LOANS AND ALLOWANCE FOR CREDIT LOSSES | NOTE 3. LOANS AND ALLOWANCE FOR CREDIT LOSSES Upon adoption of ASC 326 or CECL, effective January 1, 2021, the Company evaluates its risk characteristics of loans based on regulatory call report code with segmentation based on the underlying collateral for certain loan types. Prior to the adoption of ASC 326, under the incurred loss model, the Company evaluated its risk characteristics of loans based on purpose of the loans. The following is a summary of total loans, excluding residential loans held for sale, by regulatory call report code segmentation based on underlying collateral for certain loan types: December 31, December 31, (in thousands) 2021 2020 Commercial construction $ 56,263 $ 117,882 Commercial real estate owner occupied 257,122 219,217 Commercial real estate non-owner occupied 887,092 716,776 Tax exempt 41,280 47,862 Commercial and industrial 307,112 355,684 Residential real estate 888,263 995,216 Home equity 86,657 100,096 Consumer other 8,121 10,152 Total loans 2,531,910 2,562,885 Allowance for credit losses 22,718 19,082 Net loans $ 2,509,192 $ 2,543,803 Total unamortized net costs and premiums included in loan totals were as follows: December 31, December 31, (in thousands) 2021 2020 Net Unamortized loan origination costs $ 3,014 $ 1,660 Net Unamortized fair value discount on acquired loans (4,758) (7,032) Total $ (1,744) $ (5,372) The Company elected to exclude accrued interest receivable from the amortized cost basis of loans disclosed throughout this footnote. As of December 31, 2021 and 2020, accrued interest receivable for loans totaled $6.3 million and $8.7 million, respectively, and is included in the “other assets” line item on the Company’s consolidated balance sheets. The CARES Act and subsequent legislation established the Payroll Protection Program (PPP), administered directly by the Small Business Administration (SBA). The Company has participated in both 2020 and 2021 rounds of funding. As of December 31, 2021 and 2020, the Company had 61 and 746 PPP loans outstanding, with an outstanding principal balance of $6.7 million and $53.8 million, respectively. The PPP loans are fully guaranteed by the SBA and may be eligible for forgiveness by the SBA to the extent that the proceeds are used to cover eligible costs. PPP loans are included in the commercial and industrial portfolio segment. For purposes of determining the ACL on loans, the Company disaggregates its loans into portfolio segments. Each portfolio segment possesses unique risk characteristics that are considered when determining the appropriate level of allowance. Commercial construction Commercial real estate owner occupied and non-owner occupied Tax exempt Commercial and industrial loans Residential real estate Home equity - Consumer other Allowance for Credit Losses The Allowance for Credit Losses (ACL) is comprised of the allowance for loan losses and the allowance for unfunded commitments which is accounted for as a separate liability in other liabilities on the balance sheet. The level of the ACL represents management’s estimate of expected credit losses over the expected life of the loans at the balance sheet date. Upon adoption of CECL effective January 1, 2021, the Company replaced the incurred loss impairment model that recognizes losses when it becomes probable that a credit loss will be incurred, with a requirement to recognize lifetime expected credit losses immediately when a financial asset is originated or purchased. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. Loans, or portions thereof, are charged off against the allowance when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged off and expected to be charged off. The ACL is comprised of reserves measured on a collective (pool) basis based on a lifetime loss-rate model when similar risk characteristics exist. Loans that do not share risk characteristics are evaluated on an individual basis, generally larger non-accruing commercial loans and TDRs. The Company’s activity in the allowance for credit losses for the periods ended are as follows: At or for the Year Ended December 31, 2021 Balance at Beginning of Impact of ASC Balance at (in thousands) Period 326 Charge Offs Recoveries Provision End of Period Commercial construction $ 824 $ 1,196 $ — $ 18 $ 73 $ 2,111 Commercial real estate owner occupied 1,783 708 (403) 290 373 2,751 Commercial real estate non-owner occupied 7,864 (2,008) — 4 (210) 5,650 Tax exempt 58 40 — — (12) 86 Commercial and industrial 3,137 2,996 (59) 77 (782) 5,369 Residential real estate 5,010 1,732 (77) 159 (962) 5,862 Home equity 285 603 (154) 51 29 814 Consumer other 121 (39) (205) 9 189 75 Total $ 19,082 $ 5,228 $ (898) $ 608 $ (1,302) $ 22,718 At or For the Year Ended December 30, 2020 Balance at Beginning of Balance at (in thousands) Period Charge Offs Recoveries Provision End of Period Commercial construction $ 317 $ — $ — $ 507 $ 824 Commercial real estate owner occupied 2,368 — — (585) 1,783 Commercial real estate non-owner occupied 4,695 (1,137) 173 4,133 7,864 Tax exempt 67 — — (9) 58 Commercial and industrial 3,262 (593) 30 438 3,137 Residential real estate 4,213 (54) 13 838 5,010 Home equity 320 — — (35) 285 Consumer other 111 (384) 56 338 121 Total $ 15,353 $ (2,168) $ 272 $ 5,625 $ 19,082 The following table presents activity in the allowance for loan losses and select loan information by portfolio segment, under the incurred loss methodology, for the period indicated: At or for the Year Ended December 31, 2019 Commercial Commercial Residential (in thousands) real estate and industrial real estate Consumer Total Balance at beginning of period $ 6,984 $ 2,415 $ 4,059 $ 408 $ 13,866 Charged-off loans (212) (359) (349) (233) (1,153) Recoveries on charged-off loans 194 65 55 9 323 Provision (release) for loan losses 849 1,493 (220) 195 2,317 Balance at end of period $ 7,815 $ 3,614 $ 3,545 $ 379 $ 15,353 Individually evaluated for impairment 1,243 164 106 — 1,513 Collectively evaluated 6,572 3,450 3,439 379 13,840 Total $ 7,815 $ 3,614 $ 3,545 $ 379 $ 15,353 Unfunded Commitments The Company’s allowance for credit losses on unfunded commitments is recognized as a liability (other liabilities on the consolidated balance sheet), with adjustments to the reserve recognized in other non-interest expense in the consolidated statement of operations. The Company’s activity in the allowance for credit losses on unfunded commitments for the periods ended was as follows: At or for the Years Ended December 31, (in thousands) 2021 2020 2019 Beginning Balance $ 359 $ 314 $ 304 Impact of CECL adoption 1,616 — — Provision for credit losses 177 45 10 Ending Balance $ 2,152 $ 359 $ 314 Loan Origination/Risk Management: Credit Quality Indicators: The following are the definitions of the Company’s credit quality indicators: Pass: Special Mention: Substandard: Doubtful: collectability of the full balance of the loan. The possibility of loss is high but because of certain important and reasonably specific pending factors which may work to the advantage and strengthening of the loan, its classification as loss is deferred until its more exact status is determined. Pending factors include proposed merger, acquisition, or liquidation procedures, capital injection, perfecting liens on additional collateral and refinancing plans. The entire amount of the loan might not be classified as doubtful when collection of a specific portion appears highly probable. Loans are generally not classified doubtful for an extended period of time (i.e., over a year). Loss: The Company periodically reassesses asset quality indicators to reflect appropriately the risk composition of the Company’s loan portfolio. Based on the most recent analysis performed the Company’s loans by year of origination, loan segmentation and risk indicator as of December 31, 2021 were as follows: (in thousands) 2021 2020 2019 2018 2017 Prior Total Commercial construction Risk rating: Pass $ 22,866 $ 4,787 $ 19,211 $ 9,399 $ — $ — $ 56,263 Special mention — — — — — — — Substandard — — — — — — — Total $ 22,866 $ 4,787 $ 19,211 $ 9,399 $ — $ — $ 56,263 Commercial real estate owner occupied Risk rating: Pass $ 12,940 $ 25,240 $ 34,782 $ 49,136 $ 19,292 $ 103,144 $ 244,534 Special mention — — 760 — — 2,659 3,419 Substandard — — 1 853 247 7,737 8,838 Doubtful — — — 167 — 164 331 Total $ 12,940 $ 25,240 $ 35,543 $ 50,156 $ 19,539 $ 113,704 $ 257,122 Commercial real estate non-owner occupied Risk rating: Pass $ 235,646 $ 172,785 $ 119,326 $ 39,663 $ 136,120 $ 165,329 $ 868,869 Special mention — — 174 — — 14,789 14,963 Substandard — — — — — 3,097 3,097 Doubtful — — — — — 163 163 Total $ 235,646 $ 172,785 $ 119,500 $ 39,663 $ 136,120 $ 183,378 $ 887,092 Tax exempt Risk rating: Pass $ 1,249 $ 299 $ 968 $ 14,408 $ 5,329 $ 19,027 $ 41,280 Special mention — — — — — — — Substandard — — — — — — — Total $ 1,249 $ 299 $ 968 $ 14,408 $ 5,329 $ 19,027 $ 41,280 Commercial and industrial Risk rating: Pass $ 77,608 $ 80,569 $ 33,405 $ 16,457 $ 33,413 $ 61,594 $ 303,046 Special mention — — 584 468 172 1,396 2,620 Substandard 58 3 512 — 48 578 1,199 Doubtful — — — — 92 155 247 Total $ 77,666 $ 80,572 $ 34,501 $ 16,925 $ 33,725 $ 63,723 $ 307,112 (continued) (in thousands) 2021 2020 2019 2018 2017 Prior Total Residential real estate Performing $ 191,466 $ 120,495 $ 83,044 $ 62,299 $ 59,642 $ 364,482 $ 881,428 Nonperforming — — — 286 178 6,371 6,835 Total $ 191,466 $ 120,495 $ 83,044 $ 62,585 $ 59,820 $ 370,853 $ 888,263 Home equity Performing $ 12,770 $ 10,461 $ 9,005 $ 7,855 $ 6,474 $ 38,823 $ 85,388 Nonperforming — — — — — 1,269 1,269 Total $ 12,770 $ 10,461 $ 9,005 $ 7,855 $ 6,474 $ 40,092 $ 86,657 Consumer other Performing $ 2,525 $ 1,659 $ 792 $ 669 $ 92 $ 2,379 $ 8,116 Nonperforming — — — — — 5 5 Total $ 2,525 $ 1,659 $ 792 $ 669 $ 92 $ 2,384 $ 8,121 Total Loans $ 557,128 $ 416,298 $ 302,564 $ 201,660 $ 261,099 $ 793,161 $ 2,531,910 The following table summarizes credit risk exposure indicators by portfolio segment, under the incurred loss methodology, as of the period indicated: December 31, 2020 Commercial Commercial Residential (in thousands) Real Estate and Industrial Real Estate Consumer Total Grade: Pass $ 1,053,773 $ 422,016 $ — $ — $ 1,475,789 Performing — — 914,749 112,190 1,026,939 Special mention 6,075 2,771 — — 8,846 Substandard 22,267 15,180 — — 37,447 Doubtful 2,265 1,100 — — 3,365 Loss 1 2 — — 3 Non-performing — — 9,142 1,354 10,496 Total $ 1,084,381 $ 441,069 $ 923,891 $ 113,544 $ 2,562,885 Past Dues The following is a summary of past due loans for the periods ended: December 31, 2021 (in thousands) 30-59 60-89 90+ Total Past Due Current Total Loans Commercial construction $ — $ — $ — $ — $ 56,263 $ 56,263 Commercial real estate owner occupied 1,190 7 1 1,198 255,924 257,122 Commercial real estate non-owner occupied — — — — 887,092 887,092 Tax exempt — — — — 41,280 41,280 Commercial and industrial 31 318 185 534 306,578 307,112 Residential real estate 5,010 1,238 1,416 7,664 880,599 888,263 Home equity 699 149 101 949 85,708 86,657 Consumer other 29 — 2 31 8,090 8,121 Total $ 6,959 $ 1,712 $ 1,705 $ 10,376 $ 2,521,534 $ 2,531,910 December 31, 2020 (in thousands) 30-59 60-89 90+ Total Past Due Current Total Loans Commercial construction $ 74 $ — $ 1 $ 75 $ 117,807 $ 117,882 Commercial real estate owner occupied 1,309 464 438 2,211 217,006 219,217 Commercial real estate non-owner occupied 503 674 624 1,801 714,975 716,776 Tax exempt — — — — 47,862 47,862 Commercial and industrial 161 — 193 354 355,330 355,684 Residential real estate 9,178 2,511 3,200 14,889 980,327 995,216 Home equity 1,062 614 375 2,051 98,045 100,096 Consumer other 20 — 2 22 10,130 10,152 Total $ 12,307 $ 4,263 $ 4,833 $ 21,403 $ 2,541,482 $ 2,562,885 Non-Accrual Loans The following is a summary of non-accrual loans for the periods ended: December 31, 2021 Nonaccrual With No 90+ Days Past (in thousands) Nonaccrual Related Allowance Due and Accruing Commercial construction $ — $ — $ — Commercial real estate owner occupied 783 424 — Commercial real estate non-owner occupied 622 459 — Tax exempt — — — Commercial and industrial 677 542 30 Residential real estate 6,835 2,537 41 Home equity 1,269 305 63 Consumer other 5 — — Total $ 10,191 $ 4,267 $ 134 December 31, 2020 Nonaccrual With No 90+ Days Past (in thousands) Nonaccrual Related Allowance Due and Accruing Commercial construction $ 258 $ — $ — Commercial real estate owner occupied 3,038 929 — Commercial real estate non-owner occupied 383 118 — Tax exempt — — — Commercial and industrial 1,223 1,065 — Residential real estate 5,883 4,948 — Home equity 1,345 1,346 267 Consumer other 58 58 — Total $ 12,188 $ 8,464 $ 267 The Company's policy is to reverse previously recorded interest income when a loan is placed on non-accrual, as such, the Company did not record any interest income on its non-accrual for the year ended December 31, 2021 and 2020. Collateral Dependent Loans 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 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. The following table presents the amortized cost basis of collateral-dependent loans by loan portfolio segment for the periods ended. December 31, 2021 December 31, 2020 (in thousands) Real Estate Other Real Estate Other Commercial construction $ — $ — $ 259 $ — Commercial real estate owner occupied 783 — 3,441 — Commercial real estate non-owner occupied 622 — 383 — Tax exempt — — — — Commercial and industrial 385 292 625 607 Residential real estate 6,835 — 7,432 — Home equity 1,269 — 1,493 — Consumer other 5 — 60 — Total $ 9,899 $ 292 $ 13,693 $ 607 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 Company identified loan relationships having aggregate balances in excess of $150 thousand with potential credit weaknesses. Such loan relationships were identified primarily through the Company's analysis of internal loan evaluations, past due loan reports, TDRs and loans adversely classified. Each loan so identified was then individually evaluated for impairment. Substantially all impaired loans have historically been collateral dependent, meaning repayment of the loan was expected or was considered to be provided solely from the sale of the loan's underlying collateral. For such loans, the Company measured impairment based on the fair value of the loan's collateral, which is generally determined utilizing current appraisals. A specific reserve was established in an amount equal to the excess, if any, of the recorded investment in each impaired loan over the fair value of its underlying collateral, less estimated costs to sell. The Company's policy was to re-evaluate the fair value of collateral dependent loans at least every twelve months unless there is a known deterioration in the collateral's value, in which case a new appraisal is obtained. The tables reflects the activity associated with impaired loans in 2020 prior to the adoption of CECL. December 31, 2020 Recorded Unpaid Principal Related Average Recorded Interest (in thousands) Investment Balance Allowance Investment Income Recognized With no related allowance: Construction and land development $ — $ — $ — $ — $ — Other commercial real estate 2,001 2,047 — 1,610 — Commercial 1,095 1,254 — 1,140 4 Agricultural 361 150 — 114 2 Tax exempt loans — — — — — Residential real estate 2,745 3,165 — 1,077 17 Home equity — — — — — Other consumer — — — — — With an allowance recorded: Construction and land development 258 258 205 203 — Other commercial real estate 1,963 2,108 1,038 1,973 17 Commercial 282 289 164 73 — Agricultural — — — — — Tax exempt loans — — — — — Residential real estate 887 944 106 1,865 37 Home equity 13 13 — 12 1 Other consumer — — — — — Total Commercial real estate 4,222 4,413 1,243 3,786 17 Commercial and industrial 1,738 1,693 164 1,327 6 Residential real estate 3,632 4,109 106 2,942 54 Consumer 13 13 — 12 1 Total impaired loans $ 9,605 $ 10,228 $ 1,513 $ 8,067 $ 78 Troubled Debt Restructuring Loans The Company’s loan portfolio also includes certain loans that have been modified in a Troubled Debt Restructuring (TDR), where economic concessions have been granted to borrowers who have experienced or are expected to experience financial difficulties. These concessions typically result from the Company’s loss mitigation activities and could include reductions in the interest rate, payment extensions, forgiveness of principal, forbearance, or other actions. Certain TDRs are classified as non-performing at the time of restructure and may only be returned to performing status after considering the borrower’s sustained repayment performance for a reasonable period, generally six months. TDRs are evaluated individually for impairment and may result in a specific allowance amount allocated to an individual loan. The following tables include the recorded investment and number of modifications identified during the periods ended. The table includes the recorded investment in the loans prior to a modification and also the recorded investment in the loans after the loans were restructured. Modifications may include adjustments to interest rates, payment amounts, extensions of maturity, court ordered concessions or other actions intended to minimize economic loss and avoid foreclosure or repossession of collateral. There were no modifications qualifying as TDR’s for the year ended December 31, 2021. Year Ended December 31, 2020 Pre-Modification Post-Modification Number of Outstanding Outstanding (in thousands) Modifications Balance Balance Reserve Commercial construction — $ — $ — $ — Commercial real estate owner occupied — — — — Commercial real estate non-owner occupied 1 54 244 24 Tax exempt — — — — Commercial and industrial 7 315 325 — Residential real estate — — — — Home equity 1 26 24 — Consumer other 1 9 8 — Total 10 $ 404 $ 601 $ 24 Year Ended December 31, 2019 Pre-Modification Post-Modification Number of Outstanding Outstanding (in thousands) Modifications Balance Balance Reserve Commercial construction — $ — $ — $ — Commercial real estate owner occupied — — — — Commercial real estate non-owner occupied 10 630 529 69 Tax exempt — — — — Commercial and industrial 9 866 774 — Residential real estate 12 1,427 1,327 — Home equity — — — — Consumer other — — — — Total 31 $ 2,923 $ 2,630 $ 69 The following tables summarize the types of loan concessions made for the periods presented: December 31, 2020 December 31, 2019 Post-Modification Post-Modification Number of Outstanding Number of Outstanding (in thousands) Modifications Balance Modifications Balance Interest only payments and maturity concession — $ — 2 $ 73 Interest rate, forbearance and maturity concession 4 384 — — Amortization and maturity concession — — 4 273 Amortization concession — — — — Amortization, interest rate and maturity concession — — 5 539 Forbearance — — 5 346 Forbearance and interest only payments 1 24 7 692 Forbearance and maturity concession — — 4 472 Forbearance, amortization and maturity concession — — — — Maturity concession 5 193 — — Other — — 4 235 Total 10 $ 601 31 $ 2,630 For the year ended December 31, 2021 there were no loans that were restructured that had subsequently defaulted during the period. The evaluation of certain loans individually for specific impairment includes loans that were previously classified as TDRs or continue to be classified as TDRs. Modifications in response to COVID-19 The Company began offering short-term loan modifications to assist borrowers during the COVID-19 national emergency. The CARES Act along with a joint agency statement issued by banking agencies, provides that short-term modifications made in response to COVID-19 do not need to be accounted for as a TDR. Accordingly, the Company does not account for such loan modifications as TDRs. Foreclosure Residential mortgage loans collateralized by real estate that are in the process of foreclosure as of December 31, 2021 and December 31, 2020 totaled $574 thousand and $633 thousand, respectively. Loan Concentrations Loan concentrations in specific industries may occasionally emerge as a result of economic conditions, changes in local demands, natural loan growth and runoff. At December 31, 2021 the largest industry concentration outside of commercial real estate was the hospitality industry which represents 11% or $283.3 million of the Company’s total loan portfolio, compared with 11% or $276.4 million at December 31, 2020. Loans to Related Parties In the ordinary course of business, the Bank has made loans at prevailing rates and terms to directors, officers and other related parties. In management’s opinion, such loans do not present more than the normal risk of collectability or incorporate other unfavorable features, and were made under terms that are consistent with the Bank’s lending policies. Loan to related parties at December 31, 2021 and December 31, 2020 are summarized below: (in thousands) 2021 2020 Beginning balance $ 6,131 $ 8,209 New loans 335 1,589 Less: repayments (3,087) (3,667) Ending balance $ 3,379 $ 6,131 Mortgage Banking Loans sold For the years ended December 31, 2021 and 2020, the Company sold $189.3 million and $226.4 million, respectively, of residential mortgage loans on the secondary market, which resulted in a net gain on sale of loans (net of costs, including direct and indirect origination costs) of $4.1 million and $5.3 million, respectively. Loans Held for Sale The Company had identified and designated loans with an unpaid principal balance of $5.4 million and $24.0 million as residential loans held for sale at December 31, 2021 and 2020, respectively. The Company elected the fair value option of accounting for its loans designated as held for sale as of December 31, 2021 and the total adjustment was $113 thousand. At December 31, 2020 loans designated as held for sale were accounted for at the lower of fair value or amortized cost. The interest rate exposure on loans held for sale are mitigated through forward delivery commitments with certain approved secondary market investors. Forward delivery commitments were $14.8 million, and $50.6 million, respectively. Refer to Note 10 for further discussion of the Company's forward delivery commitments. Servicing Assets The Bank sells loans in the secondary market and retains the ability to service many of these loans. The Bank earns fees for the servicing provided. At year end 2021 and 2020, the Company was servicing loans for participants totaling $653.4 million and $596.3 million, respectively. Loans serviced for others are not included in the accompanying consolidated balance sheets. The risks inherent in servicing assets relate primarily to changes in prepayments that result from shifts in interest rates. Contractually-specified servicing fees were $1.6 million for the year ended 2021 and $1.3 million for the years ended, 2020, and 2019, and is included as a component of other income within non- interest income. Servicing rights activity during 2021 and 2020, included in other assets, was as follows: At or for the Twelve Months Ended December 31, (in thousands) 2021 2020 Balance at beginning of year $ 3,353 $ 3,001 Additions 565 597 Amortization (245) (245) Balance at end of year $ 3,673 $ 3,353 |