Loans and Allowance for Loan Losses | Loans and Allowance for Loan Losses Loans in the accompanying consolidated balance sheets are classified as follows (in thousands): March 31, 2020 December 31, 2019 Real estate loans: Construction $ 603,952 $ 644,948 1-4 family residential 787,875 787,562 Commercial 1,350,818 1,250,208 Commercial loans 383,984 401,521 Municipal loans 375,934 383,960 Loans to individuals 98,439 100,005 Total loans 3,601,002 3,568,204 Less: Allowance for loan losses 53,638 24,797 Net loans $ 3,547,364 $ 3,543,407 Construction Real Estate Loans Our construction loans are collateralized by property located primarily in or near the market areas we serve. A number of our construction loans will be owner occupied upon completion. Construction loans for non-owner occupied projects are financed, but these typically have cash flows from leases with tenants, secondary sources of repayment, and in some cases, additional collateral. Our construction loans have both adjustable and fixed interest rates during the construction period. Construction loans to individuals are typically priced and made with the intention of granting the permanent loan on the completed property. Speculative and commercial construction loans are subject to underwriting standards similar to that of the commercial portfolio. Owner occupied 1-4 family residential construction loans are subject to the underwriting standards of the permanent loan. 1-4 Family Residential Real Estate Loans Residential loan originations are generated by our loan officers, in-house origination staff, marketing efforts, present customers, walk-in customers and referrals from real estate agents and builders. We focus our lending efforts primarily on the origination of loans secured by first mortgages on owner occupied 1-4 family residences. Substantially all of our 1-4 family residential originations are secured by properties located in or near our market areas. Our 1-4 family residential loans generally have maturities ranging from five to 30 years. These loans are typically fully amortizing with monthly payments sufficient to repay the total amount of the loan. Our 1-4 family residential loans are made at both fixed and adjustable interest rates. Underwriting for 1-4 family residential loans includes debt-to-income analysis, credit history analysis, appraised value and down payment considerations. Changes in the market value of real estate can affect the potential losses in the portfolio. Commercial Real Estate Loans Commercial real estate loans as of March 31, 2020 consisted of $1.19 billion of owner and non-owner occupied real estate, $145.1 million of loans secured by multi-family properties and $18.3 million of loans secured by farmland. Commercial real estate loans primarily include loans collateralized by retail, commercial office buildings, multi-family residential buildings, medical facilities and offices, senior living, assisted living and skilled nursing facilities, warehouse facilities, hotels and churches. In determining whether to originate commercial real estate loans, we generally consider such factors as the financial condition of the borrower and the debt service coverage of the property. Commercial real estate loans are made at both fixed and adjustable interest rates for terms generally up to 20 years. Commercial Loans Our commercial loans are diversified loan types including short-term working capital loans for inventory and accounts receivable and short- and medium-term loans for equipment or other business capital expansion. In our commercial loan underwriting, we assess the creditworthiness, ability to repay and the value and liquidity of the collateral being offered. Terms of commercial loans are generally commensurate with the useful life of the collateral offered. Municipal Loans We make loans to municipalities and school districts primarily throughout the state of Texas, with a small percentage originating outside of the state. The majority of the loans to municipalities and school districts have tax or revenue pledges and in some cases are additionally supported by collateral. Municipal loans made without a direct pledge of taxes or revenues are usually made based on some type of collateral that represents an essential service. Lending money directly to these municipalities allows us to earn a higher yield than we could if we purchased municipal securities for similar durations. Loans to Individuals Substantially all originations of our loans to individuals are made to consumers in our market areas. The majority of loans to individuals are collateralized by titled equipment, which are primarily automobiles. Loan terms vary according to the type and value of collateral, length of contract and creditworthiness of the borrower. The underwriting standards we employ for consumer loans include an application, a determination of the applicant’s payment history on other debts, with the greatest weight being given to payment history with us and an assessment of the borrower’s ability to meet existing obligations and payments on the proposed loan. Although creditworthiness of the applicant is a primary consideration, the underwriting process also includes a comparison of the value of the collateral, if any, in relation to the proposed loan amount. Most of our loans to individuals are collateralized, which management believes assists in limiting our exposure. Credit Quality Indicators We categorize loans into risk categories on an ongoing basis based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information and current economic trends, among other factors. We use the following definitions for risk ratings: • Pass (Rating 1 – 4) – This rating is assigned to all satisfactory loans. This category, by definition, consists of acceptable credit. Credit and collateral exceptions should not be present, although their presence would not necessarily prohibit a loan from being rated Pass, if deficiencies are in the process of correction. These loans are not included in the Watch List. • Pass Watch (Rating 5) – These loans require some degree of special treatment, but not due to credit quality. This category does not include loans specially mentioned or adversely classified; however, particular attention is warranted to characteristics such as: ◦ A lack of, or abnormally extended payment program; ◦ A heavy degree of concentration of collateral without sufficient margin; ◦ A vulnerability to competition through lesser or extensive financial leverage; and ◦ A dependence on a single or few customers or sources of supply and materials without suitable substitutes or alternatives. • Special Mention (Rating 6) – A Special Mention loan has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or in our credit position at some future date. Special Mention loans are not adversely classified and do not expose us to sufficient risk to warrant adverse classification. • Substandard (Rating 7) – Substandard loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans 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 the Bank will sustain some loss if the deficiencies are not corrected. • Doubtful (Rating 8) – Loans classified as Doubtful have all the weaknesses inherent in those classified 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. The following table sets forth the amortized cost basis by class of financing receivable and credit quality indicator for the periods presented (in thousands): Term Loans Amortized Cost Basis by Origination Year Revolving Loans Amortized Cost Basis Total 2020 2019 2018 2017 2016 Prior Construction real estate: Pass $ 29,892 $ 209,457 $ 124,688 $ 95,489 $ 4,535 $ 11,739 $ 127,245 $ 603,045 Pass watch — — — — 23 — — 23 Special mention — — — — — 4 — 4 Substandard — 610 — — — 262 — 872 Doubtful — — — — — 8 — 8 Total construction real estate $ 29,892 $ 210,067 $ 124,688 $ 95,489 $ 4,558 $ 12,013 $ 127,245 $ 603,952 1-4 family residential real estate: Pass $ 41,857 $ 141,799 $ 98,077 $ 78,376 $ 79,022 $ 336,336 $ 3,476 $ 778,943 Pass watch — — — — — 1,351 — 1,351 Special mention — — — — — 174 — 174 Substandard — 104 27 157 1,329 4,796 73 6,486 Doubtful 3 — 23 42 179 674 — 921 Total 1-4 family residential real estate $ 41,860 $ 141,903 $ 98,127 $ 78,575 $ 80,530 $ 343,331 $ 3,549 $ 787,875 Commercial real estate: Pass $ 80,313 $ 333,065 $ 173,335 $ 316,346 $ 124,840 $ 270,531 $ 13,964 $ 1,312,394 Pass watch — — 2,237 — — 2,990 — 5,227 Special mention — 2,605 2,230 — — 5,808 — 10,643 Substandard 550 — 308 118 587 20,851 — 22,414 Doubtful — — — — 58 82 — 140 Total commercial real estate $ 80,863 $ 335,670 $ 178,110 $ 316,464 $ 125,485 $ 300,262 $ 13,964 $ 1,350,818 Commercial loans: Pass $ 27,192 $ 102,359 $ 59,583 $ 17,660 $ 8,374 $ 10,435 $ 143,114 $ 368,717 Pass watch 111 582 109 — — 2 17 821 Special mention — 427 63 281 403 660 5,990 7,824 Substandard — 2,304 1,604 528 65 281 1,677 6,459 Doubtful — 68 80 13 — 2 — 163 Total commercial loans $ 27,303 $ 105,740 $ 61,439 $ 18,482 $ 8,842 $ 11,380 $ 150,798 $ 383,984 Municipal loans: Pass $ 9,755 $ 73,238 $ 36,874 $ 64,898 $ 28,030 $ 163,139 $ — $ 375,934 Pass watch — — — — — — — — Special mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total municipal loans $ 9,755 $ 73,238 $ 36,874 $ 64,898 $ 28,030 $ 163,139 $ — $ 375,934 Loans to individuals: Pass $ 15,018 $ 43,215 $ 18,653 $ 9,703 $ 4,203 $ 2,332 $ 4,860 $ 97,984 Pass watch — — — — — — — — Special mention — — — — — — — — Substandard — 1 52 77 62 58 6 256 Doubtful — 5 21 64 98 11 — 199 Total loans to individuals $ 15,018 $ 43,221 $ 18,726 $ 9,844 $ 4,363 $ 2,401 $ 4,866 $ 98,439 Total loans $ 204,691 $ 909,839 $ 517,964 $ 583,752 $ 251,808 $ 832,526 $ 300,422 $ 3,601,002 The following tables present the aging of the amortized cost basis in past due loans by class of loans (in thousands): March 31, 2020 30-59 Days Past Due 60-89 Days Past Due Greater than 90 Days Past Due Total Past Due Current Total Real estate loans: Construction $ 985 $ 205 $ 610 $ 1,800 $ 602,152 $ 603,952 1-4 family residential 12,713 411 1,934 15,058 772,817 787,875 Commercial 1,944 158 — 2,102 1,348,716 1,350,818 Commercial loans 3,935 878 236 5,049 378,935 383,984 Municipal loans — — — — 375,934 375,934 Loans to individuals 961 161 38 1,160 97,279 98,439 Total $ 20,538 $ 1,813 $ 2,818 $ 25,169 $ 3,575,833 $ 3,601,002 December 31, 2019 30-59 Days Past Due 60-89 Days Past Due Greater than 89 Days Past Due Total Past Due Current (1) Total Real estate loans: Construction $ 1,236 $ 229 $ 337 $ 1,802 $ 643,146 $ 644,948 1-4 family residential 8,788 1,077 1,607 11,472 776,090 787,562 Commercial 795 259 536 1,590 1,248,618 1,250,208 Commercial loans 1,917 722 651 3,290 398,231 401,521 Municipal loans — — — — 383,960 383,960 Loans to individuals 660 261 128 1,049 98,956 100,005 Total $ 13,396 $ 2,548 $ 3,259 $ 19,203 $ 3,549,001 $ 3,568,204 (1) Prior to the adoption of CECL, included PCI loans measured at fair value at acquisition if the timing and amount of cash flows expected to be collected from those sales could be reasonably estimated. The following table sets forth the amortized cost basis of nonperforming assets for the periods presented (in thousands): March 31, 2020 December 31, 2019 Nonaccrual loans: Real estate loans: Construction $ 671 $ 405 1-4 family residential 3,025 2,611 Commercial 742 704 Commercial loans 549 944 Loans to individuals 234 299 Total nonaccrual loans (1) 5,221 4,963 Accruing loans past due more than 90 days — — Troubled debt restructured loans (2) 11,448 12,014 Other real estate owned 734 472 Repossessed assets — — Total nonperforming assets $ 17,403 $ 17,449 (1) Prior to the adoption of CECL, excluded PCI loans measured at fair value at acquisition if the timing and amount of cash flows expected to be collected from those sales could be reasonably estimated. Includes $374,000 and $469,000 of restructured loans as of March 31, 2020 and December 31, 2019 , respectively. (2) As of December 31, 2019 , prior to the adoption of CECL, included $755,000 in PCI loans restructured. We reversed $121,000 of interest income on nonaccrual loans during the period ending March 31, 2020. We had $1.1 million of loans on nonaccrual for which there was no related allowance for credit losses as of March 31, 2020. Collateral-dependent loans are loans that we expect the repayment to be provided substantially through the operation or sale of the collateral of the loan and we have determined that the borrower is experiencing financial difficulty. As of March 31, 2020, we had $11.7 million of collateral dependent loans, secured mainly by real estate and equipment. There have been no significant changes to the collateral that secures the collateral dependent assets. Foreclosed assets include other real estate owned and repossessed assets. For 1-4 family residential real estate properties, a loan is recognized as a foreclosed property once legal title to the real estate property has been received upon completion of foreclosure or the borrower has conveyed all interest in the residential property through a deed in lieu of foreclosure. There were $1.2 million and $992,000 in loans secured by 1-4 family residential properties for which formal foreclosure proceedings were in process as of March 31, 2020 and December 31, 2019 , respectively. Troubled Debt Restructurings The restructuring of a loan is considered a TDR if both (i) the borrower is experiencing financial difficulties and (ii) the creditor has granted a concession. Concessions may include interest rate reductions or below market interest rates, restructuring amortization schedules and other actions intended to minimize potential losses. We may provide a combination of concessions which may include an extension of the amortization period, interest rate reduction and/or converting the loan to interest-only for a limited period of time. In response to the novel strain of coronavirus (“COVID-19”) pandemic in March 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. Under the CARES Act, banks may elect to deem that loan modifications do not result in TDRs if they are (1) related to COVID-19; (2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (A) 60 days after the date of termination of the national emergency declaration or (B) December 31, 2020. Additionally, in accordance with the Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus (Revised), other 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 TDRs under ASC Subtopic 310-40. This includes short-term (e.g., up to six months) modifications such as payment deferrals, fee waivers, extensions of repayment terms, or delays in payment that are insignificant. Borrowers considered current are those that are less than 30 days past due on their contractual payments at the time a modification program is implemented. The following tables set forth the recorded balance of loans considered to be TDRs that were restructured and the type of concession by class of loans during the periods presented (dollars in thousands): Three Months Ended March 31, 2020 Extend Amortization Period Interest Rate Reductions Combination Total Modifications Number of Loans Real estate loans: Commercial $ — $ — $ 59 $ 59 1 Commercial loans — — 3 3 1 Total $ — $ — $ 62 $ 62 2 Three Months Ended March 31, 2019 Extend Amortization Period Interest Rate Reductions Combination Total Modifications Number of Loans Real estate loans: 1-4 family residential $ — $ — $ 113 $ 113 1 Commercial 7,627 — — 7,627 1 Commercial loans 57 — — 57 1 Loans to individuals — — 15 15 2 Total $ 7,684 $ — $ 128 $ 7,812 5 The majority of loans restructured as TDRs during the three months ended March 31, 2020 and 2019 were modified with maturity extensions. Interest continues to be charged on principal balances outstanding during the extended term. Therefore, the financial effects of the recorded investment of loans restructured as TDRs during the three months ended March 31, 2020 and 2019 were not significant. Generally, the loans identified as TDRs were previously reported as impaired loans prior to restructuring, and therefore, the modification did not impact our determination of the allowance for loans losses. On an ongoing basis, the performance of the TDRs is monitored for subsequent payment default. Payment default for TDRs is recognized when the borrower is 90 days or more past due. For the three months ended March 31, 2020 , and 2019 the amount of TDRs in default was not significant. Payment defaults for TDRs did not significantly impact the determination of the allowance for loan losses in the periods presented. At March 31, 2020 and 2019 , there were no commitments to lend additional funds to borrowers whose terms had been modified in TDRs. Allowance for Loan Losses The following tables detail activity in the allowance for loan losses by portfolio segment for the periods presented (in thousands): Three Months Ended March 31, 2020 Real Estate Construction 1-4 Family Residential Commercial Commercial Loans Municipal Loans Loans to Individuals Total Balance at beginning of period $ 3,539 $ 3,833 $ 9,572 $ 6,351 $ 570 $ 932 $ 24,797 Impact of CECL adoption - cumulative effect adjustment 2,968 (1,447 ) 7,730 (3,532 ) (522 ) (125 ) 5,072 Impact of CECL adoption - purchased loans with credit deterioration (15 ) (6 ) 333 (22 ) — (59 ) 231 Loans charged-off (33 ) (54 ) (21 ) (296 ) — (591 ) (995 ) Recoveries of loans charged off 11 4 69 74 — 293 451 Net loans (charged-off) recovered (22 ) (50 ) 48 (222 ) — (298 ) (544 ) Provision for (reversal of) loan losses (1) 3,184 310 18,437 1,944 (1 ) 208 24,082 Balance at end of period $ 9,654 $ 2,640 $ 36,120 $ 4,519 $ 47 $ 658 $ 53,638 Three Months Ended March 31, 2019 Real Estate Construction 1-4 Family Residential Commercial Commercial Loans Municipal Loans Loans to Individuals Total Balance at beginning of period $ 3,597 $ 3,844 $ 13,968 $ 3,974 $ 525 $ 1,111 $ 27,019 Loans charged-off — (18 ) (1,215 ) (451 ) — (601 ) (2,285 ) Recoveries of loans charged-off — 3 19 30 — 287 339 Net loans (charged-off) recovered — (15 ) (1,196 ) (421 ) — (314 ) (1,946 ) Provision for (reversal of) loan losses (1) 662 (447 ) (2,112 ) 734 (17 ) 262 (918 ) Balance at end of period $ 4,259 $ 3,382 $ 10,660 $ 4,287 $ 508 $ 1,059 $ 24,155 (1) The increase in the provision for credit losses during the first quarter of 2020 was primarily due to the application of the CECL model and the economic impact of COVID-19 on macroeconomic factors used in the CECL methodology. The accrued interest receivable on our loan receivables is excluded from the allowance for credit loss estimate and is included in interest receivable on our consolidated balance sheets. As of March 31, 2020 and December 31, 2019 , the accrued interest on our loan portfolio was $12.7 million and $14.2 million , respectively. |