LOANS AND ALLOWANCE FOR CREDIT LOSSES | 4. LOANS AND ALLOWANCE FOR CREDIT LOSSES The composition of the Company’s loan portfolio, by loan class, as of September 30, 2023 and December 31, 2022 was as follows: ($ in thousands) September 30, 2023 December 31, 2022 Commercial $ 93,753 $ 106,771 Commercial Real Estate 718,847 645,166 Agriculture 109,942 114,040 Residential Mortgage 101,755 92,669 Residential Construction 14,021 10,167 Consumer 14,826 15,287 1,053,144 984,100 Allowance for credit losses (16,149 ) (14,792 ) Deferred origination fees and costs, net 71 830 Loans, net $ 1,037,066 $ 970,138 At September 30, 2023 and December 31, 2022, all loans were pledged under a blanket collateral lien to secure actual or potential borrowings from the Federal Home Loan Bank (“FHLB”). Allowance for Credit Losses For the periods indicated, the following tables summarize the activity in the allowance for credit losses on loans which is recorded as a contra asset, and the reserve for unfunded commitments which is recorded on the balance sheet within other liabilities: Allowance for credit losses – Three months ended September 30, 2023 ($ in thousands) Beginning balance Charge-offs Recoveries Provision (recovery) Ending Balance Commercial $ 1,775 $ (91 ) $ 20 $ 32 $ 1,736 Commercial Real Estate 10,050 — — 526 10,576 Agriculture 939 — — 80 1,019 Residential Mortgage 1,824 — — 79 1,903 Residential Construction 487 — — (155 ) 332 Consumer 367 (9 ) — 4 362 Unallocated 137 — — 84 221 Allowance for credit losses on loans 15,579 (100 ) 20 650 16,149 Reserve for unfunded commitments 1,200 — — (150 ) 1,050 Total $ 16,779 $ (100 ) $ 20 $ 500 $ 17,199 Allowance for credit losses – Nine months ended September 30, 2023 ($ in thousands) Beginning balance Adoption of CECL Charge-offs Recoveries Provision (recovery) Ending Balance Commercial $ 1,463 $ 623 $ (269 ) $ 155 $ (236 ) $ 1,736 Commercial Real Estate 10,073 (464 ) — — 967 10,576 Agriculture 1,757 (671 ) (2,567 ) — 2,500 1,019 Residential Mortgage 880 834 (3 ) — 192 1,903 Residential Construction 178 200 — — (46 ) 332 Consumer 173 201 (10 ) 1 (3 ) 362 Unallocated 268 77 — — (124 ) 221 Allowance for credit losses on loans 14,792 800 (2,849 ) 156 3,250 16,149 Reserve for unfunded commitments 700 500 — — (150 ) 1,050 Total $ 15,492 $ 1,300 $ (2,849 ) $ 156 $ 3,100 $ 17,199 During . The following tables summarize the activity in the allowance for loan losses by loan class for the three and nine months ended September 30, 2022: Three Months Ended September 30, 2022 ($ in thousands) Commercial Commercial Real Estate Agriculture Residential Mortgage Residential Construction Consumer Unallocated Total Balance as of June 30, 2022 $ 1,650 $ 9,571 $ 1,694 $ 802 $ 151 $ 179 $ 228 $ 14,275 Provision for (reversal of) loan losses (385 ) 566 128 45 (21 ) 26 (59 ) 300 Charge-offs — — — — — (30 ) — (30 ) Recoveries 225 — — — — 1 — 226 Net (charge-offs)/recoveries 225 — — — — (29 ) — 196 Balance as of September 30, 2022 $ 1,490 $ 10,137 $ 1,822 $ 847 $ 130 $ 176 $ 169 $ 14,771 Nine Months Ended September 30, 2022 ($ in thousands) Commercial Commercial Real Estate Agriculture Residential Mortgage Residential Construction Consumer Unallocated Total Balance as of December 31, 2021 $ 1,604 $ 8,808 $ 1,482 $ 742 $ 74 $ 167 $ 1,075 $ 13,952 Provision for (reversal of) loan losses (66 ) 1,329 340 105 56 42 (906 ) 900 Charge-offs (297 ) — — — — (39 ) — (336 ) Recoveries 249 — — — — 6 — 255 Net (charge-offs)/recoveries (48 ) — — — — (33 ) — (81 ) Balance as of September 30, 2022 $ 1,490 $ 10,137 $ 1,822 $ 847 $ 130 $ 176 $ 169 $ 14,771 Collateral-Dependent Loans In accordance with ASC 326, a loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. All loans individually analyzed were collateral-dependent loans as of September 30, 2023 and December 31, 2022. The following table presents the amortized cost basis of collateral-dependent loans by class, which are individually evaluated to determine expected credit losses as of September 30, 2023 and December 31, 2022: September 30, 2023 ($ in thousands) Secured by 1-4 Family Residential Properties-1st lien Secured by 1-4 Family Residential Properties-junior lien Secured by 1-4 Family Residential Properties- revolving Commercial Construction and land development Secured by farmland Agriculture production loans Total Commercial $ — $ — $ — $ — $ — $ — $ — $ — Commercial Real Estate — — — — — — — — Agriculture — — — — — 1,008 4,012 5,020 Residential Mortgage 400 — — — — — — 400 Residential Construction — — — — — — — — Consumer — 372 327 — — — — 699 Total $ 400 $ 372 $ 327 $ — $ — $ 1,008 $ 4,012 $ 6,119 December 31, 2022 ($ in thousands) Secured by 1-4 Family Residential Properties-1st lien Secured by 1-4 Family Residential Properties-junior lien Secured by 1-4 Family Residential Properties- revolving Commercial Construction and land development Secured by farmland Agriculture production loans Total Commercial $ — $ — $ — $ — $ — $ — $ — $ — Commercial Real Estate — — — — — — — — Agriculture — — — — — 1,148 6,268 7,416 Residential Mortgage 123 — — — — — — 123 Residential Construction — — — — — — — — Consumer — — 637 — — — — 637 Total $ 123 $ — $ 637 $ — $ — $ 1,148 $ 6,268 $ 8,176 Foreclosure Proceedings The Company had no residential real estate property in the process of foreclosure at September 30, 2023 and December 31, 2022. Non-accrual and Past Due Loans The Company’s loans by delinquency and non-accrual status, as of September 30, 2023 and December 31, 2022, was as follows: ($ in thousands) 30-59 days Past Due Accruing 60-89 days Past Due Accruing 90 days or More Past Due & Accruing Nonaccrual Loans Total Past Due & Nonaccrual Loans Current & Accruing Loans Total Loans Nonaccrual loans with No ACL September 30 2023 Commercial $ 7 $ 47 $ — $ — $ 54 $ 93,699 $ 93,753 $ — Commercial Real Estate 1,910 1,956 — — 3,866 714,981 718,847 — Agriculture — — — 5,020 5,020 104,922 109,942 5,020 Residential Mortgage 636 — — 400 1,036 100,719 101,755 400 Residential Construction 3,420 — — — 3,420 10,601 14,021 — Consumer 45 — — 699 744 14,082 14,826 699 Total $ 6,018 $ 2,003 $ — $ 6,119 $ 14,140 $ 1,039,004 $ 1,053,144 $ 6,119 December 31, 2022 Commercial $ 41 $ — $ 403 $ — $ 444 $ 106,327 $ 106,771 $ — Commercial Real Estate — — — — — 645,166 645,166 — Agriculture — — — 7,416 7,416 106,624 114,040 7,416 Residential Mortgage — — — 123 123 92,546 92,669 123 Residential Construction — — — — — 10,167 10,167 — Consumer — — — 637 637 14,650 15,287 637 Total $ 41 $ — $ 403 $ 8,176 $ 8,620 $ 975,480 $ 984,100 $ 8,176 The Company recognized $4,000 and $19,000 of interest income on nonaccrual loans during the three months ended September 30, 2023 and September 30, 2022, respectively. The Company recognized $1,289,000 and $46,000 of interest income on nonaccrual loans during the nine months ended September 30, 2023 and September 30, 2022, respectively. Loan Modifications On January 1, 2023, the Company adopted ASU 2022-02, Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. Occasionally, the Company modifies loans to borrowers in financial difficulty by providing principal forgiveness, term extension, payment delays or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the ACL. In some cases, the Company provides multiple types of concessions on one loan. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted. For the loans included in the “combination” columns below, multiple types of modifications have been made on the same loan within the current reporting period. The combination is at least two of the following: a term extension, principal forgiveness, an other-than-insignificant payment delay and/or an interest rate reduction. The following tables present the amortized cost basis of loans that were experiencing both financial difficulty and modification during the periods indicated, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below. The amortized cost basis of loans that were experiencing both financial difficulty and modification during the three months ended September 30, 2023 were as follows: ($ in thousands) Term Extension Combination Term Extension and Interest Rate Reduction Total Class of Financing Receivable Commercial $ — $ — — Commercial Real Estate — — — Agriculture — — — Residential Mortgage — — — Residential Construction 3,420 — 24.39 % Consumer — — — Total $ 3,420 $ — 24.39 % The amortized cost basis of loans that were experiencing both financial difficulty and modification during the nine months ended September 30, 2023 were as follows: ($ in thousands) Term Extension Combination Term Extension and Interest Rate Reduction Total Class of Financing Receivable Commercial $ — $ 44 0.05 % Commercial Real Estate — 398 0.06 % Agriculture 4,005 — 3.64 % Residential Mortgage — — — Residential Construction 3,420 — 24.39 % Consumer — — — Total $ 7,425 $ 442 28.14 % The Company had commitments to lend additional funds totaling $580,000 to borrowers whose loans were modified at September 30, 2023. The following table presents the financial effect of the loan modifications to borrowers experiencing financial difficulty during the three-month period ended September 30, 2023: ($ in thousands) Weighted-Average Interest Rate Reduction Weighted-Average Term Extension (in months) Commercial — $ — Commercial Real Estate — — Agriculture — — Residential Mortgage — — Residential Construction — 1 Consumer — — Total — $ 1 The following table presents the financial effect of the loan modifications to borrowers experiencing financial difficulty during the nine-month period ended September 30, 2023: ($ in thousands) Weighted-Average Interest Rate Reduction Weighted-Average Term Extension (in months) Commercial 0.50 % $ 38 Commercial Real Estate 0.25 % 26 Agriculture — 4 Residential Mortgage — — Residential Construction — 1 Consumer — — Total 0.27 % $ 4 There were no loans modified within the previous twelve months and for which there was a payment default during the three months ended September 30, 2023. There were two agricultural loans totaling $4,005,000 that were modified within the previous twelve months and for which there was a payment default during the nine months ended September 30, 2023. The Company recorded charge-offs on these two agricultural loans totaling $2,567,000 during the nine months ended September 30, 2023. Upon the Company’s determination that a modified loan (or portion of a loan) has subsequently become uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the ACL is adjusted by the same amount. Troubled Debt Restructurings Prior to the Adoption of ASU 2022-02 Prior to the adoption of ASU 2022-02, the Company accounted for a modification to the contractual terms of a loan that resulted in granting a concession to a borrower experiencing financial difficulties as a TDR. The Company had $8,399,000 in TDR loans as of December 31, 2022. Specific reserves for TDR loans totaled $77,000 as of December 31, 2022. TDR loans performing in compliance with modified terms totaled $8,399,000 as of December 31, 2022. There were no loans modified as TDRs during the three months ended September 30, 2022. Loans modified as TDRs during the nine months ended September 30, 2022 were as follows: ($ in thousands) Nine months ended September 30, 2022 Number of Contracts Pre- modification outstanding recorded investment Post- modification outstanding recorded investment Consumer 1 $ 75 $ 75 Total 1 $ 75 $ 75 There were no loans modified as a TDR within the previous twelve months that subsequently defaulted during the three and nine month periods ended September 30, 2022. Credit Quality Indicators All loans are rated using the credit risk ratings and criteria adopted by the Company. Risk ratings are adjusted as future circumstances warrant. All credits risk rated 1, 2, 3 or 4 equate to a Pass as indicated by Federal and State bank regulatory agencies; a 5 equates to a Special Mention; a 6 equates to Substandard; a 7 equates to Doubtful; and an 8 equates to a Loss. For the definitions of each risk rating, see Note 4 to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022. The following tables present the loan portfolio by loan class, origination year, and internal risk rating as of September 30, 2023. Generally, existing term loans that were re-underwritten are reflected in the table in the year of renewal. Lines of credit that have a conversion feature at the time of origination, such as construction to permanent loans, are presented by year of origination. Revolving loans converted to term loans totaled $80,000 as of September 30, 2023. (in thousands) Term Loans Amortized Cost Basis by Origination Year - As of September 30, 2023 2023 2022 2021 2020 2019 Prior Revolving Loans Amortized Cost Basis Total Commercial Pass $ 7,398 $ 18,546 $ 22,473 $ 5,829 $ 7,999 $ 6,764 $ 20,995 $ 90,004 Special Mention — — — 258 326 — 945 1,529 Substandard 44 — 1,576 553 — — 47 2,220 Doubtful/Loss — — — — — — — — Total Commercial loans $ 7,442 $ 18,546 $ 24,049 $ 6,640 $ 8,325 $ 6,764 $ 21,987 $ 93,753 Year-to-date Period Charge-offs — (146 ) (36 ) — (87 ) — — (269 ) Year-to-date Recoveries — — — — 87 68 — 155 Year-to-date Net Charge-offs — (146 ) (36 ) — — 68 — (114 ) Commercial Real Estate Pass $ 98,815 $ 171,601 $ 197,873 $ 50,758 $ 52,652 $ 121,005 $ 6,953 $ 699,657 Special Mention — — 2,219 846 2,898 1,291 — 7,254 Substandard 398 — 1,728 2,117 6,671 1,022 — 11,936 Doubtful/Loss — — — — — — — — Total Commercial Real Estate loans $ 99,213 $ 171,601 $ 201,820 $ 53,721 $ 62,221 $ 123,318 $ 6,953 $ 718,847 Year-to-date Charge-offs — — — — — — — — Year-to-date Recoveries — — — — — — — — Year-to-date Net Charge-offs — — — — — — — — Agriculture Pass $ 6,836 $ 21,080 $ 23,854 $ 8,868 $ 4,459 11,712 $ 27,050 $ 103,859 Special Mention — — — — — 1,064 — 1,064 Substandard — — 1,525 — — — 3,494 5,019 Doubtful/Loss — — — — — — — — Total Agriculture loans $ 6,836 $ 21,080 $ 25,379 $ 8,868 $ 4,459 $ 12,776 $ 30,544 $ 109,942 Year-to-date Charge-offs (1,825 ) — — — — — (742 ) (2,567 ) Year-to-date Recoveries — — — — — — — — Year-to-date Net Charge-offs (1,825 ) — — — — — (742 ) (2,567 ) (in thousands) Term Loans Amortized Cost Basis by Origination Year - As of September 30, 2023 2023 2022 2021 2020 2019 Prior Revolving Loans Amortized Cost Basis Total Residential Mortgage Pass $ 14,581 $ 23,310 $ 26,725 $ 15,053 $ 6,073 $ 15,574 $ — $ 101,316 Special Mention — — — — — — — — Substandard — — 39 — — 400 — 439 Doubtful/Loss — — — — — — — — Total Residential Mortgage loans $ 14,581 $ 23,310 $ 26,764 $ 15,053 $ 6,073 $ 15,974 $ — $ 101,755 Year-to-date Charge-offs — — — — — (3 ) — (3 ) Year-to-date Recoveries — — — — — — — — Year-to-date Net Charge-offs — — — — — (3 ) — (3 ) Residential Construction Pass $ 3,086 $ 4,521 $ 2,994 $ — $ — $ — $ — $ 10,601 Special Mention — — — — — — — — Substandard — 3,420 — — — — — 3,420 Doubtful/Loss — — — — — — — — Total Residential Construction loans $ 3,086 $ 7,941 $ 2,994 $ — $ — $ — $ — $ 14,021 Year-to-date Charge-offs — — — — — — — — Year-to-date Recoveries — — — — — — — — Year-to-date Net Charge-offs — — — — — — — — Consumer Pass $ 357 $ 801 $ 138 $ 172 $ 64 $ 433 $ 12,162 $ 14,127 Special Mention — — — — — — — — Substandard — — — — — — 699 699 Doubtful/Loss — — — — — — — — Total Consumer loans $ 357 $ 801 $ 138 $ 172 $ 64 $ 433 $ 12,861 $ 14,826 Year-to-date Charge-offs (10 ) — — — — — — (10 ) Year-to-date Recoveries — — — — — 1 — 1 Year-to-date Net Charge-offs (10 ) — — — — 1 — (9 ) Total Loans Pass $ 131,073 $ 239,859 $ 274,057 $ 80,680 $ 71,247 $ 155,488 $ 67,160 $ 1,019,564 Special Mention — — 2,219 1,104 3,224 2,355 945 9,847 Substandard 442 3,420 4,868 2,670 6,671 1,422 4,240 23,733 Doubtful/Loss — — — — — — — — Total Loans $ 131,515 $ 243,279 $ 281,144 $ 84,454 $ 81,142 $ 159,265 $ 72,345 $ 1,053,144 Year-to-date Charge-offs $ (1,835 ) $ (146 ) $ (36 ) $ — $ (87 ) $ (3 ) $ (742 ) $ (2,849 ) Year-to-date Recoveries $ — $ — $ — $ — $ 87 $ 69 $ — $ 156 Year-to-date Net Charge-offs $ (1,835 ) $ (146 ) $ (36 ) $ — $ — $ 66 $ (742 ) $ (2,693 ) The following table presents the risk ratings by loan class as of December 31, 2022. Pass Special Substandard Doubtful Loss Total December 31, 2022 Commercial $ 106,643 $ — $ 128 $ — $ — $ 106,771 Commercial Real Estate 631,693 6,748 6,725 — — 645,166 Agriculture 105,560 1,064 7,416 — — 114,040 Residential Mortgage 92,299 207 163 — — 92,669 Residential Construction 10,167 — — — — 10,167 Consumer 14,650 — 637 — — 15,287 Total $ 961,012 $ 8,019 $ 15,069 $ — $ — $ 984,100 |