Loans | Loans were comprised of the following classifications at December 31: 2022 2021 Commercial: Commercial and Industrial Loans $ 620,106 $ 493,005 Commercial Real Estate Loans 1,966,884 1,530,677 Agricultural Loans 417,413 358,150 Leases 56,396 55,345 Retail: Home Equity Loans 279,748 222,525 Consumer Loans 79,904 70,302 Credit Cards 17,512 14,357 Residential Mortgage Loans 350,682 263,565 Subtotal 3,788,645 3,007,926 Less: Unearned Income (3,711) (3,662) Allowance for Credit Losses (44,168) (37,017) Loans, net $ 3,740,766 $ 2,967,247 The table above includes $21,149 and $9,861 of purchase credit deteriorated loans as of December 31, 2022 and 2021, respectively. As further described in Note 18, during 2022 the Company acquired loans at fair value as part of a business combination. The table below summarizes the loans acquired on January 1, 2022. Acquired Loan Balance Fair Value Discounts Fair Value Bank Acquisition $ 683,501 $ (5,359) $ 678,142 The table below summarizes the remaining carrying amount of acquired loans included in the December 31, 2022 table above. Commercial Commercial Agricultural Leases Consumer Home Equity Loans Credit Cards Residential Total Loan Balance $ 48,330 $ 319,893 $ 46,181 $ — $ 10,249 $ 21,766 $ — $ 70,250 $ 516,669 Fair Value (Discount)/Premium (1,051) (1,893) 172 — (45) (176) — 477 (2,516) The Company has purchased loans, for which there was, at acquisition, evidence of more than insignificant deterioration of credit quality since origination. The carrying amount of these loans is as follow: 2022 Purchase Price of Loans at Acquisition $ 32,997 Allowance for Credit Losses at Acquisition 3,117 Non-Credit Discount/(Premium) at Acquisition 1,456 Total $ 37,570 As previously disclosed, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was signed into law in March 2020, providing an approximately $2 trillion stimulus package that included direct payments to individual taxpayers, economic stimulus to significantly impacted industry sectors, emergency funding for hospitals and providers, small business loans, increased unemployment benefits, and a variety of tax incentives. For small businesses, eligible nonprofits and certain others, the CARES Act established a Paycheck Protection Program (“PPP”), a lending program administered by the Small Business Administration (“SBA”) that was intended to incentivize participants to retain their employees by providing them with loans that are fully guaranteed by the U.S. government and subject to forgiveness if program guidelines are met. The Company actively participated in the PPP, lending funds primarily to its existing loan and/or deposit customers. The PPP loans carried an interest rate of 1.00% and included a processing fee that varied depending on the balance of the loan at origination (which fee is recognized over the life of the loan). The vast majority of the Company’s PPP loans made during 2020 had two-year maturities, while PPP loans made during 2021 had five-year maturities. Under the PPP, the Company originated loans totaling approximately $508,302 in principal amount, with approximately $21,046 of related net processing fees, on 5,671 PPP loan relationships. As of December 31, 2021, $487,980 of the PPP loans had been forgiven by the SBA and repaid to the Company pursuant to the terms of the program, or otherwise repaid by customers, with $20,172 in net processing fees having been recognized by the Company. As of December 31, 2022, all $508,302 of the PPP loans had been forgiven by the SBA and repaid to the Company, or repaid by customers, with all $21,046 in net processing fees having been recognized by the Company. As a result, as of December 31, 2022, no PPP loans remain outstanding and all net fees have been recognized. Allowance for Credit Losses for Loans: The following tables present the activity in the allowance for credit losses by portfolio segment for the years ended December 31, 2022 and 2021: December 31, 2022 Commercial Commercial Agricultural Leases Consumer Home Equity Loans Credit Cards Residential Unallocated Total Allowance for Credit Losses: Beginning Balance $ 9,554 $ 19,245 $ 4,505 $ 200 $ 507 $ 1,061 $ 240 $ 1,705 $ — $ 37,017 Acquisition of Citizens Union Bank of Shelbyville, KY - PCD Loans 376 1,945 689 — 2 — — 105 — 3,117 Provision (Benefit) for Credit Losses 4,942 463 (1,006) 9 991 351 163 437 — 6,350 Loans Charged-off (1,149) (79) — — (1,364) (69) (165) (24) — (2,850) Recoveries Collected 26 24 — — 459 1 19 5 — 534 Total Ending Allowance Balance $ 13,749 $ 21,598 $ 4,188 $ 209 $ 595 $ 1,344 $ 257 $ 2,228 $ — $ 44,168 December 31, 2021 Commercial Commercial Agricultural Leases Consumer Home Equity Loans Credit Cards Residential Unallocated Total Allowance for Credit Losses: Beginning Balance $ 6,445 $ 29,878 $ 6,756 $ 200 $ 490 $ 996 $ 150 $ 1,944 $ — $ 46,859 Provision (Benefit) for Credit Losses 5,825 (10,663) (2,251) — 385 44 387 (227) — (6,500) Loans Charged-off (2,777) (10) — — (675) (15) (313) (45) — (3,835) Recoveries Collected 61 40 — — 307 36 16 33 — 493 Total Ending Allowance Balance $ 9,554 $ 19,245 $ 4,505 $ 200 $ 507 $ 1,061 $ 240 $ 1,705 $ — $ 37,017 December 31, 2020 Commercial Commercial Agricultural Leases Consumer Home Equity Loans Credit Cards Residential Unallocated Total Allowance for Credit Losses: Beginning balance Prior to Adoption of ASC 326 $ 4,799 $ 4,692 $ 5,315 $ — $ 434 $ 200 $ — $ 333 $ 505 $ 16,278 Impact of Adopting ASC 326 2,245 3,063 1,438 105 (59) 762 124 1,594 (505) 8,767 Impact of Adopting ASC 326 - PCD Loans 2,191 4,385 128 — — 35 — 147 — 6,886 Provision (Benefit) for Credit Losses (694) 17,645 (125) 95 527 66 131 (95) — 17,550 Initial Allowance on Loans Purchased with Credit Deterioration — — — — — — — — — — Loans Charged-off (2,119) (36) — — (766) (67) (109) (39) — (3,136) Recoveries Collected 23 129 — — 354 — 4 4 — 514 Total Ending Allowance Balance $ 6,445 $ 29,878 $ 6,756 $ 200 $ 490 $ 996 $ 150 $ 1,944 $ — $ 46,859 The Company utilizes the Static Pool methodology in determining expected future credit losses. Static pool analysis means segmenting and tracking loans over a period of time based on similar risk characteristics such as loan structure, collateral type, industry of borrower and concentrations, contractual terms and credit risk indicators. Static pool calculates a loss rate on a closed pool of loans that existed on a specified start date based upon the remaining life of each segment. The Company’s expected loss estimate is anchored in historical credit loss experience, with an emphasis on all available portfolio data. The Company’s historical look-back period includes January 2014 through the current period, on a monthly basis. Qualitative reserves reflect management’s overall estimate of the extent to which current expected credit losses on collectively evaluated loans will differ from historical loss experience. The analysis takes into consideration industry and collateral concentrations, acquired loan portfolio characteristics and other credit-related analytics as deemed appropriate. Management attempts to quantify qualitative reserves whenever possible. The Company estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical loss experience provides the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for changes in underwriting standards, portfolio mix, delinquency level, changes in environmental conditions, unemployment rates, risk classifications and collateral values. The allowance for credit losses is measured on a collective (pooled) basis when similar risk characteristics exist. Based on the potential increased losses related to the advancing stress on the economy as a result of inflationary pressures, rising interest rates and financial market volatility, the Bank has considered this loss experience may align with loss experience from the recessionary period from 2008-2011 and qualitative adjustments have been made accordingly. Loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not included in the collective evaluation. When the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be provided substantially through the operation or sale of the collateral, expected credit losses are based on the fair value of the collateral at the reporting date adjusted for selling costs. For the year ended December 31, 2022, the allowance for credit losses increased primarily due to the acquisition of Citizens Union Bancorp of Shelbyville, Inc. (see Note 18 (Business Combinations, Goodwill and Intangible Assets) in the Notes), which is slightly offset by a decline in individually analyzed loans as well as a decline in the reserve attributable to financially stressed sectors. Key indicators utilized in forecasting for the allowance calculations include unemployment rates and gross domestic product. There has been some improvement in these factors over previous periods; however, rising interest rates and the expanded inflationary impact on consumer discretionary spending were considered in the qualitative factors to determine the allowance for credit losses. All classes of loans, including loans acquired with deteriorated credit quality, are generally placed on non-accrual status when scheduled principal or interest payments are past due for 90 days or more or when the borrower’s ability to repay becomes doubtful. For purchased loans, the determination is made at the time of acquisition as well as over the life of the loan. Uncollected accrued interest for each class of loans is reversed against income at the time a loan is placed on non-accrual. Interest received on such loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. All classes of loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Loans are typically charged-off at 180 days past due, or earlier if deemed uncollectible. Exceptions to the non-accrual and charge-off policies are made when the loan is well secured and in the process of collection. The following tables present the amortized cost basis of loans on non-accrual status and loans past due over 89 days still accruing as of December 31, 2022 and 2021: December 31, 2022 Non-Accrual With No Allowance for Credit Loss ⁽¹⁾ Non-Accrual Loans Past Due Over 89 Days Still Accruing Commercial and Industrial Loans $ 1,142 $ 7,936 $ 1,427 Commercial Real Estate Loans 49 1,950 — Agricultural Loans 994 1,062 — Leases — — — Home Equity Loans 262 310 — Consumer Loans 240 254 — Credit Cards 146 146 — Residential Mortgage Loans 676 1,230 — Total $ 3,509 $ 12,888 $ 1,427 (1) Includes non-accrual loans with no allowance for credit loss and are also included in Non-Accrual loans totaling $12,888. December 31, 2021 Non-Accrual With No Allowance for Credit Loss ⁽¹⁾ Non-Accrual Loans Past Due Over 89 Days Still Accruing Commercial and Industrial Loans $ 1,989 $ 10,530 $ — Commercial Real Estate Loans 145 2,243 156 Agricultural Loans 1,041 1,136 — Leases — — — Home Equity Loans 1 24 — Consumer Loans 16 18 — Credit Cards 64 64 — Residential Mortgage Loans 587 587 — Total $ 3,843 $ 14,602 $ 156 (1) Includes non-accrual loans with no allowance for credit loss and are also included in Non-Accrual loans totaling $14,602. Interest income on non-accrual loans recognized during the years ended December 31, 2022 and 2021 totaled $32 and $80. The following tables present the amortized cost basis of collateral-dependent loans by class of loans as of December 31, 2022 and 2021: December 31, 2022 Real Estate Equipment Accounts Receivable Other Total Commercial and Industrial Loans $ 2,078 $ 1,219 $ 272 $ 5,851 $ 9,420 Commercial Real Estate Loans 12,192 36 — — 12,228 Agricultural Loans 4,944 318 — — 5,262 Leases — — — — — Home Equity Loans 467 — — — 467 Consumer Loans 8 2 — 12 22 Credit Cards — — — — — Residential Mortgage Loans 1,060 — — — 1,060 Total $ 20,749 $ 1,575 $ 272 $ 5,863 $ 28,459 December 31, 2021 Real Estate Equipment Accounts Receivable Other Total Commercial and Industrial Loans $ 1,716 $ 2,444 $ 549 $ 5,822 $ 10,531 Commercial Real Estate Loans 4,610 — — — 4,610 Agricultural Loans 1,522 — — — 1,522 Leases — — — — — Home Equity Loans 441 — — — 441 Consumer Loans 6 — — 2 8 Credit Cards — — — — — Residential Mortgage Loans 652 — — — 652 Total $ 8,947 $ 2,444 $ 549 $ 5,824 $ 17,764 The following tables present the aging of the amortized cost basis in past due loans by class of loans as of December 31, 2022 and 2021: December 31, 2022 30-59 Days 60-89 Days Greater Than 89 Days Past Due Total Loans Not Total Commercial and Industrial Loans $ 268 $ 681 $ 8,285 $ 9,234 $ 610,872 $ 620,106 Commercial Real Estate Loans 1,617 14 616 2,247 1,964,637 1,966,884 Agricultural Loans 343 — 123 466 416,947 417,413 Leases — — — — 56,396 56,396 Home Equity Loans 1,770 140 310 2,220 277,528 279,748 Consumer Loans 219 64 252 535 79,369 79,904 Credit Cards 86 24 146 256 17,256 17,512 Residential Mortgage Loans 6,330 2,783 1,051 10,164 340,518 350,682 Total $ 10,633 $ 3,706 $ 10,783 $ 25,122 $ 3,763,523 $ 3,788,645 December 31, 2021 30-59 Days 60-89 Days Greater Than 89 Days Past Due Total Loans Not Total Commercial and Industrial Loans $ 12 $ — $ 6,147 $ 6,159 $ 486,846 $ 493,005 Commercial Real Estate Loans — 5 891 896 1,529,781 1,530,677 Agricultural Loans — — — — 358,150 358,150 Leases — — — — 55,345 55,345 Home Equity Loans 225 229 25 479 222,046 222,525 Consumer Loans 158 58 4 220 70,082 70,302 Credit Cards 61 9 64 134 14,223 14,357 Residential Mortgage Loans 2,726 507 369 3,602 259,963 263,565 Total $ 3,182 $ 808 $ 7,500 $ 11,490 $ 2,996,436 $ 3,007,926 Troubled Debt Restructurings: In certain instances, the Company may choose to restructure the contractual terms of loans. A troubled debt restructuring occurs when the Bank grants a concession to the borrower that it would not otherwise consider due to a borrower’s financial difficulty. In order to determine whether a borrower is experiencing financial difficulty, an evaluation is performed of the probability that the borrower will be in payment default on any of its debt in the foreseeable future without modification. This evaluation is performed under the Company’s internal underwriting policy. The Company uses the same methodology for loans acquired with deteriorated credit quality as for all other loans when determining whether the loan is a troubled debt restructuring. As of December 31, 2022 the Company had no troubled debt restructurings. As of December 31, 2021, the Company had troubled debt restructurings totaling $104. The Company had no specific allocation of allowance for these loans at December 31, 2021. The Company had not committed to lending any additional amounts during 2022 or 2021 to customers with outstanding loans that are classified as troubled debt restructurings. During the years ended December 31, 2022 and 2021, the Company had no loans modified as troubled debt restructurings. Additionally, there were no loans modified as troubled debt restructurings for which there was a payment default within twelve months following the modification during the years ended December 31, 2022 and 2021. A loan is considered to be in payment default once it is 30 days contractually past due under the modified terms. Credit Quality Indicators: The Company categorizes loans into risk categories 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. The Company classifies loans as to credit risk by individually analyzing loans. This analysis includes commercial and industrial loans, commercial real estate loans, and agricultural loans with an outstanding balance greater than $250. This analysis is typically performed on at least an annual basis. The Company uses the following definitions for risk ratings: 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. Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They 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. Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass rated loans. Based on the most recent analysis performed, the risk category of loans by class of loans is as follows: Term Loans Amortized Cost Basis by Origination Year As of December 31, 2022 2022 2021 2020 2019 2018 Prior Revolving Loans Amortized Cost Basis Total Commercial and Industrial: Risk Rating Pass $ 156,318 $ 117,648 $ 39,949 $ 46,505 $ 18,423 $ 51,482 $ 154,203 $ 584,528 Special Mention 56 148 577 78 551 2,346 1,672 5,428 Substandard 1,714 5,629 849 1,304 1,028 2,237 17,389 30,150 Doubtful — — — — — — — — Total Commercial and Industrial Loans $ 158,088 $ 123,425 $ 41,375 $ 47,887 $ 20,002 $ 56,065 $ 173,264 $ 620,106 Commercial Real Estate: Risk Rating Pass $ 398,631 $ 490,747 $ 261,462 $ 162,701 $ 129,151 $ 427,433 $ 35,163 $ 1,905,288 Special Mention 3,982 1,568 4,612 135 13,689 25,371 — 49,357 Substandard — 4,628 489 1,415 979 4,728 — 12,239 Doubtful — — — — — — — — Total Commercial Real Estate Loans $ 402,613 $ 496,943 $ 266,563 $ 164,251 $ 143,819 $ 457,532 $ 35,163 $ 1,966,884 Agricultural: Risk Rating Pass $ 62,673 $ 47,682 $ 47,355 $ 25,431 $ 21,728 $ 92,344 $ 83,862 $ 381,075 Special Mention 634 842 6,066 4,149 2,355 11,440 4,310 29,796 Substandard — 210 628 429 85 5,190 — 6,542 Doubtful — — — — — — — — Total Agricultural Loans $ 63,307 $ 48,734 $ 54,049 $ 30,009 $ 24,168 $ 108,974 $ 88,172 $ 417,413 Leases: Risk Rating Pass $ 20,057 $ 14,461 $ 9,648 $ 8,901 $ 1,851 $ 1,478 $ — $ 56,396 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total Leases $ 20,057 $ 14,461 $ 9,648 $ 8,901 $ 1,851 $ 1,478 $ — $ 56,396 Term Loans Amortized Cost Basis by Origination Year As of December 31, 2021 2021 2020 2019 2018 2017 Prior Revolving Loans Amortized Cost Basis Total Commercial and Industrial: Risk Rating Pass $ 141,133 $ 57,477 $ 60,883 $ 29,005 $ 15,936 $ 48,559 $ 122,377 $ 475,370 Special Mention 115 128 227 649 7 918 1,510 3,554 Substandard 100 1,221 — 1,062 1,378 2,457 7,863 14,081 Doubtful — — — — — — — — Total Commercial and Industrial Loans $ 141,348 $ 58,826 $ 61,110 $ 30,716 $ 17,321 $ 51,934 $ 131,750 $ 493,005 Commercial Real Estate: Risk Rating Pass $ 404,175 $ 264,011 $ 164,204 $ 131,746 $ 139,788 $ 336,066 $ 26,697 $ 1,466,687 Special Mention 2,279 — 710 14,426 17,356 13,916 — 48,687 Substandard 74 — 7,687 1,528 — 6,014 — 15,303 Doubtful — — — — — — — — Total Commercial Real Estate Loans $ 406,528 $ 264,011 $ 172,601 $ 147,700 $ 157,144 $ 355,996 $ 26,697 $ 1,530,677 Agricultural: Risk Rating Pass $ 44,510 $ 45,101 $ 22,482 $ 24,187 $ 24,325 $ 71,268 $ 81,011 $ 312,884 Special Mention 1,714 5,346 5,503 3,025 6,438 6,624 8,271 36,921 Substandard — — 63 385 1,048 6,849 — 8,345 Doubtful — — — — — — — — Total Agricultural Loans $ 46,224 $ 50,447 $ 28,048 $ 27,597 $ 31,811 $ 84,741 $ 89,282 $ 358,150 Leases: Risk Rating Pass $ 19,689 $ 12,706 $ 12,990 $ 5,599 $ 2,473 $ 1,888 $ — $ 55,345 Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total Leases $ 19,689 $ 12,706 $ 12,990 $ 5,599 $ 2,473 $ 1,888 $ — $ 55,345 The Company considers the performance of the loan portfolio and its impact on the allowance for credit losses. For residential, home equity and consumer loan classes, the Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following tables present the amortized cost in residential, home equity and consumer loans based on payment activity. Term Loans Amortized Cost Basis by Origination Year As of December 31, 2022 2022 2021 2020 2019 2018 Prior Revolving Loans Amortized Cost Basis Total Consumer: Payment performance Performing $ 42,685 $ 22,708 $ 5,610 $ 2,394 $ 1,543 $ 1,553 $ 3,157 $ 79,650 Nonperforming 3 19 212 8 2 10 — 254 Total Consumer Loans $ 42,688 $ 22,727 $ 5,822 $ 2,402 $ 1,545 $ 1,563 $ 3,157 $ 79,904 Home Equity: Payment performance Performing $ 63 $ — $ — $ — $ — $ 591 $ 278,784 $ 279,438 Nonperforming — 20 — — 19 1 270 310 Total Home Equity Loans $ 63 $ 20 $ — $ — $ 19 $ 592 $ 279,054 $ 279,748 Residential Mortgage: Payment performance Performing $ 69,982 $ 97,176 $ 46,851 $ 20,080 $ 16,664 $ 98,699 $ — $ 349,452 Nonperforming — 161 253 — 78 738 — 1,230 Total Residential Mortgage Loans $ 69,982 $ 97,337 $ 47,104 $ 20,080 $ 16,742 $ 99,437 $ — $ 350,682 Term Loans Amortized Cost Basis by Origination Year As of December 31, 2021 2021 2020 2019 2018 2017 Prior Revolving Loans Amortized Cost Basis Total Consumer: Payment performance Performing $ 39,923 $ 15,900 $ 4,325 $ 4,531 $ 600 $ 1,655 $ 3,350 $ 70,284 Nonperforming 3 — — — — 15 — 18 Total Consumer Loans $ 39,926 $ 15,900 $ 4,325 $ 4,531 $ 600 $ 1,670 $ 3,350 $ 70,302 Home Equity: Payment performance Performing $ — $ — $ — $ 21 $ — $ 835 $ 221,644 $ 222,500 Nonperforming — — — — — 1 24 25 Total Home Equity Loans $ — $ — $ — $ 21 $ — $ 836 $ 221,668 $ 222,525 Residential Mortgage: Payment performance Performing $ 84,809 $ 38,717 $ 15,244 $ 17,369 $ 19,688 $ 87,164 $ — $ 262,991 Nonperforming — — — — — 574 — 574 Total Residential Mortgage Loans $ 84,809 $ 38,717 $ 15,244 $ 17,369 $ 19,688 $ 87,738 $ — $ 263,565 The Company considers the performance of the loan portfolio and its impact on the allowance for credit losses. For certain retail loan classes, the Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following table presents the recorded investment in retail loans based on payment activity: Credit Cards December 31, 2022 December 31, 2021 Performing $ 17,366 $ 14,293 Nonperforming 146 64 Total $ 17,512 $ 14,357 The following table presents loans purchased and/or sold during the year by portfolio segment: Commercial and Industrial Loans Commercial Real Estate Loans Agricultural Loans Leases Consumer Loans Home Equity Loans Credit Cards Residential Mortgage Loans Total December 31, 2022 Purchases $ 522 $ 411 $ — $ — $ — $ — $ — $ — $ 933 Sales — 3,819 97 — — — — — 3,916 December 31, 2021 Purchases $ — $ 2,271 $ — $ — $ — $ — $ — $ — $ 2,271 Sales 2,273 15,415 111 — — — — — 17,799 Certain directors, executive officers, and principal shareholders of the Company, including their immediate families and companies in which they are principal owners, were loan customers of the Company during 2022. A summary of the activity of these loans follows: Balance Additions Changes in Persons or Interests Included Deductions Balance Collected Charged-off $ 46,737 $ 20,132 $ (24) $ (15,759) $ — $ 51,086 |