimum Tier 1 capital ratio of 8.5%), and the minimum total capital to risk-weighted assets ratio is 10.5% (with the capital conservation buffer), and Basel III requires a minimum leverage ratio of 4.0%. The capital ratios for the Company and the Bank under Basel III have continued to exceed the well capitalized minimum capital requirements.
 
The following table shows our regulatory capital ratios (on a consolidated basis) for the past several quarters:


Macatawa Bank Corporation
 
Sept 30,
2020
  
June 30,
2020
  
March 31,
2020
  
Dec 31,
2019
  
Sept 30,
2019
  
Sept 30,
2021
  
June 30,
2021
  
March 31,
2021
  
Dec 31,
2020
  
Sept 30,
2020
 
Total capital to risk weighted assets 17.7% 17.3% 15.8% 15.8% 16.8% 18.6% 19.7% 19.3% 18.3% 17.7%
Common Equity Tier 1 to risk weighted assets 15.3 14.9 13.4 13.5 13.2  17.4  17.1  16.7  15.8  15.3 
Tier 1 capital to risk weighted assets 16.6 16.3 14.7 14.7 15.8  17.4  18.5  18.1  17.1  16.6 
Tier 1 capital to average assets 9.8 10.5 11.9 11.5 12.2  8.5  9.5  9.8  9.9  9.8 

LIQUIDITYOn July 7, 2021, the Company redeemed all of the remaining outstanding trust preferred securities.
 
-50-

LIQUIDITY
Liquidity of Macatawa Bank: The liquidity of a financial institution reflects its ability to manage a variety of sources and uses of funds. Our Consolidated Statements of Cash Flows categorize these sources and uses into operating, investing and financing activities. We primarily focus on developing access to a variety of borrowing sources to supplement our deposit gathering activities and provide funds for our investment and loan portfolios. Our sources of liquidity include our borrowing capacity with the FRB's discount window, the Federal Home Loan Bank, federal funds purchased lines of credit and other secured borrowing sources with our correspondent banks, loan payments by our borrowers, maturity and sales of our securities available for sale, growth of our deposits, federal funds sold and other short-term investments, and the various capital resources discussed above.
 
Liquidity management involves the ability to meet the cash flow requirements of our customers. Our customers may be either borrowers with credit needs or depositors wanting to withdraw funds. Our liquidity management involves periodic monitoring of our assets considered to be liquid and illiquid, and our funding sources considered to be core and non-core and short-term (less than 12 months) and long-term. We have established parameters that monitor, among other items, our level of liquid assets to short-term liabilities, our level of non-core funding reliance and our level of available borrowing capacity. We maintain a diversified wholesale funding structure and actively manage our maturing wholesale sources to reduce the risk to liquidity shortages. We have also developed a contingency funding plan to stress test our liquidity requirements arising from certain events that may trigger liquidity shortages, such as rapid loan growth in excess of normal growth levels or the loss of deposits and other funding sources under extreme circumstances.
 
We have actively pursued initiatives to maintain a strong liquidity position.  The Bank has reduced its reliance on non-core funding sources, including brokered deposits, and focused on achieving a non-core funding dependency ratio below its peer group average.  We have had no brokered deposits on our balance sheet since December 2011.  We continue to maintain significant on-balance sheet liquidity.  At September 30, 2020,2021, the Bank held $504.7 million$1.24 billion of federal funds sold and other short-term investments.  In addition, the Bank had available borrowing capacity from correspondent banks of approximately $315.8$242.5 million as of September 30, 2020.2021.

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In the normal course of business, we enter into certain contractual obligations, including obligations which are considered in our overall liquidity management.  The table below summarizes our significant contractual obligations at September 30, 20202021 (dollars in thousands):


 
Less than
1 year
  1-3 years  3-5 years  
More than
5 years
  
Less than
1 year
  1-3 years  3-5 years  
More than
5 years
 
Long term debt $ $ $ $20,619  $  $  $  $ 
Time deposit maturities 93,946 19,114 2,349 57   77,814   14,807   1,247   58 
Other borrowed funds 10,000 10,000 40,000 10,000      30,000   20,000   35,000 
Operating lease obligations  383  479  271  26   310   364   144    
Total $104,329 $29,593 $42,620 $30,702  $78,124  $45,171  $21,391  $35,058 


In addition to normal loan funding, we also maintain liquidity to meet customer financing needs through unused lines of credit, unfunded loan commitments and standby letters of credit.  The level and fluctuation of these commitments is also considered in our overall liquidity management.  At September 30, 2020,2021, we had a total of $594.1$691.9 million in unused lines of credit, $83.1$103.6 million in unfunded loan commitments and $12.5$11.8 million in standby letters of credit.

Liquidity of Holding Company: The primary sources of liquidity for the Company are dividends from the Bank, existing cash resources and the capital markets if the need to raise additional capital arises.  Banking regulations and the laws of the State of Michigan in which our Bank is chartered limit the amount of dividends the Bank may declare and pay to the Company in any calendar year.  Under the state law limitations, the Bank is restricted from paying dividends to the Company in excess of retained earnings.  In 2019,2020, the Bank paid dividends to the Company totaling $32.5$11.7 million.  In the same period, the Company paid $20.0 million to redeem trust preferred securities and paid $9.5$10.9 million in dividends to its shareholders.  On February 25, 2020,24, 2021, the Bank paid a dividend totaling $2.8$3.7 million to the Company in anticipation of the common share cash dividend of $0.08 per share paid on February 27, 202025, 2021 to shareholders of record on February 11, 2020.10, 2021.  The cash distributed for this cash dividend payment totaled $2.7 million.  On May 26, 2020,2021, the Bank paid a dividend totaling $2.7$3.2 million to the Company in anticipation of the common share cash dividend of $0.08 per share paid on May 28, 202027, 2021 to shareholders of record on May 12, 2020.2021.  The cash distributed for this cash dividend payment totaled $2.7 million.  On July 6, 2021, the Bank paid a dividend totaling $20.0 million to the Company in anticipation of the redemption of its trust preferred securities.  On July 7, 2021, the Company redeemed all of the outstanding trust preferred securities.  On August 26, 2020,25, 2021, the Bank paid a dividend totaling $3.2 million to the Company in anticipation of the common share cash dividend of $0.08 per share paid on August 27, 202026, 2021 to shareholders of record on August 11, 2020.2021.  The cash distributed for this cash dividend payment totaled $2.7 million.  The Company retained the remaining balance in each period for general corporate purposes.  At September 30, 2020,2021, the Bank had a retained earnings balance of $80.0$79.7 million.

The Company has the right to defer interest payments for 20 consecutive quarters on its trust preferred securities if necessary for liquidity purposes.  During the deferral period, the Company may not declare or pay any dividends on its common stock or make any payment on any outstanding debt obligations that rank equally with or junior to the trust preferred securities.
-51-

The Company’s cash balance at September 30, 20202021 was $7.5$7.9 million.  The Company believes that it has sufficient liquidity to meet its cash flow obligations.
 
CRITICAL ACCOUNTING POLICIES AND ESTIMATES:
 
To prepare financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions based on available information.  These estimates and assumptions affect the amounts reported in the financial statements and future results could differ.  The allowance for loan losses, other real estate owned valuation, loss contingencies, revenue recognition and income taxes are deemed critical due to the required level of management judgment and the use of estimates, making them particularly subject to change.
 
Our methodology for determining the allowance for loan losses and the related provision for loan losses is described above in the "Allowance for Loan Losses" discussion.  This area of accounting requires significant judgment due to the number of factors which can influence the collectability of a loan.  Unanticipated changes in these factors could significantly change the level of the allowance for loan losses and the related provision for loan losses.  Although, based upon our internal analysis, and in our judgment, we believe that we have provided an adequate allowance for loan losses, there can be no assurance that our analysis has properly identified all of the probable losses in our loan portfolio.  As a result, we could record future provisions for loan losses that may be significantly different than the levels that we recorded in the first nine months of 2020.2021.
 
Assets acquired through or instead of foreclosure, primarily other real estate owned, are initially recorded at fair value less estimated costs to sell when acquired, establishing a new cost basis.  New real estate appraisals are generally obtained at the time of foreclosure and are used to establish fair value.  If fair value declines, a valuation allowance is recorded through expense.  Estimating the initial and ongoing fair value of these properties involves a number of factors and judgments including holding time, costs to complete, holding costs, discount rate, absorption and other factors.
 
Loss contingencies are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated.  This, too, is an accounting area that involves significant judgment.  Although, based upon our judgment, internal analysis, and consultations with legal counsel we believe that we have properly accounted for loss contingencies, future changes in the status of such contingencies could result in a significant change in the level of contingent liabilities and a related impact to operating earnings.

-54-

Noninterest revenue is recognized in accordance with contractual requirements and as we fulfill our obligations under contractual terms.  Most of our noninterest revenue comes from services that are transaction based and such revenue is recognized as the related service is provided.
 
Our accounting for income taxes involves the valuation of deferred tax assets and liabilities primarily associated with differences in the timing of the recognition of revenues and expenses for financial reporting and tax purposes.  At September 30, 2020,2021, we had gross deferred tax assets of $5.8$4.5 million and gross deferred tax liabilities of $3.2$2.3 million resulting in a net deferred tax asset of $2.5$2.1 million.  Accounting standards require that companies assess whether a valuation allowance should be established against their deferred tax assets based on the consideration of all available evidence using a "more likely than not" standard.  At December 31, 2018, a valuation allowance of $92,000 was established against a capital loss carryforward created by the liquidation of the assets of a partnership interest the Bank acquired through a loan settlement thereby reducing net deferred tax assets.  This valuation allowance was maintained at September 30, 2020, resulting in a net deferred tax asset balance of $2.4 million.  With the positive results in 2019 and the first nine months of 2020, weWe concluded at September 30, 20202021 that no other valuation allowance on our net deferred tax asset was required.  Changes in tax laws, changes in tax rates, changes in ownership and our future level of earnings can impact the ultimate realization of our net deferred tax asset.

Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
 
Our primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. All of our transactions are denominated in U.S. dollars with no specific foreign exchange exposure. Macatawa Bank has only limited agricultural-related loan assets, and therefore has no significant exposure to changes in commodity prices.
 
Our balance sheet has sensitivity, in various categories of assets and liabilities, to changes in prevailing rates in the U.S. for prime rate, mortgage rates, U.S. Treasury rates and various money market indexes. Our asset/liability management process aids us in providing liquidity while maintaining a balance between interest earning assets and interest bearing liabilities.
 
We utilize a simulation model as our primary tool to assess the direction and magnitude of variations in net interest income and the economic value of equity (“EVE”) resulting from potential changes in market interest rates. Key assumptions in the model include contractual cash flows and maturities of interest-sensitive assets and interest-sensitive liabilities, prepayment speeds on certain assets, and changes in market conditions impacting loan and deposit pricing. We also include pricing floors on discretionary priced liability products which limit how low various checking and savings products could go under declining interest rates. These floors reflect our pricing philosophy in response to changing interest rates.
 
-52-

We forecast the next twelve months of net interest income under an assumed environment of gradual changes in market interest rates under various scenarios. The resulting change in net interest income is an indication of the sensitivity of our earnings to directional changes in market interest rates. The simulation also measures the change in EVE, or the net present value of our assets and liabilities, under an immediate shift, or shock, in interest rates under various scenarios, as calculated by discounting the estimated future cash flows using market-based discount rates.
 
The following table shows the impact of changes in interest rates on net interest income over the next twelve months and EVE based on our balance sheet as of September 30, 20202021 (dollars in thousands):


Interest Rate Scenario
 
Economic
Value of
Equity
  
Percent
Change
  
Net Interest
Income
  
Percent
Change
  
Economic
Value of
Equity
  
Percent
Change
  
Net Interest
Income
  
Percent
Change
 
Interest rates up 200 basis points $283,472   4.34% $59,505   12.75% 
$
326,003
   
9.20
%
 
$
54,796
   
19.82
%
Interest rates up 100 basis points  278,479   2.50   55,918   5.95   
312,041
   
4.52
   
50,116
   
9.58
 
No change  271,682      52,776      
298,538
   
   
45,733
   
 
Interest rates down 100 basis points  269,057   (0.97)  53,041   0.50   
276,628
   
(7.34
)
  
44,824
   
(1.99
)
Interest rates down 200 basis points  269,039   (0.97)  53,231   0.86   
276,703
   
(7.31
)
  
44,547
   
(2.59
)


If interest rates were to increase, this analysis suggests that we are positioned for an improvement in net interest income over the next twelve months.  If interest rates were to decrease, this analysis suggests we would experience an increasea reduction in net interest income over the next twelve months.  This is due to the impact of interest rate floors being triggered in a decrease scenario.
 
We also forecast the impact of immediate and parallel interest rate shocks on net interest income under various scenarios to measure the sensitivity of our earnings under extreme conditions.
 
The quarterly simulation analysis is monitored against acceptable interest rate risk parameters by the Asset/Liability Committee and reported to the Board of Directors.
 
In addition to changes in interest rates, the level of future net interest income is also dependent on a number of other variables, including: the growth, composition and absolute levels of loans, deposits, and other earning assets and interest-bearing liabilities; economic and competitive conditions; potential changes in lending, investing and deposit gathering strategies; and client preferences.

-55-

Item 4:CONTROLS AND PROCEDURES
 
(a)
Evaluation of Disclosure Controls and Procedures. Under the supervision and with the participation of our management, including our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Exchange Act Rule 13a-15(e) as of September 30, 2020,2021, the end of the period covered by this report.
 
In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, as the Company's are designed to do, and management necessarily was required to apply its judgment in evaluating whether the benefits of the controls and procedures that the Company adopts outweigh their costs.
 
Our CEO and CFO, after evaluating the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this report, have concluded that the Company's disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms.
 
(b)
Changes in Internal Controls. During the period covered by this report, there have been no changes in the Company’s internal control over financial reporting that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.


-56--53-

PART II – OTHEROTHER INFORMATION


Item 1A.Risk Factors.

Uncertainty as to legal requirements relating to the COVID-19 pandemic in Michigan may have a negative impact on the business, financial condition, and results of operations of the Company and its customers.

In December 2019, news began to surface regarding an influenza pandemic in China, known as the novel coronavirus, or COVID-19. In January 2020, the United States restricted entry to anyone traveling from China.  In February 2020, the pandemic spread broadly and swiftly throughout Europe and the Middle East. Cases began to surface in the United States in February 2020 and accelerated in early March 2020.  The Federal Reserve reduced the overnight federal funds rate by 50 basis points on March 3, 2020 and by another 100 basis points on March 15, 2020 and announced the resumption of quantitative easing.  During the week of March 9, 2020, individual states began implementing restrictions and promoting “social distancing”.  These restrictions included closure of schools, restrictions on the number of public gatherings, restrictions on businesses, including closures and mandatory work at home orders, and other measures.  Congress passed a number of measures in late March 2020, designed to infuse cash into the economy to offset the negative impacts of business closings and restrictions.

In Michigan, beginning March 24, 2020, Governor Gretchen Whitmer issued a series of executive orders, which severely limited economic activity in Michigan, requiring businesses not deemed to be essential, to severely limit or shut down operations.  Under later executive orders, Governor Whitmer permitted a phased reopening of businesses, subject to stringent health and safety requirements and strict social distancing measures.  As of September 30, 2020, most businesses in Michigan were allowed to be open in some capacity under the executive orders, subject to stringent health and safety requirements, strict social distancing measures and nonsurgical face mask requirements.

On October 2, and 12, 2020, the Michigan Supreme Court issued decisions invalidating all of Governor Whitmer’s executive orders effective immediately.  In response, Governor Whitmer, acting through various state agencies, has sought to substantially re-implement the requirements of the executive orders by way of state agency emergency orders.  Also, certain county and municipal governments have issued emergency orders seeking to keep elements of the executive orders in place.  Legal challenges to these orders may occur.  Finally, the Michigan legislature has passed legislation – which Governor Whitmer is expected to sign and enact into law – codifying certain elements of the executive orders.  The patchwork implementation of state agency and local government executive orders – coupled with the possibility of legal challenges to these orders – creates uncertainty as to legal requirements applicable to businesses, institutions and individuals in Michigan.  This uncertainty may have a negative impact on the business, financial condition, and results of operations of the Company and its customers.

-57-

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


The following table provides information regarding the Company’s purchase of its own common stock during the third quarter of 2020.2021.  All employee transactions are under stock compensation plans.  These include shares of Macatawa Bank Corporation common stock surrendered to satisfy tax withholding obligations that occur upon the vesting of restricted shares.  The value of the shares withheld is determined based on the closing price of Macatawa Bank Corporation common stock at the date of vesting.  The Company has no publicly announced repurchase plans or programs.


 
Total
Number of
Shares
Purchased
  
Average
Price Paid
Per Share
  Total Number of Shares purchased as Part of Publicly Announced Plans or Programs  
Total
Number of
Shares
Purchased
  
Average
Price Paid
Per Share
 
Period
             
July 1 - July 31, 2020       
July 1 - July 31, 2021      
Employee Transactions  $   2,518  $8.55 
August 1 - August 31, 2020       
August 1 - August 31, 2021      
Employee Transactions        
September 1 - September 30, 2020       
September 1 - September 30, 2021      
Employee Transactions 1,696 7.39      
Total for Third Quarter ended September 30, 2020       
Total for Third Quarter ended September 30, 2021      
Employee Transactions 1,696 $7.39   2,518  $8.55 

Item 6.EXHIBITS.


Restated Articles of Incorporation. Previously filed with the Commission on October 27, 2016 in Macatawa Bank Corporation’s Quarterly Report on Form 10-Q,Exhibit 3.1. Here incorporated by reference.
Bylaws. Previously filed with the Commission on February 19, 2015 in Macatawa Bank Corporation's Annual Report on Form 10-K for the year ended December 31, 2014, Exhibit 3.2.3.2. Here incorporated by reference.
Restated Articles of Incorporation. Exhibit 3.1 is here incorporated by reference.
Bylaws. Exhibit 3.2 is here incorporated by reference.
4.3Long-Term Debt. The registrant has outstanding long-term debt which at the time of this report does not exceed 10% of the registrant's total consolidated assets. The registrant agrees to furnish copies of the agreements defining the rights of holders of such long-term debt to the SEC upon request.
Certification of Chief Executive Officer.
Certification of Chief Financial Officer.
Certification pursuant to 18 U.S.C. Section 1350.
101.INS
Inline XBRL Instance Document
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)


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SIGNATSIGNATURESURES
 
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.


 MACATAWA BANK CORPORATION
  
 /s/ Ronald L. Haan
 Ronald L. Haan
 Chief Executive Officer
 (Principal Executive Officer)
  
 /s/ Jon W. Swets
 Jon W. Swets
 Senior Vice President and
 Chief Financial Officer
 (Principal Financial and Accounting Officer)
  
Dated: October 22, 202028, 2021




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