LOANS AND THE ALLOWANCE FOR LOAN LOSSES | LOANS AND THE ALLOWANCE FOR LOAN LOSSES The following presents a summary of the Company’s loans as of the dates noted (dollars in thousands): December 31, December 31, Cash, Securities and Other (1) $ 165,670 $ 261,190 Consumer and Other (2) 49,954 34,758 Construction and Development 288,497 178,716 1-4 Family Residential 898,154 580,872 Non-Owner Occupied CRE 496,776 482,622 Owner Occupied CRE 216,056 212,426 Commercial and Industrial (3) 361,028 203,584 Total loans held for investment 2,476,135 1,954,168 Deferred fees and unamortized premiums/(unaccreted discounts), net (4) (6,722) (5,031) Allowance for loan losses (17,183) (13,732) Loans, net $ 2,452,230 $ 1,935,405 _____________________________ (1) Includes Paycheck Protection Program ("PPP") loans of $7.1 million and $46.8 million as of December 31, 2022 and 2021, respectively. (2) Includes $23.4 million of unpaid principal balance of loans held for investment measured at fair value as of December 31, 2022. (3) Includes MSLP loans of $6.6 million and $6.8 million as of December 31, 2022 and 2021, respectively. (4) Includes fair value adjustments on loans held for investment accounted for under the fair value option. As of December 31, 2022 and 2021, total loans held for investment included $234.7 million and $356.7 million, respectively, of performing loans purchased through mergers or acquisitions. As of December 31, 2022, Consumer and Other included $23.4 million of unpaid principal balance of loans held for investment measured at fair value. See Note 17 – Fair Value Option. The CARES Act created the paycheck protection program ("PPP"), which is administered by the Small Business Administration ("SBA"). The PPP is intended to provide loans to small businesses to pay their employees, rent, mortgage interest and utilities. The loans may be forgiven conditioned upon the client providing payroll documentation evidencing their compliant use of funds and otherwise complying with the terms of the program. The Bank is an approved SBA lender and as of December 31, 2022, the Cash, Securities and Other portion of the loan portfolio included $7.1 million of PPP loans, or 4.3% of the total category. As of December 31, 2021, the Cash, Securities, and Other portion of the loan portfolio included $46.8 million of PPP loans, or 17.9% of the total category. The Company is a participant in the Federal Reserve’s MSLP to support lending to small and medium-sized for profit businesses and nonprofit organizations that were in sound financial condition before the onset of the COVID-19 pandemic. As of December 31, 2022, the Company’s Commercial and Industrial loans included five MSLP loans with the net carrying amount of $6.6 million, or 1.8% of the total category. As of December 31, 2021, the Company’s Commercial and Industrial loans included five MSLP loans with the net carrying amount of $6.8 million, or 3.3% of the total category. Loan Modifications As a result of the COVID-19 pandemic, a loan modification program was designed and implemented to assist our clients experiencing financial stress resulting from the economic impacts caused by the global pandemic. The Company offered loan extensions, temporary payment moratoriums, and financial covenant waivers for commercial and consumer borrowers impacted by the pandemic who have a pass risk rating and have not been delinquent over 30 days on payments in the last two years. In 2021, the deferral period ended for all non-acquired loans previously modified and payments have resumed under the original terms. As of December 31, 2022, the Company’s loan portfolio included 49 non-acquired loans which were previously modified under the loan modification program, totaling $78.4 million. Through the Teton Acquisition, the Company acquired loans which were previously modified and are still in their deferral period. As of December 31, 2022, there were 14 of these loans, totaling $3.3 million. The CARES Act provides banks optional, temporary relief from accounting for certain loan modifications as a TDR. The modifications must be related to the adverse effects of COVID-19, and certain other criteria are required to be met in order to apply the relief. Interagency guidance from Federal Reserve and the FDIC confirmed with the FASB that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs. We believe our loan modification program meets that definition and have not classified any of these modifications as a TDR as of December 31, 2022 and 2021. In accordance with that guidance, the Company recognized interest income on all loans modified for temporary payment moratoriums, primarily for a period of 180 days or less. All loans modified in response to COVID-19 are classified as performing and pass rated as of December 31, 2022. These loans are included in the allowance for loan loss general reserve in accordance with ASC 450-20. Management has increased our loan level reviews and portfolio monitoring to address the changing environment. Management believes the diversity of the loan portfolio is prudent and remains consistent with the credit culture and goals of the Bank. Interest accrued during the modification term on modified loans is deferred to the end of the loan term. As of December 31, 2022, no allowance for loan loss was deemed necessary on the accrued interest balances related to loan modifications. The following presents, by class, an aging analysis of the recorded investments (excluding accrued interest receivable, deferred fees, and unamortized premiums/(unaccreted discounts) which are not material) in loans past due as of the dates noted (dollars in thousands): December 31, 2022 30-59 60-89 90 or Total Current Total Cash, Securities and Other $ 1,735 $ 539 $ 4 $ 2,278 $ 163,392 $ 165,670 Consumer and Other 996 167 145 1,308 48,646 49,954 Construction and Development — — 201 201 288,296 288,497 1-4 Family Residential 1,747 — — 1,747 896,407 898,154 Non-Owner Occupied CRE 1,073 — — 1,073 495,703 496,776 Owner Occupied CRE 1,165 — — 1,165 214,891 216,056 Commercial and Industrial 5,051 10,724 1,318 17,093 343,935 361,028 Total $ 11,767 $ 11,430 $ 1,668 $ 24,865 $ 2,451,270 $ 2,476,135 December 31, 2021 30-59 60-89 90 or Total Current Total Cash, Securities and Other $ 745 $ — $ 6 $ 751 $ 260,439 $ 261,190 Consumer and Other 454 — 2 456 34,302 34,758 Construction and Development 2,758 — — 2,758 175,958 178,716 1-4 Family Residential 1,449 — — 1,449 579,423 580,872 Non-Owner Occupied CRE — 2,548 — 2,548 480,074 482,622 Owner Occupied CRE 1,419 — — 1,419 211,007 212,426 Commercial and Industrial 748 — 2,200 2,948 200,636 203,584 Total $ 7,573 $ 2,548 $ 2,208 $ 12,329 $ 1,941,839 $ 1,954,168 As of December 31, 2022 and 2021, the Company had one loan, totaling an immaterial amount, in the Commercial and Industrial portfolio that was more than 90 days delinquent and accruing interest. Non-Accrual Loans and Troubled Debt Restructurings The following presents the recorded investment in non-accrual loans by class as of the dates noted (dollars in thousands): December 31, December 31, Cash, Securities and Other $ 4 $ 6 Consumer and Other 146 2 Construction and Development 201 — 1-4 Family Residential — 75 Owner Occupied CRE 1,165 1,241 Commercial and Industrial 10,833 2,938 Total $ 12,349 $ 4,262 Non-accrual loans classified as TDR accounted for $3.1 million of the recorded investment as of December 31, 2022 and $4.3 million as of December 31, 2021. Non-accrual loans are classified as impaired loans and individually evaluated for impairment. The following presents a summary of the unpaid principal balance of loans classified as TDRs as of the dates noted (dollars in thousands): December 31, December 31, Accruing Non-Owner Occupied CRE $ — $ 55 Non-accrual Cash, Securities, and Other 4 6 1-4 Family Residential — 75 Owner Occupied CRE 1,165 1,241 Commercial and Industrial 1,951 2,938 Total 3,120 4,315 Allowance for loan losses associated with TDR — (1,751) Net recorded investment $ 3,120 $ 2,564 As of December 31, 2022 and December 31, 2021, the Company had not committed any additional funds to a borrower with a loan classified as a TDR. The Company did not modify any loans resulting in TDR status during the year ended December 31, 2022. The Company modified three loans resulting in TDR status during the year ended December 31, 2021. The first loan was a small mortgage with a remaining balance of $0.1 million where the borrower was unable to make payments or obtain additional financing to pay off the mortgage. As a result, we modified the loan at the maturity date with a one-year renewal to allow the borrower time to seek a refinance. As of December 31, 2022, the loan has been paid in full as agreed in the loan modification. The second and third loans modified are in relation to one borrower who has two loans, one Commercial Real Estate Loan in the amount of $1.2 million, which is the space where the related business operates, and a Commercial loan with a balance of $0.7 million. The borrower had experienced a reduction in cash flow through ongoing impact from the pandemic and related shut downs and hiring shortages. As a result, the Company modified both loans allowing for a six month interest only period to provide cash flow relief. The Company obtained a reduced term on the business loan as well as additional collateral from the Borrower. All three of the loans modified during 2021 were sufficiently collateralized and therefore did not require any specific reserve. TDRs are reviewed individually for impairment and are included in the Company’s specific reserves in the allowance for loan losses. If charged off, the amount of the charge off is included in the Company’s charge off factors, which impact the Company’s reserves on non-impaired loans. The following presents impaired loans by portfolio and related valuation allowance as of the periods presented (in thousands): December 31, 2022 December 31, 2021 Total Unpaid Allowance Total Unpaid Allowance Impaired loans with a valuation allowance: Consumer and Other $ — $ — $ — $ 2 $ 2 $ 2 Commercial and Industrial — — — 2,190 2,190 1,751 Total $ — $ — $ — $ 2,192 $ 2,192 $ 1,753 Impaired loans with no related valuation allowance: Cash, Securities, and Other $ 4 $ 4 $ — $ 6 $ 6 $ — Construction and Development 201 201 — — — — 1-4 Family Residential — — — 75 75 — Owner Occupied CRE 1,165 1,165 — 1,241 1,241 — Commercial and Industrial 10,833 10,833 — 748 748 — Total $ 12,203 $ 12,203 $ — $ 2,070 $ 2,070 $ — Total impaired loans: Cash, Securities, and Other $ 4 $ 4 $ — $ 6 $ 6 $ — Consumer and Other — — — 2 2 2 Construction and Development 201 201 — — — — Commercial and Industrial 10,833 10,833 — 2,938 2,938 1,751 1-4 Family Residential — — — 75 75 — Owner Occupied CRE 1,165 1,165 — 1,241 1,241 — Total $ 12,203 $ 12,203 $ — $ 4,262 $ 4,262 $ 1,753 The recorded investment in loans in the previous tables excludes accrued interest, deferred fees, and unamortized premiums/(unaccreted discounts), which are not material. Interest income, if any, was recognized on the cash basis on non-accrual loans. The following presents the average balance of impaired loans and interest income recognized on impaired loans during the periods presented (dollars in thousands): December 31, 2022 2021 Average Interest Average Interest Impaired loans with a valuation allowance: Cash, Securities, and Other $ — $ — $ 2 $ — Consumer and Other 1 — — — Commercial and Industrial — — 2,413 21 Total $ 1 $ — $ 2,415 $ 21 Impaired loans with no related valuation allowance: Cash, Securities, and Other $ 4 $ — $ 17 $ — Construction and Development 81 — — — Owner Occupied CRE 1,201 — 248 51 Commercial and Industrial 4,297 * 205 262 1-4 Family Residential 57 — 15 — Total $ 5,640 $ — $ 485 $ 313 Total impaired loans: Cash, Securities, and Other $ 4 $ — $ 19 $ — Consumer and Other 1 — — — Construction and Development 81 — — — Owner Occupied CRE 1,201 — 248 51 Commercial and Industrial 4,297 * 2,618 283 1-4 Family Residential 57 — 15 — Total $ 5,641 $ — $ 2,900 $ 334 _____________________________ (•) The Company recognized an immaterial amount of interest income during the period. Allowance for Loan Losses Allocation of a portion of the allowance for loan losses to one category of loans does not preclude its availability to absorb losses in other categories. The following presents the activity in the Company’s allowance for loan losses by portfolio class for the periods presented (in thousands): Cash, Consumer and Other Construction 1-4 Non-Owner Owner Commercial Total Changes in allowance for loan losses for the year ended December 31, 2022 Beginning balance $ 1,598 $ 266 $ 1,092 $ 3,553 $ 2,952 $ 1,292 $ 2,979 $ 13,732 (Recovery of)/provision for loan losses (399) 84 933 2,756 538 218 (448) 3,682 Charge-offs (1) (262) — — — — (71) (334) Recoveries — 103 — — — — — 103 Ending balance $ 1,198 $ 191 $ 2,025 $ 6,309 $ 3,490 $ 1,510 $ 2,460 $ 17,183 Allowance for loan losses as of December 31, 2022 allocated to loans evaluated for impairment: Individually $ — $ — $ — $ — $ — $ — $ — $ — Collectively 1,198 191 2,025 6,309 3,490 1,510 2,460 17,183 Ending balance $ 1,198 $ 191 $ 2,025 $ 6,309 $ 3,490 $ 1,510 $ 2,460 $ 17,183 Loans as of December 31, 2022, evaluated for impairment: Individually $ 4 $ — $ 201 $ — $ — $ 1,165 $ 10,833 $ 12,203 Collectively 165,666 26,539 288,296 898,154 496,776 214,891 350,195 2,440,517 Measured at fair value — 23,415 — — — — — 23,415 Ending balance $ 165,670 $ 49,954 $ 288,497 $ 898,154 $ 496,776 $ 216,056 $ 361,028 $ 2,476,135 Cash, Consumer and Other Construction 1-4 Non-Owner Owner Commercial Total Changes in allowance for loan losses for the year ended December 31, 2021 Beginning balance $ 2,439 $ 140 $ 932 $ 3,233 $ 2,004 $ 1,159 $ 2,632 $ 12,539 Provision for/(recovery of) loan losses (841) 163 160 320 948 133 347 1,230 Charge-offs — (44) — — — — — (44) Recoveries — 7 — — — — — 7 Ending balance $ 1,598 $ 266 $ 1,092 $ 3,553 $ 2,952 $ 1,292 $ 2,979 $ 13,732 Allowance for loan losses as of December 31, 2021 allocated to loans evaluated for impairment: Individually $ — $ 2 $ — $ — $ — $ — $ 1,751 $ 1,753 Collectively 1,598 264 1,092 3,553 2,952 1,292 1,228 11,979 Ending balance $ 1,598 $ 266 $ 1,092 $ 3,553 $ 2,952 $ 1,292 $ 2,979 $ 13,732 Loans as of December 31, 2021, evaluated for impairment: Individually $ 6 $ 2 $ — $ 75 $ — $ 1,241 $ 2,938 $ 4,262 Collectively 261,184 34,756 178,716 580,797 482,622 211,185 200,646 1,949,906 Ending balance $ 261,190 $ 34,758 $ 178,716 $ 580,872 $ 482,622 $ 212,426 $ 203,584 $ 1,954,168 The Company categorizes loans into risk categories based on relevant information about the ability of the borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans by credit risk on a quarterly basis. The Company uses the following definitions for risk ratings: Special Mention—Loans classified as special mention have a potential weakness or borrowing relationships that require more than the usual amount of management attention. Adverse industry conditions, deteriorating financial conditions, declining trends, management problems, documentation deficiencies or other similar weaknesses may be evident. Ability to meet current payment schedules may be questionable, even though interest and principal are still being paid as agreed. The asset has potential weaknesses that may result in deteriorating repayment prospects if left uncorrected. Loans in this risk grade are not considered adversely classified. Substandard—Substandard loans are considered "classified" and are inadequately protected by the current net worth and paying capacity of the obligor or by the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardizes the liquidation of the debt. They are characterized by the distinct possibility that the bank will sustain some loss if the deficiencies are not corrected. Loans in this category may be placed on non-accrual status and may individually be evaluated for impairment if indicators of impairment exist. Doubtful—Loans graded Doubtful are considered "classified" and have all the weaknesses inherent in those classified as Substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable. However, the amount of certainty of eventual loss is not known because of specific pending factors. Loans accounted for under the fair value option are not rated. Loans not meeting any of the three criteria above are considered to be pass-rated loans. The following presents, by class and by credit quality indicator, the recorded investment in the Company’s loans as of the dates noted (dollars in thousands): December 31, 2022 Pass Special Substandard Not Rated Total Cash, Securities and Other $ 165,666 $ — $ 4 $ — $ 165,670 Consumer and Other 26,539 — — 23,415 49,954 Construction and Development 288,296 — 201 — 288,497 1-4 Family Residential 898,154 — — — 898,154 Non-Owner Occupied CRE 496,776 — — — 496,776 Owner Occupied CRE 214,891 — 1,165 — 216,056 Commercial and Industrial 347,803 2,392 10,833 — 361,028 Total $ 2,438,125 $ 2,392 $ 12,203 $ 23,415 $ 2,476,135 December 31, 2021 Pass Special Substandard Not Rated Total Cash, Securities and Other $ 261,184 $ — $ 6 $ — $ 261,190 Consumer and Other 34,756 — 2 — 34,758 Construction and Development 176,194 2,522 — — 178,716 1-4 Family Residential 580,797 — 75 — 580,872 Non-Owner Occupied CRE 476,670 5,952 — — 482,622 Owner Occupied CRE 210,493 — 1,933 — 212,426 Commercial and Industrial 198,368 401 4,815 — 203,584 Total $ 1,938,462 $ 8,875 $ 6,831 $ — $ 1,954,168 The Company had no loans graded doubtful as of the years ended December 31, 2022 and 2021. |