PORTFOLIO LOANS | NOTE 4. PORTFOLIO LOANS Loan Categories Busey’s lending can be summarized into two primary categories: commercial and retail. Loans within these categories are further classified by lending activity: C&I and other commercial, CRE, real estate construction, retail real estate, and retail other. Distributions of the loan portfolio by loan category and lending activity is presented in the following table (dollars in thousands) : As of December 31, 2024 2023 Commercial loans C&I and other commercial $ 1,904,515 $ 1,835,994 CRE 3,269,564 3,337,337 Real estate construction 378,209 461,717 Total commercial loans 5,552,288 5,635,048 Retail loans Retail real estate 1,696,457 1,720,455 Retail other 448,342 295,531 Total retail loans 2,144,799 2,015,986 Total portfolio loans 7,697,087 7,651,034 ACL (83,404) (91,740) Portfolio loans, net $ 7,613,683 $ 7,559,294 Net deferred loan origination costs included in the balances above were $12.5 million as of December 31, 2024, compared to $13.5 million as of December 31, 2023. Net accretable purchase accounting adjustments included in the balances above reduced loans by $8.8 million as of December 31, 2024, and by $4.5 million as of December 31, 2023. Busey elected to purchase $6.9 million of retail real estate loans during the year ended December 31, 2024, and did not purchase any retail real estate loans during the years ended December 31, 2023 or 2022. Pledged Loans The principal balance of loans Busey has pledged as collateral to the FHLB and Federal Reserve Bank for liquidity as set forth in the table below (dollars in thousands) : As of December 31, 2024 2023 Pledged loans FHLB $ 4,813,600 $ 4,865,481 Federal Reserve Bank 765,824 722,914 Total pledged loans $ 5,579,424 $ 5,588,395 Risk Grading Busey utilizes a loan grading scale to assign a risk grade to all of its loans. A description of the general characteristics of each grade is as follows: • Pass – This category includes loans that are all considered acceptable credits, ranging from investment or near investment grade, to loans made to borrowers who exhibit credit fundamentals that meet or exceed industry standards. • Watch – This category includes loans that warrant a higher-than-average level of monitoring to ensure that weaknesses do not cause the inability of the credit to perform as expected. These loans are not necessarily a problem due to other inherent strengths of the credit, such as guarantor strength, but have above average concern and monitoring. • Special mention – This category is for “Other Assets Specially Mentioned” loans that have potential weaknesses, which may, if not checked or corrected, weaken the asset, or inadequately protect Busey’s credit position at some future date. • Substandard – This category includes “Substandard” loans, determined in accordance with regulatory guidelines, for which the accrual of interest has not been stopped. Assets so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that Busey will sustain some loss if the deficiencies are not corrected. • Substandard non-accrual – This category includes loans that have all the characteristics of a “Substandard” loan with additional factors that make collection in full highly questionable and improbable. Such loans are placed on non-accrual status and may be dependent on collateral with a value that is difficult to determine. All loans are graded at their inception. Commercial lending relationships that are $1.0 million or less are usually processed through an expedited underwriting process. Most commercial loans greater than $1.0 million are included in a portfolio review at least annually. Commercial loans greater than $0.35 million that have a grading of special mention or worse are typically reviewed on a quarterly basis. Interim reviews may take place if circumstances of the borrower warrant a more frequent review. The following table is a summary of risk grades segregated by category of portfolio loans (dollars in thousands) : As of December 31, 2024 Pass Watch Special Substandard Substandard Total Commercial loans C&I and other commercial $ 1,545,338 $ 281,424 $ 36,152 $ 37,749 $ 3,852 $ 1,904,515 CRE 2,744,018 438,945 55,041 16,507 15,053 3,269,564 Real estate construction 345,908 26,833 221 5,224 23 378,209 Total commercial loans 4,635,264 747,202 91,414 59,480 18,928 5,552,288 Retail loans Retail real estate 1,680,640 9,408 882 2,543 2,984 1,696,457 Retail other 448,166 — — — 176 448,342 Total retail loans 2,128,806 9,408 882 2,543 3,160 2,144,799 Total portfolio loans $ 6,764,070 $ 756,610 $ 92,296 $ 62,023 $ 22,088 $ 7,697,087 As of December 31, 2023 Pass Watch Special Substandard Substandard Total Commercial loans C&I and other commercial $ 1,462,755 $ 296,416 $ 46,488 $ 27,733 $ 2,602 $ 1,835,994 CRE 2,827,030 431,427 48,545 29,492 843 3,337,337 Real estate construction 448,011 8,135 — 5,327 244 461,717 Total commercial loans 4,737,796 735,978 95,033 62,552 3,689 5,635,048 Retail loans Retail real estate 1,702,897 11,144 1,024 1,795 3,595 1,720,455 Retail other 295,374 — — — 157 295,531 Total retail loans 1,998,271 11,144 1,024 1,795 3,752 2,015,986 Total portfolio loans $ 6,736,067 $ 747,122 $ 96,057 $ 64,347 $ 7,441 $ 7,651,034 Risk grades of portfolio loans and net charge-offs are presented in the tables below by loan class, further sorted by origination year (dollars in thousands) : As of and For The Year Ended December 31, 2024 Term Loans Amortized Cost Basis by Origination Year Revolving Total Risk Grade Ratings 2024 2023 2022 2021 2020 Prior C&I and other commercial Pass $ 320,831 $ 147,909 $ 163,870 $ 125,053 $ 74,146 $ 117,234 $ 596,295 $ 1,545,338 Watch 38,734 49,394 44,709 16,393 2,175 20,964 109,055 281,424 Special Mention 1,718 2,293 5,658 2,634 106 2,540 21,203 36,152 Substandard 15,186 6,545 788 591 320 2,424 11,895 37,749 Substandard non-accrual 65 141 464 — 42 852 2,288 3,852 Total C&I and other commercial 376,534 206,282 215,489 144,671 76,789 144,014 740,736 1,904,515 Gross charge-offs $ — $ 14,980 $ 148 $ 22 $ — $ 303 $ — $ 15,453 CRE Pass 291,503 354,591 755,266 645,994 356,867 314,340 25,457 2,744,018 Watch 115,078 132,900 60,611 62,408 28,320 38,733 895 438,945 Special Mention 39,252 643 8,020 1,395 4,165 1,517 49 55,041 Substandard 6,983 355 4,628 50 95 4,346 50 16,507 Substandard non-accrual 15,000 39 — — 14 — — 15,053 Total CRE 467,816 488,528 828,525 709,847 389,461 358,936 26,451 3,269,564 Gross charge-offs — — — 2,999 — 315 — 3,314 Real estate construction Pass 159,825 134,450 12,205 24,781 2,213 1,124 11,310 345,908 Watch 20,170 6,455 — 208 — — — 26,833 Special Mention — — — 221 — — — 221 Substandard 5,224 — — — — — — 5,224 Substandard non-accrual — — — 23 — — — 23 Total real estate construction 185,219 140,905 12,205 25,233 2,213 1,124 11,310 378,209 Retail real estate Pass 101,582 237,306 366,820 354,380 147,236 267,431 205,885 1,680,640 Watch 1,255 550 2,733 3,377 872 124 497 9,408 Special Mention 151 — 344 — — 372 15 882 Substandard — 243 1,018 503 — 776 3 2,543 Substandard non-accrual — — 344 91 152 1,526 871 2,984 Total retail real estate 102,988 238,099 371,259 358,351 148,260 270,229 207,271 1,696,457 Gross charge-offs — — — — — 168 — 168 Retail other Pass 4,996 55,665 57,944 12,207 2,304 589 314,461 448,166 Substandard non-accrual — 94 67 4 — 11 — 176 Total retail other 4,996 55,759 58,011 12,211 2,304 600 314,461 448,342 Gross charge-offs 9 31 106 78 4 403 — 631 Total portfolio loans $ 1,137,553 $ 1,129,573 $ 1,485,489 $ 1,250,313 $ 619,027 $ 774,903 $ 1,300,229 $ 7,697,087 Total gross charge-offs $ 9 $ 15,011 $ 254 $ 3,099 $ 4 $ 1,189 $ — $ 19,566 As of and For The Year Ended December 31, 2023 Term Loans Amortized Cost Basis by Origination Year Revolving Total Risk Grade Ratings 2023 2022 2021 2020 2019 Prior C&I and other commercial Pass $ 306,578 $ 220,847 $ 159,130 $ 71,025 $ 35,927 $ 143,078 $ 526,170 $ 1,462,755 Watch 78,603 65,703 21,421 23,919 7,035 21,293 78,442 296,416 Special Mention 792 8,224 2,917 1,076 686 3,274 29,519 46,488 Substandard 8,715 765 942 426 3,734 1,859 11,292 27,733 Substandard non-accrual 166 — 117 84 128 407 1,700 2,602 Total C&I and other commercial 394,854 295,539 184,527 96,530 47,510 169,911 647,123 1,835,994 Gross charge-offs $ 284 $ — $ 420 $ — $ 316 $ 1,409 $ — $ 2,429 CRE Pass 395,644 824,506 720,052 399,195 271,078 199,662 16,893 2,827,030 Watch 166,795 47,070 92,848 34,010 68,196 19,396 3,112 431,427 Special Mention 14,313 10,507 12,446 4,968 3,297 3,014 — 48,545 Substandard 1,796 188 18,862 2,938 1,802 3,856 50 29,492 Substandard non-accrual 47 79 85 23 — 609 — 843 Total CRE 578,595 882,350 844,293 441,134 344,373 226,537 20,055 3,337,337 Gross charge-offs — — — — — 953 — 953 Real estate construction Pass 204,952 128,462 85,086 2,616 1,323 2,934 22,638 448,011 Watch 2,859 4,406 507 322 41 — — 8,135 Substandard 5,327 — — — — — — 5,327 Substandard non-accrual — — — — — 244 — 244 Total real estate construction 213,138 132,868 85,593 2,938 1,364 3,178 22,638 461,717 Retail real estate Pass 243,400 376,922 411,723 156,762 70,099 256,571 187,420 1,702,897 Watch 1,096 4,137 2,442 954 536 234 1,745 11,144 Special Mention 286 358 — — — 380 — 1,024 Substandard 69 72 292 49 80 997 236 1,795 Substandard non-accrual — 528 121 267 100 1,960 619 3,595 Total retail real estate 244,851 382,017 414,578 158,032 70,815 260,142 190,020 1,720,455 Gross charge-offs — 5 — 29 72 301 — 407 Retail other Pass 88,885 92,931 23,019 6,701 4,597 854 78,387 295,374 Substandard non-accrual — 93 62 — — 2 — 157 Total retail other 88,885 93,024 23,081 6,701 4,597 856 78,387 295,531 Gross charge-offs 5 71 172 5 3 373 — 629 Total portfolio loans $ 1,520,323 $ 1,785,798 $ 1,552,072 $ 705,335 $ 468,659 $ 660,624 $ 958,223 $ 7,651,034 Total gross charge-offs $ 289 $ 76 $ 592 $ 34 $ 391 $ 3,036 $ — $ 4,418 Past Due and Non-Accrual Loans An analysis of the amortized cost basis of portfolio loans that are past due and still accruing, or on non-accrual status, is as follows (dollars in thousands) : As of December 31, 2024 Loans past due, still accruing Non-accrual 30-59 Days 60-89 Days 90+Days Commercial loans C&I and other commercial $ 95 $ — $ — $ 3,852 CRE 42 2,759 — 15,053 Real estate construction 41 — — 23 Past due and non-accrual commercial loans 178 2,759 — 18,928 Retail loans Retail real estate 3,280 683 1,115 2,984 Retail other 1,094 130 34 176 Past due and non-accrual retail loans 4,374 813 1,149 3,160 Total past due and non-accrual loans $ 4,552 $ 3,572 $ 1,149 $ 22,088 As of December 31, 2023 Loans past due, still accruing Non-accrual 30-59 Days 60-89 Days 90+Days Commercial loans C&I and other commercial $ — $ 214 $ — $ 2,602 CRE 752 — — 843 Real estate construction 24 — — 244 Past due and non-accrual commercial loans 776 214 — 3,689 Retail loans Retail real estate 2,781 927 366 3,595 Retail other 886 195 9 157 Past due and non-accrual retail loans 3,667 1,122 375 3,752 Total past due and non-accrual loans $ 4,443 $ 1,336 $ 375 $ 7,441 Gross interest income recorded on 90+ days past due loans, and that would have been recorded on non-accrual loans if they had been accruing interest in accordance with their original terms, was $0.9 million, $1.1 million, and $1.2 million for the years ended December 31, 2024, 2023, and 2022, respectively. Interest collected on those loans and recognized on a cash basis that was included in interest income was immaterial for the year ended December 31, 2024, and totaled $0.4 million for each of the years ended December 31, 2023, and 2022. Loan Modifications for Borrowers Experiencing Financial Difficulty The following tables present the amortized cost basis of loans that were modified—specifically in the form of (1) principal forgiveness, (2) an interest rate reduction, (3) an other-than-insignificant payment deferral, and/or (4) a term extension—for borrowers experiencing financial difficulty during the periods indicated, disaggregated by lending activity and the type of modification (dollars in thousands) : Year Ended December 31, 2024 Payment Deferral % of Total Class of Financing Receivable 1 Term Extension % of Total Class of Financing Receivable Modified Loans C&I and other commercial $ 325 — % $ 26,175 1.4 % CRE — — % 18,147 0.6 % Real estate construction — — % 5,224 1.4 % Total of loans modified during the period 2 $ 325 — % $ 49,546 0.6 % ___________________________________________ 1. Modified loans represent an insignificant portion of C&I and other commercial loans, rounding to zero percent. 2. Modifications include one loan on non-accrual status, and the remaining loans were classified as substandard. Year Ended December 31, 2023 Interest Rate Reduction 1 % of Total Class of Financing Receivable 2 Term Extension 3 % of Total Class of Financing Receivable 2 Modified Loans C&I and other commercial $ — — % $ 16,586 0.9 % CRE 872 — % 923 — % Real estate construction — — % 5,327 1.2 % Total of loans modified during the period 4 $ 872 — % $ 22,836 0.3 % ___________________________________________ 1. For one loan, the default rate was removed once forbearance was entered. 2. Modified loans represent an insignificant portion of CRE loans, rounding to zero percent. 3. Modifications to extend loan terms also included, in some cases, interest rate increases during the extension period. 4. Modifications include one loan on non-accrual status, and the remaining loans were classified as substandard. The following table summarizes the effects of loan modifications made during the periods indicated for borrowers experiencing financial difficulty: Years Ended December 31, 2024 2023 Weighted Average Term Extension Weighted Average Interest Rate Reduction Weighted Average Term Extension Loan Modifications C&I and other commercial 15.6 months — % 18.1 months CRE 3.8 months 2.50 % 21.0 months Real estate construction 6.0 months — % 12.0 months Weighted average modifications 10.3 months 2.50 % 16.8 months Performance of Modified Loans Busey closely monitors the performance of the loans that are modified for borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the payment performance of loans modified during the last twelve months (dollars in thousands) : As of December 31, 2024 Current 30-89 Days 90+ Days Non-accrual Modified Loans C&I and other commercial $ 26,500 $ — $ — $ — CRE 3,147 — — 15,000 Real estate construction 5,224 — — — Amortized cost of modified loans $ 34,871 $ — $ — $ 15,000 The following table provides the amortized cost basis of loans that had a payment default during the periods indicated, after having been modified during the 12 months before default for borrowers experiencing financial difficulty (dollars in thousands) . A default occurs when a loan is 90 days or more past due or transferred to non-accrual status. Years Ended December 31, 2024 2023 Term Extension Term Extension Loans with Subsequent Defaults C&I and other commercial $ — $ 88 CRE 15,000 — Amortized cost of modified loans with subsequent defaults $ 15,000 $ 88 Collateral Dependent Loans Management's evaluation as to the ultimate collectability of loans includes estimates regarding future cash flows from operations and the value of property, real and personal, pledged as collateral. These estimates are affected by changing economic conditions and the economic prospects of borrowers. Collateral dependent loans are loans in which repayment is expected to be provided solely by the underlying collateral and there are no other available and reliable sources of repayment. Loans are written down to the lower of cost or fair value of underlying collateral, less estimated costs to sell. Busey had $19.3 million and $6.1 million of collateral dependent loans secured by real estate or business assets as of December 31, 2024, and December 31, 2023, respectively. Loans Evaluated Individually Busey evaluates loans with disparate risk characteristics on an individual basis. The following tables provide details of loans evaluated individually, segregated by category and lending activity. The unpaid principal balance represents customer outstanding contractual principal balances excluding any partial charge-offs. Recorded investment represents the amortized cost of customer balances net of any partial charge-offs recognized on the loans. Average recorded investment is calculated using the most recent four quarters (dollars in thousands) : As of December 31, 2024 Unpaid Recorded Investment Average With No With Total Related Loans evaluated individually Commercial loans: C&I and other commercial $ 7,127 $ 1,224 $ 2,456 $ 3,680 $ 1,840 $ 5,014 CRE 17,999 15,000 — 15,000 — 3,882 Commercial loans evaluated individually 25,126 16,224 2,456 18,680 1,840 8,896 Retail loans: Retail real estate 1,152 1,128 — 1,128 — 276 Retail loans evaluated individually 1,152 1,128 — 1,128 — 276 Total loans evaluated individually $ 26,278 $ 17,352 $ 2,456 $ 19,808 $ 1,840 $ 9,172 As of December 31, 2023 Unpaid Recorded Investment Average With No With Total Related Loans evaluated individually Commercial loans: C&I and other commercial $ 7,283 $ 585 $ 1,785 $ 2,370 $ 785 $ 5,244 CRE 2,600 610 85 695 85 3,865 Real estate construction — — — — — 49 Commercial loans evaluated individually 9,883 1,195 1,870 3,065 870 9,158 Retail loans: Retail real estate 213 61 25 86 25 790 Retail loans evaluated individually 213 61 25 86 25 790 Total loans evaluated individually $ 10,096 $ 1,256 $ 1,895 $ 3,151 $ 895 $ 9,948 Allowance for Credit Losses Management estimates the ACL balance using relevant available information from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. The cumulative loss rate used as the basis for the estimate of credit losses is comprised of Busey’s historical loss experience beginning in 2010. Due to the continued economic uncertainty in the markets in which the Company operates, Busey will continue to utilize a forecast period of 12 months with an immediate reversion to historical loss rates beyond this forecast period in its ACL estimate. The following table summarizes activity in the ACL attributable to each lending activity. Allocation of a portion of the ACL to one lending activity does not preclude its availability to absorb losses in other lending activities (dollars in thousands) : C&I and Other Commercial CRE Real Estate Retail Retail Other Total ACL Balance, December 31, 2021 $ 23,855 $ 38,249 $ 5,102 $ 17,589 $ 3,092 $ 87,887 Provision for credit losses 497 892 1,142 219 1,873 4,623 Charged-off (1,069) (1,375) (23) (251) (461) (3,179) Recoveries 577 533 236 636 295 2,277 ACL balance, December 31, 2022 23,860 38,299 6,457 18,193 4,799 91,608 Provision for credit losses (727) (2,455) (1,465) 7,922 (876) 2,399 Charged-off (2,429) (953) — (407) (629) (4,418) Recoveries 552 574 171 590 264 2,151 ACL balance, December 31, 2023 21,256 35,465 5,163 26,298 3,558 91,740 Day 1 PCD 1 824 322 — 96 1 1,243 Provision for credit losses 14,455 (318) (1,885) (3,031) (631) 8,590 Charged-off (15,453) (3,314) — (168) (631) (19,566) Recoveries 507 146 67 516 161 1,397 ACL balance, December 31, 2024 $ 21,589 $ 32,301 $ 3,345 $ 23,711 $ 2,458 $ 83,404 __________________________________________ 1. The Day 1 PCD is attributable to the M&M acquisition, finalized April 1, 2024. The following tables present the ACL and amortized cost of portfolio loans by loan category and lending activity (dollars in thousands) : As of December 31, 2024 Portfolio Loans ACL Attributed to Portfolio Loans Collectively Individually Total Collectively Individually Total Portfolio loans and related ACL Commercial loans: C&I and other commercial $ 1,900,835 $ 3,680 $ 1,904,515 $ 19,749 $ 1,840 $ 21,589 CRE 3,254,564 15,000 3,269,564 32,301 — 32,301 Real estate construction 378,209 — 378,209 3,345 — 3,345 Commercial loans and related ACL 5,533,608 18,680 5,552,288 55,395 1,840 57,235 Retail loans: Retail real estate 1,695,329 1,128 1,696,457 23,711 — 23,711 Retail other 448,342 — 448,342 2,458 — 2,458 Retail loans and related ACL 2,143,671 1,128 2,144,799 26,169 — 26,169 Portfolio loans and related ACL $ 7,677,279 $ 19,808 $ 7,697,087 $ 81,564 $ 1,840 $ 83,404 As of December 31, 2023 Portfolio Loans ACL Attributed to Portfolio Loans Collectively Individually Total Collectively Individually Total Portfolio loans and related ACL Commercial loans: C&I and other commercial $ 1,833,624 $ 2,370 $ 1,835,994 $ 20,471 $ 785 $ 21,256 CRE 3,336,642 695 3,337,337 35,380 85 35,465 Real estate construction 461,717 — 461,717 5,163 — 5,163 Commercial loans and related ACL 5,631,983 3,065 5,635,048 61,014 870 61,884 Retail loans: Retail real estate 1,720,369 86 1,720,455 26,273 25 26,298 Retail other 295,531 — 295,531 3,558 — 3,558 Retail loans and related ACL 2,015,900 86 2,015,986 29,831 25 29,856 Portfolio loans and related ACL $ 7,647,883 $ 3,151 $ 7,651,034 $ 90,845 $ 895 $ 91,740 |