LOANS AND RELATED ALLOWANCE FOR CREDIT LOSSES | LOANS AND RELATED ALLOWANCE FOR CREDIT 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 credit 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 inventories, accounts receivable, and other business assets, 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 summarizes the major classifications of loans as of the dates indicated: December 31, 2023 2022 (Dollars in Thousands) Real Estate: Residential $ 347,808 $ 330,725 Commercial 467,154 436,805 Construction 43,116 44,923 Commercial and Industrial 111,278 70,044 Consumer 111,643 146,927 Other 29,397 20,449 Total Loans $ 1,110,396 $ 1,049,873 Allowance for Credit Losses (9,707) (12,819) Loans, Net $ 1,100,689 $ 1,037,054 Total unamortized net deferred loan fees were $1.0 million and $1.2 million at December 31, 2023 and December 31, 2022, respectively. 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 uncollectible and of such little value that continuance as an asset is not warranted. The following table presents the Company's loans by year of origination, loan segmentation and risk indicator summarized by the aggregate Pass and the criticized categories of Special Mention, Substandard and Doubtful within the internal risk rating system as of December 31, 2023. There were no loans in the criticized category of Loss. Classified Loans by Origination Year (at December 31, 2023) (Dollars in Thousands) 2023 2022 2021 2020 2019 Prior Revolving Loans Amortized Cost Basis Total Real Estate: Residential Pass $ 33,579 $ 49,903 $ 44,749 $ 58,344 $ 38,008 $ 104,931 $ 14,932 $ 344,446 Special Mention — 1,034 507 — — 345 — 1,886 Substandard — — — — — 1,476 — 1,476 Doubtful — — — — — — — — Loss — — — — — — — — Total 33,579 50,937 45,256 58,344 38,008 106,752 14,932 347,808 Commercial Pass 56,466 72,006 85,285 49,356 49,442 112,749 2,017 427,321 Special Mention 1,206 5,485 9,030 2,445 2,730 10,281 — 31,177 Substandard — — — — 2,717 5,939 — 8,656 Doubtful — — — — — — — — Loss — — — — — — — — Total 57,672 77,491 94,315 51,801 54,889 128,969 2,017 467,154 Construction Pass 13,322 12,469 2,932 540 — — — 29,263 Special Mention 4,489 2,153 663 6,548 — — — 13,853 Substandard — — — — — — — — Doubtful — — — — — — — — Loss — — — — — — — — Total 17,811 14,622 3,595 7,088 — — — 43,116 Commercial and Industrial Pass 31,609 16,334 8,652 5,556 3,366 2,875 32,172 100,564 Special Mention — — — 12 — 3,215 3,250 6,477 Substandard — — — — — 4,237 — 4,237 Doubtful — — — — — — — — Loss — — — — — — — — Total 31,609 16,334 8,652 5,568 3,366 10,327 35,422 111,278 Consumer Pass 12,726 49,027 25,528 10,365 3,786 4,715 5,408 111,555 Special Mention — — — — — — — — Substandard — — — 24 — 64 — 88 Doubtful — — — — — — — — Loss — — — — — — — — Total 12,726 49,027 25,528 10,389 3,786 4,779 5,408 111,643 Other Pass 4,047 17,248 41 646 1,278 3,701 851 27,812 Special Mention — 1,585 — — — — — 1,585 Substandard — — — — — — — — Doubtful — — — — — — — — Loss — — — — — — — — Total 4,047 18,833 41 646 1,278 3,701 851 29,397 Total Loans $ 157,444 $ 227,244 $ 177,387 $ 133,836 $ 101,327 $ 254,528 $ 58,630 $ 1,110,396 Gross Charge Offs $ — $ 163 $ 44 $ 18 $ 2 $ 314 $ 48 $ 589 The following table presents the Company’s loan segmentation and risk indicator summarized by the aggregate Pass and the criticized categories of Special Mention, Substandard and Doubtful within the internal risk rating system as of December 31, 2022, prior to the adoption of ASU 2016-13: 2022 December 31, Pass Special Mention Substandard Doubtful Total (Dollars in Thousands) Real Estate: Residential $ 327,531 $ 1,180 $ 2,014 $ — $ 330,725 Commercial 395,168 29,680 11,957 — 436,805 Construction 42,693 1,912 318 — 44,923 Commercial and Industrial 58,562 10,977 90 415 70,044 Consumer 146,807 — 120 — 146,927 Other 20,394 55 — — 20,449 Total Loans $ 991,155 $ 43,804 $ 14,499 $ 415 $ 1,049,873 The following tables present the classes of the loan portfolio summarized by the aging categories of performing loans and nonaccrual loans as of the dates indicated: 2023 December 31, Loans 30-59 60-89 90 Days Total Non- Total (Dollars in Thousands) Real Estate: Residential $ 342,852 $ 3,339 $ 141 $ — $ 3,480 $ 1,476 $ 347,808 Commercial 466,794 — — — — 360 467,154 Construction 43,116 — — — — — 43,116 Commercial and Industrial 110,905 57 — — 57 316 111,278 Consumer 110,459 1,010 86 — 1,096 88 111,643 Other 29,397 — — — — — 29,397 Total Loans $ 1,103,523 $ 4,406 $ 227 $ — $ 4,633 $ 2,240 $ 1,110,396 2022 December 31, Loans 30-59 60-89 90 Days Total Non- Total (Dollars in Thousands) Real Estate: Residential $ 325,591 $ 3,451 $ 34 $ — $ 3,485 $ 1,649 $ 330,725 Commercial 434,933 58 — — 58 1,814 436,805 Construction 44,923 — — — — — 44,923 Commercial and Industrial 69,621 8 — — 8 415 70,044 Consumer 145,887 854 66 — 920 120 146,927 Other 20,449 — — — — — 20,449 Total Loans $ 1,041,404 $ 4,371 $ 100 $ — $ 4,471 $ 3,998 $ 1,049,873 Additional interest income that would have been recorded if the loans that were nonaccrual at December 31, 2023 were current was $150,000 and $203,000 for the years ended December 31, 2023 and 2022, respectively. The following table sets forth the amounts for amortization cost basis of loans on nonaccrual status, loans past due 90 days still accruing, and categories of nonperforming assets at the date indicated. December 31, 2023 Nonaccrual With No ACL Nonaccrual With ACL Loans Past Due 90 Days Still Accruing Total Nonperforming Assets (Dollars in Thousands) Nonaccrual Loans: Real Estate: Residential $ 1,476 $ — $ — $ 1,476 Commercial 360 — — 360 Commercial and Industrial 316 — — 316 Consumer 88 — — 88 Total Nonaccrual Loans $ 2,240 $ — $ — 2,240 Other Real Estate Owned: Residential 162 Commercial — Total Other Real Estate Owned 162 Total Nonperforming Assets $ 2,402 No interest income on nonaccrual loans was recognized during the year ended December 31, 2023. In conjunction with the adoption of ASU 2016-13, ASU 2022-02 was adopted and eliminates the troubled debt restructurings ("TDR") recognition and measurement. With the elimination of TDRs, ASU 2022-02 requires that all modifications and refinancing, including those with borrowers that are experiencing financial difficulty are subject to the modification guidance in ASC 310-20. Loan modifications could meet the definition of a new loan if certain terms of the loan are modified to the benefit of the lender and the modification to the terms of the loan are more than minor. Both of these criteria have to be met to define the modification as a new loan. If a loan modification meets the criteria of new loan, then the new loan should include the remaining net investment in the original loan, additional funds advanced, fees received, and direct loan origination costs with the refinancing or restructuring. Additionally, the effective interest rate should be recalculated based on the amortized cost basis of the new loan and reassess contractual cash flow. For the year ended December 31, 2023, there were no new loan modifications to borrowers experiencing financial difficulty in the past 12 months under the current guidance. The following table sets forth the amounts and categories of nonperforming assets as of December 31, 2022, prior to adoption of ASU 2016-13. Included in nonperforming loans and assets are 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. December 31, (Dollars in Thousands) Nonaccrual Loans: Real Estate: Residential $ 1,649 Commercial 1,814 Commercial and Industrial 415 Consumer 120 Total Nonaccrual Loans 3,998 Accruing Loans Past Due 90 Days or More: Total Accruing Loans Past Due 90 Days or More — Total Nonaccrual Loans and Accruing Loans Past Due 90 Days or More 3,998 Troubled Debt Restructurings, Accruing: Real Estate Residential 534 Commercial 1,260 Commercial and Industrial 7 Total Troubled Debt Restructurings, Accruing 1,801 Total Nonperforming Loans 5,799 Total Nonperforming Assets $ 5,799 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 $907,000 and $1.4 million at December 31, 2023 and 2022, respectively. The activity in the ACL - Loans is summarized below by primary segments for the year ended December 31, 2023. Real Real Real Commercial Consumer Other Unallocated Total (Dollars in Thousands) December 31, 2022 $ 2,074 $ 5,810 $ 502 $ 2,313 $ 1,517 $ — $ 603 $ 12,819 Impact of ASC 326 - Loans 137 (3,244) 488 (1,057) 774 120 (603) (3,385) Charge-offs (219) — — — (370) — — (589) Recoveries 43 32 — 876 195 — — 1,146 Provision (Recovery) for Credit Losses - Loans 1,094 32 (351) (439) (749) 129 — (284) December 31, 2023 $ 3,129 $ 2,630 $ 639 $ 1,693 $ 1,367 $ 249 $ — $ 9,707 The Company’s allowance for credit losses on unfunded commitments is recognized as a liability (accrued interest payable and other liabilities on the Consolidated Statement of Financial Condition), with adjustments to the reserve recognized in provision for credit losses - unfunded commitments on the Consolidated Statement of Income. The Company’s activity in the allowance for credit losses on unfunded commitments for the year ended was as follows: (Dollars in Thousands) Allowance for Credit Losses Balance at December 31, 2022 $ — Impact of CECL Adoption 718 Recovery for Credit Losses - Unfunded Commitments (218) Balance at December 31, 2023 $ 500 Loans that do not share risk characteristics are evaluated on an individual basis. For loans that are individually evaluated and collateral dependent, financial loans where the Company has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and the Company expects repayment of the financial asset to be provided substantially through the operation or sale of the collateral, the ACL - Loans is measured based on the difference between the fair value of the collateral and the amortized cost basis of the asset as of the measurement date. During the year ended December 31, 2023, there were no loans that required a credit loss to be individually assigned. The following tables present the activity in the allowance for credit 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, prior to the adoption of ASU 2016-13. Real Real Real Commercial Consumer Other Unallocated Total (Dollars in Thousands) December 31, 2021 $ 1,420 $ 5,960 $ 1,249 $ 1,151 $ 1,050 $ — $ 752 $ 11,582 Charge-offs (32) — — (2,712) (151) — — (2,895) Recoveries 145 — — 117 86 — — 348 (Recovery) Provision for Loan Losses 541 (150) (747) 3,757 532 — (149) 3,784 December 31, 2022 $ 2,074 $ 5,810 $ 502 $ 2,313 $ 1,517 $ — $ 603 $ 12,819 Individually Evaluated for Impairment $ — $ 21 $ — $ 3 $ — $ — $ — $ 24 Collectively Evaluated for Potential Impairment $ 2,074 $ 5,789 $ 502 $ 2,310 $ 1,517 $ — $ 603 $ 12,795 The following table presents the major classifications of loans summarized by individually evaluated for impairment and collectively evaluated for potential impairment at the date indicated, prior to the adoption of ASU 2016-13. 2022 December 31, Real Real Real Commercial Consumer Other Total (Dollars in Thousands) Individually Evaluated for Impairment $ 1,042 $ 13,217 $ 318 $ 512 $ — $ — $ 15,089 Collectively Evaluated for Potential Impairment 329,683 423,588 44,605 69,532 146,927 20,449 1,034,784 Total Loans $ 330,725 $ 436,805 $ 44,923 $ 70,044 $ 146,927 $ 20,449 $ 1,049,873 Pre Adoption of ASC 326 – Impaired Loans For periods prior to the adoption of CECL, loans were considered impaired when, based on current information and events, it was probable the Company would be unable to collect all amounts due in accordance with the original contractual terms of the loan agreement, including scheduled principal and interest payments. The following table presents a summary of the loans considered to be impaired as of the date indicated. 2022 December 31, Recorded Related Unpaid Average Interest (Dollars in Thousands) With No Related Allowance Recorded: Real Estate: Residential $ 1,042 $ — $ 1,047 $ 1,085 $ 51 Commercial 11,609 — 11,766 10,928 549 Construction 318 — 318 403 19 Commercial and Industrial 505 — 777 734 35 Total With No Related Allowance Recorded $ 13,474 $ — $ 13,908 $ 13,150 $ 654 With A Related Allowance Recorded: Real Estate: Commercial $ 1,608 $ 21 $ 1,608 $ 954 $ 79 Construction — — — 830 36 Commercial and Industrial 7 3 7 253 1 Total With A Related Allowance Recorded $ 1,615 $ 24 $ 1,615 $ 2,037 $ 116 Total Impaired Loans: Real Estate: Residential $ 1,042 $ — $ 1,047 $ 1,085 $ 51 Commercial 13,217 21 13,374 11,882 628 Construction 318 — 318 1,233 55 Commercial and Industrial 512 3 784 987 36 Total Impaired Loans $ 15,089 $ 24 $ 15,523 $ 15,187 $ 770 The following table presents changes in the accretable discount on the loans acquired at fair value for the dates indicated. Accretable Discount (Dollars in Thousands) Balance at December 31, 2021 $ 726 Accretable Yield (239) Balance at December 31, 2022 487 Accretable Yield (244) Balance at December 31, 2023 $ 243 Certain directors and executive officers of the Company, including family members or companies in which they are principal owners, are loan customers of the Company. Such loans are made in the normal course of business, and summarized as follows: 2023 2022 (Dollars in Thousands) Balance, January 1 $ 17,418 $ 15,639 Additions 407 4,650 Payments (2,221) (2,871) Balance, December 31 $ 15,604 $ 17,418 |