LOANS AND ALLOWANCE FOR CREDIT LOSSES | NOTE 3. LOANS AND ALLOWANCE FOR CREDIT LOSSES We evaluate risk characteristics of loans based on regulatory call report code with segmentation based on the underlying collateral for certain loan types. The following is a summary of total loans based on regulatory call report code segmentation for certain loan types: September 30, December 31, (in thousands) 2023 2022 Commercial construction $ 147,423 $ 117,577 Commercial real estate owner occupied 282,717 244,814 Commercial real estate non-owner occupied 1,168,877 1,146,674 Tax exempt 44,247 42,879 Commercial and industrial 306,279 297,112 Residential real estate 947,339 954,968 Home equity 88,064 90,865 Consumer other 7,845 7,801 Total loans 2,992,791 2,902,690 Allowance for credit losses 28,011 25,860 Net loans $ 2,964,780 $ 2,876,830 Total unamortized net costs and premiums included in loan totals were as follows: September 30, December 31, (in thousands) 2023 2022 Net unamortized loan origination costs $ 2,793 $ 3,184 Net unamortized fair value discount on acquired loans (3,042) (3,506) Total $ (249) $ (322) We exclude accrued interest receivable from the amortized cost basis of loans disclosed throughout this footnote. As of September 30, 2023 and December 31, 2022, accrued interest receivable for loans totaled $11.0 million and $10.7 million, respectively, and is included in the “other assets” line item on the consolidated balance sheets. Characteristics of each loan portfolio segment are as follows: 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 our consolidated balance sheet. The level of the ACL represents management’s estimate of expected credit losses over the expected life of the loans at the consolidated balance sheet date. The ACL 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. The activity in the ACL for the periods ended are as follows: At or for the Three Months Ended September 30, 2023 Balance at Beginning of Balance at (in thousands) Period Charge Offs Recoveries Provision End of Period Commercial construction $ 3,377 $ — $ — $ 300 $ 3,677 Commercial real estate owner occupied 2,566 — — (81) 2,485 Commercial real estate non-owner occupied 9,481 — — 72 9,553 Tax exempt 101 — — (5) 96 Commercial and industrial 3,613 — 34 558 4,205 Residential real estate 7,376 — 13 (243) 7,146 Home equity 768 — 1 (4) 765 Consumer other 80 (74) 2 76 84 Total $ 27,362 $ (74) $ 50 $ 673 $ 28,011 At or for the Nine Months Ended September 30, 2023 Balance at Beginning of Balance at (in thousands) Period Charge Offs Recoveries Provision End of Period Commercial construction $ 2,579 $ — $ — $ 1,098 $ 3,677 Commercial real estate owner occupied 2,189 — 142 154 2,485 Commercial real estate non-owner occupied 9,341 — — 212 9,553 Tax exempt 93 — — 3 96 Commercial and industrial 3,493 (122) 86 748 4,205 Residential real estate 7,274 (8) 28 (148) 7,146 Home equity 811 (12) 5 (39) 765 Consumer other 80 (199) 10 193 84 Total $ 25,860 $ (341) $ 271 $ 2,221 $ 28,011 At or for the Three Months Ended September 30, 2022 Balance at Beginning of Balance at (in thousands) Period Charge Offs Recoveries Provision End of Period Commercial construction $ 1,010 $ — $ — $ 213 $ 1,223 Commercial real estate owner occupied 2,722 — 7 132 2,861 Commercial real estate non-owner occupied 7,361 — — 610 7,971 Tax exempt 105 — — (11) 94 Commercial and industrial 4,820 (8) 20 290 5,122 Residential real estate 6,806 (11) 6 85 6,886 Home equity 865 — 2 (76) 791 Consumer other 67 (66) 6 63 70 Total $ 23,756 $ (85) $ 41 $ 1,306 $ 25,018 At or for the Nine Months Ended Septembere 30, 2022 Balance at Beginning of Balance at (in thousands) Period Charge Offs Recoveries Provision End of Period Commercial construction $ 2,111 $ — $ — $ (888) $ 1,223 Commercial real estate owner occupied 2,751 — 120 (10) 2,861 Commercial real estate non-owner occupied 5,650 — — 2,321 7,971 Tax exempt 86 — — 8 94 Commercial and industrial 5,369 (14) 56 (289) 5,122 Residential real estate 5,862 (26) 103 947 6,886 Home equity 814 (6) 22 (39) 791 Consumer other 75 (181) 9 167 70 Total $ 22,718 $ (227) $ 310 $ 2,217 $ 25,018 Unfunded Commitments The ACL 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 activity in the ACL on unfunded commitments for the periods ended was as follows: (in thousands) Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Beginning Balance $ 3,780 $ 3,910 $ 2,523 $ 2,152 Provision for credit losses 44 (86) (26) 345 Ending Balance $ 3,824 $ 3,824 $ 2,497 $ 2,497 Loan Origination/Risk Management: Credit Quality Indicators: The following are the definitions of our credit quality indicators: Pass: Special Mention: conditions which may, in the future, affect the obligor may warrant special mention of the asset. Loans for which an adverse trend in the borrower's operations or an imbalanced position in the balance sheet which has not reached a point where the liquidation is jeopardized may be included in this classification. Special mention loans are not adversely classified and do not expose us to sufficient risks to warrant classification. Substandard: Doubtful: Loss: The following table presents our loans by year of origination, loan segmentation and risk indicator as of September 30, 2023: (in thousands) 2023 2022 2021 2020 2019 Prior Total Commercial construction Risk rating: Pass $ 6,693 $ 94,911 $ 40,320 $ 4,567 $ — $ 932 $ 147,423 Special mention — — — — — — — Substandard — — — — — — — Total $ 6,693 $ 94,911 $ 40,320 $ 4,567 $ — $ 932 $ 147,423 Current period gross write-offs — — — — — — — Commercial real estate owner occupied Risk rating: Pass $ 47,571 $ 52,647 $ 30,018 $ 20,830 $ 22,548 $ 93,129 $ 266,743 Special mention — — 7,486 1,634 — 3,127 12,247 Substandard — — — — — 3,603 3,603 Doubtful — — — — — 124 124 Total $ 47,571 $ 52,647 $ 37,504 $ 22,464 $ 22,548 $ 99,983 $ 282,717 Current period gross write-offs — — — — — — — Commercial real estate non-owner occupied Risk rating: Pass $ 32,985 $ 348,087 $ 213,568 $ 135,429 $ 80,171 $ 270,271 $ 1,080,511 Special mention 7,835 — 13,516 28,146 15,750 8,774 74,021 Substandard — — — — — 14,214 14,214 Doubtful — — — — — 131 131 Total $ 40,820 $ 348,087 $ 227,084 $ 163,575 $ 95,921 $ 293,390 $ 1,168,877 Current period gross write-offs — — — — — — — Tax exempt Risk rating: Pass $ 2,672 $ 12,128 $ 812 $ 209 $ 597 $ 27,829 $ 44,247 Special mention — — — — — — — Substandard — — — — — — — Total $ 2,672 $ 12,128 $ 812 $ 209 $ 597 $ 27,829 $ 44,247 Current period gross write-offs — — — — — — — Commercial and industrial Risk rating: Pass $ 57,318 $ 77,033 $ 23,295 $ 41,034 $ 17,732 $ 81,740 $ 298,152 Special mention 374 1,306 — 7 35 3,746 5,468 Substandard 59 99 191 117 105 611 1,182 Doubtful — — — — 88 1,389 1,477 Total $ 57,751 $ 78,438 $ 23,486 $ 41,158 $ 17,960 $ 87,486 $ 306,279 Current period gross write-offs — — — — 5 117 122 (in thousands) 2023 2022 2021 2020 2019 Prior Total Residential real estate Performing $ 58,083 $ 196,017 $ 168,614 $ 98,218 $ 64,181 $ 358,368 $ 943,481 Nonperforming — — 42 — 238 3,578 3,858 Total $ 58,083 $ 196,017 $ 168,656 $ 98,218 $ 64,419 $ 361,946 $ 947,339 Current period gross write-offs — — — — — 8 8 Home equity Performing $ 10,163 $ 16,491 $ 8,886 $ 6,634 $ 4,775 $ 40,489 $ 87,438 Nonperforming — — — — — 626 626 Total $ 10,163 $ 16,491 $ 8,886 $ 6,634 $ 4,775 $ 41,115 $ 88,064 Current period gross write-offs — — — — — 12 12 Consumer other Performing $ 3,556 $ 2,061 $ 836 $ 419 $ 72 $ 892 $ 7,836 Nonperforming — — 4 5 — — 9 Total $ 3,556 $ 2,061 $ 840 $ 424 $ 72 $ 892 $ 7,845 Current period gross write-offs — 52 8 2 — 136 198 Total Loans $ 227,309 $ 800,780 $ 507,588 $ 337,249 $ 206,292 $ 913,573 $ 2,992,791 The following table presents our loans by year of origination, loan segmentation and risk indicator as of December 31, 2022: (in thousands) 2022 2021 2020 2019 2018 Prior Total Commercial construction Risk rating: Pass $ 49,722 $ 38,837 $ 2,865 $ 1,011 $ 964 $ — $ 93,399 Special mention — — 24,178 — — — 24,178 Substandard — — — — — — — Total $ 49,722 $ 38,837 $ 27,043 $ 1,011 $ 964 $ — $ 117,577 Commercial real estate owner occupied Risk rating: Pass $ 22,371 $ 11,290 $ 23,014 $ 31,352 $ 46,398 $ 103,295 $ 237,720 Special mention — — 243 666 173 1,870 2,952 Substandard — — — — 77 3,924 4,001 Doubtful — — — — — 141 141 Total $ 22,371 $ 11,290 $ 23,257 $ 32,018 $ 46,648 $ 109,230 $ 244,814 Commercial real estate non-owner occupied Risk rating: Pass $ 370,856 $ 228,414 $ 145,096 $ 88,111 $ 35,213 $ 238,395 $ 1,106,085 Special mention — 21,390 — 127 911 16,612 39,040 Substandard — — — — — 1,404 1,404 Doubtful — — — — — 145 145 Total $ 370,856 $ 249,804 $ 145,096 $ 88,238 $ 36,124 $ 256,556 $ 1,146,674 Tax exempt Risk rating: Pass $ 8,686 $ 1,020 $ 252 $ 772 $ 13,231 $ 18,918 $ 42,879 Special mention — — — — — — — Substandard — — — — — — — Total $ 8,686 $ 1,020 $ 252 $ 772 $ 13,231 $ 18,918 $ 42,879 Commercial and industrial Risk rating: Pass $ 83,151 $ 26,948 $ 62,835 $ 27,491 $ 9,511 $ 81,316 $ 291,252 Special mention 1,450 — 53 803 201 619 3,126 Substandard — 113 111 65 299 2,106 2,694 Doubtful — — — — — 40 40 Total $ 84,601 $ 27,061 $ 62,999 $ 28,359 $ 10,011 $ 84,081 $ 297,112 (in thousands) 2022 2021 2020 2019 2018 Prior Total Residential real estate Performing $ 195,320 $ 177,480 $ 111,021 $ 69,170 $ 47,797 $ 349,795 $ 950,583 Nonperforming — 45 — 49 641 3,650 4,385 Total $ 195,320 $ 177,525 $ 111,021 $ 69,219 $ 48,438 $ 353,445 $ 954,968 Home equity Performing $ 17,107 $ 10,638 $ 8,139 $ 6,830 $ 6,997 $ 40,191 $ 89,902 Nonperforming — — — — — 963 963 Total $ 17,107 $ 10,638 $ 8,139 $ 6,830 $ 6,997 $ 41,154 $ 90,865 Consumer other Performing $ 4,321 $ 1,341 $ 863 $ 265 $ 64 $ 942 $ 7,796 Nonperforming — — 5 — — — 5 Total $ 4,321 $ 1,341 $ 868 $ 265 $ 64 $ 942 $ 7,801 Total Loans $ 752,984 $ 517,516 $ 378,675 $ 226,712 $ 162,477 $ 864,326 $ 2,902,690 Past Dues The following is a summary of past due loans for the periods ended: September 30, 2023 (in thousands) 30-59 60-89 90+ Total Past Due Current Total Loans Commercial construction $ — $ — $ — $ — $ 147,423 $ 147,423 Commercial real estate owner occupied 246 — — 246 282,471 282,717 Commercial real estate non-owner occupied — 115 871 986 1,167,891 1,168,877 Tax exempt — — — — 44,247 44,247 Commercial and industrial 45 — 158 203 306,076 306,279 Residential real estate 2,227 690 2,103 5,020 942,319 947,339 Home equity 479 99 195 773 87,291 88,064 Consumer other 22 8 3 33 7,812 7,845 Total $ 3,019 $ 912 $ 3,330 $ 7,261 $ 2,985,530 $ 2,992,791 December 31, 2022 (in thousands) 30-59 60-89 90+ Total Past Due Current Total Loans Commercial construction $ — $ — $ — $ — $ 117,577 $ 117,577 Commercial real estate owner occupied 385 — — 385 244,429 244,814 Commercial real estate non-owner occupied 45 145 139 329 1,146,345 1,146,674 Tax exempt — — — — 42,879 42,879 Commercial and industrial 169 — 9 178 296,934 297,112 Residential real estate 803 348 2,029 3,180 951,788 954,968 Home equity 216 160 246 622 90,243 90,865 Consumer other 41 8 — 49 7,752 7,801 Total $ 1,659 $ 661 $ 2,423 $ 4,743 $ 2,897,947 $ 2,902,690 Non-Accrual Loans The following is a summary of non-accrual loans for the periods ended: September 30, 2023 Nonaccrual With No 90+ Days Past (in thousands) Nonaccrual Related Allowance Due and Accruing Commercial construction $ — $ — $ — Commercial real estate owner occupied 111 108 — Commercial real estate non-owner occupied 570 449 749 Tax exempt — — — Commercial and industrial 1,596 8 — Residential real estate 3,858 1,299 159 Home equity 626 1 51 Consumer other 9 — — Total $ 6,770 $ 1,865 $ 959 December 31, 2022 Nonaccrual With No 90+ Days Past (in thousands) Nonaccrual Related Allowance Due and Accruing Commercial construction $ — $ — $ — Commercial real estate owner occupied 439 360 — Commercial real estate non-owner occupied 550 411 — Tax exempt — — — Commercial and industrial 207 145 — Residential real estate 4,385 1,361 202 Home equity 963 57 14 Consumer other 5 — — Total $ 6,549 $ 2,334 $ 216 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 we have determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and we expect 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. September 30, 2023 December 31, 2022 (in thousands) Real Estate Other Real Estate Other Commercial construction $ — $ — $ — $ — Commercial real estate owner occupied 111 — 439 — Commercial real estate non-owner occupied 570 — 550 — Tax exempt — — — — Commercial and industrial 258 1,338 91 116 Residential real estate 3,858 — 4,385 — Home equity 626 — 963 — Consumer other 9 — 5 — Total $ 5,432 $ 1,338 $ 6,433 $ 116 Loan Modifications to Borrowers Experiencing Financial Difficulty In January 2023, the Company adopted ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” which eliminated the accounting guidance for TDRs while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors when a borrower is experiencing financial difficulty. This guidance was applied on a prospective basis. Upon adoption of this guidance, we are no longer required to establish a specific reserve for modifications to borrowers experiencing financial difficulty. Instead, these modifications are included in their respective category and a historical loss rate is applied to the current loan balance to arrive at the quantitative baseline portion of the ACL. These modifications typically result from loss mitigation activities and could include reductions in the interest rate, payment extensions, forgiveness of principal, forbearance, or other actions. There were no qualifying modifications for the three and nine months ended September 30, 2022. The following table presents the amortized cost basis of loans that were both experiencing financial difficulty and modified during the three and nine months ended September 30, 2023, by class and by type of modification. (in thousands) Principal Forgiveness Payment Delay Term Extension Interest Rate Reduction Combination Interest Rate Reduction and Term Extension % of Total Class of Loans Three Months Ended September 30, 2023 Commercial construction $ — $ — $ — $ — $ — — % Commercial real estate owner occupied — — — — — — Commercial real estate non-owner occupied — — — — — — Tax exempt — — — — — — Commercial and industrial — 66 — — — 0.02 Residential real estate — — — — — — Home equity — — — — — — Consumer other — — — — — — Total $ — $ 66 $ — $ — $ — 0.00 % Nine Months Ended September 30, 2023 Commercial construction $ — $ — $ — $ — $ — — % Commercial real estate owner occupied — — — — — — Commercial real estate non-owner occupied — — — — — — Tax exempt — — — — — — Commercial and industrial — 66 1,387 — — 0.47 Residential real estate — — — 100 — 0.01 Home equity — — — — — — Consumer other — — — — — — Total $ — $ 66 $ 1,387 $ 100 $ — 0.05 % The following table presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three and nine months ended September 30, 2023. (in thousands) Weighted-Average Months of Payment Delay Weighted-Average Months of Term Extension Weighted-Average Interest Rate Reduction Three Months Ended September 30, 2023 Commercial construction — — — % Commercial real estate owner occupied — — — Commercial real estate non-owner occupied — — — Tax exempt — — — Commercial and industrial 3.00 3.82 3.75 Residential real estate — — 1.38 Home equity — — — Consumer other — — — Total 3.00 3.82 5.13 % Nine Months Ended September 30, 2023 Commercial construction — — — % Commercial real estate owner occupied — — — Commercial real estate non-owner occupied — — — Tax exempt — — — Commercial and industrial 3.00 3.82 3.75 Residential real estate — — 1.38 Home equity — — — Consumer other — — — Total 3.00 3.82 5.13 % Foreclosure Residential mortgage loans collateralized by real estate that are in the process of foreclosure as of September 30, 2023 and December 31, 2022 totaled $492 thousand and $253 thousand, respectively. Mortgage Banking Loans held for sale at September 30, 2023 had an unpaid principal balance of $2.0 million and there were no loans held for sale as of December 31, 2022. The interest rate exposure on loans held for sale is mitigated through forward sale commitments with certain approved secondary market investors. Forward sale commitments had a notional amount of $6.4 million at September 30, 2023, and we had no open forward sale commitments at December 31, 2022. For the three months ended September 30, 2023 and 2022, we sold $20.2 million and $5.2 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 $14 thousand and a net loss $52 thousand, respectively. For the nine months ended September 30, 2023 and 2022, we sold $26.3 million and $38.2 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 $22 thousand and $281 thousand, respectively. We sell residential loans on the secondary market while primarily retaining the servicing of these loans. Servicing sold loans helps to maintain customer relationships and earn fees over the servicing period. Loans serviced for others are not included in the accompanying consolidated balance sheets. The risks inherent in servicing assets relate primarily to level of prepayments that result from shifts in interest rates. We obtain third-party valuations of our servicing assets portfolio quarterly, and the assumptions are reflected in Fair Value disclosures. |