LOANS AND ALLOWANCE FOR LOAN LOSSES | 5. LOANS AND ALLOWANCE FOR LOAN LOSSES The loan portfolio balances, net of unearned income and fees, consist of various types of loans primarily made to borrowers located within Texas and are classified by major type as follows: June 30, December 31, 2020 2019 (Dollars in thousands) Commercial and industrial $ 651,430 $ 689,360 Mortgage warehouse — 8,304 Paycheck Protection Program (PPP) 695,772 — Real estate: Commercial real estate (including multi-family residential) 1,956,116 1,873,782 Commercial real estate construction and land development 386,865 410,471 1-4 family residential (including home equity) 703,513 698,957 Residential construction 171,656 192,515 Consumer and other 18,304 41,921 Total loans 4,583,656 3,915,310 Allowance for loan losses (47,642 ) (29,438 ) Loans, net $ 4,536,014 $ 3,885,872 Acquired Loans PCI loans The Company has loans that were acquired and for which there was, at acquisition, evidence of deterioration of credit quality since origination and for which it was probable, at acquisition, that all contractually required payments would not be collected. The carrying amount of PCI loans included in the consolidated balance sheet and the related outstanding balance owed at June 30, 2020 and December 31, 2019 are presented in the table below: As of June 30, 2020 As of December 31, 2019 (Dollars in thousands) Outstanding balance $ 15,687 $ 16,589 Less: Discount (2,211 ) (2,414 ) Less: Allowance (1,432 ) (259 ) Recorded investment $ 12,044 $ 13,916 Acquired loans were recorded through acquisition accounting without an allowance. There was an allocation of $1.4 million in the allowance for loan losses relating to PCI loans at June 30, 2020. Changes in the accretable yield for PCI loans for the three and six months ended June 30, 2020 and 2019 were deemed immaterial. Nonaccrual and Past Due Loans An aging analysis of the recorded investment, defined as the unpaid principal balance, in past due loans, segregated by class of loans, is as follows: June 30, 2020 Loans Past Due and Still Accruing 30-89 90 or More Total Past Nonaccrual Current Total Days Days Due Loans Loans Loans Loans (Dollars in thousands) Commercial and industrial $ 6,129 $ — $ 6,129 $ 12,578 $ 632,723 $ 651,430 Mortgage warehouse — — — — — — Paycheck Protection Program (PPP) — — — — 695,772 695,772 Real estate: Commercial real estate (including multi-family residential) 5,594 — 5,594 16,127 1,934,395 1,956,116 Commercial real estate construction and land development 2,310 — 2,310 53 384,502 386,865 1-4 family residential (including home equity) 1,825 — 1,825 3,434 698,254 703,513 Residential construction 191 — 191 898 170,567 171,656 Consumer and other 277 — 277 133 17,894 18,304 Total loans $ 16,326 $ — $ 16,326 $ 33,223 $ 4,534,107 $ 4,583,656 December 31, 2019 Loans Past Due and Still Accruing 30-89 90 or More Total Past Nonaccrual Current Total Days Days Due Loans Loans Loans Loans (Dollars in thousands) Commercial and industrial $ 3,098 $ — $ 3,098 $ 8,388 $ 677,874 $ 689,360 Mortgage warehouse — — — — 8,304 8,304 Real estate: Commercial real estate (including multi-family residential) 4,421 — 4,421 6,741 1,862,620 1,873,782 Commercial real estate construction and land development 66 — 66 9,050 401,355 410,471 1-4 family residential (including home equity) 1,598 — 1,598 3,294 694,065 698,957 Residential construction 564 — 564 746 191,205 192,515 Consumer and other 254 — 254 152 41,515 41,921 Total loans $ 10,001 $ — $ 10,001 $ 28,371 $ 3,876,938 $ 3,915,310 Impaired Loans Impaired loans by class of loans are set forth in the following tables. As of June 30, 2020 Unpaid Recorded Principal Related Investment Balance Allowance (Dollars in thousands) With no related allowance recorded: Commercial and industrial $ 5,986 $ 6,126 $ — Mortgage warehouse — — — Paycheck Protection Program (PPP) — — — Real estate: Commercial real estate (including multi-family residential) 20,833 20,914 — Commercial real estate construction and land development 53 53 — 1-4 family residential (including home equity) 1,353 1,353 — Residential construction — — — Consumer and other 27 27 — Total 28,252 28,473 — With an allowance recorded: Commercial and industrial 10,691 11,086 4,435 Mortgage warehouse — — — Paycheck Protection Program (PPP) — — — Real estate: Commercial real estate (including multi-family residential) 5,810 5,810 381 Commercial real estate construction and land development 3,367 3,367 221 1-4 family residential (including home equity) 1,156 1,262 78 Residential construction 898 898 53 Consumer and other 25 25 25 Total 21,947 22,448 5,193 Total: Commercial and industrial 16,677 17,212 4,435 Mortgage warehouse — — — Paycheck Protection Program (PPP) — — — Real estate: Commercial real estate (including multi-family residential) 26,643 26,724 381 Commercial real estate construction and land development 3,420 3,420 221 1-4 family residential (including home equity) 2,509 2,615 78 Residential construction 898 898 53 Consumer and other 52 52 25 $ 50,199 $ 50,921 $ 5,193 As of December 31, 2019 Unpaid Recorded Principal Related Investment Balance Allowance (Dollars in thousands) With no related allowance recorded: Commercial and industrial $ 5,721 $ 6,136 $ — Mortgage warehouse — — — Real estate: Commercial real estate (including multi-family residential) 19,478 19,558 — Commercial real estate construction and land development — — — 1-4 family residential (including home equity) 2,000 2,000 — Residential construction 208 208 — Consumer and other 38 38 — Total 27,445 27,940 — With an allowance recorded: Commercial and industrial 7,812 7,286 3,480 Mortgage warehouse — — — Real estate: Commercial real estate (including multi-family residential) 5,335 5,335 459 Commercial real estate construction and land development 12,142 12,142 2,085 1-4 family residential (including home equity) — — — Residential construction 537 537 66 Consumer and other 26 26 26 PCI 2,039 2,959 659 Total 27,891 28,285 6,775 Total: Commercial and industrial 13,533 13,422 3,480 Mortgage warehouse — — — Real estate: Commercial real estate (including multi-family residential) 24,813 24,893 459 Commercial real estate construction and land development 12,142 12,142 2,085 1-4 family residential (including home equity) 2,000 2,000 — Residential construction 745 745 66 Consumer and other 64 64 26 PCI 2,039 2,959 659 $ 55,336 $ 56,225 $ 6,775 The following table presents average impaired loans and interest recognized on impaired loans for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, 2020 2019 Average Interest Average Interest Recorded Income Recorded Income Investment Recognized Investment Recognized (Dollars in thousands) Commercial and industrial $ 16,997 $ 62 $ 12,280 $ 75 Mortgage warehouse — — — — Paycheck Protection Program (PPP) — — — — Real estate: Commercial real estate (including multi-family residential) 26,710 74 19,589 98 Commercial real estate construction and land development 3,436 50 4,661 57 1-4 family residential (including home equity) 2,529 3 1,293 — Residential construction 940 — — — Consumer and other 55 1 37 — Total $ 50,667 $ 190 $ 37,860 $ 230 Six Months Ended June 30, 2020 2019 Average Interest Average Interest Recorded Income Recorded Income Investment Recognized Investment Recognized (Dollars in thousands) Commercial and industrial $ 17,302 $ 164 $ 12,575 $ 167 Mortgage warehouse — — — — Paycheck Protection Program (PPP) — — — — Real estate: Commercial real estate (including multi-family residential) 26,825 307 19,781 193 Commercial real estate construction and land development 3,289 97 4,664 88 1-4 family residential (including home equity) 2,547 6 1,310 4 Residential construction 822 — — — Consumer and other 56 1 38 — Total $ 50,841 $ 575 $ 38,368 $ 452 Credit Quality Indicators The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, including factors such as: current financial information, historical payment experience, credit documentation, public information and current economic trends. The Company analyzes loans individually by classifying the loans by credit risk. As part of the ongoing monitoring of the credit quality of the Company’s loan portfolio and methodology for calculating the allowance for loan losses, management assigns and tracks risk ratings to be used as credit quality indicators. The following is a general description of the risk ratings used: Pass —Loans classified as pass are loans with low to average risk and not otherwise classified as watch, special mention, substandard or doubtful. In addition, the guaranteed portion of SBA loans are considered pass risk rated loans. Watch —Loans classified as watch loans may still be of high quality, but have an element of risk added to the credit such as declining payment history, deteriorating financial position of the borrower or a decrease in collateral value. Special Mention —Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Substandard —Loans classified as substandard have well-defined weaknesses on a continuing basis and are inadequately protected by the current net worth and paying capacity of the borrower, impaired or declining collateral values, or a continuing downturn in their industry which is reducing their profits to below zero and having a significantly negative impact on their cash flow. These classified loans are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Doubtful —Loans classified as doubtful 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 existing facts, conditions and values highly questionable and improbable. Based on the most recent analysis performed, the risk category of loans by class of loan at their recorded investment at June 30, 2020 is as follows: Pass Watch Special Mention Substandard Doubtful Total (Dollars in thousands) Commercial and industrial $ 582,937 $ 27,633 $ 11,877 $ 28,830 $ 153 $ 651,430 Mortgage warehouse — — — — — — Paycheck Protection Program (PPP) 695,772 — — — — 695,772 Real estate: Commercial real estate (including multi-family residential) 1,745,562 143,848 26,487 40,219 — 1,956,116 Commercial real estate construction and land development 368,788 15,488 — 2,589 — 386,865 1-4 family residential (including home equity) 662,551 27,384 5,668 7,910 — 703,513 Residential construction 168,087 2,671 — 898 — 171,656 Consumer and other 17,676 170 277 181 — 18,304 Total loans $ 4,241,373 $ 217,194 $ 44,309 $ 80,627 $ 153 $ 4,583,656 The following table presents the risk category of loans by class of loan at December 31, 2019: Pass Watch Special Mention Substandard Doubtful Total (Dollars in thousands) Commercial and industrial $ 641,696 $ 14,170 $ 9,121 $ 24,295 $ 78 $ 689,360 Mortgage warehouse 8,304 — — — — 8,304 Real estate: Commercial real estate (including multi-family residential) 1,775,789 47,762 9,289 40,942 — 1,873,782 Commercial real estate construction and land development 388,151 9,583 639 12,098 — 410,471 1-4 family residential (including home equity) 669,288 15,798 5,844 8,027 — 698,957 Residential construction 189,209 2,560 — 746 — 192,515 Consumer and other 41,355 6 358 202 — 41,921 Total loans $ 3,713,792 $ 89,879 $ 25,251 $ 86,310 $ 78 $ 3,915,310 Allowance for Loan Losses The following table presents the activity in the allowance for loan losses by portfolio type for the three and six months ended June 30, 2020 and 2019: Commercial and Mortgage warehouse Paycheck Protection Program (PPP) Commercial real estate (including multi-family residential) Commercial real estate construction and land development 1-4 family residential (including home equity) Residential construction Consumer and other Total (Dollars in thousands) Allowance for loan losses: Three Months Ended Balance March 31, 2020 $ 10,164 $ — $ — $ 16,751 $ 2,989 $ 6,058 $ 1,431 $ 118 $ 37,511 Provision for loan losses 3,517 — — 4,131 982 1,609 372 58 10,669 Charge-offs (358 ) — — 7 (106 ) (125 ) — — (582 ) Recoveries 44 — — — — — — — 44 Net charge-offs (314 ) — — 7 (106 ) (125 ) — — (538 ) Balance June 30, 2020 $ 13,367 $ — $ — $ 20,889 $ 3,865 $ 7,542 $ 1,803 $ 176 $ 47,642 Six Months Ended Balance December 31, 2019 $ 8,818 $ — $ — $ 11,170 $ 4,421 $ 3,852 $ 1,057 $ 120 $ 29,438 Provision for loan losses 5,382 — — 9,856 1,714 3,905 746 56 21,659 Charge-offs (1,092 ) — — (137 ) (2,270 ) (215 ) — — (3,714 ) Recoveries 259 — — — — — — — 259 Net charge-offs (833 ) — — (137 ) (2,270 ) (215 ) — — (3,455 ) Balance June 30, 2020 $ 13,367 $ — $ — $ 20,889 $ 3,865 $ 7,542 $ 1,803 $ 176 $ 47,642 Allowance for loan losses: Three Months Ended Balance March 31, 2019 $ 8,999 $ — $ — $ 11,739 $ 2,289 $ 2,895 $ 1,124 $ 77 $ 27,123 Provision for loan losses (457 ) — — 1,201 (32 ) 776 (120 ) 39 1,407 Charge-offs (342 ) — — — — (295 ) — (8 ) (645 ) Recoveries 55 — — — — — — — 55 Net charge-offs (287 ) — — — — (295 ) — (8 ) (590 ) Balance June 30, 2019 $ 8,255 $ — $ — $ 12,940 $ 2,257 $ 3,376 $ 1,004 $ 108 $ 27,940 Six Months Ended Balance December 31, 2018 $ 8,351 $ — $ — $ 11,901 $ 2,724 $ 2,242 $ 1,040 $ 73 $ 26,331 Provision for loan losses 346 — — 1,116 (467 ) 1,429 (36 ) 21 2,409 Charge-offs (588 ) — — (80 ) — (295 ) — (8 ) (971 ) Recoveries 146 — — 3 — — — 22 171 Net charge-offs (442 ) — — (77 ) — (295 ) — 14 (800 ) Balance June 30, 2019 $ 8,255 $ — $ — $ 12,940 $ 2,257 $ 3,376 $ 1,004 $ 108 $ 27,940 The following table presents the balance of the allowance for loan losses by portfolio type based on the i mpairment method as of June 3 0 , 20 20 and December 31, 201 9 : Commercial and Mortgage warehouse Paycheck Protection Program (PPP) Commercial real estate (including multi-family residential) Commercial real estate construction and land development 1-4 family residential (including home equity) Residential construction Consumer and other Total (Dollars in thousands) Allowance for loan losses related to: June 30, 2020 Individually evaluated for impairment $ 4,435 $ — $ — $ 381 $ 221 $ 78 $ 53 $ 25 $ 5,193 Collectively evaluated for impairment 8,932 — — 20,508 3,644 7,464 1,750 151 42,449 Total allowance for loan losses $ 13,367 $ — $ — $ 20,889 $ 3,865 $ 7,542 $ 1,803 $ 176 $ 47,642 December 31, 2019 Individually evaluated for impairment $ 4,139 $ — $ — $ 459 $ 2,085 $ — $ 66 $ 26 $ 6,775 Collectively evaluated for impairment 4,679 — — 10,711 2,336 3,852 991 94 22,663 Total allowance for loan losses $ 8,818 $ — $ — $ 11,170 $ 4,421 $ 3,852 $ 1,057 $ 120 $ 29,438 The following table presents the recorded investment in loans held for investment by portfolio type based on the impairment method as of June 30, 2020 and December 31, 2019: Commercial and Mortgage warehouse Paycheck Protection Program (PPP) Commercial real estate (including multi-family residential) Commercial real estate construction and land development 1-4 family residential (including home equity) Residential construction Consumer and other Total (Dollars in thousands) Recorded investment in loans: June 30, 2020 Individually evaluated for impairment $ 16,677 $ — $ — $ 26,643 $ 3,420 $ 2,509 $ 898 $ 52 $ 50,199 Collectively evaluated for impairment 634,753 — 695,772 1,929,473 383,445 701,004 170,758 18,252 4,533,457 Total loans evaluated for impairment $ 651,430 $ — $ 695,772 $ 1,956,116 $ 386,865 $ 703,513 $ 171,656 $ 18,304 $ 4,583,656 December 31, 2019 Individually evaluated for impairment $ 15,572 $ — $ — $ 24,813 $ 12,142 $ 2,000 $ 745 $ 64 $ 55,336 Collectively evaluated for impairment 673,788 8,304 — 1,848,969 398,329 696,957 191,770 41,857 3,859,974 Total loans evaluated for impairment $ 689,360 $ 8,304 $ — $ 1,873,782 $ 410,471 $ 698,957 $ 192,515 $ 41,921 $ 3,915,310 Troubled Debt Restructurings As of June 30, 2020 and December 31, 2019, the Company had a recorded investment in troubled debt restructurings of $29.1 million and $28.9 million, respectively. The Company allocated $3.2 million of specific reserves for troubled debt restructurings at June 30, 2020 and December 31, 2019. The following table presents information regarding loans modified in a troubled debt restructuring during the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, 2020 2019 Number of Contracts Pre-Modification of Outstanding Recorded Investment Post Modification of Outstanding Recorded Investment Number of Contracts Pre-Modification of Outstanding Recorded Investment Post Modification of Outstanding Recorded Investment (Dollars in thousands) Troubled Debt Restructurings Commercial and industrial 6 $ 899 $ 899 1 $ 56 $ 56 Mortgage warehouse — — — — — — Paycheck Protection Program (PPP) — — — — — — Real estate: Commercial real estate (including multi-family residential) — — — 1 303 303 Commercial real estate construction and land development 1 830 830 — — — 1-4 family residential (including home equity) 2 821 821 — — — Residential construction — — — — — — Consumer and other — — — — — — Total 9 $ 2,550 $ 2,550 2 $ 359 $ 359 Six Months Ended June 30, 2020 2019 Number of Contracts Pre-Modification of Outstanding Recorded Investment Post Modification of Outstanding Recorded Investment Number of Contracts Pre-Modification of Outstanding Recorded Investment Post Modification of Outstanding Recorded Investment (Dollars in thousands) Troubled Debt Restructurings Commercial and industrial 11 $ 2,004 $ 2,004 7 $ 567 $ 567 Mortgage warehouse — — — — — — Paycheck Protection Program (PPP) — — — — — — Real estate: Commercial real estate (including multi-family residential) — — — 1 303 303 Commercial real estate construction and land development 1 830 830 — — — 1-4 family residential (including home equity) 3 940 940 1 396 396 Residential construction — — — — — — Consumer and other 1 30 30 1 38 38 Total 16 $ 3,804 $ 3,804 10 $ 1,304 $ 1,304 Troubled debt restructurings resulted in $632 thousand of charge-offs during the six months ended June 30, 2020 and no charge-offs during the six months ended June 30, 2019. There were no loans modified under a troubled debt restructuring during the previous twelve-month period that subsequently defaulted during the six months ended June 30, 2020. As of June 30, 2019, two loans for a total of $4.2 million loan were modified under a troubled debt restructuring during the previous twelve-month period that subsequently defaulted during the six months ended June 30, 2019. Default is determined at 90 or more days past due. The modifications primarily related to extending the amortization periods of the loans. The Company did not grant principal reductions on any restructured loans. There were no commitments to lend additional amounts to troubled debt restructured loans for the three and six months ended June 30, 2020 and 2019. During the six months ended June 30, 2020, the Company added $3.8 million in new troubled debt restructurings, of which $2.9 million was still outstanding on June 30, 2020. During the six months ended June 30, 2019, the Company added $1.3 million in new troubled debt restructurings, of which $1.2 million was still outstanding on June 30, 2019. In working with customers adversely affected by the COVID-19 pandemic, the Company implemented a payment deferral program where customers meeting certain conditions were able to request payment deferrals that were not considered troubled debt restructurings. As of June 30, 2020, the Company executed 2,111 principal and interest deferrals on outstanding loan balances of $1.19 billion with associated accrued interest of $16.4 million. Additionally, upon request and after meeting certain conditions, borrowers could be granted a second payment deferral subsequent to the first deferral. The Company processed second payment deferrals for 129 loans with outstanding loan balances of $100.1 million through July 24, 2020 with associated accrued interest of $1.4 million. The deferrals were generally no more than 90 days in duration and were not considered troubled debt restructurings. While the modifications themselves did not trigger a downgrade, if the impact of COVID-19 continues, borrower operations do not improve or if other negative events occur, such modified loans could transition to potential problem loans or into problem loans. The following table presents information regarding principal and interest deferrals as of June 30, 2020 associated with loan modifications related to COVID-19: Loan Balance Deferred Loan Balance Percentage of Total Deferrals (Dollars in thousands) Commercial and industrial $ 651,430 $ 134,073 11.3 % Mortgage warehouse — — 0.0 % Paycheck Protection Program (PPP) 695,772 — 0.0 % Real estate: Commercial real estate (including multi-family residential) 1,956,116 793,115 66.8 % Commercial real estate construction and land development 386,865 101,456 8.5 % 1-4 family residential (including home equity) 703,513 139,565 11.8 % Residential construction 171,656 18,017 1.5 % Consumer and other 18,304 1,197 0.1 % Total loans $ 4,583,656 $ 1,187,423 100.0 % |