LOANS | NOTE 3 – LOANS Portfolio loans were as follows (dollars in thousands): March 31, 2021 December 31, 2020 Commercial and industrial Commercial and industrial, excluding PPP $ 392,208 $ 436,331 PPP 253,811 229,079 Total commercial and industrial 646,019 665,410 Commercial real estate: Residential developed 8,651 8,549 Vacant and unimproved 41,375 47,122 Commercial development 841 857 Residential improved 112,618 114,392 Commercial improved 264,122 266,006 Manufacturing and industrial 112,995 115,247 Total commercial real estate 540,602 552,173 Consumer Residential mortgage 139,727 149,556 Unsecured 134 161 Home equity 52,709 57,975 Other secured 3,760 4,056 Total consumer 196,330 211,748 Total loans 1,382,951 1,429,331 Allowance for loan losses (17,452 ) (17,408 ) $ 1,365,499 $ 1,411,923 Activity in the allowance for loan losses by portfolio segment was as follows (dollars in thousands): Three months ended March 31, 2021 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Beginning balance $ 6,632 $ 7,999 $ 2,758 $ 19 $ 17,408 Charge-offs — — (50 ) — (50 ) Recoveries 20 39 35 — 94 Provision for loan losses (851 ) 860 (25 ) 16 — Ending Balance $ 5,801 $ 8,898 $ 2,718 $ 35 $ 17,452 Three months ended March 31, 2020 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Beginning balance $ 7,658 $ 6,521 $ 3,009 $ 12 $ 17,200 Charge-offs — — (39 ) — (39 ) Recoveries 19 974 35 — 1,028 Provision for loan losses 1,130 (582 ) 125 27 700 Ending Balance $ 8,807 $ 6,913 $ 3,130 $ 39 $ 18,889 The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method (dollars in thousands): March 31, 2021 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Allowance for loan losses: Ending allowance attributable to loans: Individually reviewed for impairment $ 511 $ 181 $ 295 $ — $ 987 Collectively evaluated for impairment 5,290 8,717 2,423 35 16,465 Total ending allowance balance $ 5,801 $ 8,898 $ 2,718 $ 35 $ 17,452 Loans: Individually reviewed for impairment $ 4,987 $ 2,481 $ 3,817 $ — $ 11,285 Collectively evaluated for impairment 641,032 538,121 192,513 — 1,371,666 Total ending loans balance $ 646,019 $ 540,602 $ 196,330 $ — $ 1,382,951 December 31, 2020 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Allowance for loan losses: Ending allowance attributable to loans: Individually reviewed for impairment $ 587 $ 313 $ 310 $ — $ 1,210 Collectively evaluated for impairment 6,045 7,686 2,448 19 16,198 Total ending allowance balance $ 6,632 $ 7,999 $ 2,758 $ 19 $ 17,408 Loans: Individually reviewed for impairment $ 3,957 $ 2,613 $ 4,049 $ — $ 10,619 Collectively evaluated for impairment 661,453 549,560 207,699 — 1,418,712 Total ending loans balance $ 665,410 $ 552,173 $ 211,748 $ — $ 1,429,331 The following table presents loans individually evaluated for impairment by class of loans as of March 31, 2021 (dollars in thousands): March 31, 2021 Unpaid Principal Balance Recorded Investment Allowance Allocated With no related allowance recorded: Commercial and industrial $ 143 $ 143 $ — Commercial real estate: Residential improved 87 87 — Commercial improved 1,035 1,035 — 1,122 1,122 — Consumer — — — Total with no related allowance recorded $ 1,265 $ 1,265 $ — With an allowance recorded: Commercial and industrial $ 4,844 $ 4,844 $ 511 Commercial real estate: Commercial improved 1,161 1,161 173 Manufacturing and industrial 198 198 8 1,359 1,359 181 Consumer: Residential mortgage 3,292 3,292 254 Unsecured 104 104 8 Home equity 400 400 31 Other secured 21 21 2 3,817 3,817 295 Total with an allowance recorded $ 10,020 $ 10,020 $ 987 Total $ 11,285 $ 11,285 $ 987 The following table presents loans individually evaluated for impairment by class of loans as of December 31, 2020 (dollars in thousands): December 31, 2020 Unpaid Principal Balance Recorded Investment Allowance Allocated With no related allowance recorded: Commercial and industrial $ 156 $ 156 $ — Commercial real estate: Residential improved 107 107 — Commercial improved 714 714 — 821 821 — Consumer — — — Total with no related allowance recorded $ 977 $ 977 $ — With an allowance recorded: Commercial and industrial $ 3,801 $ 3,801 $ 587 Commercial real estate: Residential developed 67 67 3 Commercial improved 1,524 1,524 301 Manufacturing and industrial 201 201 9 1,792 1,792 313 Consumer: Residential mortgage 3,484 3,484 266 Unsecured 123 123 10 Home equity 419 419 32 Other secured 23 23 2 4,049 4,049 310 Total with an allowance recorded $ 9,642 $ 9,642 $ 1,210 Total $ 10,619 $ 10,619 $ 1,210 The following table presents information regarding average balances of impaired loans and interest recognized on impaired loans for the three month periods ended March 31, 2021 and 2020 (dollars in thousands): Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Average of impaired loans during the period: Commercial and industrial $ 4,586 $ 6,615 Commercial real estate: Residential developed 45 74 Residential improved 87 267 Commercial improved 2,208 5,822 Manufacturing and industrial 199 356 Consumer 3,941 4,914 Interest income recognized during impairment: Commercial and industrial 134 273 Commercial real estate 31 99 Consumer 38 57 Cash-basis interest income recognized Commercial and industrial 125 275 Commercial real estate 31 128 Consumer 36 60 Nonaccrual loans include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans. The following tables present the recorded investment in nonaccrual and loans past due over 90 days still on accrual by class of loans as of March 31, 2021 and 2020: March 31, 2021 Nonaccrual Over 90 days Accruing Commercial and industrial $ — $ — Commercial real estate: Residential improved 87 — Commercial improved 345 — 432 — Consumer: Residential mortgage 93 — 93 — Total $ 525 $ — December 31, 2020 Nonaccrual Over 90 days Accruing Commercial and industrial $ — $ — Commercial real estate: Residential improved 87 — Commercial improved 351 — 438 — Consumer: Residential mortgage 95 — 95 — Total $ 533 $ — The following table presents the aging of the recorded investment in past due loans as of March 31, 2021 and December 31, 2020 by class of loans (dollars in thousands): March 31, 2021 30-90 Days Greater Than 90 Days Total Past Due Loans Not Past Due Total Commercial and industrial $ 39 — $ 39 $ 645,980 $ 646,019 Commercial real estate: Residential developed — — — 8,651 8,651 Vacant and unimproved — — — 41,375 41,375 Commercial development — — — 841 841 Residential improved — 87 87 112,531 112,618 Commercial improved — — — 264,122 264,122 Manufacturing and industrial — — — 112,995 112,995 — 87 87 540,515 540,602 Consumer: Residential mortgage — 91 91 139,636 139,727 Unsecured — — — 134 134 Home equity — — — 52,709 52,709 Other secured — — — 3,760 3,760 — 91 91 196,239 196,330 Total $ 39 $ 178 $ 217 $ 1,382,734 $ 1,382,951 December 31, 2020 30-90 Days Greater Than 90 Days Total Past Due Loans Not Past Due Total Commercial and industrial $ 45 $ — $ 45 $ 665,365 $ 665,410 Commercial real estate: Residential developed — — — 8,549 8,549 Vacant and unimproved — — — 47,122 47,122 Commercial development — — — 857 857 Residential improved — 87 87 114,305 114,392 Commercial improved 353 — 353 265,653 266,006 Manufacturing and industrial — — — 115,247 115,247 353 87 440 551,733 552,173 Consumer: Residential mortgage — 94 94 149,462 149,556 Unsecured — — — 161 161 Home equity — — — 57,975 57,975 Other secured 2 — 2 4,054 4,056 2 94 96 211,652 211,748 Total $ 400 $ 181 $ 581 $ 1,428,750 $ 1,429,331 The Company had allocated $987,000 and $1.2 million of specific reserves to customers whose loan terms have been modified in troubled debt restructurings (“TDRs”) as of March 31, 2021 and December 31, 2020, respectively. These loans may have involved the restructuring of terms to allow customers to mitigate the risk of foreclosure by meeting a lower loan payment requirement based upon their current cash flow. These may also include loans that renewed at existing contractual rates, but below market rates for comparable credit. The Company has been active at utilizing these programs and working with its customers to reduce the risk of foreclosure. For commercial loans, these modifications typically include an interest only period and, in some cases, a lowering of the interest rate on the loan. In some cases, the modification will include separating the note into two notes with the first note structured to be supported by current cash flows and collateral, and the second note made for the remaining unsecured debt. The second note is charged off immediately and collected only after the first note is paid in full. This modification type is commonly referred to as an A-B note structure. For consumer mortgage loans, the restructuring typically includes a lowering of the interest rate to provide payment and cash flow relief. For each restructuring, a comprehensive credit underwriting analysis of the borrower’s financial condition and prospects of repayment under the revised terms is performed to assess whether the structure can be successful and that cash flows will be sufficient to support the restructured debt. An analysis is also performed to determine whether the restructured loan should be on accrual status. Generally, if the loan is on accrual at the time of restructure, it will remain on accrual after the restructuring. In some cases, a nonaccrual loan may be placed on accrual at restructuring if the loan’s actual payment history demonstrates it would have cash flowed under the restructured terms. After six consecutive payments under the restructured terms, a nonaccrual restructured loan is reviewed for possible upgrade to accruing status. In situations where there is a subsequent modification or renewal and the loan is brought to market terms, including a contractual interest rate not less than a market interest rate for new debt with similar credit risk characteristics, the TDR and impaired loan designations may be removed. In addition, the TDR designation may also be removed from loans modified under an A-B note structure. If the remaining “A” note is at a market rate at the time of restructuring (taking into account the borrower’s credit risk and prevailing market conditions), the loan can be removed from TDR designation in a subsequent calendar year after six months of performance in accordance with the new terms. The market rate relative to the borrower’s credit risk is determined through analysis of market pricing information gathered from peers and use of a loan pricing model. The general objective of the model is to achieve a consistent return on equity from one credit to the next, taking into consideration differences in credit risk. In the model, credits with higher risk receive a higher potential loss allocation, and therefore require a higher interest rate to achieve the target return on equity. As with other impaired loans, an allowance for loan loss is estimated for each TDR based on the most likely source of repayment for each loan. For impaired commercial real estate loans that are collateral dependent, the allowance is computed based on the fair value of the underlying collateral, less estimated costs to sell. For impaired commercial loans where repayment is expected from cash flows from business operations, the allowance is computed based on a discounted cash flow computation. Certain groups of TDRs, such as residential mortgages, have common characteristics and for them the allowance is computed based on a discounted cash flow computation on the change in weighted rate for the pool. The allowance allocations for commercial TDRs where we have reduced the contractual interest rate are computed by measuring cash flows using the new payment terms discounted at the original contractual rate. The following table presents information regarding troubled debt restructurings as of March 31, 2021 and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Number of Loans Outstanding Recorded Balance Number of Loans Outstanding Recorded Balance Commercial and industrial 6 $ 4,987 7 $ 3,957 Commercial real estate 7 1,320 9 1,439 Consumer 57 3,817 60 4,049 70 $ 10,124 76 $ 9,445 The following table presents information related to accruing troubled debt restructurings as of March 31, 2021 and December 31, 2020. The table presents the amount of accruing troubled debt restructurings that were on nonaccrual status prior to the restructuring, accruing at the time of restructuring and those that were upgraded to accruing status after receiving six consecutive monthly payments in accordance with the restructured terms as of each period reported (dollars in thousands): March 31, 2021 December 31, 2020 Accruing TDR - nonaccrual at restructuring $ — $ — Accruing TDR - accruing at restructuring 5,176 5,479 Accruing TDR - upgraded to accruing after six consecutive payments 4,516 3,529 $ 9,692 $ 9,008 There were no troubled debt restructurings executed during the three month period ended March 31, 2021 and one consumer loan troubled debt restructuring totaling $3,000 executed during the three month period ended March 31, 2020, with no writedown taken upon restructuring. According to the accounting standards, not all loan modifications are TDRs. TDRs are modifications or renewals where the Company has granted a concession to a borrower in financial distress. The Company reviews all modifications and renewals for determination of TDR status. In some situations a borrower may be experiencing financial distress, but the Company does not provide a concession. These modifications are not considered TDRs. In other cases, the Company might provide a concession, such as a reduction in interest rate, but the borrower is not experiencing financial distress. This could be the case if the Company is matching a competitor’s interest rate. These modifications would also not be considered TDRs. Finally, any renewals at existing terms for borrowers not experiencing financial distress would not be considered TDRs. As with other loans not considered TDR or impaired, allowance allocations are based on the historical based allocation for the applicable loan grade and loan class. Payment defaults on TDRs have been minimal and during the three month periods ended March 31, 2021 and 2020, the balance of loans that became delinquent by more than 90 days past due or that were transferred to nonaccrual within 12 months of restructuring were not material. In late March 2020, the federal banking regulators issued guidance that modifications made to a borrower affected by the COVID-19 pandemic and governmental shutdown orders do not need to be identified as a TDR if the loan was current at the time a modification plan was implemented. Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that such modifications made on loans that were current as of December 31, 2019 are not TDRs. On December 27, 2020, President Trump signed another COVID-19 relief bill that extends this guidance until the earlier of January 1, 2022 or 60 days after the national emergency termination date. Through March 31, 2021, the Bank had applied this guidance and had made 726 such modifications with principal balances totaling $337.2 million. The Bank continues to follow the guidance issued by the banking regulators in making any TDR determinations. At March 31, 2021, there were 5 such loans still in their modification period, totaling $21.9 million. Of the 5 remaining loans, 3 were modified during the three months ended March 31, 2021. Credit Quality Indicators: 1. Excellent 2. Above Average 3. Good Quality 4. Acceptable Risk 5. Marginally Acceptable 6. Substandard 7. Doubtful 8. Loss As of March 31, 2021 and December 31, 2020, the risk grade category of commercial loans by class of loans were as follows (dollars in thousands): March 31, 2021 1 2 3 4 5 6 7 8 Total Commercial and industrial $ 268,809 $ 15,062 $ 92,769 $ 261,340 $ 2,929 $ 5,110 $ — $ — $ 646,019 Commercial real estate: Residential developed — — — 8,651 — — — — 8,651 Vacant and unimproved — 2,640 8,469 30,266 — — — — 41,375 Commercial development — — 296 545 — — — — 841 Residential improved — — 21,118 91,211 202 — 87 — 112,618 Commercial improved — 6,158 53,139 200,785 2,535 1,160 345 — 264,122 Manufacturing & industrial — 2,075 28,462 78,800 3,658 — — — 112,995 $ 268,809 $ 25,935 $ 204,253 $ 671,598 $ 9,324 $ 6,270 $ 432 $ — $ 1,186,621 December 31, 2020 1 2 3 4 5 6 7 8 Total Commercial and industrial $ 244,079 $ 14,896 $ 111,611 $ 276,728 $ 13,957 $ 4,139 $ — $ — $ 665,410 Commercial real estate: Residential developed — — — 8,549 — — — — 8,549 Vacant and unimproved — 3,473 9,427 32,751 1,471 — — — 47,122 Commercial development — — 302 555 — — — — 857 Residential improved — — 23,706 90,372 227 — 87 — 114,392 Commercial improved — 6,328 58,483 192,030 7,641 1,174 350 — 266,006 Manufacturing & industrial — — 31,451 80,075 3,721 — — — 115,247 $ 244,079 $ 24,697 $ 234,980 $ 681,060 $ 27,017 $ 5,313 $ 437 $ — $ 1,217,583 Commercial loans rated a 6 or worse per the Company’s internal risk rating system are considered substandard, doubtful or loss. Commercial loans classified as substandard or worse were as follows at period-end (dollars in thousands): March 31, 2021 December 31, 2020 Not classified as impaired $ 591 $ 591 Classified as impaired 6,111 5,159 Total commercial loans classified substandard or worse $ 6,702 $ 5,750 The Company considers the performance of the loan portfolio and its impact on the allowance for loan losses. For consumer loan classes, the Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following table presents the recorded investment in consumer loans based on payment activity (dollars in thousands): March 31, 2021 Residential Mortgage Consumer Unsecured Home Equity Consumer Other Performing $ 139,636 $ 134 $ 52,709 $ 3,760 Nonperforming 91 — — — Total $ 139,727 $ 134 $ 52,709 $ 3,760 December 31, 2020 Residential Mortgage Consumer Unsecured Home Equity Consumer Other Performing $ 149,462 $ 161 $ 57,975 $ 4,056 Nonperforming 94 — — — Total $ 149,556 $ 161 $ 57,975 $ 4,056 |