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

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (sec. 232-405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x☒ No o☐.

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

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

As of ~~April 29,~~October 31, 2016 there were ~~15,546,253~~15,708,383 shares of the registrant’s Common Stock outstanding.

	March 31,			December 31,			September 30,			December 31,
		2016			2015			2016			2015
	(unaudited)			(see Note 1)			(unaudited)			(see Note 1)
ASSETS
Cash and due from banks	$	169,969		$	203,364		$	174,061		$	203,364
Interest-bearing deposits with banks		1,498,356			1,394,813			1,532,095			1,394,813
Securities (fair value: $498,041 and $553,010, respectively)		497,986			552,949
Federal funds sold								500			—
Securities (fair value: $473,785 and $553,010, respectively)								473,738			552,949
Loans held for sale		7,626			13,725			9,685			13,725
Loans (net of unearned interest)		4,275,112			4,232,048			4,307,827			4,232,048
Allowance for loan losses		(44,571	)		(41,666	)		(48,061	)		(41,666	)
Loans, net of allowance for loan losses		4,230,541			4,190,382			4,259,766			4,190,382
Premises and equipment, net		127,093			126,813			126,415			126,813
Other real estate owned		3,963			7,984			4,038			7,984
Intangible assets, net		15,093			15,695			13,898			15,695
Goodwill		54,042			54,042			54,042			54,042
Accrued interest receivable and other assets		136,269			133,062			135,299			133,062
Total assets	$	6,740,938		$	6,692,829		$	6,783,537		$	6,692,829

LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-bearing	$	2,413,700		$	2,409,769		$	2,477,107		$	2,409,769
Interest-bearing		3,597,172			3,563,589			3,547,842			3,563,589
Total deposits		6,010,872			5,973,358			6,024,949			5,973,358
Short-term borrowings		1,300			500			4,000			500
Accrued interest payable and other liabilities		34,146			31,502			28,898			31,502
Junior subordinated debentures		31,959			31,959			31,959			31,959
Total liabilities		6,078,277			6,037,319			6,089,806			6,037,319

Stockholders' equity:
Senior preferred stock, $1.00 par; 10,000,000 shares authorized; none issued		—			—			—			—
Cumulative preferred stock, $5.00 par; 900,000 shares authorized; none issued		—			—			—			—
Common stock, $1.00 par, 20,000,000 shares authorized; shares issued and outstanding: 15,527,804 and 15,597,446, respectively		15,528			15,597
Common stock, $1.00 par, 20,000,000 shares authorized; shares issued and outstanding: 15,695,083 and 15,597,446, respectively								15,695			15,597
Capital surplus		103,978			102,865			111,012			102,865
Retained earnings		541,098			535,521			565,039			535,521
Accumulated other comprehensive income, net of income tax of $1,297 and $962, respectively		2,057			1,527
Accumulated other comprehensive income, net of income tax of $1,252 and $962, respectively								1,985			1,527
Total stockholders' equity		662,661			655,510			693,731			655,510
Total liabilities and stockholders' equity	$	6,740,938		$	6,692,829		$	6,783,537		$	6,692,829

The accompanying Notes are an integral part of these consolidated financial statements.

	Three Months Ended						Three Months Ended					Nine Months Ended
	March 31,						September 30,					September 30,
		2016			2015			2016			2015		2016			2015
INTEREST INCOME
Loans, including fees	$	50,195		$	45,949		$	51,647		$	47,342	$	152,888		$	139,781
Securities:
Taxable		1,327			1,399			1,242			1,291		3,913			4,148
Tax-exempt		255			246			248			249		746			730
Federal funds sold								1			—		1			—
Interest-bearing deposits with banks		1,802			1,062			1,968			1,009		5,622			3,137
Total interest income		53,579			48,656			55,106			49,891		163,170			147,796
INTEREST EXPENSE
Deposits		3,080			2,538			3,149			2,522		9,321			7,602
Short-term borrowings		1			1			2			1		5			3
Junior subordinated debentures		522			491			524			492		1,569			1,474
Total interest expense		3,603			3,030			3,675			3,015		10,895			9,079
Net interest income		49,976			45,626			51,431			46,876		152,275			138,717
Provision for loan losses		4,103			1,334			2,940			1,424		9,847			4,029
Net interest income after provision for loan losses		45,873			44,292			48,491			45,452		142,428			134,688
NONINTEREST INCOME
Trust revenue		2,465			2,342			2,685			2,295		7,752			6,837
Service charges on deposits		14,710			13,352			16,033			14,910		46,228			42,574
Securities transactions (includes accumulated other comprehensive income reclassifications of $100 and $606, respectively)		100			1,729
Securities transactions (includes accumulated other comprehensive income reclassifications of $(85), $0, $15 and $3,912, respectively)								(146	)		—		(111	)		7,121
Income from sales of loans		562			440			863			545		2,120			1,534
Insurance commissions		4,135			4,068			4,372			4,427		11,762			11,615
Cash management		2,318			1,819			2,853			1,906		7,903			5,611
Gain on sale of other assets		4			40			2			27		61			108
Other		1,323			1,506			1,265			1,214		3,886			3,935
Total noninterest income		25,617			25,296			27,927			25,324		79,601			79,335
NONINTEREST EXPENSE
Salaries and employee benefits		29,357			27,513			30,591			28,746		89,956			84,145
Occupancy, net		2,827			2,835			3,217			3,051		9,115			8,586
Depreciation		2,530			2,464			2,556			2,488		7,653			7,401
Amortization of intangible assets		581			444			560			444		1,721			1,333
Data processing services		1,215			1,117			1,178			1,132		3,567			3,428
Net expense from other real estate owned		(1,141	)		314
Net expense (income) from other real estate owned								162			51		(944	)		181
Marketing and business promotion		1,855			1,679			1,779			1,640		5,258			4,720
Deposit insurance		839			826			641			820		2,335			2,482
Other		8,228			7,731			8,520			7,980		24,554			24,428
Total noninterest expense		46,291			44,923			49,204			46,352		143,215			136,704
Income before taxes		25,199			24,665			27,214			24,424		78,814			77,319
Income tax expense		8,620			8,406			9,232			8,794		26,760			26,877
Net income	$	16,579		$	16,259		$	17,982		$	15,630	$	52,054		$	50,442
NET INCOME PER COMMON SHARE
Basic	$	1.07		$	1.05		$	1.15		$	1.01	$	3.34		$	3.25
Diluted	$	1.05		$	1.03		$	1.13		$	0.98	$	3.28		$	3.18
OTHER COMPREHENSIVE INCOME
Unrealized gains on securities, net of tax of $(374) and $(700), respectively		591			1,111
Reclassification adjustment for gains included in net income, net of tax of $39 and $234, respectively		(61	)		(372	)
Other comprehensive gains, net of tax of $(335) and $(466), respectively		530			739
Unrealized (losses) gains on securities, net of tax of $423, $(91), $(296) and $(507), respectively								(670	)		145		467			803
Reclassification adjustment for losses (gains) included in net income, net of tax of $(33), $0, $6 and $1,513, respectively								52			—		(9	)		(2,399	)
Other comprehensive (losses) gains, net of tax of $390, $(91), $(290) and $1,006, respectively								(618	)		145		458			(1,596	)
Comprehensive income	$	17,109		$	16,998		$	17,364		$	15,775	$	52,512		$	48,846

The accompanying Notes are an integral part of these consolidated financial statements.

	Three Months Ended						Three Months Ended						Nine Months Ended
	March 31,						September 30,						September 30,
	2016			2015			2016			2015			2016			2015
COMMON STOCK
Issued at beginning of period	$	15,597		$	15,504		$	15,560		$	15,562		$	15,597		$	15,504
Shares issued		31			8			135			29			198			87
Shares acquired and canceled		(100	)		—			—			—			(100	)		—
Issued at end of period	$	15,528		$	15,512		$	15,695		$	15,591		$	15,695		$	15,591
CAPITAL SURPLUS
Balance at beginning of period	$	102,865		$	96,841		$	105,676		$	99,202		$	102,865		$	96,841
Common stock issued		871			236			3,767			749			5,634			2,065
Tax effect of stock options		(209	)		(64	)		1,204			395			1,247			686
Stock-based compensation arrangements		451			464			365			489			1,266			1,243
Balance at end of period	$	103,978		$	97,477		$	111,012		$	100,835		$	111,012		$	100,835
RETAINED EARNINGS
Balance at beginning of period	$	535,521		$	492,776		$	552,991		$	517,028		$	535,521		$	492,776
Net income		16,579			16,259			17,982			15,630			52,054			50,442
Dividends on common stock ($0.36 and $0.34 per share, respectively)		(5,579	)		(5,277	)
Dividends on common stock ($0.38, $0.36, $1.10 and $1.04 per share, respectively)								(5,934	)		(5,620	)		(17,113	)		(16,180	)
Common stock acquired and canceled		(5,423	)		—			—			—			(5,423	)		—
Balance at end of period	$	541,098		$	503,758		$	565,039		$	527,038		$	565,039		$	527,038
ACCUMULATED OTHER COMPREHENSIVE INCOME
Unrealized gains on securities:
Balance at beginning of period	$	1,527		$	4,193		$	2,603		$	2,452		$	1,527		$	4,193
Net change		530			739			(618	)		145			458			(1,596	)
Balance at end of period	$	2,057		$	4,932		$	1,985		$	2,597		$	1,985		$	2,597
Total stockholders’ equity	$	662,661		$	621,679		$	693,731		$	646,061		$	693,731		$	646,061

The accompanying Notes are an integral part of these consolidated financial statements.

	Three Months Ended						Nine Months Ended
	March 31,						September 30,
	2016			2015			2016			2015
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	16,579		$	16,259		$	52,054		$	50,442
Adjustments to reconcile to net cash provided by operating activities:
Provision for loan losses		4,103			1,334			9,847			4,029
Depreciation and amortization		3,111			2,908			9,374			8,734
Net amortization of securities premiums and discounts		148			148			161			747
Realized securities gains		(100	)		(1,729	)
Realized securities losses (gains)								111			(7,121	)
Gain on sales of loans		(562	)		(440	)		(2,120	)		(1,534	)
Cash receipts from the sale of loans originated for sale		40,271			36,163			143,044			132,957
Cash disbursements for loans originated for sale		(33,610	)		(37,393	)		(136,903	)		(134,396	)
Deferred income tax benefit		(829	)		(586	)		(3,069	)		(1,029	)
(Gain)/loss on other assets		(1,222	)		207
Gain on other assets								(1,294	)		(76	)
Increase in interest receivable		(176	)		(356	)		73			8
Increase/(decrease) in interest payable		13			(20	)
Decrease in interest payable								(22	)		(64	)
Amortization of stock-based compensation arrangements		451			464			1,266			1,243
Other, net		300			5,855			(1,684	)		4,797
Net cash provided by operating activities	$	28,477		$	22,814		$	70,838		$	58,737
INVESTING ACTIVITIES
Net increase in federal funds sold	—				(1,000	)		(500	)	—
Purchases of held for investment securities								(806	)		(1,085	)
Purchases of available for sale securities	—				(30,740	)		(78,592	)		(41,424	)
Proceeds from maturities, calls and paydowns of held for investment securities		410			311			5,039			1,344
Proceeds from maturities, calls and paydowns of available for sale securities		55,071			6,144			153,620			53,285
Proceeds from sales of available for sale securities		299			1,729			426			8,576
Net change in loans		(45,010	)		3,613			(82,782	)		(113,740	)
Purchases of premises, equipment and computer software		(2,939	)		(4,107	)		(7,845	)		(9,535	)
Proceeds from the sale of other assets		5,971			1,955			8,740			4,324
Net cash provided by (used in) investing activities		13,802			(22,095	)
Net cash used in investing activities								(2,700	)		(98,255	)
FINANCING ACTIVITIES
Net change in deposits		37,514			(20,903	)		51,591			(206,113	)
Net increase/(decrease) in short-term borrowings		800			(1,939	)		3,500			(205	)
Issuance of common stock, net		693			180			7,079			2,838
Common stock acquired		(5,523	)	—				(5,523	)	—
Cash dividends paid		(5,615	)		(5,271	)		(16,806	)		(15,836	)
Net cash provided by (used in) financing activities		27,869			(27,933	)		39,841			(219,316	)
Net increase/(decrease) in cash, due from banks and interest-bearing deposits		70,148			(27,214	)		107,979			(258,834	)
Cash, due from banks and interest-bearing deposits at the beginning of the period		1,598,177			1,913,895			1,598,177			1,913,895
Cash, due from banks and interest-bearing deposits at the end of the period	$	1,668,325		$	1,886,681		$	1,706,156		$	1,655,061
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for interest	$	3,591		$	3,050		$	10,919		$	9,142
Cash paid during the period for income taxes	$	1,050		$	600		$	26,200		$	26,531
Noncash investing and financing activities:
Unpaid common stock dividends declared	$	5,579		$	5,271		$	5,922		$	5,609

The accompanying Notes are an integral part of these consolidated financial statements.

The accounting and reporting policies of BancFirst Corporation and its subsidiaries (the “Company”) conform to accounting principles generally accepted in the United State of America (U.S. GAAP) and general practice within the banking industry. A summary of significant accounting policies can be found in Note (1) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

The accompanying unaudited interim consolidated financial statements include the accounts of BancFirst Corporation, Council Oak Partners, LLC, BancFirst Insurance Services, Inc. and BancFirst and its subsidiaries. The principal operating subsidiaries of BancFirst are Council Oak Investment Corporation, Council Oak Real Estate, Inc. and BancFirst Agency, Inc. All significant intercompany accounts and transactions have been eliminated. Assets held in a fiduciary or agency capacity are not assets of the Company and, accordingly, are not included in the unaudited interim consolidated financial statements.

The accompanying unaudited interim consolidated financial statements and notes are presented in accordance with the instructions for Form 10-Q. The information contained in the financial statements and footnotes included in BancFirst Corporation’s Annual Report on Form 10-K for the year ended December 31, 2015, should be referred to in connection with these unaudited interim consolidated financial statements. Operating results for the interim periods disclosed herein are not necessarily indicative of the results that may be expected for a full year or any future period.

The unaudited interim consolidated financial statements contained herein reflect all adjustments which are, in the opinion of management, necessary to provide a fair statement of the financial position and results of operations of the Company for the interim periods presented. All such adjustments are of a normal and recurring nature. There have been no significant changes in the accounting policies of the Company since December 31, 2015, the date of the most recent annual report.

Certain items in prior financial statements have been reclassified to conform to the current presentation. Such reclassifications had no effect on previously reported cash flows, stockholders’ equity or comprehensive income.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States inherently involves the use of estimates and assumptions that affect the amounts reported in the financial statements and the related disclosures. These estimates relate principally to the determination of the allowance for loan losses, income taxes, the fair value of financial instruments and the valuation of intangibles. Such estimates and assumptions may change over time and actual amounts realized may differ from those reported.

In ~~March~~August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 is intended to reduce the diversity in practice around how certain transactions are classified within the statement of cash flows. ASU 2016-15 will be effective on January 1, 2018. Early adoption is permitted with retrospective applications. The Company is currently evaluating the potential impact of ASU 2016-15 on its financial statements.

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires a financial asset measured at amortized cost basis to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU 2016-13 requires enhanced disclosures related to the significant estimates and judgements used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. In addition, ASU 2016-13 amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. ASU 2016-13 will be effective on January 1, 2020. The Company is currently evaluating the potential impact of ASU 2016-13 on its financial statements.

In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” Under ASU 2016-09 all excess tax benefits and tax deficiencies related to share-based payment awards should be recognized as income tax expense or benefit in the income statement during the period in which they occur. Previously, such amounts were recorded in the pool of excess tax benefits included in additional paid-in capital, if such pool was available. Because excess tax benefits are no longer recognized in additional paid-in capital, the assumed proceeds from applying the treasury stock method when computing earnings per share should exclude the amount of excess tax benefits that would have previously been recognized in additional paid-in capital. Additionally, excess tax benefits should be classified along with other income tax cash flows as an operating activity rather than a financing activity, as was previously the case. ASU 2016-09 also provides that an entity can make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest (current GAAP) or account for forfeitures when they occur. ASU 2016-09 changes the threshold to qualify for equity classification (rather than as a liability) to permit withholding up to the maximum statutory tax rates (rather than the minimum as was previously the case) in the applicable jurisdictions. ASU 2016-09 will be effective on January 1, 2017 and is not expected to have a significant impact on the Company’s financial statements.

In February 2016, the FASB issued ASU No. 2016-02, “Leases - (Topic 842).” ASU 2016-02 requires that lessees recognize on the balance sheet the assets and liabilities for the rights and obligations created by leases. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2018. Early adoption is permitted. Adoption of ASU 2016-02 is not expected to have a significant ~~effect~~impact on the Company’s financial statements.

In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments - Overall (Subtopic 825-10).” ASU 2016-01 require all equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in the fair value recognized through net income. In addition, the amendment will require an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2017. Early adoption is not permitted. Adoption of ASU 2016-01 is not expected to have a significant ~~effect~~impact on the Company’s financial statements.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements – Going Concern (Topic 205-40).” ASU 2014-15 provides guidance on management’s responsibility in evaluating whether there is substantial doubt about the Company’s ability to continue as a going concern and related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2016. Early adoption is permitted. Adoption of ASU 2014-15 is not expected to have a significant ~~effect~~impact on the Company’s financial statements.

On October 8, 2015, the Company completed its acquisition of CSB Bancshares Inc. and its subsidiary bank, Bank of Commerce, with locations in Yukon, Mustang and El Reno, Oklahoma. Bank of Commerce had approximately $196 million in total assets, $147 million in loans, $175 million in deposits and $22 million in equity capital. The acquisition was accounted for under the acquisition method and the Company acquired 100% of the voting interest. Bank of Commerce operated as a subsidiary of BancFirst Corporation until it was merged into BancFirst on November 13, 2015. As a result of the acquisition, the Company recorded a core deposit intangible of approximately $7.1 million and goodwill of approximately $9.4 million. The effect of this acquisition was included in the consolidated financial statements of the Company from the date of acquisition forward. The acquisition did not have a material effect on the Company’s consolidated financial statements. The acquisition of CSB Bancshares Inc. and its subsidiary bank, Bank of Commerce ~~will complement our~~complemented the Company’s community banking strategy by adding two communities to ~~our~~its banking network throughout Oklahoma.

During the quarter ended March 31, 2016, the Company had gains on the sale of other real estate owned totaling $1.2 million that is included in net expense (income) from other real estate owned onin the consolidated statements of comprehensive income.

The following table summarizes securities held for investment and securities available for sale:

	March 31, 2016		December 31, 2015		September 30, 2016		December 31, 2015
	(Dollars in thousands)				(Dollars in thousands)
Held for investment, at cost (fair value: $8,434 and $8,850, respectively)	$	8,379	$	8,789
Held for investment, at cost (fair value: $4,601 and $8,850, respectively)					$	4,554	$	8,789
Available for sale, at fair value		489,607		544,160		469,184		544,160
Total	$	497,986	$	552,949	$	473,738	$	552,949

The following table summarizes the amortized cost and estimated fair values of securities held for investment:


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
March 31, 2016	(Dollars in thousands)
September 30, 2016									(Dollars in thousands)
Mortgage backed securities (1)	$	323	$	25	$	—	$	348	$	273	$	21	$	—		$	294
States and political subdivisions		7,556		30		—		7,586		3,781		28		(2	)		3,807
Other securities		500		—		—		500		500		—		—			500
Total	$	8,379	$	55	$	—	$	8,434	$	4,554	$	49	$	(2	)	$	4,601
December 31, 2015
Mortgage backed securities (1)	$	347	$	25	$	—	$	372	$	347	$	25	$	—		$	372
States and political subdivisions		7,942		36		—		7,978		7,942		36		—			7,978
Other securities		500		—		—		500		500		—		—			500
Total	$	8,789	$	61	$	—	$	8,850	$	8,789	$	61	$	—		$	8,850

The following table summarizes the amortized cost and estimated fair values of securities available for sale:


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
March 31, 2016	(Dollars in thousands)
September 30, 2016										(Dollars in thousands)
U.S. treasuries	$	279,020	$	1,695	$	—		$	280,715	$	204,350	$	1,773	$	—		$	206,123
U.S. federal agencies		128,391		539		(76	)		128,854		192,271		494		(117	)		192,648
Mortgage backed securities (1)		21,444		415		(550	)		21,309		20,467		379		(561	)		20,285
States and political subdivisions		47,904		1,473		(85	)		49,292		42,412		1,354		(62	)		43,704
Other securities (2)		9,494		125		(182	)		9,437		6,447		125		(148	)		6,424
Total	$	486,253	$	4,247	$	(893	)	$	489,607	$	465,947	$	4,125	$	(888	)	$	469,184
December 31, 2015
U.S. treasuries	$	328,965	$	776	$	(45	)	$	329,696	$	328,965	$	776	$	(45	)	$	329,696
U.S. federal agencies		131,522		527		(153	)		131,896		131,522		527		(153	)		131,896
Mortgage backed securities (1)		21,973		425		(543	)		21,855		21,973		425		(543	)		21,855
States and political subdivisions		49,521		1,447		(48	)		50,920		49,521		1,447		(48	)		50,920
Other securities (2)		9,689		249		(145	)		9,793		9,689		249		(145	)		9,793
Total	$	541,670	$	3,424	$	(934	)	$	544,160	$	541,670	$	3,424	$	(934	)	$	544,160

Realized gains are reported as securities transactions within the noninterest income section of the consolidated statement of comprehensive income. In January 2015, Council Oak Investment Corporation, a wholly-owned subsidiary of BancFirst, recognized a pretax gain of approximately $1.7 million onfrom the sale of one of its equity investments. In June 2015, Council Oak Partners, LLC, a wholly-owned subsidiary of the Company, recognized a pretax gain of approximately $5.3 million from the sale of one of its equity investments.

The maturities of securities held for investment and available for sale are summarized in the following table using contractual maturities. Actual maturities may differ from contractual maturities due to obligations that are called or prepaid. For purposes of the maturity table, mortgage-backed securities, which are not due at a single maturity date, have been presented at their contractual maturity.

	March 31, 2016				December 31, 2015				September 30, 2016				December 31, 2015
	Amortized Cost		Estimated Fair Value		Amortized Cost		Estimated Fair Value		Amortized Cost		Estimated Fair Value		Amortized Cost		Estimated Fair Value
	(Dollars in thousands)								(Dollars in thousands)
Held for Investment
Contractual maturity of debt securities:
Within one year	$	4,983	$	4,990	$	5,168	$	5,174	$	1,637	$	1,646	$	5,168	$	5,174
After one year but within five years		2,594		2,617		2,800		2,829		2,162		2,179		2,800		2,829
After five years but within ten years		778		802		795		319		736		756		795		319
After ten years		24		25		26		528		19		20		26		528
Total	$	8,379	$	8,434	$	8,789	$	8,850	$	4,554	$	4,601	$	8,789	$	8,850
Available for Sale
Contractual maturity of debt securities:
Within one year	$	224,616	$	224,814	$	272,820	$	272,779	$	205,834	$	206,093	$	272,820	$	272,779
After one year but within five years		175,071		177,377		178,617		180,145		178,939		181,187		178,617		180,145
After five years but within ten years		7,794		8,359		8,483		9,075		6,608		7,088		8,483		9,075
After ten years		72,746		73,052		75,522		75,853		68,119		68,392		75,522		75,853
Total debt securities		480,227		483,602		535,442		537,852		459,500		462,760		535,442		537,852
Equity securities		6,026		6,005		6,228		6,308
Other securities										6,447		6,424		6,228		6,308
Total	$	486,253	$	489,607	$	541,670	$	544,160	$	465,947	$	469,184	$	541,670	$	544,160

The following table is a summary of the Company’s book value of securities that were pledged as collateral for public funds on deposit, repurchase agreements and for other purposes as required or permitted by law:

	March 31, 2016					December 31, 2015					September 30, 2016					December 31, 2015
	Amount		Percent			Amount		Percent			Amount		Percent			Amount		Percent
	(Dollars in thousands)										(Dollars in thousands)
Commercial and financial:
Commercial and industrial	$	790,156		18.48	%	$	795,803		18.80	%	$	792,335		18.39	%	$	795,803		18.80	%
Oil & gas production and equipment		86,524		2.02			87,304		2.06			75,627		1.76			87,304		2.06
Agriculture		149,442		3.50			150,620		3.56			136,150		3.16			150,620		3.56
State and political subdivisions:
Taxable		17,628		0.41			17,605		0.42			39,160		0.91			17,605		0.42
Tax-exempt		36,177		0.85			33,575		0.79			39,930		0.93			33,575		0.79
Real estate:
Construction		401,330		9.39			403,664		9.54			402,901		9.35			403,664		9.54
Farmland		189,934		4.44			184,707		4.36			191,218		4.44			184,707		4.36
One to four family residences		825,357		19.31			821,251		19.41			845,360		19.62			821,251		19.41
Multifamily residential properties		62,189		1.45			65,477		1.55			59,967		1.39			65,477		1.55
Commercial		1,406,204		32.89			1,356,430		32.05			1,410,730		32.75			1,356,430		32.05
Consumer		276,463		6.47			283,636		6.70			277,671		6.45			283,636		6.70
Other (not classified above)		33,708		0.79			31,976		0.76			36,778		0.85			31,976		0.76
Total loans	$	4,275,112		100.00	%	$	4,232,048		100.00	%	$	4,307,827		100.00	%	$	4,232,048		100.00	%

The Company’s commercial and industrial loan category includes a small percentage of loans to companies that provide ancillary services to the oil and gas industry, such as transportation, preparation contractors and equipment manufacturers. The balance of these loans at September 30, 2016 was approximately $54 million.

The Company’s loans are mostly to customers within Oklahoma and over 65% of the loans are secured by real estate. Credit risk on loans is managed through limits on amounts loaned to individual borrowers, underwriting standards and loan monitoring procedures. The amounts and types of collateral obtained, if any, to secure loans are based upon the Company’s underwriting standards and management’s credit evaluation. Collateral varies, but may include real estate, equipment, accounts receivable, inventory, livestock and securities. The Company’s interest in collateral is secured through filing mortgages and liens, and in some cases, by possession of the collateral.

Accounting policies related to appraisals, nonaccruals and charge-offs are disclosed in Note (1) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

	March 31,		December 31,		September 30,		December 31,
	2016		2015		2016		2015
	(Dollars in thousands)				(Dollars in thousands)
Past due 90 days or more and still accruing	$	1,099	$	1,841	$	1,906	$	1,841
Nonaccrual		31,040		30,096		31,014		30,096
Restructured		533		15,143		1,842		15,143
Total nonperforming and restructured loans		32,672		47,080		34,762		47,080
Other real estate owned and repossessed assets		4,245		8,214		4,339		8,214
Total nonperforming and restructured assets	$	36,917	$	55,294	$	39,101	$	55,294

~~Nonaccrual loans, accruing loans past due 90 days or more, and restructured loans are shown in the table above.~~ Had nonaccrual loans performed in accordance with their original contractual terms, the Company would have recognized additional interest income of approximately ~~$513,000~~$1.5 million for the ~~three~~nine months ended ~~March 31,~~September 30, 2016 and approximately ~~$310,000~~$1.5 million for the ~~three~~nine months ended ~~March 31,~~September 30, 2015.

Restructured loans at December 31, 2015 consisted primarily of one relationship restructured in prior periods to defer certain principal payments. This relationship was re-evaluated and removed from restructured loans in 2016 due to sustained improvement in financial condition, performance and the commercially reasonable nature of its structure. The Company charges interest on principal balances outstanding during deferral periods. As a result, the current and future financial effects of the recorded balance of loans considered to be restructured were not considered to be material.

Loans are segregated into classes based upon the nature of the collateral and the borrower. These classes are used to estimate the credit risk component in the allowance for loan losses.

The following table is a summary of amounts included in nonaccrual loans, segregated by class of loans. Residential real estate refers to one-to-four family real estate.

					September 30,		December 31,
	March 31, 2016		December 31, 2015		2016		2015
	(Dollars in thousands)				(Dollars in thousands)
Real estate:
Non-residential real estate owner occupied	$	372	$	261	$	274	$	261
Non-residential real estate other		3,952		3,957		5,910		3,957
Residential real estate permanent mortgage		800		656		829		656
Residential real estate all other		4,548		1,833		4,694		1,833
Commercial and financial:
Non-consumer non-real estate		8,283		10,159		4,849		10,159
Consumer non-real estate		301		312		472		312
Other loans		9,343		9,381		9,008		9,381
Acquired loans		3,441		3,537		4,978		3,537
Total	$	31,040	$	30,096	$	31,014	$	30,096

The following table presents an age analysis of past due loans, segregated by class of loans:

		Age Analysis of Past Due Loans														Age Analysis of Past Due Loans
		30-59 Days Past Due		60-89 Days Past Due		90 Days and Greater		Total Past Due Loans		Current Loans		Total Loans		Accruing Loans 90 Days or More Past Due		30-59 Days Past Due		60-89 Days Past Due		90 Days and Greater		Total Past Due Loans		Current Loans		Total Loans		Accruing Loans 90 Days or More Past Due
		(Dollars in thousands)														(Dollars in thousands)
As of March 31, 2016
As of September 30, 2016
Real estate:
Non-residential real estate owner occupied		$	1,130	$	17	$	254	$	1,401	$	510,687	$	512,088	$	—	$	3,899	$	704	$	506	$	5,109	$	521,548	$	526,657	$	269
Non-residential real estate other			3,563		—		285		3,848		1,135,560		1,139,408		238		504		86		1,995		2,585		1,126,466		1,129,051		91
Residential real estate permanent mortgage			3,076		632		1,003		4,711		325,107		329,818		445		2,278		895		1,029		4,202		327,619		331,821		468
Residential real estate all other			5,652		339		775		6,766		693,107		699,873		113		1,952		526		1,459		3,937		730,581		734,518		469
Commercial and financial:
Non-consumer non-real estate			2,825		130		487		3,442		975,485		978,927		92		5,203		1,522		465		7,190		989,351		996,541		196
Consumer non-real estate			1,862		676		344		2,882		261,565		264,447		168		2,020		758		456		3,234		278,381		281,615		270
Other loans			1,023		347		7,934		9,304		153,567		162,871		12		1,208		235		8,199		9,642		138,276		147,918		—
Acquired loans			1,252		419		615		2,286		185,394		187,680		31		473		1,023		460		1,956		157,750		159,706		143
Total	��	$	20,383	$	2,560	$	11,697	$	34,640	$	4,240,472	$	4,275,112	$	1,099	$	17,537	$	5,749	$	14,569	$	37,855	$	4,269,972	$	4,307,827	$	1,906
As of December 31, 2015
Real estate:
Non-residential real estate owner occupied		$	441	$	179	$	183	$	803	$	502,094	$	502,897	$	—	$	441	$	179	$	183	$	803	$	502,094	$	502,897	$	—
Non-residential real estate other			1,149		108		568		1,825		1,108,935		1,110,760		521		1,149		108		568		1,825		1,108,935		1,110,760		521
Residential real estate permanent mortgage			2,840		636		648		4,124		328,477		332,601		493		2,840		636		648		4,124		328,477		332,601		493
Residential real estate all other			2,842		609		824		4,275		672,414		676,689		193		2,842		609		824		4,275		672,414		676,689		193
Commercial and financial:
Non-consumer non-real estate			2,278		161		187		2,626		982,136		984,762		152		2,278		161		187		2,626		982,136		984,762		152
Consumer non-real estate			2,237		772		349		3,358		265,511		268,869		278		2,237		772		349		3,358		265,511		268,869		278
Other loans			3,565		295		1,761		5,621		156,995		162,616		132		3,565		295		1,761		5,621		156,995		162,616		132
Acquired loans			1,052		71		918		2,041		190,813		192,854		72		1,052		71		918		2,041		190,813		192,854		72
Total		$	16,404	$	2,831	$	5,438	$	24,673	$	4,207,375	$	4,232,048	$	1,841	$	16,404	$	2,831	$	5,438	$	24,673	$	4,207,375	$	4,232,048	$	1,841

Loans are considered impaired when, based on current information and events, it is probable the Company will be unable to collect the full amount of scheduled principal and interest payments in accordance with the original contractual terms of the loan agreement. If a loan is impaired, a specific valuation allowance may be allocated, if necessary, so that the loan is reported, net of allowance for loss, at the present value of future cash flows using the loan’s existing rate, or the fair value of collateral if repayment is expected solely from the collateral.

The Company offers Small Business Administration (“SBA”) guaranteed loans through its Commercial Capital division to expand access to capital for creditworthy small businesses at reasonable terms. The SBA does not provide funds to the borrower, instead, the SBA guarantees a portion of the lender’s loan, which is conditional based on the lender following certain requirements established by the SBA. Typically, if the borrower defaults the SBA pays off the guaranteed portion of the remaining loan balance. However, if any of these requirements are not followed, the SBA can either deny a request for purchase of its guaranteed portion, or reduce the amount of its purchase by the amount of any loss. Because of the volume of SBA guaranteed loans, from time to time the Company may be in negotiation with the SBA regarding the amount of a guarantee that is collectable. If a request is denied, the Company could be required to record additional charge-offs of the previously guaranteed portion of the loan. As of the filing date, collectability on the guarantee for an SBA loan was uncertain; however, the amount of loss, if any, was not estimable.

The following table presents impaired loans, segregated by class of loans. No material amount of interest income was recognized on impaired loans subsequent to their classification as impaired.

	Impaired Loans								Impaired Loans
	Unpaid Principal Balance		Recorded Investment with Allowance		Related Allowance		Average Recorded Investment		Unpaid Principal Balance		Recorded Investment with Allowance		Related Allowance		Average Recorded Investment
	(Dollars in thousands)								(Dollars in thousands)
As of March 31, 2016
As of September 30, 2016
Real estate:
Non-residential real estate owner occupied	$	615	$	487	$	15	$	418	$	728	$	645	$	48	$	531
Non-residential real estate other		6,207		4,190		157		15,123		8,049		6,001		335		5,653
Residential real estate permanent mortgage		1,498		1,305		86		1,276		1,545		1,353		108		1,019
Residential real estate all other		5,101		4,823		1,382		2,781		5,704		5,465		1,428		6,007
Commercial and financial:
Non-consumer non-real estate		12,762		8,375		2,017		9,190		11,644		6,255		1,470		7,347
Consumer non-real estate		652		609		120		745		898		863		235		909
Other loans		10,705		9,355		459		9,892		10,440		9,008		1,851		9,191
Acquired loans		6,276		3,745		—		3,977		7,265		5,344		—		4,015
Total	$	43,816	$	32,889	$	4,236	$	43,402	$	46,273	$	34,934	$	5,475	$	34,672

As of December 31, 2015
Real estate:
Non-residential real estate owner occupied	$	507	$	383	$	14	$	446	$	507	$	383	$	14	$	446
Non-residential real estate other		21,068		19,052		357		19,655		21,068		19,052		357		19,655
Residential real estate permanent mortgage		1,401		1,209		81		1,125		1,401		1,209		81		1,125
Residential real estate all other		2,498		2,235		242		1,958		2,498		2,235		242		1,958
Commercial and financial:
Non-consumer non-real estate		13,897		10,312		2,062		11,786		13,897		10,312		2,062		11,786
Consumer non-real estate		738		715		181		652		738		715		181		652
Other loans		10,722		9,513		331		10,335		10,722		9,513		331		10,335
Acquired loans		6,295		4,248		—		4,564		6,295		4,248		—		4,564
Total	$	57,126	$	47,667	$	3,268	$	50,521	$	57,126	$	47,667	$	3,268	$	50,521

The Company considers various factors to monitor the credit risk in the loan portfolio including volume and severity of loan delinquencies, nonaccrual loans, internal grading of loans, historical loan loss experience and economic conditions.

An internal risk grading system is used to indicate the credit risk of loans. The loan grades used by the Company are for internal risk identification purposes and do not directly correlate to regulatory classification categories or any financial reporting definitions.

The general characteristics of the risk grades are disclosed in Note (5) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

	Internal Loan Grading												Internal Loan Grading
	Grade												Grade
		1		2		3		4		5	Total			1		2		3		4		5	Total
	(Dollars in thousands)												(Dollars in thousands)
As of March 31, 2016
As of September 30, 2016
Real estate:
Non-residential real estate owner occupied	$	423,003	$	77,243	$	11,470	$	372	$	—	$	512,088	$	432,000	$	78,484	$	15,602	$	571	$	—	$	526,657
Non-residential real estate other		966,113		163,932		5,379		3,984		—		1,139,408		941,523		166,984		14,607		5,937		—		1,129,051
Residential real estate permanent mortgage		290,540		30,941		7,043		1,294		—		329,818		291,611		31,830		6,918		1,462		—		331,821
Residential real estate all other		574,683		112,736		7,649		4,805		—		699,873		604,144		113,822		11,347		5,205		—		734,518
Commercial and financial:
Non-consumer non-real estate		809,004		136,143		25,513		8,267		—		978,927		807,385		162,879		21,309		4,968		—		996,541
Consumer non-real estate		247,419		14,419		2,099		510		—		264,447		261,859		16,461		2,499		796		—		281,615
Other loans		153,486		5,629		1,336		2,420		—		162,871		138,497		5,464		1,505		2,452		—		147,918
Acquired loans		159,016		13,924		10,991		3,674		75		187,680		102,002		32,236		20,145		5,323		—		159,706
Total	$	3,623,264	$	554,967	$	71,480	$	25,326	$	75	$	4,275,112	$	3,579,021	$	608,160	$	93,932	$	26,714		—	$	4,307,827

As of December 31, 2015
Real estate:
Non-residential real estate owner occupied	$	417,529	$	76,749	$	8,304	$	315	$	—	$	502,897	$	417,529	$	76,749	$	8,304	$	315	$	—	$	502,897
Non-residential real estate other		945,993		156,159		4,580		4,028		—		1,110,760		945,993		156,159		4,580		4,028		—		1,110,760
Residential real estate permanent mortgage		295,265		29,793		6,315		1,228		—		332,601		295,265		29,793		6,315		1,228		—		332,601
Residential real estate all other		554,007		111,879		9,109		1,694		—		676,689		554,007		111,879		9,109		1,694		—		676,689
Commercial and financial:
Non-consumer non-real estate		821,394		140,384		12,687		10,297		—		984,762		821,394		140,384		12,687		10,297		—		984,762
Consumer non-real estate		251,994		14,433		1,779		662		1		268,869		251,994		14,433		1,779		662		1		268,869
Other loans		153,416		5,851		872		2,477		—		162,616		153,416		5,851		872		2,477		—		162,616
Acquired loans		165,305		12,566		11,049		3,858		76		192,854		165,305		12,566		11,049		3,858		76		192,854
Total	$	3,604,903	$	547,814	$	54,695	$	24,559	$	77	$	4,232,048	$	3,604,903	$	547,814	$	54,695	$	24,559	$	77	$	4,232,048

The allowance for loan losses (“ALL”) methodology is disclosed in Note (5) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

The following table details activity in the ALL by class of loans for the period presented. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

	ALL														ALL
	Balance at beginning of period		Charge- offs			Recoveries		Net charge-offs			Provisions charged to operations		Balance at end of period		Balance at beginning of period		Charge- offs			Recoveries		Net charge-offs			Provisions charged to operations			Balance at end of period
	(Dollars in thousands)														(Dollars in thousands)
Three Months Ended March 31, 2016
Three Months Ended September 30, 2016
Real estate:
Non-residential real estate owner occupied	$	4,661	$	(1	)	$	—	$	(1	)	$	172	$	4,832	$	4,896	$	(1	)	$	—	$	(1	)	$	214		$	5,109
Non-residential real estate other		9,921		(1	)		1		—			290		10,211		10,302		(5	)		1		(4	)		285			10,583
Residential real estate permanent mortgage		3,148		(50	)		17		(33	)		49		3,164		3,203		(58	)		10		(48	)		52			3,207
Residential real estate all other		6,725		(67	)		4		(63	)		1,327		7,989		8,293		(10	)		8		(2	)		212			8,503
Commercial and financial:
Non-consumer non-real estate		11,754		(803	)		11		(792	)		1,851		12,813		13,441		(1,053	)		31		(1,022	)		(385	)		12,034
Consumer non-real estate		2,642		(221	)		38		(183	)		94		2,553		2,749		(374	)		61		(313	)		443			2,879
Other loans		2,648		(133	)		6		(127	)		269		2,790		3,377		(18	)		2		(16	)		812			4,173
Acquired loans		167		(4	)		5		1			51		219		305		(41	)		2		(39	)		1,307			1,573
Total	$	41,666	$	(1,280	)	$	82	$	(1,198	)	$	4,103	$	44,571	$	46,566	$	(1,560	)	$	115	$	(1,445	)	$	2,940		$	48,061

Nine Months Ended September 30, 2016
Real estate:
Non-residential real estate owner occupied															$	4,661	$	(11	)	$	—	$	(11	)	$	459		$	5,109
Non-residential real estate other																9,921		(9	)		3		(6	)		668			10,583
Residential real estate permanent mortgage																3,148		(157	)		48		(109	)		168			3,207
Residential real estate all other																6,725		(147	)		19		(128	)		1,906			8,503
Commercial and financial:
Non-consumer non-real estate																11,754		(2,358	)		77		(2,281	)		2,561			12,034
Consumer non-real estate																2,642		(729	)		137		(592	)		829			2,879
Other loans																2,648		(300	)		15		(285	)		1,810			4,173
Acquired loans																167		(58	)		18		(40	)		1,446			1,573
Total															$	41,666	$	(3,769	)	$	317	$	(3,452	)	$	9,847		$	48,061

	ALL														ALL
	Balance at beginning of period		Charge- offs			Recoveries		Net charge-offs			Provisions charged to operations		Balance at end of period		Balance at beginning of period		Charge- offs			Recoveries		Net charge-offs			Provisions charged to operations			Balance at end of period
	(Dollars in thousands)														(Dollars in thousands)
Three Months Ended March 31, 2015
Three Months Ended September 30, 2015
Real estate:
Non-residential real estate owner occupied	$	4,406	$	(1	)	$	1	$	—		$	55	$	4,461	$	4,503	$	—		$	—	$	—		$	36		$	4,539
Non-residential real estate other		9,616		—			—		—			282		9,898		9,880		(708	)		1		(707	)		814			9,987
Residential real estate permanent mortgage		2,948		(40	)		9		(31	)		67		2,984		3,110		(28	)		15		(13	)		(26	)		3,071
Residential real estate all other		6,269		(68	)		5		(63	)		372		6,578		6,485		(48	)		4		(44	)		168			6,609
Commercial and financial:
Non-consumer non-real estate		12,771		(153	)		31		(122	)		419		13,068		13,713		(2,180	)		38		(2,142	)		86			11,657
Consumer non-real estate		2,404		(127	)		15		(112	)		35		2,327		2,499		(152	)		35		(117	)		160			2,542
Other loans		2,359		(213	)		9		(204	)		86		2,241		2,431		(20	)		6		(14	)		134			2,551
Acquired loans		116		(160	)		26		(134	)		18		—		—		(38	)		—		(38	)		52			14
Total	$	40,889	$	(762	)	$	96	$	(666	)	$	1,334	$	41,557	$	42,621	$	(3,174	)	$	99	$	(3,075	)	$	1,424		$	40,970

Nine Months Ended September 30, 2015
Real estate:
Non-residential real estate owner occupied															$	4,406	$	(1	)	$	1	$	—		$	133		$	4,539
Non-residential real estate other																9,616		(708	)		2		(706	)		1,077			9,987
Residential real estate permanent mortgage																2,948		(124	)		29		(95	)		218			3,071
Residential real estate all other																6,269		(123	)		13		(110	)		450			6,609
Commercial and financial:
Non-consumer non-real estate																12,771		(2,349	)		76		(2,273	)		1,159			11,657
Consumer non-real estate																2,404		(382	)		90		(292	)		430			2,542
Other loans																2,359		(283	)		15		(268	)		460			2,551
Acquired loans																116		(232	)		28		(204	)		102			14
Total															$	40,889	$	(4,202	)	$	254	$	(3,948	)	$	4,029		$	40,970

The following table details the amount of ALL by class of loans for the period presented, detailed on the basis of the impairment methodology used by the Company.

	ALL								ALL
	March 31, 2016				December 31, 2015				September 30, 2016				December 31, 2015

	Individually evaluated for impairment		Collectively evaluated for impairment		Individually evaluated for impairment		Collectively evaluated for impairment		Individually evaluated for impairment		Collectively evaluated for impairment		Individually evaluated for impairment		Collectively evaluated for impairment
	(Dollars in thousands)								(Dollars in thousands)
Real estate:
Non-residential real estate owner occupied.	$	444	$	4,388	$	323	$	4,338	$	633	$	4,476	$	323	$	4,338
Non-residential real estate other		351		9,860		323		9,598		880		9,703		323		9,598
Residential real estate permanent mortgage		438		2,726		399		2,749		460		2,747		399		2,749
Residential real estate all other		1,926		6,063		839		5,886		2,190		6,313		839		5,886
Commercial and financial:
Non-consumer non-real estate		4,539		8,274		3,365		8,389		3,445		8,589		3,365		8,389
Consumer non-real estate		396		2,157		445		2,197		580		2,299		445		2,197
Other loans		413		2,377		291		2,357		1,812		2,361		291		2,357
Acquired loans		—		219		—		167		—		1,573		—		167
Total	$	8,507	$	36,064	$	5,985	$	35,681	$	10,000	$	38,061	$	5,985	$	35,681

The following table details the loans outstanding by class of loans for the period presented, on the basis of the impairment methodology used by the Company.

	Loans												Loans
	March 31, 2016						December 31, 2015						September 30, 2016						December 31, 2015
	Individually evaluated for impairment		Collectively evaluated for impairment		Loans acquired with deteriorated credit quality		Individually evaluated for impairment		Collectively evaluated for impairment		Loans acquired with deteriorated credit quality		Individually evaluated for impairment		Collectively evaluated for impairment		Loans acquired with deteriorated credit quality		Individually evaluated for impairment		Collectively evaluated for impairment		Loans acquired with deteriorated credit quality
	(Dollars in thousands)												(Dollars in thousands)
Real estate:
Non-residential real estate owner occupied	$	11,843	$	500,245	$	—	$	8,619	$	494,278	$	—	$	16,173	$	510,484	$	—	$	8,619	$	494,278	$	—
Non-residential real estate other		9,363		1,130,045		—		8,608		1,102,152		—		20,544		1,108,507		—		8,608		1,102,152		—
Residential real estate permanent mortgage		8,337		321,481		—		7,543		325,058		—		8,380		323,441		—		7,543		325,058		—
Residential real estate all other		12,453		687,420		—		10,803		665,886		—		16,552		717,966		—		10,803		665,886		—
Commercial and financial:
Non-consumer non-real estate		33,780		945,147		—		22,983		961,779		—		26,278		970,263		—		22,983		961,779		—
Consumer non-real estate		2,596		261,851		—		2,416		266,453		—		3,212		278,403		—		2,416		266,453		—
Other loans		2,216		160,655		—		2,323		160,293		—		2,219		145,699		—		2,323		160,293		—
Acquired loans		—		172,940		14,740		—		177,871		14,983		—		134,238		25,468		—		177,871		14,983
Total	$	80,588	$	4,179,784	$	14,740	$	63,295	$	4,153,770	$	14,983	$	93,358	$	4,189,001	$	25,468	$	63,295	$	4,153,770	$	14,983

Transfers from loans to other real estate owned and repossessed assets are non-cash transactions, and are not included in the statements of cash flow. Transfers from loans to other real estate owned and repossessed assets during the periods presented, are summarized as follows:

	Three Months Ended March 31,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(Dollars in thousands)				(Dollars in thousands)
Other real estate owned	$	344	$	260	$	2,453	$	3,155
Repossessed assets		404		220		1,117		794
Total	$	748	$	480	$	3,570	$	3,949

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
	(Dollars in thousands)							(Dollars in thousands)
As of March 31, 2016
As of September 30, 2016
Core deposit intangibles	$	18,659	$	(6,402	)	$	12,257	$	17,447	$	(6,151	)	$	11,296
Customer relationship intangibles		5,699		(3,151	)		2,548		5,699		(3,331	)		2,368
Mortgage servicing intangibles		525		(237	)		288		486		(252	)		234
Total	$	24,883	$	(9,790	)	$	15,093	$	23,632	$	(9,734	)	$	13,898
As of December 31, 2015
Core deposit intangibles	$	20,333	$	(7,586	)	$	12,747	$	20,333	$	(7,586	)	$	12,747
Customer relationship intangibles		5,699		(3,061	)		2,638		5,699		(3,061	)		2,638
Mortgage servicing intangibles		538		(228	)		310		538		(228	)		310
Total	$	26,570	$	(10,875	)	$	15,695	$	26,570	$	(10,875	)	$	15,695

					Other		Executive,								Other		Executive,
	Metropolitan		Community		Financial		Operations				Metropolitan		Community		Financial		Operations
	Banks		Banks		Services		& Support		Consolidated		Banks		Banks		Services		& Support		Consolidated
	(Dollars in thousands)										(Dollars in thousands)
Three month ended March 31, 2016
Nine months ended September 30, 2016
Balance at beginning and end of period	$	8,078	$	40,050	$	5,464	$	450	$	54,042	$	8,078	$	40,050	$	5,464	$	450	$	54,042

Additional information for intangible assets can be found in Note (7) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

The Company adopted a nonqualified incentive stock option plan (the “BancFirst ISOP”) in May 1986. The Company amended the BancFirst ISOP to increase the number of shares to be issued under the plan to ~~3,000,000~~3,200,000 shares in May ~~2013.~~2016. At ~~March 31,~~September 30, 2016, ~~5,735~~215,735 shares were available for future grants. The BancFirst ISOP will terminate on December 31, 2019. The options are exercisable beginning four years from the date of grant at the rate of 25% per year for four years. Options expire at the end of fifteen years from the date of grant. Options outstanding as of ~~March 31,~~September 30, 2016 will become exercisable through the year 2023. The option price must be no less than 100% of the fair value of the stock relating to such option at the date of grant.

In June 1999, the Company adopted the BancFirst Corporation Non-Employee Directors’ Stock Option Plan (the “BancFirst Directors’ Stock Option Plan”). Each non-employee director is granted an option for 10,000 shares. The Company amended the BancFirst Directors’ Stock Option Plan to increase the number of shares to be issued under the plan to ~~230,000~~260,000 shares in May ~~2014.~~2016. At ~~March 31,~~September 30, 2016, ~~10,000~~40,000 shares were available for future grants. The options are exercisable beginning one year from the date of grant at the rate of 25% per year for four years, and expire at the end of fifteen years from the date of grant. Options outstanding as of ~~March 31,~~September 30, 2016 will become exercisable through the year 2020. The option price must be no less than 100% of the fair value of the stock relating to such option at the date of grant.

The Company currently uses newly issued stock to satisfy stock-based exercises, but reserves the right to use treasury stock purchased under the Company’s Stock Repurchase Program (the “SRP”) in the future.

The following table is a summary of the activity under both the BancFirst ISOP and the BancFirst Directors’ Stock Option Plan:

						Wgtd. Avg.								Wgtd. Avg.
				Wgtd. Avg.		Remaining	Aggregate					Wgtd. Avg.		Remaining	Aggregate
				Exercise		Contractual	Intrinsic					Exercise		Contractual	Intrinsic
	Options			Price		Term	Value		Options			Price		Term	Value
	(Dollars in thousands, except option data)								(Dollars in thousands, except option data)
Three Months Ended March 31, 2016
Nine Months Ended September 30, 2016
Outstanding at December 31, 2015		1,018,149		$	40.69					1,018,149		$	40.69
Options granted		15,000			55.15					30,000			58.08
Options exercised		(29,600	)		29.56					(195,174	)		29.38
Options canceled, forfeited, or expired		(5,000	)		41.02					(30,000	)		55.88
Outstanding at March 31, 2016		998,549			41.24	8.83 Yrs	$	15,767
Exercisable at March 31, 2016		486,874			33.47	5.55 Yrs	$	11,471
Outstanding at September 30, 2016										822,975			43.46	9.35 Yrs	$	23,910
Exercisable at September 30, 2016										370,350			36.00	6.45 Yrs	$	13,521

The following table has additional information regarding options granted and options exercised under both the BancFirst ISOP and the BancFirst Directors’ Stock Option Plan:

	Three Months Ended March 31,				Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015		2016		2015
	(Dollars in thousands except per share data)				(Dollars in thousands except per share data)
Weighted average grant-date fair value per share of options granted	$	11.47	$	11.00	$	13.99	$	11.89	$	11.92	$	11.55
Total intrinsic value of options exercised		779		237		5,063		1,129		6,733		3,258
Cash received from options exercised		875		244		3,859		779		5,735		2,132
Tax benefit realized from options exercised		301		92		1,958		437		2,604		1,260

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model and is based on certain assumptions including risk-free rate of return, dividend yield, stock price volatility and the expected term. The fair value of each option is expensed over its vesting period.

The following table is a summary of the Company’s recorded stock-based compensation expense:

	Three Months Ended March 31,				Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015		2016		2015
	(Dollars in thousands)				(Dollars in thousands)
Stock-based compensation expense	$	451	$	464	$	365	$	489	$	1,266	$	1,243
Tax benefit		174		180		142		189		490		481
Stock-based compensation expense, net of tax	$	277	$	284	$	223	$	300	$	776	$	762

The Company will continue to amortize the unearned stock-based compensation expense over the remaining vesting period of approximately seven years. The following table shows the unearned stock-based compensation expense:

The following table shows the assumptions used for computing stock-based compensation expense under the fair value method during the periods presented:

	Three Months Ended March 31,		Nine Months Ended September 30,
	2016	2015	2016	2015
Risk-free interest rate	1.91 to 2.02%	1.83 to 1.96%	1.46 to 2.02%	1.83 to 2.26%
Dividend yield	2.00%	2.00%	2.00%	2.00%
Stock price volatility	20.41 to 20.64%	18.23 to 18.50%	20.41 to 21.78%	18.23 to 19.65%
Expected term	10 Yrs	10 Yrs	10 Yrs	10 Yrs

The risk-free interest rate is determined by reference to the spot zero-coupon rate for the U.S. Treasury security with a maturity similar to the expected term of the options. The dividend yield is the expected yield for the expected term. The stock price volatility is estimated from the recent historical volatility of the Company’s stock. The expected term is estimated from the historical option exercise experience.

In May 1999, the Company adopted the BancFirst Corporation Directors’ Deferred Stock Compensation Plan (the “BancFirst Deferred Stock Compensation Plan”). The Company amended the BancFirst Deferred Stock Compensation Plan to increase the number of shares to be issued under the plan to ~~91,110~~111,110 shares in May ~~2014.~~2016. Under the plan, directors and members of the community advisory boards of the Company and its subsidiaries may defer up to 100% of their board fees. They are credited for each deferral with a number of stock units based on the current market price of the Company’s stock, which accumulate in an account until such time as the director or community board member terminates serving as a board member. Shares of common stock of the Company are then distributed to the terminating director or community board member based upon the number of stock units accumulated in his or her account. The number of shares of common stock distributed from the BancFirst Deferred Stock Compensation Plan was ~~758~~2,463 during the ~~three~~nine months ended ~~March 31,~~September 30, 2016.

	March 31,		December 31,		September 30,		December 31,
	2016		2015		2016		2015
Accumulated stock units		67,558		66,376		68,969		66,376
Average price	$	40.17	$	39.64	$	41.12	$	39.64

In November 1999, the Company adopted a Stock Repurchase Program (the “SRP”). The SRP may be used as a means to increase earnings per share and return on equity, to purchase treasury stock for the exercise of stock options or for distributions under the Deferred Stock Compensation Plan, to provide liquidity for optionees to dispose of stock from exercises of their stock options and to provide liquidity for stockholders wishing to sell their stock. All shares repurchased under the SRP have been retired and not held

as treasury stock. The timing, price and amount of stock repurchases ~~under the SRP~~ may be determined by management within the limitations of ~~a Board approved share buyback program.~~the SRP. During the third quarter of 2016 the SRP was amended to increase the remaining shares to be purchased to 150,000.

The following table is a summary of the shares under the ~~program:~~program. All share repurchased in 2016 were purchased in the first three months of the year:

	Three Months Ended March 31,				Nine Months Ended September 30,
	2016		2015		2016		2015
Number of shares repurchased		100,000		—		100,000		—
Average price of shares repurchased	$	55.23		—	$	55.23		—
Shares remaining to be repurchased		66,276		194,723		150,000		194,723

The Company and BancFirst are subject to risk-based capital guidelines issued by the Board of Governors of the Federal Reserve System and the Federal Deposit Insurance Corporation (“FDIC”). These guidelines are used to evaluate capital adequacy and involve both quantitative and qualitative evaluations of the Company’s and BancFirst’s assets, liabilities and certain off-balance-sheet items calculated under regulatory practices. Failure to meet the minimum capital requirements can initiate certain mandatory or discretionary actions by the regulatory agencies that could have a direct material effect on the Company’s financial statements. Management believes that as of ~~March 31,~~September 30, 2016, the Company and BancFirst met all capital adequacy requirements to which they are subject. The actual and required capital amounts and ratios are shown in the following table:

					Required								To Be Well								Required								To Be Well
					For Capital				With				Capitalized Under								For Capital				With				Capitalized Under
					Adequacy				Capital Conservation				Prompt Corrective								Adequacy				Capital Conservation				Prompt Corrective
	Actual				Purposes				Buffer				Action Provisions				Actual				Purposes				Buffer				Action Provisions
	Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio		Amount		Ratio
	(Dollars in thousands)																(Dollars in thousands)
As of March 31, 2016:
As of September 30, 2016:
Total Capital
(to Risk Weighted Assets)-
BancFirst Corporation	$	673,104		14.40%	$	373,849		8.00%	$	403,056		8.625%	N/A		N/A		$	708,421		15.06%	$	376,350		8.00%	$	405,752		8.625%	N/A		N/A
BancFirst		616,209		13.20%		373,346		8.00%		402,513		8.625%	$	466,682		10.00%		643,237		13.69%		375,916		8.00%		405,284		8.625%	$	469,895		10.00%
Common Equity Tier 1 Capital
(to Risk Weighted Assets)-
BancFirst Corporation	$	597,533		12.79%	$	210,290		4.50%	$	239,497		5.125%	N/A		N/A		$	629,360		13.38%	$	211,697		4.50%	$	241,099		5.125%	N/A		N/A
BancFirst		551,638		11.82%		210,007		4.50%		239,174		5.125%	$	303,343		6.50%		575,176		12.24%		211,453		4.50%		240,821		5.125%	$	305,432		6.50%
Tier 1 Capital
(to Risk Weighted Assets)-
BancFirst Corporation	$	628,533		13.45%	$	280,387		6.00%	$	309,594		6.625%	N/A		N/A		$	660,360		14.04%	$	282,262		6.00%	$	311,665		6.625%	N/A		N/A
BancFirst		571,638		12.25%		280,009		6.00%		309,177		6.625%	$	373,346		8.00%		595,176		12.67%		281,937		6.00%		311,305		6.625%	$	375,916		8.00%
Tier 1 Capital
(to Total Assets)-
BancFirst Corporation	$	628,533		9.51%	$	264,328		4.00%	N/A		N/A		N/A		N/A		$	660,360		9.89%	$	267,195		4.00%	N/A		N/A		N/A		N/A
BancFirst		571,638		8.68%		263,405		4.00%	N/A		N/A		$	329,256		5.00%		595,176		8.92%		266,755		4.00%	N/A		N/A		$	333,444		5.00%

As of ~~March 31,~~September 30, 2016, the most recent notification from the Federal Reserve Bank of Kansas City and the FDIC categorized BancFirst as “well capitalized” under the regulatory framework from prompt corrective action. The Company’s trust preferred securities have continued to be included in Tier 1 capital as the Company’s total assets do not exceed $15 billion. There are no conditions or events since the most recent notifications of BancFirst’s capital category that management believes would materially change its category under capital requirements existing as of the report date.

Under the Basel III Capital Rules, in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers, a banking organization must hold a capital conservation buffer composed of CET1 capital above its minimum risk-based capital requirements. The implementation of the capital conservation buffer began on January 1, 2016 at the 0.625% level and will be phased in over a four-year period (increasing by that amount on each subsequent January 1, until it reaches 2.5% on January 1, 2019).

Management believes that, as of ~~March 31,~~September 30, 2016, the Company and BancFirst would meet all capital adequacy requirements under the Basel III Capital Rules on a fully phased-in basis as if such requirements were currently in effect.

Basic and diluted net income per common share based on weighted-average shares outstanding are calculated as follows:

	Income (Numerator)		Shares (Denominator)		Per Share Amount		Income (Numerator)		Shares (Denominator)		Per Share Amount
	(Dollars in thousands, except per share data)						(Dollars in thousands, except per share data)
Three Months Ended March 31, 2016
Three Months Ended September 30, 2016
Basic
Income available to common stockholders	$	16,579		15,534,416	$	1.07	$	17,982		15,631,094	$	1.15
Dilutive effect of stock options		—		281,955				—		291,115
Diluted
Income available to common stockholders plus assumed exercises of stock options	$	16,579		15,816,371	$	1.05	$	17,982		15,922,209	$	1.13
Three Months Ended March 31, 2015
Three Months Ended September 30, 2015
Basic
Income available to common stockholders	$	16,259		15,507,346	$	1.05	$	15,630		15,581,593	$	1.01
Dilutive effect of stock options		—		331,202				—		324,531
Diluted
Income available to common stockholders plus assumed exercises of stock options	$	16,259		15,838,548	$	1.03	$	15,630		15,906,124	$	0.98
Nine Months Ended September 30, 2016
Basic
Income available to common stockholders							$	52,054		15,571,990	$	3.34
Dilutive effect of stock options								—		290,790
Diluted
Income available to common stockholders plus assumed exercises of stock options							$	52,054		15,862,780	$	3.28
Nine Months Ended September 30, 2015
Basic
Income available to common stockholders							$	50,442		15,542,027	$	3.25
Dilutive effect of stock options								—		329,964
Diluted
Income available to common stockholders plus assumed exercises of stock options							$	50,442		15,871,991	$	3.18

The following table shows the number and average exercise price of options that were excluded from the computation of diluted net income per common share for each period because the options’ exercise prices were greater than the average market price of the common shares:

Accounting standards define fair value as the price that would be received to sell an asset or the price paid to transfer a liability in the principal or most advantageous market available to the entity in an orderly transaction between market participants on the measurement date.

FASB ASC Topic 820 establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Financial Assets and Financial Liabilities Measured at Fair Value on a Recurring Basis

A description of the valuation methodologies and key inputs used to measure financial assets and financial liabilities at fair value on a recurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. These valuation methodologies were applied to the following categories of the Company’s financial assets and financial liabilities.

Securities classified as available for sale are reported at fair value. U.S. Treasuries are valued using Level 1 inputs. Other securities available for sale including U.S. federal agencies, registered mortgage backed securities and state and political subdivisions are valued using prices from an independent pricing service utilizing Level 2 data. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things. The Company also invests in private label mortgage backed securities and equity securities classified as available for sale for which observable information is not readily available. These securities are reported at fair value utilizing Level 3 inputs. For these securities, management determines the fair value based on replacement cost, the income approach or information provided by outside consultants or lead investors.

The Company reviews the prices for Level 1 and Level 2 securities supplied by the independent pricing service for reasonableness and to ensure such prices are aligned with traditional pricing matrices. In general, the Company does not purchase investment portfolio securities that are esoteric or that have complicated structures. The Company’s ~~entire~~ portfolio primarily consists of traditional investments including U.S. Treasury obligations, federal agency mortgage pass-through securities, general obligation municipal bonds and a small amount of municipal revenue bonds. Pricing for such instruments is fairly generic and is easily obtained. For in-state bond issues that have relatively low issue sizes and liquidity, the Company utilizes the same parameters for pricing mentioned in the preceding paragraph adjusted for the specific issue. From time to time, the Company will validate, on a sample basis, prices supplied by the independent pricing service by comparison to prices obtained from third party sources.

Derivatives are reported at fair value utilizing Level 2 inputs. The Company obtains dealer and market quotations to value its oil and gas swaps and options. The Company utilizes dealer quotes and observable market data inputs to substantiate internal valuation models.

The Company originates mortgage loans to be sold. At the time of origination, the acquiring bank has already been determined and the terms of the loan, including interest rate, have already been set by the acquiring bank, allowing the Company to originate the loan at fair value. Mortgage loans are generally sold within 30 days of origination. Loans held for sale are valued using Level 2 inputs. Gains or losses recognized upon the sale of the loans are determined on a specific identification basis.

The following table summarizes financial assets and financial liabilities measured at fair value on a recurring basis as of the periods presented, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:

	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total Fair Value		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total Fair Value
	(Dollars in thousands)								(Dollars in thousands)
March 31, 2016
September 30, 2016
Securities available for sale:
U.S. Treasury	$	280,715	$	—	$	—	$	280,715	$	206,123	$	—	$	—	$	206,123
U.S. federal agencies		—		128,854		—		128,854		—		192,648		—		192,648
Mortgage-backed securities		—		6,493		14,816		21,309		—		5,469		14,816		20,285
States and political subdivisions		—		49,292		—		49,292		—		43,704		—		43,704
Other securities		—		3,432		6,005		9,437		—		—		6,424		6,424
Derivative assets		—		1,210		—		1,210		—		1,017		—		1,017
Derivative liabilities		—		605		—		605		—		665		—		665
Loans held for sale		—		7,626		—		7,626		—		9,685		—		9,685

December 31, 2015
Securities available for sale:
U.S. Treasury	$	329,696	$	—	$	—	$	329,696	$	329,696	$	—	$	—	$	329,696
U.S. federal agencies		—		131,896		—		131,896		—		131,896		—		131,896
Mortgage-backed securities		—		7,039		14,816		21,855		—		7,039		14,816		21,855
States and political subdivisions		—		50,920		—		50,920		—		50,920		—		50,920
Other securities		—		3,485		6,308		9,793		—		3,485		6,308		9,793
Derivative assets		—		1,946		—		1,946		—		1,946		—		1,946
Derivative liabilities		—		989		—		989		—		989		—		989
Loans held for sale		—		13,725		—		13,725		—		13,725		—		13,725

The changes in Level 3 assets measured at estimated fair value on a recurring basis during the periods presented were as follows:

	Three Months Ended March 31,						Nine Months Ended September 30,
	2016			2015			2016			2015
	(Dollars in thousands)						(Dollars in thousands)
Balance at the beginning of the year	$	21,124		$	28,459		$	21,124		$	28,459
Purchases, issuances and settlements		(4	)		(744	)
Purchases								763			609
Settlements								(7	)		(1,679	)
Sales		(299	)		(1,729	)		(426	)		(8,593	)
Gains included in earnings		100			1,729
Total unrealized (losses) gains		(100	)		(589	)
(Losses) gains included in earnings								(111	)		7,121
Total unrealized losses								(103	)		(4,029	)
Balance at the end of the period	$	20,821		$	27,126		$	21,240		$	21,888

The Company’s policy is to recognize transfers in and transfers out of Levels 1, 2 and 3 as of the end of the reporting period. During the ~~three~~nine months ended ~~March 31,~~September 30, 2016 and 2015, the Company did not transfer any securities between levels in the fair value hierarchy.

Financial Assets and Financial Liabilities Measured at Fair Value on a Nonrecurring Basis

Certain financial assets and financial liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). These financial assets and financial liabilities are reported at fair value utilizing Level 3 inputs.

Impaired loans are reported at the fair value of the underlying collateral if repayment is dependent on liquidation of the collateral. In no case does the fair value of an impaired loan exceed the fair value of the underlying collateral. The impaired loans are adjusted to fair value through a specific allocation of the allowance for loan losses or a direct charge-down of the loan.

Foreclosed assets, upon initial recognition, are measured and adjusted to fair value through a charge-off to the allowance for possible loan losses based upon the fair value of the foreclosed asset.

Other real estate owned is revalued at fair value subsequent to initial recognition, with any losses recognized in net expense from other real estate owned.

The following table summarizes assets measured at fair value on a nonrecurring ~~basis and~~basis. The fair value represents end of period values, which approximate fair value measurements that occurred on various measurement dates throughout the period. The related losses represent the amounts recognized during the ~~period:~~period regardless of whether the asset is still held at period end:

	Total Fair Value Level 3		Losses		Total Fair Value Level 3		Losses
	(Dollars in thousands)				(Dollars in thousands)
As of and for the Year-to-date Period Ended March 31, 2016
As of and for the Year-to-date Period Ended September 30, 2016
Impaired loans (less specific allowance)	$	28,653	$	—	$	29,459	$	—
Foreclosed assets		281		2		1,117		2
Other real estate owned		3,963		—		3,034		146

As of and for the Year-to-date Period Ended December 31, 2015
Impaired loans (less specific allowance)	$	44,399	$	—	$	44,399	$	—
Foreclosed assets		230		—		1,097		—
Other real estate owned		7,984		128		4,604		128

The Company is required under current authoritative accounting guidance to disclose the estimated fair value of their financial instruments that are not recorded at fair value. For the Company, as for most financial institutions, substantially all of its assets and liabilities are considered financial instruments. A financial instrument is defined as cash, evidence of an ownership interest in an entity or a contract that creates a contractual obligation or right to deliver or receive cash or another financial instrument from a second entity. The following methods and assumptions were used to estimate the fair value of each class of financial instruments:

Cash and Cash Equivalents Include: Cash and Due from Banks, Federal Funds Sold and Interest-Bearing Deposits

The carrying amount of these short-term instruments is a reasonable estimate of fair value.

For securities held for investment, which are generally traded in secondary markets, fair values are based on quoted market prices or dealer quotes, if available. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities making adjustments for credit or liquidity if applicable.

For certain homogeneous categories of loans, such as some residential mortgages, fair values are estimated using the quoted market prices for securities backed by similar loans, adjusted for differences in loan characteristics. The fair values of other types of loans are estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities.

The fair values of transaction and savings accounts are the amounts payable on demand at the reporting date. The fair values of fixed-maturity certificates of deposit are estimated using the rates currently offered for deposits of similar remaining maturities.

The amounts payable on these short-term instruments are reasonable estimates of fair value.

The fair values of junior subordinated debentures are estimated using the rates that would be charged for junior subordinated debentures of similar remaining maturities.

The fair values of commitments are estimated using the fees currently charged to enter into similar agreements, taking into account the terms of the agreements. The fair values of letters of credit are based on fees currently charged for similar agreements.

The estimated fair values of the Company’s financial instruments that are reported at amortized cost in the Company’s consolidated balance sheets, segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value, are as follows:

	March 31,				December 31,				September 30,				December 31,
	2016				2015				2016				2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(Dollars in thousands)								(Dollars in thousands)
FINANCIAL ASSETS
Level 2 inputs:
Cash and cash equivalents	$	1,668,325	$	1,668,325	$	1,598,177	$	1,598,177	$	1,706,656	$	1,706,656	$	1,598,177	$	1,598,177
Securities held for investment		7,879		7,934		8,289		8,350		3,943		3,990		8,289		8,350
Level 3 inputs:
Securities held for investment		500		500		500		500		611		611		500		500
Loans, net of allowance for loan losses		4,230,541		4,286,603		4,190,382		4,222,153		4,259,766		4,325,916		4,190,382		4,222,153
FINANCIAL LIABILITIES
Level 2 inputs:
Deposits		6,010,872		6,061,676		5,973,538		6,028,012		6,024,949		6,085,613		5,973,538		6,028,012
Short-term borrowings		1,300		1,300		500		500		4,000		4,000		500		500
Junior subordinated debentures		31,959		34,886		31,959		33,793		31,959		34,757		31,959		33,793
OFF-BALANCE SHEET FINANCIAL INSTRUMENTS
Loan commitments				1,634				1,681				1,824				1,681
Letters of credit				443				464				428				464

The Company has no non-financial assets or non-financial liabilities measured at fair value on a recurring basis. Certain non-financial assets and non-financial liabilities measured at fair value on a nonrecurring basis include intangible assets (excluding mortgage service rights, which are valued semi-annually) and other non-financial long-lived assets measured at fair value and adjusted for impairment. These items are evaluated at least annually for impairment. The overall levels of non-financial assets and non-financial liabilities measured at fair value on a nonrecurring basis were not considered to be significant to the Company at ~~March 31,~~September 30, 2016 or December 31, 2015.

The Company enters into oil and gas swaps and options contracts to accommodate the business needs of its customers. Upon the origination of an oil or gas swap or option contract with a customer, the Company simultaneously enters into an offsetting contract with a counterparty to mitigate the exposure to fluctuations in oil and gas prices. These derivatives are not designated as hedged instruments and are recorded on the Company’s consolidated balance sheet at fair value.

The Company utilizes dealer quotations and observable market data inputs to substantiate internal valuation models. The notional amounts and estimated fair values of oil and gas derivative positions outstanding are presented in the following table:

		March 31, 2016						December 31, 2015							September 30, 2016						December 31, 2015
Oil and Natural Gas Swaps and Options	Notional Units	Notional Amount			Estimated Fair Value			Notional Amount			Estimated Fair Value			Notional Units	Notional Amount			Estimated Fair Value			Notional Amount			Estimated Fair Value
		(Notional amounts and dollars in thousands)													(Notional amounts and dollars in thousands)
Oil
Derivative assets	Barrels		98		$	107			86		$	604		Barrels		61		$	190			86		$	604
Derivative liabilities	Barrels		(98	)		(5	)		(86	)		(378	)	Barrels		(61	)		(131	)		(86	)		(378	)

Natural Gas
Derivative assets	MMBTUs		3,230			1,103			3,920			1,342		MMBTUs		2,540			827			3,920			1,342
Derivative liabilities	MMBTUs		(3,230	)		(600	)		(3,920	)		(611	)	MMBTUs		(2,540	)		(534	)		(3,920	)		(611	)

Total Fair Value	Included in													Included in
Derivative assets	Other assets					1,210						1,946		Other assets					1,017						1,946
Derivative liabilities	Other liabilities					(605	)					(989	)	Other liabilities					(665	)					(989	)

The following table is a summary of the Company’s recognized income related to the activity, which was included in other noninterest income:

The Company’s credit exposure on oil and gas swaps and options varies based on the current market prices of oil and natural gas. Other than credit risk, changes in the fair value of customer positions will be offset by equal and opposite changes in the counterparty positions. The net positive fair value of the contracts is the profit derived from the activity and is unaffected by market price movements. The Company’s share of total profit is approximately 35%.

Customer credit exposure is managed by strict position limits and is primarily offset by first liens on production while the remainder is offset by cash. Counterparty credit exposure is managed by selecting highly rated counterparties (rated A- or better by Standard and Poor’s) and monitoring market information.

The following table is a summary of the Company’s net credit exposure relating to oil and gas swaps and options with bank counterparties:

Derivatives may be eligible for offset in the consolidated balance sheet and/or subject to master netting arrangements. The Company’s derivative transactions with upstream financial institution counterparties and bank customers are generally executed under International Swaps and Derivative Association (“ISDA”) master agreements which include “right of set-off” provisions. In such cases there is generally a legally enforceable right to offset recognized amounts and there may be an intention to settle such amounts on a net basis. Nonetheless, the Company does not generally offset such financial instruments for financial reporting purposes.

The Company evaluates its performance with an internal profitability measurement system that measures the profitability of its business units on a pre-tax basis. The four principal business units are metropolitan banks, community banks, other financial services and executive, operations and support. Metropolitan and community banks offer traditional banking products such as commercial and retail lending and a full line of deposit accounts. Metropolitan banks consist of banking locations in the metropolitan Oklahoma City and Tulsa areas. Community banks consist of banking locations in communities throughout Oklahoma. Other financial services are specialty product business units including guaranteed small business lending, residential mortgage lending, trust services, securities brokerage, electronic banking and insurance. The executive, operations and support groups represent executive management, operational support and corporate functions that are not allocated to the other business units.

The results of operations and selected financial information for the four business units are as follows:

	Metropolitan Banks		Community Banks		Other Financial Services		Executive, Operations & Support			Eliminations			Consolidated		Metropolitan Banks		Community Banks		Other Financial Services		Executive, Operations & Support			Eliminations			Consolidated
	(Dollars in thousands)														(Dollars in thousands)
Three Months Ended March 31, 2016
Three Months Ended September 30, 2016
Net interest income (expense)	$	15,843	$	33,122	$	1,416	$	(405	)	$	—		$	49,976	$	15,893	$	34,254	$	1,617	$	(333	)	$	—		$	51,431
Noninterest income		3,788		13,596		7,479		17,678			(16,924	)		25,617		4,235		14,918		8,050		19,025			(18,301	)		27,927
Income before taxes		9,348		19,094		3,114		10,500			(16,857	)		25,199		10,970		19,727		2,683		11,964			(18,130	)		27,214

Three Months Ended March 31, 2015
Three Months Ended September 30, 2015
Net interest income (expense)															$	15,221	$	30,429	$	1,638	$	(412	)	$	—		$	46,876
Noninterest income																3,755		13,427		7,507		17,250			(16,615	)		25,324
Income before taxes																9,463		18,693		3,098		9,616			(16,446	)		24,424

Nine Months Ended September 30, 2016
Net interest income (expense)															$	47,435	$	101,222	$	4,624	$	(1,006	)	$	—		$	152,275
Noninterest income																12,121		42,922		22,175		55,501			(53,118	)		79,601
Income before taxes																30,558		59,152		8,228		33,711			(52,835	)		78,814

Nine Months Ended September 30, 2015
Net interest income (expense)	$	15,400	$	29,055	$	1,618	$	(447	)	$	—		$	45,626	$	45,946	$	88,928	$	5,156	$	(1,313	)	$	—		$	138,717
Noninterest income		3,457		12,326		8,727		17,292			(16,506	)		25,296		10,745		38,743		27,621		55,868			(53,642	)		79,335
Income before taxes		9,889		16,407		5,007		9,804			(16,442	)		24,665		29,152		52,500		15,015		34,024			(53,372	)		77,319

Total Assets:
March 31, 2016	$	2,307,503	$	4,401,449	$	127,748	$	628,843		$	(724,605	)	$	6,740,938
September 30, 2016															$	2,351,771	$	4,360,964	$	95,999	$	733,573		$	(758,770	)	$	6,783,537
December 31, 2015		2,277,870		4,379,205		128,697		624,428			(717,371	)		6,692,829		2,277,870		4,379,205		128,697		624,428			(717,371	)		6,692,829

The financial information for each business unit is presented on the basis used internally by management to evaluate performance and allocate resources. The Company utilizes a transfer pricing system to allocate the benefit or cost of funds provided or used by the various business units. Certain services provided by the support group to other business units, such as item processing, are allocated at rates approximating the cost of providing the services. Eliminations are adjustments to consolidate the business units and companies. Capital expenditures are generally charged to the business unit using the asset.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis presents factors that the Company believes are relevant to an assessment and understanding of the Company’s consolidated financial position and results of operations. This discussion and analysis should be read in conjunction with the Company’s December 31, 2015 consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and the Company’s consolidated financial statements and the related Notes included in Item 1.

The Company may make forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 with respect to earnings, credit quality, corporate objectives, interest rates and other financial and business matters. Forward-looking statements include estimates and give management’s current expectations or forecasts of future events. The Company cautions readers that these forward-looking statements are subject to numerous assumptions, risks and uncertainties, including economic conditions; the performance of financial markets and interest rates; legislative and regulatory actions and reforms; competition; as well as other factors, all of which change over time. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, the payment or nonpayment of dividends, capital structure and other financial items; (ii) statements of plans, objectives and expectations, including those relating to products or services; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Words such as “believes”, “anticipates”, “expects”, “intends”, “targeted”, “continue”, “remain”, “will”, “should”, “may” and other similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements.

Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to:

BancFirst Corporation’s net income was $18.0 million, or $1.13 diluted earnings per share, for the ~~first~~third quarter of 2016, ~~was $16.6 million,~~ compared to ~~$16.3~~net income of $15.6 million, or $0.98 diluted earnings per share, for the ~~first~~third quarter of 2015. ~~Diluted~~Net income was $52.1 million, or $3.28 diluted earnings per share, for the nine months ended September, 30, 2016, compared to net income of $50.4 million, or $3.18 diluted earnings per ~~common~~ share, ~~was $1.05 and $1.03~~ for the ~~first~~nine months ended September, 30, 2015. The second quarter of ~~2016 and~~ 2015 ~~respectively.~~included a gain from the sale of an equity investment by the Company’s wholly-owned subsidiary, Council Oak Partners, LLC, of approximately $5.3 million.

The Company’s net interest income for the ~~first~~third quarter of 2016 increased to ~~$50.0~~$51.4 million, compared to ~~$45.6~~$46.9 million for the ~~first~~third quarter of 2015. The net interest margin for the quarter was ~~3.25%~~3.27%, compared to ~~3.07%~~3.12% a year ago. Internal loan growth, acquired loans from the Company’s October 2015 acquisition and the increase in the ~~Fed Fund~~federal funds rate of 25 basis points during the fourth quarter of 2015 contributed to the higher net interest income and margin in 2016. The Company’s provision for loan losses for the ~~first~~third quarter of 2016 increased to ~~$4.1~~$2.9 million, compared to ~~$1.3~~$1.4 million a year ago. The increase in the provision was ~~primarily~~largely due to ~~downgrades~~a small number of ~~a few~~ commercial ~~loans which were impacted by the economic effects in Oklahoma from low energy prices.~~loan downgrades. Net charge-offs for the quarter were ~~only~~ 0.03% of average loans, compared to ~~0.01%~~0.08% for the ~~first~~third quarter of 2015. Noninterest income for the quarter totaled ~~$25.6~~$27.9 million, compared to $25.3 million last year. Noninterest expense for the quarter totaled ~~$46.3~~$49.2 million, compared to ~~$44.9~~$46.4 million last year, ~~primarily due to~~as a result of salary increases ~~from raises~~ and the Company’s acquisition in the fourth quarter of 2015. The ~~increase in noninterest expenses was partially offset by gains on the sale of other real estate owned totaling $1.2 million. The~~ Company’s effective tax rate was ~~34.2%~~33.9% compared to ~~34.1%~~36.0% for the ~~first~~third quarter of 2015.

At ~~March 31,~~September 30, 2016, the Company’s total assets were ~~$6.7~~$6.8 billion, largely unchanged from December 31, 2015. Securities decreased ~~$55.0~~$79.2 million to a total of ~~$498.0~~$473.7 million, due primarily to ~~large~~ maturities ~~during~~within the ~~quarter.~~portfolio. Loans totaled $4.3 billion, up ~~slightly~~$71.7 million from December 31, 2015. Deposits totaled $6.0 billion, ~~marginally above~~virtually unchanged from the December 31, 2015 total. The Company’s total stockholders’ equity was ~~$662.7~~$693.7 million, an increase of ~~$7.2~~$38.2 million, or ~~1.1%~~5.8%, over December 31, 2015.

Asset quality remained ~~strong~~solid during the ~~first~~third quarter of 2016. Nonperforming and restructured assets were ~~0.55%~~0.58% of total assets at ~~March 31,~~September 30, 2016 compared to 0.83% at December 31, 2015. The decrease in nonperforming and restructured assets was largely due to one relationship that was removed from a troubled debt restructuring status due to sustained improvement in financial condition, performance and the commercially reasonable nature of its structure. ~~Also contributing~~Sales of other real estate owned also contributed to the decrease in nonperforming ~~assets were sales of other real estate owned.~~assets. The allowance to total loans was ~~1.04%~~1.11%, compared to 0.98% at year-end 2015. The allowance to nonperforming and restructured loans was ~~136.4%~~138.3% compared to 88.5% at year-end 2015.

During the first quarter of 2016, the Company repurchased 100,000 shares of its common stock at an average price of $55.23 under the Company’s stock repurchase program.

On October 8, 2015, the Company completed the acquisition of CSB Bancshares, Inc. and its subsidiary bank, Bank of Commerce, with locations in Yukon, Mustang, and El Reno, Oklahoma. Bank of Commerce had approximately $196 million in total assets, ~~$148~~$147 million in loans, ~~$170~~$175 million in deposits, and $22 million in equity capital. The bank was merged into BancFirst ~~during the fourth quarter of~~on November 13, 2015.

Oil prices continued to be ~~low~~at or below the marginal cost of most production during the ~~first~~third quarter of 2016, which had a dampening effect on the Oklahoma economy. In addition, Oklahoma has experienced low prices related to other commodities, such as livestock and grains. Any continued impact from these low ~~oil~~ prices on Oklahoma’s economy and the Company’s financial results could become more apparent in future periods.

See Note (1) of the Notes to Consolidated Financial Statements for a discussion of recently issued accounting pronouncements.

See Note (11) of the Notes to Consolidated Financial Statements for disclosures regarding business segments.

Selected income statement data and other selected data for the comparable periods were as follows:

	Three Months Ended March 31,						Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015			2016			2015
Income Statement Data
Net interest income	$	49,976		$	45,626		$	51,431		$	46,876		$	152,275		$	138,717
Provision for loan losses		4,103			1,334			2,940			1,424			9,847			4,029
Securities transactions		100			1,729			(146	)		—			(111	)		7,121
Total noninterest income		25,617			25,296			27,927			25,324			79,601			79,335
Salaries and employee benefits		29,357			27,513			30,591			28,746			89,956			84,145
Total noninterest expense		46,291			44,923			49,204			46,352			143,215			136,704
Net income		16,579			16,259			17,982			15,630			52,054			50,442
Per Common Share Data
Net income – basic	$	1.07		$	1.05		$	1.15		$	1.01		$	3.34		$	3.25
Net income – diluted		1.05			1.03			1.13			0.98			3.28			3.18
Cash dividends		0.36			0.34			0.38			0.36			1.10			1.04
Performance Data
Return on average assets		1.00	%		1.01	%		1.06	%		0.97	%		1.03	%		1.04	%
Return on average stockholders’ equity		10.05			10.65			10.35			9.64			10.27			10.68
Cash dividend payout ratio		33.73			32.43			33.03			35.53			32.91			32.04
Net interest spread		3.09			2.93			3.09			2.98			3.10			2.95
Net interest margin		3.25			3.07			3.27			3.12			3.27			3.09
Efficiency ratio		61.24			63.34			62.00			64.20			61.76			62.69
Net charge-offs to average loans		0.03			0.02			0.03			0.08			0.08			0.10

For the three months ended ~~March 31,~~September 30, 2016, net interest income, which is the Company’s principal source of operating revenue, increased to ~~$50.0~~$51.4 million compared to ~~$45.6~~$46.9 million for the three months ended ~~March 31,~~September 30, 2015. Net interest margin, which is shown in the preceding table, is the ratio of taxable-equivalent net interest income to average earning assets for the period. ~~The Company’s net interest margin for the quarter was 3.25% compared to 3.07% a year ago.~~ Internal loan growth, acquired loans from the Company’s October 2015 acquisition and the increase in the ~~Fed Fund~~federal funds rate of 25 basis points during the fourth quarter of 2015 contributed to the higher net interest income and margin in 2016. If

Net interest ~~rates and/or loan volume do not increase, management would expect its~~income for the nine months ended September 30, 2016 was $152.3 million compared to $138.7 million for the nine months ended September 30, 2015. The net interest margin for the year-to-date increased compared to ~~generally remain at current levels.~~the same period of the previous year, as shown in the preceding table.

The Company’s provision for loan loss for the ~~first~~third quarter of 2016 increased to ~~$4.1~~$2.9 million compared to ~~$1.3~~$1.4 million a year ago. The increase in the provision was ~~primarily~~largely due to a small number of commercial loan downgrades ~~of a few commercial loans which~~that were impacted by the economic effect in Oklahoma from low ~~energy prices.~~commodity prices, such as oil, natural gas and livestock. The Company establishes an allowance as an estimate of the probable inherent losses in the loan portfolio at the balance sheet date. Management believes the allowance for loan losses is appropriate based upon management’s best estimate of probable losses that have been incurred within the existing loan portfolio. Should any of the factors considered by management in evaluating the appropriate level of the allowance for loan losses change, the Company’s estimate of probable loan losses could also change, which could affect the amount of future provisions for loan losses. Net loan charge-offs were ~~$1.2~~$1.4 million for the ~~first~~third quarter of 2016, compared to ~~$666,000~~$3.1 million for the ~~first~~third quarter of 2015. The rate of net charge-offs to average total loans, as presented in the preceding table, continues to be at a very low level.

For the nine months ended September 30, 2016, the Company’s provision for loan losses increased to $9.8 million, compared to $4.0 million for the nine months ended September 30, 2015, due to a small number of commercial loan downgrades. Net loan charge-offs were $3.5 million, compared to $3.9 million for the same period of the prior year.

Noninterest income totaled ~~$25.6~~$27.9 million for the ~~first~~third quarter of 2016 compared to $25.3 million for the ~~first~~third quarter of 2015.

The Company had fees from debit card usage totaling ~~$5.9~~$6.0 million and ~~$5.4~~$5.7 million during the three month periods ended ~~March 31,~~September 30, 2016 and 2015, respectively. This represents ~~23.1%~~21.5% and ~~21.5%~~22.5% of the Company’s noninterest income for the three month periods ended ~~March 31,~~September 30, 2016 and 2015, respectively. In addition, the Company had non-sufficient fund fees totaling $7.1 million and $6.7 million during the three month periods ended September 30, 2016 and 2015, respectively. This represents 25.6% and 26.4% of the Company’s noninterest income for the three month periods ended September 30, 2016 and 2015, respectively.

Noninterest income for the nine months ended September 30, 2016 totaled $79.6 million compared to $79.3 million for the nine months ended September 30, 2015. Noninterest income in 2015 included a gain from the sale of an investment by the Company’s wholly-owned subsidiary Council Oak Partners, LLC, of approximately $5.3 million and a $1.7 million gain on the sale of an investment by Council Oak Investment Corporation, a wholly-owned subsidiary of BancFirst. Fees from debit card usage totaled $18.0 million and $17.0 million during the nine months ended September 30, 2016 and 2015, respectively. This represents 22.6% and 21.4% of the Company’s noninterest income for the nine month periods ended September 30, 2016 and 2015, respectively. In addition, the Company had non-sufficient fund fees totaling $19.8 million and $18.2 million during the nine months ended September 30, 2016 and 2015, respectively. This represents 24.9% and 22.9% of the Company’s noninterest income for the nine month periods ended September 30, 2016 and 2015, respectively.

For the three months ended ~~March 31,~~September 30, 2016, noninterest expense totaled ~~$46.3~~$49.2 million, compared to ~~$44.9~~$46.4 million for the three months ended ~~March 31,~~September 30, 2015. The increase in noninterest expense for the ~~first~~third quarter of 2016 was primarily due to salary increases ~~from raises~~and the Company’s acquisition in the fourth quarter of 2015.

For the nine months ended September 30, 2016, noninterest expense totaled $143.2 million compared to $136.7 million for the nine months ended September 30, 2015. The increase in noninterest expense for year-to-date 2016 was primarily due to salary increases and the Company’s acquisition in the fourth quarter of 2015. This was partially offset by gains on sale of other real estate owned totaling ~~$1.2~~$1.1 million. During the second quarter of 2015 the Company recorded an impairment loss for goodwill of $368,000 after adopting a plan to close a small branch, which is included in noninterest expense.

The Company’s effective tax rate on income before taxes was ~~34.2%~~33.9% for the ~~first~~third quarter of 2016, compared to ~~34.1%~~36.0% for the third quarter of 2015.

The Company’s effective tax rate on income before taxes was 34.0% for the first ~~quarter~~nine months of 2016, compared to 34.8% for the first nine months of 2015.

	March 31,			December 31,			September 30,			December 31,
	2016			2015			2016			2015
	(unaudited)						(unaudited)
Balance Sheet Data
Total assets	$	6,740,938		$	6,692,829		$	6,783,537		$	6,692,829
Total loans (net of unearned interest)		4,282,738			4,245,773			4,317,512			4,245,773
Allowance for loan losses		44,571			41,666			48,061			41,666
Securities		497,986			552,949			473,738			552,949
Deposits		6,010,872			5,973,358			6,024,949			5,973,358
Stockholders' equity		662,661			655,510			693,731			655,510
Book value per share		42.68			42.03			44.20			42.03
Tangible book value per share		38.22			37.56			39.87			37.56
Average loans to deposits (year-to-date)		71.28	%		67.34	%		71.60	%		67.34	%
Average earning assets to total assets (year-to-date)		92.88			93.02			93.03			93.02
Average stockholders’ equity to average assets (year-to-date)		9.92			9.76			10.06			9.76
Asset Quality Ratios
Nonperforming and restructured loans to total loans		0.76	%		1.11	%		0.81	%		1.11	%
Nonperforming and restructured assets to total assets		0.55			0.83			0.58			0.83
Allowance for loan losses to total loans		1.04			0.98			1.11			0.98
Allowance for loan losses to nonperforming and restructured loans		136.42			88.50			138.26			88.50

The aggregate of cash and due from banks and interest-bearing deposits with banks ~~increased $70.1 million, or 4.39% to $1.7 billion,~~had a nominal increase, from December 31, 2015 to ~~March 31,~~September 30, 2016. ~~This increase was due to large maturities of securities during the quarter and a marginal increase in deposits.~~

At ~~March 31,~~September 30, 2016, total securities decreased ~~$55.0~~$79.2 million, or ~~9.9%~~14.3% compared to December 31, ~~2015.~~2015, due primarily to maturities. The size of the Company’s securities portfolio is determined by the Company’s liquidity, ~~and~~ asset/liability ~~management.~~management and pledging requirements for public funds. The net unrealized gain on securities available for sale, before taxes, was ~~$3.4~~$3.2 million at ~~March 31,~~September 30, 2016, compared to an unrealized gain of $2.5 million at December 31, 2015. These unrealized gains are included in the Company’s stockholders’ equity as accumulated other comprehensive income, net of income tax, in the amounts of ~~$2.1~~$2.0 million and $1.5 million, respectively.

At ~~March 31,~~September 30, 2016, loans totaled $4.3 billion, up ~~slightly~~$71.7 million from December 31, 2015. The increase in 2016 was primarily driven by an increase in commercial real estate loans located in the Company’s metropolitan markets.

At ~~March 31,~~September 30, 2016, the allowance for loan losses to total loans represented ~~1.04%~~1.11% of total loans, compared to 0.98% at December 31, 2015.

The fair value adjustment on acquired loans consists of an interest rate component to adjust the effective rates on the loans to market rates and a credit component to adjust for estimated credit exposures in the acquired loans. The credit component of the

adjustment was ~~$3.0~~$2.2 million at ~~March 31,~~September 30, 2016 and $3.3 million at December 31, 2015, while the acquired loans outstanding were ~~$187.7~~$159.7 million and $192.9 million, respectively.

Nonperforming and restructured assets totaled ~~$36.9~~$39.1 million at ~~March 31,~~September 30, 2016, compared to $55.3 million at December 31, 2015. The Company’s level of nonperforming and restructured assets has continued to be relatively low. The decrease in nonperforming and restructured assets in 2016 was due to one relationship that was re-evaluated and removed from restructured loans due to sustained improvement in financial condition, performance and the commercially reasonable nature of its structure.

Nonaccrual loans totaled $31.0 million at ~~March 31,~~September 30, 2016, compared to $30.1 million at ~~the end of~~December 31, 2015. The Company’s nonaccrual loans are primarily commercial and real estate loans. Nonaccrual loans negatively impact the Company’s net interest margin. A loan is placed on nonaccrual status when, in the opinion of management, the future collectability of interest or principal or both is in serious doubt. Interest income is recognized on certain of these loans on a cash basis if the full collection of the remaining principal balance is reasonably expected. Otherwise, interest income is not recognized until the principal balance is fully collected. Total interest income which was not accrued on nonaccrual loans outstanding, was approximately ~~$513,000~~$1.5 million for both the ~~first quarter of~~nine months ended September 30, 2016 and ~~$310,000 for the first quarter of~~September 30, 2015. Only a small amount of this interest is expected to be ultimately collected.

Other real estate owned and repossessed assets totaled ~~$4.2~~$4.3 million at ~~March 31,~~September 30, 2016, compared to $8.2 million at December 31, 2015. Other real estate owned and repossessed assets decreased during ~~the quarter~~2016 primarily due to the sale of two properties.

Potential problem loans are performing loans to borrowers with a weakened financial condition, or which are experiencing unfavorable trends in their financial condition, which causes management to have concerns as to the ability of such borrowers to comply with the existing repayment terms. The Company had approximately ~~$6.1~~$10.1 million of these loans at ~~March 31,~~September 30, 2016, compared to $4.9 million at December 31, 2015. Potential problem loans are not included in nonperforming and restructured loans. In general, these loans are adequately collateralized and have no specific identifiable probable loss. Loans which are considered to have identifiable probable loss potential are placed on nonaccrual status, are allocated a specific allowance for loss or are directly charged-down, and are reported as nonperforming.

At ~~March 31,~~September 30, 2016, deposits totaled $6.0 billion, ~~marginally above~~virtually unchanged from the December 31, 2015 balance. The Company’s core deposits provide it with a stable, low-cost funding source. The Company’s core deposits as a percentage of total deposits were ~~94.4%~~94.5% at ~~March 31,~~September 30, 2016 compared to 94.3% at December 31, 2015. Noninterest-bearing deposits to total deposits were ~~40.2%~~41.1% at ~~March 31,~~September 30, 2016, compared to 40.3% at December 31, 2015.

Short-term borrowings, consisting primarily of federal funds purchased and repurchase agreements, are another source of funds for the Company. The level of these borrowings is determined by various factors, including customer demand and the Company’s ability to earn a favorable spread on the funds obtained. Short-term borrowings were ~~$1.3~~$4.0 million at ~~March 31,~~September 30, 2016, compared to $500,000 at December 31, 2015.

The Company has a line of credit from the Federal Home Loan Bank (“FHLB”) of Topeka, Kansas to use for liquidity or to match-fund certain long-term fixed rate loans. The Company’s assets, including residential first mortgages of ~~$656.2~~$672.8 million, are

pledged as collateral for the borrowings under the line of credit. As of ~~March 31,~~September 30, 2016 and December 31, 2015, the Company had no advances outstanding under the line of credit from FHLB. In addition, the Company has a revolving line of credit with a commercial bank, with the ability to draw up to $10.0 million. This line of credit has a variable rate based on prime rate minus 25 basis points and matures in 2020. There were no borrowings against this line of credit at ~~March~~September 30, 2016 and December 31, ~~2016.~~2015.

There have not been any other material changes from the liquidity and funding discussion included in Management’s Discussion and Analysis in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

Stockholders’ equity totaled ~~$662.7~~$693.7 million at ~~March 31,~~September 30, 2016, compared to $655.5 million at December 31, 2015. In addition to net income of ~~$16.6~~$52.1 million, other changes in stockholders’ equity during the ~~three~~nine months ended ~~March 31,~~September 30, 2016 included ~~$693,000~~$7.1 million related to stock option exercises, ~~$451,000~~$1.3 million related to stock-based compensation and a ~~$530,000~~$458,000 increase in other comprehensive income, that were partially offset by ~~$5.6~~$17.1 million in dividends and $5.5 million in stock repurchases. The Company’s leverage ratio and total risk-based capital ratios at ~~March 31,~~September 30, 2016 were well in excess of the regulatory requirements.

See Note (7) of the Notes to Consolidated Financial Statements for a discussion of capital ratio requirements.

There have not been any material changes in the resources required for scheduled repayments of contractual obligations from the table of Contractual Cash Obligations included in Management’s Discussion and Analysis which was included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

	Three Months Ended March 31,																Three Months Ended September 30,
	2016								2015								2016								2015
				Interest		Average						Interest		Average						Interest		Average						Interest		Average
	Average			Income/		Yield/			Average			Income/		Yield/			Average			Income/		Yield/			Average			Income/		Yield/
	Balance			Expense		Rate			Balance			Expense		Rate			Balance			Expense		Rate			Balance			Expense		Rate
ASSETS
Earning assets:
Loans (1)	$	4,242,883		$	50,329		4.76	%	$	3,840,833		$	46,051		4.86	%	$	4,300,400		$	51,817		4.78	%	$	3,885,579		$	47,455		4.85	%
Securities – taxable		491,505			1,327		1.08			486,430			1,399		1.17			407,434			1,242		1.21			485,862			1,291		1.05
Securities – tax exempt		42,539			393		3.71			39,005			378		3.93			38,021			383		4.00			43,118			382		3.51
Interest-bearing deposits w/ banks & FFS		1,419,500			1,802		0.51			1,686,414			1,062		0.26			1,535,048			1,968		0.51			1,570,367			1,009		0.25
Total earning assets		6,196,427			53,851		3.49			6,052,682			48,890		3.28			6,280,903			55,410		3.50			5,984,926			50,137		3.32
Nonearning assets:
Cash and due from banks		179,455								181,937								171,762								168,607
Interest receivable and other assets		336,841								316,550								335,855								313,686
Allowance for loan losses		(41,591	)							(40,879	)							(46,400	)							(42,061	)
Total nonearning assets		474,705								457,608								461,217								440,232
Total assets	$	6,671,132							$	6,510,290							$	6,742,120							$	6,425,158
LIABILITIES AND STOCKHOLDERS’ EQUITY
Interest-bearing liabilities:
Transaction deposits	$	792,120		$	201		0.10	%	$	723,908		$	168		0.09	%	$	777,284		$	202		0.10	%	$	701,405		$	181		0.10	%
Savings deposits		2,078,802			1,691		0.33			2,052,927			1,150		0.23			2,079,991			1,729		0.33			2,019,956			1,155		0.23
Time deposits		721,792			1,188		0.66			743,624			1,220		0.67			701,760			1,218		0.69			718,963			1,186		0.65
Short-term borrowings		1,111			1		0.35			3,033			1		0.14			1,979			2		0.36			3,014			1		0.15
Junior subordinated debentures		31,959			522		6.55			26,804			491		7.43			31,959			524		6.51			26,804			492		7.29
Total interest-bearing liabilities		3,625,784			3,603		0.40			3,550,296			3,030		0.35			3,592,973			3,675		0.41			3,470,142			3,015		0.34
Interest-free funds:
Noninterest-bearing deposits		2,359,783								2,312,217								2,433,136								2,284,207
Interest payable and other liabilities		23,627								28,636								26,660								27,243
Stockholders’ equity		661,938								619,141								689,351								643,566
Total interest free funds		3,045,348								2,959,994								3,149,147								2,955,016
Total liabilities and stockholders’ equity	$	6,671,132							$	6,510,290							$	6,742,120							$	6,425,158
Net interest income				$	50,248							$	45,860							$	51,735							$	47,122
Net interest spread							3.09	%							2.93	%							3.09	%							2.98	%
Effect of interest free funds							0.16	%							0.14	%							0.18	%							0.14	%
Net interest margin							3.25	%							3.07	%							3.27	%							3.12	%

	Nine Months Ended September 30,
	2016								2015
				Interest		Average						Interest		Average
	Average			Income/		Yield/			Average			Income/		Yield/
	Balance			Expense		Rate			Balance			Expense		Rate
ASSETS
Earning assets:
Loans (1)	$	4,279,894		$	153,362		4.77	%	$	3,860,299		$	140,107		4.85	%
Securities – taxable		451,824			3,913		1.15			493,702			4,148		1.12
Securities – tax exempt		40,515			1,148		3.77			39,912			1,123		3.76
Interest-bearing deposits w/ banks & FFS		1,471,623			5,622		0.51			1,644,708			3,137		0.25
Total earning assets		6,243,856			164,045		3.50			6,038,621			148,515		3.29
Nonearning assets:
Cash and due from banks		175,738								175,714
Interest receivable and other assets		336,188								315,074
Allowance for loan losses		(44,180	)							(41,633	)
Total nonearning assets		467,746								449,155
Total assets	$	6,711,602							$	6,487,776
LIABILITIES AND STOCKHOLDERS’ EQUITY
Interest-bearing liabilities:
Transaction deposits	$	785,496		$	609		0.10	%	$	720,175		$	532		0.10	%
Savings deposits		2,082,417			5,112		0.33			2,047,022			3,463		0.23
Time deposits		710,566			3,600		0.67			730,717			3,607		0.66
Short-term borrowings		1,657			5		0.36			2,671			3		0.15
Junior subordinated debentures		31,959			1,569		6.54			26,804			1,474		7.35
Total interest-bearing liabilities		3,612,095			10,895		0.40			3,527,389			9,079		0.34
Interest-free funds:
Noninterest-bearing deposits		2,399,275								2,302,164
Interest payable and other liabilities		25,232								26,839
Stockholders’ equity		675,000								631,384
Total interest free funds		3,099,507								2,960,387
Total liabilities and stockholders’ equity	$	6,711,602							$	6,487,776
Net interest income				$	153,150							$	139,436
Net interest spread							3.10	%							2.95	%
Effect of interest free funds							0.17	%							0.14	%
Net interest margin							3.27	%							3.09	%

There have been no significant changes in the Registrant’s disclosures regarding market risk since December 31, 2015, the date of its most recent annual report to stockholders.

The Company’s Chief Executive Officer, Chief Financial Officer and its Disclosure Committee, which includes the Company’s Chief Risk Officer, Chief Internal Auditor, Chief Asset Quality Officer, Controller, and General Counsel, have evaluated, as of the last day of the period covered by this report, the Company’s disclosure controls and procedures. Based on their evaluation they concluded that the disclosure controls and procedures of the Company are effective to ensure that information required to be disclosed by the

Company in the reports filed or submitted by it under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms.

No changes were made to the Company’s internal control over financial reporting during the period covered by this report that materially affected, or are likely to materially affect, the Company’s internal control over financial reporting.

The Company has been named as a defendant in various legal actions arising from the conduct of its normal business activities. Although the amount of any liability that could arise with respect to these actions cannot be accurately predicted, in the opinion of the Company, any such liability will not have a material adverse effect on the consolidated financial statements of the Company.

As of ~~March 31,~~September 30, 2016, there have been no material changes from the risk factors previously disclosed in Part I, Item 1A, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

The following table provides information with respect to purchases made by or on behalf of the Company or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended March 31, 2016.None.

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.

Oklahoma		73-1221379
(State or other Jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

101 N. Broadway, Oklahoma City, Oklahoma		73102-8405
(Address of principal executive offices)		(Zip Code)

Large accelerated filer	o☐	Accelerated filer	x☒

Non-accelerated filer	o☐ (Do not check if a smaller reporting company)	Smaller reporting company	o☐

	Shares		Average Exercise Price
Three Months Ended September 30, 2016		141,565	$	60.63
Three Months Ended September 30, 2015		145,261		60.51
Nine Months Ended September 30, 2016		183,314		59.74
Nine Months Ended September 30, 2015		165,927		58.33

	March 31, 2016
	(Dollars in thousands)
Unearned stock-based compensation expense	$	3,834

							Maximum
							Number of Shares
					Total Number of		That May Yet Be
					Shares Purchased		Purchased Under
	Total Number of		Average Price		as Part of Publicly		the Plan at the
Period	Shares Purchased		Paid Per Share		Announced Plan		End of the Period
January 1, 2016 to January 31, 2016		65,367	$	55.33		65,367		100,909
February 1, 2016 to February 29, 2016		34,633		55.04		34,633		66,276
March 1, 2016 to March 31, 2016		—		—		—		66,276

Exhibit Number		Exhibit
3.1		Second Amended and Restated Certificate of Incorporation of BancFirst Corporation (filed as Exhibit 1 to the Company’s 8-A/A filed July 23, 1998 and incorporated herein by reference).

3.2		Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation of BancFirst Corporation dated June 15, 2004 (filed as Exhibit 3.5 to the Company’s Quarterly Report on Form 10-Q for the Quarter Ended June 30, 2004 and incorporated herein by reference).

3.3		Amended and Restated By-Laws of BancFirst Corporation (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K dated March 30, 2015 and incorporated herein by reference).

3.4		Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation of BancFirst Corporation dated May 23, 2013 (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K dated May 29, 2013 and incorporated herein by reference).

4.1		Instruments defining the rights of securities holders (see Exhibits 3.1, 3.2, 3.3 and 3.4 above).

4.2		Form of Amended and Restated Trust Agreement relating to the 7.20% Cumulative Trust Preferred Securities of BFC Capital Trust II (filed as Exhibit 4.5 to the Company’s registration statement on Form S-3/A, File No. 333-112488 dated February 23, 2004, and incorporated herein by reference).

4.3		Form of 7.20% Cumulative Trust Preferred Security Certificate for BFC Capital Trust II (filed as Exhibit D to Exhibit 4.5 to the Company’s registration statement on Form S-3/A, File No. 333-112488 dated February 23, 2004, and incorporated herein by reference).

4.4		Form of Indenture relating to the 7.20% Junior Subordinated Deferrable Interest Debentures of BancFirst Corporation issued to BFC Capital Trust II (filed as Exhibit 4.1 to the Company’s registration statement on Form S-3, File No. 333-112488 dated February 4, 2004, and incorporated herein by reference).

4.5		Form of Certificate of 7.20% Junior Subordinated Deferrable Interest Debenture of BancFirst Corporation (filed as Exhibit 4.2 to the Company’s registration statement on Form S-3, File No. 333-112488 dated February 4, 2004, and incorporated herein by reference).

4.6		Form of Guarantee of BancFirst Corporation relating to the 7.20% Cumulative Trust Preferred Securities of BFC Capital Trust II (filed as Exhibit 4.7 to the Company’s registration statement on Form S-3/A, File No. 333-112488 dated February 23, 2004, and incorporated herein by reference).

4.7		Form of Guarantee Agreement by and between CSB Bancshares, Inc. and Wilmington Trust Company (filed as Exhibit 4.7 to the Company’s Quarterly Report on Form 10-Q for the Quarter ended September 30, 2015 and incorporated herein by reference).

4.8		Form of Indenture relating to the Floating Rate Junior Subordinated Deferrable Interest Debentures of CSB Bancshares, Inc., issued to Wilmington Trust Company (filed as Exhibit 4.8 to the Company’s Quarterly Report on Form 10-Q for the Quarter ended September 30, 2015 and incorporated herein by reference).

4.9		Form of First Supplemental Indenture relating to the Floating Rate Junior Subordinated Deferrable Interest Debentures by and between Wilmington Trust Company and BancFirst Corporation (filed as Exhibit 4.9 to the Company’s Quarterly Report on Form 10-Q for the Quarter ended September 30, 2015 and incorporated herein by reference).

10.1		BancFirst Corporation Employee Stock Ownership and Trust Agreement adopted effective January 1, 2015 (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the Quarter Ended March 31, 2015 and incorporated herein by reference).

10.2		~~Fourth~~Fifth Amended and Restated BancFirst Corporation Directors’ Stock Option Plan (filed as Exhibit ~~10.1~~10.2 to the Company’s Quarterly Report on Form ~~8-K dated October 28, 2014~~10-Q for the Quarter ended June 30, 2016 and incorporated herein by reference).

10.3		~~Fourth~~Fifth Amended and Restated BancFirst Corporation Directors’ Deferred Stock Compensation Plan (filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the Quarter ~~Ended~~ended June 30, ~~2014~~2016 and incorporated herein by reference).

10.4		~~Thirteenth~~Fourteenth Amended and Restated BancFirst Corporation Stock Option Plan (filed as Exhibit ~~10.1~~10.4 to the Company’s Quarterly Report on Form ~~8-K dated October 28, 2014~~10-Q for the Quarter ended June 30, 2016 and incorporated herein by reference).

10.5*Exhibit Number		Exhibit
10.5		Adoption Agreement for the BancFirst Corporation Thrift Plan adopted April 21, 2016 effective January 1, 2016. (filed as Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the Quarter Ended March 31, 2016 and incorporated herein by reference).

~~Exhibit~~ ~~Number~~		~~Exhibit~~
31.1*		Chief Executive Officer’s Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a).

31.2*		Chief Financial Officer’s Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a).

32.1*		CEO’s Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*		CFO’s Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*		XBRL Instance Document

101.SCH*		XBRL Taxonomy Extension Schema

101.CAL*		XBRL Taxonomy Extension Calculation Linkbase

101.DEF*		XBRL Taxonomy Extension Definition Linkbase

101.LAB*		XBRL Taxonomy Extension Label Linkbase

101.PRE*		XBRL Taxonomy Extension Presentation Linkbase

		BANCFIRST CORPORATION
		(Registrant)

Date: ~~May 6,~~November 4, 2016		/s/ David E. Rainbolt
		David E. Rainbolt
		President
		Chief Executive Officer
		(Principal Executive Officer)

Date: ~~May 6,~~November 4, 2016		/s/ Kevin Lawrence
		Kevin Lawrence
		Executive Vice President
		Chief Financial Officer
		(Principal Financial Officer)