Loans and Allowance for Credit Losses | Note 4: Loans and Allowance for Credit Losses Classes of loans are summarized as follows: (dollars in thousands) March 31, 2023 June 30, 2022 Real Estate Loans: Residential $ 1,120,970 $ 904,160 Construction 517,967 258,072 Commercial 1,460,314 1,146,673 Consumer loans 125,483 92,996 Commercial loans 560,979 441,598 3,785,713 2,843,499 Loans in process (305,193) (123,656) Deferred loan fees, net (316) (453) Allowance for credit losses (45,685) (33,192) Total loans $ 3,434,519 $ 2,686,198 The Company’s lending activities consist of origination of loans secured by mortgages on one- to four-family residences and commercial and agricultural real estate, construction loans on residential and commercial properties, commercial and agricultural business loans and consumer loans. At March 31, 2023, the Bank had purchased participations in 77 loans totaling $104.7 million, as compared to 31 loans totaling $70.0 million at June 30, 2022. Residential Mortgage Lending. The Company also originates loans secured by multi-family residential properties that are often located outside the Company’s primary lending area but made to borrowers who operate within our primary lending area. The majority of the multi-family residential loans that are originated by the Company are amortized over periods generally up to 25 years, with balloon maturities typically up to ten years. Both fixed and adjustable interest rates are offered and it is typical for the Company to include an interest rate “floor” and “ceiling” in the loan agreement. Generally, multi-family residential loans do not exceed 85% of the lower of the appraised value or purchase price of the secured property. General risks related to multi-family residential lending include rental demand and supply, rental rates, and vacancies, as well as collateral values and borrower leverage. Commercial Real Estate Lending. Most commercial real estate loans originated by the Company generally are based on amortization schedules of up to 25 years with monthly principal and interest payments. Generally, the interest rate received on these loans is fixed for a maturity of up to ten years, with a balloon payment due at maturity. Alternatively, for some loans, the interest rate adjusts at least annually after an initial period up to seven years. The Company typically includes an interest rate “floor” in the loan agreement. Generally, improved commercial real estate loan amounts do not exceed 80% of the lower of the appraised value or the purchase price of the secured property. Agricultural real estate terms offered differ slightly, with amortization schedules of up to 25 years with an 80% loan-to-value ratio, or 30 years with a 75% loan-to-value ratio. Construction Lending. six While the Company typically utilizes relatively short maturity periods to closely monitor the inherent risks associated with construction loans for these loans, weather conditions, change orders, availability of materials and/or labor, and other factors may contribute to the lengthening of a project, thus necessitating the need to renew the construction loan at the balloon maturity. Such extensions are typically executed in incremental three month periods to facilitate project completion. The Company’s average term of construction loans is approximately 12 months. During construction, loans typically require monthly interest-only payments which may allow the Company an opportunity to monitor for early signs of financial difficulty should the borrower fail to make a required monthly payment. Additionally, during the construction phase, the Company typically performs interim inspections which further allow the Company opportunity to assess risk. At March 31, 2023, construction loans outstanding included 79 loans, totaling $68.5 million, for which a modification had been agreed to. At June 30, 2022, construction loans outstanding included 57 loans, totaling $13.8 million, for which a modification had been agreed to. In general, these modifications were solely for the purpose of extending the maturity date due to conditions described above, pursuant to the Company’s normal underwriting and monitoring procedures. As these modifications were not executed due to financial difficulty on the part of the borrower, they were not accounted for as troubled debt restructurings (TDRs). Consumer Lending Home equity lines of credit (HELOCs) are secured with a deed of trust and are issued up to 100% of the appraised or assessed value of the property securing the line of credit, less the outstanding balance on the first mortgage and are typically issued for a term of ten years. Interest rates on the HELOCs are generally adjustable. Interest rates are based upon the loan-to-value ratio of the property with better rates given to borrowers with more equity. Risks related to HELOC lending generally include the stability of borrower income and collateral values. Automobile loans originated by the Company include both direct loans and a smaller amount of loans originated by auto dealers. The Company generally pays a negotiated fee back to the dealer for indirect loans. Typically, automobile loans are made for terms of up to 66 months for new and used vehicles. Loans secured by automobiles have fixed rates and are generally made in amounts up to 100% of the purchase price of the vehicle. Risks to automobile and other consumer lending generally include the stability of borrower income and borrower willingness to repay. Commercial Business Lending Allowance for Credit Losses. ● economic conditions and projections as provided by Moody’s Analytics, including baseline and downside scenarios, were utilized in the Company’s estimate at March 31, 2023. Economic factors considered in the projections included national and state levels of unemployment, and national and state rates of inflation-adjusted growth in the gross domestic product. Economic conditions are considered to be a moderate and stable risk factor, relative to June 30, 2022; ● the pace of growth of the Company’s loan portfolio, exclusive of acquisitions or government guaranteed loans, relative to overall economic growth. This measure is considered to be a moderate and increasing risk factor, relative to June 30, 2022; ● levels and trends for loan delinquencies nationally and in the region. This measure as reported remains relatively stable, and the level of uncertainty about loan delinquencies is considered to be diminishing. This is considered to be a moderate and stable risk factor, relative to June 30, 2022; ● exposure to the hotel industry, in particular, metropolitan area hotels which were negatively impacted by activity restrictions and a lack of business or convention-related travel. This is considered to be an elevated and stable risk factor, relative to June 30, 2022. PCD Loans. The fair value of acquired loans recorded at the time of acquisition is based upon several factors, including the timing and payment of expected cash flows, as adjusted for estimated credit losses and prepayments, and then discounting these cash flows using comparable market rates. The resulting fair value adjustment is recorded in the form of a premium or discount to the unpaid principal balance of the respective loans. As it relates to acquired loans that, as of the date of acquisition, have experienced a more-than-insignificant deterioration in credit quality since origination (“PCD”), the net premium or net discount is adjusted to reflect the Company’s allowance for credit losses recorded for PCD loans at the time of acquisition, and the remaining fair value adjustment is accreted or amortized into interest income over the remaining life of the respective loans. As it relates to loans not classified as PCD (“non-PCD”) loans, the credit loss and yield components of their fair value adjustment are aggregated, and the resulting net premium or net discount is accreted or amortized into interest income over the remaining life of the respective loans. The Company records an ACL for non-PCD loans at the time of acquisition through provision expense, and therefore, no further adjustments are made to the net premium or net discount for non-PCD loans. Loans that the Company acquired from Citizens and Fortune, that at the time of acquisition had more-than-insignificant deterioration of credit quality since origination, are classified as PCD loans and presented in the tables below at acquisition carrying value: (dollars in thousands) January 20, 2023 PCD Loans - Citizens Purchase price of PCD loans at acquisition $ 27,481 Allowance for credit losses at acquisition (1,121) Fair value of PCD loans at acquisition $ 26,360 (dollars in thousands) February 25, 2022 PCD Loans - Fortune Purchase price of PCD loans at acquisition $ 15,055 Allowance for credit losses at acquisition (120) Fair value of PCD loans at acquisition $ 14,935 The following tables present the balance in the ACL based on portfolio segment as of March 31, 2023 and 2022, and activity in the ACL for the three- and nine- month periods ended March 31, 2023 and 2022: At period end and for the nine months ended March 31, 2023 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for credit losses: Balance, beginning of period $ 8,908 $ 2,220 $ 16,838 $ 710 $ 4,516 $ 33,192 Initial ACL on PCD loans 96 12 628 164 221 1,121 Provision charged to expense 4,462 1,406 1,324 283 4,325 11,800 Losses charged off (2) — (245) (189) (17) (453) Recoveries 1 — — 18 6 25 Balance, end of period $ 13,465 $ 3,638 $ 18,545 $ 986 $ 9,051 $ 45,685 At period end and for the three months ended March 31, 2023 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for loan losses: Balance, beginning of period $ 12,499 $ 2,754 $ 16,806 $ 761 $ 4,663 $ 37,483 Initial ACL on PCD loans 96 12 628 164 221 1,121 Provision (benefit) charged to expense 870 872 1,111 165 4,167 7,185 Losses charged off — — — (113) — (113) Recoveries — — — 9 — 9 Balance, end of period $ 13,465 $ 3,638 $ 18,545 $ 986 $ 9,051 $ 45,685 At period end and for the nine months ended March 31, 2022 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for credit losses: Balance, beginning of period $ 11,192 $ 2,170 $ 14,535 $ 916 $ 4,409 $ 33,222 Initial ACL on PCD loans 23 4 52 — 41 120 Provision (benefit) charged to expense 30 (187) 963 (93) (340) 373 Losses charged off (62) — — (57) (17) (136) Recoveries 3 — — 57 2 62 Balance, end of period $ 11,186 $ 1,987 $ 15,550 $ 823 $ 4,095 $ 33,641 At period end and for the three months ended March 31, 2022 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for credit losses: Balance, beginning of period $ 10,757 $ 2,126 $ 14,727 $ 830 $ 4,089 $ 32,529 Initial ACL on PCD loans 23 4 52 — 41 120 Provision (benefit) charged to expense 434 (143) 771 19 (29) 1,052 Losses charged off (30) — — (32) (6) (68) Recoveries 2 — — 6 — 8 Balance, end of period $ 11,186 $ 1,987 $ 15,550 $ 823 $ 4,095 $ 33,641 The following tables present the balance in the allowance for off-balance sheet credit exposure based on portfolio segment as of March 31, 2023 and 2022, and activity in the allowance for the three- and nine- month periods ended March 31, 2023 and 2022: At period end and for the nine months ended March 31, 2023 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for off-balance sheet credit exposure: Balance, beginning of period $ 58 $ 2,178 $ 421 $ 61 $ 640 $ 3,358 Provision (benefit) charged to expense 47 3,400 (80) 41 1,058 4,466 Balance, end of period $ 105 $ 5,578 $ 341 $ 102 $ 1,698 $ 7,824 At period end and for the three months ended March 31, 2023 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for off-balance sheet credit exposure: Balance, beginning of period $ 70 $ 3,629 $ 480 $ 56 $ 702 $ 4,937 Provision (benefit) charged to expense 35 1,949 (139) 46 996 2,887 Balance, end of period $ 105 $ 5,578 $ 341 $ 102 $ 1,698 $ 7,824 At period end and for the nine months ended March 31, 2022 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for off-balance sheet credit exposure: Balance, beginning of period $ 37 $ 502 $ 188 $ 218 $ 860 $ 1,805 Provision (benefit) charged to expense 46 1,221 147 (144) (396) 874 Balance, end of period $ 83 $ 1,723 $ 335 $ 74 $ 464 $ 2,679 At period end and for the three months ended March 31, 2022 Residential Construction Commercial (dollars in thousands) Real Estate Real Estate Real Estate Consumer Commercial Total Allowance for off-balance sheet credit exposure: Balance, beginning of period $ 34 $ 1,673 $ 170 $ 58 $ 244 $ 2,179 Provision (benefit) charged to expense 49 50 165 16 220 500 Balance, end of period $ 83 $ 1,723 $ 335 $ 74 $ 464 $ 2,679 Credit Quality Indicators Watch Special Mention Substandard Doubtful Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be Pass A periodic review of selected credits (based on loan size and type) is conducted to identify loans with heightened risk or probable losses and to assign risk grades. The primary responsibility for this review rests with loan administration personnel. This review is supplemented with periodic examinations of both selected credits and the credit review process by the Company’s internal audit function and applicable regulatory agencies. The information from these reviews assists management in the timely identification of problems and potential problems and provides a basis for deciding whether the credit continues to share similar risk characteristics with collectively evaluated loan pools, or whether credit losses for the loan should be evaluated on an individual loan basis. The following table presents the credit risk profile of the Company’s loan portfolio (excluding loans in process and deferred loan fees) based on rating category and fiscal year of origination as of March 31, 2023. This table includes PCD loans, which are reported according to risk categorization after acquisition based on the Company’s standards for such classification: (dollars in thousands) Revolving March 31, 2023 2022 2021 2020 2019 Prior loans Total Residential Real Estate Pass $ 283,090 $ 329,020 $ 260,233 $ 106,337 $ 26,467 $ 100,592 $ 7,511 $ 1,113,250 Watch 283 1,147 580 2,307 201 27 56 4,601 Special Mention — — — — — — — — Substandard 799 724 448 85 — 1,063 — 3,119 Doubtful — — — — — — — — Total Residential Real Estate $ 284,172 $ 330,891 $ 261,261 $ 108,729 $ 26,668 $ 101,682 $ 7,567 $ 1,120,970 Construction Real Estate Pass $ 112,913 $ 68,069 $ 11,896 $ 9,193 $ 94 $ — $ 5,616 $ 207,781 Watch 155 — — 3,190 — — — 3,345 Special Mention — — — — — — — — Substandard 1,280 368 — — — — — 1,648 Doubtful — — — — — — — — Total Construction Real Estate $ 114,348 $ 68,437 $ 11,896 $ 12,383 $ 94 $ — $ 5,616 $ 212,774 Commercial Real Estate Pass $ 272,653 $ 480,124 $ 290,963 $ 98,101 $ 86,394 $ 132,560 $ 33,128 $ 1,393,923 Watch 7,251 9,895 165 6,874 — 119 — 24,304 Special Mention 2,940 — — — — — — 2,940 Substandard 3,141 29,623 2,438 303 478 1,913 1,251 39,147 Doubtful — — — — — — — — Total Commercial Real Estate $ 285,985 $ 519,642 $ 293,566 $ 105,278 $ 86,872 $ 134,592 $ 34,379 $ 1,460,314 Consumer Pass $ 27,171 $ 17,498 $ 6,581 $ 2,048 $ 854 $ 1,510 $ 68,727 $ 124,389 Watch 74 596 64 10 — — — 744 Special Mention — — — — — — — — Substandard 15 4 81 8 — 95 147 350 Doubtful — — — — — — — — Total Consumer $ 27,260 $ 18,098 $ 6,726 $ 2,066 $ 854 $ 1,605 $ 68,874 $ 125,483 Commercial Pass $ 106,504 $ 87,601 $ 77,257 $ 12,466 $ 9,302 $ 11,427 $ 245,911 $ 550,468 Watch 667 1,876 121 78 6 — 5,107 7,855 Special Mention — — — — — — — — Substandard 466 798 137 155 192 621 287 2,656 Doubtful — — — — — — — — Total Commercial $ 107,637 $ 90,275 $ 77,515 $ 12,699 $ 9,500 $ 12,048 $ 251,305 $ 560,979 Total Loans Pass $ 802,331 $ 982,312 $ 646,930 $ 228,145 $ 123,111 $ 246,089 $ 360,893 $ 3,389,811 Watch 8,430 13,514 930 12,459 207 146 5,163 40,849 Special Mention 2,940 — — — — — — 2,940 Substandard 5,701 31,517 3,104 551 670 3,692 1,685 46,920 Doubtful — — — — — — — — Total $ 819,402 $ 1,027,343 $ 650,964 $ 241,155 $ 123,988 $ 249,927 $ 367,741 $ 3,480,520 At March 31, 2023, PCD loans comprised $27.3 million of credits rated “Pass”; $25.1 million rated “Watch”; none rated “Special Mention”; $6.7 million of credits rated “Substandard”; and none rated “Doubtful”. The following table presents the credit risk profile of the Company’s loan portfolio (excluding loans in process and deferred loan fees) based on rating category and fiscal year of origination as of June 30, 2022. This table includes PCD loans, which were reported according to risk categorization after acquisition based on the Company’s standards for such classification: (dollars in thousands) Revolving June 30, 2022 2021 2020 2019 2018 Prior loans Total Residential Real Estate Pass $ 380,502 $ 295,260 $ 118,464 $ 19,383 $ 22,143 $ 58,545 $ 6,074 $ 900,371 Watch 44 242 1,083 56 — 30 — 1,455 Special Mention — — — — — — — — Substandard 266 918 87 440 18 605 — 2,334 Doubtful — — — — — — — — Total Residential Real Estate $ 380,812 $ 296,420 $ 119,634 $ 19,879 $ 22,161 $ 59,180 $ 6,074 $ 904,160 Construction Real Estate Pass $ 100,114 $ 34,082 $ — $ — $ — $ — $ 220 $ 134,416 Watch — — — — — — — — Special Mention — — — — — — — — Substandard — — — — — — — — Doubtful — — — — — — — — Total Construction Real Estate $ 100,114 $ 34,082 $ — $ — $ — $ — $ 220 $ 134,416 Commercial Real Estate Pass $ 487,486 $ 284,736 $ 105,893 $ 71,380 $ 51,804 $ 78,115 $ 23,669 $ 1,103,083 Watch 4,763 769 1,818 — 668 2,000 548 10,566 Special Mention 9,297 — — — — — — 9,297 Substandard 22,086 481 140 13 22 93 65 22,900 Doubtful 827 — — — — — — 827 Total Commercial Real Estate $ 524,459 $ 285,986 $ 107,851 $ 71,393 $ 52,494 $ 80,208 $ 24,282 $ 1,146,673 Consumer Pass $ 28,519 $ 10,989 $ 3,662 $ 1,524 $ 916 $ 676 $ 46,521 $ 92,807 Watch 21 71 — — — — — 92 Special Mention — — — — — — — — Substandard 23 6 4 — 10 31 23 97 Doubtful — — — — — — — — Total Consumer $ 28,563 $ 11,066 $ 3,666 $ 1,524 $ 926 $ 707 $ 46,544 $ 92,996 Commercial Pass $ 111,370 $ 93,906 $ 20,795 $ 10,496 $ 3,253 $ 7,612 $ 190,235 $ 437,667 Watch 1,319 194 38 6 — 186 1,206 2,949 Special Mention — — — — — — — — Substandard 295 11 — 186 — 167 323 982 Doubtful — — — — — — — — Total Commercial $ 112,984 $ 94,111 $ 20,833 $ 10,688 $ 3,253 $ 7,965 $ 191,764 $ 441,598 Total Loans Pass $ 1,107,991 $ 718,973 $ 248,814 $ 102,783 $ 78,116 $ 144,948 $ 266,719 $ 2,668,344 Watch 6,147 1,276 2,939 62 668 2,216 1,754 15,062 Special Mention 9,297 — — — — — — 9,297 Substandard 22,670 1,416 231 639 50 896 411 26,313 Doubtful 827 — — — — — — 827 Total $ 1,146,932 $ 721,665 $ 251,984 $ 103,484 $ 78,834 $ 148,060 $ 268,884 $ 2,719,843 At June 30, 2022, PCD loans comprised $23.1 million of credits rated “Pass”; $4.7 million of credits rated “Watch”, none rated “Special Mention”, $1.1 million of credits rated “Substandard” and none rated “Doubtful”. Past-due Loans March 31, 2023 Greater Than Greater Than 90 30-59 Days 60-89 Days 90 Days Total Total Loans Days Past Due Past Due Past Due Past Due Past Due Current Receivable and Accruing (dollars in thousands) Real Estate Loans: Residential $ 2,110 $ 203 $ 636 $ 2,949 $ 1,118,021 $ 1,120,970 $ — Construction 141 368 — 509 212,265 212,774 — Commercial 281 97 1,675 2,053 1,458,261 1,460,314 — Consumer loans 536 244 176 956 124,527 125,483 — Commercial loans 185 96 634 915 560,064 560,979 — Total loans $ 3,253 $ 1,008 $ 3,121 $ 7,382 $ 3,473,138 $ 3,480,520 $ — June 30, 2022 Greater Than Greater Than 90 30-59 Days 60-89 Days 90 Days Total Total Loans Days Past Due Past Due Past Due Past Due Past Due Current Receivable and Accruing (dollars in thousands) Real Estate Loans: Residential $ 1,402 $ — $ 1,064 $ 2,466 $ 901,694 $ 904,160 $ — Construction — — — — 134,416 134,416 — Commercial 416 615 288 1,319 1,145,354 1,146,673 — Consumer loans 340 45 57 442 92,554 92,996 — Commercial loans 274 72 13 359 441,239 441,598 — Total loans $ 2,432 $ 732 $ 1,422 $ 4,586 $ 2,715,257 $ 2,719,843 $ — At March 31, 2023, there was one PCD loan totaling $139,000 that was greater than 90 days past due and on nonaccrual, and none at June 30, 2022. Loans that experience insignificant payment delays and payment shortfalls generally are not adversely classified or determined to not share similar risk characteristics with collectively evaluated pools of loans for determination of the ACL estimate. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record and the amount of the shortfall in relation to the principal and interest owed. Significant payment delays or shortfalls may lead to a determination that a loan should be individually evaluated for estimated credit losses. Collateral Dependent Loans. March 31, 2023 Amortized cost basis of loans determined to be Related allowance (dollars in thousands) collateral dependent for credit losses Residential real estate loans 1- to 4-family residential loans $ 841 $ 170 Total loans $ 841 $ 170 June 30, 2022 Amortized cost basis of loans determined to be Related allowance (dollars in thousands) collateral dependent for credit losses Residential real estate loans 1- to 4-family residential loans $ 864 $ 193 Total loans $ 864 $ 193 Nonaccrual Loans (dollars in thousands) March 31, 2023 June 30, 2022 Residential real estate $ 1,175 $ 1,647 Construction real estate 368 — Commercial real estate 4,741 2,259 Consumer loans 183 73 Commercial loans 930 139 Total loans $ 7,397 $ 4,118 At March 31, 2023, there were no nonaccrual loans individually evaluated for which no ACL was recorded. Interest income recognized on nonaccrual loans in the three-and nine- month periods ended March 31, 2023 and 2022, was immaterial. Troubled Debt Restructurings During the three- and nine- month periods ended March 31, 2023 and 2022, certain loans modified were classified as TDRs. They are shown, segregated by class, in the tables below: For the three-month periods ended March 31, 2023 March 31, 2022 Number of Recorded Number of Recorded (dollars in thousands) modifications Investment modifications Investment Residential real estate — $ — — $ — Construction real estate — — — — Commercial real estate — — — — Consumer loans — — — — Commercial loans — — 1 185 Total — $ — 1 $ 185 For the nine-month periods ended March 31, 2023 March 31, 2022 Number of Recorded Number of Recorded (dollars in thousands) modifications Investment modifications Investment Residential real estate — $ — 1 $ 150 Construction real estate — — — — Commercial real estate — — — — Consumer loans — — — — Commercial loans — — 1 185 Total — $ — 2 $ 335 Performing loans classified as TDRs and outstanding at March 31, 2023, and June 30, 2022, segregated by class, are shown in the table below. Nonperforming TDRs are included in the nonaccrual loans table above. March 31, 2023 June 30, 2022 Number of Recorded Number of Recorded (dollars in thousands) modifications Investment modifications Investment Residential real estate 10 $ 3,383 11 $ 3,625 Construction real estate — — — — Commercial real estate 6 24,241 8 25,132 Consumer loans — — — — Commercial loans 6 2,735 8 1,849 Total 22 $ 30,359 27 $ 30,606 Residential Real Estate Foreclosures |