Loans and Allowance for Credit Losses | Note 3. Loans and Allowance for Credit Losses Major categories of loans as of June 30, 2023 and December 31, 2022 are as follows: (Dollars in thousands) June 30, 2023 December 31, 2022 Originated Loans Real Estate Mortgage Construction and land development $ 108,339 $ 117,256 Residential real estate 218,967 204,211 Nonresidential 671,580 633,910 Home equity loans 22,558 22,866 Commercial 129,728 115,221 Consumer and other loans 2,724 2,554 1,153,896 1,096,018 Acquired Loans Real Estate Mortgage Construction and land development 51 40 Residential real estate 23,911 25,693 Nonresidential 81,546 88,710 Home equity loans 7,870 8,579 Commercial 10,273 13,332 Consumer and other loans 216 494 123,867 136,848 Total Loans Real Estate Mortgage Construction and land development 108,390 117,296 Residential real estate 242,878 229,904 Nonresidential 753,126 722,620 Home equity loans 30,428 31,445 Commercial 140,001 128,553 Consumer and other loans 2,940 3,048 1,277,763 1,232,866 Less: Allowance for credit losses (16,217) (14,315) $ 1,261,546 $ 1,218,551 Allowance for Credit Losses On January 1, 2023, the Company adopted ASU 2016-13. The allowance for credit losses under ASU 2016-13 is calculated utilizing the average historical loss methodology. The Company uses historical loss rates for the CECL Standard calculation based on Company specific historical losses and peer loss history, where applicable. The Company utilizes multiple assumptions to calculate the expected credit losses, which may include loan groupings, prepayment speeds, unfunded commitment funding assumptions, and forward-looking factors for the forecast period. For its reasonable and supportable forecasting of current expected credit losses, the Company analyzes a simple regression using forecasted economic metrics and historical peer loss data. The Company uses the average of four quarters of projected charge-offs and recoveries based on the Federal Open Markets Committee (“FOMC”) forecast to account for the forward-looking adjustment. To further adjust the allowance for credit losses for expected losses not already included within the quantitative component of the calculation, the Company considers the following qualitative adjustment factors: concentration of credit, ability of staff, loan review, trends in loan quality, policy changes, collateral, and changes in nature and/or volume of loans. The Company made an accounting election to exclude accrued interest from the measurement of the allowance for credit losses because the Company has a robust policy in place to reverse or write-off accrued interest when loans are placed on nonaccrual, as described in Note 1 – Nature of Business and Its Significant Accounting Policies. All loan information presented as of June 30, 2023 is in accordance with ASU 2016-13. All loan information presented as of December 31, 2022, or prior to the three and six month periods ended June 30, 2023, is presented in accordance with previously applicable U.S. GAAP. Prior to adopting ASU 2016-13, the Company reviewed and analyzed each of the segments above using historical charge-off experience for their respective segments as well as the following qualitative factors: changes in the levels and trends in delinquencies, nonaccruals, classified assets and TDRs; changes in the value of underlying collateral; changes in the nature and volume of the portfolio; effects of any changes in lending policies, procedures, including underwriting standards and collections, charge-off and recovery practices; changes in the experience, depth and ability of management; changes in the national and local economic conditions and developments, including the condition of various market segments; changes in the concentration of credits within each pool; changes in the quality of the Company’s loan review system and the degree of oversight by the Company’s Board of Directors; changes in external factors such as competition and the legal environment. These factors resulted in a FASB ASC 450-10-20 calculated reserve for environmental factors. Credit quality indicators are utilized to help estimate the collectability of each loan within the segments. The primary credit quality indicator used for evaluating credit quality is the risk rating categories of Pass, Watch, Special Mention, Substandard, and Doubtful. While other credit quality indicators may be evaluated as part of the Company’s credit risk management activities, including delinquency trends and loan or borrower specific market conditions, among other things, these indicators are primarily used in estimating the allowance for credit losses. The determination for a specific reserve is measured based on the present value of expected future cash flows, discounted at the loan's effective interest rate, except when the sole (remaining) source of repayment for the loan is the operation or liquidation of the collateral. In these cases, management uses the current fair value of the collateral, less selling cost when foreclosure is probable, instead of discounted cash flows. If management determined that the value of the loan is less than the recorded investment in the loan (net of previous charge-offs, deferred loan fees or costs and unamortized premium or discount), a specific reserve is recognized within the allowance for credit losses estimate or a charge-off to the allowance for credit losses. The establishment of a specific reserve does not necessarily mean that the loan with the specific reserve will definitely incur a loss at the reserve level. It is only an estimation of potential loss based upon known events that are subject to change. A specific reserve will not be established unless loss elements can be determined and quantified based on known facts. The following table includes impairment information relating to loans and the allowance for credit losses as of December 31, 2022, prior to the adoption of ASU 2016-13: Real Estate Mortgage Construction and Land Residential Consumer Dollars in Thousands Development Real Estate Nonresidential Home Equity Commercial and Other Unallocated Total Balance at December 31, 2022 Purchased credit impaired loans: Balance in allowance $ — $ — $ — $ — $ — $ — $ — $ — Related loan balance — 696 352 — 8 — — 1,056 Individually evaluated for impairment: Balance in allowance $ 8 $ — $ — $ — $ 282 $ — $ — $ 290 Related loan balance 259 1,748 2,442 54 326 — — 4,829 Collectively evaluated for impairment: Balance in allowance $ 1,072 $ 2,059 $ 8,637 $ 249 $ 1,636 $ 76 $ 296 $ 14,025 Related loan balance 117,037 227,460 719,826 31,391 128,219 3,048 — 1,226,981 Note: The balances above include unamortized discounts on acquired loans of The following tables provide a summary of the activity in the allowance for credit losses allocated by loan class for the three and six months ended June 30, 2023 and the year ended December 31, 2022. Allocation of a portion of the allowance for credit losses to one loan class does not preclude its availability to absorb losses in other loan classes. June 30, 2023 Real Estate Mortgage Construction and Land Residential Consumer Dollars in Thousands Development Real Estate Nonresidential Home Equity Commercial and Other Unallocated Total Quarter Ended Beginning Balance $ 2,364 $ 2,556 $ 7,622 $ 641 $ 2,357 $ 47 $ 509 $ 16,096 Adjustment for PCD acquired loans — — — — — — — — Charge-offs — — — — (2) (14) — (16) Recoveries — 10 20 1 21 3 — 55 Provision/(recovery) (431) 144 381 (14) 187 11 (196) 82 Ending Balance $ 1,933 $ 2,710 $ 8,023 $ 628 $ 2,563 $ 47 $ 313 $ 16,217 Six Months Ended Beginning Balance $ 1,080 $ 2,059 $ 8,637 $ 249 $ 1,918 $ 76 $ 296 $ 14,315 Effect of adoption of ASC 326 1,919 259 (1,579) 453 347 (27) (33) 1,339 Adjustment for PCD acquired loans — — — — — — — — Charge-offs (10) — — — (52) (29) — (91) Recoveries — 27 19 2 93 11 — 152 Provision/(recovery) (1,056) 365 946 (76) 257 16 50 502 Ending Balance $ 1,933 $ 2,710 $ 8,023 $ 628 $ 2,563 $ 47 $ 313 $ 16,217 December 31, 2022 Real Estate Mortgage Construction and Land Residential Consumer Dollars in Thousands Development Real Estate Nonresidential Home Equity Commercial and Other Unallocated Total Year Ended Beginning Balance $ 1,143 $ 1,893 $ 9,239 $ 212 $ 1,885 $ 36 $ 248 $ 14,656 Charge-offs (13) — (1,555) (27) (182) (72) — (1,849) Recoveries 1 59 23 9 20 48 — 160 Provision/(recovery) (51) 107 930 55 195 64 48 1,348 Ending Balance $ 1,080 $ 2,059 $ 8,637 $ 249 $ 1,918 $ 76 $ 296 $ 14,315 Nonaccruals In general, a loan will be placed on nonaccrual status at the end of the reporting month in which the interest or principal is past due more than 90 days or it is determined that the borrower is experiencing financial difficulty that is not considered temporary. Exceptions to the policy are those loans that are in the process of collection and are well-secured. A well-secured loan is secured by collateral with sufficient market value to repay principal and all accrued interest. The following tables show nonaccrual loans as of June 30, 2023 and December 31, 2022: Nonaccrual with Nonaccrual with No Allowance Allowance For Credit For Credit Total Nonaccrual Allowance for At June 30, 2023 Losses Losses Loans Credit Losses Dollars in Thousands Real Estate Mortgage Construction and land development $ 246 $ — $ 246 $ — Residential real estate 1,220 — 1,220 — Nonresidential 673 — 673 — Home equity loans 52 — 52 — Commercial — 299 299 282 Consumer and other loans — — — — TOTAL $ 2,191 $ 299 $ 2,490 $ 282 Nonaccrual with Nonaccrual with No Allowance Allowance For Credit For Credit Total Nonaccrual Allowance for At December 31, 2022 Losses Losses Loans Credit Losses Dollars in Thousands Real Estate Mortgage Construction and land development $ 248 $ 11 $ 259 $ 8 Residential real estate 1,263 — 1,263 — Nonresidential 305 — 305 — Home equity loans — — — — Commercial — 327 327 282 Consumer and other loans — — — — TOTAL $ 1,816 $ 338 $ 2,154 $ 290 Modifications to Borrowers Experiencing Financial Difficulty The Company adopted ASU 2016-13 effective January 1, 2023, including the adoption of ASU 2022-02, which eliminated the recognition and measurement of TDRs and enhanced disclosures for loan modifications to borrowers experiencing financial difficulty. As of June 30, 2023, the Company did not have any loans made to borrowers experiencing financial difficulty that were modified during the three or six months ended June 30, 2023, and as such, did not have any loans made to borrowers experiencing financial difficulty that subsequently defaulted. Payment default is defined as movement to nonperforming status, foreclosure or charge-off, whichever occurs first. There was one loan secured by a 1-4 family residential property in the process of foreclosure at June 30, 2023. There were TDR Disclosures Prior to the Adoption of ASU 2022-02 There was one loan modified under the terms of a TDR during the three and six months ended June 30, 2022. A summary of loans that were modified under the terms of a TDR during the three and six months ended June 30, 2022 is shown below by class. The post-modification recorded balance reflects the period end balances, inclusive of any interest capitalized to principal, partial principal pay-downs, and principal charge-offs since the modification date. Loans modified as TDRs that were fully paid down, charged-off, or foreclosed upon by period end are not reported. Real Estate Mortgage Construction and Land Residential Consumer Development Real Estate Nonresidential Home Equity Commercial and Other Total Dollars in Thousands Three months ended June 30, 2022 Number of loans modified during the period — 1 — — — — 1 Pre-modification recorded balance $ — $ 48,303 $ — $ — $ — $ — $ 48,303 Post-modification recorded balance — 48,263 — — — — 48,263 Six months ended June 30, 2022 Number of loans modified during the period — 1 — — — — 1 Pre-modification recorded balance $ — $ 48,303 $ — $ — $ — $ — $ 48,303 Post-modification recorded balance — 48,263 — — — — 48,263 During the three and six months ended June 30, 2022, there were no loans modified as a TDR that subsequently defaulted during the period ended June 30, 2022, which had been modified as a TDR during the twelve months prior to default. Credit Quality Information The following tables represent credit exposures by creditworthiness category at June 30, 2023 and December 31, 2022. The use of creditworthiness categories to grade loans permits management to estimate a portion of credit risk. The Company’s internal creditworthiness is based on experience with similarly graded credits. The Company uses the definitions below for categorizing and managing its criticized loans. Loans categorized as “Pass” do not meet the criteria set forth below and are not considered criticized. Marginal — Loans in this category are presently protected from loss, but weaknesses are apparent which, if not corrected, could cause future problems. Loans in this category may not meet required underwriting criteria and have no mitigating factors. More than the ordinary amount of attention is warranted for these loans. Substandard — Loans in this category exhibit well-defined weaknesses that would typically bring normal repayment into jeopardy. These loans are no longer adequately protected due to well-defined weaknesses that affect the repayment capacity of the borrower. The possibility of loss is much more evident and above average supervision is required for these loans. Doubtful — Loans in this category have all the weaknesses inherent in a loan categorized as Substandard, with the characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Loss — Loans in this category are of little value and are not warranted as a bankable asset. A summary of loans by risk rating segmented by year of origination as of June 30, 2023 is as follows: Term Loans by Origination Year Revolving At June 30, 2023 Prior 2019 2020 2021 2022 2023 Loans Total Dollars in thousands Construction and Land Development Pass $ 4,664 $ 1,377 $ 5,927 $ 22,432 $ 40,966 $ 18,693 $ 14,085 $ 108,144 Marginal — — — — — — — — Substandard 74 — — — — — 172 246 4,738 1,377 5,927 22,432 40,966 18,693 14,257 108,390 Residential Real Estate Pass 60,716 15,960 27,179 51,640 55,351 14,055 16,307 241,208 Marginal — — — — — — — — Substandard 1,670 — — — — — — 1,670 62,386 15,960 27,179 51,640 55,351 14,055 16,307 242,878 Nonresidential Pass 212,558 65,028 88,216 170,428 174,165 30,277 10,239 750,911 Marginal — — — — — — — — Substandard 505 385 1,325 — — — — 2,215 213,063 65,413 89,541 170,428 174,165 30,277 10,239 753,126 Home Equity Pass 139 — 19 — 25 — 30,148 30,331 Marginal — — — — — — — — Substandard — — — — — — 97 97 139 — 19 — 25 — 30,245 30,428 Commercial Pass 7,520 4,192 13,640 21,675 16,640 21,092 54,495 139,254 Marginal — 115 — — — — 332 447 Substandard 299 — — — 1 — — 300 7,819 4,307 13,640 21,675 16,641 21,092 54,827 140,001 Consumer and Other Pass 603 32 161 669 430 487 355 2,737 Marginal — — — — — — 203 203 Substandard — — — — — — — — 603 32 161 669 430 487 558 2,940 TOTAL $ 288,748 $ 87,089 $ 136,467 $ 266,844 $ 287,578 $ 84,604 $ 126,433 $ 1,277,763 Gross Charge-offs $ 3 $ — $ 10 $ — $ 50 $ 28 $ — $ 91 A summary of loans by risk rating as of December 31, 2022 is as follows: Real Estate Mortgage Construction and Land Residential Consumer At December 31, 2022 Development Real Estate Nonresidential Home Equity Commercial and Other Total Dollars in Thousands Pass $ 117,037 $ 228,217 $ 721,225 $ 31,347 $ 127,241 $ 2,700 $ 1,227,767 Marginal — — 872 — 985 348 2,205 Substandard 259 1,687 523 98 327 — 2,894 TOTAL $ 117,296 $ 229,904 $ 722,620 $ 31,445 $ 128,553 $ 3,048 $ 1,232,866 The following tables include an aging analysis of the recorded investment of past due loans as of June 30, 2023 and December 31, 2022: Recorded Investment Greater than >90 Days 30 - 59 Days 60 - 89 Days 90 Days Total Current Total Past Due At June 30, 2023 Past Due * Past Due ** Past Due*** Past Due Balance**** Loans and Accruing Dollars in Thousands Real Estate Mortgage Construction and land development $ — $ — $ 246 $ 246 $ 108,144 $ 108,390 $ — Residential real estate 260 76 252 588 242,290 242,878 252 Nonresidential — 2,876 673 3,549 749,577 753,126 — Home equity loans 178 — — 178 30,250 30,428 — Commercial — — — — 140,001 140,001 — Consumer and other loans — — — — 2,940 2,940 — TOTAL $ 438 $ 2,952 $ 1,171 $ 4,561 $ 1,273,202 $ 1,277,763 $ 252 * Includes ** Includes *** Includes **** Includes Recorded Investment Greater than >90 Days 30 - 59 Days 60 - 89 Days 90 Days Total Current Total Past Due At December 31, 2022 Past Due* Past Due Past Due** Past Due Balance*** Loans and Accruing Dollars in Thousands Real Estate Mortgage Construction and land development $ — $ — $ 259 $ 259 $ 117,037 $ 117,296 $ — Residential real estate 949 225 51 1,225 228,679 229,904 — Nonresidential 474 — 305 779 721,841 722,620 — Home equity loans 54 — 45 99 31,346 31,445 45 Commercial — — — — 128,553 128,553 — Consumer and other loans — 2 — 2 3,046 3,048 — TOTAL $ 1,477 $ 227 $ 660 $ 2,364 $ 1,230,502 $ 1,232,866 $ 45 * Includes $916 thousand of nonaccrual loans. ** Includes $615 thousand of nonaccrual loans. *** Includes $623 thousand of nonaccrual loans. Collateral Dependent Loans A loan is considered collateral dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of collateral. The following table presents the amortized cost basis of collateral dependent loans by loan segment, which are individually evaluated to determine expected credit losses, and the related allowance for credit losses allocated to those loans. Real Estate Non-Real Estate Allowance for At June 30, 2023 Secured Loans Secured Loans Total Loans Credit Losses Dollars in Thousands Real Estate Mortgage Construction and land development $ 246 $ — $ 246 $ — Residential real estate 1,330 — 1,330 — Nonresidential 890 — 890 — Home equity loans 52 — 52 — Commercial — 299 299 282 Consumer and other loans — — — — TOTAL $ 2,518 $ 299 $ 2,817 $ 282 When the ultimate collectability of the total principal of an individually evaluated loan is in doubt and the loan is on nonaccrual status, all payments are applied to principal, under the cost recovery method. When the ultimate collectability of the total principal of an individually evaluated loan is not in doubt and the loan is on nonaccrual status, contractual interest is credited to interest income when received, under the cash basis method. Impaired Loans (prior to the Adoption of ASU 2016-13) Prior to the adoption of ASU 2016-13, impaired loans were defined as nonaccrual loans, TDRs, PCI loans, and loans risk rated as substandard, doubtful or loss. When management identified a loan as impaired, the impairment was measured for potential loss based on the present value of expected future cash flows, discounted at the loan's effective interest rate, except when the sole (remaining) source of repayment for the loan was the operation or liquidation of the collateral. In these cases, management used the current fair value of the collateral, less selling cost when foreclosure was probable, instead of discounted cash flows. If management determined that the value of the impaired loan was less than the recorded investment in the loan (net of previous charge-offs, deferred loan fees or costs and unamortized premium or discount), impairment was recognized through an allowance for credit losses estimate or a charge-off to the allowance for credit losses. The following table includes the recorded investment and unpaid principal balances for impaired loans, excluding PCI loans, with the associated allowance for credit losses amount, if applicable, as of December 31, 2022, as determined in accordance with ASC 310-30 prior to the adoption of ASU 2016-13. Also presented is the average recorded investment in the impaired loans and the related amount of interest income recognized during the time within the period that the impaired loans were impaired. Total impaired loans of $4.8 million at December 31, 2022 do not include PCI loans of $1.1 million, which are net of a remaining purchase discount of $414 thousand. At December 31, 2022, there were no specific reserves related to PCI loans included in the allowance for credit losses. Unpaid Interest Average Recorded Principal Income Specific Recorded December 31, 2022 Investment Balance Recognized Reserve Investment Dollars in Thousands Impaired loans with specific reserves: Real Estate Mortgage Construction and land development $ 11 $ 24 $ 1 $ 8 $ 18 Residential real estate — — — — — Nonresidential — — — — — Home equity loans — — — — — Commercial 326 337 45 282 368 Consumer and other loans — — — — — Total impaired loans with specific reserves 337 361 46 290 386 Impaired loans with no specific reserve: Real Estate Mortgage Construction and land development 248 248 2 — 249 Residential real estate 1,748 1,748 42 — 1,797 Nonresidential 2,442 2,442 301 — 3,932 Home equity loans 54 54 2 — 53 Commercial — — — — — Consumer and other loans — — — — — Total impaired loans with no specific reserve 4,492 4,492 347 — 6,031 TOTAL $ 4,829 $ 4,853 $ 393 $ 290 $ 6,417 All acquired loans were initially recorded at fair value at the acquisition date. Prior to the adoption of ASU 2016-13, the outstanding balance and the carrying amount of acquired loans included in the consolidated balance sheets are as follows: Dollars in Thousands December 31, 2022 Accountable for under ASC 310-30 (PCI loans) Outstanding balance $ 1,470 Carrying amount 1,056 Accountable for under ASC 310-20 (non-PCI loans) Outstanding balance $ 137,106 Carrying amount 135,792 Total acquired loans Outstanding balance $ 138,576 Carrying amount 136,848 The following table provides changes in accretable yield for all acquired loans accounted for under ASC 310-20 for the six months ended June 30, 2022: Dollars in Thousands June 30, 2022 Beginning balance $ 1,896 Accretion (392) Other changes, net — Ending balance $ 1,504 During the three and six months ended June 30, 2022, the Company recorded $19 thousand and $55 thousand, respectively, in accretion on acquired loans accounted for under ASC 310-30. The Company had no commitments to loan additional funds to the borrowers of restructured, impaired, or nonaccrual loans as of June 30, 2023 and December 31, 2022. Concentration of Risk The Company makes loans to customers located primarily within Anne Arundel, Charles, Calvert, St. Mary’s, Wicomico and Worcester Counties, Maryland, Sussex County, Delaware, Camden and Burlington Counties, New Jersey, the Greater Fredericksburg, Virginia area (Stafford County, Spotsylvania County, King George County, Caroline County, and the City of Fredericksburg, Virginia) and the Greater Washington D.C. area (the District of Columbia, Arlington County, Clarke County, Fairfax County, Fauquier County, Loudoun County, Prince William County, Warren County, and the Cities of Alexandria, Fairfax, Falls Church, Manassas, Manassas Park, and Reston, Virginia). A substantial portion of the Company’s loan portfolio consists of residential and commercial real estate mortgages. The ability of the Company’s debtors to honor their contracts is dependent upon the real estate and general economic conditions in these areas. Off-Balance Sheet Arrangements and Commitments In the normal course of business, the Company enters into various transactions, which, in accordance with U.S. GAAP are not included in our consolidated balance sheets. The Company enters into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in the consolidated balance sheets. We minimize our exposure to loss under these commitments by subjecting them to credit approval and monitoring procedures. The Company records an allowance for credit losses on off-balance sheet credit exposures through a charge to provision for credit losses in the Company’s Consolidated Statements of Income. The allowance for credit losses on off-balance sheet credit exposures is a liability account, calculated in accordance with ASU 2016-13, representing expected credit losses over the contractual period for which the Company is exposed to credit risk resulting from a contractual obligation to extend credit. No allowance for credit losses is recognized if the Company has the unconditional right to cancel the obligation. Off-balance sheet credit exposures primarily consist of amounts available under outstanding lines of credit and letters of credit. For the period of exposure, the estimate of expected credit losses considers both the likelihood that funding will occur and the amount expected to be funded over the estimated remaining life of the commitment or other off-balance sheet exposure. The likelihood and expected amount of funding are based on historical utilization rates. The amount of the allowance for credit losses represents management's best estimate of expected credit losses on commitments expected to be funded over the contractual life of the commitment. Estimating credit losses on amounts expected to be funded uses the same methodology as described above for loans as if such commitments were funded. At June 30, 2023 and December 31, 2022, the allowance for credit losses on off-balance sheet credit exposures totaled $669 thousand and $265 thousand, respectively, and was included in other liabilities on the Company’s consolidated balance sheets. The following table details activity in the allowance for credit losses on off-balance sheet commitments for the periods indicated. Three Months Ended June 30, Six Months Ended June 30, Dollars in Thousands 2023 2022 2023 2022 Beginning balance $ 658 $ 265 $ 265 $ 265 Impact of adopting ASC 326 - - 512 - Provision for (recovery of) credit losses 11 - (108) - Ending balance $ 669 $ 265 $ 669 $ 265 |