Republic Bancorp (RBCAA) 10-Q 10 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	Apr. 30, 2017
Entity Registrant Name	REPUBLIC BANCORP INC /KY/
Entity Central Index Key	921,557
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Class A Common Stock
Entity Common Stock, Shares Outstanding		18,615,302
Class B Common Stock
Entity Common Stock, Shares Outstanding		2,242,965

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
ASSETS
Cash and cash equivalents	$ 206,187	$ 289,309
Securities available for sale	526,270	481,275
Securities held to maturity (fair value of $52,479 in 2017 and $53,249 in 2016)	51,860	52,864
Mortgage loans held for sale, at fair value	5,193	11,662
Consumer loans held for sale, at fair value	3,679	2,198
Consumer loans held for sale, at the lower of cost or fair value	1,420	1,310
Loans	3,710,376	3,810,778
Allowance for loan and lease losses	(42,362)	(32,920)
Loans, net	3,668,014	3,777,858
Federal Home Loan Bank stock, at cost	28,208	28,208
Premises and equipment, net	43,962	42,869
Goodwill	16,300	16,300
Other real estate owned	1,362	1,391
Bank owned life insurance	62,185	61,794
Other assets and accrued interest receivable	50,152	49,271
TOTAL ASSETS	4,664,792	4,816,309
Deposits:
Noninterest-bearing	1,070,237	971,952
Interest-bearing	2,278,547	2,188,740
Total deposits	3,348,784	3,160,692
Securities sold under agreements to repurchase and other short-term borrowings	144,375	173,473
Federal Home Loan Bank advances	467,500	802,500
Subordinated note	41,240	41,240
Other liabilities and accrued interest payable	42,229	33,998
Total liabilities	4,044,128	4,211,903
Commitments and contingent liabilities (Footnote 9)
STOCKHOLDERS' EQUITY
Preferred stock, no par value
Class A Common Stock and Class B Common Stock, no par value	4,904	4,906
Additional paid in capital	138,634	138,192
Retained earnings	475,885	460,621
Accumulated other comprehensive income	1,241	687
Total stockholders' equity	620,664	604,406
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 4,664,792	$ 4,816,309

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Securities held to maturity, fair value (in dollars)	$ 52,479	$ 53,249
Preferred stock, no par value	$ 0	$ 0
Class A Common Stock
Common Stock, no par value	0	0
Class B Common Stock
Common Stock, no par value	$ 0	$ 0

CONSOLIDATED STATEMENTS OF INCO

CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
INTEREST INCOME:
Loans, including fees	$ 58,004	$ 41,429
Taxable investment securities	2,155	1,855
Federal Home Loan Bank stock and other	724	731
Total interest income	60,883	44,015
INTEREST EXPENSE:
Deposits	1,879	1,392
Securities sold under agreements to repurchase and other short-term borrowings	25	25
Federal Home Loan Bank advances	2,292	2,953
Subordinated note	249	211
Total interest expense	4,445	4,581
NET INTEREST INCOME	56,438	39,434
Provision for loan and lease losses	12,351	5,186
NET INTEREST INCOME AFTER PROVISION FOR LOAN AND LEASE LOSSES	44,087	34,248
NONINTEREST INCOME:
Service charges on deposit accounts	3,247	3,140
Net refund transfer fees	15,382	17,078
Mortgage banking income	1,160	1,261
Interchange fee income	2,326	2,123
Program fees	1,091	319
Increase in cash surrender value of bank owned life insurance	391	339
Net gains on other real estate owned	142	248
Other	1,184	413
Total noninterest income	24,923	24,921
NONINTEREST EXPENSES:
Salaries and employee benefits	21,211	17,083
Occupancy and equipment, net	5,967	5,419
Communication and transportation	1,272	1,073
Marketing and development	1,004	507
FDIC insurance expense	450	658
Bank franchise tax expense	2,435	2,451
Data processing	1,652	1,333
Interchange related expense	1,058	904
Supplies	527	449
Other real estate owned expense	97	80
Legal and professional fees	752	823
Other	2,514	1,761
Total noninterest expenses	38,939	32,541
Income before income tax expense	30,071	26,628
INCOME TAX EXPENSE	10,054	8,893
NET INCOME	$ 20,017	$ 17,735
Class A Common Stock
BASIC EARNINGS PER SHARE:
Basic earnings per share (in dollars per share)	$ 0.97	$ 0.86
DILUTED EARNINGS PER SHARE:
Diluted earnings per share (in dollars per share)	0.96	0.85
DIVIDENDS DECLARED PER COMMON SHARE:
Dividend declared per common share (in dollars per share)	0.209	0.198
Class B Common Stock
BASIC EARNINGS PER SHARE:
Basic earnings per share (in dollars per share)	0.88	0.78
DILUTED EARNINGS PER SHARE:
Diluted earnings per share (in dollars per share)	0.88	0.77
DIVIDENDS DECLARED PER COMMON SHARE:
Dividend declared per common share (in dollars per share)	$ 0.190	$ 0.180

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 20,017	$ 17,735
OTHER COMPREHENSIVE INCOME
Change in fair value of derivatives used for cash flow hedges	28	(571)
Reclassification amount for derivative losses realized in income	66	87
Change in unrealized gain (loss) on securities available for sale	706	2,292
Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings	53	(149)
Net unrealized gains	853	1,659
Tax effect	(299)	(580)
Total other comprehensive income,, net of tax	554	1,079
COMPREHENSIVE INCOME	$ 20,571	$ 18,814

CONSOLIDATED STATEMENT OF STOCK

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Common StockClass A Common Stock	Common StockClass B Common Stock	Common Stock	Additional Paid In Capital.Class A Common Stock	Additional Paid In Capital.	Retained EarningsClass A Common Stock	Retained EarningsClass B Common Stock	Retained Earnings	Accumulated Other Comprehensive Income	Class A Common Stock	Class B Common Stock	Total
Balance at beginning of period at Dec. 31, 2015									$ 2,049
Increase (Decrease) in Stockholders' Equity
Net income												$ 17,735
Net change in accumulated other comprehensive income									1,079			1,079
Balance at end of period at Mar. 31, 2016									3,128
Balance at beginning of period at Dec. 31, 2015									2,049
Balance at end of period at Dec. 31, 2016			$ 4,906		$ 138,192			$ 460,621	687			604,406
Balance (in shares) at Dec. 31, 2016	18,615	2,245
Increase (Decrease) in Stockholders' Equity
Net income								20,017				20,017
Net change in accumulated other comprehensive income									554			554
Dividends declared Common Stock:
Dividends declared Common Stock						$ (3,891)	$ (427)			$ (3,891)	$ (427)
Stock options exercised, net of shares redeemed					33							33
Stock options exercised, net of shares redeemed (in shares)	2
Repurchase of Class A Common Stock	$ (2)			$ (107)		$ (435)				(544)
Repurchase of Class A Common Stock (in shares)	(13)
Conversion of Class B Common Stock to Class A Common Stock (in shares)	2	(2)
Net change in notes receivable on Class A Common Stock				51						51
Deferred director compensation expense - Class A Common Stock				$ 55						$ 55
Deferred director compensation expense - Class A Common Stock (in shares)	5
Stock based compensation expense - performance stock units					132							132
Stock based compensation - restricted stock					215							215
Stock based compensation - restricted stock (in shares)	4
Stock based compensation expense - stock options					63							63
Balance at end of period at Mar. 31, 2017			$ 4,904		$ 138,634			$ 475,885	$ 1,241			$ 620,664
Balance (in shares) at Mar. 31, 2017	18,615	2,243

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
OPERATING ACTIVITIES:
Net income	$ 20,017	$ 17,735
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization on investment securities, net	138	135
Accretion on loans deposits and core deposit intangible net	(583)	(873)
Depreciation of premises and equipment	2,100	1,716
Amortization of mortgaging servicing rights	353	305
Provision for loan and lease losses	12,351	5,186
Net gain on sale of mortgage loans held for sale	(977)	(1,095)
Origination of mortgage loans held for sale	(33,245)	(36,992)
Proceeds from sale of mortgage loans held for sale	40,691	35,022
Net gain on sale of consumer loans held for sale	(1,108)	(433)
Origination of consumer loans held for sale	(126,924)	(44,068)
Proceeds from sale of consumer loans held for sale	126,441	44,034
Net gain realized on sale of other real estate owned	(212)	(248)
Writedowns of other real estate owned	70
Deferred director compensation expense - Class A Common Stock	55	62
Stock based compensation expense	410	261
Increase in cash surrender value of bank owned life insurance	(391)	(339)
Net change in other assets and liabilities:
Accrued interest receivable	209	(180)
Accrued interest payable	(90)	54
Other assets	(2,096)	(2,390)
Other liabilities	8,700	7,878
Net cash provided by operating activities	45,909	25,770
INVESTING ACTIVITIES:
Purchases of securities available for sale	(54,390)	(370,084)
Proceeds from calls, maturities and paydowns of securities available for sale	10,017	370,390
Proceeds from calls, maturities and paydowns of securities held to maturity	1,002	882
Net change in outstanding warehouse lines of credit	90,274	(7,257)
Purchase of non-business acquisition loans, including premiums paid	(1,224)	(23,188)
Net change in other loans	8,800	4,274
Proceeds from sales of other real estate owned	501	588
Net purchases of premises and equipment	(3,193)	(887)
Net cash provided by (used in) investing activities	51,787	(25,282)
FINANCING ACTIVITIES:
Net change in deposits	188,092	249,169
Net change in securities sold under agreements to repurchase and other short-term borrowings	(29,098)	(75,540)
Payments of Federal Home Loan Bank advances	(435,000)	(182,000)
Proceeds from Federal Home Loan Bank advances	100,000
Repurchase of Class A Common Stock	(544)
Net proceeds from Common Stock options exercised	33	55
Cash dividends paid	(4,301)	(4,082)
Net cash used in financing activities	(180,818)	(12,398)
NET CHANGE IN CASH AND CASH EQUIVALENTS	(83,122)	(11,910)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR	289,309	210,082
CASH AND CASH EQUIVALENTS AT END OF YEAR	206,187	198,172
Cash paid during the period for:
Interest	4,535	4,527
Income taxes	331	156
SUPPLEMENTAL NONCASH DISCLOSURES:
Transfers from loans to real estate acquired in settlement of loans	$ 330	656
Loans provided for sales of other real estate owned		$ 256

BASIS OF PRESENTATION AND SUMMA

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2017
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation — The consolidated financial statements include the accounts of Republic Bancorp, Inc. (the “Parent Company”) and its wholly-owned subsidiaries, Republic Bank & Trust Company (“RB&T” or the “Bank”) and Republic Insurance Services, Inc. (the “Captive”). The Bank is a Kentucky-based, state chartered non-member financial institution that provides both traditional and non-traditional banking products through four distinct operating segments using a multitude of delivery channels. While the Bank operates primarily in its market footprint, its non-brick-and-mortar delivery channels allow it to reach clients across the United States. The Captive is a Nevada-based, wholly-owned insurance subsidiary of the Company. The Captive provides property and casualty insurance coverage to the Company and the Bank as well as 10 other third-party insurance captives for which insurance may not be available or economically feasible. Republic Bancorp Capital Trust (“RBCT”) is a Delaware statutory business trust that is a wholly-owned unconsolidated finance subsidiary of Republic Bancorp, Inc. All companies are collectively referred to as (“Republic” or the “Company”). All significant intercompany balances and transactions are eliminated in consolidation. The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. Operating results for the three months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. For further information, refer to the consolidated financial statements and footnotes thereto included in Republic’s Form 10-K for the year ended December 31, 2016. As of March 31, 2017, the Company was divided into four distinct operating segments: Traditional Banking, Warehouse Lending (“Warehouse”), Mortgage Banking and Republic Processing Group (“RPG”). Management considers the first three segments to collectively constitute “Core Bank” or “Core Banking” activities. Correspondent Lending operations and the Company’s national branchless banking platform, MemoryBank ® , are considered part of the Traditional Banking segment. The RPG segment includes the following divisions: Tax Refund Solutions (“TRS”), Republic Credit Solutions (“RCS”) and Republic Payment Solutions (“RPS”). TRS generates the majority of RPG’s income, with the relatively smaller divisions of RPG, RCS and RPS, considered immaterial for separate and independent segment reporting. All divisions of the RPG segment operate through the Bank. Core Banking (includes Traditional Banking, Warehouse Lending and Mortgage Banking segments) The Traditional Banking segment provides traditional banking products primarily to customers in the Company’s market footprint. As of March 31, 2017, Republic had 45 full-service banking centers and one loan production office (“LPO”) with locations as follows:  Kentucky — 33  Metropolitan Louisville — 19  Central Kentucky — 9  Elizabethtown — 1  Frankfort — 1  Georgetown — 1  Lexington — 5  Shelbyville — 1  Western Kentucky — 2  Owensboro — 2  Northern Kentucky — 3  Covington — 1  Florence — 1  Independence — 1  Southern Indiana — 3  Floyds Knobs — 1  Jeffersonville — 1  New Albany — 1  Metropolitan Tampa, Florida — 6  Metropolitan Cincinnati, Ohio — 1  Metropolitan Nashville, Tennessee — 3* *Includes one LPO Republic’s headquarters are located in Louisville, which is the largest city in Kentucky based on population. Core Banking results of operations are primarily dependent upon net interest income, which represents the difference between the interest income and fees on interest-earning assets and the interest expense on interest-bearing liabilities. Principal interest-earning Core Banking assets represent investment securities and commercial and consumer loans primarily secured by real estate and/or personal property. Interest-bearing liabilities primarily consist of interest-bearing deposit accounts, securities sold under agreements to repurchase, as well as short-term and long-term borrowing sources. Federal Home Loan Bank (“FHLB”) advances have traditionally been a significant borrowing source for the Bank. Other sources of Core Banking income include service charges on deposit accounts, debit and credit card interchange fee income, title insurance commissions, fees charged to clients for trust services, increases in the cash surrender value of Bank Owned Life Insurance (“BOLI”) and revenue generated from Mortgage Banking activities. Mortgage Banking activities represent both the origination and sale of loans in the secondary market and the servicing of loans for others, primarily the Federal Home Loan Mortgage Corporation (“Freddie Mac” or “FHLMC”) and the Federal National Mortgage Association (“Fannie Mae” or “FNMA”). Core Banking operating expenses consist primarily of salaries and employee benefits, occupancy and equipment expenses, communication and transportation costs, data processing, interchange related expenses, marketing and development expenses, Federal Deposit Insurance Corporation (“FDIC”) insurance expense, franchise tax expense and various other general and administrative costs. Core Banking results of operations are significantly impacted by general economic and competitive conditions, particularly changes in market interest rates, government laws and policies and actions of regulatory agencies. The Core Bank provides short-term, revolving credit facilities to mortgage bankers across the United States through mortgage warehouse lines of credit. These credit facilities are primarily secured by single family, first lien residential real estate loans. The credit facility enables the mortgage banking clients to close single family, first lien residential real estate loans in their own name and temporarily fund their inventory of these closed loans until the loans are sold to investors approved by the Bank or purchased by the Bank through its Correspondent Lending channel. Individual loans are expected to remain on the warehouse line for an average of 15 to 30 days. Reverse mortgage loans typically remain on the line longer than conventional mortgage loans. Interest income and loan fees are accrued for each individual loan during the time the loan remains on the warehouse line and collected when the loan is sold. The Core Bank receives the sale proceeds of each loan directly from the investor and applies the funds to pay off the warehouse advance and related accrued interest and fees. The remaining proceeds are credited to the mortgage-banking client. Primarily from its Warehouse clients, the Core Bank acquires single family, first lien mortgage loans that meet the Core Bank’s specifications through its Correspondent Lending channel. Substantially all loans purchased through the Correspondent Lending channel are purchased at a premium. Loans acquired through the Correspondent Lending channel generally reflect borrowers outside of the Bank’s historical market footprint, with 74% of loans acquired through this origination channel as of March 31, 2017, secured by collateral in the state of California. Republic Processing Group Tax Refund Solutions division — Through its TRS division, the Bank is one of a limited number of financial institutions that facilitates the receipt and payment of federal and state tax refund products and offers a credit product through third-party tax preparers located throughout the United States, as well as tax-preparation software providers (collectively, the “Tax Providers”). Substantially all of the business generated by the TRS division occurs in the first half of the year. The TRS division traditionally operates at a loss during the second half of the year, during which time the division incurs costs preparing for the upcoming year’s first quarter tax season. Refund Transfers (“RTs”) are fee-based products whereby a tax refund is issued to the taxpayer after the Bank has received the refund from the federal or state government. There is no credit risk or borrowing cost associated with these products because they are only delivered to the taxpayer upon receipt of the tax refund directly from the governmental paying authority. Fees earned on RTs, net of rebates, are reported as noninterest income under the line item “Net refund transfer fees.” TRS first offered its Easy Advance (“EA”) tax credit product during the first two months of 2016 and for a second successive year during the first two months of 2017. For the first quarter 2017 tax season the Company modified the EA product offering to have more than one advance amount and a different price structure to the Tax Providers based on the amount borrowed by the taxpayer. All other features of the product remained substantially the same as those from the first quarter 2016 tax season, including the following: · No EA fee charged to the taxpayer customer; · All fees for the product were paid by the Tax Providers with a restriction prohibiting the Tax Providers from passing along the fees to the taxpayer customer; · No requirement that the taxpayer customer pay for another bank product, such as an RT; · Multiple funds disbursement methods, including direct deposit, prepaid card, check or Walmart Direct2Cash ® product, based on the taxpayer customer’s election; · Repayment of the EA to the Bank was deducted from the taxpayer customer’s tax refund proceeds; and · If an insufficient refund to repay the EA occurred: o there was no recourse to the taxpayer customer, o no negative credit reporting on the taxpayer customer, and o no collection efforts against the taxpayer customer. Fees paid by the Tax Providers to the Company for the EA product are reported as interest income on loans. EAs during 2017 and 2016 were generally repaid within three weeks after the taxpayer customer’s tax return was submitted to the applicable taxing authority. EAs do not have a contractual due date but are eligible for delinquency consideration three weeks after the taxpayer customer’s tax return is submitted to the applicable taxing authority. Provisions for loan losses on EAs are estimated when advances are made, with all expected loss provisions made in the first quarter of each year. Unpaid EAs are generally charged-off within 81 days after the taxpayer customer’s tax return is submitted to the applicable taxing authority, with the majority of charge-offs typically recorded during the second quarter of the year. Related to the overall credit losses on EAs, the Bank’s ability to control those losses is highly dependent upon its ability to predict the taxpayer’s likelihood to receive the tax refund as claimed on the taxpayer’s tax return. Each year, the Bank’s EA approval model is based primarily on the prior-year’s tax refund funding patterns. Because much of the loan volume occurs each year before that year’s tax refund funding patterns can be analyzed and subsequent underwriting changes made, credit losses during a current year could be higher than management’s predictions if tax refund funding patterns change materially between years. Republic Credit Solutions division — Through its RCS division, the Bank offers consumer credit products. In general, the credit products are unsecured, small dollar consumer loans with maturities of 30-days-or-more, and are dependent on various factors including the consumer’s ability to repay. The Company reports RCS loans originated for investment under “Loans,” while loans originated for sale are reported under “Consumer loans held for sale.” The Company reports interest income and loan origination fees earned on RCS loans under “Loans, including fees,” while any gains or losses on sale reported as noninterest income under “Program fees.” Republic Payment Solutions division — Through its RPS division, the Bank is an issuing bank offering general-purpose reloadable prepaid cards through third-party program managers. The Company reports fees related to RPS programs under Program fees. Additionally, the Company’s portion of interchange revenue generated by prepaid card transactions is reported as noninterest income under “Interchange fee income.” Accounting Standards Updates (“ASUs”) The following ASUs were issued prior to March 31, 2017 and are considered relevant to the Company’s financial statements. Generally, if an issued-but-not-yet-effective ASU with an expected immaterial impact to the Company has been disclosed in prior Company financial statements, it will not be included below. ASU. No. Topic Nature of Update Date Adoption Required Method of Adoption Expected Impact to Company's Financial Statements 2014-09 Revenue from Contracts with Customers (Topic 606) Requires that revenue from contracts with clients be recognized upon transfer of control of a good or service in the amount of consideration expected to be received. Changes the accounting for certain contract costs, including whether they may be offset against revenue in the statements of income, and requires additional disclosures about revenue and contract costs. January 1, 2018 Full retrospective approach or a modified-retrospective approach. While the Company believes this ASU will have an immaterial impact, it continues to evaluate this ASU for changing facts and circumstances in the Company's operations as the effective date approaches. 2016-02 Leases (Topic 842) Most leases are considered operating leases, which are not accounted for on the lessees’ balance sheets. The significant change under this ASU is that those operating leases will be recorded on the balance sheet. January 1, 2019 Modified-retrospective approach, which includes a number of optional practical expedients. Currently under analysis. During 2017, the Company continued to review all of its operating leases and analyze the impact of adopting this ASU. 2016-13 Financial Instruments – Credit Losses (Topic 326) Amends guidance on reporting credit losses for assets held at amortized-cost basis and available-for-sale debt securities. January 1, 2020 Modified-retrospective approach. The Company expects a substantial, yet fully undetermined, increase in its allowance for credit losses. During 2016 and into 2017, the Company formed a committee to implement the transition and also began analyzing its loan-level data. 2016-18 Statement of Cash Flows (Topic 230) Requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments do not provide a definition of restricted cash or restricted cash equivalents. January 1, 2018 Retrospective transition. Immaterial 2017-01 Business Combinations (Topic 805) Clarifies the definition of a business. The amendments in this ASU are intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. January 1, 2018 Prospectively. Immaterial 2017-03 Accounting Changes and Error Corrections (Topic 250) and Investments - Equity Method and Joint Ventures (Topic 323) These amendments add text of “SEC Staff Announcement: Disclosure of the Impact That Recently Issued Accounting Standards Will Have on the Financial Statements of a Registrant When Such Standards Are Adopted in a Future Period (in accordance with Staff Accounting Bulletin ["SAB"] Topic 11.M).” N/A N/A Immaterial 2017-04 Intangibles - Goodwill and Other (Topic 350) This ASU simplifies goodwill impairment testing by eliminating Step 2 from the goodwill impairment test. The ASU also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. January 1, 2020 Prospectively, with early adoption permitted. Immaterial 2017-08 Receivables - Nonrefundable Fees and Other Costs (Topic 310-20) This ASU shortens the amortization period for certain callable debt securities held at a premium. Specifically, the ASU requires the premium to be amortized to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. January 1, 2019 Modified retrospective, with early adoption permitted. Currently under analysis.

2016 ACQUISITION OF CORNERSTONE

2016 ACQUISITION OF CORNERSTONE BANCORP, INC.	3 Months Ended
	Mar. 31, 2017
2016 ACQUISITION OF CORNERSTONE BANCORP, INC.
2016 ACQUISITION OF CORNERSTONE BANCORP, INC.	2. 2016 ACQUISITION OF CORNERSTONE BANCORP, INC. OVERVIEW On May 17, 2016, the Company completed its acquisition of Cornerstone Bancorp, Inc. (“Cornerstone”), and its wholly-owned bank subsidiary Cornerstone Community Bank, for approximately $32 million in cash. The primary reason for the acquisition of Cornerstone was to expand the Company’s footprint in the Tampa, Florida metropolitan statistical area. ACQUISITION SUMMARY The following table provides a summary of the assets acquired and liabilities assumed as recorded by Cornerstone, the previously reported preliminary fair value adjustments necessary to adjust those acquired assets and assumed liabilities to fair value, final recast adjustments to those previously reported preliminary fair values, and the final fair values of those assets and liabilities as recorded by the Company. Effective October 1, 2016, management believed it had finalized the fair values of the acquired assets and assumed liabilities within the 12 months following the date of acquisition, as allowed by GAAP. Summary of Assets Acquired and Liabilities Assumed May 17, 2016 As Previously Reported As Recasted As Recorded Fair Value Recast As Recorded (in thousands) by Cornerstone Adjustments Adjustments by Republic Assets acquired: Cash and cash equivalents $ 22,707 $ — $ — $ 22,707 Investment securities 329 — — 329 Loans 195,136 (5,525) a 13 a 189,624 Allowance for loan and lease losses (1,955) 1,955 a — — Loans, net 193,181 (3,570) 13 189,624 Federal Home Loan Bank stock, at cost 224 — — 224 Premises and equipment, net 7,770 4,457 b — 12,227 Core deposit intangible — 1,205 c — 1,205 Deferred income taxes 3,714 (74) d — 3,640 Bank owned life insurance 7,461 — — 7,461 Other assets and accrued interest receivable 658 — — 658 Total assets acquired $ 236,044 $ 2,018 $ 13 $ 238,075 Liabilities assumed: Deposits: Noninterest-bearing $ 52,908 $ — $ — $ 52,908 Interest-bearing 152,257 92 e — 152,349 Total deposits 205,165 92 — 205,257 Subordinated note 4,124 — — 4,124 Other liabilities and accrued interest payable 2,244 787 f — 3,031 Total liabilities assumed 211,533 879 — 212,412 Net assets acquired $ 24,511 $ 1,139 $ 13 25,663 Cash consideration paid (31,795) Goodwill $ 6,132 Explanation of fair value adjustments a. Reflects the fair value adjustment based on the Company’s evaluation of the acquired loan portfolio and to eliminate the acquiree’s recorded allowance for loan losses. b. Reflects the fair value adjustment based on the Company’s evaluation of the premises and equipment acquired. c. Reflects the fair value adjustment for the core deposit intangible asset recorded as a result of the acquisition. d. Reflects the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes. e. Reflects the fair value adjustment based on the Company’s evaluation of the assumed time deposits. f. Reflects the amount needed to adjust other liabilities to estimated fair value and to record certain liabilities directly attributable to the acquisition of Cornerstone. Goodwill of approximately $6 million, which is the excess of the merger consideration over the fair value of net assets acquired, was recorded in the Cornerstone acquisition and is the result of expected operational synergies and other factors. This goodwill is all attributable to the Company’s Traditional Banking segment and is not expected to be deductible for tax purposes. For the three months ended March 31, 2016, the Company’s consolidated statements of income include approximately $194,000 of acquisition-related costs associated with the Cornerstone acquisition. With regard to the Company’s Cornerstone acquisition, pro forma financial information as if the acquisition had occurred at the beginning of 2016 is not considered material and is not included in this filing.

INVESTMENT SECURITIES

INVESTMENT SECURITIES	3 Months Ended
	Mar. 31, 2017
INVESTMENT SECURITIES
INVESTMENT SECURITIES	3. INVESTMENT SECURITIES Securities Available for Sale The gross amortized cost and fair value of securities available for sale and the related gross unrealized gains and losses recognized in accumulated other comprehensive income (“AOCI”) were as follows: Gross Gross Amortized Unrealized Unrealized Fair March 31, 2017 (in thousands) Cost Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 320,381 $ 92 $ (948) $ 319,525 Private label mortgage backed security 3,543 1,139 — 4,682 Mortgage backed securities - residential 95,857 2,191 (226) 97,822 Collateralized mortgage obligations 83,317 394 (780) 82,931 Freddie Mac preferred stock — 394 — 394 Community Reinvestment Act mutual fund 2,500 — (42) 2,458 Corporate bonds 15,003 255 — 15,258 Trust preferred security 3,460 — (260) 3,200 Total securities available for sale $ 524,061 $ 4,465 $ (2,256) $ 526,270 Gross Gross Amortized Unrealized Unrealized Fair December 31, 2016 (in thousands) Cost Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 295,425 $ 226 $ (1,107) $ 294,544 Private label mortgage backed security 3,691 1,086 — 4,777 Mortgage backed securities - residential 71,197 2,027 (220) 73,004 Collateralized mortgage obligations 88,559 334 (1,239) 87,654 Freddie Mac preferred stock — 483 — 483 Community Reinvestment Act mutual fund 2,500 — (45) 2,455 Corporate bonds 15,004 154 — 15,158 Trust preferred security 3,449 — (249) 3,200 Total securities available for sale $ 479,825 $ 4,310 $ (2,860) $ 481,275 Securities Held to Maturity The carrying value, gross unrecognized gains and losses, and fair value of securities held to maturity were as follows: Gross Gross Carrying Unrecognized Unrecognized Fair March 31, 2017 (in thousands) Value Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 504 $ — $ (1) $ 503 Mortgage backed securities - residential 156 11 — 167 Collateralized mortgage obligations 26,141 267 (36) 26,372 Corporate bonds 25,059 439 (61) 25,437 Total securities held to maturity $ 51,860 $ 717 $ (98) $ 52,479 Gross Gross Carrying Unrecognized Unrecognized Fair December 31, 2016 (in thousands) Value Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 506 $ — $ (2) $ 504 Mortgage backed securities - residential 158 12 — 170 Collateralized mortgage obligations 27,142 250 (124) 27,268 Corporate bonds 25,058 312 (63) 25,307 Total securities held to maturity $ 52,864 $ 574 $ (189) $ 53,249 At March 31, 2017 and December 31, 2016, there were no holdings of securities of any one issuer, other than the U.S. government and its agencies, in an amount greater than 10% of stockholders’ equity. Sales of Securities Available for Sale During the three months ended March 31, 2017 and 2016 there were no gains or losses on sales or calls of securities available for sale. Investment Securities by Contractual Maturity The amortized cost and fair value of the investment securities portfolio by contractual maturity at March 31, 2017 follows. Expected maturities may differ from contractual maturities if borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date are detailed separately. Securities Securities Available for Sale Held to Maturity Amortized Fair Carrying Fair March 31, 2017 (in thousands) Cost Value Value Value Due in one year or less $ 96,033 $ 96,079 $ 504 $ 502 Due from one year to five years 229,351 228,480 5,075 5,015 Due from five years to ten years 10,000 10,224 19,984 20,423 Due beyond ten years 3,460 3,200 — — Private label mortgage backed security 3,543 4,682 — — Mortgage backed securities - residential 95,857 97,822 156 167 Collateralized mortgage obligations 83,317 82,931 26,141 26,372 Freddie Mac preferred stock — 394 — — Community Reinvestment Act mutual fund 2,500 2,458 — — Total securities $ 524,061 $ 526,270 $ 51,860 $ 52,479 Freddie Mac Preferred Stock During 2008, the U.S. Treasury, the Federal Reserve Board and the Federal Housing Finance Agency (“FHFA”) announced that the FHFA was placing Freddie Mac under conservatorship and giving management control to the FHFA. The Bank contemporaneously determined that its 40,000 shares of Freddie Mac preferred stock were fully impaired and recorded an other-than-temporary impairment (“OTTI”) charge of $2.1 million in 2008. The OTTI charge brought the carrying value of the stock to $0. In 2014, based on active trading volume of Freddie Mac preferred stock, the Company determined it appropriate to record an unrealized gain to AOCI related to its Freddie Mac preferred stock holdings. Based on the stock’s market closing price as of March 31, 2017, the Company’s unrealized gain for its Freddie Mac preferred stock totaled $394,000. Corporate Bonds During 2013 and 2016, the Bank purchased floating rate corporate bonds. The bonds were rated “investment grade” by accredited rating agencies as of their respective purchase dates. The total fair value of the Bank’s corporate bonds represented 7% and 8% of the Bank’s investment portfolio as of March 31, 2017 and December 31, 2016. Mortgage Backed Securities and Collateralized Mortgage Obligations At March 31, 2017, with the exception of the $4.7 million private label mortgage backed security, all other mortgage backed securities and collateralized mortgage obligations (“CMOs”) held by the Bank were issued by U.S. government-sponsored entities and agencies, primarily Freddie Mac and the Fannie Mae. At March 31, 2017 and December 31, 2016, there were gross unrealized losses of $1.0 million and $1.5 million related to available for sale mortgage backed securities and CMOs. Because these unrealized losses are attributable to changes in interest rates and illiquidity, and not credit quality, and because the Bank does not have the intent to sell these securities, and it is likely that it will not be required to sell the securities before their anticipated recovery, management does not consider these securities to have OTTI. Trust Preferred Security During the fourth quarter of 2015, the Parent Company purchased a $3 million floating rate trust preferred security (“TRUP”) at a price of 68% of par. The coupon on this security is based on the 3-month London Interbank Borrowing Rate (“LIBOR”) rate plus 159 basis points. The Company performed an initial analysis prior to acquisition and performs ongoing analysis of the credit risk of the underlying borrower in relation to its TRUP. Unrealized-Loss Analysis Securities with unrealized losses at March 31, 2017 and December 31, 2016, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows: Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized March 31, 2017 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ — $ — $ 183,282 $ (948) $ 183,282 $ (948) Mortgage backed securities - residential — — 17,537 (226) 17,537 (226) Collateralized mortgage obligations — — 46,440 (780) 46,440 (780) Community Reinvestment Act mutual fund 2,458 (42) — — 2,458 (42) Trust preferred security — — 3,200 (260) 3,200 (260) Total securities available for sale $ 2,458 $ (42) $ 250,459 $ (2,214) $ 252,917 $ (2,256) Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized December 31, 2016 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ 138,002 $ (1,107) $ — $ — $ 138,002 $ (1,107) Mortgage backed securities - residential 9,427 (122) 4,211 (98) 13,638 (220) Collateralized mortgage obligations 37,547 (690) 15,668 (549) 53,215 (1,239) Community Reinvestment Act mutual fund 2,455 (45) — — 2,455 (45) Trust preferred security 3,200 (249) — — 3,200 (249) Total securities available for sale $ 190,631 $ (2,213) $ 19,879 $ (647) $ 210,510 $ (2,860) Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized March 31, 2017 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities held to maturity: U.S. Treasury securities and U.S. Government agencies $ 503 $ (1) $ — $ — $ 503 $ (1) Collateralized mortgage obligations — — 7,066 (36) 7,066 (36) Corporate bonds — — 4,940 (61) 4,940 (61) Total securities held to maturity $ 503 $ (1) $ 12,006 $ (97) $ 12,509 $ (98) Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized December 31, 2016 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities held to maturity: U.S. Treasury securities and U.S. Government agencies $ 506 $ (2) $ — $ — $ 506 $ (2) Collateralized mortgage obligations 13,315 (124) — — 13,315 (124) Corporate bonds — — 4,937 (63) 4,937 (63) Total securities held to maturity $ 13,821 $ (126) $ 4,937 $ (63) $ 18,758 $ (189) At March 31, 2017, the Bank’s security portfolio consisted of 182 securities, 47 of which were in an unrealized loss position. At December 31, 2016, the Bank’s security portfolio consisted of 179 securities, 45 of which were in an unrealized loss position. Other-than-temporary impairment (“OTTI”) Unrealized losses for all investment securities are reviewed to determine whether the losses are “other-than-temporary.” Investment securities are evaluated for OTTI on at least a quarterly basis and more frequently when economic or market conditions warrant such an evaluation to determine whether a decline in value below amortized cost is other-than-temporary. In conducting this assessment, the Bank evaluates a number of factors including, but not limited to the following: · The length of time and the extent to which fair value has been less than the amortized cost basis; · The Bank’s intent to hold until maturity or sell the debt security prior to maturity; · An analysis of whether it is more-likely-than-not that the Bank will be required to sell the debt security before its anticipated recovery; · Adverse conditions specifically related to the security, an industry, or a geographic area; · The historical and implied volatility of the fair value of the security; · The payment structure of the security and the likelihood of the issuer being able to make payments; · Failure of the issuer to make scheduled interest or principal payments; · Any rating changes by a rating agency; and · Recoveries or additional decline in fair value subsequent to the balance sheet date. The term “other-than-temporary” is not intended to indicate that the decline is permanent, but indicates that the prospects for a near-term recovery of value are not necessarily favorable, or that there is a general lack of evidence to support a realizable value equal to or greater than the carrying value of the investment. Once a decline in value is determined to be other-than-temporary, the value of the security is reduced and a corresponding charge to earnings is recognized for the anticipated credit losses. The Bank owns one private label mortgage backed security with a total carrying value of $4.7 million at March 31, 2017. This security is mostly backed by “Alternative A” first lien mortgage loans, but also has an insurance “wrap” or guarantee as an added layer of protection to the security holder. This asset is illiquid, and as such, the Bank determined it to be a Level 3 security in accordance with Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures. Based on this determination, the Bank utilized an income valuation model (“present value model”) approach, in determining the fair value of the security. This approach is beneficial for positions that are not traded in active markets or are subject to transfer restrictions, and/or where valuations are adjusted to reflect illiquidity and/or non-transferability. Such adjustments are generally based on available market evidence. In the absence of such evidence, management’s best estimate is used. Management’s best estimate consists of both internal and external support for this investment. See additional discussion regarding the Bank’s private label mortgage backed security under Footnote 10 “Fair Value” in this section of the filing. Pledged Investment Securities Investment securities pledged to secure public deposits, securities sold under agreements to repurchase and securities held for other purposes, as required or permitted by law are as follows: (in thousands) March 31, 2017 December 31, 2016 Carrying amount $ 224,778 $ 231,695 Fair value 224,978 231,891

LOANS HELD FOR SALE

LOANS HELD FOR SALE	3 Months Ended
	Mar. 31, 2017
LOANS HELD FOR SALE.
LOANS HELD FOR SALE	4. LOANS HELD FOR SALE In the ordinary course of business, the Bank originates for sale mortgage loans and consumer loans. Mortgage loans originated for sale are primarily originated and sold into the secondary market through the Bank’s Mortgage Banking operations, while consumer loans originated for sale are originated and sold through the RCS division of the Company’s RPG segment. Mortgage Loans Held for Sale, at Fair Value See additional detail regarding mortgage loans originated for sale, at fair value under Footnote 11 “Mortgage Banking Activities” of this section of the filing. Consumer Loans Held for Sale, at Fair Value During the first quarter of 2016, RCS initiated an installment loan program, in which the Company sells 100% of the receivables approximately 21 days after origination. The Company carries these loans at fair value, with the loans marked to market on a monthly basis, and any changes in their fair value reported as a component of “Program fees.” Activity for consumer loans held for sale and carried at fair value was as follows: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 2,198 $ — Origination of consumer loans held for sale 12,238 415 Proceeds from the sale of consumer loans held for sale (10,783) — Net gain on sale of consumer loans held for sale 26 — Balance, end of period $ 3,679 $ 415 Consumer Loans Held for Sale, at Lower of Cost or Fair Value RCS originates for sale its line-of-credit product and its credit card product. The Bank sells 90% of the balances maintained through these products within two days of loan origination and retains a 10% interest. The line-of-credit product represents the substantial majority of activity in consumer loans held for sale and carried at the lower of cost or fair value, as RCS moved beyond the pilot phase for this product in June 2015. In December 2015, RCS began piloting its credit card product. Any gains or losses on the sale of RCS products are reported as a component of “Program fees.” Activity for consumer loans held for sale and carried at the lower of cost or market value was as follows: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 1,310 $ 514 Origination of consumer loans held for sale 114,686 43,653 Proceeds from the sale of consumer loans held for sale (115,658) (44,034) Net gain on sale of consumer loans held for sale 1,082 433 Balance, end of period $ 1,420 $ 566

LOANS AND ALLOWANCE FOR LOAN AN

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES	3 Months Ended
	Mar. 31, 2017
LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES
LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES	5. LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES The composition of the loan portfolio at period end follows: (in thousands) March 31, 2017 December 31, 2016 Core Bank: Residential real estate: Owner occupied $ 969,705 $ 1,000,148 Owner occupied - correspondent* 141,375 149,028 Nonowner occupied 164,742 156,605 Commercial real estate 1,049,193 1,060,496 Construction & land development 130,766 119,650 Commercial & industrial 270,652 259,026 Lease financing receivables 13,853 13,614 Warehouse lines of credit* 495,165 585,439 Home equity 341,611 341,285 Consumer: Credit cards 14,644 13,414 Overdrafts 786 803 Automobile loans 55,962 52,579 Other consumer 19,215 19,744 Total Core Bank 3,667,669 3,771,831 Republic Processing Group*: Commercial & industrial 14 6,695 Consumer: Easy Advances 10,672 — Republic Credit Solutions 32,021 32,252 Total Republic Processing Group 42,707 38,947 Total loans** 3,710,376 3,810,778 Allowance for loan and lease losses (42,362) (32,920) Total loans, net $ 3,668,014 $ 3,777,858 *Identifies loans to borrowers located primarily outside of the Bank’s market footprint. ** Total loans are presented inclusive of premiums, discounts and net loan origination fees and costs. See table directly below for expanded detail. The following table reconciles the contractually receivable and carrying amounts of loans at March 31, 2017 and December 31, 2016: (in thousands) March 31, 2017 December 31, 2016 Contractual receivable $ 3,715,075 $ 3,816,086 Unearned income(1) (1,098) (1,050) Unamortized premiums(2) 1,654 1,838 Unaccreted discounts(3) (8,842) (9,397) Net unamortized deferred origination fees and costs 3,587 3,301 Carrying value of loans $ 3,710,376 $ 3,810,778 (1) Unearned income relates to lease financing receivables. (2) Premiums predominately relate to loans acquired through the Bank’s Correspondent Lending channel. (3) Unaccreted discounts include accretable and non-accretable discounts and predominately relate to loans acquired in the Bank’s 2016 Cornerstone acquisition and its 2012 FDIC-assisted transactions. Loan Purchases The Core Bank acquires for investment single family, first lien mortgage loans that meet the Core Bank’s specifications through its Correspondent Lending channel. In addition, the Bank has acquired in the past unsecured consumer installment loans for investment from a third-party originator. Such consumer loans were purchased at par and were selected by the Bank based on certain underwriting specifications. The following table reflects the purchased activity of single family, first lien mortgage loans and unsecured consumer loans, by class, during the three months ended March 31, 2017 and 2016. Three Months Ended March 31, (in thousands) 2017 2016 Residential real estate: Owner occupied - correspondent* $ 1,224 $ 20,521 Consumer: Other consumer* — 2,667 Total purchased loans** $ 1,224 $ 23,188 * Represents origination amount, inclusive of applicable purchase premiums. **Purchases are all part of Core Bank operations. Loans Acquired in Cornerstone Acquisition The following table summarizes loans acquired in the Company’s May 17, 2016 Cornerstone acquisition, finalized as of October 1, 2016: May 17, 2016 (in thousands) Contractual Receivable Non-accretable Discount Accretable Discount Acquisition-Day Fair Value Residential real estate: Owner occupied $ 15,487 $ — $ (393) $ 15,094 Nonowner occupied 11,196 — (101) 11,095 Commercial real estate 106,089 — (1,498) 104,591 Construction & land development 18,277 — (502) 17,775 Commercial & industrial 11,462 — (191) 11,271 Home equity 20,652 — (350) 20,302 Consumer and other 2,347 — (147) 2,200 Total loans - ASC 310-20 185,510 — (3,182) 182,328 Residential real estate: Owner occupied 2,963 (822) (15) 2,126 Nonowner occupied 1,721 (320) (167) 1,234 Commercial real estate 4,315 (617) (197) 3,501 Construction & land development 175 — — 175 Commercial & industrial 66 (1) 1 66 Home equity 382 (178) (11) 193 Consumer and other 4 (3) — 1 Total loans - ASC 310-30 - PCI loans 9,626 (1,941) (389) 7,296 Total loans acquired $ 195,136 $ (1,941) $ (3,571) $ 189,624 Purchased-Credit-Impaired (“PCI”) Loans The Bank acquired PCI loans on May 17, 2016 in its Cornerstone acquisition and during the year ended December 31, 2012 in two FDIC-assisted transactions. PCI loans are accounted for under ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality . Management utilized the following criteria in determining which loans were classified as PCI loans for its May 17, 2016 Cornerstone acquisition: · Loans for which the Bank assigned a non-accretable discount · Loans classified as nonaccrual when acquired · Loans past due 90-days-or-more when acquired The following table reconciles the contractually required and carrying amounts of all PCI loans at March 31, 2017 and December 31, 2016: (in thousands) March 31, 2017 December 31, 2016 Contractually-required principal $ 14,926 $ 15,587 Non-accretable amount (1,806) (1,713) Accretable amount (3,409) (3,600) Carrying value of loans $ 9,711 $ 10,274 The following table presents a rollforward of the accretable amount on all PCI loans for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ (3,600) $ (4,125) Transfers between non-accretable and accretable 90 (455) Net accretion into interest income on loans, including loan fees 101 727 Balance, end of period $ (3,409) $ (3,853) Credit Quality Indicators Based on the Bank’s internal analyses performed as of March 31, 2017 and December 31, 2016, the following tables reflect loans by risk category. Risk categories are defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016: March 31, 2017 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention* Substandard* Loss Group 1 Substandard Loans** Core Bank: Residential real estate: Owner occupied $ — $ 20,549 $ 12,972 $ — $ 186 $ 1,799 $ 35,506 Owner occupied - correspondent — — — — — — — Nonowner occupied — 649 1,079 — 518 — 2,246 Commercial real estate 1,031,746 6,345 4,107 — 6,995 — 1,049,193 Construction & land development 129,894 89 783 — — — 130,766 Commercial & industrial 269,756 722 151 — 23 — 270,652 Lease financing receivables 13,853 — — — 13,853 Warehouse lines of credit 495,165 — — — — — 495,165 Home equity — 232 2,035 — 92 97 2,456 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 211 — 1 — 212 Total Core Bank 1,940,414 28,586 21,338 — 7,815 1,896 2,000,049 Republic Processing Group: Commercial & industrial 14 — — — — — 14 Consumer: Easy Advances — — — — — — — Republic Credit Solutions — — 122 — — — 122 Total Republic Processing Group: 14 — 122 — — — 136 Total rated loans $ 1,940,428 $ 28,586 $ 21,460 $ — $ 7,815 $ 1,896 $ 2,000,185 December 31, 2016 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention* Substandard* Loss Group 1 Substandard Loans** Core Bank: Residential real estate: Owner occupied $ — $ 21,344 $ 13,117 $ — $ 218 $ 2,267 $ 36,946 Owner occupied - correspondent — — — — — — — Nonowner occupied — 656 1,115 — 523 — 2,294 Commercial real estate 1,042,137 7,086 4,224 — 7,049 — 1,060,496 Construction & land development 118,769 90 791 — — — 119,650 Commercial & industrial 257,579 1,270 154 — 23 — 259,026 Lease financing receivables 13,614 — — — 13,614 Warehouse lines of credit 585,439 — — — — — 585,439 Home equity — 256 1,763 — 94 99 2,212 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 166 — 1 — 167 Total Core Bank 2,017,538 30,702 21,330 — 7,908 2,366 2,079,844 Republic Processing Group: Commercial & industrial 6,695 — — — — — 6,695 Consumer: Easy Advances — — — — — — — Republic Credit Solutions — — 82 — — — 82 Total Republic Processing Group: 6,695 — 82 — — — 6,777 Total rated loans $ 2,024,233 $ 30,702 $ 21,412 $ — $ 7,908 $ 2,366 $ 2,086,621 *At March 31, 2017 and December 31, 2016, Special Mention included $2 million and $2 million and Substandard included $1 million and $1 million that were removed from PCI accounting in accordance with ASC 310-30-35-13 due to a post-acquisition troubled debt restructuring. ** The above tables exclude all non-classified residential real estate, home equity and consumer loans at the respective period ends. Allowance for Loan and Lease Losses Activity in the allowance for loan and lease losses (“Allowance”) by loan class follows: Allowance Rollforward Three Months Ended March 31, 2017 March 31, 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Core Bank: Residential real estate: Owner occupied $ 7,158 $ (143) $ (3) $ 59 $ 7,071 $ 8,301 $ (182) $ (144) $ 74 $ 8,049 Owner occupied - correspondent 373 (9) (11) — 353 623 (16) — — 607 Nonowner occupied 1,139 59 — — 1,198 1,052 87 (44) — 1,095 Commercial real estate 8,078 (197) — 17 7,898 7,672 20 (41) 27 7,678 Construction & land development 1,850 383 — — 2,233 1,303 69 (44) 20 1,348 Commercial & industrial 1,511 (44) — 21 1,488 1,455 (75) — 4 1,384 Lease financing receivables 136 9 — — 145 89 8 — — 97 Warehouse lines of credit 1,464 (226) — — 1,238 967 18 — — 985 Home equity 3,757 69 (4) 9 3,831 2,996 67 (35) 26 3,054 Consumer: Credit cards 490 38 (27) 5 506 448 21 (12) 9 466 Overdrafts 675 83 (184) 67 641 351 184 (161) 76 450 Automobile loans 526 36 — 1 563 56 89 — — 145 Other consumer 771 183 (230) 101 825 479 208 (131) 92 648 Total Core Bank 27,928 241 (459) 280 27,990 25,792 498 (612) 328 26,006 Republic Processing Group: Commercial & industrial 25 (25) — — — — — — — — Consumer: Easy Advances — 8,601 (860) — 7,741 — 3,574 (405) — 3,169 Refund Anticipation Loans — (235) — 235 — — (247) — 247 — Republic Credit Solutions 4,967 3,769 (2,285) 180 6,631 1,699 1,361 (846) 86 2,300 Total Republic Processing Group 4,992 12,110 (3,145) 415 14,372 1,699 4,688 (1,251) 333 5,469 Total $ 32,920 $ 12,351 $ (3,604) $ 695 $ 42,362 $ 27,491 $ 5,186 $ (1,863) $ 661 $ 31,475 Nonperforming Loans and Nonperforming Assets Detail of nonperforming loans and nonperforming assets follows: (dollars in thousands) March 31, 2017 December 31, 2016 Loans on nonaccrual status* $ 16,793 $ 15,892 Loans past due 90-days-or-more and still on accrual** 203 167 Total nonperforming loans 16,996 16,059 Other real estate owned 1,362 1,391 Total nonperforming assets $ 18,358 $ 17,450 Credit Quality Ratios - Total Company: Nonperforming loans to total loans 0.46 % 0.42 % Nonperforming assets to total loans (including OREO) 0.49 0.46 Nonperforming assets to total assets 0.39 0.36 Credit Quality Ratios - Core Bank: Nonperforming loans to total loans 0.46 % 0.42 % Nonperforming assets to total loans (including OREO) 0.50 0.46 Nonperforming assets to total assets 0.40 0.36 *Loans on nonaccrual status include impaired loans. **Loans past due 90-days-or-more and still accruing consist of PCI loans or smaller balance consumer loans. The following table presents the recorded investment in nonaccrual loans and loans past due 90-days-or-more and still on accrual by class of loans: Past Due 90-Days-or-More Nonaccrual and Still Accruing Interest* (in thousands) March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 Core Bank: Residential real estate: Owner occupied $ 11,731 $ 10,955 $ — $ — Owner occupied - correspondent — — — — Nonowner occupied 818 852 — — Commercial real estate 2,674 2,725 — — Construction & land development 74 77 — — Commercial & industrial 151 154 — — Lease financing receivables — — — — Warehouse lines of credit — — — — Home equity 1,268 1,069 — — Consumer: Credit cards — — — — Overdrafts — — — — Automobile loans 24 — — — Other consumer 53 60 81 85 Total Core Bank 16,793 15,892 81 85 Republic Processing Group: Commercial & industrial — — — — Consumer: Easy Advances — — — — Republic Credit Solutions — — 122 82 Total Republic Processing Group — — 122 82 Total $ 16,793 $ 15,892 $ 203 $ 167 * Loans past due 90-days-or-more and still accruing consist of PCI loans or smaller balance consumer loans. Nonaccrual loans and loans past due 90-days-or-more and still on accrual include both smaller balance, primarily retail, homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans. Nonaccrual loans are typically returned to accrual status when all the principal and interest amounts contractually due are brought current and held current for six consecutive months and future contractual payments are reasonably assured. Troubled Debt Restructurings (“TDRs”) on nonaccrual status are reviewed for return to accrual status on an individual basis, with additional consideration given to performance under the modified terms. Delinquent Loans The following tables present the aging of the recorded investment in loans by class of loans: 30 - 59 60 - 89 90 or More March 31, 2017 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Core Bank: Residential real estate: Owner occupied $ 2,205 $ 420 $ 1,263 $ 3,888 $ 965,817 $ 969,705 Owner occupied - correspondent — — — — 141,375 141,375 Nonowner occupied 5 — 35 40 164,702 164,742 Commercial real estate 140 85 416 641 1,048,552 1,049,193 Construction & land development — — — — 130,766 130,766 Commercial & industrial — — — — 270,652 270,652 Lease financing receivables — — — — 13,853 13,853 Warehouse lines of credit — — — — 495,165 495,165 Home equity 440 25 442 907 340,704 341,611 Consumer: Credit cards 16 14 — 30 14,614 14,644 Overdrafts 142 3 — 145 641 786 Automobile loans 22 — — 22 55,940 55,962 Other consumer 86 110 83 279 18,936 19,215 Total Core Bank 3,056 657 2,239 5,952 3,661,717 3,667,669 Republic Processing Group: Commercial & industrial — — — — 14 14 Consumer: Easy Advances 8,350 — — 8,350 2,322 10,672 Republic Credit Solutions 1,508 231 122 1,861 30,160 32,021 Total Republic Processing Group 9,858 231 122 10,211 32,496 42,707 Total $ 12,914 $ 888 $ 2,361 $ 16,163 $ 3,694,213 $ 3,710,376 Delinquency ratio*** 0.35 % 0.02 % 0.06 % 0.44 % * All loans past due 90-days-or-more, excluding PCI loans and small balance consumer loans, were on nonaccrual status. ** Delinquent status may be determined by either the number of days past due or number of payments past due. Easy Advances do not have a contractual due date but are eligible for delinquency consideration three weeks after the taxpayer customer’s tax return is submitted to the applicable tax authority. *** Represents total loans 30-days-or-more past due by aging category divided by total loans. 30 - 59 60 - 89 90 or More December 31, 2016 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Core Bank: Residential real estate: Owner occupied $ 1,696 $ 337 $ 2,521 $ 4,554 $ 995,594 $ 1,000,148 Owner occupied - correspondent — — — — 149,028 149,028 Nonowner occupied — — 46 46 156,559 156,605 Commercial real estate 8 — 417 425 1,060,071 1,060,496 Construction & land development — — — — 119,650 119,650 Commercial & industrial 342 — — 342 258,684 259,026 Lease financing receivables — — — — 13,614 13,614 Warehouse lines of credit — — — — 585,439 585,439 Home equity 316 160 494 970 340,315 341,285 Consumer: Credit cards 14 4 — 18 13,396 13,414 Overdrafts 159 1 1 161 642 803 Automobile loans — — — — 52,579 52,579 Other consumer 114 106 85 305 19,439 19,744 Total Core Bank 2,649 608 3,564 6,821 3,765,010 3,771,831 Republic Processing Group: Commercial & industrial — — — — 6,695 6,695 Consumer: Easy Advances — — — — — — Republic Credit Solutions 1,751 304 82 2,137 30,115 32,252 Total Republic Processing Group 1,751 304 82 2,137 36,810 38,947 Total $ 4,400 $ 912 $ 3,646 $ 8,958 $ 3,801,820 $ 3,810,778 Delinquency ratio*** 0.12 % 0.02 % 0.10 % 0.24 % * All loans past due 90-days-or-more, excluding PCI loans and small balance consumer loans, were on nonaccrual status. ** Delinquent status may be determined by either the number of days past due or number of payments past due. *** Represents total loans 30-days-or-more past due by aging category divided by total loans. Impaired Loans Information regarding the Bank’s impaired loans follows: (in thousands) March 31, 2017 December 31, 2016 Loans with no allocated Allowance $ 20,056 $ 21,416 Loans with allocated Allowance 28,914 31,268 Total impaired loans $ 48,970 $ 52,684 Amount of the Allowance $ 4,901 $ 4,925 Approximately $2 million and $4 million of impaired loans at March 31, 2017 and December 31, 2016 were PCI loans. Approximately $3 million and $3 million of impaired loans at March 31, 2017 and December 31, 2016 were formerly PCI loans that became classified as “Impaired” through a post-acquisition troubled debt restructuring. The following tables present the balance in the Allowance and the recorded investment in loans by portfolio class based on impairment method as of March 31, 2017 and December 31, 2016: Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without March 31, 2017 Evaluated Collectively Post Acquisition Post Acquisition Total Evaluated Collectively Post Acquisition Post Acquisition Total (dollars in thousands) Excluding PCI Evaluated Impairment Impairment Allowance Excluding PCI Evaluated Impairment Impairment Loans Core Bank: Residential real estate: Owner occupied $ 3,250 $ 3,671 $ 150 $ — $ 7,071 $ 30,924 $ 936,796 $ 1,799 $ 186 $ 969,705 Owner occupied - correspondent — 353 — — 353 — 141,375 — — 141,375 Nonowner occupied 62 1,129 7 — 1,198 1,632 162,592 265 253 164,742 Commercial real estate 447 7,414 37 — 7,898 10,711 1,031,487 148 6,847 1,049,193 Construction & land development 110 2,123 — — 2,233 872 129,894 — — 130,766 Commercial & industrial 152 1,336 — — 1,488 207 270,422 — 23 270,652 Lease financing receivables — 145 — — 145 — 13,853 — — 13,853 Warehouse lines of credit — 1,238 — — 1,238 — 495,165 — — 495,165 Home equity 529 3,204 98 — 3,831 2,185 339,237 98 91 341,611 Consumer: Credit cards — 506 — — 506 — 14,644 — — 14,644 Overdrafts — 641 — — 641 — 786 — — 786 Automobile loans — 563 — — 563 — 55,962 — — 55,962 Other consumer 59 766 — — 825 129 19,085 — 1 19,215 Total Core Bank 4,609 23,089 292 — 27,990 46,660 3,611,298 2,310 7,401 3,667,669 Republic Processing Group: Commercial & industrial — — — — — — 14 — — 14 Consumer: Easy Advances — 7,741 — — 7,741 — 10,672 — — 10,672 Republic Credit Solutions — 6,631 — — 6,631 — 32,021 — — 32,021 Total Republic Processing Group — 14,372 — — 14,372 — 42,707 — — 42,707 Total $ 4,609 $ 37,461 $ 292 $ — $ 42,362 $ 46,660 $ 3,654,005 $ 2,310 $ 7,401 $ 3,710,376 Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without December 31, 2016 Evaluated Collectively Post Acquisition Post Acquisition Total Evaluated Collectively Post Acquisition Post Acquisition Total (dollars in thousands) Excluding PCI Evaluated Impairment Impairment Allowance Excluding PCI Evaluated Impairment Impairment Loans Core Bank: Residential real estate: Owner occupied $ 3,203 $ 3,797 $ 158 $ — $ 7,158 $ 31,908 $ 965,755 $ 2,297 $ 188 $ 1,000,148 Owner occupied - correspondent — 373 — — 373 — 149,028 — — 149,028 Nonowner occupied 65 1,067 7 — 1,139 1,601 154,481 268 255 156,605 Commercial real estate 532 7,501 45 — 8,078 11,769 1,041,678 1,164 5,885 1,060,496 Construction & land development 120 1,730 — — 1,850 882 118,768 — — 119,650 Commercial & industrial 227 1,284 — — 1,511 686 258,317 — 23 259,026 Lease financing receivables — 136 — — 136 — 13,614 — — 13,614 Warehouse lines of credit — 1,464 — — 1,464 — 585,439 — — 585,439 Home equity 433 3,225 99 — 3,757 1,929 339,163 99 94 341,285 Consumer: Credit cards — 490 — — 490 — 13,414 — — 13,414 Overdrafts — 675 — — 675 — 803 — — 803 Automobile loans — 526 — — 526 — 52,579 — — 52,579 Other consumer 36 735 — — 771 81 19,662 — 1 19,744 Total Core Bank 4,616 23,003 309 — 27,928 48,856 3,712,701 3,828 6,446 3,771,831 Republic Processing Group: Commercial & industrial — 25 — — 25 — 6,695 — — 6,695 Consumer: Easy Advances — — — — — — — — — — Republic Credit Solutions — 4,967 — — 4,967 — 32,252 — — 32,252 Total Republic Processing Group — 4,992 — — 4,992 — 38,947 — — 38,947 Total $ 4,616 $ 27,995 $ 309 $ — $ 32,920 $ 48,856 $ 3,751,648 $ 3,828 $ 6,446 $ 3,810,778 The following tables present loans individually evaluated for impairment by class of loans as of March 31, 2017 and December 31, 2016 and for the three months ended March 31, 2017 and 2016. The difference between the “Unpaid Principal Balance” and “Recorded Investment” columns represents life-to-date partial write downs/charge offs taken on individual impaired credits. As of Three Months Ended March 31, 2017 March 31, 2017 Cash Basis Unpaid Average Interest Interest Principal Recorded Allowance Recorded Income Income (in thousands) Balance Investment Allocated Investment Recognized Recognized Impaired loans with no related allowance recorded: Residential real estate: Owner occupied $ 12,874 $ 11,892 $ — $ 12,261 $ 29 $ — Owner occupied - correspondent — — — — — — Nonowner occupied 1,445 1,411 — 1,394 8 — Commercial real estate 5,946 4,769 — 5,153 21 — Construction & land development 476 476 — 476 5 — Commercial & industrial 55 55 — 61 1 — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 1,488 1,413 — 1,350 4 — Consumer 40 40 — 43 — — Impaired loans with an allowance recorded: Residential real estate: Owner occupied 20,848 20,831 3,400 21,204 181 — Owner occupied - correspondent — — — — — — Nonowner occupied 486 486 69 490 6 — Commercial real estate 6,090 6,090 484 6,744 67 — Construction & land development 396 396 110 401 5 — Commercial & industrial 152 152 152 386 — — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 871 870 627 806 10 — Consumer 90 89 59 63 — — Total impaired loans $ 51,257 $ 48,970 $ 4,901 $ 50,832 $ 337 $ — As of Three Months Ended December 31, 2016 March 31, 2016 Cash Basis Unpaid Average Interest Interest Principal Recorded Allowance Recorded Income Income (in thousands) Balance Investment Allocated Investment Recognized Recognized Impaired loans with no related allowance recorded: Residential real estate: Owner occupied $ 13,727 $ 12,629 $ — $ 13,050 $ 23 $ — Owner occupied - correspondent — — — — — — Non owner occupied 1,399 1,376 — 1,971 7 — Commercial real estate 6,610 5,536 — 7,180 54 — Construction & land development 476 476 — 1,272 5 — Commercial & industrial 67 67 — 14 — — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 1,358 1,287 — 2,139 7 — Consumer 45 45 — 92 — — Impaired loans with an allowance recorded: Residential real estate: Owner occupied 21,595 21,576 3,361 25,069 214 — Owner occupied - correspondent — — — 1,124 — — Non owner occupied 491 493 73 9,546 13 — Commercial real estate 7,397 7,397 577 543 96 — Construction & land development 405 406 120 1,502 5 — Commercial & industrial 619 619 227 — 20 — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 742 741 532 171 — — Consumer 37 36 35 45 — — Total impaired loans $ 54,968 $ 52,684 $ 4,925 $ 63,718 $ 444 $ — Troubled Debt Restructurings A TDR is a situation where, due to a borrower’s financial difficulties, the Bank grants a concession to the borrower that the Bank would not otherwise have considered. In order to determine whether a borrower is experiencing financial difficulty, an evaluation is performed of the probability that the borrower will be in payment default on any of their debt in the foreseeable future without the modification. This evaluation is performed in accordance with the Bank’s internal underwriting policy. All TDRs are considered “Impaired,” including PCI loans subsequently restructured. The majority of the Bank’s commercial related and construction TDRs involve a restructuring of financing terms such as a reduction in the payment amount to require only interest and escrow (if required) and/or extending the maturity date of the debt. The substantial majority of the Bank’s residential real estate TDR concessions involve reducing the client’s loan payment through a rate reduction for a set period based on the borrower’s ability to service the modified loan payment. Retail loans may also be classified as TDRs due to legal modifications, such as bankruptcies. Nonaccrual loans modified as TDRs typically remain on nonaccrual status and continue to be reported as nonperforming loans for a minimum of six consecutive months. Accruing loans modified as TDRs are evaluated for nonaccrual status based on a current evaluation of the borrower’s financial condition and ability and willingness to service the modified debt. At March 31, 2017 and December 31, 2016, $9 million and $10 million of TDRs were on nonaccrual status. Detail of TDRs differentiated by loan type and accrual status follows: Troubled Debt Troubled Debt Total Restructurings on Restructurings on Troubled Debt Nonaccrual Status Accrual Status Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 77 $ 6,725 193 $ 20,748 270 $ 27,473 Commercial real estate 6 2,382 15 7,830 21 10,212 Construction & land development 1 74 4 797 5 871 Commercial & industrial 1 151 2 55 3 206 Total troubled debt restructurings 85 $ 9,332 214 $ 29,430 299 $ 38,762 Troubled Debt Troubled Debt Total Restructurings on Restructurings on Troubled Debt Nonaccrual Status Accrual Status Restructurings Number of Recorded Number of Recorded Number of Recorded December 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 79 $ 7,199 198 $ 21,554 277 $ 28,753 Commercial real estate 6 2,430 17 8,835 23 11,265 Construction & land development 1 77 4 804 5 881 Commercial & industrial 1 154 2 533 3 687 Total troubled debt restructurings 87 $ 9,860 221 $ 31,726 308 $ 41,586 The Bank considers a TDR to be performing to its modified terms if the loan is in accrual status and not past due 30-days-or-more as of the reporting date. A summary of the categories of TDR loan modifications outstanding and respective performance under modified terms at March 31, 2017 and December 31, 2016 follows: Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 2 $ 158 1 $ 485 3 $ 643 Rate reduction 148 17,961 55 5,924 203 23,885 Principal deferral 6 314 7 271 13 585 Legal modification 20 895 31 1,465 51 2,360 Total residential TDRs 176 19,328 94 8,145 270 27,473 Commercial related and construction/land development loans: Interest only payments 5 2,626 1 403 6 3,029 Rate reduction 7 4,051 2 225 9 4,276 Principal deferral 9 2,006 5 1,978 14 3,984 Total commercial TDRs 21 8,683 8 2,606 29 11,289 Total troubled debt restructurings 197 $ 28,011 102 $ 10,751 299 $ 38,762 Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded December 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 2 $ 155 1 $ 493 3 $ 648 Rate reduction 148 18,125 57 6,213 205 24,338 Principal deferral 7 616 7 306 14 922 Legal modification 17 806 38 2,039 55 2,845 Total residential TDRs 174 19,702 103 9,051 277 28,753 Commercial related and construction/land development loans: Interest only payments 5 2,666 1 413 6 3,079 Rate reduction 8 4,769 2 228 10 4,997 Principal deferral 10 2,737 5 2,020 15 4,757 Total commercial TDRs 23 10,172 8 2,661 31 12,833 Total troubled debt restructurings 197 $ 29,874 111 $ 11,712 308 $ 41,586 As of March 31, 2017 and December 31, 2016, 72% and 72% of the Bank’s TDRs were performing according to their modified terms. The Bank had provided $4 million and $4 million of specific reserve allocations to clients whose loan terms have been modified in TDRs as of March 31, 2017 and December 31, 2016. The Bank had no commitments to lend any additional material amounts to its existing TDR relationships at March 31, 2017 or December 31, 2016. A summary of the categories of TDR loan modifications by respective performance as of March 31, 2017 and 2016 that were modified during the three months ended March 31, 2017 and 2016 follows: Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 1 159 — — 1 159 Principal deferral — — — — — — Legal modification 2 38 — — 2 38 Total residential TDRs 3 197 — — 3 197 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction — — — — — — Principal deferral — — — — — — Total commercial TDRs — — — — — — Total troubled debt restructurings 3 $ 197 — $ — 3 $ 197 Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 2 57 1 55 3 112 Principal deferral — — — — — — Legal modification 2 88 2 80 4 168 Total residential TDRs 4 145 3 135 7 280 Commercial related and construction/land development loans: Interest only payments — — 1 433 1 433 Rate reduction — — — — — — Principal deferral — — — — — — Total commercial TDRs — — 1 433 1 433 Total troubled debt restructurings 4 $ 145 4 $ 568 8 $ 713 The tables above are inclusive of loans that were TDRs at the end of previous periods and were re-modified, e.g., a maturity date extension during the current period. As of March 31, 2017 and 2016, 100% and 20% of the Bank’s TDRs that occurred during the first quarters of 2017 and 2016 were performing according to their modified terms. The Bank provided approximately $29,000 and $17,000 in specific reserve allocations to clients whose loan terms were modified in TDRs during the first quarters of 2017 and 2016. There was no significant change between the pre and post modification loan balances for the three months ending March 31, 2017 and 2016. The following table presents loans by class modified as troubled debt restructurings within the previous 12 months of March 31, 2017 and 2016 and for which there was a payment default during the three months ended March 31, 2017 and 2016. Three Months Ended March 31, 2017 2016 Number of Recorded Number of Recorded (dollars in thousands) Loans Investment Loans Investment Residential real estate: Owner occupied — $ — 2 $ 513 Owner occupied - correspondent — — — — Nonowner occupied — — — — Commercial real estate — — 4 2,306 Construction & land development — — — — Commercial & industrial — — — — Lease financing receivables — — — — Warehouse lines of credit — — — — Home equity — — — — Consumer — — — — Total — $ — 6 $ 2,819 Foreclosures The following table presents the carrying amount of foreclosed properties held at March 31, 2017 and December 31, 2016 as a result of the Bank obtaining physical possession of such properties: (in thousands) March 31, 2017 December 31, 2016 Residential real estate $ 1,362 $ 1,391 Total other real estate owned $ 1,362 $ 1,391 The following table presents the recorded investment in consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process according to local requirements of the applicable jurisdiction as of March 31, 2017 and December 31, 2016: (in thousands) March 31, 2017 December 31, 2016 Recorded investment in consumer residential real estate mortgage loans in the process of foreclosure $ 1,152 $ 1,677 Eas

DEPOSITS

DEPOSITS	3 Months Ended
	Mar. 31, 2017
DEPOSITS
DEPOSITS	6. DEPOSITS Ending deposit balances at March 31, 2017 and December 31, 2016 were as follows: (in thousands) March 31, 2017 December 31, 2016 Core Bank: Demand $ 935,245 $ 872,709 Money market accounts 562,827 541,622 Brokered money market accounts 350,862 360,597 Savings 174,995 164,410 Individual retirement accounts* 43,250 42,642 Time deposits, $250 and over* 38,691 37,200 Other certificates of deposit* 143,838 140,894 Brokered certificates of deposit* 27,814 28,666 Total Core Bank interest-bearing deposits 2,277,522 2,188,740 Total Core Bank noninterest-bearing deposits 934,787 943,459 Total Core Bank deposits 3,212,309 3,132,199 Republic Processing Group ("RPG"): Money market accounts 1,025 — Total RPG interest-bearing deposits 1,025 — Brokered prepaid card deposits 4,568 15 Other noninterest-bearing deposits 130,882 28,478 Total RPG noninterest-bearing deposits 135,450 28,493 Total RPG deposits 136,475 28,493 Total deposits $ 3,348,784 $ 3,160,692 *Represents a time deposit. The following table summarizes deposits acquired in the Company’s May 17, 2016 Cornerstone acquisition, finalized as of October 1, 2016: May 17, 2016 (in thousands) Contractual Principal Fair Value Adjustment Acquisition-Day Fair Value Demand $ 59,507 $ — $ 59,507 Money market accounts 53,773 — 53,773 Savings 12,352 — 12,352 Individual retirement accounts* 3,897 13 3,910 Time deposits, $250 and over* 3,385 12 3,397 Other certificates of deposit* 19,343 67 19,410 Total interest-bearing deposits 152,257 92 152,349 Total noninterest-bearing deposits 52,908 — 52,908 Total deposits $ 205,165 $ 92 $ 205,257 *Represents a time deposit.

SECURITIES SOLD UNDER AGREEMENT

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS	3 Months Ended
	Mar. 31, 2017
SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS
SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS	7. SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS Securities sold under agreements to repurchase consist of short-term excess funds from correspondent banks, repurchase agreements and overnight liabilities to deposit clients arising from the Bank’s treasury management program. While comparable to deposits in their transactional nature, these overnight liabilities to clients are in the form of repurchase agreements. Repurchase agreements collateralized by securities are treated as financings; accordingly, the securities involved with the agreements are recorded as assets and are held by a safekeeping agent and the obligations to repurchase the securities are reflected as liabilities. Should the fair value of currently pledged securities fall below the associated repurchase agreements, the Bank would be required to pledge additional securities. To mitigate the risk of under collateralization, the Bank typically pledges at least two percent more in securities than the associated repurchase agreements. All such securities are under the Bank’s control. At March 31, 2017 and December 31, 2016, all securities sold under agreements to repurchase had overnight maturities. Information regarding securities sold under agreements to repurchase follows: (dollars in thousands) March 31, 2017 December 31, 2016 Outstanding balance at end of period $ 144,375 $ 173,473 Weighted average interest rate at end of period 0.10 % 0.05 % Fair value of securities pledged: U.S. Treasury securities and U.S. Government agencies $ 115,726 $ 116,025 Mortgage backed securities - residential 35,996 45,894 Collateralized mortgage obligations 46,018 41,155 Total securities pledged $ 197,740 $ 203,074 Three Months Ended March 31, (dollars in thousands) 2017 2016 Average outstanding balance during the period $ 218,412 $ 407,698 Average interest rate during the period % 0.02 % Maximum outstanding at any month end during the period $ 183,709 $ 367,373

FEDERAL HOME LOAN BANK ADVANCES

FEDERAL HOME LOAN BANK ADVANCES	3 Months Ended
	Mar. 31, 2017
FEDERAL HOME LOAN BANK ADVANCES
FEDERAL HOME LOAN BANK ADVANCES	8. FEDERAL HOME LOAN BANK ADVANCES At March 31, 2017 and December 31, 2016, FHLB advances were as follows: (dollars in thousands) March 31, 2017 December 31, 2016 Overnight advances $ 75,000 $ 285,000 Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due on December 20, 2017 10,000 10,000 Fixed interest rate advances 382,500 457,500 Putable fixed interest rate advances — 50,000 Total FHLB advances $ 467,500 $ 802,500 Each FHLB advance is payable at its maturity date, with a prepayment penalty for fixed rate advances that are paid off earlier than maturity. FHLB advances are collateralized by a blanket pledge of eligible real estate loans. At March 31, 2017 and December 31, 2016, Republic had available borrowing capacity of $683 million and $378 million, respectively, from the FHLB. In addition to its borrowing capacity with the FHLB, Republic also had unsecured lines of credit totaling $125 million and $150 million available through various other financial institutions as of March 31, 2017 and December 31, 2016. Aggregate future principal payments on FHLB advances based on contractual maturity and the weighted average cost of such advances are detailed below: Weighted Average Year (dollars in thousands) Principal Rate 2017 (Overnight) $ 75,000 0.90 % 2017 (Term) 55,000 1.32 2018 117,500 1.53 2019 100,000 1.80 2020 90,000 1.81 2021 20,000 1.86 2022 — — Thereafter 10,000 2.14 Total $ 467,500 1.54 Due to their nature, the Bank considers average balance information more meaningful than period-end balances for its overnight borrowings from the FHLB. Information regarding short-term overnight FHLB advances follows: (dollars in thousands) March 31, 2017 December 31, 2016 Outstanding balance at end of period $ 75,000 $ 285,000 Weighted average interest rate at end of period 0.90 % 0.64 % Three Months Ended March 31, (dollars in thousands) 2017 2016 Average outstanding balance during the period $ 109,333 $ 7,857 Average interest rate during the period 0.69 % 0.36 % Maximum outstanding at any month end during the period $ 320,000 $ 50,000 The following table illustrates real estate loans pledged to collateralize advances and letters of credit with the FHLB: (in thousands) March 31, 2017 December 31, 2016 First lien, single family residential real estate $ 1,147,090 $ 1,172,161 Home equity lines of credit 304,603 300,681 Multi-family commercial real estate — 14,913

OFF BALANCE SHEET RISKS, COMMIT

OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES	3 Months Ended
	Mar. 31, 2017
OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES
OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES	9. OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES The Company, in the normal course of business, is party to financial instruments with off balance sheet risk. These financial instruments primarily include commitments to extend credit and standby letters of credit. The contract or notional amounts of these instruments reflect the potential future obligations of the Company pursuant to those financial instruments. Creditworthiness for all instruments is evaluated on a case-by-case basis in accordance with the Company’s credit policies. Collateral from the client may be required based on the Company’s credit evaluation of the client and may include business assets of commercial clients, as well as personal property and real estate of individual clients or guarantors. The Company also extends binding commitments to clients and prospective clients. Such commitments assure a borrower of financing for a specified period of time at a specified rate. Additionally, the Company makes binding purchase commitments to third-party loan correspondent originators. These commitments assure that the Company will purchase a loan from such correspondent originators at a specific price for a specific period of time. The risk to the Company under such loan commitments is limited by the terms of the contracts. For example, the Company may not be obligated to advance funds if the client’s financial condition deteriorates or if the client fails to meet specific covenants. An approved but unfunded loan commitment represents a potential credit risk and a liquidity risk, since the Company’s client(s) may demand immediate cash that would require funding. In addition, unfunded loan commitments represent interest rate risk as market interest rates may rise above the rate committed to the Company’s client. Since a portion of these loan commitments normally expire unused, the total amount of outstanding commitments at any point in time may not require future funding. The following table presents the Company’s commitments, exclusive of Mortgage Banking loan commitments, for each period ended: (in thousands) March 31, 2017 December 31, 2016 Unused warehouse lines of credit $ 499,100 $ 453,110 Unused home equity lines of credit 353,974 341,434 Unused loan commitments - other 635,659 560,629 Commitments to purchase loans* — 3,176 Standby letters of credit 5,679 15,568 Total commitments $ 1,494,412 $ 1,373,917 *Commitments made through the Bank's Correspondent Lending channel. Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a client to a third party. The terms and risk of loss involved in issuing standby letters of credit are similar to those involved in issuing loan commitments and extending credit. In addition to credit risk, the Company also has liquidity risk associated with standby letters of credit because funding for these obligations could be required immediately. The Company does not deem this risk to be material.

FAIR VALUE

FAIR VALUE	3 Months Ended
	Mar. 31, 2017
FAIR VALUE
FAIR VALUE	10. FAIR VALUE Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values: Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date. Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. The Bank used the following methods and significant assumptions to estimate fair value: Securities available for sale: Quoted market prices in an active market are available for the Bank’s Community Reinvestment Act (“CRA”) mutual fund investment and fall within Level 1 of the fair value hierarchy. Except for the Bank’s CRA mutual fund investment, its private label mortgage backed security and its TRUP investment, the fair value of securities available for sale is typically determined by matrix pricing, which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted prices for the specific securities, but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2 inputs). The Bank’s private label mortgage backed security remains illiquid, and as such, the Bank classifies this security as a Level 3 security in accordance with ASC Topic 820, Fair Value Measurements and Disclosures . Based on this determination, the Bank utilized an income valuation model (present value model) approach in determining the fair value of this security. See in this section of the filing under Footnote 3 “Investment Securities” for additional discussion regarding the Bank’s private label mortgage backed security. The Company acquired its TRUP investment in November 2015 and considered the most recent bid price for the same instrument to approximate market value at March 31, 2017. The Company’s TRUP investment is considered highly illiquid and also valued using Level 3 inputs, as the most recent bid price for this instrument is not always considered generally observable. Mortgage loans held for sale, at fair value: The fair value of mortgage loans held for sale is determined using quoted secondary market prices. Mortgage loans held for sale are classified as Level 2 in the fair value hierarchy. Consumer loans held for sale, at fair value: During 2016, RCS initiated an installment loan program and elected to carry all loans originated through this program at fair value. Such loans are generally sold within 21 days of origination, with their fair value based on contractual terms, Level 3 inputs. Mortgage Banking derivatives : Mortgage Banking derivatives used in the ordinary course of business primarily consist of mandatory forward sales contracts (“forward contracts”) and interest rate lock loan commitments. The fair value of the Bank’s derivative instruments is primarily measured by obtaining pricing from broker-dealers recognized to be market participants. The pricing is derived from market observable inputs that can generally be verified and do not typically involve significant judgment by the Bank. Forward contracts and rate-lock loan commitments are classified as Level 2 in the fair value hierarchy. Interest rate swap agreements: Interest rate swaps are recorded at fair value on a recurring basis. The Company values its interest rate swaps using a third-party valuation service and classifies such valuations as Level 2. Valuations of these interest rate swaps are also received from the relevant counterparty and validated against the Company’s calculations. The Company has considered counterparty credit risk in the valuation of its interest rate swap assets and has considered its own credit risk in the valuation of its interest rate swap liabilities. Impaired loans: Collateral-dependent impaired loans generally reflect partial charge-downs to their respective fair value, which is commonly based on recent real estate appraisals or broker price opinions (“BPOs”). These appraisals or BPOs may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the process by the independent experts to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value. Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements or aging reports, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification. Collateral-dependent loans are evaluated on a quarterly basis for additional impairment and adjusted accordingly. Other real estate owned: Assets acquired through or instead of loan foreclosure are initially recorded at fair value less costs to sell when acquired, establishing a new cost basis. These assets are subsequently accounted for at lower of cost or fair value less estimated costs to sell. Fair value is commonly based on recent real estate appraisals or BPOs. These appraisals or BPOs may utilize a single approach or a combination of approaches, including comparable sales and the income approach. Adjustments are routinely made in the process by the independent experts to adjust for differences between the comparable sales and income data available. Such adjustments may be significant and typically result in a Level 3 classification of the inputs for determining fair value. Appraisals for collateral-dependent impaired loans, impaired premises and other real estate owned are performed by certified general appraisers (for commercial properties) or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by the Bank. Once the appraisal is received, a member of the Bank’s Credit Administration Department reviews the assumptions and approaches utilized in the appraisal, as well as the overall resulting fair value in comparison with independent data sources, such as recent market data or industry-wide statistics. On at least an annual basis, the Bank performs a back test of collateral appraisals by comparing actual selling prices on recent collateral sales to the most recent appraisal of such collateral. Back tests are performed for each collateral class, e.g., residential real estate or commercial real estate, and may lead to additional adjustments to the value of unliquidated collateral of similar class. Mortgage servicing rights: On at least a quarterly basis, MSRs are evaluated for impairment based upon the fair value of the MSRs as compared to carrying amount. If the carrying amount of an individual tranche exceeds fair value, impairment is recorded and the respective individual tranche is carried at fair value. If the carrying amount of an individual tranche does not exceed fair value, impairment is reversed if previously recognized and the carrying value of the individual tranche is based on the amortization method. The valuation model utilizes assumptions that market participants would use in estimating future net servicing income and can generally be validated against available market data (Level 2). There were no MSR tranches carried at fair value at March 31, 2017 and December 31, 2016. Assets and liabilities measured at fair value on a recurring basis , including financial assets and liabilities for which the Bank has elected the fair value option, are summarized below: Fair Value Measurements at March 31, 2017 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Financial assets: Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ — $ 319,525 $ — $ 319,525 Private label mortgage backed security — — 4,682 4,682 Mortgage backed securities - residential — 97,822 — 97,822 Collateralized mortgage obligations — 82,931 — 82,931 Freddie Mac preferred stock — 394 — 394 Community Reinvestment Act mutual fund 2,458 — — 2,458 Corporate bonds — 15,258 — 15,258 Trust preferred security — — 3,200 3,200 Total securities available for sale $ 2,458 $ 515,930 $ 7,882 $ 526,270 Mortgage loans held for sale $ — $ 5,193 $ — $ 5,193 Consumer loans held for sale — — 3,679 3,679 Rate lock loan commitments — 618 — 618 Interest rate swap agreements — 137 — 137 Financial liabilities: Mandatory forward contracts $ — $ 71 $ — $ 71 Interest rate swap agreements — 436 — 436 Fair Value Measurements at December 31, 2016 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Financial assets: Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ — $ 294,544 $ — $ 294,544 Private label mortgage backed security — — 4,777 4,777 Mortgage backed securities - residential — 73,004 — 73,004 Collateralized mortgage obligations — 87,654 — 87,654 Freddie Mac preferred stock — 483 — 483 Community Reinvestment Act mutual fund 2,455 — — 2,455 Corporate bonds — 15,158 — 15,158 Trust preferred security — — 3,200 3,200 Total securities available for sale $ 2,455 $ 470,843 $ 7,977 $ 481,275 Mortgage loans held for sale $ — $ 11,662 $ — $ 11,662 Consumer loans held for sale — — 2,198 2,198 Rate lock loan commitments — 299 — 299 Mandatory forward contracts — 204 — 204 Interest rate swap agreements — 305 — 305 Financial liabilities: Interest rate swap agreements $ — $ 597 $ — 597 All transfers between levels are generally recognized at the end of each quarter. There were no transfers into or out of Level 1, 2 or 3 assets during the three months ended March 31, 2017 and 2016. Private Label Mortgage Backed Security The following table presents a reconciliation of the Bank’s private label mortgage backed security measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the periods ended March 31, 2017 and 2016: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 4,777 $ 5,132 Total gains or losses included in earnings: Net change in unrealized gain 53 (149) Principal paydowns (148) — Balance, end of period $ 4,682 $ 4,983 The fair value of the Bank’s single private label mortgage backed security is supported by analysis prepared by an independent third party. The third party’s approach to determining fair value involved several steps: 1) detailed collateral analysis of the underlying mortgages, including consideration of geographic location, original loan-to-value and the weighted average Fair Isaac Corporation (“FICO”) score of the borrowers; 2) collateral performance projections for each pool of mortgages underlying the security (probability of default, severity of default, and prepayment probabilities); and 3) discounted cash flow modeling. The significant unobservable inputs in the fair value measurement of the Bank’s single private label mortgage backed security are prepayment rates, probability of default and loss severity in the event of default. Significant fluctuations in any of those inputs in isolation would result in a significantly lower/higher fair value measurement. The following tables present quantitative information about recurring Level 3 fair value measurement inputs for the Bank’s single private label mortgage backed security at March 31, 2017 and December 31, 2016: Fair Valuation March 31, 2017 (dollars in thousands) Value Technique Unobservable Inputs Range Private label mortgage backed security $ 4,682 Discounted cash flow (1) Constant prepayment rate 2.0% - 6.5% (2) Probability of default 3.0% - 9.0% (3) Loss severity 60% - 90% Fair Valuation December 31, 2016 (dollars in thousands) Value Technique Unobservable Inputs Range Private label mortgage backed security $ 4,777 Discounted cash flow (1) Constant prepayment rate 2.0% - 6.5% (2) Probability of default 3.0% - 9.0% (3) Loss severity 60% - 90% Trust Preferred Security The Company invested in its TRUP in November 2015. The following table presents a reconciliation of the Company’s TRUP measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 3,200 $ 3,405 Total gains or losses included in earnings: Net change in unrealized loss — (5) Balance, end of period $ 3,200 $ 3,400 The fair value of the Company’s TRUP investment is based on the most recent bid price for this instrument, as provided by a third-party broker. Mortgage Loans Held for Sale The Bank has elected the fair value option for mortgage loans held for sale. These loans are intended for sale and the Bank believes that the fair value is the best indicator of the resolution of these loans. Interest income is recorded based on the contractual terms of the loans and in accordance with Bank policy for such instruments. None of these loans were past due 90-days-or-more or on nonaccrual as of March 31, 2017 and December 31, 2016. As of March 31, 2017 and December 31, 2016, the aggregate fair value, contractual balance, and unrealized gain was as follows: (in thousands) March 31, 2017 December 31, 2016 Aggregate fair value $ 5,193 $ 11,662 Contractual balance 5,106 11,568 Unrealized gain 87 94 The total amount of gains and losses from changes in fair value included in earnings for the three months ended March 31, 2017 and 2016 for mortgage loans held for sale are presented in the following table: Three Months Ended March 31, (in thousands) 2017 2016 Interest income $ 67 $ 32 Change in fair value (7) 59 Total included in earnings $ 60 $ 91 Consumer Loans Held for Sale During 2016, RCS initiated an installment loan program and elected to carry all loans originated through this program at fair value. Such loans are generally sold within 21 days of origination, with their fair value based on contractual terms. Interest income is recorded based on the contractual terms of the loan and in accordance with Bank policy for such instruments. None of these loans were past due 90-days-or-more or on nonaccrual as of March 31, 2017 and 2016. A reconciliation of the Company’s consumer loans held for sale measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2017 and 2016 is included in Footnote 4 of this section of the filing. The significant unobservable inputs in the fair value measurement of the Bank’s installment loans are the net contractual premiums and level of loans sold at a discount price. Significant fluctuations in any of those inputs in isolation would result in a significantly lower/higher fair value measurement. The following table presents quantitative information about recurring Level 3 fair value measurement inputs for installment loans as of March 31, 2017 and December 31, 2016: Fair Valuation March 31, 2017 (dollars in thousands) Value Technique Unobservable Inputs Rate Consumer loans held for sale $ 3,679 Contractual Terms (1) Net Premium 0.9% (2) Discounted Sales 5.0% Fair Valuation December 31, 2016 (dollars in thousands) Value Technique Unobservable Inputs Rate Consumer loans held for sale $ 2,198 Contractual Terms (1) Net Premium 0.9% (2) Discounted Sales 5.0% As of March 31, 2017 and December 31, 2016 the aggregate fair value, contractual balance, and unrealized gain on consumer loans held for sale, at fair value, was as follows: (in thousands) March 31, 2017 December 31, 2016 Aggregate fair value $ 3,679 $ 2,198 Contractual balance 3,597 2,084 Unrealized gain 82 114 The total amount of net gains from changes in fair value included in earnings for the three months ended March 31, 2017 and 2016 for consumer loans held for sale, at fair value, are presented in the following table: Three Months Ended March 31, (in thousands) 2017 2016 Interest income $ 186 $ — Change in fair value 82 — Total included in earnings $ 268 $ — Assets measured at fair value on a non-recurring basis are summarized below: Fair Value Measurements at March 31, 2017 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Impaired loans: Residential real estate: Owner occupied $ — $ — $ 4,151 $ 4,151 Nonowner occupied — — 38 38 Commercial real estate — — 2,496 2,496 Home equity — — 535 535 Total impaired loans* $ — $ — $ 7,220 $ 7,220 Other real estate owned: Residential real estate $ — $ — $ 630 $ 630 Total other real estate owned $ — $ — $ 630 $ 630 Fair Value Measurements at December 31, 2016 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Impaired loans: Residential real estate: Owner occupied $ — $ — $ 4,787 $ 4,787 Nonowner occupied — — 8 8 Commercial real estate — — 2,643 2,643 Home equity — — 426 426 Total impaired loans* $ — $ — $ 7,864 $ 7,864 Other real estate owned: Residential real estate $ — $ — $ 400 $ 400 Total other real estate owned $ — $ — $ 400 $ 400 * The difference between the carrying value and the fair value of impaired loans measured at fair value is reconciled in a subsequent table of this Footnote. The following tables present quantitative information about Level 3 fair value measurements for financial instruments measured at fair value on a non-recurring basis : Range Fair Valuation Unobservable (Weighted March 31, 2017 (dollars in thousands) Value Technique Inputs Average) Impaired loans - residential real estate owner occupied $ 4,151 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 53% (6%) Impaired loans - residential real estate nonowner occupied $ 38 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 45% (18%) Impaired loans - commercial real estate $ 1,089 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 49% (6%) Impaired loans - commercial real estate $ 1,407 Income approach Adjustments for differences between net operating income expectations 17% (17%) Impaired loans - home equity $ 535 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 29% (13%) Other real estate owned - residential real estate $ 630 Sales comparison approach Adjustments determined for differences between comparable sales 24% - 27% (25%) Range Fair Valuation Unobservable (Weighted December 31, 2016 (dollars in thousands) Value Technique Inputs Average) Impaired loans - residential real estate owner occupied $ 4,787 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 53% (6%) Impaired loans - residential real estate nonowner occupied $ 8 Sales comparison approach Adjustments determined for differences between comparable sales 0% (0%) Impaired loans - commercial real estate $ 1,214 Sales comparison approach Adjustments determined for differences between comparable sales 3% - 49% (30%) Impaired loans - commercial real estate $ 1,429 Income approach Adjustments for differences between net operating income expectations 17% (17%) Impaired loans - home equity $ 426 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 29% (16%) Other real estate owned - residential real estate $ 400 Sales comparison approach Adjustments determined for differences between comparable sales 17% (17%) Impaired Loans Collateral-dependent impaired loans are generally measured for impairment using the fair value for reasonable disposition of the underlying collateral. The Bank’s practice is to obtain new or updated appraisals or BPOs on the loans subject to the initial impairment review and then to evaluate the need for an update to this value on an as necessary or possibly annual basis thereafter (depending on the market conditions impacting the value of the collateral). The Bank may discount the valuation amount as necessary for selling costs and past due real estate taxes. If a new or updated appraisal or BPO is not available at the time of a loan’s impairment review, the Bank may apply a discount to the existing value of an old valuation to reflect the property’s current estimated value if it is believed to have deteriorated in either: (i) the physical or economic aspects of the subject property or (ii) material changes in market conditions. The impairment review generally results in a partial charge-off of the loan if fair value less selling costs are below the loan’s carrying value. Impaired loans that are collateral dependent are classified within Level 3 of the fair value hierarchy when impairment is determined using the fair value method. Impaired collateral-dependent loans are as follows: (in thousands) March 31, 2017 December 31, 2016 Carrying amount of loans measured at fair value $ 6,435 $ 6,963 Estimated selling costs considered in carrying amount 813 936 Valuation allowance (28) (35) Total fair value $ 7,220 $ 7,864 Three Months Ended March 31, (in thousands) 2017 2016 Provisions for loss on collateral-dependent, impaired loans $ 8 $ 215 Other Real Estate Owned Other real estate owned, which is carried at the lower of cost or fair value, is periodically assessed for impairment based on fair value at the reporting date. Fair value is determined from external appraisals or BPOs using judgments and estimates of external professionals. Many of these inputs are not observable and, accordingly, these measurements are classified as Level 3. Details of other real estate owned carrying value and write downs follow: (in thousands) March 31, 2017 December 31, 2016 Other real estate owned carried at fair value $ 630 $ 400 Other real estate owned carried at cost 732 991 Total carrying value of other real estate owned $ 1,362 $ 1,391 Three Months Ended March 31, (in thousands) 2017 2016 Other real estate owned write-downs during the period $ 70 $ — The carrying amounts and estimated fair values of all financial instruments at March 31, 2017 and December 31, 2016 follows: Fair Value Measurements at March 31, 2017: Total Carrying Fair (in thousands) Value Level 1 Level 2 Level 3 Value Assets: Cash and cash equivalents $ 206,187 $ 206,187 $ — $ — $ 206,187 Securities available for sale 526,270 2,458 515,930 7,882 526,270 Securities held to maturity 51,860 — 52,479 — 52,479 Mortgage loans held for sale, at fair value 5,193 — 5,193 — 5,193 Consumer loans held for sale, at fair value 3,679 — — 3,679 3,679 Consumer loans held for sale, at the lower of cost or fair value 1,420 — 1,420 — 1,420 Loans, net 3,668,014 — — 3,648,482 3,648,482 Federal Home Loan Bank stock 28,208 — — — NA Accrued interest receivable 10,147 — 10,147 — 10,147 Liabilities: Noninterest-bearing deposits $ 1,070,237 — $ 1,070,237 — $ 1,070,237 Transaction deposits 2,024,954 — 2,024,954 — 2,024,954 Time deposits 253,593 — 252,543 — 252,543 Securities sold under agreements to repurchase and other short-term borrowings 144,375 — 144,375 — 144,375 Federal Home Loan Bank advances 467,500 — 463,357 — 463,357 Subordinated note 41,240 — 32,174 — 32,174 Accrued interest payable 858 — 858 — 858 Fair Value Measurements at December 31, 2016: Total Carrying Fair (in thousands) Value Level 1 Level 2 Level 3 Value Assets: Cash and cash equivalents $ 289,309 $ 289,309 $ — $ — $ 289,309 Securities available for sale 481,275 2,455 470,843 7,977 481,275 Securities held to maturity 52,864 — 53,249 — 53,249 Mortgage loans held for sale, at fair value 11,662 — 11,662 — 11,662 Consumer loans held for sale, at fair value 2,198 — — 2,198 2,198 Consumer loans held for sale, at the lower of cost or fair value 1,310 — 1,310 — 1,310 Loans, net 3,777,858 — — 3,757,698 3,757,698 Federal Home Loan Bank stock 28,208 — — — NA Accrued interest receivable 10,356 — 10,356 — 10,356 Liabilities: Noninterest-bearing deposits $ 971,952 — $ 971,952 — $ 971,952 Transaction deposits 1,939,338 — 1,939,338 — 1,939,338 Time deposits 249,417 — 248,684 — 248,684 Securities sold under agreements to repurchase and other short-term borrowings 173,473 — 173,473 — 173,473 Federal Home Loan Bank advances 802,500 — 798,594 — 798,594 Subordinated note 41,240 — 30,821 — 30,821 Accrued interest payable 948 — 948 — 948 NA - Not applicable Fair value estimates are based on existing on and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the Bank’s estimates. The assumptions used in the estimation of the fair value of the Company’s financial instruments are explained below. Where quoted market prices are not available, fair values are based on estimates using discounted cash flow and other valuation techniques. Discounted cash flows can be significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. The following fair value estimates cannot be substantiated by comparison to independent markets and should not be considered representative of the liquidation value of the Company’s financial instruments, but rather a good-faith estimate of the fair value of financial instruments held by the Company. In addition to those previously disclosed, the following methods and assumptions were used by the Company in estimating the fair value of its financial instruments: Cash and cash equivalents — The carrying amounts of cash and short-term instruments approximate fair values and are classified as Level 1. Consumer loans held for sale, at lower of cost or fair value – Consumer loans held for sale at the lower of cost or fair value constitute consumer loans generally sold within two business days of origination. The carrying amounts of these loans, due to their nature, approximate fair value and result in a Level 2 classification. Loans, net of Allowance — The fair value of loans is calculated using discounted cash flows by loan type resulting in a Level 3 classification. The discount rate used to determine the present value of the loan portfolio is an estimated market rate that reflects the credit and interest rate risk inherent in the loan portfolio without considering widening credit spreads due to market illiquidity. The estimated maturity is based on the Bank’s historical experience with repayments adjusted to estimate the effect of current market conditions. The Allowance is considered a reasonable discount for credit risk. The methods utilized to estimate the fair value of loans do not necessarily represent an exit price. Federal Home Loan Bank stock — It is not practical to determine the fair value of FHLB stock due to restrictions placed on its transferability. Accrued interest receivable/payable — The carrying amounts of accrued interest, due to their short-term nature, approximate fair value and result in a Level 2 classification. Deposits — Fair values for time deposits have been determined using discounted cash flows. The discount rate used is based on estimated market rates for deposits of similar remaining maturities and are classified as Level 2. The carrying amounts of all other deposits, due to their short-term nature, approximate their fair values and are also classified as Level 2. Securities sold under agreements to repurchase and other short-term borrowings — The carrying amount for securities sold under agreements to repurchase and other short-term borrowings generally maturing within ninety days approximates its fair value resulting in a Level 2 classification. Federal Home Loan Bank advances — The fair value of the FHLB advances is obtained from the FHLB and is calculated by discounting contractual cash flows using an estimated interest rate based on the current rates available to the Company for debt of similar remaining maturities and collateral terms resulting in a Level 2 classification. Subordinated note — The fair value for the subordinated note is calculated using discounted cash flows based upon current market spreads to LIBOR for debt of similar remaining maturities and collateral terms resulting in a Level 2 classification. The fair value estimates presented herein are based on pertinent information available to management as of the respective period ends. Although management is not aware of any factors that would dramatically affect the estimated fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date and, therefore, estimates of fair value may differ significantly from the amounts presented.

MORTGAGE BANKING ACTIVITIES

MORTGAGE BANKING ACTIVITIES	3 Months Ended
	Mar. 31, 2017
MORTGAGE BANKING ACTIVITIES
MORTGAGE BANKING ACTIVITIES	11. MORTGAGE BANKING ACTIVITIES Activity for mortgage loans held for sale, at fair value, was as follows: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 11,662 $ 4,083 Origination of mortgage loans held for sale 33,245 36,992 Proceeds from the sale of mortgage loans held for sale (40,691) (35,022) Net gain on sale of mortgage loans held for sale 977 1,095 Balance, end of period $ 5,193 $ 7,148 The following table presents the components of Mortgage Banking income: Three Months Ended March 31, (in thousands) 2017 2016 Net gain realized on sale of mortgage loans held for sale $ 788 $ 841 Net change in fair value recognized on loans held for sale (7) 59 Net change in fair value recognized on rate lock loan commitments 319 275 Net change in fair value recognized on forward contracts (123) (80) Net gain recognized 977 1,095 Loan servicing income 536 471 Amortization of mortgage servicing rights (353) (305) Net servicing income recognized 183 166 Total Mortgage Banking income $ 1,160 $ 1,261 Activity for capitalized mortgage servicing rights was as follows: Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 5,180 $ 4,912 Additions 331 284 Amortized to expense (353) (305) Balance, end of period $ 5,158 $ 4,891 There was no balance or activity in the valuation allowance for capitalized mortgage servicing rights for the three months ended March 31, 2017 and 2016. Other information relating to mortgage servicing rights follows: (dollars in thousands) March 31, 2017 December 31, 2016 Fair value of mortgage servicing rights portfolio $ 7,857 $ 7,478 Monthly weighted average prepayment rate of unpaid principal balance* Discount rate Weighted average default rate Weighted average life in years * Rates are applied to individual tranches with similar characteristics. Mortgage Banking derivatives used in the ordinary course of business primarily consist of mandatory forward sales contracts and interest rate lock loan commitments. Mandatory forward contracts represent future commitments to deliver loans at a specified price and date and are used to manage interest rate risk on loan commitments and mortgage loans held for sale. Interest rate lock loan commitments represent commitments to fund loans at a specific rate. These derivatives involve underlying items, such as interest rates, and are designed to transfer risk. Substantially all of these instruments expire within 90 days from the date of issuance. Notional amounts are amounts on which calculations and payments are based, but which do not represent credit exposure, as credit exposure is limited to the amounts required to be received or paid. Mandatory forward contracts also contain an element of risk in that the counterparties may be unable to meet the terms of such agreements. In the event the counterparties fail to deliver commitments or are unable to fulfill their obligations, the Bank could potentially incur significant additional costs by replacing the positions at then current market rates. The Bank manages its risk of exposure by limiting counterparties to those banks and institutions deemed appropriate by management and the Board of Directors. The Bank does not expect any counterparty to default on their obligations and therefore, the Bank does not expect to incur any cost related to counterparty default. The Bank is exposed to interest rate risk on loans held for sale and rate lock loan commitments. As market interest rates fluctuate, the fair value of mortgage loans held for sale and rate lock commitments will decline or increase. To offset this interest rate risk the Bank enters into derivatives, such as mandatory forward contracts to sell loans. The fair value of these mandatory forward contracts will fluctuate as market interest rates fluctuate, and the change in the value of these instruments is expected to largely, though not entirely, offset the change in fair value of loans held for sale and rate lock commitments. The objective of this activity is to minimize the exposure to losses on rate-loan lock commitments and loans held for sale due to market interest rate fluctuations. The net effect of derivatives on earnings will depend on risk management activities and a variety of other factors, including: market interest rate volatility; the amount of rate lock commitments that close; the ability to fill the forward contracts before expiration; and the time period required to close and sell loans. The following table includes the notional amounts and fair values of mortgage loans held for sale at fair value and mortgage banking derivatives as of the period ends presented: March 31, 2017 December 31, 2016 Notional Notional (in thousands) Amount Fair Value Amount Fair Value Included in Mortgage loans held for sale: Mortgage loans held for sale, at fair value $ 5,106 $ 5,193 $ 11,568 $ 11,662 Included in other assets: Rate lock loan commitments $ 32,630 $ 618 $ 19,521 $ 299 Mandatory forward contracts — — 25,618 204 Included in other liabilities: Mandatory forward contracts $ 30,367 $ 71 $ — $ —

INTEREST RATE SWAPS

INTEREST RATE SWAPS	3 Months Ended
	Mar. 31, 2017
INTEREST RATE SWAPS
INTEREST RATE SWAPS	12. INTEREST RATE SWAPS Interest rate swap derivatives are reported at fair value in other assets or other liabilities. The accounting for changes in the fair value of a derivative depends on whether it has been designated and qualifies as part of a cash flow hedging relationship. For a derivative designated as a cash flow hedge, the effective portion of the derivative’s unrealized gain or loss is recorded as a component of other comprehensive income (“OCI”). For derivatives not designated as hedges, the gain or loss is recognized in current period earnings. Interest Rate Swaps Used as Cash Flow Hedges The Bank entered into two interest rate swap agreements (“swaps”) during 2013 as part of its interest rate risk management strategy. The Bank designated the swaps as cash flow hedges intended to reduce the variability in cash flows attributable to either FHLB advances tied to the 3-month LIBOR or the overall changes in cash flows on certain money market deposit accounts tied to 1-month LIBOR. The counterparty for both swaps met the Bank’s credit standards and the Bank believes that the credit risk inherent in the swap contracts is not significant. The swaps were determined to be fully effective during all periods presented; therefore, no amount of ineffectiveness was included in net income. The aggregate fair value of the swaps is recorded in other liabilities with changes in fair value recorded in OCI. The amount included in AOCI would be reclassified to current earnings should the hedge no longer be considered effective. The Bank expects the hedges to remain fully effective during the remaining term of the swaps. The following table reflects information about swaps designated as cash flow hedges as of March 31, 2017 and December 31, 2016: March 31, 2017 December 31, 2016 Unrealized Unrealized Notional Pay Receive Assets / Gain (Loss) Assets / Gain (Loss) (dollars in thousands) Amount Rate Rate Term (Liabilities) AOCI (Liabilities) in AOCI Interest rate swap on money market deposits $ 10,000 2.17 % 1M LIBOR 12/2013 - 12/2020 $ (135) $ (88) $ (186) $ (121) Interest rate swap on FHLB advance 10,000 2.33 % 3M LIBOR 12/2013 - 12/2020 (164) (107) (207) (135) $ 20,000 $ (299) $ (195) $ (393) $ (256) The following table reflects the total interest expense recorded on these swap transactions in the consolidated statements of income for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, (in thousands) 2017 2016 Interest rate swap on money market deposits $ 34 $ 43 Interest rate swap on FHLB advance 32 44 Total interest expense on swap transactions $ 66 $ 87 The following table presents the net gains (losses) recorded in OCI and the consolidated statements of income relating to the swaps designated as cash flow hedges for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, (in thousands) 2017 2016 Gains (losses) recognized in OCI on derivative (effective portion) $ 28 $ (571) Losses reclassified from OCI on derivative (effective portion) (66) (87) Gains (losses) recognized in income on derivative (ineffective portion) — — The estimated net amount of the existing losses reported in AOCI at March 31, 2017 expected to be reclassified into earnings within the next 12 months is $198,000 . Non-hedge Interest Rate Swaps The Bank enters into interest rate swaps to facilitate client transactions and meet their financing needs. Upon entering into these instruments to meet client needs, the Bank enters into offsetting positions in order to minimize the Bank’s interest rate risk. These swaps are derivatives, but are not designated as hedging instruments, and therefore changes in fair value are reported in current year earnings. Interest rate swap contracts involve the risk of dealing with counterparties and their ability to meet contractual terms. When the fair value of a derivative instrument contract is positive, this generally indicates that the counter party or client owes the Bank, and results in credit risk to the Bank. When the fair value of a derivative instrument contract is negative, the Bank owes the client or counterparty, and therefore, has no credit risk. A summary of the Bank’s interest rate swaps related to clients as of March 31, 2017 and December 31, 2016 is included in the following table: March 31, 2017 December 31, 2016 Notional Notional (in thousands) Bank Position Amount Fair Value Amount Fair Value Interest rate swaps with Bank clients Pay variable/receive fixed $ 31,553 $ 49 $ 31,553 $ 156 Offsetting interest rate swaps with institutional swap dealer Pay fixed/receive variable 31,553 (49) 31,553 (55) Total $ 63,106 $ — $ 63,106 $ 101 The Bank is required to pledge securities as collateral when the Bank is in a net loss position for all swaps with dealer counterparties when such net loss positions exceed $250,000. The fair value of cash or investment securities pledged as collateral by the Bank to cover such net loss positions totaled $800,000 and $1.8 million at March 31, 2017 and December 31, 2016.

EARNINGS PER SHARE

EARNINGS PER SHARE	3 Months Ended
	Mar. 31, 2017
EARNINGS PER SHARE
EARNINGS PER SHARE	13. EARNINGS PER SHARE Class A and Class B Shares participate equally in undistributed earnings. The difference in earnings per share between the two classes of common stock results solely from the 10% per share cash dividend premium paid on Class A Common Stock over that paid on Class B Common Stock. A reconciliation of the combined Class A and Class B Common Stock numerators and denominators of the earnings per share and diluted earnings per share computations is presented below: Three Months Ended March 31, (in thousands, except per share data) 2017 2016 Net income $ 20,017 $ 17,735 Weighted average shares outstanding 20,915 20,904 Effect of dilutive securities 81 105 Average shares outstanding including dilutive securities 20,996 21,009 Basic earnings per share: Class A Common Stock $ 0.97 $ 0.86 Class B Common Stock 0.88 0.78 Diluted earnings per share: Class A Common Stock $ 0.96 $ 0.85 Class B Common Stock 0.88 0.77 Stock options excluded from the detailed earnings per share calculation because their impact was antidilutive are as follows: Three Months Ended March 31, 2017 2016 Antidilutive stock options — 10,500 Average antidilutive stock options — 10,500

STOCK PLANS AND STOCK BASED COM

STOCK PLANS AND STOCK BASED COMPENSATION	3 Months Ended
	Mar. 31, 2017
STOCK PLANS AND STOCK BASED COMPENSATION
STOCK PLANS AND STOCK BASED COMPENSATION	14. STOCK PLANS AND STOCK BASED COMPENSATION In January 2015, the Company’s Board of Directors adopted the Republic Bancorp, Inc. 2015 Stock Incentive Plan (the “2015 Plan”), which became effective April 2015 when the Company’s shareholders approved the 2015 Plan. The 2015 Plan replaced the Company’s 2005 Stock Incentive Plan, which expired March 2015. The number of authorized shares under the 2015 Plan is fixed at 3,000,000, with such number subject to adjustment in the event of certain events, such as stock dividends, stock splits or the like. There is a minimum three-year vesting period for awards granted to employees under the 2015 Plan that vest based solely on the completion of a specified period of service, with options generally exercisable five to six years after the issue date. Stock options generally must be exercised within one year from the date the options become exercisable and have an exercise price that is at least equal to the fair market value of the Company’s stock on their grant date. Forfeitures of stock-based awards are accounted for when incurred in lieu of using forfeiture estimates. All shares issued under the above-mentioned plans were from authorized and reserved unissued shares. The Company has a sufficient number of authorized and reserved unissued shares to satisfy all anticipated option exercises. There are no Class B stock options outstanding or available for exercise under the Company’s plans. Stock Options The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes based stock option valuation model. This model requires the input of subjective assumptions that will usually have a significant impact on the fair value estimate. Expected volatilities are based on historical volatility of Republic’s stock and other factors. Expected dividends are based on dividend trends and the market price of Republic’s stock price at grant. Republic uses historical data to estimate option exercises and employee terminations within the valuation model. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve at the time of grant. All share-based payments to employees, including grants of employee stock options, are recognized as compensation expense over the service period (generally the vesting period) in the consolidated financial statements based on their fair values. The following table summarizes stock option activity from January 1, 2016 through March 31, 2017: Weighted Weighted Average Options Average Remaining Aggregate Class A Exercise Contractual Intrinsic Shares Price Term Value Outstanding, January 1, 2016 323,400 $ 24.40 Granted 5,000 26.43 Exercised (4,000) 20.12 Forfeited or expired (11,800) 24.47 Outstanding, December 31, 2016 312,600 $ 24.49 3.77 $ 4,705,807 Outstanding, January 1, 2017 312,600 $ 24.49 Granted — — Exercised (2,000) 16.61 Forfeited or expired — — Outstanding, March 31, 2017 310,600 $ 24.54 3.55 $ 3,060,357 Fully vested and unvested 310,600 $ 24.54 3.55 $ 3,060,357 Exercisable (vested) at March 31, 2017 2,000 $ 24.93 0.11 $ 18,920 Information related to stock options for each period follows: Three Months Ended March 31, (in thousands, except per share data) 2017 2016 Intrinsic value of options exercised $ 44 $ 16 Cash received from options exercised, net of shares redeemed 33 55 Weighted-average fair value per share of options granted NA NA NA - Not applicable Restricted Stock Awards Restricted stock awards generally vest five to six years after issue, with accelerated vesting due to “change in control” or “death or disability of a participant” as defined and outlined in the 2015 Plan. The following table summarizes restricted stock awards activity from January 1, 2016 through March 31, 2017: Restricted Stock Awards Weighted-Average Class A Shares Grant Date Fair Value Outstanding, January 1, 2016 79,000 $ 20.02 Granted — — Forfeited (2,000) 19.85 Earned and issued — — Outstanding, December 31, 2016 77,000 $ 20.02 Outstanding, January 1, 2017 77,000 $ 20.02 Granted 4,803 35.12 Forfeited — — Earned and issued (3,702) 37.54 Outstanding, March 31, 2017 78,101 $ 20.27 Fully vested and unvested 78,101 $ 20.27 Vested at March 31, 2017 — $ — Performance Stock Units The Company first granted performance stock units (“PSUs”) under the 2015 Plan in January 2016. Shares of stock underlying the PSUs may be earned over a four-year performance period commencing on January 1, 2017 and ending on December 31, 2020 as follows: · If the Company achieves a Return on Average Assets (“ROAA”), as defined in the award agreement, of 1.25% for a calendar year in the performance period, then between March 1 and March 15 of the following year, provided that the recipient is still employed in good standing on the payment date, the Company will issue shares of fully-vested stock to the participant equal to 50% of the number of the PSUs initially granted to the participant; and · If the ROAA of 1.25% is met again at the end of another calendar year during the remaining term of the performance period, the Company will similarly issue fully vested stock in an amount equal to the remaining 50% of the initial PSUs granted to the participant. The following table summarizes PSU activity from January 1, 2016 through March 31, 2017: Performance Stock Units Weighted-Average Class A Shares Grant Date Fair Value Outstanding, January 1, 2016 — $ — Granted 55,000 23.13 Forfeited — — Earned and issued — — Outstanding, December 31, 2016 55,000 $ 23.13 Outstanding, January 1, 2017 55,000 $ 23.13 Granted — — Forfeited — — Earned and issued — — Outstanding, March 31, 2017 55,000 $ 23.13 Fully vested and unvested 55,000 $ 23.13 Vested at March 31, 2017 — $ — Expense Related to the 2015 Stock Incentive Plan The Company recorded expense related to the 2015 Plan for the three months ended March 31, 2017 and 2016 as follows: Three Months Ended March 31, (in thousands) 2017 2016 Stock option expense $ 63 $ 62 Restricted stock award expense 215 72 Performance stock unit expense 132 127 Total expense $ 410 $ 261 Unrecognized expenses related to unvested awards (net of estimated forfeitures) under the 2015 Plan are estimated as follows: Stock Restricted Performance Year Ended (in thousands) Options Stock Awards Stock Units Total 2017 $ 191 $ 187 $ 396 $ 774 2018 251 12 220 483 2019 143 12 — 155 2020 32 8 — 40 2021 1 2 — 3 2022 — — — — Total $ 618 $ 221 $ 616 $ 1,455

OTHER COMPREHENSIVE INCOME

OTHER COMPREHENSIVE INCOME	3 Months Ended
	Mar. 31, 2017
OTHER COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME	15. OTHER COMPREHENSIVE INCOME OCI components and related tax effects were as follows: Three Months Ended March 31, (in thousands) 2017 2016 Available for Sale Securities: Change in unrealized gain (loss) on securities available for sale $ 706 $ 2,292 Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 53 (149) Net unrealized gains 759 2,143 Tax effect (266) (750) Net of tax 493 1,393 Cash Flow Hedges: Change in fair value of derivatives used for cash flow hedges 28 (571) Reclassification amount for derivative losses realized in income 66 87 Net unrealized gains (losses) 94 (484) Tax effect (33) 170 Net of tax 61 (314) Total other comprehensive income (loss) components, net of tax $ 554 $ 1,079 Significant amounts reclassified out of each component of AOCI for the three months ended March 31, 2017 and 2016: Amounts Reclassified From Accumulated Other Comprehensive Income Three Months Ended Affected Line Items in the Consolidated March 31, (in thousands) Statements of Income 2017 2016 Cash Flow Hedges: Interest rate swap on money market deposits Interest expense on deposits $ (34) $ (43) Interest rate swap on FHLB advance Interest expense on FHLB advances (32) (44) Total derivative losses on cash flow hedges Total interest expense (66) (87) Tax effect Income tax expense 23 30 Net of tax Net income $ (43) $ (57) The following is a summary of the AOCI balances, net of tax: 2017 (in thousands) December 31, 2016 Change March 31, 2017 Unrealized gain on securities available for sale $ 237 $ 459 $ 696 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 706 34 740 Unrealized loss on cash flow hedge (256) 61 (195) Total unrealized gain $ 687 $ 554 $ 1,241 2016 (in thousands) December 31, 2015 Change March 31, 2016 Unrealized gain on securities available for sale $ 1,727 $ 1,490 $ 3,217 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 712 (97) 615 Unrealized loss on cash flow hedge (390) (314) (704) Total unrealized gain $ 2,049 $ 1,079 $ 3,128

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Mar. 31, 2017
SEGMENT INFORMATION
SEGMENT INFORMATION	16. SEGMENT INFORMATION Reportable segments are determined by the type of products and services offered and the level of information provided to the chief operating decision maker, who uses such information to review performance of various components of the business (such as banking centers and business units), which are then aggregated if operating performance, products/services, and clients are similar. As of March 31, 2017, the Company was divided into four distinct operating segments: Traditional Banking, Warehouse Lending (“Warehouse”), Mortgage Banking and Republic Processing Group (“RPG”). Management considers the first three segments to collectively constitute “Core Bank” or “Core Banking” activities. Correspondent Lending operations are considered part of Traditional Banking. The RPG segment includes the following divisions: Tax Refund Solutions (“TRS”), Republic Credit Solutions (“RCS”) and Republic Payment Solutions (“RPS”). TRS generates the majority of RPG’s income, with the relatively smaller divisions of RPG, RPS and RCS, considered immaterial for separate and independent segment reporting. All divisions of the RPG segment operate through the Bank. The nature of segment operations and the primary drivers of net revenues by reportable segment are provided below: Segment: Nature of Operations: Primary Drivers of Net Revenues: Traditional Banking Provides traditional banking products to clients primarily in its market footprint via its network of banking centers and to clients outside of its market footprint primarily via its digital and Correspondent Lending delivery channels. Loans, investments and deposits Core Banking Warehouse Lending Provides short-term, revolving credit facilities to mortgage bankers across the Nation. Mortgage warehouse lines of credit Mortgage Banking Primarily originates, sells and services long-term, single family, first lien residential real estate loans primarily to clients in its market footprint. Loan sales and servicing Republic Processing Group The TRS division facilitates the receipt and payment of federal and state tax refund products. The RPS division offers general-purpose reloadable cards. The RCS division offers credit products. RPG products are primarily provided to clients outside of the Bank’s market footprint. Refund transfers and unsecured, small-dollar consumer loans The accounting policies used for Republic’s reportable segments are the same as those described in the summary of significant accounting policies in the Company’s 2016 Annual Report on Form 10-K. Segment performance is evaluated using operating income. Goodwill is allocated to the Traditional Banking segment. Income taxes are generally allocated based on income before income tax expense unless specific segment allocations can be reasonably made. Transactions among reportable segments are made at carrying value. Segment information for the three months ended March 31, 2017 and 2016 follows: Three Months Ended March 31, 2017 Core Banking Total Republic Traditional Warehouse Mortgage Core Processing Total (dollars in thousands) Banking Lending Banking Banking Group Company Net interest income $ 32,661 $ 3,900 $ 67 $ 36,628 $ 19,810 $ 56,438 Provision for loan and lease losses 467 (226) — 241 12,110 12,351 Net refund transfer fees — — — — 15,382 15,382 Mortgage banking income — — 1,160 1,160 — 1,160 Program fees — — — — 1,091 1,091 Other noninterest income 6,521 6 13 6,540 750 7,290 Total noninterest income 6,521 6 1,173 7,700 17,223 24,923 Total noninterest expenses 30,090 777 1,215 32,082 6,857 38,939 Income before income tax expense 8,625 3,355 25 12,005 18,066 30,071 Income tax expense 2,262 1,227 9 3,498 6,556 10,054 Net income $ 6,363 $ 2,128 $ 16 $ 8,507 $ 11,510 $ 20,017 Segment end of period assets $ 4,017,173 $ 493,127 $ 15,080 $ 4,525,380 $ 139,412 $ 4,664,792 Net interest margin 3.30 % 3.57 % NM 3.33 % NM 4.99 % Three Months Ended March 31, 2016 Core Banking Total Republic Traditional Warehouse Mortgage Core Processing Total (dollars in thousands) Banking Lending Banking Banking Group Company Net interest income $ 28,608 $ 2,655 $ 32 $ 31,295 $ 8,139 $ 39,434 Provision for loan and lease losses 480 18 — 498 4,688 5,186 Net refund transfer fees — — — — 17,078 17,078 Mortgage banking income — — 1,261 1,261 — 1,261 Program fees — — — — 319 319 Other noninterest income 6,110 5 92 6,207 56 6,263 Total noninterest income 6,110 5 1,353 7,468 17,453 24,921 Total noninterest expenses 24,875 695 1,240 26,810 5,731 32,541 Income before income tax expense 9,363 1,947 145 11,455 15,173 26,628 Income tax expense 2,613 723 51 3,387 5,506 8,893 Net income $ 6,750 $ 1,224 $ 94 $ 8,068 $ 9,667 $ 17,735 Segment end of period assets $ 3,711,315 $ 393,532 $ 12,965 $ 4,117,812 $ 128,953 $ 4,246,765 Net interest margin 3.08 % 3.63 % NM 3.12 % NM 3.78 % Segment assets are reported as of the respective period ends while income and margin data are reported for the respective periods. NM — Not Meaningful

BASIS OF PRESENTATION AND SUM24

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2017
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation — The consolidated financial statements include the accounts of Republic Bancorp, Inc. (the “Parent Company”) and its wholly-owned subsidiaries, Republic Bank & Trust Company (“RB&T” or the “Bank”) and Republic Insurance Services, Inc. (the “Captive”). The Bank is a Kentucky-based, state chartered non-member financial institution that provides both traditional and non-traditional banking products through four distinct operating segments using a multitude of delivery channels. While the Bank operates primarily in its market footprint, its non-brick-and-mortar delivery channels allow it to reach clients across the United States. The Captive is a Nevada-based, wholly-owned insurance subsidiary of the Company. The Captive provides property and casualty insurance coverage to the Company and the Bank as well as 10 other third-party insurance captives for which insurance may not be available or economically feasible. Republic Bancorp Capital Trust (“RBCT”) is a Delaware statutory business trust that is a wholly-owned unconsolidated finance subsidiary of Republic Bancorp, Inc. All companies are collectively referred to as (“Republic” or the “Company”). All significant intercompany balances and transactions are eliminated in consolidation. The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. Operating results for the three months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. For further information, refer to the consolidated financial statements and footnotes thereto included in Republic’s Form 10-K for the year ended December 31, 2016. As of March 31, 2017, the Company was divided into four distinct operating segments: Traditional Banking, Warehouse Lending (“Warehouse”), Mortgage Banking and Republic Processing Group (“RPG”). Management considers the first three segments to collectively constitute “Core Bank” or “Core Banking” activities. Correspondent Lending operations and the Company’s national branchless banking platform, MemoryBank ® , are considered part of the Traditional Banking segment. The RPG segment includes the following divisions: Tax Refund Solutions (“TRS”), Republic Credit Solutions (“RCS”) and Republic Payment Solutions (“RPS”). TRS generates the majority of RPG’s income, with the relatively smaller divisions of RPG, RCS and RPS, considered immaterial for separate and independent segment reporting. All divisions of the RPG segment operate through the Bank.
Core Bank	Core Banking (includes Traditional Banking, Warehouse Lending and Mortgage Banking segments) The Traditional Banking segment provides traditional banking products primarily to customers in the Company’s market footprint. As of March 31, 2017, Republic had 45 full-service banking centers and one loan production office (“LPO”) with locations as follows:  Kentucky — 33  Metropolitan Louisville — 19  Central Kentucky — 9  Elizabethtown — 1  Frankfort — 1  Georgetown — 1  Lexington — 5  Shelbyville — 1  Western Kentucky — 2  Owensboro — 2  Northern Kentucky — 3  Covington — 1  Florence — 1  Independence — 1  Southern Indiana — 3  Floyds Knobs — 1  Jeffersonville — 1  New Albany — 1  Metropolitan Tampa, Florida — 6  Metropolitan Cincinnati, Ohio — 1  Metropolitan Nashville, Tennessee — 3* *Includes one LPO Republic’s headquarters are located in Louisville, which is the largest city in Kentucky based on population. Core Banking results of operations are primarily dependent upon net interest income, which represents the difference between the interest income and fees on interest-earning assets and the interest expense on interest-bearing liabilities. Principal interest-earning Core Banking assets represent investment securities and commercial and consumer loans primarily secured by real estate and/or personal property. Interest-bearing liabilities primarily consist of interest-bearing deposit accounts, securities sold under agreements to repurchase, as well as short-term and long-term borrowing sources. Federal Home Loan Bank (“FHLB”) advances have traditionally been a significant borrowing source for the Bank. Other sources of Core Banking income include service charges on deposit accounts, debit and credit card interchange fee income, title insurance commissions, fees charged to clients for trust services, increases in the cash surrender value of Bank Owned Life Insurance (“BOLI”) and revenue generated from Mortgage Banking activities. Mortgage Banking activities represent both the origination and sale of loans in the secondary market and the servicing of loans for others, primarily the Federal Home Loan Mortgage Corporation (“Freddie Mac” or “FHLMC”) and the Federal National Mortgage Association (“Fannie Mae” or “FNMA”). Core Banking operating expenses consist primarily of salaries and employee benefits, occupancy and equipment expenses, communication and transportation costs, data processing, interchange related expenses, marketing and development expenses, Federal Deposit Insurance Corporation (“FDIC”) insurance expense, franchise tax expense and various other general and administrative costs. Core Banking results of operations are significantly impacted by general economic and competitive conditions, particularly changes in market interest rates, government laws and policies and actions of regulatory agencies. The Core Bank provides short-term, revolving credit facilities to mortgage bankers across the United States through mortgage warehouse lines of credit. These credit facilities are primarily secured by single family, first lien residential real estate loans. The credit facility enables the mortgage banking clients to close single family, first lien residential real estate loans in their own name and temporarily fund their inventory of these closed loans until the loans are sold to investors approved by the Bank or purchased by the Bank through its Correspondent Lending channel. Individual loans are expected to remain on the warehouse line for an average of 15 to 30 days. Reverse mortgage loans typically remain on the line longer than conventional mortgage loans. Interest income and loan fees are accrued for each individual loan during the time the loan remains on the warehouse line and collected when the loan is sold. The Core Bank receives the sale proceeds of each loan directly from the investor and applies the funds to pay off the warehouse advance and related accrued interest and fees. The remaining proceeds are credited to the mortgage-banking client. Primarily from its Warehouse clients, the Core Bank acquires single family, first lien mortgage loans that meet the Core Bank’s specifications through its Correspondent Lending channel. Substantially all loans purchased through the Correspondent Lending channel are purchased at a premium. Loans acquired through the Correspondent Lending channel generally reflect borrowers outside of the Bank’s historical market footprint, with 74% of loans acquired through this origination channel as of March 31, 2017, secured by collateral in the state of California.
Republic Processing Group	Republic Processing Group Tax Refund Solutions division — Through its TRS division, the Bank is one of a limited number of financial institutions that facilitates the receipt and payment of federal and state tax refund products and offers a credit product through third-party tax preparers located throughout the United States, as well as tax-preparation software providers (collectively, the “Tax Providers”). Substantially all of the business generated by the TRS division occurs in the first half of the year. The TRS division traditionally operates at a loss during the second half of the year, during which time the division incurs costs preparing for the upcoming year’s first quarter tax season. Refund Transfers (“RTs”) are fee-based products whereby a tax refund is issued to the taxpayer after the Bank has received the refund from the federal or state government. There is no credit risk or borrowing cost associated with these products because they are only delivered to the taxpayer upon receipt of the tax refund directly from the governmental paying authority. Fees earned on RTs, net of rebates, are reported as noninterest income under the line item “Net refund transfer fees.” TRS first offered its Easy Advance (“EA”) tax credit product during the first two months of 2016 and for a second successive year during the first two months of 2017. For the first quarter 2017 tax season the Company modified the EA product offering to have more than one advance amount and a different price structure to the Tax Providers based on the amount borrowed by the taxpayer. All other features of the product remained substantially the same as those from the first quarter 2016 tax season, including the following: · No EA fee charged to the taxpayer customer; · All fees for the product were paid by the Tax Providers with a restriction prohibiting the Tax Providers from passing along the fees to the taxpayer customer; · No requirement that the taxpayer customer pay for another bank product, such as an RT; · Multiple funds disbursement methods, including direct deposit, prepaid card, check or Walmart Direct2Cash ® product, based on the taxpayer customer’s election; · Repayment of the EA to the Bank was deducted from the taxpayer customer’s tax refund proceeds; and · If an insufficient refund to repay the EA occurred: o there was no recourse to the taxpayer customer, o no negative credit reporting on the taxpayer customer, and o no collection efforts against the taxpayer customer. Fees paid by the Tax Providers to the Company for the EA product are reported as interest income on loans. EAs during 2017 and 2016 were generally repaid within three weeks after the taxpayer customer’s tax return was submitted to the applicable taxing authority. EAs do not have a contractual due date but are eligible for delinquency consideration three weeks after the taxpayer customer’s tax return is submitted to the applicable taxing authority. Provisions for loan losses on EAs are estimated when advances are made, with all expected loss provisions made in the first quarter of each year. Unpaid EAs are generally charged-off within 81 days after the taxpayer customer’s tax return is submitted to the applicable taxing authority, with the majority of charge-offs typically recorded during the second quarter of the year. Related to the overall credit losses on EAs, the Bank’s ability to control those losses is highly dependent upon its ability to predict the taxpayer’s likelihood to receive the tax refund as claimed on the taxpayer’s tax return. Each year, the Bank’s EA approval model is based primarily on the prior-year’s tax refund funding patterns. Because much of the loan volume occurs each year before that year’s tax refund funding patterns can be analyzed and subsequent underwriting changes made, credit losses during a current year could be higher than management’s predictions if tax refund funding patterns change materially between years.
Republic Credit Solutions (“RCS”) division	Republic Credit Solutions division — Through its RCS division, the Bank offers consumer credit products. In general, the credit products are unsecured, small dollar consumer loans with maturities of 30-days-or-more, and are dependent on various factors including the consumer’s ability to repay. The Company reports RCS loans originated for investment under “Loans,” while loans originated for sale are reported under “Consumer loans held for sale.” The Company reports interest income and loan origination fees earned on RCS loans under “Loans, including fees,” while any gains or losses on sale reported as noninterest income under “Program fees.”
Republic Payment Solutions (“RPS”) division	Republic Payment Solutions division — Through its RPS division, the Bank is an issuing bank offering general-purpose reloadable prepaid cards through third-party program managers. The Company reports fees related to RPS programs under Program fees. Additionally, the Company’s portion of interchange revenue generated by prepaid card transactions is reported as noninterest income under “Interchange fee income.”
Accounting Standards Update (“ASUs”)	Accounting Standards Updates (“ASUs”) The following ASUs were issued prior to March 31, 2017 and are considered relevant to the Company’s financial statements. Generally, if an issued-but-not-yet-effective ASU with an expected immaterial impact to the Company has been disclosed in prior Company financial statements, it will not be included below. ASU. No. Topic Nature of Update Date Adoption Required Method of Adoption Expected Impact to Company's Financial Statements 2014-09 Revenue from Contracts with Customers (Topic 606) Requires that revenue from contracts with clients be recognized upon transfer of control of a good or service in the amount of consideration expected to be received. Changes the accounting for certain contract costs, including whether they may be offset against revenue in the statements of income, and requires additional disclosures about revenue and contract costs. January 1, 2018 Full retrospective approach or a modified-retrospective approach. While the Company believes this ASU will have an immaterial impact, it continues to evaluate this ASU for changing facts and circumstances in the Company's operations as the effective date approaches. 2016-02 Leases (Topic 842) Most leases are considered operating leases, which are not accounted for on the lessees’ balance sheets. The significant change under this ASU is that those operating leases will be recorded on the balance sheet. January 1, 2019 Modified-retrospective approach, which includes a number of optional practical expedients. Currently under analysis. During 2017, the Company continued to review all of its operating leases and analyze the impact of adopting this ASU. 2016-13 Financial Instruments – Credit Losses (Topic 326) Amends guidance on reporting credit losses for assets held at amortized-cost basis and available-for-sale debt securities. January 1, 2020 Modified-retrospective approach. The Company expects a substantial, yet fully undetermined, increase in its allowance for credit losses. During 2016 and into 2017, the Company formed a committee to implement the transition and also began analyzing its loan-level data. 2016-18 Statement of Cash Flows (Topic 230) Requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments do not provide a definition of restricted cash or restricted cash equivalents. January 1, 2018 Retrospective transition. Immaterial 2017-01 Business Combinations (Topic 805) Clarifies the definition of a business. The amendments in this ASU are intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. January 1, 2018 Prospectively. Immaterial 2017-03 Accounting Changes and Error Corrections (Topic 250) and Investments - Equity Method and Joint Ventures (Topic 323) These amendments add text of “SEC Staff Announcement: Disclosure of the Impact That Recently Issued Accounting Standards Will Have on the Financial Statements of a Registrant When Such Standards Are Adopted in a Future Period (in accordance with Staff Accounting Bulletin ["SAB"] Topic 11.M).” N/A N/A Immaterial 2017-04 Intangibles - Goodwill and Other (Topic 350) This ASU simplifies goodwill impairment testing by eliminating Step 2 from the goodwill impairment test. The ASU also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. January 1, 2020 Prospectively, with early adoption permitted. Immaterial 2017-08 Receivables - Nonrefundable Fees and Other Costs (Topic 310-20) This ASU shortens the amortization period for certain callable debt securities held at a premium. Specifically, the ASU requires the premium to be amortized to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. January 1, 2019 Modified retrospective, with early adoption permitted. Currently under analysis.

2016 ACQUISITION OF CORNERSTO25

2016 ACQUISITION OF CORNERSTONE BANCORP, INC. (Tables)	3 Months Ended
	Mar. 31, 2017
2016 ACQUISITION OF CORNERSTONE BANCORP, INC.
Summary of Assets Acquired and Liabilities Assumed	Summary of Assets Acquired and Liabilities Assumed May 17, 2016 As Previously Reported As Recasted As Recorded Fair Value Recast As Recorded (in thousands) by Cornerstone Adjustments Adjustments by Republic Assets acquired: Cash and cash equivalents $ 22,707 $ — $ — $ 22,707 Investment securities 329 — — 329 Loans 195,136 (5,525) a 13 a 189,624 Allowance for loan and lease losses (1,955) 1,955 a — — Loans, net 193,181 (3,570) 13 189,624 Federal Home Loan Bank stock, at cost 224 — — 224 Premises and equipment, net 7,770 4,457 b — 12,227 Core deposit intangible — 1,205 c — 1,205 Deferred income taxes 3,714 (74) d — 3,640 Bank owned life insurance 7,461 — — 7,461 Other assets and accrued interest receivable 658 — — 658 Total assets acquired $ 236,044 $ 2,018 $ 13 $ 238,075 Liabilities assumed: Deposits: Noninterest-bearing $ 52,908 $ — $ — $ 52,908 Interest-bearing 152,257 92 e — 152,349 Total deposits 205,165 92 — 205,257 Subordinated note 4,124 — — 4,124 Other liabilities and accrued interest payable 2,244 787 f — 3,031 Total liabilities assumed 211,533 879 — 212,412 Net assets acquired $ 24,511 $ 1,139 $ 13 25,663 Cash consideration paid (31,795) Goodwill $ 6,132 Explanation of fair value adjustments a. Reflects the fair value adjustment based on the Company’s evaluation of the acquired loan portfolio and to eliminate the acquiree’s recorded allowance for loan losses. b. Reflects the fair value adjustment based on the Company’s evaluation of the premises and equipment acquired. c. Reflects the fair value adjustment for the core deposit intangible asset recorded as a result of the acquisition. d. Reflects the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes. e. Reflects the fair value adjustment based on the Company’s evaluation of the assumed time deposits. f. Reflects the amount needed to adjust other liabilities to estimated fair value and to record certain liabilities directly attributable to the acquisition of Cornerstone.

INVESTMENT SECURITIES (Tables)

INVESTMENT SECURITIES (Tables)	3 Months Ended
	Mar. 31, 2017
INVESTMENT SECURITIES
Gross Amortized Cost and Fair Value of Securities Available for Sale and Related Gross Unrealized Gains and Losses Recognized in Accumulated Other Comprehensive Income (Loss)	Gross Gross Amortized Unrealized Unrealized Fair March 31, 2017 (in thousands) Cost Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 320,381 $ 92 $ (948) $ 319,525 Private label mortgage backed security 3,543 1,139 — 4,682 Mortgage backed securities - residential 95,857 2,191 (226) 97,822 Collateralized mortgage obligations 83,317 394 (780) 82,931 Freddie Mac preferred stock — 394 — 394 Community Reinvestment Act mutual fund 2,500 — (42) 2,458 Corporate bonds 15,003 255 — 15,258 Trust preferred security 3,460 — (260) 3,200 Total securities available for sale $ 524,061 $ 4,465 $ (2,256) $ 526,270 Gross Gross Amortized Unrealized Unrealized Fair December 31, 2016 (in thousands) Cost Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 295,425 $ 226 $ (1,107) $ 294,544 Private label mortgage backed security 3,691 1,086 — 4,777 Mortgage backed securities - residential 71,197 2,027 (220) 73,004 Collateralized mortgage obligations 88,559 334 (1,239) 87,654 Freddie Mac preferred stock — 483 — 483 Community Reinvestment Act mutual fund 2,500 — (45) 2,455 Corporate bonds 15,004 154 — 15,158 Trust preferred security 3,449 — (249) 3,200 Total securities available for sale $ 479,825 $ 4,310 $ (2,860) $ 481,275
Carrying Value, Gross Unrecognized Gains and Losses, and Fair Value of Securities to be Held to Maturity	Gross Gross Carrying Unrecognized Unrecognized Fair March 31, 2017 (in thousands) Value Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 504 $ — $ (1) $ 503 Mortgage backed securities - residential 156 11 — 167 Collateralized mortgage obligations 26,141 267 (36) 26,372 Corporate bonds 25,059 439 (61) 25,437 Total securities held to maturity $ 51,860 $ 717 $ (98) $ 52,479 Gross Gross Carrying Unrecognized Unrecognized Fair December 31, 2016 (in thousands) Value Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 506 $ — $ (2) $ 504 Mortgage backed securities - residential 158 12 — 170 Collateralized mortgage obligations 27,142 250 (124) 27,268 Corporate bonds 25,058 312 (63) 25,307 Total securities held to maturity $ 52,864 $ 574 $ (189) $ 53,249
Amortized Cost and Fair Value of Investment Securities Portfolio by Contractual Maturity	Securities Securities Available for Sale Held to Maturity Amortized Fair Carrying Fair March 31, 2017 (in thousands) Cost Value Value Value Due in one year or less $ 96,033 $ 96,079 $ 504 $ 502 Due from one year to five years 229,351 228,480 5,075 5,015 Due from five years to ten years 10,000 10,224 19,984 20,423 Due beyond ten years 3,460 3,200 — — Private label mortgage backed security 3,543 4,682 — — Mortgage backed securities - residential 95,857 97,822 156 167 Collateralized mortgage obligations 83,317 82,931 26,141 26,372 Freddie Mac preferred stock — 394 — — Community Reinvestment Act mutual fund 2,500 2,458 — — Total securities $ 524,061 $ 526,270 $ 51,860 $ 52,479
Securities with Unrealized Losses, Aggregated by Investment Category with Continuous Unrealized Loss Position	Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized March 31, 2017 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ — $ — $ 183,282 $ (948) $ 183,282 $ (948) Mortgage backed securities - residential — — 17,537 (226) 17,537 (226) Collateralized mortgage obligations — — 46,440 (780) 46,440 (780) Community Reinvestment Act mutual fund 2,458 (42) — — 2,458 (42) Trust preferred security — — 3,200 (260) 3,200 (260) Total securities available for sale $ 2,458 $ (42) $ 250,459 $ (2,214) $ 252,917 $ (2,256) Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized December 31, 2016 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ 138,002 $ (1,107) $ — $ — $ 138,002 $ (1,107) Mortgage backed securities - residential 9,427 (122) 4,211 (98) 13,638 (220) Collateralized mortgage obligations 37,547 (690) 15,668 (549) 53,215 (1,239) Community Reinvestment Act mutual fund 2,455 (45) — — 2,455 (45) Trust preferred security 3,200 (249) — — 3,200 (249) Total securities available for sale $ 190,631 $ (2,213) $ 19,879 $ (647) $ 210,510 $ (2,860) Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized March 31, 2017 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities held to maturity: U.S. Treasury securities and U.S. Government agencies $ 503 $ (1) $ — $ — $ 503 $ (1) Collateralized mortgage obligations — — 7,066 (36) 7,066 (36) Corporate bonds — — 4,940 (61) 4,940 (61) Total securities held to maturity $ 503 $ (1) $ 12,006 $ (97) $ 12,509 $ (98) Less than 12 months 12 months or more Total Unrealized Unrealized Unrealized December 31, 2016 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities held to maturity: U.S. Treasury securities and U.S. Government agencies $ 506 $ (2) $ — $ — $ 506 $ (2) Collateralized mortgage obligations 13,315 (124) — — 13,315 (124) Corporate bonds — — 4,937 (63) 4,937 (63) Total securities held to maturity $ 13,821 $ (126) $ 4,937 $ (63) $ 18,758 $ (189)
Pledged Investment Securities	(in thousands) March 31, 2017 December 31, 2016 Carrying amount $ 224,778 $ 231,695 Fair value 224,978 231,891

LOANS HELD FOR SALE (Tables)

LOANS HELD FOR SALE (Tables)	3 Months Ended
	Mar. 31, 2017
LOANS HELD FOR SALE.
Schedule of activity of consumer loans held for sale and carried at fair value	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 2,198 $ — Origination of consumer loans held for sale 12,238 415 Proceeds from the sale of consumer loans held for sale (10,783) — Net gain on sale of consumer loans held for sale 26 — Balance, end of period $ 3,679 $ 415
Schedule of activity of consumer loans held for sale and carried at lower of cost or fair value	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 1,310 $ 514 Origination of consumer loans held for sale 114,686 43,653 Proceeds from the sale of consumer loans held for sale (115,658) (44,034) Net gain on sale of consumer loans held for sale 1,082 433 Balance, end of period $ 1,420 $ 566

LOANS AND ALLOWANCE FOR LOAN 28

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES (Tables)	3 Months Ended
	Mar. 31, 2017
LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES
Schedule of composition of loan portfolio	(in thousands) March 31, 2017 December 31, 2016 Core Bank: Residential real estate: Owner occupied $ 969,705 $ 1,000,148 Owner occupied - correspondent* 141,375 149,028 Nonowner occupied 164,742 156,605 Commercial real estate 1,049,193 1,060,496 Construction & land development 130,766 119,650 Commercial & industrial 270,652 259,026 Lease financing receivables 13,853 13,614 Warehouse lines of credit* 495,165 585,439 Home equity 341,611 341,285 Consumer: Credit cards 14,644 13,414 Overdrafts 786 803 Automobile loans 55,962 52,579 Other consumer 19,215 19,744 Total Core Bank 3,667,669 3,771,831 Republic Processing Group*: Commercial & industrial 14 6,695 Consumer: Easy Advances 10,672 — Republic Credit Solutions 32,021 32,252 Total Republic Processing Group 42,707 38,947 Total loans** 3,710,376 3,810,778 Allowance for loan and lease losses (42,362) (32,920) Total loans, net $ 3,668,014 $ 3,777,858 *Identifies loans to borrowers located primarily outside of the Bank’s market footprint. ** Total loans are presented inclusive of premiums, discounts and net loan origination fees and costs. See table directly below for expanded detail.
Schedule that reconciles the contractually receivable and carrying amounts of loans	(in thousands) March 31, 2017 December 31, 2016 Contractual receivable $ 3,715,075 $ 3,816,086 Unearned income(1) (1,098) (1,050) Unamortized premiums(2) 1,654 1,838 Unaccreted discounts(3) (8,842) (9,397) Net unamortized deferred origination fees and costs 3,587 3,301 Carrying value of loans $ 3,710,376 $ 3,810,778 (1) Unearned income relates to lease financing receivables. (2) Premiums predominately relate to loans acquired through the Bank’s Correspondent Lending channel. (3) Unaccreted discounts include accretable and non-accretable discounts and predominately relate to loans acquired in the Bank’s 2016 Cornerstone acquisition and its 2012 FDIC-assisted transactions.
Schedule of loans purchased by class	Three Months Ended March 31, (in thousands) 2017 2016 Residential real estate: Owner occupied - correspondent* $ 1,224 $ 20,521 Consumer: Other consumer* — 2,667 Total purchased loans** $ 1,224 $ 23,188 * Represents origination amount, inclusive of applicable purchase premiums. **Purchases are all part of Core Bank operations.
Schedule of loans acquired	May 17, 2016 (in thousands) Contractual Receivable Non-accretable Discount Accretable Discount Acquisition-Day Fair Value Residential real estate: Owner occupied $ 15,487 $ — $ (393) $ 15,094 Nonowner occupied 11,196 — (101) 11,095 Commercial real estate 106,089 — (1,498) 104,591 Construction & land development 18,277 — (502) 17,775 Commercial & industrial 11,462 — (191) 11,271 Home equity 20,652 — (350) 20,302 Consumer and other 2,347 — (147) 2,200 Total loans - ASC 310-20 185,510 — (3,182) 182,328 Residential real estate: Owner occupied 2,963 (822) (15) 2,126 Nonowner occupied 1,721 (320) (167) 1,234 Commercial real estate 4,315 (617) (197) 3,501 Construction & land development 175 — — 175 Commercial & industrial 66 (1) 1 66 Home equity 382 (178) (11) 193 Consumer and other 4 (3) — 1 Total loans - ASC 310-30 - PCI loans 9,626 (1,941) (389) 7,296 Total loans acquired $ 195,136 $ (1,941) $ (3,571) $ 189,624
Reconciliation of contractually-required and carrying amounts of PCI loans	(in thousands) March 31, 2017 December 31, 2016 Contractually-required principal $ 14,926 $ 15,587 Non-accretable amount (1,806) (1,713) Accretable amount (3,409) (3,600) Carrying value of loans $ 9,711 $ 10,274
Rollforward of the accretable amount on PCI loans	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ (3,600) $ (4,125) Transfers between non-accretable and accretable 90 (455) Net accretion into interest income on loans, including loan fees 101 727 Balance, end of period $ (3,409) $ (3,853)
Schedule of the risk category of loans by class of loans based on the bank's internal analysis performed	March 31, 2017 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention* Substandard* Loss Group 1 Substandard Loans** Core Bank: Residential real estate: Owner occupied $ — $ 20,549 $ 12,972 $ — $ 186 $ 1,799 $ 35,506 Owner occupied - correspondent — — — — — — — Nonowner occupied — 649 1,079 — 518 — 2,246 Commercial real estate 1,031,746 6,345 4,107 — 6,995 — 1,049,193 Construction & land development 129,894 89 783 — — — 130,766 Commercial & industrial 269,756 722 151 — 23 — 270,652 Lease financing receivables 13,853 — — — 13,853 Warehouse lines of credit 495,165 — — — — — 495,165 Home equity — 232 2,035 — 92 97 2,456 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 211 — 1 — 212 Total Core Bank 1,940,414 28,586 21,338 — 7,815 1,896 2,000,049 Republic Processing Group: Commercial & industrial 14 — — — — — 14 Consumer: Easy Advances — — — — — — — Republic Credit Solutions — — 122 — — — 122 Total Republic Processing Group: 14 — 122 — — — 136 Total rated loans $ 1,940,428 $ 28,586 $ 21,460 $ — $ 7,815 $ 1,896 $ 2,000,185 December 31, 2016 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention* Substandard* Loss Group 1 Substandard Loans** Core Bank: Residential real estate: Owner occupied $ — $ 21,344 $ 13,117 $ — $ 218 $ 2,267 $ 36,946 Owner occupied - correspondent — — — — — — — Nonowner occupied — 656 1,115 — 523 — 2,294 Commercial real estate 1,042,137 7,086 4,224 — 7,049 — 1,060,496 Construction & land development 118,769 90 791 — — — 119,650 Commercial & industrial 257,579 1,270 154 — 23 — 259,026 Lease financing receivables 13,614 — — — 13,614 Warehouse lines of credit 585,439 — — — — — 585,439 Home equity — 256 1,763 — 94 99 2,212 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 166 — 1 — 167 Total Core Bank 2,017,538 30,702 21,330 — 7,908 2,366 2,079,844 Republic Processing Group: Commercial & industrial 6,695 — — — — — 6,695 Consumer: Easy Advances — — — — — — — Republic Credit Solutions — — 82 — — — 82 Total Republic Processing Group: 6,695 — 82 — — — 6,777 Total rated loans $ 2,024,233 $ 30,702 $ 21,412 $ — $ 7,908 $ 2,366 $ 2,086,621 *At March 31, 2017 and December 31, 2016, Special Mention included $2 million and $2 million and Substandard included $1 million and $1 million that were removed from PCI accounting in accordance with ASC 310-30-35-13 due to a post-acquisition troubled debt restructuring. ** The above tables exclude all non-classified residential real estate, home equity and consumer loans at the respective period ends.
Schedule of activity in the Allowance	Allowance Rollforward Three Months Ended March 31, 2017 March 31, 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Core Bank: Residential real estate: Owner occupied $ 7,158 $ (143) $ (3) $ 59 $ 7,071 $ 8,301 $ (182) $ (144) $ 74 $ 8,049 Owner occupied - correspondent 373 (9) (11) — 353 623 (16) — — 607 Nonowner occupied 1,139 59 — — 1,198 1,052 87 (44) — 1,095 Commercial real estate 8,078 (197) — 17 7,898 7,672 20 (41) 27 7,678 Construction & land development 1,850 383 — — 2,233 1,303 69 (44) 20 1,348 Commercial & industrial 1,511 (44) — 21 1,488 1,455 (75) — 4 1,384 Lease financing receivables 136 9 — — 145 89 8 — — 97 Warehouse lines of credit 1,464 (226) — — 1,238 967 18 — — 985 Home equity 3,757 69 (4) 9 3,831 2,996 67 (35) 26 3,054 Consumer: Credit cards 490 38 (27) 5 506 448 21 (12) 9 466 Overdrafts 675 83 (184) 67 641 351 184 (161) 76 450 Automobile loans 526 36 — 1 563 56 89 — — 145 Other consumer 771 183 (230) 101 825 479 208 (131) 92 648 Total Core Bank 27,928 241 (459) 280 27,990 25,792 498 (612) 328 26,006 Republic Processing Group: Commercial & industrial 25 (25) — — — — — — — — Consumer: Easy Advances — 8,601 (860) — 7,741 — 3,574 (405) — 3,169 Refund Anticipation Loans — (235) — 235 — — (247) — 247 — Republic Credit Solutions 4,967 3,769 (2,285) 180 6,631 1,699 1,361 (846) 86 2,300 Total Republic Processing Group 4,992 12,110 (3,145) 415 14,372 1,699 4,688 (1,251) 333 5,469 Total $ 32,920 $ 12,351 $ (3,604) $ 695 $ 42,362 $ 27,491 $ 5,186 $ (1,863) $ 661 $ 31,475
Schedule of non-performing loans and non-performing assets and select credit quality ratios	(dollars in thousands) March 31, 2017 December 31, 2016 Loans on nonaccrual status* $ 16,793 $ 15,892 Loans past due 90-days-or-more and still on accrual** 203 167 Total nonperforming loans 16,996 16,059 Other real estate owned 1,362 1,391 Total nonperforming assets $ 18,358 $ 17,450 Credit Quality Ratios - Total Company: Nonperforming loans to total loans 0.46 % 0.42 % Nonperforming assets to total loans (including OREO) 0.49 0.46 Nonperforming assets to total assets 0.39 0.36 Credit Quality Ratios - Core Bank: Nonperforming loans to total loans 0.46 % 0.42 % Nonperforming assets to total loans (including OREO) 0.50 0.46 Nonperforming assets to total assets 0.40 0.36 *Loans on nonaccrual status include impaired loans. **Loans past due 90-days-or-more and still accruing consist of PCI loans or smaller balance consumer loans.
Schedule of recorded investment in non-accrual loans and loans past due over 90-days-or-more and still on accrual by class of loans	Past Due 90-Days-or-More Nonaccrual and Still Accruing Interest* (in thousands) March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 Core Bank: Residential real estate: Owner occupied $ 11,731 $ 10,955 $ — $ — Owner occupied - correspondent — — — — Nonowner occupied 818 852 — — Commercial real estate 2,674 2,725 — — Construction & land development 74 77 — — Commercial & industrial 151 154 — — Lease financing receivables — — — — Warehouse lines of credit — — — — Home equity 1,268 1,069 — — Consumer: Credit cards — — — — Overdrafts — — — — Automobile loans 24 — — — Other consumer 53 60 81 85 Total Core Bank 16,793 15,892 81 85 Republic Processing Group: Commercial & industrial — — — — Consumer: Easy Advances — — — — Republic Credit Solutions — — 122 82 Total Republic Processing Group — — 122 82 Total $ 16,793 $ 15,892 $ 203 $ 167 * Loans past due 90-days-or-more and still accruing consist of PCI loans or smaller balance consumer loans
Schedule of aging of the recorded investment in loans by class of loans	30 - 59 60 - 89 90 or More March 31, 2017 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Core Bank: Residential real estate: Owner occupied $ 2,205 $ 420 $ 1,263 $ 3,888 $ 965,817 $ 969,705 Owner occupied - correspondent — — — — 141,375 141,375 Nonowner occupied 5 — 35 40 164,702 164,742 Commercial real estate 140 85 416 641 1,048,552 1,049,193 Construction & land development — — — — 130,766 130,766 Commercial & industrial — — — — 270,652 270,652 Lease financing receivables — — — — 13,853 13,853 Warehouse lines of credit — — — — 495,165 495,165 Home equity 440 25 442 907 340,704 341,611 Consumer: Credit cards 16 14 — 30 14,614 14,644 Overdrafts 142 3 — 145 641 786 Automobile loans 22 — — 22 55,940 55,962 Other consumer 86 110 83 279 18,936 19,215 Total Core Bank 3,056 657 2,239 5,952 3,661,717 3,667,669 Republic Processing Group: Commercial & industrial — — — — 14 14 Consumer: Easy Advances 8,350 — — 8,350 2,322 10,672 Republic Credit Solutions 1,508 231 122 1,861 30,160 32,021 Total Republic Processing Group 9,858 231 122 10,211 32,496 42,707 Total $ 12,914 $ 888 $ 2,361 $ 16,163 $ 3,694,213 $ 3,710,376 Delinquency ratio*** 0.35 % 0.02 % 0.06 % 0.44 % * All loans past due 90-days-or-more, excluding PCI loans and small balance consumer loans, were on nonaccrual status. ** Delinquent status may be determined by either the number of days past due or number of payments past due. Easy Advances do not have a contractual due date but are eligible for delinquency consideration three weeks after the taxpayer customer’s tax return is submitted to the applicable tax authority. *** Represents total loans 30-days-or-more past due by aging category divided by total loans. 30 - 59 60 - 89 90 or More December 31, 2016 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Core Bank: Residential real estate: Owner occupied $ 1,696 $ 337 $ 2,521 $ 4,554 $ 995,594 $ 1,000,148 Owner occupied - correspondent — — — — 149,028 149,028 Nonowner occupied — — 46 46 156,559 156,605 Commercial real estate 8 — 417 425 1,060,071 1,060,496 Construction & land development — — — — 119,650 119,650 Commercial & industrial 342 — — 342 258,684 259,026 Lease financing receivables — — — — 13,614 13,614 Warehouse lines of credit — — — — 585,439 585,439 Home equity 316 160 494 970 340,315 341,285 Consumer: Credit cards 14 4 — 18 13,396 13,414 Overdrafts 159 1 1 161 642 803 Automobile loans — — — — 52,579 52,579 Other consumer 114 106 85 305 19,439 19,744 Total Core Bank 2,649 608 3,564 6,821 3,765,010 3,771,831 Republic Processing Group: Commercial & industrial — — — — 6,695 6,695 Consumer: Easy Advances — — — — — — Republic Credit Solutions 1,751 304 82 2,137 30,115 32,252 Total Republic Processing Group 1,751 304 82 2,137 36,810 38,947 Total $ 4,400 $ 912 $ 3,646 $ 8,958 $ 3,801,820 $ 3,810,778 Delinquency ratio*** 0.12 % 0.02 % 0.10 % 0.24 % * All loans past due 90-days-or-more, excluding PCI loans and small balance consumer loans, were on nonaccrual status. ** Delinquent status may be determined by either the number of days past due or number of payments past due. *** Represents total loans 30-days-or-more past due by aging category divided by total loans.
Schedule of Bank's impaired loans	(in thousands) March 31, 2017 December 31, 2016 Loans with no allocated Allowance $ 20,056 $ 21,416 Loans with allocated Allowance 28,914 31,268 Total impaired loans $ 48,970 $ 52,684 Amount of the Allowance $ 4,901 $ 4,925
Schedule of balance in the Allowance and the recorded investment in loans by portfolio class based on impairment method	Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without March 31, 2017 Evaluated Collectively Post Acquisition Post Acquisition Total Evaluated Collectively Post Acquisition Post Acquisition Total (dollars in thousands) Excluding PCI Evaluated Impairment Impairment Allowance Excluding PCI Evaluated Impairment Impairment Loans Core Bank: Residential real estate: Owner occupied $ 3,250 $ 3,671 $ 150 $ — $ 7,071 $ 30,924 $ 936,796 $ 1,799 $ 186 $ 969,705 Owner occupied - correspondent — 353 — — 353 — 141,375 — — 141,375 Nonowner occupied 62 1,129 7 — 1,198 1,632 162,592 265 253 164,742 Commercial real estate 447 7,414 37 — 7,898 10,711 1,031,487 148 6,847 1,049,193 Construction & land development 110 2,123 — — 2,233 872 129,894 — — 130,766 Commercial & industrial 152 1,336 — — 1,488 207 270,422 — 23 270,652 Lease financing receivables — 145 — — 145 — 13,853 — — 13,853 Warehouse lines of credit — 1,238 — — 1,238 — 495,165 — — 495,165 Home equity 529 3,204 98 — 3,831 2,185 339,237 98 91 341,611 Consumer: Credit cards — 506 — — 506 — 14,644 — — 14,644 Overdrafts — 641 — — 641 — 786 — — 786 Automobile loans — 563 — — 563 — 55,962 — — 55,962 Other consumer 59 766 — — 825 129 19,085 — 1 19,215 Total Core Bank 4,609 23,089 292 — 27,990 46,660 3,611,298 2,310 7,401 3,667,669 Republic Processing Group: Commercial & industrial — — — — — — 14 — — 14 Consumer: Easy Advances — 7,741 — — 7,741 — 10,672 — — 10,672 Republic Credit Solutions — 6,631 — — 6,631 — 32,021 — — 32,021 Total Republic Processing Group — 14,372 — — 14,372 — 42,707 — — 42,707 Total $ 4,609 $ 37,461 $ 292 $ — $ 42,362 $ 46,660 $ 3,654,005 $ 2,310 $ 7,401 $ 3,710,376 Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without December 31, 2016 Evaluated Collectively Post Acquisition Post Acquisition Total Evaluated Collectively Post Acquisition Post Acquisition Total (dollars in thousands) Excluding PCI Evaluated Impairment Impairment Allowance Excluding PCI Evaluated Impairment Impairment Loans Core Bank: Residential real estate: Owner occupied $ 3,203 $ 3,797 $ 158 $ — $ 7,158 $ 31,908 $ 965,755 $ 2,297 $ 188 $ 1,000,148 Owner occupied - correspondent — 373 — — 373 — 149,028 — — 149,028 Nonowner occupied 65 1,067 7 — 1,139 1,601 154,481 268 255 156,605 Commercial real estate 532 7,501 45 — 8,078 11,769 1,041,678 1,164 5,885 1,060,496 Construction & land development 120 1,730 — — 1,850 882 118,768 — — 119,650 Commercial & industrial 227 1,284 — — 1,511 686 258,317 — 23 259,026 Lease financing receivables — 136 — — 136 — 13,614 — — 13,614 Warehouse lines of credit — 1,464 — — 1,464 — 585,439 — — 585,439 Home equity 433 3,225 99 — 3,757 1,929 339,163 99 94 341,285 Consumer: Credit cards — 490 — — 490 — 13,414 — — 13,414 Overdrafts — 675 — — 675 — 803 — — 803 Automobile loans — 526 — — 526 — 52,579 — — 52,579 Other consumer 36 735 — — 771 81 19,662 — 1 19,744 Total Core Bank 4,616 23,003 309 — 27,928 48,856 3,712,701 3,828 6,446 3,771,831 Republic Processing Group: Commercial & industrial — 25 — — 25 — 6,695 — — 6,695 Consumer: Easy Advances — — — — — — — — — — Republic Credit Solutions — 4,967 — — 4,967 — 32,252 — — 32,252 Total Republic Processing Group — 4,992 — — 4,992 — 38,947 — — 38,947 Total $ 4,616 $ 27,995 $ 309 $ — $ 32,920 $ 48,856 $ 3,751,648 $ 3,828 $ 6,446 $ 3,810,778
Schedule of loans individually evaluated for impairment by class of loans	As of Three Months Ended March 31, 2017 March 31, 2017 Cash Basis Unpaid Average Interest Interest Principal Recorded Allowance Recorded Income Income (in thousands) Balance Investment Allocated Investment Recognized Recognized Impaired loans with no related allowance recorded: Residential real estate: Owner occupied $ 12,874 $ 11,892 $ — $ 12,261 $ 29 $ — Owner occupied - correspondent — — — — — — Nonowner occupied 1,445 1,411 — 1,394 8 — Commercial real estate 5,946 4,769 — 5,153 21 — Construction & land development 476 476 — 476 5 — Commercial & industrial 55 55 — 61 1 — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 1,488 1,413 — 1,350 4 — Consumer 40 40 — 43 — — Impaired loans with an allowance recorded: Residential real estate: Owner occupied 20,848 20,831 3,400 21,204 181 — Owner occupied - correspondent — — — — — — Nonowner occupied 486 486 69 490 6 — Commercial real estate 6,090 6,090 484 6,744 67 — Construction & land development 396 396 110 401 5 — Commercial & industrial 152 152 152 386 — — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 871 870 627 806 10 — Consumer 90 89 59 63 — — Total impaired loans $ 51,257 $ 48,970 $ 4,901 $ 50,832 $ 337 $ — As of Three Months Ended December 31, 2016 March 31, 2016 Cash Basis Unpaid Average Interest Interest Principal Recorded Allowance Recorded Income Income (in thousands) Balance Investment Allocated Investment Recognized Recognized Impaired loans with no related allowance recorded: Residential real estate: Owner occupied $ 13,727 $ 12,629 $ — $ 13,050 $ 23 $ — Owner occupied - correspondent — — — — — — Non owner occupied 1,399 1,376 — 1,971 7 — Commercial real estate 6,610 5,536 — 7,180 54 — Construction & land development 476 476 — 1,272 5 — Commercial & industrial 67 67 — 14 — — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 1,358 1,287 — 2,139 7 — Consumer 45 45 — 92 — — Impaired loans with an allowance recorded: Residential real estate: Owner occupied 21,595 21,576 3,361 25,069 214 — Owner occupied - correspondent — — — 1,124 — — Non owner occupied 491 493 73 9,546 13 — Commercial real estate 7,397 7,397 577 543 96 — Construction & land development 405 406 120 1,502 5 — Commercial & industrial 619 619 227 — 20 — Lease financing receivables — — — — — — Warehouse lines of credit — — — — — — Home equity 742 741 532 171 — — Consumer 37 36 35 45 — — Total impaired loans $ 54,968 $ 52,684 $ 4,925 $ 63,718 $ 444 $ —
Schedule of TDRs differentiated by loan type and accrual status	Troubled Debt Troubled Debt Total Restructurings on Restructurings on Troubled Debt Nonaccrual Status Accrual Status Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 77 $ 6,725 193 $ 20,748 270 $ 27,473 Commercial real estate 6 2,382 15 7,830 21 10,212 Construction & land development 1 74 4 797 5 871 Commercial & industrial 1 151 2 55 3 206 Total troubled debt restructurings 85 $ 9,332 214 $ 29,430 299 $ 38,762 Troubled Debt Troubled Debt Total Restructurings on Restructurings on Troubled Debt Nonaccrual Status Accrual Status Restructurings Number of Recorded Number of Recorded Number of Recorded December 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 79 $ 7,199 198 $ 21,554 277 $ 28,753 Commercial real estate 6 2,430 17 8,835 23 11,265 Construction & land development 1 77 4 804 5 881 Commercial & industrial 1 154 2 533 3 687 Total troubled debt restructurings 87 $ 9,860 221 $ 31,726 308 $ 41,586
Schedule of categories of TDR loan modifications outstanding and respective performance under modified terms	Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 2 $ 158 1 $ 485 3 $ 643 Rate reduction 148 17,961 55 5,924 203 23,885 Principal deferral 6 314 7 271 13 585 Legal modification 20 895 31 1,465 51 2,360 Total residential TDRs 176 19,328 94 8,145 270 27,473 Commercial related and construction/land development loans: Interest only payments 5 2,626 1 403 6 3,029 Rate reduction 7 4,051 2 225 9 4,276 Principal deferral 9 2,006 5 1,978 14 3,984 Total commercial TDRs 21 8,683 8 2,606 29 11,289 Total troubled debt restructurings 197 $ 28,011 102 $ 10,751 299 $ 38,762 Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded December 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 2 $ 155 1 $ 493 3 $ 648 Rate reduction 148 18,125 57 6,213 205 24,338 Principal deferral 7 616 7 306 14 922 Legal modification 17 806 38 2,039 55 2,845 Total residential TDRs 174 19,702 103 9,051 277 28,753 Commercial related and construction/land development loans: Interest only payments 5 2,666 1 413 6 3,079 Rate reduction 8 4,769 2 228 10 4,997 Principal deferral 10 2,737 5 2,020 15 4,757 Total commercial TDRs 23 10,172 8 2,661 31 12,833 Total troubled debt restructurings 197 $ 29,874 111 $ 11,712 308 $ 41,586
Summary of categories of TDR loan modifications that occurred during the period	Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 1 159 — — 1 159 Principal deferral — — — — — — Legal modification 2 38 — — 2 38 Total residential TDRs 3 197 — — 3 197 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction — — — — — — Principal deferral — — — — — — Total commercial TDRs — — — — — — Total troubled debt restructurings 3 $ 197 — $ — 3 $ 197 Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded March 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 2 57 1 55 3 112 Principal deferral — — — — — — Legal modification 2 88 2 80 4 168 Total residential TDRs 4 145 3 135 7 280 Commercial related and construction/land development loans: Interest only payments — — 1 433 1 433 Rate reduction — — — — — — Principal deferral — — — — — — Total commercial TDRs — — 1 433 1 433 Total troubled debt restructurings 4 $ 145 4 $ 568 8 $ 713 The tables above are inclusive of loans that were TDRs at the end of previous periods and were re-modified, e.g., a maturity date extension during the current period.
Schedule of loans by class modified as troubled debt restructurings within the previous twelve months for which there was a payment default	Three Months Ended March 31, 2017 2016 Number of Recorded Number of Recorded (dollars in thousands) Loans Investment Loans Investment Residential real estate: Owner occupied — $ — 2 $ 513 Owner occupied - correspondent — — — — Nonowner occupied — — — — Commercial real estate — — 4 2,306 Construction & land development — — — — Commercial & industrial — — — — Lease financing receivables — — — — Warehouse lines of credit — — — — Home equity — — — — Consumer — — — — Total — $ — 6 $ 2,819
Schedule of carrying amount of foreclosed properties held	(in thousands) March 31, 2017 December 31, 2016 Residential real estate $ 1,362 $ 1,391 Total other real estate owned $ 1,362 $ 1,391
Schedule of recorded investment in consumer mortgage loans secured by residential real estate properties	(in thousands) March 31, 2017 December 31, 2016 Recorded investment in consumer residential real estate mortgage loans in the process of foreclosure $ 1,152 $ 1,677
Schedule of Easy Advances	Three Months Ended March 31, (dollars in thousands) 2017 2016 Easy Advances originated $ 328,523 $ 123,230 Provision for Easy Advances 8,601 3,574 Provision to total Easy Advances originated 2.62 % 2.90 % Easy Advances net charge-offs $ 860 $ 405 Easy Advances net charge-offs to total Easy Advances originated 0.26 % 0.33 %

DEPOSITS (Tables)

DEPOSITS (Tables)	3 Months Ended
	Mar. 31, 2017
Deposit Liabilities
Ending deposit balances	(in thousands) March 31, 2017 December 31, 2016 Core Bank: Demand $ 935,245 $ 872,709 Money market accounts 562,827 541,622 Brokered money market accounts 350,862 360,597 Savings 174,995 164,410 Individual retirement accounts* 43,250 42,642 Time deposits, $250 and over* 38,691 37,200 Other certificates of deposit* 143,838 140,894 Brokered certificates of deposit* 27,814 28,666 Total Core Bank interest-bearing deposits 2,277,522 2,188,740 Total Core Bank noninterest-bearing deposits 934,787 943,459 Total Core Bank deposits 3,212,309 3,132,199 Republic Processing Group ("RPG"): Money market accounts 1,025 — Total RPG interest-bearing deposits 1,025 — Brokered prepaid card deposits 4,568 15 Other noninterest-bearing deposits 130,882 28,478 Total RPG noninterest-bearing deposits 135,450 28,493 Total RPG deposits 136,475 28,493 Total deposits $ 3,348,784 $ 3,160,692 *Represents a time deposit.
Cornerstone
Deposit Liabilities
Schedule of deposits liabilities acquired	May 17, 2016 (in thousands) Contractual Principal Fair Value Adjustment Acquisition-Day Fair Value Demand $ 59,507 $ — $ 59,507 Money market accounts 53,773 — 53,773 Savings 12,352 — 12,352 Individual retirement accounts* 3,897 13 3,910 Time deposits, $250 and over* 3,385 12 3,397 Other certificates of deposit* 19,343 67 19,410 Total interest-bearing deposits 152,257 92 152,349 Total noninterest-bearing deposits 52,908 — 52,908 Total deposits $ 205,165 $ 92 $ 205,257 *Represents a time deposit.

SECURITIES SOLD UNDER AGREEME30

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS (Tables)	3 Months Ended
	Mar. 31, 2017
SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS
Schedule of securities sold under agreements to repurchase	(dollars in thousands) March 31, 2017 December 31, 2016 Outstanding balance at end of period $ 144,375 $ 173,473 Weighted average interest rate at end of period 0.10 % 0.05 % Fair value of securities pledged: U.S. Treasury securities and U.S. Government agencies $ 115,726 $ 116,025 Mortgage backed securities - residential 35,996 45,894 Collateralized mortgage obligations 46,018 41,155 Total securities pledged $ 197,740 $ 203,074 Three Months Ended March 31, (dollars in thousands) 2017 2016 Average outstanding balance during the period $ 218,412 $ 407,698 Average interest rate during the period % 0.02 % Maximum outstanding at any month end during the period $ 183,709 $ 367,373

FEDERAL HOME LOAN BANK ADVANC31

FEDERAL HOME LOAN BANK ADVANCES (Tables)	3 Months Ended
	Mar. 31, 2017
FEDERAL HOME LOAN BANK ADVANCES
Federal Home Loan Bank Advances	(dollars in thousands) March 31, 2017 December 31, 2016 Overnight advances $ 75,000 $ 285,000 Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due on December 20, 2017 10,000 10,000 Fixed interest rate advances 382,500 457,500 Putable fixed interest rate advances — 50,000 Total FHLB advances $ 467,500 $ 802,500
Aggregate Future Principal Payments on FHLB Advances	Weighted Average Year (dollars in thousands) Principal Rate 2017 (Overnight) $ 75,000 0.90 % 2017 (Term) 55,000 1.32 2018 117,500 1.53 2019 100,000 1.80 2020 90,000 1.81 2021 20,000 1.86 2022 — — Thereafter 10,000 2.14 Total $ 467,500 1.54
Information Regarding Short Term Overnight FHLB Advances	(dollars in thousands) March 31, 2017 December 31, 2016 Outstanding balance at end of period $ 75,000 $ 285,000 Weighted average interest rate at end of period 0.90 % 0.64 % Three Months Ended March 31, (dollars in thousands) 2017 2016 Average outstanding balance during the period $ 109,333 $ 7,857 Average interest rate during the period 0.69 % 0.36 % Maximum outstanding at any month end during the period $ 320,000 $ 50,000
Real Estate Loans Pledged	(in thousands) March 31, 2017 December 31, 2016 First lien, single family residential real estate $ 1,147,090 $ 1,172,161 Home equity lines of credit 304,603 300,681 Multi-family commercial real estate — 14,913

OFF BALANCE SHEET RISKS, COMM32

OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2017
OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES
Bank Commitment Exclusive of Mortgage Bank Loan Commitments	(in thousands) March 31, 2017 December 31, 2016 Unused warehouse lines of credit $ 499,100 $ 453,110 Unused home equity lines of credit 353,974 341,434 Unused loan commitments - other 635,659 560,629 Commitments to purchase loans* — 3,176 Standby letters of credit 5,679 15,568 Total commitments $ 1,494,412 $ 1,373,917 *Commitments made through the Bank's Correspondent Lending channel.

FAIR VALUE (Tables)

FAIR VALUE (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures
Assets and Liabilities Measured at Fair Value on Recurring Basis	Fair Value Measurements at March 31, 2017 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Financial assets: Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ — $ 319,525 $ — $ 319,525 Private label mortgage backed security — — 4,682 4,682 Mortgage backed securities - residential — 97,822 — 97,822 Collateralized mortgage obligations — 82,931 — 82,931 Freddie Mac preferred stock — 394 — 394 Community Reinvestment Act mutual fund 2,458 — — 2,458 Corporate bonds — 15,258 — 15,258 Trust preferred security — — 3,200 3,200 Total securities available for sale $ 2,458 $ 515,930 $ 7,882 $ 526,270 Mortgage loans held for sale $ — $ 5,193 $ — $ 5,193 Consumer loans held for sale — — 3,679 3,679 Rate lock loan commitments — 618 — 618 Interest rate swap agreements — 137 — 137 Financial liabilities: Mandatory forward contracts $ — $ 71 $ — $ 71 Interest rate swap agreements — 436 — 436 Fair Value Measurements at December 31, 2016 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Financial assets: Securities available for sale: U.S. Treasury securities and U.S. Government agencies $ — $ 294,544 $ — $ 294,544 Private label mortgage backed security — — 4,777 4,777 Mortgage backed securities - residential — 73,004 — 73,004 Collateralized mortgage obligations — 87,654 — 87,654 Freddie Mac preferred stock — 483 — 483 Community Reinvestment Act mutual fund 2,455 — — 2,455 Corporate bonds — 15,158 — 15,158 Trust preferred security — — 3,200 3,200 Total securities available for sale $ 2,455 $ 470,843 $ 7,977 $ 481,275 Mortgage loans held for sale $ — $ 11,662 $ — $ 11,662 Consumer loans held for sale — — 2,198 2,198 Rate lock loan commitments — 299 — 299 Mandatory forward contracts — 204 — 204 Interest rate swap agreements — 305 — 305 Financial liabilities: Interest rate swap agreements $ — $ 597 $ — 597
Assets Measured at Fair Value on a Non-Recurring Basis	Fair Value Measurements at March 31, 2017 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Impaired loans: Residential real estate: Owner occupied $ — $ — $ 4,151 $ 4,151 Nonowner occupied — — 38 38 Commercial real estate — — 2,496 2,496 Home equity — — 535 535 Total impaired loans* $ — $ — $ 7,220 $ 7,220 Other real estate owned: Residential real estate $ — $ — $ 630 $ 630 Total other real estate owned $ — $ — $ 630 $ 630 Fair Value Measurements at December 31, 2016 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Total Assets Inputs Inputs Fair (in thousands) (Level 1) (Level 2) (Level 3) Value Impaired loans: Residential real estate: Owner occupied $ — $ — $ 4,787 $ 4,787 Nonowner occupied — — 8 8 Commercial real estate — — 2,643 2,643 Home equity — — 426 426 Total impaired loans* $ — $ — $ 7,864 $ 7,864 Other real estate owned: Residential real estate $ — $ — $ 400 $ 400 Total other real estate owned $ — $ — $ 400 $ 400 * The difference between the carrying value and the fair value of impaired loans measured at fair value is reconciled in a subsequent table of this Footnote.
Impaired collateral dependent loans classified with Level 3 fair value hierarchy	(in thousands) March 31, 2017 December 31, 2016 Carrying amount of loans measured at fair value $ 6,435 $ 6,963 Estimated selling costs considered in carrying amount 813 936 Valuation allowance (28) (35) Total fair value $ 7,220 $ 7,864
Provisions for loss on collateral dependent impaired loans	Three Months Ended March 31, (in thousands) 2017 2016 Provisions for loss on collateral-dependent, impaired loans $ 8 $ 215
Other Real Estate Owned	(in thousands) March 31, 2017 December 31, 2016 Other real estate owned carried at fair value $ 630 $ 400 Other real estate owned carried at cost 732 991 Total carrying value of other real estate owned $ 1,362 $ 1,391 Three Months Ended March 31, (in thousands) 2017 2016 Other real estate owned write-downs during the period $ 70 $ —
Carrying Amount and Estimated Fair Values of Financial Instruments	Fair Value Measurements at March 31, 2017: Total Carrying Fair (in thousands) Value Level 1 Level 2 Level 3 Value Assets: Cash and cash equivalents $ 206,187 $ 206,187 $ — $ — $ 206,187 Securities available for sale 526,270 2,458 515,930 7,882 526,270 Securities held to maturity 51,860 — 52,479 — 52,479 Mortgage loans held for sale, at fair value 5,193 — 5,193 — 5,193 Consumer loans held for sale, at fair value 3,679 — — 3,679 3,679 Consumer loans held for sale, at the lower of cost or fair value 1,420 — 1,420 — 1,420 Loans, net 3,668,014 — — 3,648,482 3,648,482 Federal Home Loan Bank stock 28,208 — — — NA Accrued interest receivable 10,147 — 10,147 — 10,147 Liabilities: Noninterest-bearing deposits $ 1,070,237 — $ 1,070,237 — $ 1,070,237 Transaction deposits 2,024,954 — 2,024,954 — 2,024,954 Time deposits 253,593 — 252,543 — 252,543 Securities sold under agreements to repurchase and other short-term borrowings 144,375 — 144,375 — 144,375 Federal Home Loan Bank advances 467,500 — 463,357 — 463,357 Subordinated note 41,240 — 32,174 — 32,174 Accrued interest payable 858 — 858 — 858 Fair Value Measurements at December 31, 2016: Total Carrying Fair (in thousands) Value Level 1 Level 2 Level 3 Value Assets: Cash and cash equivalents $ 289,309 $ 289,309 $ — $ — $ 289,309 Securities available for sale 481,275 2,455 470,843 7,977 481,275 Securities held to maturity 52,864 — 53,249 — 53,249 Mortgage loans held for sale, at fair value 11,662 — 11,662 — 11,662 Consumer loans held for sale, at fair value 2,198 — — 2,198 2,198 Consumer loans held for sale, at the lower of cost or fair value 1,310 — 1,310 — 1,310 Loans, net 3,777,858 — — 3,757,698 3,757,698 Federal Home Loan Bank stock 28,208 — — — NA Accrued interest receivable 10,356 — 10,356 — 10,356 Liabilities: Noninterest-bearing deposits $ 971,952 — $ 971,952 — $ 971,952 Transaction deposits 1,939,338 — 1,939,338 — 1,939,338 Time deposits 249,417 — 248,684 — 248,684 Securities sold under agreements to repurchase and other short-term borrowings 173,473 — 173,473 — 173,473 Federal Home Loan Bank advances 802,500 — 798,594 — 798,594 Subordinated note 41,240 — 30,821 — 30,821 Accrued interest payable 948 — 948 — 948 NA - Not applicable
Nonrecurring basis
Fair Value Disclosures
Fair value inputs quantitative information	Range Fair Valuation Unobservable (Weighted March 31, 2017 (dollars in thousands) Value Technique Inputs Average) Impaired loans - residential real estate owner occupied $ 4,151 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 53% (6%) Impaired loans - residential real estate nonowner occupied $ 38 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 45% (18%) Impaired loans - commercial real estate $ 1,089 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 49% (6%) Impaired loans - commercial real estate $ 1,407 Income approach Adjustments for differences between net operating income expectations 17% (17%) Impaired loans - home equity $ 535 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 29% (13%) Other real estate owned - residential real estate $ 630 Sales comparison approach Adjustments determined for differences between comparable sales 24% - 27% (25%) Range Fair Valuation Unobservable (Weighted December 31, 2016 (dollars in thousands) Value Technique Inputs Average) Impaired loans - residential real estate owner occupied $ 4,787 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 53% (6%) Impaired loans - residential real estate nonowner occupied $ 8 Sales comparison approach Adjustments determined for differences between comparable sales 0% (0%) Impaired loans - commercial real estate $ 1,214 Sales comparison approach Adjustments determined for differences between comparable sales 3% - 49% (30%) Impaired loans - commercial real estate $ 1,429 Income approach Adjustments for differences between net operating income expectations 17% (17%) Impaired loans - home equity $ 426 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 29% (16%) Other real estate owned - residential real estate $ 400 Sales comparison approach Adjustments determined for differences between comparable sales 17% (17%)
Mortgage loans held for sale
Fair Value Disclosures
Schedule of aggregate fair value, contractual balance and unrealized gain	(in thousands) March 31, 2017 December 31, 2016 Aggregate fair value $ 5,193 $ 11,662 Contractual balance 5,106 11,568 Unrealized gain 87 94
Schedule of gains and losses from changes in fair value included in earnings	Three Months Ended March 31, (in thousands) 2017 2016 Interest income $ 67 $ 32 Change in fair value (7) 59 Total included in earnings $ 60 $ 91
Consumer Loans Held For Sale
Fair Value Disclosures
Schedule of aggregate fair value, contractual balance and unrealized gain	(in thousands) March 31, 2017 December 31, 2016 Aggregate fair value $ 3,679 $ 2,198 Contractual balance 3,597 2,084 Unrealized gain 82 114
Schedule of gains and losses from changes in fair value included in earnings	Three Months Ended March 31, (in thousands) 2017 2016 Interest income $ 186 $ — Change in fair value 82 — Total included in earnings $ 268 $ —
Consumer Loans Held For Sale | Recurring basis
Fair Value Disclosures
Fair value inputs quantitative information	Fair Valuation March 31, 2017 (dollars in thousands) Value Technique Unobservable Inputs Rate Consumer loans held for sale $ 3,679 Contractual Terms (1) Net Premium 0.9% (2) Discounted Sales 5.0% Fair Valuation December 31, 2016 (dollars in thousands) Value Technique Unobservable Inputs Rate Consumer loans held for sale $ 2,198 Contractual Terms (1) Net Premium 0.9% (2) Discounted Sales 5.0%
Private label mortgage backed security
Fair Value Disclosures
Reconciliation of the Bank's investments measured at fair value on a recurring basis using significant unobservable inputs	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 4,777 $ 5,132 Total gains or losses included in earnings: Net change in unrealized gain 53 (149) Principal paydowns (148) — Balance, end of period $ 4,682 $ 4,983
Private label mortgage backed security | Recurring basis
Fair Value Disclosures
Fair value inputs quantitative information	Fair Valuation March 31, 2017 (dollars in thousands) Value Technique Unobservable Inputs Range Private label mortgage backed security $ 4,682 Discounted cash flow (1) Constant prepayment rate 2.0% - 6.5% (2) Probability of default 3.0% - 9.0% (3) Loss severity 60% - 90% Fair Valuation December 31, 2016 (dollars in thousands) Value Technique Unobservable Inputs Range Private label mortgage backed security $ 4,777 Discounted cash flow (1) Constant prepayment rate 2.0% - 6.5% (2) Probability of default 3.0% - 9.0% (3) Loss severity 60% - 90%
Trust preferred security
Fair Value Disclosures
Reconciliation of the Bank's investments measured at fair value on a recurring basis using significant unobservable inputs	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 3,200 $ 3,405 Total gains or losses included in earnings: Net change in unrealized loss — (5) Balance, end of period $ 3,200 $ 3,400

MORTGAGE BANKING ACTIVITIES (Ta

MORTGAGE BANKING ACTIVITIES (Tables)	3 Months Ended
	Mar. 31, 2017
MORTGAGE BANKING ACTIVITIES
Activity for Mortgage Loans Held for Sale, at fair value	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 11,662 $ 4,083 Origination of mortgage loans held for sale 33,245 36,992 Proceeds from the sale of mortgage loans held for sale (40,691) (35,022) Net gain on sale of mortgage loans held for sale 977 1,095 Balance, end of period $ 5,193 $ 7,148
Components of Mortgage Banking Income	Three Months Ended March 31, (in thousands) 2017 2016 Net gain realized on sale of mortgage loans held for sale $ 788 $ 841 Net change in fair value recognized on loans held for sale (7) 59 Net change in fair value recognized on rate lock loan commitments 319 275 Net change in fair value recognized on forward contracts (123) (80) Net gain recognized 977 1,095 Loan servicing income 536 471 Amortization of mortgage servicing rights (353) (305) Net servicing income recognized 183 166 Total Mortgage Banking income $ 1,160 $ 1,261
Activity for capitalized mortgage servicing rights	Three Months Ended March 31, (in thousands) 2017 2016 Balance, beginning of period $ 5,180 $ 4,912 Additions 331 284 Amortized to expense (353) (305) Balance, end of period $ 5,158 $ 4,891
Other information relating to mortgage servicing rights	(dollars in thousands) March 31, 2017 December 31, 2016 Fair value of mortgage servicing rights portfolio $ 7,857 $ 7,478 Monthly weighted average prepayment rate of unpaid principal balance* Discount rate Weighted average default rate Weighted average life in years * Rates are applied to individual tranches with similar characteristics.
Schedule of notional amounts and fair values of mortgage loans held for sale at fair value and mortgage banking derivatives	March 31, 2017 December 31, 2016 Notional Notional (in thousands) Amount Fair Value Amount Fair Value Included in Mortgage loans held for sale: Mortgage loans held for sale, at fair value $ 5,106 $ 5,193 $ 11,568 $ 11,662 Included in other assets: Rate lock loan commitments $ 32,630 $ 618 $ 19,521 $ 299 Mandatory forward contracts — — 25,618 204 Included in other liabilities: Mandatory forward contracts $ 30,367 $ 71 $ — $ —

INTEREST RATE SWAPS (Tables)

INTEREST RATE SWAPS (Tables)	3 Months Ended
	Mar. 31, 2017
INTEREST RATE SWAPS
Summary of swaps designated as cash flow hedges	March 31, 2017 December 31, 2016 Unrealized Unrealized Notional Pay Receive Assets / Gain (Loss) Assets / Gain (Loss) (dollars in thousands) Amount Rate Rate Term (Liabilities) AOCI (Liabilities) in AOCI Interest rate swap on money market deposits $ 10,000 2.17 % 1M LIBOR 12/2013 - 12/2020 $ (135) $ (88) $ (186) $ (121) Interest rate swap on FHLB advance 10,000 2.33 % 3M LIBOR 12/2013 - 12/2020 (164) (107) (207) (135) $ 20,000 $ (299) $ (195) $ (393) $ (256)
Schedule of interest expense recorded on swap transactions in the consolidated statements of income	Three Months Ended March 31, (in thousands) 2017 2016 Interest rate swap on money market deposits $ 34 $ 43 Interest rate swap on FHLB advance 32 44 Total interest expense on swap transactions $ 66 $ 87
Summary of net gains recorded in AOCI and the consolidated statements of income relating to the swaps	Three Months Ended March 31, (in thousands) 2017 2016 Gains (losses) recognized in OCI on derivative (effective portion) $ 28 $ (571) Losses reclassified from OCI on derivative (effective portion) (66) (87) Gains (losses) recognized in income on derivative (ineffective portion) — —
Summary of interest rate swaps related to clients	March 31, 2017 December 31, 2016 Notional Notional (in thousands) Bank Position Amount Fair Value Amount Fair Value Interest rate swaps with Bank clients Pay variable/receive fixed $ 31,553 $ 49 $ 31,553 $ 156 Offsetting interest rate swaps with institutional swap dealer Pay fixed/receive variable 31,553 (49) 31,553 (55) Total $ 63,106 $ — $ 63,106 $ 101

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2017
EARNINGS PER SHARE
Earnings Per Share and Diluted Earnings Per Share	Three Months Ended March 31, (in thousands, except per share data) 2017 2016 Net income $ 20,017 $ 17,735 Weighted average shares outstanding 20,915 20,904 Effect of dilutive securities 81 105 Average shares outstanding including dilutive securities 20,996 21,009 Basic earnings per share: Class A Common Stock $ 0.97 $ 0.86 Class B Common Stock 0.88 0.78 Diluted earnings per share: Class A Common Stock $ 0.96 $ 0.85 Class B Common Stock 0.88 0.77
Stock Option	Three Months Ended March 31, 2017 2016 Antidilutive stock options — 10,500 Average antidilutive stock options — 10,500

STOCK PLANS AND STOCK BASED C37

STOCK PLANS AND STOCK BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2017
STOCK PLANS AND STOCK BASED COMPENSATION
Summary of stock option activity	Weighted Weighted Average Options Average Remaining Aggregate Class A Exercise Contractual Intrinsic Shares Price Term Value Outstanding, January 1, 2016 323,400 $ 24.40 Granted 5,000 26.43 Exercised (4,000) 20.12 Forfeited or expired (11,800) 24.47 Outstanding, December 31, 2016 312,600 $ 24.49 3.77 $ 4,705,807 Outstanding, January 1, 2017 312,600 $ 24.49 Granted — — Exercised (2,000) 16.61 Forfeited or expired — — Outstanding, March 31, 2017 310,600 $ 24.54 3.55 $ 3,060,357 Fully vested and unvested 310,600 $ 24.54 3.55 $ 3,060,357 Exercisable (vested) at March 31, 2017 2,000 $ 24.93 0.11 $ 18,920
Schedule of intrinsic value and cash received from options exercised and weighted average fair value of options granted	Three Months Ended March 31, (in thousands, except per share data) 2017 2016 Intrinsic value of options exercised $ 44 $ 16 Cash received from options exercised, net of shares redeemed 33 55 Weighted-average fair value per share of options granted NA NA
Summary of activity for non-vested restricted stock awards	Restricted Stock Awards Weighted-Average Class A Shares Grant Date Fair Value Outstanding, January 1, 2016 79,000 $ 20.02 Granted — — Forfeited (2,000) 19.85 Earned and issued — — Outstanding, December 31, 2016 77,000 $ 20.02 Outstanding, January 1, 2017 77,000 $ 20.02 Granted 4,803 35.12 Forfeited — — Earned and issued (3,702) 37.54 Outstanding, March 31, 2017 78,101 $ 20.27 Fully vested and unvested 78,101 $ 20.27 Vested at March 31, 2017 — $ —
Summary of PSU activity	Performance Stock Units Weighted-Average Class A Shares Grant Date Fair Value Outstanding, January 1, 2016 — $ — Granted 55,000 23.13 Forfeited — — Earned and issued — — Outstanding, December 31, 2016 55,000 $ 23.13 Outstanding, January 1, 2017 55,000 $ 23.13 Granted — — Forfeited — — Earned and issued — — Outstanding, March 31, 2017 55,000 $ 23.13 Fully vested and unvested 55,000 $ 23.13 Vested at March 31, 2017 — $ —
Schedule of expenses recorded related to stock options and restricted stock awards	Three Months Ended March 31, (in thousands) 2017 2016 Stock option expense $ 63 $ 62 Restricted stock award expense 215 72 Performance stock unit expense 132 127 Total expense $ 410 $ 261
Schedule of estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)	Stock Restricted Performance Year Ended (in thousands) Options Stock Awards Stock Units Total 2017 $ 191 $ 187 $ 396 $ 774 2018 251 12 220 483 2019 143 12 — 155 2020 32 8 — 40 2021 1 2 — 3 2022 — — — — Total $ 618 $ 221 $ 616 $ 1,455

OTHER COMPREHENSIVE INCOME (Tab

OTHER COMPREHENSIVE INCOME (Tables)	3 Months Ended
	Mar. 31, 2017
OTHER COMPREHENSIVE INCOME
Summary of OCI components and related tax effects	Three Months Ended March 31, (in thousands) 2017 2016 Available for Sale Securities: Change in unrealized gain (loss) on securities available for sale $ 706 $ 2,292 Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 53 (149) Net unrealized gains 759 2,143 Tax effect (266) (750) Net of tax 493 1,393 Cash Flow Hedges: Change in fair value of derivatives used for cash flow hedges 28 (571) Reclassification amount for derivative losses realized in income 66 87 Net unrealized gains (losses) 94 (484) Tax effect (33) 170 Net of tax 61 (314) Total other comprehensive income (loss) components, net of tax $ 554 $ 1,079
Summary of amounts reclassified out of each component of AOCI	Amounts Reclassified From Accumulated Other Comprehensive Income Three Months Ended Affected Line Items in the Consolidated March 31, (in thousands) Statements of Income 2017 2016 Cash Flow Hedges: Interest rate swap on money market deposits Interest expense on deposits $ (34) $ (43) Interest rate swap on FHLB advance Interest expense on FHLB advances (32) (44) Total derivative losses on cash flow hedges Total interest expense (66) (87) Tax effect Income tax expense 23 30 Net of tax Net income $ (43) $ (57)
Summary of the AOCI balances, net of tax	2017 (in thousands) December 31, 2016 Change March 31, 2017 Unrealized gain on securities available for sale $ 237 $ 459 $ 696 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 706 34 740 Unrealized loss on cash flow hedge (256) 61 (195) Total unrealized gain $ 687 $ 554 $ 1,241 2016 (in thousands) December 31, 2015 Change March 31, 2016 Unrealized gain on securities available for sale $ 1,727 $ 1,490 $ 3,217 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 712 (97) 615 Unrealized loss on cash flow hedge (390) (314) (704) Total unrealized gain $ 2,049 $ 1,079 $ 3,128

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2017
SEGMENT INFORMATION
Segment Information	Three Months Ended March 31, 2017 Core Banking Total Republic Traditional Warehouse Mortgage Core Processing Total (dollars in thousands) Banking Lending Banking Banking Group Company Net interest income $ 32,661 $ 3,900 $ 67 $ 36,628 $ 19,810 $ 56,438 Provision for loan and lease losses 467 (226) — 241 12,110 12,351 Net refund transfer fees — — — — 15,382 15,382 Mortgage banking income — — 1,160 1,160 — 1,160 Program fees — — — — 1,091 1,091 Other noninterest income 6,521 6 13 6,540 750 7,290 Total noninterest income 6,521 6 1,173 7,700 17,223 24,923 Total noninterest expenses 30,090 777 1,215 32,082 6,857 38,939 Income before income tax expense 8,625 3,355 25 12,005 18,066 30,071 Income tax expense 2,262 1,227 9 3,498 6,556 10,054 Net income $ 6,363 $ 2,128 $ 16 $ 8,507 $ 11,510 $ 20,017 Segment end of period assets $ 4,017,173 $ 493,127 $ 15,080 $ 4,525,380 $ 139,412 $ 4,664,792 Net interest margin 3.30 % 3.57 % NM 3.33 % NM 4.99 % Three Months Ended March 31, 2016 Core Banking Total Republic Traditional Warehouse Mortgage Core Processing Total (dollars in thousands) Banking Lending Banking Banking Group Company Net interest income $ 28,608 $ 2,655 $ 32 $ 31,295 $ 8,139 $ 39,434 Provision for loan and lease losses 480 18 — 498 4,688 5,186 Net refund transfer fees — — — — 17,078 17,078 Mortgage banking income — — 1,261 1,261 — 1,261 Program fees — — — — 319 319 Other noninterest income 6,110 5 92 6,207 56 6,263 Total noninterest income 6,110 5 1,353 7,468 17,453 24,921 Total noninterest expenses 24,875 695 1,240 26,810 5,731 32,541 Income before income tax expense 9,363 1,947 145 11,455 15,173 26,628 Income tax expense 2,613 723 51 3,387 5,506 8,893 Net income $ 6,750 $ 1,224 $ 94 $ 8,068 $ 9,667 $ 17,735 Segment end of period assets $ 3,711,315 $ 393,532 $ 12,965 $ 4,117,812 $ 128,953 $ 4,246,765 Net interest margin 3.08 % 3.63 % NM 3.12 % NM 3.78 % Segment assets are reported as of the respective period ends while income and margin data are reported for the respective periods. NM — Not Meaningful

BASIS OF PRESENTATION AND SUM40

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - OPERATIONS (Details)	3 Months Ended
	Mar. 31, 2017segmentitem
Basis of Presentation
Number of operating segments | segment	4
Number of third-party insurance captives	10
Number of banking centers	45
Number of loan production offices	1
Kentucky
Basis of Presentation
Number of banking centers	33
Metropolitan Louisville
Basis of Presentation
Number of banking centers	19
Central Kentucky
Basis of Presentation
Number of banking centers	9
Elizabethtown
Basis of Presentation
Number of banking centers	1
Frankfort
Basis of Presentation
Number of banking centers	1
Georgetown
Basis of Presentation
Number of banking centers	1
Lexington
Basis of Presentation
Number of banking centers	5
Shelbyville
Basis of Presentation
Number of banking centers	1
Western Kentucky
Basis of Presentation
Number of banking centers	2
Owensboro
Basis of Presentation
Number of banking centers	2
Northern Kentucky
Basis of Presentation
Number of banking centers	3
Covington
Basis of Presentation
Number of banking centers	1
Florence
Basis of Presentation
Number of banking centers	1
Independence
Basis of Presentation
Number of banking centers	1
Southern Indiana
Basis of Presentation
Number of banking centers	3
Floyds Knobs
Basis of Presentation
Number of banking centers	1
Jeffersonville
Basis of Presentation
Number of banking centers	1
New Albany
Basis of Presentation
Number of banking centers	1
Metropolitan Tampa, Florida
Basis of Presentation
Number of banking centers	6
Metropolitan Cincinnati, Ohio
Basis of Presentation
Number of banking centers	1
Metropolitan Nashville, Tennessee
Basis of Presentation
Number of banking centers	3
Core Banking Activities
Basis of Presentation
Number of operating segments | segment	3
Loans acquired (as a percent)	74.00%
Core Banking Activities | Minimum
Basis of Presentation
Period of loan expected to remain in warehouse line	15 days
Core Banking Activities | Maximum
Basis of Presentation
Period of loan expected to remain in warehouse line	30 days

BASIS OF PRESENTATION AND SUM41

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - OPERATIONS - RPG (Details) - Republic Processing Group $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)
TRS division | Easy Advances
Basis of Presentation
Fee charged	$ 0
EA's repayment term	21 days
Duration of unpaid EA's write off	81 days
Republic Credit Solutions
Basis of Presentation
Minimum maturity of unsecured, small dollar consumer loans	30 days

2016 ACQUISITION OF CORNERSTO42

2016 ACQUISITION OF CORNERSTONE BANCORP, INC. - ACQUISITION SUMMARY (Details) - USD ($)	May 17, 2016	Mar. 31, 2016	Mar. 31, 2017	Dec. 31, 2016
Deposits
Goodwill			$ 16,300,000	$ 16,300,000
Fair Value Adjustments
Assets acquired:
Loans	$ (5,525,000)
Allowance for loan and lease losses	1,955,000
Loans, net	(3,570,000)
Premises and equipment, net	4,457,000
Core deposit intangible	1,205,000
Deferred income taxes	(74,000)
Total assets acquired	2,018,000
Deposits
Deposits	92,000
Other liabilities and accrued interest payable	787,000
Total liabilities assumed	879,000
Net assets acquired	1,139,000
Recast Adjustments
Assets acquired:
Loans	13,000
Loans, net	13,000
Total assets acquired	13,000
Deposits
Net assets acquired	13,000
Deposits: Interest-bearing | Fair Value Adjustments
Deposits
Deposits	92,000
Cornerstone
Assets acquired:
Cash and cash equivalents	22,707,000
Investment securities	329,000
Loans	195,136,000
Allowance for loan and lease losses	(1,955,000)
Loans, net	193,181,000
Federal Home Loan Bank Stock	224,000
Premises and equipment, net	7,770,000
Deferred income taxes	3,714,000
Bank owned life insurance	7,461,000
Other assets and accrued interest receivable	658,000
Total assets acquired	236,044,000
Deposits
Deposits	205,165,000
Subordinated note	4,124,000
Other liabilities and accrued interest payable	2,244,000
Total liabilities assumed	211,533,000
Net assets acquired	24,511,000
Cornerstone | Deposits: Non interest-bearing
Deposits
Deposits	52,908,000
Cornerstone | Deposits: Interest-bearing
Deposits
Deposits	152,257,000
Cornerstone
Assets acquired:
Cash and cash equivalents	22,707,000
Investment securities	329,000
Loans	189,624,000
Loans, net	189,624,000
Federal Home Loan Bank Stock	224,000
Premises and equipment, net	12,227,000
Core deposit intangible	1,205,000
Deferred income taxes	3,640,000
Bank owned life insurance	7,461,000
Other assets and accrued interest receivable	658,000
Total assets acquired	238,075,000
Deposits
Deposits	205,257,000
Subordinated note	4,124,000
Other liabilities and accrued interest payable	3,031,000
Total liabilities assumed	212,412,000
Net assets acquired	25,663,000
Cash consideration paid	(31,795,000)
Goodwill	6,132,000
Acquisition-related costs		$ 194,000
Cornerstone | Deposits: Non interest-bearing
Deposits
Deposits	52,908,000
Cornerstone | Deposits: Interest-bearing
Deposits
Deposits	$ 152,349,000

INVESTMENT SECURITIES - AFS (De

INVESTMENT SECURITIES - AFS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Dec. 31, 2008
Securities available for sale:
Amortized Cost	$ 524,061	$ 479,825
Gross Unrealized Gains	4,465	4,310
Gross Unrealized Losses	(2,256)	(2,860)
Fair Value	526,270	481,275
U.S. Treasury securities and U.S. Government agencies
Securities available for sale:
Amortized Cost	320,381	295,425
Gross Unrealized Gains	92	226
Gross Unrealized Losses	(948)	(1,107)
Fair Value	319,525	294,544
Private label mortgage backed security
Securities available for sale:
Amortized Cost	3,543	3,691
Gross Unrealized Gains	1,139	1,086
Fair Value	4,682	4,777
Mortgage backed securities - residential
Securities available for sale:
Amortized Cost	95,857	71,197
Gross Unrealized Gains	2,191	2,027
Gross Unrealized Losses	(226)	(220)
Fair Value	97,822	73,004
Collateralized mortgage obligations
Securities available for sale:
Amortized Cost	83,317	88,559
Gross Unrealized Gains	394	334
Gross Unrealized Losses	(780)	(1,239)
Fair Value	82,931	87,654
Freddie Mac preferred stock
Securities available for sale:
Gross Unrealized Gains	394	483
Fair Value	394	483	$ 0
Community Reinvestment Act mutual fund
Securities available for sale:
Amortized Cost	2,500	2,500
Gross Unrealized Losses	(42)	(45)
Fair Value	2,458	2,455
Corporate bonds
Securities available for sale:
Amortized Cost	15,003	15,004
Gross Unrealized Gains	255	154
Fair Value	15,258	15,158
Trust preferred security
Securities available for sale:
Amortized Cost	3,460	3,449
Gross Unrealized Losses	(260)	(249)
Fair Value	$ 3,200	$ 3,200

INVESTMENT SECURITIES - HTM (De

INVESTMENT SECURITIES - HTM (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Securities held to maturity:
Carrying Value	$ 51,860	$ 52,864
Gross Unrecognized Gains	717	574
Total Unrecognized Losses	(98)	(189)
Total securities	$ 52,479	$ 53,249
Maximum percentage of holdings of securities of any one issuer, other than the U.S. Government and its agencies	10.00%	10.00%
U.S. Treasury securities and U.S. Government agencies
Securities held to maturity:
Carrying Value	$ 504	$ 506
Total Unrecognized Losses	(1)	(2)
Total securities	503	504
Mortgage backed securities - residential
Securities held to maturity:
Carrying Value	156	158
Gross Unrecognized Gains	11	12
Total securities	167	170
Collateralized mortgage obligations
Securities held to maturity:
Carrying Value	26,141	27,142
Gross Unrecognized Gains	267	250
Total Unrecognized Losses	(36)	(124)
Total securities	26,372	27,268
Corporate bonds
Securities held to maturity:
Carrying Value	25,059	25,058
Gross Unrecognized Gains	439	312
Total Unrecognized Losses	(61)	(63)
Total securities	$ 25,437	$ 25,307

INVESTMENT SECURITIES - SALES O

INVESTMENT SECURITIES - SALES OF AFS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
INVESTMENT SECURITIES
Gain (loss) on call of securities available for sale	$ 0	$ 0

INVESTMENT SECURITIES - AMORTIZ

INVESTMENT SECURITIES - AMORTIZED COST AND FV (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2008
Securities available for Sale - Amortized Cost
Due in one year or less	$ 96,033,000
Due from one year to five years	229,351,000
Due from five years to ten years	10,000,000
Due beyond ten years	3,460,000
Total securities	524,061,000
Securities available for Sale - Fair Value
Due in one year or less	96,079,000
Due from one year to five years	228,480,000
Due from five years to ten years	10,224,000
Due beyond ten years	3,200,000
Total securities	526,270,000
Securities held to maturity - Carrying Value
Due in one year or less	504,000
Due from one year to five years	5,075,000
Due from five years to ten years	19,984,000
Total securities	51,860,000		$ 52,864,000
Securities held to maturity - Fair Value
Due in one year or less	502,000
Due from one year to five years	5,015,000
Due from five years to ten years	20,423,000
Total securities	$ 52,479,000		$ 53,249,000
Number of Securities Held	182		179
Securities available for sale	$ 526,270,000		$ 481,275,000
Total unrealized gain	706,000	$ 2,292,000
Private label mortgage backed security
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	3,543,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	$ 4,682,000
Securities held to maturity - Fair Value
Number of Securities Held	1
Securities available for sale	$ 4,682,000		4,777,000
Mortgage backed securities - residential
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	95,857,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	97,822,000
Securities held to maturity - Carrying Value
Securities not due at a single maturity date	156,000
Total securities	156,000		158,000
Securities held to maturity - Fair Value
Securities not due at a single maturity date	167,000
Total securities	167,000		170,000
Securities available for sale	97,822,000		73,004,000
Collateralized mortgage obligations
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	83,317,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	82,931,000
Securities held to maturity - Carrying Value
Securities not due at a single maturity date	26,141,000
Total securities	26,141,000		27,142,000
Securities held to maturity - Fair Value
Securities not due at a single maturity date	26,372,000
Total securities	26,372,000		27,268,000
Securities available for sale	82,931,000		87,654,000
Freddie Mac preferred stock
Securities available for Sale - Fair Value
Securities not due at a single maturity date	394,000
Securities held to maturity - Fair Value
Number of Securities Held				40,000
Other Than Temporary Impairment ("OTTI") charge				$ 2,100,000
Securities available for sale	394,000		483,000	$ 0
Total unrealized gain	394,000
Community Reinvestment Act mutual fund
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	2,500,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	2,458,000
Securities held to maturity - Fair Value
Securities available for sale	2,458,000		2,455,000
Corporate bonds
Securities held to maturity - Carrying Value
Total securities	25,059,000		25,058,000
Securities held to maturity - Fair Value
Total securities	25,437,000		25,307,000
Securities available for sale	$ 15,258,000		$ 15,158,000
Percentage of concentration risk	7.00%		8.00%

INVESTMENT SECURITIES - TRUST P

INVESTMENT SECURITIES - TRUST PREFERRED SECURITY (Details) - USD ($) $ in Thousands	3 Months Ended			12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2015	Dec. 31, 2016
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Fair Value	$ 526,270			$ 481,275
Amount of floating rate	54,390	$ 370,084
Private label mortgage backed security
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Fair Value	4,682			4,777
Mortgage backed securities and CMOs
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Gross unrealized losses on available for sale securities	1,000			1,500
Trust preferred security
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Fair Value	$ 3,200			$ 3,200
Amount of floating rate			$ 3,000
Price as percentage of face value			68.00%
3 Month London Interbank Offered Rate (LIBOR) | Trust preferred security
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Interest rate - Basis Spread			1.59%

INVESTMENT SECURITIES - INVESTM

INVESTMENT SECURITIES - INVESTMENT CATEGORY (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Available for sale
Less than 12 months Fair Value	$ 2,458	$ 190,631
Less than 12 months Unrealized Losses	(42)	(2,213)
12 months or more Fair Value	250,459	19,879
12 months or more Unrealized Losses	(2,214)	(647)
Total Fair Value	252,917	210,510
Total Unrealized Losses	$ (2,256)	$ (2,860)
Number of securities held	182	179
Number of securities held in an unrealized loss position	47	45
Held to maturity
Less than 12 months Fair Value	$ 503	$ 13,821
Less than 12 months Unrealized Losses	(1)	(126)
12 months or more Fair Value	12,006	4,937
12 months or more Unrealized Losses	(97)	(63)
Total Fair Value	12,509	18,758
Total Unrealized Losses	(98)	(189)
U.S. Treasury securities and U.S. Government agencies
Available for sale
Less than 12 months Fair Value		138,002
Less than 12 months Unrealized Losses		(1,107)
12 months or more Fair Value	183,282
12 months or more Unrealized Losses	(948)
Total Fair Value	183,282	138,002
Total Unrealized Losses	(948)	(1,107)
Held to maturity
Less than 12 months Fair Value	503	506
Less than 12 months Unrealized Losses	(1)	(2)
Total Fair Value	503	506
Total Unrealized Losses	(1)	(2)
Mortgage backed securities - residential
Available for sale
Less than 12 months Fair Value		9,427
Less than 12 months Unrealized Losses		(122)
12 months or more Fair Value	17,537	4,211
12 months or more Unrealized Losses	(226)	(98)
Total Fair Value	17,537	13,638
Total Unrealized Losses	(226)	(220)
Collateralized mortgage obligations
Available for sale
Less than 12 months Fair Value		37,547
Less than 12 months Unrealized Losses		(690)
12 months or more Fair Value	46,440	15,668
12 months or more Unrealized Losses	(780)	(549)
Total Fair Value	46,440	53,215
Total Unrealized Losses	(780)	(1,239)
Held to maturity
Less than 12 months Fair Value		13,315
Less than 12 months Unrealized Losses		(124)
12 months or more Fair Value	7,066
12 months or more Unrealized Losses	(36)
Total Fair Value	7,066	13,315
Total Unrealized Losses	(36)	(124)
Community Reinvestment Act mutual fund
Available for sale
Less than 12 months Fair Value	2,458	2,455
Less than 12 months Unrealized Losses	(42)	(45)
Total Fair Value	2,458	2,455
Total Unrealized Losses	(42)	(45)
Corporate bonds
Available for sale
Less than 12 months Fair Value		3,200
Less than 12 months Unrealized Losses		(249)
Total Fair Value		3,200
Total Unrealized Losses		(249)
Held to maturity
12 months or more Fair Value	4,940	4,937
12 months or more Unrealized Losses	(61)	(63)
Total Fair Value	4,940	4,937
Total Unrealized Losses	(61)	$ (63)
Trust preferred security
Available for sale
12 months or more Fair Value	3,200
12 months or more Unrealized Losses	(260)
Total Fair Value	3,200
Total Unrealized Losses	$ (260)
Private label mortgage backed security
Available for sale
Number of securities held	1

INVESTMENT SECURITIES - ROLLFOR

INVESTMENT SECURITIES - ROLLFORWARD OF CREDIT LOSSES (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Bank's private label mortgage backed security credit losses recognized in earnings
Available-for-sale Securities	$ 526,270	$ 481,275
Number of securities held	182	179
Private label mortgage backed security
Bank's private label mortgage backed security credit losses recognized in earnings
Available-for-sale Securities	$ 4,682	$ 4,777
Number of securities held	1

INVESTMENT SECURITIES - PLEDGED

INVESTMENT SECURITIES - PLEDGED INVESTMENT SECURITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
INVESTMENT SECURITIES
Carrying amount	$ 224,778	$ 231,695
Fair value	$ 224,978	$ 231,891

LOANS HELD FOR SALE (Details)

LOANS HELD FOR SALE (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Carried at fair value
Balance, beginning of period	$ 2,198
Origination of consumer loans held for sale, at fair value	12,238	$ 415
Proceeds from the sale of consumer loans held for sale	(10,783)
Net gain on sale of consumer loans held for sale	26
Balance, end of period	3,679	415	$ 2,198
Carried at lower of cost or fair value
Balance, beginning of period	1,310	514	514
Origination of consumer loans held for sale	114,686	43,653
Proceeds from the sale of consumer loans held for sale	(115,658)	(44,034)
Net gain on sale of consumer loans held for sale	1,082	433
Balance, end of period	$ 1,420	$ 566	$ 1,310
Installment loan
Loans held for sale
Percentage of loan receivable held for sale (as a percent)		100.00%
Consumer loans held for sale period		21 days	21 days
Line of credit and credit card
Loans held for sale
Percentage of loan receivable held for sale (as a percent)	90.00%
Consumer loans held for sale period	2 days
Interest retained (as a percent)	10.00%

LOANS AND ALLOWANCE FOR LOAN 52

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - COMPOSITION OF LOANS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015
Loans disclosures
Total loans	$ 3,710,376	$ 3,810,778
Allowance for loan and lease losses	(42,362)	(32,920)	$ (31,475)	$ (27,491)
Loans, net	3,668,014	3,777,858
Republic Credit Solutions
Loans disclosures
Allowance for loan and lease losses	(14,372)	(4,992)	(5,469)	(1,699)
Core Banking Activities
Loans disclosures
Total loans	3,667,669	3,771,831
Allowance for loan and lease losses	(27,990)	(27,928)	(26,006)	(25,792)
Republic Processing Group
Loans disclosures
Total loans	42,707	38,947
Allowance for loan and lease losses	(14,372)	(4,992)
Republic Processing Group | Easy Advances
Loans disclosures
Total loans	10,672
Allowance for loan and lease losses	(7,741)		(3,169)
Republic Processing Group | Republic Credit Solutions
Loans disclosures
Total loans	32,021	32,252
Allowance for loan and lease losses	(6,631)	(4,967)	(2,300)	(1,699)
Residential Real Estate - Owner Occupied | Core Banking Activities
Loans disclosures
Total loans	969,705	1,000,148
Allowance for loan and lease losses	(7,071)	(7,158)	(8,049)	(8,301)
Residential Real Estate - Owner Occupied - Correspondent | Core Banking Activities
Loans disclosures
Total loans	141,375	149,028
Allowance for loan and lease losses	(353)	(373)	(607)	(623)
Residential Real Estate - Non Owner Occupied | Core Banking Activities
Loans disclosures
Total loans	164,742	156,605
Allowance for loan and lease losses	(1,198)	(1,139)	(1,095)	(1,052)
Commercial Real Estate | Core Banking Activities
Loans disclosures
Total loans	1,049,193	1,060,496
Allowance for loan and lease losses	(7,898)	(8,078)	(7,678)	(7,672)
Construction & land development | Core Banking Activities
Loans disclosures
Total loans	130,766	119,650
Allowance for loan and lease losses	(2,233)	(1,850)	(1,348)	(1,303)
Commercial & Industrial | Core Banking Activities
Loans disclosures
Total loans	270,652	259,026
Allowance for loan and lease losses	(1,488)	(1,511)	(1,384)	(1,455)
Commercial & Industrial | Republic Processing Group
Loans disclosures
Total loans	14	6,695
Allowance for loan and lease losses		(25)
Lease Financing Receivables | Core Banking Activities
Loans disclosures
Total loans	13,853	13,614
Allowance for loan and lease losses	(145)	(136)	(97)	(89)
Warehouse lines of credit | Core Banking Activities
Loans disclosures
Total loans	495,165	585,439
Allowance for loan and lease losses	(1,238)	(1,464)	(985)	(967)
Home equity lines of credit | Core Banking Activities
Loans disclosures
Total loans	341,611	341,285
Allowance for loan and lease losses	(3,831)	(3,757)	(3,054)	(2,996)
Consumer: Credit cards | Core Banking Activities
Loans disclosures
Total loans	14,644	13,414
Allowance for loan and lease losses	(506)	(490)	(466)	(448)
Consumer: Overdrafts | Core Banking Activities
Loans disclosures
Total loans	786	803
Allowance for loan and lease losses	(641)	(675)	(450)	(351)
Consumer: Automobile loan | Core Banking Activities
Loans disclosures
Total loans	55,962	52,579
Allowance for loan and lease losses	(563)	(526)	(145)	(56)
Other consumer | Core Banking Activities
Loans disclosures
Total loans	19,215	19,744
Allowance for loan and lease losses	$ (825)	$ (771)	$ (648)	$ (479)

LOANS AND ALLOWANCE FOR LOAN 53

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - RECONCILIATION OF LOANS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES
Contractual receivable	$ 3,715,075	$ 3,816,086
Unearned income	(1,098)	(1,050)
Unamortized premiums	1,654	1,838
Unaccreted discounts	(8,842)	(9,397)
Net unamortized deferred origination fees and costs	3,587	3,301
Carrying value of loans	$ 3,710,376	$ 3,810,778

LOANS AND ALLOWANCE FOR LOAN 54

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - LOAN PURCHASES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Loans disclosures
Total loans	$ 1,224	$ 23,188
Residential Real Estate - Owner Occupied - Correspondent
Loans disclosures
Total loans	$ 1,224	20,521
Other consumer
Loans disclosures
Total loans		$ 2,667

LOANS AND ALLOWANCE FOR LOAN 55

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - PCI RECONCILIATION OF LOANS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Mar. 31, 2017	Dec. 31, 2016	May 17, 2016
Disclosures on loans acquired
Contractual receivable			$ 3,715,075	$ 3,816,086
Carrying value of loans			3,710,376	3,810,778
Cornerstone
Disclosures on loans acquired
Contractual receivable					$ 195,136
Non-accretable Discount					(1,941)
Accretable Discount					(3,571)
Acquisition-Day Fair Value					189,624
Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					185,510
Accretable Discount					(3,182)
Acquisition-Day Fair Value					182,328
PCI loan
Disclosures on loans acquired
Contractual receivable			14,926	15,587
Non-accretable amount			(1,806)	(1,713)
Accretable amount	$ (3,600)	$ (4,125)	(3,409)	(3,600)
Carrying value of loans			$ 9,711	$ 10,274
Rollforward of the accretable discount on purchased loans within the scope of ASC Topic 310-30
Balance at the beginning of the period	(3,600)	(4,125)
Transfers between non-accretable and accretable	90	(455)
Net accretion into interest income on loans, including loan fees	101	727
Balance at the end of the period	$ (3,409)	$ (3,853)
PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					9,626
Non-accretable Discount					(1,941)
Accretable Discount					(389)
Acquisition-Day Fair Value					7,296
Residential Real Estate - Owner Occupied | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					15,487
Accretable Discount					(393)
Acquisition-Day Fair Value					15,094
Residential Real Estate - Owner Occupied | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					2,963
Non-accretable Discount					(822)
Accretable Discount					(15)
Acquisition-Day Fair Value					2,126
Residential Real Estate - Non Owner Occupied | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					11,196
Accretable Discount					(101)
Acquisition-Day Fair Value					11,095
Residential Real Estate - Non Owner Occupied | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					1,721
Non-accretable Discount					(320)
Accretable Discount					(167)
Acquisition-Day Fair Value					1,234
Commercial Real Estate | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					106,089
Accretable Discount					(1,498)
Acquisition-Day Fair Value					104,591
Commercial Real Estate | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					4,315
Non-accretable Discount					(617)
Accretable Discount					(197)
Acquisition-Day Fair Value					3,501
Construction & land development | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					18,277
Accretable Discount					(502)
Acquisition-Day Fair Value					17,775
Construction & land development | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					175
Acquisition-Day Fair Value					175
Commercial & Industrial | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					11,462
Accretable Discount					(191)
Acquisition-Day Fair Value					11,271
Commercial & Industrial | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					66
Non-accretable Discount					(1)
Accretable Discount					1
Acquisition-Day Fair Value					66
Home equity lines of credit | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					20,652
Accretable Discount					(350)
Acquisition-Day Fair Value					20,302
Home equity lines of credit | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					382
Non-accretable Discount					(178)
Accretable Discount					(11)
Acquisition-Day Fair Value					193
Consumer and other | Non PCI Loans | Cornerstone
Disclosures on loans acquired
Contractual receivable					2,347
Accretable Discount					(147)
Acquisition-Day Fair Value					2,200
Consumer and other | PCI loan | Cornerstone
Disclosures on loans acquired
Contractual receivable					4
Non-accretable Discount					(3)
Acquisition-Day Fair Value					$ 1

LOANS AND ALLOWANCE FOR LOAN 56

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - RISK CATEGORY (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Risk category of rated loans
Loans	$ 3,710,376	$ 3,810,778
Pass
Risk category of rated loans
Loans	1,940,428	2,024,233
Special Mention
Risk category of rated loans
Loans	28,586	30,702
Loans modified by troubled debt restructurings during the period	2,000	2,000
Substandard
Risk category of rated loans
Loans	21,460	21,412
Loans modified by troubled debt restructurings during the period	1,000	1,000
Purchased Credit Impaired Loans - Group 1
Risk category of rated loans
Loans	7,815	7,908
Purchased Credit Impaired Loans - Substandard
Risk category of rated loans
Loans	1,896	2,366
Rated Loans
Risk category of rated loans
Loans	2,000,185	2,086,621
Core Banking Activities
Risk category of rated loans
Loans	3,667,669	3,771,831
Core Banking Activities | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	969,705	1,000,148
Core Banking Activities | Residential Real Estate - Owner Occupied - Correspondent
Risk category of rated loans
Loans	141,375	149,028
Core Banking Activities | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	164,742	156,605
Core Banking Activities | Commercial Real Estate
Risk category of rated loans
Loans	1,049,193	1,060,496
Core Banking Activities | Construction & land development
Risk category of rated loans
Loans	130,766	119,650
Core Banking Activities | Commercial & Industrial
Risk category of rated loans
Loans	270,652	259,026
Core Banking Activities | Lease Financing Receivables
Risk category of rated loans
Loans	13,853	13,614
Core Banking Activities | Warehouse lines of credit
Risk category of rated loans
Loans	495,165	585,439
Core Banking Activities | Home equity lines of credit
Risk category of rated loans
Loans	341,611	341,285
Core Banking Activities | Consumer: Credit cards
Risk category of rated loans
Loans	14,644	13,414
Core Banking Activities | Consumer: Overdrafts
Risk category of rated loans
Loans	786	803
Core Banking Activities | Consumer: Automobile loan
Risk category of rated loans
Loans	55,962	52,579
Core Banking Activities | Other consumer
Risk category of rated loans
Loans	19,215	19,744
Core Banking Activities | Pass
Risk category of rated loans
Loans	1,940,414	2,017,538
Core Banking Activities | Pass | Commercial Real Estate
Risk category of rated loans
Loans	1,031,746	1,042,137
Core Banking Activities | Pass | Construction & land development
Risk category of rated loans
Loans	129,894	118,769
Core Banking Activities | Pass | Commercial & Industrial
Risk category of rated loans
Loans	269,756	257,579
Core Banking Activities | Pass | Lease Financing Receivables
Risk category of rated loans
Loans	13,853	13,614
Core Banking Activities | Pass | Warehouse lines of credit
Risk category of rated loans
Loans	495,165	585,439
Core Banking Activities | Special Mention
Risk category of rated loans
Loans	28,586	30,702
Core Banking Activities | Special Mention | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	20,549	21,344
Core Banking Activities | Special Mention | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	649	656
Core Banking Activities | Special Mention | Commercial Real Estate
Risk category of rated loans
Loans	6,345	7,086
Core Banking Activities | Special Mention | Construction & land development
Risk category of rated loans
Loans	89	90
Core Banking Activities | Special Mention | Commercial & Industrial
Risk category of rated loans
Loans	722	1,270
Core Banking Activities | Special Mention | Home equity lines of credit
Risk category of rated loans
Loans	232	256
Core Banking Activities | Substandard
Risk category of rated loans
Loans	21,338	21,330
Core Banking Activities | Substandard | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	12,972	13,117
Core Banking Activities | Substandard | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	1,079	1,115
Core Banking Activities | Substandard | Commercial Real Estate
Risk category of rated loans
Loans	4,107	4,224
Core Banking Activities | Substandard | Construction & land development
Risk category of rated loans
Loans	783	791
Core Banking Activities | Substandard | Commercial & Industrial
Risk category of rated loans
Loans	151	154
Core Banking Activities | Substandard | Home equity lines of credit
Risk category of rated loans
Loans	2,035	1,763
Core Banking Activities | Substandard | Other consumer
Risk category of rated loans
Loans	211	166
Core Banking Activities | Purchased Credit Impaired Loans - Group 1
Risk category of rated loans
Loans	7,815	7,908
Core Banking Activities | Purchased Credit Impaired Loans - Group 1 | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	186	218
Core Banking Activities | Purchased Credit Impaired Loans - Group 1 | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	518	523
Core Banking Activities | Purchased Credit Impaired Loans - Group 1 | Commercial Real Estate
Risk category of rated loans
Loans	6,995	7,049
Core Banking Activities | Purchased Credit Impaired Loans - Group 1 | Commercial & Industrial
Risk category of rated loans
Loans	23	23
Core Banking Activities | Purchased Credit Impaired Loans - Group 1 | Home equity lines of credit
Risk category of rated loans
Loans	92	94
Core Banking Activities | Purchased Credit Impaired Loans - Group 1 | Other consumer
Risk category of rated loans
Loans	1	1
Core Banking Activities | Purchased Credit Impaired Loans - Substandard
Risk category of rated loans
Loans	1,896	2,366
Core Banking Activities | Purchased Credit Impaired Loans - Substandard | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	1,799	2,267
Core Banking Activities | Purchased Credit Impaired Loans - Substandard | Home equity lines of credit
Risk category of rated loans
Loans	97	99
Core Banking Activities | Rated Loans
Risk category of rated loans
Loans	2,000,049	2,079,844
Core Banking Activities | Rated Loans | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	35,506	36,946
Core Banking Activities | Rated Loans | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	2,246	2,294
Core Banking Activities | Rated Loans | Commercial Real Estate
Risk category of rated loans
Loans	1,049,193	1,060,496
Core Banking Activities | Rated Loans | Construction & land development
Risk category of rated loans
Loans	130,766	119,650
Core Banking Activities | Rated Loans | Commercial & Industrial
Risk category of rated loans
Loans	270,652	259,026
Core Banking Activities | Rated Loans | Lease Financing Receivables
Risk category of rated loans
Loans	13,853	13,614
Core Banking Activities | Rated Loans | Warehouse lines of credit
Risk category of rated loans
Loans	495,165	585,439
Core Banking Activities | Rated Loans | Home equity lines of credit
Risk category of rated loans
Loans	2,456	2,212
Core Banking Activities | Rated Loans | Other consumer
Risk category of rated loans
Loans	212	167
Republic Processing Group
Risk category of rated loans
Loans	42,707	38,947
Republic Processing Group | Commercial & Industrial
Risk category of rated loans
Loans	14	6,695
Republic Processing Group | Pass
Risk category of rated loans
Loans	14	6,695
Republic Processing Group | Pass | Commercial & Industrial
Risk category of rated loans
Loans	14	6,695
Republic Processing Group | Substandard
Risk category of rated loans
Loans	122	82
Republic Processing Group | Rated Loans
Risk category of rated loans
Loans	136	6,777
Republic Processing Group | Rated Loans | Commercial & Industrial
Risk category of rated loans
Loans	14	6,695
Easy Advances | Republic Processing Group
Risk category of rated loans
Loans	10,672
Republic Credit Solutions | Republic Processing Group
Risk category of rated loans
Loans	32,021	32,252
Republic Credit Solutions | Republic Processing Group | Substandard
Risk category of rated loans
Loans	122	82
Republic Credit Solutions | Republic Processing Group | Rated Loans
Risk category of rated loans
Loans	$ 122	$ 82

LOANS AND ALLOWANCE FOR LOAN 57

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - ALLOWANCE ACTIVITY (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Allowance for loan losses rollforward
Beginning Balance	$ 32,920	$ 27,491
Provision for loan and lease losses	12,351	5,186
Charged-off	(3,604)	(1,863)
Recoveries	695	661
Ending Balance	42,362	31,475
Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	27,928	25,792
Provision for loan and lease losses	241	498
Charged-off	(459)	(612)
Recoveries	280	328
Ending Balance	27,990	26,006
Republic Processing Group
Allowance for loan losses rollforward
Beginning Balance	4,992
Provision for loan and lease losses	12,110	4,688
Ending Balance	14,372
Easy Advances | Republic Processing Group
Allowance for loan losses rollforward
Provision for loan and lease losses	8,601	3,574
Charged-off	(860)	(405)
Ending Balance	7,741	3,169
Republic Credit Solutions
Allowance for loan losses rollforward
Beginning Balance	4,992	1,699
Provision for loan and lease losses	12,110	4,688
Charged-off	(3,145)	(1,251)
Recoveries	415	333
Ending Balance	14,372	5,469
Republic Credit Solutions | Republic Processing Group
Allowance for loan losses rollforward
Beginning Balance	4,967	1,699
Provision for loan and lease losses	3,769	1,361
Charged-off	(2,285)	(846)
Recoveries	180	86
Ending Balance	6,631	2,300
Residential Real Estate - Owner Occupied | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	7,158	8,301
Provision for loan and lease losses	(143)	(182)
Charged-off	(3)	(144)
Recoveries	59	74
Ending Balance	7,071	8,049
Residential Real Estate - Owner Occupied - Correspondent | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	373	623
Provision for loan and lease losses	(9)	(16)
Charged-off	(11)
Ending Balance	353	607
Residential Real Estate - Non Owner Occupied | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	1,139	1,052
Provision for loan and lease losses	59	87
Charged-off		(44)
Ending Balance	1,198	1,095
Commercial Real Estate | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	8,078	7,672
Provision for loan and lease losses	(197)	20
Charged-off		(41)
Recoveries	17	27
Ending Balance	7,898	7,678
Construction & land development | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	1,850	1,303
Provision for loan and lease losses	383	69
Charged-off		(44)
Recoveries		20
Ending Balance	2,233	1,348
Commercial & Industrial | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	1,511	1,455
Provision for loan and lease losses	(44)	(75)
Recoveries	21	4
Ending Balance	1,488	1,384
Commercial & Industrial | Republic Processing Group
Allowance for loan losses rollforward
Beginning Balance	25
Provision for loan and lease losses	(25)
Lease Financing Receivables | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	136	89
Provision for loan and lease losses	9	8
Ending Balance	145	97
Warehouse lines of credit | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	1,464	967
Provision for loan and lease losses	(226)	18
Ending Balance	1,238	985
Home equity lines of credit | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	3,757	2,996
Provision for loan and lease losses	69	67
Charged-off	(4)	(35)
Recoveries	9	26
Ending Balance	3,831	3,054
Consumer: Credit cards | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	490	448
Provision for loan and lease losses	38	21
Charged-off	(27)	(12)
Recoveries	5	9
Ending Balance	506	466
Consumer: Overdrafts | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	675	351
Provision for loan and lease losses	83	184
Charged-off	(184)	(161)
Recoveries	67	76
Ending Balance	641	450
Consumer: Automobile loan | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	526	56
Provision for loan and lease losses	36	89
Recoveries	1
Ending Balance	563	145
Other consumer | Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	771	479
Provision for loan and lease losses	183	208
Charged-off	(230)	(131)
Recoveries	101	92
Ending Balance	825	648
Refund Anticipation Loans | Republic Processing Group
Allowance for loan losses rollforward
Provision for loan and lease losses	(235)	(247)
Recoveries	$ 235	$ 247

LOANS AND ALLOWANCE FOR LOAN 58

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - NON-PERFORMING LOANS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Non-performing loans and non-performing assets disclosures
Loans on nonaccrual status	$ 16,793	$ 15,892
Loans past due 90 days or more and still on accrual	203	167
Total nonperforming loans	16,996	16,059
Other real estate owned	1,362	1,391
Total nonperforming assets	$ 18,358	$ 17,450
Credit Quality Ratios - Total Company:
Nonperforming loans to total loans (as percent)	0.46%	0.42%
Nonperforming assets to total loans (including OREO) (as percent)	0.49%	0.46%
Nonperforming assets to total assets (as percent)	0.39%	0.36%
Core Banking Activities
Non-performing loans and non-performing assets disclosures
Loans on nonaccrual status	$ 16,793	$ 15,892
Loans past due 90 days or more and still on accrual	$ 81	$ 85
Credit Quality Ratios - Total Company:
Nonperforming loans to total loans (as percent)	0.46%	0.42%
Nonperforming assets to total loans (including OREO) (as percent)	0.50%	0.46%
Nonperforming assets to total assets (as percent)	0.40%	0.36%

LOANS AND ALLOWANCE FOR LOAN 59

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - AGING (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)item	Dec. 31, 2016USD ($)
Aging or recorded investments in loans
Nonaccrual Loan	$ 16,793	$ 15,892
Loans Past Due 90 Days or More and Still Accruing Interest	$ 203	167
Number of consecutive months payments received before non-accrual loans returned to accrual status (in months) | item	6
Core Banking Activities
Aging or recorded investments in loans
Nonaccrual Loan	$ 16,793	15,892
Loans Past Due 90 Days or More and Still Accruing Interest	81	85
Core Banking Activities | Residential Real Estate - Owner Occupied
Aging or recorded investments in loans
Nonaccrual Loan	11,731	10,955
Core Banking Activities | Residential Real Estate - Non Owner Occupied
Aging or recorded investments in loans
Nonaccrual Loan	818	852
Core Banking Activities | Commercial Real Estate
Aging or recorded investments in loans
Nonaccrual Loan	2,674	2,725
Core Banking Activities | Construction & land development
Aging or recorded investments in loans
Nonaccrual Loan	74	77
Core Banking Activities | Commercial & Industrial
Aging or recorded investments in loans
Nonaccrual Loan	151	154
Core Banking Activities | Home equity lines of credit
Aging or recorded investments in loans
Nonaccrual Loan	1,268	1,069
Core Banking Activities | Consumer: Automobile loan
Aging or recorded investments in loans
Nonaccrual Loan	24
Core Banking Activities | Other consumer
Aging or recorded investments in loans
Nonaccrual Loan	53	60
Loans Past Due 90 Days or More and Still Accruing Interest	81	85
Republic Processing Group
Aging or recorded investments in loans
Loans Past Due 90 Days or More and Still Accruing Interest	122	82
Republic Credit Solutions | Republic Processing Group
Aging or recorded investments in loans
Loans Past Due 90 Days or More and Still Accruing Interest	$ 122	$ 82

LOANS AND ALLOWANCE FOR LOAN 60

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - DELINQUENT LOANS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Aging or recorded investments in loans
Total Loans Delinquent	$ 16,163	$ 8,958
Total Loans Not Delinquent	3,694,213	3,801,820
Carrying value of loans	$ 3,710,376	$ 3,810,778
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.44%	0.24%
30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 12,914	$ 4,400
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.35%	0.12%
60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 888	$ 912
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.02%	0.02%
90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 2,361	$ 3,646
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.06%	0.10%
Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	$ 5,952	$ 6,821
Total Loans Not Delinquent	3,661,717	3,765,010
Carrying value of loans	3,667,669	3,771,831
Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	3,056	2,649
Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	657	608
Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	2,239	3,564
Republic Processing Group
Aging or recorded investments in loans
Total Loans Delinquent	10,211	2,137
Total Loans Not Delinquent	32,496	36,810
Carrying value of loans	42,707	38,947
Republic Processing Group | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	9,858	1,751
Republic Processing Group | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	231	304
Republic Processing Group | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	122	82
Republic Processing Group | Easy Advances
Aging or recorded investments in loans
Total Loans Delinquent	8,350
Total Loans Not Delinquent	2,322
Carrying value of loans	10,672
Republic Processing Group | Easy Advances | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	8,350
Republic Processing Group | Republic Credit Solutions
Aging or recorded investments in loans
Total Loans Delinquent	1,861	2,137
Total Loans Not Delinquent	30,160	30,115
Carrying value of loans	32,021	32,252
Republic Processing Group | Republic Credit Solutions | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,508	1,751
Republic Processing Group | Republic Credit Solutions | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	231	304
Republic Processing Group | Republic Credit Solutions | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	122	82
Residential Real Estate - Owner Occupied | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	3,888	4,554
Total Loans Not Delinquent	965,817	995,594
Carrying value of loans	969,705	1,000,148
Residential Real Estate - Owner Occupied | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	2,205	1,696
Residential Real Estate - Owner Occupied | Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	420	337
Residential Real Estate - Owner Occupied | Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,263	2,521
Residential Real Estate - Owner Occupied - Correspondent | Core Banking Activities
Aging or recorded investments in loans
Total Loans Not Delinquent	141,375	149,028
Carrying value of loans	141,375	149,028
Residential Real Estate - Non Owner Occupied | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	40	46
Total Loans Not Delinquent	164,702	156,559
Carrying value of loans	164,742	156,605
Residential Real Estate - Non Owner Occupied | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	5
Residential Real Estate - Non Owner Occupied | Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	35	46
Commercial Real Estate | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	641	425
Total Loans Not Delinquent	1,048,552	1,060,071
Carrying value of loans	1,049,193	1,060,496
Commercial Real Estate | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	140	8
Commercial Real Estate | Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	85
Commercial Real Estate | Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	416	417
Construction & land development | Core Banking Activities
Aging or recorded investments in loans
Total Loans Not Delinquent	130,766	119,650
Carrying value of loans	130,766	119,650
Commercial & Industrial | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent		342
Total Loans Not Delinquent	270,652	258,684
Carrying value of loans	270,652	259,026
Commercial & Industrial | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent		342
Commercial & Industrial | Republic Processing Group
Aging or recorded investments in loans
Total Loans Not Delinquent	14	6,695
Carrying value of loans	14	6,695
Lease Financing Receivables | Core Banking Activities
Aging or recorded investments in loans
Total Loans Not Delinquent	13,853	13,614
Carrying value of loans	13,853	13,614
Warehouse lines of credit | Core Banking Activities
Aging or recorded investments in loans
Total Loans Not Delinquent	495,165	585,439
Carrying value of loans	495,165	585,439
Home equity lines of credit | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	907	970
Total Loans Not Delinquent	340,704	340,315
Carrying value of loans	341,611	341,285
Home equity lines of credit | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	440	316
Home equity lines of credit | Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	25	160
Home equity lines of credit | Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	442	494
Consumer: Credit cards | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	30	18
Total Loans Not Delinquent	14,614	13,396
Carrying value of loans	14,644	13,414
Consumer: Credit cards | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	16	14
Consumer: Credit cards | Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	14	4
Consumer: Overdrafts | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	145	161
Total Loans Not Delinquent	641	642
Carrying value of loans	786	803
Consumer: Overdrafts | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	142	159
Consumer: Overdrafts | Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	3	1
Consumer: Overdrafts | Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent		1
Consumer: Automobile loan | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	22
Total Loans Not Delinquent	55,940	52,579
Carrying value of loans	55,962	52,579
Consumer: Automobile loan | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	22
Other consumer | Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	279	305
Total Loans Not Delinquent	18,936	19,439
Carrying value of loans	19,215	19,744
Other consumer | Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	86	114
Other consumer | Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	110	106
Other consumer | Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 83	$ 85

LOANS AND ALLOWANCE FOR LOAN 61

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - IMPAIRED LOANS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Impaired loans
Loans with no allocated Allowance	$ 20,056	$ 21,416
Loans with allocated Allowance	28,914	31,268
Total impaired loans	48,970	52,684
Amount of the Allowance	4,901	4,925
PCI loan
Impaired loans
Total impaired loans	2,000	4,000
Impaired Loans
Impaired loans
Total impaired loans	$ 3,000	$ 3,000

LOANS AND ALLOWANCE FOR LOAN 62

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - PORTFOLIO CLASS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	$ 4,609	$ 4,616
Collectively evaluated for impairment	37,461	27,995
PCI loans with post acquisition impairment	292	309
Total ending allowance for loan losses	42,362	32,920	$ 31,475	$ 27,491
Impaired loans individually evaluated, excluding PCI loans	46,660	48,856
Loans collectively evaluated for impairment	3,654,005	3,751,648
PCI loans with post acquisition impairment	2,310	3,828
PCI loans without post acquisition impairment	7,401	6,446
Carrying value of loans	3,710,376	3,810,778
Core Banking Activities
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	4,609	4,616
Collectively evaluated for impairment	23,089	23,003
PCI loans with post acquisition impairment	292	309
Total ending allowance for loan losses	27,990	27,928	26,006	25,792
Impaired loans individually evaluated, excluding PCI loans	46,660	48,856
Loans collectively evaluated for impairment	3,611,298	3,712,701
PCI loans with post acquisition impairment	2,310	3,828
PCI loans without post acquisition impairment	7,401	6,446
Carrying value of loans	3,667,669	3,771,831
Core Banking Activities | Residential Real Estate - Owner Occupied
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	3,250	3,203
Collectively evaluated for impairment	3,671	3,797
PCI loans with post acquisition impairment	150	158
Total ending allowance for loan losses	7,071	7,158	8,049	8,301
Impaired loans individually evaluated, excluding PCI loans	30,924	31,908
Loans collectively evaluated for impairment	936,796	965,755
PCI loans with post acquisition impairment	1,799	2,297
PCI loans without post acquisition impairment	186	188
Carrying value of loans	969,705	1,000,148
Core Banking Activities | Residential Real Estate - Owner Occupied - Correspondent
Allowance for loans losses
Collectively evaluated for impairment	353	373
Total ending allowance for loan losses	353	373	607	623
Loans collectively evaluated for impairment	141,375	149,028
Carrying value of loans	141,375	149,028
Core Banking Activities | Residential Real Estate - Non Owner Occupied
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	62	65
Collectively evaluated for impairment	1,129	1,067
PCI loans with post acquisition impairment	7	7
Total ending allowance for loan losses	1,198	1,139	1,095	1,052
Impaired loans individually evaluated, excluding PCI loans	1,632	1,601
Loans collectively evaluated for impairment	162,592	154,481
PCI loans with post acquisition impairment	265	268
PCI loans without post acquisition impairment	253	255
Carrying value of loans	164,742	156,605
Core Banking Activities | Commercial Real Estate
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	447	532
Collectively evaluated for impairment	7,414	7,501
PCI loans with post acquisition impairment	37	45
Total ending allowance for loan losses	7,898	8,078	7,678	7,672
Impaired loans individually evaluated, excluding PCI loans	10,711	11,769
Loans collectively evaluated for impairment	1,031,487	1,041,678
PCI loans with post acquisition impairment	148	1,164
PCI loans without post acquisition impairment	6,847	5,885
Carrying value of loans	1,049,193	1,060,496
Core Banking Activities | Construction & land development
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	110	120
Collectively evaluated for impairment	2,123	1,730
Total ending allowance for loan losses	2,233	1,850	1,348	1,303
Impaired loans individually evaluated, excluding PCI loans	872	882
Loans collectively evaluated for impairment	129,894	118,768
Carrying value of loans	130,766	119,650
Core Banking Activities | Commercial & Industrial
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	152	227
Collectively evaluated for impairment	1,336	1,284
Total ending allowance for loan losses	1,488	1,511	1,384	1,455
Impaired loans individually evaluated, excluding PCI loans	207	686
Loans collectively evaluated for impairment	270,422	258,317
PCI loans without post acquisition impairment	23	23
Carrying value of loans	270,652	259,026
Core Banking Activities | Lease Financing Receivables
Allowance for loans losses
Collectively evaluated for impairment	145	136
Total ending allowance for loan losses	145	136	97	89
Loans collectively evaluated for impairment	13,853	13,614
Carrying value of loans	13,853	13,614
Core Banking Activities | Warehouse lines of credit
Allowance for loans losses
Collectively evaluated for impairment	1,238	1,464
Total ending allowance for loan losses	1,238	1,464	985	967
Loans collectively evaluated for impairment	495,165	585,439
Carrying value of loans	495,165	585,439
Core Banking Activities | Home equity lines of credit
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	529	433
Collectively evaluated for impairment	3,204	3,225
PCI loans with post acquisition impairment	98	99
Total ending allowance for loan losses	3,831	3,757	3,054	2,996
Impaired loans individually evaluated, excluding PCI loans	2,185	1,929
Loans collectively evaluated for impairment	339,237	339,163
PCI loans with post acquisition impairment	98	99
PCI loans without post acquisition impairment	91	94
Carrying value of loans	341,611	341,285
Core Banking Activities | Consumer: Credit cards
Allowance for loans losses
Collectively evaluated for impairment	506	490
Total ending allowance for loan losses	506	490	466	448
Loans collectively evaluated for impairment	14,644	13,414
Carrying value of loans	14,644	13,414
Core Banking Activities | Consumer: Overdrafts
Allowance for loans losses
Collectively evaluated for impairment	641	675
Total ending allowance for loan losses	641	675	450	351
Loans collectively evaluated for impairment	786	803
Carrying value of loans	786	803
Core Banking Activities | Consumer: Automobile loan
Allowance for loans losses
Collectively evaluated for impairment	563	526
Total ending allowance for loan losses	563	526	145	56
Loans collectively evaluated for impairment	55,962	52,579
Carrying value of loans	55,962	52,579
Core Banking Activities | Other consumer
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	59	36
Collectively evaluated for impairment	766	735
Total ending allowance for loan losses	825	771	648	479
Impaired loans individually evaluated, excluding PCI loans	129	81
Loans collectively evaluated for impairment	19,085	19,662
PCI loans without post acquisition impairment	1	1
Carrying value of loans	19,215	19,744
Republic Processing Group
Allowance for loans losses
Collectively evaluated for impairment	14,372	4,992
Total ending allowance for loan losses	14,372	4,992
Loans collectively evaluated for impairment	42,707	38,947
Carrying value of loans	42,707	38,947
Republic Processing Group | Commercial & Industrial
Allowance for loans losses
Collectively evaluated for impairment		25
Total ending allowance for loan losses		25
Loans collectively evaluated for impairment	14	6,695
Carrying value of loans	14	6,695
Easy Advances | Republic Processing Group
Allowance for loans losses
Collectively evaluated for impairment	7,741
Total ending allowance for loan losses	7,741		3,169
Loans collectively evaluated for impairment	10,672
Carrying value of loans	10,672
Republic Credit Solutions
Allowance for loans losses
Total ending allowance for loan losses	14,372	4,992	5,469	1,699
Republic Credit Solutions | Republic Processing Group
Allowance for loans losses
Collectively evaluated for impairment	6,631	4,967
Total ending allowance for loan losses	6,631	4,967	$ 2,300	$ 1,699
Loans collectively evaluated for impairment	32,021	32,252
Carrying value of loans	$ 32,021	$ 32,252

LOANS AND ALLOWANCE FOR LOAN 63

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - LOANS EVALUATED FOR IMPAIRMENT BY CLASS OF LOANS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Impaired loans with no related allowance recorded:
Recorded Investment	$ 20,056		$ 21,416
Impaired loans with allowance recorded:
Recorded Investment	28,914		31,268
Allowance for Loan Losses Allocated	4,901		4,925
Total impaired loans
Unpaid Principal Balance	51,257		54,968
Recorded Investment	48,970		52,684
Allowance for Loan Losses Allocated	4,901		4,925
Average Recorded Investment	50,832	$ 63,718
Interest Income Recognized	337	444
Residential Real Estate - Owner Occupied
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	12,874		13,727
Recorded Investment	11,892		12,629
Average Recorded Investment	12,261	13,050
Interest Income Recognized	29	23
Impaired loans with allowance recorded:
Unpaid Principal Balance	20,848		21,595
Recorded Investment	20,831		21,576
Allowance for Loan Losses Allocated	3,400		3,361
Average Recorded Investment	21,204	25,069
Interest Income Recognized	181	214
Total impaired loans
Allowance for Loan Losses Allocated	3,400		3,361
Residential Real Estate - Owner Occupied - Correspondent
Impaired loans with allowance recorded:
Average Recorded Investment		1,124
Residential Real Estate - Non Owner Occupied
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	1,445		1,399
Recorded Investment	1,411		1,376
Average Recorded Investment	1,394	1,971
Interest Income Recognized	8	7
Impaired loans with allowance recorded:
Unpaid Principal Balance	486		491
Recorded Investment	486		493
Allowance for Loan Losses Allocated	69		73
Average Recorded Investment	490	9,546
Interest Income Recognized	6	13
Total impaired loans
Allowance for Loan Losses Allocated	69		73
Commercial Real Estate
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	5,946		6,610
Recorded Investment	4,769		5,536
Average Recorded Investment	5,153	7,180
Interest Income Recognized	21	54
Impaired loans with allowance recorded:
Unpaid Principal Balance	6,090		7,397
Recorded Investment	6,090		7,397
Allowance for Loan Losses Allocated	484		577
Average Recorded Investment	6,744	543
Interest Income Recognized	67	96
Total impaired loans
Allowance for Loan Losses Allocated	484		577
Construction & land development
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	476		476
Recorded Investment	476		476
Average Recorded Investment	476	1,272
Interest Income Recognized	5	5
Impaired loans with allowance recorded:
Unpaid Principal Balance	396		405
Recorded Investment	396		406
Allowance for Loan Losses Allocated	110		120
Average Recorded Investment	401	1,502
Interest Income Recognized	5	5
Total impaired loans
Allowance for Loan Losses Allocated	110		120
Commercial & Industrial
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	55		67
Recorded Investment	55		67
Average Recorded Investment	61	14
Interest Income Recognized	1
Impaired loans with allowance recorded:
Unpaid Principal Balance	152		619
Recorded Investment	152		619
Allowance for Loan Losses Allocated	152		227
Average Recorded Investment	386
Interest Income Recognized		20
Total impaired loans
Allowance for Loan Losses Allocated	152		227
Home equity lines of credit
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	1,488		1,358
Recorded Investment	1,413		1,287
Average Recorded Investment	1,350	2,139
Interest Income Recognized	4	7
Impaired loans with allowance recorded:
Unpaid Principal Balance	871		742
Recorded Investment	870		741
Allowance for Loan Losses Allocated	627		532
Average Recorded Investment	806	171
Interest Income Recognized	10
Total impaired loans
Allowance for Loan Losses Allocated	627		532
Consumer
Impaired loans with no related allowance recorded:
Unpaid Principal Balance	40		45
Recorded Investment	40		45
Average Recorded Investment	43	92
Impaired loans with allowance recorded:
Unpaid Principal Balance	90		37
Recorded Investment	89		36
Allowance for Loan Losses Allocated	59		35
Average Recorded Investment	63	$ 45
Total impaired loans
Allowance for Loan Losses Allocated	$ 59		$ 35

LOANS AND ALLOWANCE FOR LOAN 64

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - TDR ACCRUAL STATUS (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017USD ($)item	Dec. 31, 2016USD ($)item
Troubled Debt Restructurings disclosures
Number of Loans | item	299	308
Recorded Investment | $	$ 38,762	$ 41,586
Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	270	277
Recorded Investment | $	$ 27,473	$ 28,753
Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	21	23
Recorded Investment | $	$ 10,212	$ 11,265
Construction & land development
Troubled Debt Restructurings disclosures
Number of Loans | item	5	5
Recorded Investment | $	$ 871	$ 881
Commercial & Industrial
Troubled Debt Restructurings disclosures
Number of Loans | item	3	3
Recorded Investment | $	$ 206	$ 687
Loans on nonaccrual status
Troubled Debt Restructurings disclosures
Minimum period for which TDRs continue to be reported as non-performing loans	6 months
Number of Loans | item	85	87
Recorded Investment | $	$ 9,332	$ 9,860
Loans on nonaccrual status | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	77	79
Recorded Investment | $	$ 6,725	$ 7,199
Loans on nonaccrual status | Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	6	6
Recorded Investment | $	$ 2,382	$ 2,430
Loans on nonaccrual status | Construction & land development
Troubled Debt Restructurings disclosures
Number of Loans | item	1	1
Recorded Investment | $	$ 74	$ 77
Loans on nonaccrual status | Commercial & Industrial
Troubled Debt Restructurings disclosures
Number of Loans | item	1	1
Recorded Investment | $	$ 151	$ 154
Accrual Loans
Troubled Debt Restructurings disclosures
Number of Loans | item	214	221
Recorded Investment | $	$ 29,430	$ 31,726
Accrual Loans | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	193	198
Recorded Investment | $	$ 20,748	$ 21,554
Accrual Loans | Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	15	17
Recorded Investment | $	$ 7,830	$ 8,835
Accrual Loans | Construction & land development
Troubled Debt Restructurings disclosures
Number of Loans | item	4	4
Recorded Investment | $	$ 797	$ 804
Accrual Loans | Commercial & Industrial
Troubled Debt Restructurings disclosures
Number of Loans | item	2	2
Recorded Investment | $	$ 55	$ 533

LOANS AND ALLOWANCE FOR LOAN 65

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - TDR MODIFICATIONS (Details)	3 Months Ended		12 Months Ended
	Mar. 31, 2017USD ($)item	Mar. 31, 2016USD ($)item	Dec. 31, 2016USD ($)item
Troubled Debt Restructurings disclosures
Number of Loans | item	299		308
Recorded Investment	$ 38,762,000		$ 41,586,000
Commitments to lend any additional material amounts to existing TDR relationships	$ 0		$ 0
Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	270		277
Recorded Investment	$ 27,473,000		$ 28,753,000
Residential Real Estate | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item	3		3
Recorded Investment	$ 643,000		$ 648,000
Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	203		205
Recorded Investment	$ 23,885,000		$ 24,338,000
Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | item	13		14
Recorded Investment	$ 585,000		$ 922,000
Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | item	51		55
Recorded Investment	$ 2,360,000		$ 2,845,000
Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | item	29		31
Recorded Investment	$ 11,289,000		$ 12,833,000
Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item	6		6
Recorded Investment	$ 3,029,000		$ 3,079,000
Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	9		10
Recorded Investment	$ 4,276,000		$ 4,997,000
Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | item	14		15
Recorded Investment	$ 3,984,000		$ 4,757,000
Modified During The Period
Troubled Debt Restructurings disclosures
Number of Loans | item	3	8
Recorded Investment	$ 197,000	$ 713,000
Modified During The Period | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	3	7
Recorded Investment	$ 197,000	$ 280,000
Modified During The Period | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	1	3
Recorded Investment	$ 159,000	$ 112,000
Modified During The Period | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | item	2	4
Recorded Investment	$ 38,000	$ 168,000
Modified During The Period | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | item		1
Recorded Investment		$ 433,000
Modified During The Period | Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item		1
Recorded Investment		$ 433,000
Performing Financing Receivable
Troubled Debt Restructurings disclosures
Number of Loans | item	197		197
Recorded Investment	$ 28,011,000		$ 29,874,000
Percentage of troubled debt restructurings performing as per terms of modifications	72.00%		72.00%
Specific reserve allocations made to customers	$ 4,000,000		$ 4,000,000
Percentage of Bank's TDRs that occurred during period, which were performing according to their modified terms	100.00%	20.00%
Specific reserve allocations made to customers whose loan terms were modified in TDRs during period	$ 29,000	$ 17,000
Performing Financing Receivable | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	176		174
Recorded Investment	$ 19,328,000		$ 19,702,000
Performing Financing Receivable | Residential Real Estate | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item	2		2
Recorded Investment	$ 158,000		$ 155,000
Performing Financing Receivable | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	148		148
Recorded Investment	$ 17,961,000		$ 18,125,000
Performing Financing Receivable | Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | item	6		7
Recorded Investment	$ 314,000		$ 616,000
Performing Financing Receivable | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | item	20		17
Recorded Investment	$ 895,000		$ 806,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | item	21		23
Recorded Investment	$ 8,683,000		$ 10,172,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item	5		5
Recorded Investment	$ 2,626,000		$ 2,666,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	7		8
Recorded Investment	$ 4,051,000		$ 4,769,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | item	9		10
Recorded Investment	$ 2,006,000		$ 2,737,000
Performing Financing Receivable | Modified During The Period
Troubled Debt Restructurings disclosures
Number of Loans | item	3	4
Recorded Investment	$ 197,000	$ 145,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	3	4
Recorded Investment	$ 197,000	$ 145,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	1	2
Recorded Investment	$ 159,000	$ 57,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | item	2	2
Recorded Investment	$ 38,000	$ 88,000
Nonperforming Financing Receivable
Troubled Debt Restructurings disclosures
Number of Loans | item	102		111
Recorded Investment	$ 10,751,000		$ 11,712,000
Nonperforming Financing Receivable | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item	94		103
Recorded Investment	$ 8,145,000		$ 9,051,000
Nonperforming Financing Receivable | Residential Real Estate | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item	1		1
Recorded Investment	$ 485,000		$ 493,000
Nonperforming Financing Receivable | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	55		57
Recorded Investment	$ 5,924,000		$ 6,213,000
Nonperforming Financing Receivable | Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | item	7		7
Recorded Investment	$ 271,000		$ 306,000
Nonperforming Financing Receivable | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | item	31		38
Recorded Investment	$ 1,465,000		$ 2,039,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | item	8		8
Recorded Investment	$ 2,606,000		$ 2,661,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item	1		1
Recorded Investment	$ 403,000		$ 413,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item	2		2
Recorded Investment	$ 225,000		$ 228,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | item	5		5
Recorded Investment	$ 1,978,000		$ 2,020,000
Nonperforming Financing Receivable | Modified During The Period
Troubled Debt Restructurings disclosures
Number of Loans | item		4
Recorded Investment		$ 568,000
Nonperforming Financing Receivable | Modified During The Period | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | item		3
Recorded Investment		$ 135,000
Nonperforming Financing Receivable | Modified During The Period | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | item		1
Recorded Investment		$ 55,000
Nonperforming Financing Receivable | Modified During The Period | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | item		2
Recorded Investment		$ 80,000
Nonperforming Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | item		1
Recorded Investment		$ 433,000
Nonperforming Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | item		1
Recorded Investment		$ 433,000

LOANS AND ALLOWANCE FOR LOAN 66

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - TDR MODIFIED CLASS (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)loan
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan	6
Recorded Investment with payment default | $	$ 2,819
Residential Real Estate - Owner Occupied
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan	2
Recorded Investment with payment default | $	$ 513
Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan	4
Recorded Investment with payment default | $	$ 2,306

LOANS AND ALLOWANCE FOR LOAN 67

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - FORECLOSED PROPERTIES (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Troubled Debt Restructurings disclosures
Carrying amount of foreclosed properties	$ 1,362	$ 1,391
Residential Real Estate - Owner Occupied
Troubled Debt Restructurings disclosures
Carrying amount of foreclosed properties	$ 1,362	$ 1,391

LOANS AND ALLOWANCE FOR LOAN 68

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - FORECLOSURE RECORDED INVESTMENT (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Recorded investment in residential and consumer loans based on payment activity
Loans and Leases Receivable Gross Carrying Amount	$ 3,710,376	$ 3,810,778
Residential Real Estate - Owner Occupied | Foreclosure Proceedings In Process
Recorded investment in residential and consumer loans based on payment activity
Loans and Leases Receivable Gross Carrying Amount	$ 1,152	$ 1,677

LOANS AND ALLOWANCE FOR LOAN 69

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - EASY ADVANCES (Details) - RPG - TRS division - Easy Advances - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Easy Advances originated	$ 328,523	$ 123,230
Provision for Easy Advances	$ 8,601	$ 3,574
Provision to total Easy Advances originated	2.62%	2.90%
Easy Advances net charged offs	$ 860	$ 405
Percentage of Easy Advances net charge-offs to Total Easy Advances Originated	0.26%	0.33%

DEPOSITS (Details)

DEPOSITS (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016	May 17, 2016
Deposit Liabilities
Total interest-bearing deposits	$ 2,278,547	$ 2,188,740
Total non interest-bearing deposits	1,070,237	971,952
Total deposits	3,348,784	3,160,692
Cornerstone
Deposit Liabilities
Demand			$ 59,507
Money market accounts			53,773
Savings			12,352
Individual retirement accounts			3,910
Time deposits, $250 and over			3,397
Other certificates of deposit			19,410
Total interest-bearing deposits			152,349
Total non interest-bearing deposits			52,908
Total deposits			205,257
Cornerstone
Deposit Liabilities
Demand			59,507
Money market accounts			53,773
Savings			12,352
Individual retirement accounts			3,897
Time deposits, $250 and over			3,385
Other certificates of deposit			19,343
Total interest-bearing deposits			152,257
Total non interest-bearing deposits			52,908
Total deposits			205,165
Core Banking Activities
Deposit Liabilities
Demand	935,245	872,709
Savings	174,995	164,410
Time deposits, $250 and over	38,691	37,200
Other certificates of deposit	143,838	140,894
Total interest-bearing deposits	2,277,522	2,188,740
Total non interest-bearing deposits	934,787	943,459
Total deposits	3,212,309	3,132,199
Core Banking Activities | Brokered Deposits
Deposit Liabilities
Money market accounts	350,862	360,597
Brokered certificates of deposit	27,814	28,666
Core Banking Activities | Individual Deposits
Deposit Liabilities
Money market accounts	562,827	541,622
Individual retirement accounts	43,250	42,642
Republic Processing Group
Deposit Liabilities
Money market accounts	1,025
Total interest-bearing deposits	1,025
Other noninterest-bearing deposits	130,882	28,478
Total non interest-bearing deposits	135,450	28,493
Total deposits	136,475	28,493
Republic Processing Group | Brokered Deposits
Deposit Liabilities
Brokered prepaid cards deposits	$ 4,568	$ 15
Fair Value Adjustments
Deposit Liabilities
Individual retirement accounts			13
Time deposits, $250 and over			12
Other certificates of deposit			67
Total interest-bearing deposits			92
Total deposits			$ 92

SECURITIES SOLD UNDER AGREEME71

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Securities sold under agreements to repurchase
Outstanding balance at end of period	$ 144,375		$ 173,473
Securities sold under agreements to repurchase
Securities sold under agreements to repurchase
Securities pledged more than repurchase agreements (as a percent)	2.00%
Outstanding balance at end of period	$ 144,375		$ 173,473
Weighted average interest rate at end of period (as a percent)	0.10%		0.05%
Fair Value of securities pledged	$ 197,740		$ 203,074
Average outstanding balance during the period	$ 218,412	$ 407,698
Average interest rate during the period (as a percent)	0.05%	0.02%
Maximum outstanding at any month end during the period	$ 183,709	$ 367,373
Securities sold under agreements to repurchase | U.S. Treasury securities and U.S. Government agencies
Securities sold under agreements to repurchase
Fair Value of securities pledged	115,726		116,025
Securities sold under agreements to repurchase | Mortgage backed securities - residential
Securities sold under agreements to repurchase
Fair Value of securities pledged	35,996		45,894
Securities sold under agreements to repurchase | Collateralized mortgage obligations
Securities sold under agreements to repurchase
Fair Value of securities pledged	$ 46,018		$ 41,155

FEDERAL HOME LOAN BANK ADVANC72

FEDERAL HOME LOAN BANK ADVANCES - FHLB ADVANCES (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
FHLB advances
Total FHLB advances	$ 467,500	$ 802,500
Additional collateralized advances available	683,000	378,000
Overnight advance
FHLB advances
Total FHLB advances	75,000	285,000
Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due on December 20, 2017
FHLB advances
Total FHLB advances	$ 10,000	$ 10,000
Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due on December 20, 2017 | London Interbank Offered Rate (LIBOR)
FHLB advances
Applicable margin (as a percent)	0.14%	0.14%
Fixed interest rate advances
FHLB advances
Total FHLB advances	$ 382,500	$ 457,500
Putable fixed interest rate advances
FHLB advances
Total FHLB advances		50,000
Various other unsecured lines of credit
FHLB advances
Unsecured lines of credit	$ 125,000	$ 150,000

FEDERAL HOME LOAN BANK ADVANC73

FEDERAL HOME LOAN BANK ADVANCES - MATURITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
FEDERAL HOME LOAN BANK ADVANCES
2017 (Overnight)	$ 75,000
2017 (Term)	55,000
2,018	117,500
2,019	100,000
2,020	90,000
2,021	20,000
Thereafter	10,000
Total	$ 467,500	$ 802,500
Weighted Average Rate
2017 (Overnight)	0.90%
2017 (Term)	1.32%
2,018	1.53%
2,019	1.80%
2,020	1.81%
2,021	1.86%
Thereafter	2.14%
Total	1.54%

FEDERAL HOME LOAN BANK ADVANC74

FEDERAL HOME LOAN BANK ADVANCES - SHORT-TERM FHLB ADVANCES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
FHLB advances
Federal Home Loan Bank advances	$ 467,500		$ 802,500
Interest rate (as percent)	1.54%
Federal Home Loan Bank overnight advances
FHLB advances
Federal Home Loan Bank advances	$ 75,000		$ 285,000
Average outstanding balance during the period	$ 109,333	$ 7,857
Average interest rate during the year (as percent)	0.69%	0.36%
Maximum outstanding at any month end during the period	$ 320,000	$ 50,000
Federal Home Loan Bank overnight advances | Weighted Average
FHLB advances
Interest rate (as percent)	0.90%		0.64%

FEDERAL HOME LOAN BANK ADVANC75

FEDERAL HOME LOAN BANK ADVANCES - LOANS PLEDGED (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
First lien, single family residential real estate
Real estate loans pledged to collateralize advances and letters of credit with the FHLB
Real estate loans pledged to collateralize advances and letters of credit with FHLB	$ 1,147,090	$ 1,172,161
Home equity lines of credit
Real estate loans pledged to collateralize advances and letters of credit with the FHLB
Real estate loans pledged to collateralize advances and letters of credit with FHLB	$ 304,603	300,681
Multi-family commercial real estate
Real estate loans pledged to collateralize advances and letters of credit with the FHLB
Real estate loans pledged to collateralize advances and letters of credit with FHLB		$ 14,913

OFF BALANCE SHEET RISKS, COMM76

OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Mar. 31, 2016
Commitments and letters of credit
Loan commitment, line credit	$ 1,494,412	$ 1,373,917
Unused warehouse lines of credit
Commitments and letters of credit
Loan commitment, line credit	499,100	453,110
Unused home equity lines of credit
Commitments and letters of credit
Loan commitment, line credit	353,974	341,434
Unused loan commitments - other
Commitments and letters of credit
Loan commitment, line credit	635,659	560,629
Commitments to purchase loans
Commitments and letters of credit
Loan commitment, line credit		3,176
Standby letters of credit
Commitments and letters of credit
Loan commitment, line credit	$ 5,679	$ 15,568

FAIR VALUE - RECURRING BASIS (D

FAIR VALUE - RECURRING BASIS (Details) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2017USD ($)item	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)item	Dec. 31, 2015USD ($)	Dec. 31, 2008USD ($)
Financial assets:
Securities available for sale	$ 526,270		$ 481,275
Mortgage loans held for sale, at fair value	5,193	$ 7,148	11,662	$ 4,083
Consumer loans held for sale	$ 3,679	$ 415	$ 2,198
Mortgage Servicing Rights
Assets and Liabilities Measured on Recurring Basis
Number of tranches carried at fair value | item	0		0
Installment loan
Financial Liabilities:
Consumer loans held for sale period		21 days	21 days
U.S. Treasury securities and U.S. Government agencies
Financial assets:
Securities available for sale	$ 319,525		$ 294,544
Private label mortgage backed security
Financial assets:
Securities available for sale	4,682		4,777
Mortgage backed securities - residential
Financial assets:
Securities available for sale	97,822		73,004
Collateralized mortgage obligations
Financial assets:
Securities available for sale	82,931		87,654
Freddie Mac preferred stock
Financial assets:
Securities available for sale	394		483		$ 0
Community Reinvestment Act mutual fund
Financial assets:
Securities available for sale	2,458		2,455
Corporate bonds
Financial assets:
Securities available for sale	15,258		15,158
Trust preferred security
Financial assets:
Securities available for sale	3,200		3,200
Fair Value, Inputs, Level 1
Financial assets:
Securities available for sale	2,458		2,455
Fair Value, Inputs, Level 2
Financial assets:
Securities available for sale	515,930		470,843
Mortgage loans held for sale, at fair value	5,193		11,662
Fair Value, Inputs, Level 3
Financial assets:
Securities available for sale	7,882		7,977
Consumer loans held for sale	3,679		2,198
Recurring basis
Financial assets:
Securities available for sale	526,270		481,275
Mortgage loans held for sale, at fair value	5,193		11,662
Consumer loans held for sale	3,679		2,198
Rate lock loan commitments	618		299
Mandatory forward contracts			204
Interest rate swap agreements	137		305
Financial Liabilities:
Mandatory forward contracts	71
Interest rate swap agreements	436		597
Transfers between Level 1, 2 or 3	0	$ 0
Recurring basis | U.S. Treasury securities and U.S. Government agencies
Financial assets:
Securities available for sale	319,525		294,544
Recurring basis | Private label mortgage backed security
Financial assets:
Securities available for sale	4,682		4,777
Recurring basis | Mortgage backed securities - residential
Financial assets:
Securities available for sale	97,822		73,004
Recurring basis | Collateralized mortgage obligations
Financial assets:
Securities available for sale	82,931		87,654
Recurring basis | Freddie Mac preferred stock
Financial assets:
Securities available for sale	394		483
Recurring basis | Community Reinvestment Act mutual fund
Financial assets:
Securities available for sale	2,458		2,455
Recurring basis | Corporate bonds
Financial assets:
Securities available for sale	15,258		15,158
Recurring basis | Trust preferred security
Financial assets:
Securities available for sale	3,200		3,200
Recurring basis | Fair Value, Inputs, Level 1
Financial assets:
Securities available for sale	2,458		2,455
Recurring basis | Fair Value, Inputs, Level 1 | Community Reinvestment Act mutual fund
Financial assets:
Securities available for sale	2,458		2,455
Recurring basis | Fair Value, Inputs, Level 2
Financial assets:
Securities available for sale	515,930		470,843
Mortgage loans held for sale, at fair value	5,193		11,662
Rate lock loan commitments	618		299
Mandatory forward contracts			204
Interest rate swap agreements	137		305
Financial Liabilities:
Mandatory forward contracts	71
Interest rate swap agreements	436		597
Recurring basis | Fair Value, Inputs, Level 2 | U.S. Treasury securities and U.S. Government agencies
Financial assets:
Securities available for sale	319,525		294,544
Recurring basis | Fair Value, Inputs, Level 2 | Mortgage backed securities - residential
Financial assets:
Securities available for sale	97,822		73,004
Recurring basis | Fair Value, Inputs, Level 2 | Collateralized mortgage obligations
Financial assets:
Securities available for sale	82,931		87,654
Recurring basis | Fair Value, Inputs, Level 2 | Freddie Mac preferred stock
Financial assets:
Securities available for sale	394		483
Recurring basis | Fair Value, Inputs, Level 2 | Corporate bonds
Financial assets:
Securities available for sale	15,258		15,158
Recurring basis | Fair Value, Inputs, Level 3
Financial assets:
Securities available for sale	7,882		7,977
Consumer loans held for sale	3,679		2,198
Recurring basis | Fair Value, Inputs, Level 3 | Private label mortgage backed security
Financial assets:
Securities available for sale	4,682		4,777
Recurring basis | Fair Value, Inputs, Level 3 | Trust preferred security
Financial assets:
Securities available for sale	$ 3,200		$ 3,200

FAIR VALUE - RECONCILIATION USI

FAIR VALUE - RECONCILIATION USING SIGNIFICANT UNOBSERVABLE INPUTS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Private label mortgage backed security
Assets measured on recurring basis, unobservable input reconciliation
Balance, beginning of period	$ 4,777	$ 5,132
Net change in unrealized gain (loss)	53	(149)
Principal paydowns	(148)
Balance, end of period	4,682	4,983
Trust preferred security
Assets measured on recurring basis, unobservable input reconciliation
Balance, beginning of period	3,200	3,405
Net change in unrealized gain (loss)		(5)
Balance, end of period	$ 3,200	$ 3,400

FAIR VALUE - RECURRING LEVEL 3

FAIR VALUE - RECURRING LEVEL 3 MEASUREMENTS (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016
Fair value inputs quantitative information
Aggregate fair value of consumer loan	$ 3,679	$ 2,198	$ 415
Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,679	2,198
Recurring basis
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,679	2,198
Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,679	2,198
Consumer Loans Held For Sale
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,679	2,198
Consumer Loans Held For Sale | Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Aggregate fair value of consumer loan	$ 3,679	$ 2,198
Consumer Loans Held For Sale | Contractual Terms | Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Net Premium (as a percent)	0.90%	0.90%
Discount rate (as a percent)	5.00%	5.00%
Private label mortgage backed security | Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Mortgage backed security fair value	$ 4,682	$ 4,777
Private label mortgage backed security | Discounted cash flow | Minimum | Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Constant prepayment rate (as a percent)	2.00%	2.00%
Probability of default (as a percent)	3.00%	3.00%
Loss severity (as a percent)	60.00%	60.00%
Private label mortgage backed security | Discounted cash flow | Maximum | Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Constant prepayment rate (as a percent)	6.50%	6.50%
Probability of default (as a percent)	9.00%	9.00%
Loss severity (as a percent)	90.00%	90.00%

FAIR VALUE - GAINS AND LOSSES (

FAIR VALUE - GAINS AND LOSSES (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017USD ($)loan	Dec. 31, 2016USD ($)loan	Mar. 31, 2016USD ($)loan	Dec. 31, 2015USD ($)
Fair Value, Option
Aggregate fair value of mortgage loan	$ 5,193	$ 11,662	$ 7,148	$ 4,083
Aggregate fair value of consumer loan	3,679	2,198	$ 415
Contractual balance	$ 3,715,075	$ 3,816,086
Mortgage loans held for sale
Fair Value, Option
Number of loans past due 90 days or more or on nonaccrual | loan	0	0
Aggregate fair value of mortgage loan	$ 5,193	$ 11,662
Contractual balance	5,106	11,568
Unrealized gain	87	94
Gains (losses) from changes in fair value included in earnings	60	91
Mortgage loans held for sale | Interest Income
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	67	32
Mortgage loans held for sale | Change In Fair Value
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	$ (7)	59
Consumer Loans Held For Sale
Fair Value, Option
Consumer loans held for sale period	21 days
Number of loans past due 90 days or more or on nonaccrual | loan	0		0
Aggregate fair value of consumer loan	$ 3,679	2,198
Contractual balance	3,597	2,084
Unrealized gain	82	$ 114
Gains (losses) from changes in fair value included in earnings	268
Consumer Loans Held For Sale | Interest Income
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	186
Consumer Loans Held For Sale | Change In Fair Value
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	$ 82

FAIR VALUE - ASSETS MEASURED ON

FAIR VALUE - ASSETS MEASURED ON NON-RECURRING BASIS (Details) - Nonrecurring basis - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Fair Value Disclosures
Impaired loan on non-recurring basis	$ 7,220	$ 7,864
Other real estate owned	630	400
Other Real Estate Owned
Fair Value Disclosures
Other real estate owned	630	400
Residential Real Estate - Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	4,151	4,787
Residential Real Estate - Non Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	38	8
Commercial Real Estate
Fair Value Disclosures
Impaired loan on non-recurring basis	2,496	2,643
Home equity lines of credit
Fair Value Disclosures
Impaired loan on non-recurring basis	535	426
Fair Value, Inputs, Level 3
Fair Value Disclosures
Impaired loan on non-recurring basis	7,220	7,864
Other real estate owned	630	400
Fair Value, Inputs, Level 3 | Other Real Estate Owned
Fair Value Disclosures
Other real estate owned	630	400
Fair Value, Inputs, Level 3 | Residential Real Estate - Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	4,151	4,787
Fair Value, Inputs, Level 3 | Residential Real Estate - Non Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	38	8
Fair Value, Inputs, Level 3 | Commercial Real Estate
Fair Value Disclosures
Impaired loan on non-recurring basis	2,496	2,643
Fair Value, Inputs, Level 3 | Home equity lines of credit
Fair Value Disclosures
Impaired loan on non-recurring basis	$ 535	$ 426

FAIR VALUE - NON-RECURRING LEVE

FAIR VALUE - NON-RECURRING LEVEL 3 MEASUREMENTS (Details) - Fair Value, Inputs, Level 3 - Nonrecurring basis - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Impaired Loans | Commercial Real Estate | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 1,089	$ 1,214
Impaired Loans | Commercial Real Estate | Sale comparison approach | Minimum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	0.00%	3.00%
Impaired Loans | Commercial Real Estate | Sale comparison approach | Maximum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	49.00%	49.00%
Impaired Loans | Commercial Real Estate | Sale comparison approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	6.00%	30.00%
Impaired Loans | Commercial Real Estate | Income approach
Fair value inputs quantitative information
Fair Value	$ 1,407	$ 1,429
Adjustments determined by management for differences (as a percent)	17.00%	17.00%
Impaired Loans | Commercial Real Estate | Income approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	17.00%	17.00%
Impaired Loans | Residential Real Estate - Owner Occupied | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 4,151	$ 4,787
Impaired Loans | Residential Real Estate - Owner Occupied | Sale comparison approach | Minimum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	0.00%	0.00%
Impaired Loans | Residential Real Estate - Owner Occupied | Sale comparison approach | Maximum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	53.00%	53.00%
Impaired Loans | Residential Real Estate - Owner Occupied | Sale comparison approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	6.00%	6.00%
Impaired Loans | Residential Real Estate - Non Owner Occupied | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 38	$ 8
Adjustments determined by management for differences (as a percent)		0.00%
Impaired Loans | Residential Real Estate - Non Owner Occupied | Sale comparison approach | Minimum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	0.00%
Impaired Loans | Residential Real Estate - Non Owner Occupied | Sale comparison approach | Maximum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	45.00%
Impaired Loans | Residential Real Estate - Non Owner Occupied | Sale comparison approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	18.00%	0.00%
Impaired Loans | Home equity lines of credit | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 535	$ 426
Impaired Loans | Home equity lines of credit | Sale comparison approach | Minimum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	0.00%	0.00%
Impaired Loans | Home equity lines of credit | Sale comparison approach | Maximum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	29.00%	29.00%
Impaired Loans | Home equity lines of credit | Sale comparison approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	13.00%	16.00%
Other Real Estate Owned | Residential Real Estate | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 630	$ 400
Adjustments determined by management for differences (as a percent)		17.00%
Other Real Estate Owned | Residential Real Estate | Sale comparison approach | Minimum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	24.00%
Other Real Estate Owned | Residential Real Estate | Sale comparison approach | Maximum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	27.00%
Other Real Estate Owned | Residential Real Estate | Sale comparison approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	25.00%	17.00%

FAIR VALUE - IMPAIRED LOANS (De

FAIR VALUE - IMPAIRED LOANS (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Impaired loans
Carrying amount of loans measured at fair value	$ 28,914	$ 31,268
Valuation allowance	(4,901)	(4,925)
Nonrecurring basis
Impaired loans
Total fair value	7,220	7,864
Provision for impairment on loan, lease and other losses
Provision for Impaired Loans Collateral Dependent	8	215
Fair Value, Inputs, Level 3 | Nonrecurring basis
Impaired loans
Carrying amount of loans measured at fair value	6,435	6,963
Estimated selling costs considered in carrying amount	813	936
Valuation allowance	(28)	(35)
Total fair value	$ 7,220	$ 7,864

FAIR VALUE - OTHER REAL ESTATE

FAIR VALUE - OTHER REAL ESTATE OWNED (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Real Estate, Write-down or Reserve
Total Carrying value of other real estate owned	$ 1,362	$ 1,391
Other real estate owned write-downs during the years ended	70
Nonrecurring basis
Real Estate, Write-down or Reserve
Other real estate owned carried at fair value	630	400
Nonrecurring basis | Other Real Estate Owned
Real Estate, Write-down or Reserve
Other real estate owned carried at fair value	630	400
Nonrecurring basis | Fair Value, Inputs, Level 3
Real Estate, Write-down or Reserve
Other real estate owned carried at fair value	630	400
Nonrecurring basis | Fair Value, Inputs, Level 3 | Other Real Estate Owned
Real Estate, Write-down or Reserve
Other real estate owned carried at fair value	630	400
Other real estate owned carried at cost	732	991
Total Carrying value of other real estate owned	1,362	$ 1,391
Other real estate owned write-downs during the years ended	$ 70

FAIR VALUE - CARRYING AMOUNTS A

FAIR VALUE - CARRYING AMOUNTS AND FV OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015
Assets:
Securities available for sale	$ 526,270	$ 481,275
Securities to be held to maturity	52,479	53,249
Aggregate fair value of mortgage loan	5,193	11,662	$ 7,148	$ 4,083
Aggregate fair value of consumer loan	3,679	2,198	415
Consumer loans held for sale, at the lower of cost or fair value	1,420	1,310	$ 566	$ 514
Fair Value, Inputs, Level 1
Assets:
Cash and cash equivalents	206,187	289,309
Securities available for sale	2,458	2,455
Fair Value, Inputs, Level 2
Assets:
Securities available for sale	515,930	470,843
Securities to be held to maturity	52,479	53,249
Aggregate fair value of mortgage loan	5,193	11,662
Consumer loans held for sale, at the lower of cost or fair value	1,420	1,310
Accrued interest receivable	10,147	10,356
Liabilities:
Securities sold under agreements to repurchase and other short-term borrowings	144,375	173,473
Federal Home Loan Bank advances	463,357	798,594
Subordinated note	32,174	30,821
Accrued interest payable	858	948
Fair Value, Inputs, Level 2 | Non Interest Bearing Deposits
Liabilities:
Deposit liabilities, fair value	1,070,237	971,952
Fair Value, Inputs, Level 2 | Transaction deposits
Liabilities:
Deposit liabilities, fair value	2,024,954	1,939,338
Fair Value, Inputs, Level 2 | Time deposits.
Liabilities:
Deposit liabilities, fair value	252,543	248,684
Fair Value, Inputs, Level 3
Assets:
Securities available for sale	7,882	7,977
Aggregate fair value of consumer loan	3,679	2,198
Loans, net	3,648,482	3,757,698
Carrying Value
Assets:
Cash and cash equivalents	206,187	289,309
Securities available for sale	526,270	481,275
Securities to be held to maturity	51,860	52,864
Aggregate fair value of mortgage loan	5,193	11,662
Aggregate fair value of consumer loan	3,679	2,198
Consumer loans held for sale, at the lower of cost or fair value	1,420	1,310
Loans, net	3,668,014	3,777,858
Federal Home Loan Bank stock	28,208	28,208
Accrued interest receivable	10,147	10,356
Liabilities:
Securities sold under agreements to repurchase and other short-term borrowings	144,375	173,473
Federal Home Loan Bank advances	467,500	802,500
Subordinated note	41,240	41,240
Accrued interest payable	858	948
Carrying Value | Non Interest Bearing Deposits
Liabilities:
Deposit liabilities, fair value	1,070,237	971,952
Carrying Value | Transaction deposits
Liabilities:
Deposit liabilities, fair value	2,024,954	1,939,338
Carrying Value | Time deposits.
Liabilities:
Deposit liabilities, fair value	253,593	249,417
Total Fair Value
Assets:
Cash and cash equivalents	206,187	289,309
Securities available for sale	526,270	481,275
Securities to be held to maturity	52,479	53,249
Aggregate fair value of mortgage loan	5,193	11,662
Aggregate fair value of consumer loan	3,679	2,198
Consumer loans held for sale, at the lower of cost or fair value	1,420	1,310
Loans, net	3,648,482	3,757,698
Accrued interest receivable	10,147	10,356
Liabilities:
Securities sold under agreements to repurchase and other short-term borrowings	144,375	173,473
Federal Home Loan Bank advances	463,357	798,594
Subordinated note	32,174	30,821
Accrued interest payable	858	948
Total Fair Value | Non Interest Bearing Deposits
Liabilities:
Deposit liabilities, fair value	1,070,237	971,952
Total Fair Value | Transaction deposits
Liabilities:
Deposit liabilities, fair value	2,024,954	1,939,338
Total Fair Value | Time deposits.
Liabilities:
Deposit liabilities, fair value	252,543	248,684
Recurring basis
Assets:
Securities available for sale	526,270	481,275
Aggregate fair value of mortgage loan	5,193	11,662
Aggregate fair value of consumer loan	3,679	2,198
Recurring basis | Fair Value, Inputs, Level 1
Assets:
Securities available for sale	2,458	2,455
Recurring basis | Fair Value, Inputs, Level 2
Assets:
Securities available for sale	515,930	470,843
Aggregate fair value of mortgage loan	5,193	11,662
Recurring basis | Fair Value, Inputs, Level 3
Assets:
Securities available for sale	7,882	7,977
Aggregate fair value of consumer loan	$ 3,679	$ 2,198

MORTGAGE BANKING ACTIVITIES - M

MORTGAGE BANKING ACTIVITIES - MORTGAGE LOANS HELD FOR SALE (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
MORTGAGE BANKING ACTIVITIES
Balance, beginning of period	$ 11,662	$ 4,083
Origination of mortgage loans held for sale	33,245	36,992
Proceeds from the sale of mortgage loans held for sale	(40,691)	(35,022)
Net gain on sale of mortgage loans held for sale	977	1,095
Balance, end of period	$ 5,193	$ 7,148

MORTGAGE BANKING ACTIVITIES - C

MORTGAGE BANKING ACTIVITIES - COMPONENTS OF INCOME (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Mortgage servicing rights
Net gain realized on sale of mortgage loans held for sale	$ 788	$ 841
Net gain recognized	977	1,095
Loan servicing income	536	471
Amortization of mortgage servicing rights	(353)	(305)
Net servicing income recognized	183	166
Total Mortgage Banking income	1,160	1,261
Mortgage loans held for sale
Mortgage servicing rights
Net change in fair value	(7)	59
Rate lock loan commitments
Mortgage servicing rights
Net change in fair value	319	275
Mandatory forward contracts
Mortgage servicing rights
Net change in fair value	$ (123)	$ (80)

MORTGAGE BANKING ACTIVITIES -88

MORTGAGE BANKING ACTIVITIES - CAPITALIZED MORTGAGE SERVICING RIGHTS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
MORTGAGE BANKING ACTIVITIES
Balance, beginning of period	$ 5,180	$ 4,912
Additions	331	284
Amortized to expense	(353)	(305)
Balance, end of period	5,158	4,891
Change in valuation allowance	$ 0	$ 0

MORTGAGE BANKING ACTIVITIES - O

MORTGAGE BANKING ACTIVITIES - OTHER INFORMATION RELATING TO MSRS (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
MORTGAGE BANKING ACTIVITIES
Fair value of mortgage servicing rights portfolio	$ 7,857	$ 7,478
Monthly weighted average prepayment rate of unpaid principle balance (as percent)	196.00%	158.00%
Discount rate (as percent)	10.00%	13.00%
Weighted average default rate (as percent)	2.94%	1.50%
Weighted average life in years	5 years 6 months 4 days	6 years 9 months

MORTGAGE BANKING ACTIVITIES - N

MORTGAGE BANKING ACTIVITIES - NOTIONAL AMOUNTS AND FV (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Mortgage servicing rights
Derivative instruments expiration period	90 days
Mortgage loans held for sale
Information about derivatives and swaps
Notional Amount, Assets	$ 5,106	$ 11,568
Fair Value, Assets	5,193	11,662
Rate lock loan commitments
Information about derivatives and swaps
Notional Amount, Assets	32,630	19,521
Fair Value, Assets	618	299
Mandatory forward contracts
Information about derivatives and swaps
Notional Amount, Assets		25,618
Fair Value, Assets		$ 204
Notional Amount, Liabilities	30,367
Fair Value, Liabilities	$ 71

INTEREST RATE SWAPS - CASH FLOW

INTEREST RATE SWAPS - CASH FLOW HEDGES (Details) - Interest rate swap - Cash flow hedge $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Dec. 31, 2013item
Derivative [Line Items]
Number of derivative agreements | item			2
Summary information about interest rate swaps
Notional amount	$ 20,000
Assets / (Liabilities)	(299)	$ (393)
Unrealized Gain (Loss) in AOCI	(195)	(256)
1-month LIBOR
Summary information about interest rate swaps
Notional amount	$ 10,000
Pay rate (as a percent)	2.17%
Assets / (Liabilities)	$ (135)	(186)
Unrealized Gain (Loss) in AOCI	(88)	(121)
3-month LIBOR
Summary information about interest rate swaps
Notional amount	$ 10,000
Pay rate (as a percent)	2.33%
Assets / (Liabilities)	$ (164)	(207)
Unrealized Gain (Loss) in AOCI	$ (107)	$ (135)

INTEREST RATE SWAPS - INTEREST

INTEREST RATE SWAPS - INTEREST EXPENSE (Details) - Interest rate swap - Cash flow hedge - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Information about derivatives and swaps
Interest expense on deposits related to money market swap transaction	$ 34	$ 43
Interest expense on FHLB Advances related to FHLB swap transaction	32	44
Total interest expense on swap transaction	$ 66	$ 87

INTEREST RATE SWAPS - GAINS (LO

INTEREST RATE SWAPS - GAINS (LOSSES) (Details) - Interest rate swap - Cash flow hedge - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Derivative [Line Items]
Gains (losses) recognized in OCI on derivative (effective portion)	$ 28,000	$ (571,000)
Losses reclassified from OCI on derivative (effective portion)	(66,000)	(87,000)
Gains (losses) recognized in income on derivative (ineffective portion)	0	$ 0
Expected reclassification amount for derivative losses realized in income	$ 198,000

INTEREST RATE SWAPS - NON-HEDGE

INTEREST RATE SWAPS - NON-HEDGE (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Information about derivatives and swaps
Fair value of investment securities pledged as collateral	$ 224,978,000	$ 231,891,000
Counterparty
Information about derivatives and swaps
Fair value of investment securities pledged as collateral	800,000	1,800,000
Counterparty | Minimum
Information about derivatives and swaps
Net loss position in which pledged securities as collateral are required	250,000
Interest rate swap | Non-Hedge
Information about derivatives and swaps
Notional amount	63,106,000	63,106,000
Fair Value		101,000
Interest rate swap | Non-Hedge | Bank Clients
Information about derivatives and swaps
Notional amount	31,553,000	31,553,000
Fair Value	49,000	156,000
Interest rate swap | Non-Hedge | Counterparty
Information about derivatives and swaps
Notional amount	31,553,000	31,553,000
Fair Value	$ (49,000)	$ (55,000)

EARNINGS PER SHARE (Details)

EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
EARNINGS PER SHARE
Net income	$ 20,017	$ 17,735
Weighted average shares outstanding	20,915,000	20,904,000
Effect of dilutive securities (in shares)	81,000	105,000
Average shares outstanding including dilutive securities	20,996,000	21,009,000
Diluted earnings per share:
Antidilutive stock options (in shares)		10,500
Average antidilutive stock options (in shares)		10,500
Class A Common Stock
EARNINGS PER SHARE
Cash dividend premium per share (as a percent)	10.00%
Basic earnings per share:
Basic earnings per share	$ 0.97	$ 0.86
Diluted earnings per share:
Diluted earnings per share	0.96	0.85
Class B Common Stock
Basic earnings per share:
Basic earnings per share	0.88	0.78
Diluted earnings per share:
Diluted earnings per share	$ 0.88	$ 0.77

STOCK PLANS AND STOCK BASED C96

STOCK PLANS AND STOCK BASED COMPENSATION (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
STOCK PLANS AND STOCK BASED COMPENSATION
Number of shares available for grant permitted by plan	3,000,000
Information related to stock option and restricted stock awards granted
Expenses	$ 410,000	$ 261,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	774,000
2,018	483,000
2,019	155,000
2,020	40,000
2,021	3,000
Total	$ 1,455,000
Class B Common Stock
STOCK PLANS AND STOCK BASED COMPENSATION
Number of shares available for grant permitted by plan	0
Minimum
STOCK PLANS AND STOCK BASED COMPENSATION
Vesting period	3 years
Stock option
STOCK PLANS AND STOCK BASED COMPENSATION
Exercisable period	1 year
Information related to the stock option plan
Intrinsic value of options exercised	$ 44,000	16,000
Cash received from options exercised, net of shares redeemed	33,000	55,000
Information related to stock option and restricted stock awards granted
Expenses	63,000	$ 62,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	191,000
2,018	251,000
2,019	143,000
2,020	32,000
2,021	1,000
Total	$ 618,000
Stock option | Class A Common Stock
Options
Outstanding, beginning of year (in shares)	312,600	323,400	323,400
Granted (in shares)			5,000
Exercised (in shares)	(2,000)		(4,000)
Forfeited or expired (in shares)			(11,800)
Outstanding, end of year (in shares)	310,600		312,600
Fully vested and unvested (in shares)	310,600
Exercisable (vested) at end of year (in shares)	2,000
Weighted Average Exercise Price
Outstanding, beginning of year (in dollars per share)	$ 24.49	$ 24.40	$ 24.40
Granted (in dollars per share)			26.43
Exercised (in dollars per share)	16.61		20.12
Forfeited or expired (in dollars per share)			24.47
Outstanding, end of year (in dollars per share)	24.54		$ 24.49
Fully vested and unvested (in dollars per share)	24.54
Exercisable (vested) at end of year (in dollars per share)	$ 24.93
Weighted Average Remaining Contractual Term
Outstanding, end of year	3 years 6 months 18 days		3 years 9 months 7 days
Fully vested and unvested	3 years 6 months 18 days
Exercisable (vested) at end of year	1 month 10 days
Aggregate Intrinsic Value
Outstanding, end of year	$ 3,060,357		$ 4,705,807
Fully vested and unvested	3,060,357
Exercisable (vested) at end of year	$ 18,920
Stock option | Minimum
STOCK PLANS AND STOCK BASED COMPENSATION
Exercisable period	5 years
Stock option | Maximum
STOCK PLANS AND STOCK BASED COMPENSATION
Exercisable period	6 years
Restricted Stock Awards
Shares
Outstanding, beginning of year (in shares)	77,000	79,000	79,000
Granted (in shares)	4,803
Forfeited (in shares)			(2,000)
Earned and issued (in shares)	(3,702)
Outstanding, end of year (in shares)	78,101		77,000
Fully vested and unvested (in shares)	78,101
Weighted-average grant date fair value
Outstanding, beginning of year (in dollars per share)	$ 20.02	$ 20.02	$ 20.02
Granted (in dollars per share)	35.12
Forfeited (in dollars per share)			19.85
Earned and issued (in dollars per share)	37.54
Outstanding, end of year (in dollars per share)	20.27		$ 20.02
Fully vested and unvested (in dollars per share)	$ 20.27
Information related to stock option and restricted stock awards granted
Expenses	$ 215,000	$ 72,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	187,000
2,018	12,000
2,019	12,000
2,020	8,000
2,021	2,000
Total	$ 221,000
Restricted Stock Awards | Minimum
STOCK PLANS AND STOCK BASED COMPENSATION
Vesting period	5 years
Restricted Stock Awards | Maximum
STOCK PLANS AND STOCK BASED COMPENSATION
Vesting period	6 years
Performance Stock Units
STOCK PLANS AND STOCK BASED COMPENSATION
Vesting period	4 years
Shares
Outstanding, beginning of year (in shares)	55,000
Granted (in shares)			55,000
Outstanding, end of year (in shares)	55,000		55,000
Fully vested and unvested (in shares)	55,000
Weighted-average grant date fair value
Outstanding, beginning of year (in dollars per share)	$ 23.13
Granted (in dollars per share)			$ 23.13
Outstanding, end of year (in dollars per share)	23.13		$ 23.13
Fully vested and unvested (in dollars per share)	$ 23.13
Information related to stock option and restricted stock awards granted
Expenses	$ 132,000	$ 127,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	396,000
2,018	220,000
Total	$ 616,000
Performance Stock Units | Tranche One
Information related to stock option and restricted stock awards granted
Return on average assets (as a percent)	1.25%
Vesting rights (as a percent)	50.00%
Performance Stock Units | Tranche Two
Information related to stock option and restricted stock awards granted
Return on average assets (as a percent)	1.25%
Vesting rights (as a percent)	50.00%

OTHER COMPREHENSIVE INCOME - CO

OTHER COMPREHENSIVE INCOME - COMPONENTS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Available for Sale Securities:
Change in unrealized gain (loss) on securities available for sale	$ 706	$ 2,292
Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings	53	(149)
Net unrealized gains	759	2,143
Tax effect	(266)	(750)
Net of tax	493	1,393
Cash Flow Hedges:
Change in fair value of derivatives used for cash flow hedges	28	(571)
Reclassification amount for derivative losses realized in income	66	87
Net unrealized gains (losses)	94	(484)
Tax effect	(33)	170
Net of tax	61	(314)
Total other comprehensive income,, net of tax	$ 554	$ 1,079

OTHER COMPREHENSIVE INCOME - RE

OTHER COMPREHENSIVE INCOME - RECLASSIFICATION (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Significant amounts reclassified out of each component of AOCI
Noninterest Income	$ 24,923	$ 24,921
Interest expense on deposits	(1,879)	(1,392)
Interest expense on FHLB advances	(2,292)	(2,953)
Total interest expense	(4,445)	(4,581)
Income tax expense	(10,054)	(8,893)
NET INCOME	20,017	17,735
Unrealized loss on cash flow hedge | Reclassification out of Accumulated Other Comprehensive Income
Significant amounts reclassified out of each component of AOCI
Interest expense on deposits	(34)	(43)
Interest expense on FHLB advances	(32)	(44)
Total interest expense	(66)	(87)
Income tax expense	23	30
NET INCOME	$ (43)	$ (57)

OTHER COMPREHENSIVE INCOME - AO

OTHER COMPREHENSIVE INCOME - AOCI Changes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Summary of the AOCI balances, net of tax
Balance at beginning of period	$ 604,406
Current Year Change	554	$ 1,079
Balance at end of period	620,664
Accumulated Other Comprehensive Income
Summary of the AOCI balances, net of tax
Balance at beginning of period	687	2,049
Current Year Change	554	1,079
Balance at end of period	1,241	3,128
Unrealized gain on securities available for sale
Summary of the AOCI balances, net of tax
Balance at beginning of period	237	1,727
Current Year Change	459	1,490
Balance at end of period	696	3,217
Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings
Summary of the AOCI balances, net of tax
Balance at beginning of period	706	712
Current Year Change	34	(97)
Balance at end of period	740	615
Unrealized loss on cash flow hedge
Summary of the AOCI balances, net of tax
Balance at beginning of period	(256)	(390)
Current Year Change	61	(314)
Balance at end of period	$ (195)	$ (704)

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)segment	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)
Segment Disclosure information
Number of operating segments | segment	4
Segment information
Net interest income	$ 56,438	$ 39,434
Provision for loan and lease losses	12,351	5,186
Net refund transfer fees	15,382	17,078
Mortgage banking income	1,160	1,261
Program fees	1,091	319
Other noninterest income	7,290	6,263
Total noninterest income	24,923	24,921
Total noninterest expenses	38,939	32,541
Income before income tax expense	30,071	26,628
Income tax expense	10,054	8,893
NET INCOME	20,017	17,735
Segment end of period total assets	$ 4,664,792	$ 4,246,765	$ 4,816,309
Net interest margin (as percent)	4.99%	3.78%
Core Banking Activities
Segment Disclosure information
Number of operating segments | segment	3
Segment information
Net interest income	$ 36,628	$ 31,295
Provision for loan and lease losses	241	498
Mortgage banking income	1,160	1,261
Other noninterest income	6,540	6,207
Total noninterest income	7,700	7,468
Total noninterest expenses	32,082	26,810
Income before income tax expense	12,005	11,455
Income tax expense	3,498	3,387
NET INCOME	8,507	8,068
Segment end of period total assets	$ 4,525,380	$ 4,117,812
Net interest margin (as percent)	3.33%	3.12%
Traditional Banking
Segment information
Net interest income	$ 32,661	$ 28,608
Provision for loan and lease losses	467	480
Other noninterest income	6,521	6,110
Total noninterest income	6,521	6,110
Total noninterest expenses	30,090	24,875
Income before income tax expense	8,625	9,363
Income tax expense	2,262	2,613
NET INCOME	6,363	6,750
Segment end of period total assets	$ 4,017,173	$ 3,711,315
Net interest margin (as percent)	3.30%	3.08%
Warehouse Lending
Segment information
Net interest income	$ 3,900	$ 2,655
Provision for loan and lease losses	(226)	18
Other noninterest income	6	5
Total noninterest income	6	5
Total noninterest expenses	777	695
Income before income tax expense	3,355	1,947
Income tax expense	1,227	723
NET INCOME	2,128	1,224
Segment end of period total assets	$ 493,127	$ 393,532
Net interest margin (as percent)	3.57%	3.63%
Mortgage Banking
Segment information
Net interest income	$ 67	$ 32
Mortgage banking income	1,160	1,261
Other noninterest income	13	92
Total noninterest income	1,173	1,353
Total noninterest expenses	1,215	1,240
Income before income tax expense	25	145
Income tax expense	9	51
NET INCOME	16	94
Segment end of period total assets	15,080	12,965
Republic Processing Group
Segment information
Net interest income	19,810	8,139
Provision for loan and lease losses	12,110	4,688
Net refund transfer fees	15,382	17,078
Program fees	1,091	319
Other noninterest income	750	56
Total noninterest income	17,223	17,453
Total noninterest expenses	6,857	5,731
Income before income tax expense	18,066	15,173
Income tax expense	6,556	5,506
NET INCOME	11,510	9,667
Segment end of period total assets	$ 139,412	$ 128,953