Loans and Allowance for Loan Losses | Loans and Allowance for Loan Losses The Company’s loan portfolio is segmented to enable management to monitor risk and performance. Real estate loans are further segregated into three classes. Residential mortgages include those secured by residential properties and include home equity loans, while commercial mortgages consist of loans to commercial borrowers secured by commercial real estate. Construction loans typically consist of loans to build commercial buildings and acquire and develop residential real estate. The commercial and industrial segment consists of loans to finance the activities of commercial customers. The consumer segment consists primarily of indirect auto loans as well as personal installment loans and personal or overdraft lines of credit. Residential mortgage loans are typically longer-term loans and, therefore, generally present greater interest rate risk than the consumer and commercial loans. Under certain economic conditions, housing values may decline, which may increase the risk that the collateral values are not sufficient. Commercial real estate loans generally present a higher level of risk than loans secured by residences. This greater risk is due to several factors, including the concentration of principal in a limited number of loans and borrowers, the effect of general economic conditions on income-producing properties, and the increased difficulty in evaluating and monitoring these types of loans. Furthermore, the repayment of commercial real estate loans is typically dependent upon the successful operation of the related real estate project. If the cash flow from the project is reduced (for example, if leases are not obtained or renewed, a bankruptcy court modifies a lease term, or a major tenant is unable to fulfill its lease obligations), the borrower’s ability to repay the loan may be impaired. Construction loans are originated to individuals to finance the construction of residential dwellings and are also originated for the construction of commercial properties, including hotels, apartment buildings, housing developments, and owner-occupied properties used for businesses. Construction loans generally provide for the payment of interest only during the construction phase, which is usually 12 to 18 months. At the end of the construction phase, the loan generally converts to a permanent residential or commercial mortgage loan. Construction loan risks include overfunding in comparison to the plans, untimely completion of work, and leasing and stabilization after project completion. Commercial and industrial loans are generally secured by business assets, inventories, accounts receivable, etc., which present collateral risk. Consumer loans generally have higher interest rates and shorter terms than residential mortgage loans; however, they have additional credit risk due to the type of collateral securing the loan. The following table presents the classifications of loans as of the dates indicated. June 30, 2021 December 31, 2020 Amount Percent Amount Percent (Dollars in thousands) Real Estate: Residential $ 322,480 32.0 % $ 344,142 32.9 % Commercial 360,518 35.7 373,555 35.9 Construction 85,187 8.5 72,600 6.9 Commercial and Industrial 120,191 11.9 126,813 12.1 Consumer 106,404 10.6 113,854 10.9 Other 12,666 1.3 13,789 1.3 Total Loans 1,007,446 100.0 % 1,044,753 100.0 % Allowance for Loan Losses (11,544) (12,771) Loans, Net $ 995,902 $ 1,031,982 The Small Business Administration reopened the Payroll Protection Program ("PPP") the week of January 11, 2021 accepting applications for both First Draw and Second Draw PPP Loans. As of June 30, 2021, as part of this round of PPP, the Bank funded 217 PPP loans totaling $34.6 million with net deferred origination fees of $1.3 million. PPP loans decreased $5.6 million to $49.5 million at June 30, 2021 compared to $55.1 million at December 31, 2020. At June 30, 2021, the largest sectors of PPP loans were $8.6 million for construction and specialty-trade contractors, $5.8 million in loans for health care and social assistance, $4.5 million for professional and technical services, $3.4 million for manufacturing, $3.1 million for restaurant and food services, and $2.8 million for wholesale trade. Net unamortized PPP loan origination fees as of June 30, 2021 and December 31, 2020 were $1.4 million and $1.1 million, respectively. Net PPP loan origination fees earned were $489,000 and $1.0 million for the three and six months ended June 30, 2021, respectively. All PPP loans are classified as commercial and industrial loans held for investment. No allowance for loan loss was allocated to the PPP loan portfolio due to the Bank complying with the lender obligations that ensure SBA guarantee. Total unamortized net deferred loan fees were $2.4 million and $2.0 million at June 30, 2021 and December 31, 2020, respectively. The following table presents classification of loans held for sale as of June 30, 2021. Loans held for sale includes $6.1 million related to the Agreement executed with Citizens Bank and $5.3 million of residential real estate loans originated and intended for sale in the secondary market. There were no loans held for sale at December 31, 2020. Additionally, there were no loans held for sale that were delinquent, nonaccrual or considered criticized loans. June 30 Real Estate: Residential $ 7,702 Commercial 2,513 Construction — Commercial and Industrial 438 Consumer 254 Other 502 Total Loans Held for Sale $ 11,409 The Company uses an eight-point internal risk rating system to monitor the credit quality of the overall loan portfolio. The first four categories are not considered criticized and are aggregated as “pass” rated. The criticized rating categories used by management generally follow bank regulatory definitions. The special mention category includes assets that are currently protected but are below average quality, resulting in an undue credit risk, but not to the point of justifying a substandard classification. Loans in the substandard category have well-defined weaknesses that jeopardize the liquidation of the debt and have a distinct possibility that some loss will be sustained if the weaknesses are not corrected. Loans classified as doubtful have all the weaknesses inherent in loans classified as substandard with the added characteristic that collection or liquidation in full, on the basis of current conditions and facts, is highly improbable. Loans classified as loss are considered uncollectable and of such little value that continuance as an asset is not warranted. The following table presents loans summarized by the aggregate Pass and the criticized categories of Special Mention, Substandard and Doubtful within the internal risk rating system as of the dates indicated. At June 30, 2021 and December 31, 2020, there were no loans in the criticized category of Loss within the internal risk rating system. June 30, 2021 Pass Special Mention Substandard Doubtful Total (Dollars in Thousands) Real Estate: Residential $ 319,000 $ 905 $ 2,575 $ — $ 322,480 Commercial 312,217 32,908 15,393 — 360,518 Construction 78,700 3,887 2,600 — 85,187 Commercial and Industrial 104,660 9,848 5,123 560 120,191 Consumer 106,329 — 75 — 106,404 Other 12,593 73 — — 12,666 Total Loans $ 933,499 $ 47,621 $ 25,766 $ 560 $ 1,007,446 December 31, 2020 Pass Special Mention Substandard Doubtful Total (Dollars in Thousands) Real Estate: Residential $ 340,573 $ 1,115 $ 2,454 $ — $ 344,142 Commercial 320,358 37,482 15,715 — 373,555 Construction 68,343 53 4,204 — 72,600 Commercial and Industrial 113,797 7,787 4,620 609 126,813 Consumer 113,805 — 49 — 113,854 Other 13,711 78 — — 13,789 Total Loans $ 970,587 $ 46,515 $ 27,042 $ 609 $ 1,044,753 The following table presents the classes of the loan portfolio summarized by the aging categories of performing loans and nonaccrual loans as of the dates indicated. June 30, 2021 Loans Current 30-59 Days Past Due 60-89 Days Past Due 90 Days Or More Past Due Total Past Due Non- Accrual Total Loans (Dollars in Thousands) Real Estate: Residential $ 319,916 $ 217 $ 381 $ — $ 598 $ 1,966 $ 322,480 Commercial 353,504 — — — — 7,014 360,518 Construction 83,229 — — — — 1,958 85,187 Commercial and Industrial 118,494 — — — — 1,697 120,191 Consumer 105,869 374 86 — 460 75 106,404 Other 12,666 — — — — — 12,666 Total Loans $ 993,678 $ 591 $ 467 $ — $ 1,058 $ 12,710 $ 1,007,446 December 31, 2020 Loans Current 30-59 Days Past Due 60-89 Days Past Due 90 Days Or More Past Due Total Past Due Non- Accrual Total Loans (Dollars in Thousands) Real Estate: Residential $ 339,067 $ 2,919 $ 315 $ — $ 3,234 $ 1,841 $ 344,142 Commercial 365,712 1 740 — 741 7,102 373,555 Construction 72,600 — — — — — 72,600 Commercial and Industrial 124,916 — — — — 1,897 126,813 Consumer 112,952 784 61 8 853 49 113,854 Other 13,789 — — — — — 13,789 Total Loans $ 1,029,036 $ 3,704 $ 1,116 $ 8 $ 4,828 $ 10,889 $ 1,044,753 The increase in nonaccrual loans at June 30, 2021 compared to December 31, 2020 is primarily related to a $2.0 million construction loan secured by a hotel. Additional interest income that would have been recorded on nonaccrual loans if the loans were current was $135,000 and $196,000 for the three and six months ended June 30, 2021, respectively, and $37,000 and $48,000 for the three and six months ended June 30, 2020, respectively. The following table sets forth the amounts and categories of nonperforming assets at the dates indicated. Included in nonperforming loans and assets are troubled debt restructurings (“TDRs”), which are loans whose contractual terms have been restructured in a manner which grants a concession to a borrower experiencing financial difficulties. Nonaccrual TDRs are included in their specific loan category in the nonaccrual loans section. Nonperforming loans do not include loans modified under Section 4013 of the CARES Act and interagency guidance as further explained below. June 30, December 31, (Dollars in Thousands) Nonaccrual Loans: Real Estate: Residential $ 1,966 $ 1,841 Commercial 7,014 7,102 Construction 1,958 — Commercial and Industrial 1,697 1,897 Consumer 75 49 Total Nonaccrual Loans 12,710 10,889 Accruing Loans Past Due 90 Days or More: Consumer — 8 Total Accruing Loans Past Due 90 Days or More — 8 Total Nonaccrual Loans and Accruing Loans Past Due 90 Days or More 12,710 10,897 Troubled Debt Restructurings, Accruing: Real Estate Residential 632 650 Commercial 2,046 2,861 Commercial and Industrial 20 80 Total Troubled Debt Restructurings, Accruing 2,698 3,591 Total Nonperforming Loans 15,408 14,488 Other Real Estate Owned: Residential — — Commercial 208 208 Total Other Real Estate Owned 208 208 Total Nonperforming Assets $ 15,616 $ 14,696 Nonperforming Loans to Total Loans 1.53 % 1.39 % Nonperforming Assets to Total Assets 1.07 1.04 The recorded investment of residential real estate loans for which formal foreclosure proceedings were in process according to applicable requirements of the local jurisdiction was $1.5 million and $806,000 at June 30, 2021 and December 31, 2020, respectively. TDRs typically are the result of loss mitigation activities whereby concessions are granted to minimize loss and avoid foreclosure or repossession of collateral. For a loan modification to be considered a TDR, the borrower must be experiencing financial difficulty and a concession must be granted, except for an insignificant delay in payment. Section 4013 of the CARES Act and regulatory guidance promulgated by federal banking regulators provide temporary relief from accounting and financial reporting requirements for TDRs regarding certain short-term loan modifications related to COVID-19. Specifically, the CARES Act provides that the Bank may elect to suspend the requirements under GAAP for certain loan modifications that would otherwise be categorized as a TDR and suspend any determination that such loan modifications would be considered a TDR, including the related impairment for accounting purposes. Any modification involving a loan that was not more than 30 days past due as of December 31, 2019 and that occurs beginning on March 1, 2020 and ends on the earlier of January 1, 2022 (as extended by the Consolidated Appropriations Act, 2021) or the date that is 60 days after the termination date of the national emergency related to the COVID-19 outbreak qualify for this exception, including a forbearance arrangement, interest rate modification, repayment plan or any other similar arrangement that defers or delays the payment of principal or interest. Bank regulatory agencies released an interagency statement that offers practical expedients for modifications that occur in response to the COVID-19 pandemic, but it differs with the CARES Act in certain areas. The expedients require a lender to conclude that a borrower is not experiencing financial difficulty if either short-term (e.g., six months or less) modifications are made, such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant related to loans in which the borrower is less than 30 days past due on its contractual payments at the time a modification program is implemented or the modification or deferral program is mandated by the federal government or a state government. The bank regulatory agencies have subsequently confirmed that their guidance could be applicable for loans that do not qualify for favorable accounting treatment under Section 4013 of the CARES Act. Both Section 4013 of the CARES Act and the interagency statement can be applied to a second modification that occurs after the first modification provided that the second modification does not qualify as a TDR under Section 4013 of the CARES Act or the interagency statement. The Bank offered forbearance options for borrowers impacted by COVID-19 that provide a short-term delay in payment by primarily allowing: (a) deferral of three The following table provides details of loans in forbearance as of the dates indicated. June 30, 2021 December 31, 2020 Number Amount % of Portfolio Number Amount % of Portfolio (Dollars in thousands) Real Estate: Residential — $ — — % 4 $ 749 0.2 % Commercial 4 6,544 1.8 % 8 19,818 5.3 % Construction — — — % 1 1,958 2.7 % Commercial and Industrial 5 1,221 1.0 % 5 1,219 1.0 % Consumer — — — % 13 356 0.3 % Total Loans in Forbearance 9 $ 7,765 0.8 % 31 $ 24,100 2.3 % Loans in deferral at June 30, 2021 include one commercial real estate loans totaling $3.3 million that is secured by a hotel, and a business relationship that rents equipment, supplies and other materials for events comprised of three commercial real estate loans totaling $3.3 million, and five commercial and industrial loans totaling $1.2 million. These loans ended their forbearance period in July and begin making regularly scheduled payments. The concessions granted for the TDRs in the portfolio primarily consist of, but are not limited to, modification of payment or other terms, temporary rate modification and extension of maturity date. Loans classified as TDRs consisted of 14 loans totaling $3.3 million at June 30, 2021 and 17 loans totaling $4.2 million at December 31, 2020, respectively. The following table presents information at the time of modification related to loans modified in a TDR during the periods indicated. During the three and six months ended June 30, 2021, there were no loans that were modified that were considered a TDR. Three Months and Six Months Ended June 30, 2020 Number of Contracts Pre- Modification Outstanding Recorded Investment Post- Modification Outstanding Recorded Investment Related Allowance (Dollars in thousands) Real Estate: Residential 1 $ 234 $ 234 $ — Total 1 $ 234 234 $ — During the three months ended June 30, 2021, one commercial real estate loan totaling $698,000 and one commercial and industrial loan totaling $8,000 that were previously modified in a TDR paid off in full. During the six months ended June 30, 2021, one residential real estate loan totaling $3,000, one commercial real estate loan totaling $698,000 and one commercial and industrial loan totaling $8,000 previously modified in a TDR paid off in full. During the three and six month ended June 30, 2020, one residential real estate loan totaling $60,000 previously modified in a TDR paid off in full. No TDRs subsequently defaulted during the three and six months ended June 30, 2021 and 2020, respectively. The following table presents a summary of the loans considered to be impaired as of the dates indicated. June 30, 2021 Recorded Investment Related Allowance Unpaid Principal Balance Average Recorded Investment Interest Income Recognized (Dollars in thousands) With No Related Allowance Recorded: Real Estate: Residential $ 1,161 $ — $ 1,165 $ 1,171 $ 23 Commercial 15,823 — 15,995 15,987 177 Construction 2,600 — 2,600 2,600 10 Commercial and Industrial 3,783 — 4,043 4,087 44 Total With No Related Allowance Recorded $ 23,367 $ — $ 23,803 $ 23,845 $ 254 With A Related Allowance Recorded: Real Estate: Residential $ — $ — $ — $ — $ — Commercial 564 261 564 572 13 Construction — — — — — Commercial and Industrial 1,920 62 1,920 1,920 20 Total With A Related Allowance Recorded $ 2,484 $ 323 $ 2,484 $ 2,492 $ 33 Total Impaired Loans: Real Estate: Residential $ 1,161 $ — $ 1,165 $ 1,171 $ 23 Commercial 16,387 261 16,559 16,559 190 Construction 2,600 — 2,600 2,600 10 Commercial and Industrial 5,703 62 5,963 6,007 64 Total Impaired Loans $ 25,851 $ 323 $ 26,287 $ 26,337 $ 287 December 31, 2020 Recorded Investment Related Allowance Unpaid Principal Balance Average Recorded Investment Interest Income Recognized (Dollars in thousands) With No Related Allowance Recorded: Real Estate: Residential $ 1,183 $ — $ 1,187 $ 1,194 $ 46 Commercial 31,865 — 32,887 37,443 1,418 Construction 4,204 — 4,204 4,013 159 Commercial and Industrial 3,296 — 3,506 3,426 89 Total With No Related Allowance Recorded $ 40,548 $ — $ 41,784 $ 46,076 $ 1,712 With A Related Allowance Recorded: Real Estate: Residential $ — $ — $ — $ — $ — Commercial 1,524 293 1,524 1,585 72 Construction — — — — — Commercial and Industrial 2,069 356 2,069 2,114 57 Total With A Related Allowance Recorded $ 3,593 $ 649 $ 3,593 $ 3,699 $ 129 Total Impaired Loans Real Estate: Residential $ 1,183 $ — $ 1,187 $ 1,194 $ 46 Commercial 33,389 293 34,411 39,028 1,490 Construction 4,204 — 4,204 4,013 159 Commercial and Industrial 5,365 356 5,575 5,540 146 Total Impaired Loans $ 44,141 $ 649 $ 45,377 $ 49,775 $ 1,841 The recorded investment of loans evaluated for impairment decreased $18.3 million at June 30, 2021 compared to December 31, 2020 and was primarily related to commercial real estate loans. This is the result of no longer evaluating separately for impairment certain commercial real estate loans secured by hotels that have manageable loan-to-value ratios and have exhibited an ability to cash flow during the COVID-19 pandemic, with the expectation that hotel operations strengthen further as occupancy rates increase due to the economy reopening and resumption of travel. The following tables present the activity in the allowance for loan losses summarized by primary segments and segregated into the amount required for loans individually evaluated for impairment and the amount required for loans collectively evaluated for potential impairment at the dates and for the periods indicated. Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) March 31, 2021 $ 1,975 $ 5,917 $ 939 $ 1,543 $ 1,103 $ — $ 1,248 $ 12,725 Charge-offs — — — — (25) — — (25) Recoveries 4 — — 10 30 — — 44 Provision (Recovery) (391) (335) 197 (401) (167) — (103) (1,200) June 30, 2021 $ 1,588 $ 5,582 $ 1,136 $ 1,152 $ 941 $ — $ 1,145 $ 11,544 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) December 31, 2020 $ 2,249 $ 6,010 $ 889 $ 1,423 $ 1,283 $ — $ 917 $ 12,771 Charge-offs — — — — (120) — — (120) Recoveries 13 — — 22 58 — — 93 Provision (Recovery) (674) (428) 247 (293) (280) — 228 (1,200) June 30, 2021 $ 1,588 $ 5,582 $ 1,136 $ 1,152 $ 941 $ — $ 1,145 $ 11,544 June 30, 2021 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) Individually Evaluated for Impairment $ — $ 261 $ — $ 62 $ — $ — $ — $ 323 Collectively Evaluated for Potential Impairment $ 1,588 $ 5,321 $ 1,136 $ 1,090 $ 941 $ — $ 1,145 $ 11,221 December 31, 2020 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) Individually Evaluated for Impairment $ — $ 293 $ — $ 356 $ — $ — $ — $ 649 Collectively Evaluated for Potential Impairment $ 2,249 $ 5,717 $ 889 $ 1,067 $ 1,283 $ — $ 917 $ 12,122 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) March 31, 2020 $ 2,685 $ 4,875 $ 664 $ 1,592 $ 1,879 $ — $ 627 $ 12,322 Charge-offs — — — — (37) — — (37) Recoveries 2 13 — 6 42 — — 63 Provision (Recovery) 1 272 156 (32) (170) — 73 300 June 30, 2020 $ 2,688 $ 5,160 $ 820 $ 1,566 $ 1,714 $ — $ 700 $ 12,648 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) December 31, 2019 $ 2,023 $ 3,210 $ 285 $ 2,412 $ 1,417 $ — $ 520 $ 9,867 Charge-offs (25) — — — (136) — — (161) Recoveries 4 27 — 15 96 — — 142 Provision (Recovery) 686 1,923 535 (861) 337 — 180 2,800 June 30, 2020 $ 2,688 $ 5,160 $ 820 $ 1,566 $ 1,714 $ — $ 700 $ 12,648 June 30, 2020 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Unallocated Total (Dollars in thousands) Individually Evaluated for Impairment $ — $ 399 $ — $ 200 $ — $ — $ — $ 599 Collectively Evaluated for Potential Impairment $ 2,688 $ 4,761 $ 820 $ 1,366 $ 1,714 $ — $ 700 $ 12,049 The allowance for loan losses was $11.5 million at June 30, 2021 compared to $12.8 million at December 31, 2020. There was a net recovery of $1.2 million of provision for loan losses for the three and six months ended June 30, 2021. A $31.7 million decrease in net reservable loans in the current quarter, which excludes PPP loans and includes the reclassification of $11.4 million of loans to held for sale that do not require a reserve, as well as a decrease in specifically impaired loans and improving economic and industry conditions contributed to the net recovery in the current period. The following table presents the major classifications of loans summarized by individually evaluated for impairment and collectively evaluated for potential impairment as of the dates indicated. At June 30, 2021 and December 31, 2020, commercial and industrial loans include $49.5 million and $55.1 million, respectively, of PPP loans collectively evaluated for potential impairment. No allowance for loan loss was allocated to the PPP loan portfolio due to the Bank complying with the lender obligations that ensure SBA guarantee. June 30, 2021 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Total (Dollars in thousands) Individually Evaluated for Impairment $ 1,161 $ 16,387 $ 2,600 $ 5,703 $ — $ — $ 25,851 Collectively Evaluated for Potential Impairment 321,319 344,131 82,587 114,488 106,404 12,666 981,595 Total Loans $ 322,480 $ 360,518 $ 85,187 $ 120,191 $ 106,404 $ 12,666 $ 1,007,446 December 31, 2020 Real Estate Residential Real Estate Commercial Real Estate Construction Commercial and Industrial Consumer Other Total (Dollars in thousands) Individually Evaluated for Impairment $ 1,183 $ 33,389 $ 4,204 $ 5,365 $ — $ — $ 44,141 Collectively Evaluated for Potential Impairment 342,959 340,166 68,396 121,448 113,854 13,789 1,000,612 Total Loans $ 344,142 $ 373,555 $ 72,600 $ 126,813 $ 113,854 $ 13,789 $ 1,044,753 The following table presents changes in the accretable discount on the loans acquired at fair value at the dates indicated. Accretable Discount (Dollars in Thousands) December 31, 2020 $ 1,194 Accretable Yield (291) June 30, 2021 $ 903 |