Republic Bancorp (RBCAA) 10-Q 9 Nov 17 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Oct. 31, 2017
Entity Registrant Name	REPUBLIC BANCORP INC /KY/
Entity Central Index Key	921,557
Document Type	10-Q
Document Period End Date	Sep. 30, 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	Q3
Class A Common Stock
Entity Common Stock, Shares Outstanding		18,617,537
Class B Common Stock
Entity Common Stock, Shares Outstanding		2,242,955

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
ASSETS
Cash and cash equivalents	$ 329,862	$ 289,309
Securities available for sale	458,719	481,275
Securities held to maturity (fair value of $65,949 in 2017 and $53,249 in 2016)	65,177	52,864
Mortgage loans held for sale, at fair value	4,083	11,662
Consumer loans held for sale, at fair value	3,368	2,198
Consumer loans held for sale, at the lower of cost or fair value	5,684	1,310
Loans	3,957,512	3,810,778
Allowance for loan and lease losses	(40,191)	(32,920)
Loans, net	3,917,321	3,777,858
Federal Home Loan Bank stock, at cost	32,067	28,208
Premises and equipment, net	41,649	40,462
Premises, held for sale	3,196	2,407
Goodwill	16,300	16,300
Other real estate owned	167	1,391
Bank owned life insurance	62,972	61,794
Other assets and accrued interest receivable	52,609	49,271
TOTAL ASSETS	4,993,174	4,816,309
Deposits:
Noninterest-bearing	1,040,414	971,952
Interest-bearing	2,309,315	2,188,740
Total deposits	3,349,729	3,160,692
Securities sold under agreements to repurchase and other short-term borrowings	173,311	173,473
Federal Home Loan Bank advances	757,500	802,500
Subordinated note	41,240	41,240
Other liabilities and accrued interest payable	38,107	33,998
Total liabilities	4,359,887	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	139,314	138,192
Retained earnings	487,574	460,621
Accumulated other comprehensive income	1,495	687
Total stockholders' equity	633,287	604,406
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 4,993,174	$ 4,816,309

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Securities held to maturity, fair value (in dollars)	$ 65,949	$ 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		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
INTEREST INCOME:
Loans, including fees	$ 50,271	$ 41,597	$ 153,010	$ 120,772
Taxable investment securities	2,364	1,942	6,910	5,817
Federal Home Loan Bank stock and other	1,090	395	2,509	1,500
Total interest income	53,725	43,934	162,429	128,089
INTEREST EXPENSE:
Deposits	2,587	1,620	6,790	4,359
Securities sold under agreements to repurchase and other short-term borrowings	161	11	332	51
Federal Home Loan Bank advances	2,383	2,664	6,618	8,590
Subordinated note	287	241	807	680
Total interest expense	5,418	4,536	14,547	13,680
NET INTEREST INCOME	48,307	39,398	147,882	114,409
Provision for loan and lease losses	4,221	2,489	21,633	9,489
NET INTEREST INCOME AFTER PROVISION FOR LOAN AND LEASE LOSSES	44,086	36,909	126,249	104,920
NONINTEREST INCOME:
Service charges on deposit accounts	3,395	3,416	10,032	9,838
Net refund transfer fees	177	132	18,329	19,119
Mortgage banking income	1,102	3,081	3,707	5,902
Interchange fee income	2,475	2,415	7,348	6,755
Program fees	1,597	979	3,972	1,942
Increase in cash surrender value of bank owned life insurance	394	406	1,178	1,114
Net gains (losses) on other real estate owned	31	(137)	422	191
Other	1,203	1,009	3,236	2,163
Total noninterest income	10,374	11,301	48,224	47,024
NONINTEREST EXPENSES:
Salaries and employee benefits	20,505	18,068	61,731	52,965
Occupancy and equipment, net	5,841	5,573	17,594	16,026
Communication and transportation	1,239	1,029	3,450	2,974
Marketing and development	1,677	1,076	4,090	2,773
FDIC insurance expense	300	345	1,050	1,483
Bank franchise tax expense	749	846	3,974	3,944
Data processing	1,795	1,659	5,142	4,535
Interchange related expense	928	1,118	3,057	3,069
Supplies	241	280	1,029	969
Other real estate owned expense	55	159	284	355
Legal and professional fees	446	539	1,794	1,965
FHLB advance prepayment penalty		846		846
Impairment of premises held for sale	965	58	1,082	133
Other	3,285	1,938	8,422	5,904
Total noninterest expenses	38,026	33,534	112,699	97,941
Income before income tax expense	16,434	14,676	61,774	54,003
INCOME TAX EXPENSE	5,728	4,848	20,980	18,100
NET INCOME	$ 10,706	$ 9,828	$ 40,794	$ 35,903
Class A Common Stock
BASIC EARNINGS PER SHARE:
Basic earnings per share (in dollars per share)	$ 0.51	$ 0.47	$ 1.97	$ 1.73
DILUTED EARNINGS PER SHARE:
Diluted earnings per share (in dollars per share)	0.51	0.47	1.96	1.73
DIVIDENDS DECLARED PER COMMON SHARE:
Dividend declared per common share (in dollars per share)	0.220	0.209	0.649	0.616
Class B Common Stock
BASIC EARNINGS PER SHARE:
Basic earnings per share (in dollars per share)	0.47	0.43	1.79	1.58
DILUTED EARNINGS PER SHARE:
Diluted earnings per share (in dollars per share)	0.47	0.43	1.78	1.57
DIVIDENDS DECLARED PER COMMON SHARE:
Dividend declared per common share (in dollars per share)	$ 0.200	$ 0.190	$ 0.590	$ 0.560

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 10,706	$ 9,828	$ 40,794	$ 35,903
OTHER COMPREHENSIVE INCOME
Change in fair value of derivatives used for cash flow hedges	9	127	(67)	(663)
Reclassification amount for derivative losses realized in income	51	83	175	256
Change in unrealized gain (loss) on securities available for sale	(237)	(788)	892	1,920
Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings	90	57	244	(91)
Total other comprehensive income before income tax	(87)	(521)	1,244	1,422
Tax effect	30	180	(436)	(497)
Total other comprehensive income (loss), net of tax	(57)	(341)	808	925
COMPREHENSIVE INCOME	$ 10,649	$ 9,487	$ 41,602	$ 36,828

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												$ 35,903
Net change in accumulated other comprehensive income									925			925
Balance at end of period at Sep. 30, 2016									2,974
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								40,794				40,794
Net change in accumulated other comprehensive income									808			808
Dividends declared Common Stock:
Dividends declared Common Stock						$ (12,082)	$ (1,324)			$ (12,082)	$ (1,324)
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)		(121)			(435)				(558)
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				$ 135						135
Deferred director compensation expense - Class A Common Stock				$ 147						$ 147
Deferred director compensation expense - Class A Common Stock (in shares)	5
Stock based compensation expense - performance stock units					364							364
Stock based compensation - restricted stock					373							373
Stock based compensation - restricted stock (in shares)	7
Stock based compensation expense - stock options					191							191
Balance at end of period at Sep. 30, 2017			$ 4,904		$ 139,314			$ 487,574	$ 1,495			$ 633,287
Balance (in shares) at Sep. 30, 2017	18,618	2,243

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
OPERATING ACTIVITIES:
Net income	$ 40,794	$ 35,903
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization on investment securities, net	231	425
Accretion on loans deposits and core deposit intangible net	(3,981)	(1,813)
Depreciation of premises and equipment	6,178	5,281
Amortization of mortgaging servicing rights	1,104	1,200
Provision for loan and lease losses	21,633	9,489
Net gain on sale of mortgage loans held for sale	(3,221)	(5,647)
Origination of mortgage loans held for sale	(119,265)	(154,607)
Proceeds from sale of mortgage loans held for sale	130,065	154,766
Net gain on sale of consumer loans held for sale	(3,869)	(1,768)
Origination of consumer loans held for sale	(454,844)	(248,430)
Proceeds from sale of consumer loans held for sale	453,169	247,928
Net gain realized on sale of other real estate owned	(577)	(392)
Writedowns of other real estate owned	155	200
Impairment of premises held for sale	1,082	133
Deferred director compensation expense - Class A Common Stock	147	149
Stock based compensation expense	928	754
Increase in cash surrender value of bank owned life insurance	(1,178)	(1,114)
Net change in other assets and liabilities:
Accrued interest receivable	(1,001)	(83)
Accrued interest payable	(12)	(219)
Other assets	(3,367)	(3,064)
Other liabilities	3,283	(724)
Net cash provided by operating activities	67,454	38,367
INVESTING ACTIVITIES:
Net change in cash for acquisition of Cornerstone Bancorp, Inc.		(9,088)
Purchases of securities available for sale	(91,451)	(400,079)
Purchases of securities held to maturity	(15,460)
Proceeds from calls, maturities and paydowns of securities available for sale	114,930	428,649
Proceeds from calls, maturities and paydowns of securities held to maturity	3,129	4,504
Net change in outstanding warehouse lines of credit	14,279	(274,457)
Purchase of non-business acquisition loans, including premiums paid	(4,811)	(48,876)
Net change in other loans	(166,845)	(62,932)
Proceeds from sale of mortgage loans transferred to held for sale		72,330
Proceeds from redemption of Federal Home Loan Bank stock		224
Purchase of Federal Home Loan Bank stock	(3,859)
Proceeds from sales of other real estate owned	2,202	2,660
Net purchases of premises and equipment	(9,236)	(5,466)
Net cash used in investing activities	(157,122)	(292,531)
FINANCING ACTIVITIES:
Net change in deposits	189,037	443,745
Net change in securities sold under agreements to repurchase and other short-term borrowings	(162)	(242,975)
Payments of Federal Home Loan Bank advances	(460,000)	(267,000)
Proceeds from Federal Home Loan Bank advances	415,000	430,000
Payoff of subordinated note, net of common security interest		(4,000)
Repurchase of Class A Common Stock	(558)	(1,134)
Net proceeds from Class A Common Stock options exercised	33	80
Cash dividends paid	(13,129)	(12,467)
Net cash provided by financing activities	130,221	346,249
NET CHANGE IN CASH AND CASH EQUIVALENTS	40,553	92,085
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	289,309	210,082
CASH AND CASH EQUIVALENTS AT END OF PERIOD	329,862	302,167
Cash paid during the period for:
Interest	14,559	13,882
Income taxes	20,570	18,956
SUPPLEMENTAL NONCASH DISCLOSURES:
Transfers from loans to real estate acquired in settlement of loans	$ 556	3,939
Transfers from loans held for investment to held for sale		71,201
Loans provided for sales of other real estate owned		$ 256

BASIS OF PRESENTATION AND SUMMA

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 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”). All significant intercompany balances and transactions are eliminated in consolidation. All companies are collectively referred to as (“Republic” or the “Company”). The Bank is a Kentucky-based, state chartered non-member financial institution that provides both traditional and non-traditional banking products through five reportable 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 a group of 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. 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 and nine months ended September 30, 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 September 30, 2017, the Company was divided into five reportable segments: Traditional Banking, Warehouse Lending (“Warehouse”), Mortgage Banking, Tax Refund Solutions (“TRS”) and Republic Credit Solutions (“RCS”). Management considers the first three segments to collectively constitute “Core Bank” or “Core Banking” operations, while the last two segments collectively constitute Republic Processing Group (“RPG”) operations. The Bank’s Correspondent Lending channel and the Company’s national branchless banking platform, MemoryBank ® , are considered part of the Traditional Banking segment. Prior to the third quarter of 2017, management reported RPG as a segment consisting of its largest division, TRS, along with its relatively smaller divisions, Republic Payment Solutions (“RPS”) and RCS. During the third quarter of 2017, due to RCS’s growth in revenues relative to the total Company’s revenues, management identified TRS and RCS as separate reportable segments under the newly-classified RPG operations. Also, as part of the updated segmentation, management will report the RPS division, which remained below thresholds to be classified a separate reportable segment, within the newly-classified TRS segment. The reportable segments within RPG operations and divisions within those segments operate through the Bank. All prior periods have been reclassified to conform to the current presentation. Core Banking Traditional Banking segment — The Traditional Banking segment provides traditional banking products primarily to customers in the Company’s market footprint. As of September 30, 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. Traditional 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 Traditional 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 Traditional 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, and increases in the cash surrender value of Bank Owned Life Insurance (“BOLI”). Traditional 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. Traditional 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. Warehouse Lending segment — Through its Warehouse Lending segment, 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. Mortgage Banking segment — Mortgage Banking activities primarily include 15-, 20- and 30-year fixed-term single family, first lien residential real estate loans that are originated and sold into the secondary market, primarily to the Federal Home Loan Mortgage Corporation (“FHLMC” or “Freddie Mac”) and the Federal National Mortgage Association (“FNMA” or “Fannie Mae”). The Bank typically retains servicing on loans sold into the secondary market. Administration of loans with servicing retained by the Bank includes collecting principal and interest payments, escrowing funds for property taxes and property insurance, and remitting payments to secondary market investors. A fee is received by the Bank for performing these standard servicing functions. Republic Processing Group Tax Refund Solutions segment — Through the TRS segment, 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 segment occurs in the first half of the year. The TRS segment traditionally operates at a loss during the second half of the year, during which time the segment incurs costs preparing for the upcoming year’s 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 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 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 Payment Solutions division — RPS is managed and operated within the TRS segment. The RPS division is an issuing bank offering general-purpose reloadable prepaid cards through third-party program managers. For the projected near-term, as the prepaid card program matures, the operating results of the RPS division are expected to be immaterial to the Company’s overall results of operations and will be reported as part of the TRS segment. The RPS division will not be considered a separate reportable segment until such time, if any, that it meets quantitative reporting thresholds. 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.” Republic Credit Solutions segment — Through the RCS segment, 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. RCS loans typically earn a higher yield but also have higher credit risk compared to loans originated through the Traditional Banking segment, with a significant portion of RCS clients considered subprime or near-prime borrowers. Additional information regarding consumer loan products offered through RCS follows: · Line of credit – Through RCS, the Bank originates a line-of-credit product, sells 90% of the balances generated within two business days of loan origination and retains the remaining 10% interest. The line-of-credit product represented the substantial majority of RCS activity during 2017 and 2016, as RCS expanded in June 2015 beyond the pilot phase for this product. Loan balances held for sale are carried at the lower of cost or fair value. · Credit card – Through RCS, the Bank originates a credit card product, sells 90% of the balances generated within two business days of each transaction occurrence and retains the remaining 10% interest. The credit card product was first piloted in December 2015. Loan balances held for sale are carried at the lower of cost or fair value. · Healthcare receivables – Through RCS, the Bank originates a healthcare-receivables product through two different third party relationships. For one third party relationship the Bank retains 100% of the receivables originated. For the other third party relationship, the Bank retains 100% of the receivables originated in some instances and sells 100% of the receivables in other instances within one month of origination. The Bank began offering a healthcare-receivables products during 2014. Loan balances held for sale are carried at the lower of cost or fair value. · Installment loan – Through RCS, the Bank originates an installment-loan product and sells 100% of the balances generated approximately 21 days after origination. The installment-loan product was first offered during the first quarter of 2016. Unlike RCS’s other products, the Company carries these installment loans held for sale at fair value, with this portfolio marked to market on a monthly basis. The Company reports interest income and loan origination fees earned on RCS loans under “Loans, including fees,” while any gains or losses on sale and mark-to-market adjustments of RCS loans are reported as noninterest income under “Program fees.” Accounting Standards Updates (“ASUs”) The following ASUs were issued prior to September 30, 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 Financial Statement Impact 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 Modified-retrospective approach. Because most financial instruments are outside the scope of this ASU, the Company believes the impact on its financial statements will likely be immaterial, with the largest impact on the Company's nontraditional products. The Company does expect to take the following actions in association with the adoption of this ASU: 1) amend its accounting policies and procedures to assure proper revenue recognition in conformity with this ASU; 2) update its revenue-recognition financial statement disclosures as guided by this ASU. 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. During 2017, the Company completed a pro forma impact analysis on the Company's financial statements of implementing this standard. Based on this analysis, the Company believes approximately $33 million of leases will be placed on its balance sheet, with this amount increasing both total assets and total liabilities. Additionally, the Company's analysis reflected that this ASU would have minimal impact on the Company's performance metrics, including regulatory capital ratios and return on average assets. From a client perspective, the Company is currently reviewing the impact of this ASU on any debt covenants. 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. As a result of this ASU, the Company expects a substantial, yet fully undetermined, increase in its allowance for credit losses. The Company currently utilizes a third-party software solution as its model to calculate its allowance for loan and lease losses. During 2016 and into 2017, the Company formed a committee to begin the process of transitioning to a current expected credit losses (“CECL”) methodology by the expected adoption date of January 1, 2020. As part of this transition, the committee has analyzed the Company’s loan-level data and preliminarily concluded that no additional loan level segmentation beyond its current methodology segmentation would be warranted under CECL. The Company is also currently analyzing the output from a “beta test” CECL model provided by its third-party software solution. 2017-11 Earnings Per Share (Topic 260) The amendments in this ASU simplify the accounting for certain financial instruments by requiring companies to disregard the "down round feature" when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. Companies that provide earnings per share data ("EPS") will adjust their basic EPS calculation for the effect of the feature when triggered (i.e., when the exercise price of the related equity-linked financial instrument is adjusted downward because of the down round feature) and will also recognize the effect of the trigger within equity. January 1, 2019 Prospectively, early adoption permitted. Immaterial 2017-12 Derivatives and Hedging (Topic 815) The amendments in this ASU make certain targeted improvements to simplify the application of hedge accounting. January 1, 2019 Prospectively, early adoption permitted. Immaterial 2017-13 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842) The amendments in this ASU add Securities and Exchange Commission ("SEC") paragraphs pursuant to an SEC Staff Announcement made at the July 20, 2017 Emerging Issues Task Force meeting. Effective in conjunction with each ASU addressed within this ASU. Not applicable. See above The following ASUs were adopted by the Company during the nine months ended September 30, 2017: ASU. No. Topic Nature of Update Date Adopted Method of Adoption Financial Statement Impact 2016-09 Compensation – Stock Compensation (Topic 718) Provides simplification in areas of accounting for share-based payments, including: the income tax consequences; classification of awards as either equity or liabilities; and classification on the statement of cash flows. Some of the areas for simplification apply only to nonpublic entities. January 1, 2017 Prospectively 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. June 1, 2017 Early adoption, modified retrospective approach. Immaterial

2016 ACQUISITION OF CORNERSTONE

2016 ACQUISITION OF CORNERSTONE BANCORP, INC.	9 Months Ended
	Sep. 30, 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 and nine months ended September 30, 2016, the Company’s consolidated statements of income included approximately $257,000 and $1.2 million of acquisition-related noninterest expense associated with the Cornerstone acquisition.

INVESTMENT SECURITIES

INVESTMENT SECURITIES	9 Months Ended
	Sep. 30, 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 September 30, 2017 (in thousands) Cost Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 236,899 $ 13 $ (653) $ 236,259 Private label mortgage backed security 3,245 1,330 — 4,575 Mortgage backed securities - residential 102,657 1,644 (299) 104,002 Collateralized mortgage obligations 92,348 425 (539) 92,234 Freddie Mac preferred stock — 407 — 407 Community Reinvestment Act mutual fund 2,500 5 (24) 2,481 Corporate bonds 15,002 259 — 15,261 Trust preferred security 3,482 18 — 3,500 Total securities available for sale $ 456,133 $ 4,101 $ (1,515) $ 458,719 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 September 30, 2017 (in thousands) Value Gains Losses Value Mortgage backed securities - residential $ 153 $ 11 $ — $ 164 Collateralized mortgage obligations 24,378 239 (21) 24,596 Corporate bonds 40,182 541 — 40,723 Obligations of state and political subdivisions 464 2 — 466 Total securities held to maturity $ 65,177 $ 793 $ (21) $ 65,949 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 September 30, 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 and nine months ended September 30, 2017 there were no gains or losses on sales or calls of securities available for sale. During the three and nine months ended September 30, 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 September 30, 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 September 30, 2017 (in thousands) Cost Value Value Value Due in one year or less $ 85,073 $ 85,055 $ — $ — Due from one year to five years 156,828 156,225 10,574 10,606 Due from five years to ten years 10,000 10,240 30,072 30,583 Due beyond ten years 3,482 3,500 — — Private label mortgage backed security 3,245 4,575 — — Mortgage backed securities - residential 102,657 104,002 153 164 Collateralized mortgage obligations 92,348 92,234 24,378 24,596 Freddie Mac preferred stock — 407 — — Community Reinvestment Act mutual fund 2,500 2,481 — — Total securities $ 456,133 $ 458,719 $ 65,177 $ 65,949 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 September 30, 2017, the Company’s unrealized gain for its Freddie Mac preferred stock totaled $407,000. Corporate Bonds The Company’s portfolio of corporate 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 11% and 8% of the Bank’s investment portfolio as of September 30, 2017 and December 31, 2016. Mortgage Backed Securities and Collateralized Mortgage Obligations At September 30, 2017, with the exception of the $4.6 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 September 30, 2017 and December 31, 2016, there were gross unrealized losses of $838,000 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 September 30, 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 September 30, 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 $ 9,933 $ (67) $ 186,270 $ (586) $ 196,203 $ (653) Mortgage backed securities - residential — — 48,738 (299) 48,738 (299) Collateralized mortgage obligations — — 41,752 (539) 41,752 (539) Community Reinvestment Act mutual fund 1,476 (24) — — 1,476 (24) Total securities available for sale $ 11,409 $ (91) $ 276,760 $ (1,424) $ 288,169 $ (1,515) 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 September 30, 2017 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities held to maturity: Collateralized mortgage obligations $ — $ — $ 6,602 $ (21) $ 6,602 $ (21) Total securities held to maturity $ — $ — $ 6,602 $ (21) $ 6,602 $ (21) 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 September 30, 2017, the Bank’s security portfolio consisted of 185 securities, 45 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 $4.6 million at September 30, 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) September 30, 2017 December 31, 2016 Carrying amount $ 212,825 $ 231,695 Fair value 213,048 231,891

LOANS HELD FOR SALE

LOANS HELD FOR SALE	9 Months Ended
	Sep. 30, 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 Core Bank’s Mortgage Banking segment, while consumer loans originated for sale are originated and sold through the RCS 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 changes in 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 Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 3,235 $ 6,826 $ 2,198 $ — Origination of consumer loans held for sale 15,066 20,057 46,847 33,714 Proceeds from the sale of consumer loans held for sale (15,115) (25,397) (45,988) (32,355) Net gain on sale of consumer loans held for sale 182 205 311 332 Balance, end of period $ 3,368 $ 1,691 $ 3,368 $ 1,691 Consumer Loans Held for Sale, at Lower of Cost or Fair Value RCS originates for sale its line-of-credit product, credit card product and its health care receivables product. The Bank sells 90% of the line-of-credit and credit card balances within two business days of loan origination and retains a 10% interest. Hospital receivables originated for sale are based on a predetermined pool subject to defined criteria. The line-of-credit product represents the substantial majority of activity in consumer loans held for sale carried at the lower of cost or fair value. 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 Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 2,464 $ 1,122 $ 1,310 $ 514 Origination of consumer loans held for sale 164,815 99,346 407,997 214,716 Proceeds from the sale of consumer loans held for sale (162,947) (100,099) (407,181) (215,573) Net gain on sale of consumer loans held for sale 1,352 724 3,558 1,436 Balance, end of period $ 5,684 $ 1,093 $ 5,684 $ 1,093

LOANS AND ALLOWANCE FOR LOAN AN

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES	9 Months Ended
	Sep. 30, 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) September 30, 2017 December 31, 2016 Traditional Banking: Residential real estate: Owner occupied $ 933,726 $ 1,000,148 Owner occupied - correspondent* 125,643 149,028 Nonowner occupied 193,379 156,605 Commercial real estate 1,161,225 1,060,496 Construction & land development 138,837 119,650 Commercial & industrial 327,214 259,026 Lease financing receivables 15,367 13,614 Home equity 346,154 341,285 Consumer: Credit cards 19,898 13,414 Overdrafts 892 803 Automobile loans 63,639 52,579 Other consumer 13,247 19,744 Total Traditional Banking 3,339,221 3,186,392 Warehouse lines of credit* 571,160 585,439 Total Core Banking 3,910,381 3,771,831 Republic Processing Group*: Tax Refund Solutions: Easy Advances — — Commercial & industrial 265 6,695 Republic Credit Solutions 46,866 32,252 Total Republic Processing Group 47,131 38,947 Total loans** 3,957,512 3,810,778 Allowance for loan and lease losses (40,191) (32,920) Total loans, net $ 3,917,321 $ 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 September 30, 2017 and December 31, 2016: (in thousands) September 30, 2017 December 31, 2016 Contractually receivable $ 3,960,048 $ 3,816,086 Unearned income(1) (1,206) (1,050) Unamortized premiums(2) 1,258 1,838 Unaccreted discounts(3) (6,478) (9,397) Net unamortized deferred origination fees and costs(4) 3,890 3,301 Carrying value of loans $ 3,957,512 $ 3,810,778 (1) Unearned income relates to lease financing receivables. (2) Unamortized 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. (4) Primarily attributable to the Traditional Banking segment. Loan Purchases 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. The volume of loans purchased through the Correspondent Lending channel may fluctuate from time to time based on several factors, including, but not limited to, borrower demand, other investment options and the Bank’s current and forecasted liquidity position. 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 73% of loans acquired through this origination channel as of September 30, 2017, secured by collateral in the state of California. 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 and nine months ended September 30, 2017 and 2016. Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Residential real estate: Owner occupied - correspondent* $ 2,155 $ 9,631 $ 4,811 $ 44,454 Consumer: Other consumer* — — — 4,422 Total purchased loans $ 2,155 $ 9,631 $ 4,811 $ 48,876 * Represents origination amount, inclusive of applicable purchase premiums. 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 September 30, 2017 and December 31, 2016: (in thousands) September 30, 2017 December 31, 2016 Contractually-required principal $ 10,792 $ 15,587 Non-accretable amount (1,747) (1,713) Accretable amount (1,693) (3,600) Carrying value of loans $ 7,352 $ 10,274 The following table presents a rollforward of the accretable amount on all PCI loans: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ (3,333) $ (4,087) $ (3,600) $ (4,125) Transfers between non-accretable and accretable* (44) 179 31 (299) Net accretion into interest income on loans, including loan fees 1,684 48 1,876 945 Generated from acquisition of Cornerstone Bancorp, Inc. (recasted) — — — (381) Balance, end of period $ (1,693) $ (3,860) $ (1,693) $ (3,860) * Transfers are primarily attributable to changes in estimated cash flows of the underlying loans. Credit Quality Indicators Based on the Bank’s internal analyses performed as of September 30, 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: September 30, 2017 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention Substandard Loss Group 1 Substandard Loans* Traditional Banking: Residential real estate: Owner occupied $ — $ 19,866 $ 12,180 $ — $ 182 $ 1,673 $ 33,901 Owner occupied - correspondent — — — — — — — Nonowner occupied — 643 1,016 — 510 — 2,169 Commercial real estate 1,146,117 5,358 4,977 — 4,773 — 1,161,225 Construction & land development 138,095 — 742 — — — 138,837 Commercial & industrial 326,846 263 82 — 23 — 327,214 Lease financing receivables 15,367 — — — — — 15,367 Home equity 83 83 1,743 — 91 97 2,097 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — 97 — — — 97 Other consumer 417 417 240 — 3 — 1,077 Total Traditional Banking 1,626,925 26,630 21,077 — 5,582 1,770 1,681,984 Warehouse lines of credit 571,160 — — — — — 571,160 Total Core Banking 2,198,085 26,630 21,077 — 5,582 1,770 2,253,144 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — Commercial & industrial 265 — — — — — 265 Republic Credit Solutions — — 851 — — — 851 Total Republic Processing Group 265 — 851 — — — 1,116 Total rated loans $ 2,198,350 $ 26,630 $ 21,928 $ — $ 5,582 $ 1,770 $ 2,254,260 December 31, 2016 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention Substandard Loss Group 1 Substandard Loans* Traditional Banking: 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 Home equity — 256 1,763 — 94 99 2,212 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 166 — 1 — 167 Total Traditional Banking 1,432,099 30,702 21,330 — 7,908 2,366 1,494,405 Warehouse lines of credit 585,439 — — — — — 585,439 Total Core Banking 2,017,538 30,702 21,330 — 7,908 2,366 2,079,844 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — Commercial & industrial 6,695 — — — — — 6,695 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 * The above tables exclude all non-classified or non-rated 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 September 30, 2017 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Traditional Banking: Residential real estate: Owner occupied $ 6,740 $ (222) $ (52) $ 107 $ 6,573 $ 7,893 $ (562) $ (56) $ 142 $ 7,417 Owner occupied - correspondent 324 (10) — — 314 592 (200) — — 392 Nonowner occupied 1,237 100 — — 1,337 1,052 113 — — 1,165 Commercial real estate 8,368 325 — 77 8,770 7,805 192 — 34 8,031 Construction & land development 2,508 (435) — 3 2,076 1,332 66 — 10 1,408 Commercial & industrial 1,682 388 (152) 12 1,930 1,441 (182) — 121 1,380 Lease financing receivables 151 11 — — 162 115 13 — — 128 Home equity 3,787 14 (4) 51 3,848 3,016 633 (145) 31 3,535 Consumer: Credit cards 588 50 (38) 6 606 456 105 (91) 17 487 Overdrafts 806 311 (276) 51 892 824 (34) (239) 55 606 Automobile loans 640 40 (12) 1 669 281 178 (12) — 447 Other consumer 918 111 (155) 67 941 585 (33) (180) 70 442 Total Traditional Banking 27,749 683 (689) 375 28,118 25,392 289 (723) 480 25,438 Warehouse lines of credit 1,502 (74) — — 1,428 1,465 188 — — 1,653 Total Core Banking 29,251 609 (689) 375 29,546 26,857 477 (723) 480 27,091 Republic Processing Group: Tax Refund Solutions: Easy Advances — (840) — 840 — — (89) — 89 — Refund Anticipation Loans — — — — — — — — — — Commercial & industrial — — — — — — — — — — Republic Credit Solutions 8,647 4,452 (2,680) 226 10,645 2,451 2,101 (1,348) 141 3,345 Total Republic Processing Group 8,647 3,612 (2,680) 1,066 10,645 2,451 2,012 (1,348) 230 3,345 Total $ 37,898 $ 4,221 $ (3,369) $ 1,441 $ 40,191 $ 29,308 $ 2,489 $ (2,071) $ 710 $ 30,436 Allowance Rollforward Nine Months Ended September 30, 2017 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Traditional Banking: Residential real estate: Owner occupied $ 7,158 $ (653) $ (163) $ 231 $ 6,573 $ 8,301 $ (860) $ (317) $ 293 $ 7,417 Owner occupied - correspondent 373 (59) — — 314 623 (231) — — 392 Nonowner occupied 1,139 212 (14) — 1,337 1,052 105 — 8 1,165 Commercial real estate 8,078 577 — 115 8,770 7,672 260 (41) 140 8,031 Construction & land development 1,850 222 — 4 2,076 1,303 119 (44) 30 1,408 Commercial & industrial 1,511 537 (152) 34 1,930 1,455 130 (330) 125 1,380 Lease financing receivables 136 26 — — 162 89 39 — — 128 Home equity 3,757 62 (99) 128 3,848 2,996 633 (229) 135 3,535 Consumer: Credit cards 490 181 (86) 21 606 448 163 (153) 29 487 Overdrafts 675 731 (687) 173 892 351 639 (571) 187 606 Automobile loans 526 160 (19) 2 669 56 402 (12) 1 447 Other consumer 771 615 (691) 246 941 479 168 (442) 237 442 Total Traditional Banking 26,464 2,611 (1,911) 954 28,118 24,825 1,567 (2,139) 1,185 25,438 Warehouse lines of credit 1,464 (36) — — 1,428 967 686 — — 1,653 Total Core Banking 27,928 2,575 (1,911) 954 29,546 25,792 2,253 (2,139) 1,185 27,091 Republic Processing Group: Tax Refund Solutions: Easy Advances — 7,041 (8,123) 1,082 — — 3,127 (3,474) 347 — Refund Anticipation Loans — (253) — 253 — — (222) — 222 — Commercial & industrial 25 (25) — — — — — — — — Republic Credit Solutions 4,967 12,295 (7,216) 599 10,645 1,699 4,331 (3,004) 319 3,345 Total Republic Processing Group 4,992 19,058 (15,339) 1,934 10,645 1,699 7,236 (6,478) 888 3,345 Total $ 32,920 $ 21,633 $ (17,250) $ 2,888 $ 40,191 $ 27,491 $ 9,489 $ (8,617) $ 2,073 $ 30,436 Nonperforming Loans and Nonperforming Assets Detail of nonperforming loans and nonperforming assets follows: (dollars in thousands) September 30, 2017 December 31, 2016 Loans on nonaccrual status* $ 15,475 $ 15,892 Loans past due 90-days-or-more and still on accrual** 906 167 Total nonperforming loans 16,381 16,059 Other real estate owned 167 1,391 Total nonperforming assets $ 16,548 $ 17,450 Credit Quality Ratios - Total Company: Nonperforming loans to total loans 0.41 % 0.42 % Nonperforming assets to total loans (including OREO) 0.42 0.46 Nonperforming assets to total assets 0.33 0.36 Credit Quality Ratios - Core Bank: Nonperforming loans to total loans 0.40 % 0.42 % Nonperforming assets to total loans (including OREO) 0.40 0.46 Nonperforming assets to total assets 0.32 0.36 *Loans on nonaccrual status include impaired loans. **Loans past due 90-days-or-more and still accruing consist of 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) September 30, 2017 December 31, 2016 September 30, 2017 December 31, 2016 Traditional Banking: Residential real estate: Owner occupied $ 9,528 $ 10,955 $ — $ — Owner occupied - correspondent — — — — Nonowner occupied 21 852 — — Commercial real estate 4,411 2,725 — — Construction & land development 68 77 — — Commercial & industrial 46 154 — — Lease financing receivables — — — — Home equity 1,308 1,069 — — Consumer: Credit cards — — — — Overdrafts — — — — Automobile loans 72 — — — Other consumer 21 60 55 85 Total Traditional Banking 15,475 15,892 55 85 Warehouse lines of credit — — — — Total Core Banking 15,475 15,892 55 85 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — Commercial & industrial — — — — Republic Credit Solutions — — 851 82 Total Republic Processing Group — — 851 82 Total $ 15,475 $ 15,892 $ 906 $ 167 * Loans past due 90-days-or-more and still accruing consist of 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 September 30, 2017 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Traditional Banking: Residential real estate: Owner occupied $ 1,422 $ 442 $ 1,715 $ 3,579 $ 930,147 $ 933,726 Owner occupied - correspondent — — — — 125,643 125,643 Nonowner occupied 658 — — 658 192,721 193,379 Commercial real estate — 379 1,708 2,087 1,159,138 1,161,225 Construction & land development — — — — 138,837 138,837 Commercial & industrial 37 — — 37 327,177 327,214 Lease financing receivables — — — — 15,367 15,367 Home equity 130 181 526 837 345,317 346,154 Consumer: Credit cards 56 40 — 96 19,802 19,898 Overdrafts 208 1 — 209 683 892 Automobile loans 23 25 25 73 63,566 63,639 Other consumer 82 44 54 180 13,067 13,247 Total Traditional Banking 2,616 1,112 4,028 7,756 3,331,465 3,339,221 Warehouse lines of credit — — — — 571,160 571,160 Total Core Banking 2,616 1,112 4,028 7,756 3,902,625 3,910,381 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — Commercial & industrial — — — — 265 265 Republic Credit Solutions 2,793 626 851 4,270 42,596 46,866 Total Republic Processing Group 2,793 626 851 4,270 42,861 47,131 Total $ 5,409 $ 1,738 $ 4,879 $ 12,026 $ 3,945,486 $ 3,957,512 Delinquency ratio*** 0.14 % 0.04 % 0.12 % 0.30 % * 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. 30 - 59 60 - 89 90 or More December 31, 2016 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Traditional Banking: 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 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 Traditional Banking 2,649 608 3,564 6,821 3,179,571 3,186,392 Warehouse lines of credit — — — — 585,439 585,439 Total Core Banking 2,649 608 3,564 6,821 3,765,010 3,771,831 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — Commercial & industrial — — — — 6,695 6,695 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) September 30, 2017 December 31, 2016 Loans with no allocated Allowance $ 19,419 $ 21,416 Loans with allocated Allowance 28,300 31,268 Total impaired loans $ 47,719 $ 52,684 Amount of the allocated Allowance $ 4,584 $ 4,925 Approximately $2 million and $4 million of impaired loans at September 30, 2017 and December 31, 2016 were PCI loans. Approximately $2 million and $3 million of impaired loans at September 30, 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: Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without September 30, 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 Traditional Banking: Residential real estate: Owner occupied $ 2,721 $ 3,519 $ 333 $ — $ 6,573 $ 29,581 $ 902,290 $ 1,673 $ 182 $ 933,726 Owner occupied - correspondent — 314 — — 314 — 125,643 — — 125,643 Nonowner occupied 7 1,323 7 — 1,337 1,526 191,343 259 251 193,379 Commercial real estate 438 8,295 37 — 8,770 10,898 1,145,554 142 4,631 1,161,225 Construction & land development 112 1,964 — — 2,076 742 138,095 — — 138,837 Commercial & industrial 90 1,840 — — 1,930 356 326,835 — 23 327,214 Lease financing receivables — 162 — — 162 — 15,367 — — 15,367 Home equity 539 3,211 98 — 3,848 1,743 344,223 97 91 346,154 Consumer: Credit cards — 606 — — 606 — 19,898 — — 19,898 Overdrafts — 892 — — 892 — 892 — — 892 Automobile loans 30 639 — — 669 97 63,542 — — 63,639 Other consumer 169 769 3 — 941 602 12,642 3 — 13,247 Total Traditional Banking 4,106 23,534 478 — 28,118 45,545 3,286,324 2,174 5,178 3,339,221 Warehouse lines of credit — 1,428 — — 1,428 — 571,160 — — 571,160 Total Core Banking 4,106 24,962 478 — 29,546 45,545 3,857,484 2,174 5,178 3,910,381 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — — — — Commercial & industrial — — — — — — 265 — — 265 Republic Credit Solutions — 10,645 — — 10,645 — 46,866 — — 46,866 Total Republic Processing Group — 10,645 — — 10,645 — 47,131 — — 47,131 Total $ 4,106 $ 35,607 $ 478 $ — $ 40,191 $ 45,545 $ 3,904,615 $ 2,174 $ 5,178 $ 3,957,512 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 Traditional Banking: 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 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 Traditional Banking 4,616 21,539 309 — 26,464 48,856 3,127,262 3,828 6,446 3,186,392 Warehouse lines of credit — 1,464 — — 1,464 — 585,439 — — 585,439 Total Core Banking 4,616 23,003 309 — 27,928 48,856 3,712,701 3,828 6,446 3,771,831 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — — — — Commercial & industrial — 25 — — 25 — 6,695 — — 6,695 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 September 30, 2017 and December 31, 2016 and for the three and nine months ended September 30, 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 Nine Months Ended September 30, 2017 September 30, 2017 September 30, 2017 Cash Basis Cash Basis Unpaid Average Interest Interest Average Interest Interest Principal Recorded Allocated Recorded Income Income Recorded Income Income (in thousands) Balance Investment Allowance Investment Recognized Recognized Investment Recognized Recognized Impaired loans with no allocated Allowance: Residential real estate: Owner occupied $ 11,438 $ 10,620 $ — $ 11,166 $ 39 $ — $ 11,713 $ 117 $ — Owner occupied - correspondent — — — — — — — — — Nonowner occupied 1,512 1,445 — 1,494 23 — 1,444 62 — Commercial real estate 6,787 5,618 — 5,127 19 — 5,140 58 — Construction & land development 596 596 — 597 7 — 537 22 — Commercial & industrial 45 45 — 195 — — 128 1 — Lease financing receivables — — — — — — — — — Home equity 1,026 953 — 1,213 2 — 1,281 10 — Consumer 142 142 — 92 2 — 67 5 — Impaired loans with allocated Allowance: Residential real estate: Owner occupied 20,689 20,634 3,054 20,682 177 — 20,943 529 — Owner occupied - correspondent — — — — — — — — — Nonowner occupied 340 340 14 410 5 — 450 15 — Commercial real estate 5,422 5,422 475 4,895 66 — 5,819 196 — Construction & land development 146 146 112 149 1 — 275 3 — Commercial & industrial 311 311 90 230 2 — 308 7 — Lease financing receivables — — — — — — — — — Home equity 929 887 637 834 — — 820 11 — Consumer 560 560 202 349 2 — 206 8 — Total impaired loans $ 49,943 $ 47,719 $ 4,584 $ 47,433 $ 345 $ — $ 49,131 $ 1,044 $ — As of Three Months Ended Nine Months Ended December 31, 2016 September 30, 2016 September 30, 2016 Cash Basis Cash Basis Unpaid Average Interest Interest Average Interest Interest Principal Recorded Allocated Recorded Income Income Recorded Income Income (in thousands) Balance Investment Allowance Investment Recognized Recognized Investment Recognized Recognized Impaired loans with no allocated Allowance: Residential real estate: Owner occupied $ 13,727 $ 12,629 $ — $ 13,702 $ 37 $ — $ 13,376 $ 104 $ — Owner occupied - correspondent — — — — — — — — — Non owner occupied 1,399 1,376 — 891 — — 1,431 — — Commercial real estate 6,610 5,536 — 6,349 32 — 6,764 109 — Construction & land development 476 476 — 476 5 — 874 15 — Commercial & industrial 67 67 — 192 2 — 103 5 — Lease financing receivables — — — — — — — — — Home equity 1,358 1,287 — 1,610 3 — 1,874 14 — Consumer 45 45 — 47 — — 69 — — Impaired loans with allocated Allowance: Residential real estate: Owner occupied 21,595 21,576 3,361 22,803 204 — 23,936 600 — Owner occupied - correspondent — — — — — — — — — Non owner occupied 491 493 73 832 11 — 977 31 — Commercial real estate 7,397 7,397 577 9,191 93 — 9,369 280 — Construction & land development 405 406 120 421 5 — 482 15 — Commercial & industrial 619 619 227 179 — — 841 — — Lease financing receivables — — — — — — — — — Home equity 742 741 532 236 5 — 203 11 — Consumer 37 36 35 39 — — 42 1 — Total impaired loans $ 54,968 $ 52,684 $ 4,925 $ 56,968 $ 397 $ — $ 60,341 $ 1,185 $ — 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 September 30, 2017 and December 31, 2016, $7 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 September 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 61 $ 4,918 201 $ 22,384 262 $ 27,302 Commercial real estate 6 2,219 13 7,057 19 9,276 Construction & land development 1 68 3 674 4 742 Commercial & industrial — — 2 274 2 274 Total troubled debt restructurings 68 $ 7,205 219 $ 30,389 287 $ 37,594 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 September 30, 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 September 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 1 $ 6 1 $ 467 2 $ 473 Rate reduction 155 19,103 35 3,271 190 22,374 Principal deferral 18 1,937 2 123 20 2,060 Legal modification 23 1,140 27 1,255 50 2,395 Total residential TDRs 197 22,186 65 5,116 262 27,302 Commercial related and construction/land development loans: Interest only payments 3 864 1 379 4 1,243 Rate reduction 7 3,701 2 210 9 3,911 Principal deferral 8 3,440 4 1,698 12 5,138 Total commercial TDRs 18 8,005 7 2,287 25 10,292 Total troubled debt restructurings 215 $ 30,191 72 $ 7,403 287 $ 37,594 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 September 30, 2017 and December 31, 2016, 80% and 72% of the Bank’s TDRs were performing according to their modified terms. The Bank had provided $3 million and $4 million of specific reserve allocations to clients whose loan terms have been modified in TDRs as of September 30, 2017 and December 31, 2016. The Bank had no commitments to lend any additional material amounts to its existing TDR relationships at September 30, 2017 or December 31, 2016. A summary of the categories of TDR loan modifications by respective performance as of September 30, 2017 and 2016 that were modified during the three months ended September 30, 2017 and 2016 follows: Troubled Debt Troubled Debt Restructur

DEPOSITS

DEPOSITS	9 Months Ended
	Sep. 30, 2017
DEPOSITS
DEPOSITS	6. DEPOSITS Ending deposit balances at September 30, 2017 and December 31, 2016 were as follows: (in thousands) September 30, 2017 December 31, 2016 Core Bank: Demand $ 940,081 $ 872,709 Money market accounts 540,521 541,622 Brokered money market accounts 302,469 360,597 Savings 182,153 164,410 Individual retirement accounts* 46,967 42,642 Time deposits, $250 and over* 76,362 37,200 Other certificates of deposit* 177,606 140,894 Brokered certificates of deposit* 41,561 28,666 Total Core Bank interest-bearing deposits 2,307,720 2,188,740 Total Core Bank noninterest-bearing deposits 991,218 943,459 Total Core Bank deposits 3,298,938 3,132,199 Republic Processing Group ("RPG"): Money market accounts 1,595 — Total RPG interest-bearing deposits 1,595 — Brokered prepaid card deposits 1,167 15 Other noninterest-bearing deposits 48,029 28,478 Total RPG noninterest-bearing deposits 49,196 28,493 Total RPG deposits 50,791 28,493 Total deposits $ 3,349,729 $ 3,160,692 *Represents a time deposit. The following table summarizes deposits assumed 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	9 Months Ended
	Sep. 30, 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 September 30, 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) September 30, 2017 December 31, 2016 Outstanding balance at end of period $ 173,311 $ 173,473 Weighted average interest rate at end of period 0.37 % 0.05 % Fair value of securities pledged: U.S. Treasury securities and U.S. Government agencies $ 74,655 $ 116,025 Mortgage backed securities - residential 58,437 45,894 Collateralized mortgage obligations 55,551 41,155 Total securities pledged $ 188,643 $ 203,074 Three Months Ended Nine Months Ended September 30, September 30, (dollars in thousands) 2017 2016 2017 2016 Average outstanding balance during the period $ 208,160 $ 215,343 $ 202,018 $ 296,574 Average interest rate during the period 0.31 % 0.02 % % 0.02 % Maximum outstanding at any month end during the period $ 173,311 $ 169,691 $ 183,709 $ 367,373

FEDERAL HOME LOAN BANK ADVANCES

FEDERAL HOME LOAN BANK ADVANCES	9 Months Ended
	Sep. 30, 2017
FEDERAL HOME LOAN BANK ADVANCES
FEDERAL HOME LOAN BANK ADVANCES	8. FEDERAL HOME LOAN BANK ADVANCES At September 30, 2017 and December 31, 2016, FHLB advances were as follows: (dollars in thousands) September 30, 2017 December 31, 2016 Overnight advances $ 350,000 $ 285,000 Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due in December 2017 10,000 10,000 Fixed interest rate advances 397,500 457,500 Putable fixed interest rate advances — 50,000 Total FHLB advances $ 757,500 $ 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 September 30, 2017 and December 31, 2016, Republic had available borrowing capacity of $337 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 September 30, 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) $ 350,000 1.17 % 2017 (Term) 30,000 1.32 2018 117,500 1.53 2019 100,000 1.80 2020 120,000 1.81 2021 20,000 1.86 2022 10,000 2.08 Thereafter 10,000 2.14 Total $ 757,500 1.46 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 overnight FHLB advances follows: (dollars in thousands) September 30, 2017 December 31, 2016 Outstanding balance at end of period $ 350,000 $ 285,000 Weighted average interest rate at end of period 1.17 % 0.64 % Three Months Ended Nine Months Ended September 30, September 30, (dollars in thousands) 2017 2016 2017 2016 Average outstanding balance during the period $ 224,402 $ 99,946 $ 149,707 $ 78,960 Average interest rate during the period 1.17 % 0.44 % 1.03 % 0.42 % Maximum outstanding at any month end during the period $ 350,000 $ 430,000 $ 625,000 $ 495,000 The following table illustrates real estate loans pledged to collateralize advances and letters of credit with the FHLB: (in thousands) September 30, 2017 December 31, 2016 First lien, single family residential real estate $ 1,127,811 $ 1,172,161 Home equity lines of credit 315,289 300,681 Multi-family commercial real estate — 14,913

OFF BALANCE SHEET RISKS, COMMIT

OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES	9 Months Ended
	Sep. 30, 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) September 30, 2017 December 31, 2016 Unused warehouse lines of credit $ 518,840 $ 453,110 Unused home equity lines of credit 364,319 341,434 Unused loan commitments - other 792,405 560,629 Commitments to purchase loans* 893 3,176 Standby letters of credit 11,195 15,568 Total commitments $ 1,687,652 $ 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	9 Months Ended
	Sep. 30, 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. For its TRUP investment, the Company considered the most recent bid price for the same instrument to approximate market value at September 30, 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 dealer 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. Premises and Equipment carried at fair value: Premises and equipment are accounted for at the lower of cost less accumulated depreciation or fair value less estimated costs to sell. The fair value of Bank premises are commonly based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches, including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers 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. 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 September 30, 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 September 30, 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 $ — $ 236,259 $ — $ 236,259 Private label mortgage backed security — — 4,575 4,575 Mortgage backed securities - residential — 104,002 — 104,002 Collateralized mortgage obligations — 92,234 — 92,234 Freddie Mac preferred stock — 407 — 407 Community Reinvestment Act mutual fund 2,481 — — 2,481 Corporate bonds — 15,261 — 15,261 Trust preferred security — — 3,500 3,500 Total securities available for sale $ 2,481 $ 448,163 $ 8,075 $ 458,719 Mortgage loans held for sale $ — $ 4,083 $ — $ 4,083 Consumer loans held for sale — — 3,368 3,368 Rate lock loan commitments — 484 — 484 Interest rate swap agreements — 620 — 620 Financial liabilities: Mandatory forward contracts $ — $ 44 $ — $ 44 Interest rate swap agreements — 905 — 905 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 and nine months ended September 30, 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 September 30, 2017 and 2016: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 4,540 $ 4,946 $ 4,777 $ 5,132 Total gains or losses included in earnings: Net change in unrealized gain 91 57 244 (91) Principal paydowns (56) (135) (446) (173) Balance, end of period $ 4,575 $ 4,868 $ 4,575 $ 4,868 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 September 30, 2017 and December 31, 2016: Fair Valuation September 30, 2017 (dollars in thousands) Value Technique Unobservable Inputs Range Private label mortgage backed security $ 4,575 Discounted cash flow (1) Constant prepayment rate 3.5% - 6.5% (2) Probability of default 2.5% - 8.0% (3) Loss severity 60% - 85% 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 and nine months ended September 30, 2017 and 2016: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 3,453 $ 3,150 $ 3,200 $ 3,405 Total gains or losses included in earnings: Discount accretion 11 11 33 33 Net change in unrealized loss 36 (61) 267 (338) Balance, end of period $ 3,500 $ 3,100 $ 3,500 $ 3,100 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 September 30, 2017 and December 31, 2016. As of September 30, 2017 and December 31, 2016, the aggregate fair value, contractual balance, and unrealized gain was as follows: (in thousands) September 30, 2017 December 31, 2016 Aggregate fair value $ 4,083 $ 11,662 Contractual balance 3,980 11,568 Unrealized gain 103 94 The total amount of gains and losses from changes in fair value included in earnings for the three and nine months ended September 30, 2017 and 2016 for mortgage loans held for sale are presented in the following table: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Interest income $ 102 $ 76 $ 255 $ 148 Change in fair value (102) 57 9 155 Total included in earnings $ — $ 133 $ 264 $ 303 Consumer Loans Held for Sale During 2016, the RCS segment of the Company’s RPG segment 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 September 30, 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 and nine months ended September, 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 September 30, 2017 and December 31, 2016: Fair Valuation September 30, 2017 (dollars in thousands) Value Technique Unobservable Inputs Rate Consumer loans held for sale $ 3,368 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 September 30, 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) September 30, 2017 December 31, 2016 Aggregate fair value $ 3,368 $ 2,198 Contractual balance 3,189 2,084 Unrealized gain 179 114 The total amount of net gains from changes in fair value included in earnings for the three and nine months ended September 30, 2017 and 2016 for consumer loans held for sale, at fair value, are presented in the following table: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Interest income $ 240 $ 378 $ 748 $ 537 Change in fair value 7 (279) 65 83 Total included in earnings $ 247 $ 99 $ 813 $ 620 Assets measured at fair value on a non-recurring basis are summarized below: Fair Value Measurements at September 30, 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 $ — $ — $ 4,206 $ 4,206 Nonowner occupied — — 26 26 Commercial real estate — — 2,668 2,668 Home equity — — 449 449 Total impaired loans* $ — $ — $ 7,349 $ 7,349 Other real estate owned: Residential real estate $ — $ — $ 83 $ 83 Total other real estate owned $ — $ — $ 83 $ 83 Premises and equipment $ — $ — $ 3,196 $ 3,196 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 Premises and equipment $ — $ — $ 2,407 $ 2,407 * 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 September 30, 2017 (dollars in thousands) Value Technique Inputs Average) Impaired loans - residential real estate owner occupied $ 4,206 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 53% (6%) Impaired loans - residential real estate nonowner occupied $ 26 Sales comparison approach Adjustments determined for differences between comparable sales 4% (4%) Impaired loans - commercial real estate $ 1,357 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 23% (8%) Impaired loans - commercial real estate $ 1,311 Income approach Adjustments for differences between net operating income expectations 17% (17%) Impaired loans - home equity $ 449 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 71% (24%) Other real estate owned - residential real estate $ 83 Sales comparison approach Adjustments determined for differences between comparable sales 86% (86%) Premises and equipment $ 3,196 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 61% (18%) 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%) Premises and equipment $ 2,407 Sales comparison approach Adjustments determined for differences between comparable sales 6% - 50% (22%) 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) September 30, 2017 December 31, 2016 Carrying amount of loans measured at fair value $ 6,576 $ 6,963 Estimated selling costs considered in carrying amount 862 936 Valuation allowance (89) (35) Total fair value $ 7,349 $ 7,864 Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Provisions on collateral-dependent, impaired loans $ 59 $ (16) $ 281 $ (40) 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) September 30, 2017 December 31, 2016 Other real estate owned carried at fair value $ 83 $ 400 Other real estate owned carried at cost 84 991 Total carrying value of other real estate owned $ 167 $ 1,391 Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Other real estate owned write-downs during the period $ 76 $ 200 $ 155 $ 200 Premises and Equipment The Company’s Traditional Banking segment classified four of its former banking centers as held for sale as of September 30, 2017, with three of these former banking centers classified as held for sale as of December 31, 2016. Impairment charges are recorded when the value of a piece of property is reappraised or reassessed below the property’s then-carrying value. Impairment charges related to these properties were as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Impairment charges on premises and equipment $ 965 $ 58 $ 1,082 $ 133 The carrying amounts and estimated fair values of all financial instruments at September 30, 2017 and December 31, 2016 follows: Fair Value Measurements at September 30, 2017: Total Carrying Fair (in thousands) Value Level 1 Level 2 Level 3 Value Assets: Cash and cash equivalents $ 329,862 $ 329,862 $ — $ — $ 329,862 Securities available for sale 458,719 2,481 448,163 8,075 458,719 Securities held to maturity 65,177 — 65,949 — 65,949 Mortgage loans held for sale, at fair value 4,083 — 4,083 — 4,083 Consumer loans held for sale, at fair value 3,368 — — 3,368 3,368 Consumer loans held for sale, at the lower of cost or fair value 5,684 — 5,684 — 5,684 Loans, net 3,917,321 — — 3,895,200 3,895,200 Federal Home Loan Bank stock 32,067 — — — NA Accrued interest receivable 11,357 — 11,357 — 11,357 Liabilities: Noninterest-bearing deposits $ 1,040,414 — $ 1,040,414 — $ 1,040,414 Transaction deposits 1,966,819 — 1,966,819 — 1,966,819 Time deposits 342,496 — 341,510 — 341,510 Securities sold under agreements to repurchase and other short-term borrowings 173,311 — 173,311 — 173,311 Federal Home Loan Bank advances 757,500 — 753,504 — 753,504 Subordinated note 41,240 — 36,188 — 36,188 Accrued interest payable 936 — 936 — 936 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	9 Months Ended
	Sep. 30, 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 Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 6,057 $ 12,280 $ 11,662 $ 4,083 Origination of mortgage loans held for sale 43,489 58,820 119,265 154,607 Transferred from held for investment to held for sale — 71,201 — 71,201 Proceeds from the sale of mortgage loans held for sale (46,428) (136,946) (130,065) (227,096) Net gain on sale of mortgage loans held for sale 965 3,087 3,221 5,647 Balance, end of period $ 4,083 $ 8,442 $ 4,083 $ 8,442 The following table presents the components of Mortgage Banking income: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Net gain realized on sale of mortgage loans held for sale $ 1,161 $ 1,754 $ 3,275 $ 3,861 Net gain realized on sale of mortgage loans transferred from held for investment to held for sale — 1,129 — 1,129 Net change in fair value recognized on loans held for sale (102) 57 9 155 Net change in fair value recognized on rate lock loan commitments (98) 69 185 604 Net change in fair value recognized on forward contracts 4 78 (248) (102) Net gain recognized 965 3,087 3,221 5,647 Loan servicing income 527 511 1,590 1,455 Amortization of mortgage servicing rights (390) (517) (1,104) (1,200) Net servicing income recognized 137 (6) 486 255 Total Mortgage Banking income $ 1,102 $ 3,081 $ 3,707 $ 5,902 Activity for capitalized mortgage servicing rights was as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 5,158 $ 4,998 $ 5,180 $ 4,912 Additions 360 857 1,052 1,626 Amortized to expense (390) (517) (1,104) (1,200) Balance, end of period $ 5,128 $ 5,338 $ 5,128 $ 5,338 There was no balance or activity in the valuation allowance for capitalized mortgage servicing rights for the three and nine months ended September 30, 2017 and 2016. Other information relating to mortgage servicing rights follows: (dollars in thousands) September 30, 2017 December 31, 2016 Fair value of mortgage servicing rights portfolio $ 7,729 $ 7,478 Monthly weighted average prepayment rate of unpaid principal balance* 204 % 158 % Discount rate 10 % 13 % Weighted average default rate 3.72 % 1.50 % 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: September 30, 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 $ 3,980 $ 4,083 $ 11,568 $ 11,662 Included in other assets: Rate lock loan commitments $ 19,810 $ 484 $ 19,521 $ 299 Mandatory forward contracts — — 25,618 204 Included in other liabilities: Mandatory forward contracts $ 24,724 $ 44 $ — $ —

INTEREST RATE SWAPS

INTEREST RATE SWAPS	9 Months Ended
	Sep. 30, 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 September 30, 2017 and December 31, 2016: September 30, 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 $ (126) $ (82) $ (186) $ (121) Interest rate swap on FHLB advance 10,000 2.33 % 3M LIBOR 12/2013 - 12/2020 (159) (103) (207) (135) $ 20,000 $ (285) $ (185) $ (393) $ (256) The following table reflects the total interest expense recorded on these swap transactions in the consolidated statements of income for the three and nine months ended September 30, 2017 and 2016: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Interest rate swap on money market deposits $ 27 $ 42 $ 87 $ 128 Interest rate swap on FHLB advance 24 41 88 128 Total interest expense on swap transactions $ 51 $ 83 $ 175 $ 256 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 and nine months ended September 30, 2017 and 2016: \ Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Gains (losses) recognized in OCI on derivative (effective portion) $ 9 $ 127 $ (67) $ (663) Losses reclassified from OCI on derivative (effective portion) (51) (83) (175) (256) Gains (losses) recognized in income on derivative (ineffective portion) — — — — The estimated net amount of existing losses reported in AOCI at September 30, 2017 expected to be reclassified into earnings within the next 12 months is $156,000 . 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 September 30, 2017 and December 31, 2016 is included in the following table: September 30, 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 $ 53,536 $ 477 $ 31,553 $ 156 Offsetting interest rate swaps with institutional swap dealer Pay fixed/receive variable 53,536 (477) 31,553 (55) Total $ 107,072 $ — $ 63,106 $ 101 The Bank is required to pledge securities as collateral when the Bank is in a net loss position exceeding $250,000 for all swaps with dealer counterparties. The fair value of cash or investment securities pledged as collateral by the Bank to cover such net loss positions totaled $1.5 million and $1.8 million at September 30, 2017 and December 31, 2016.

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 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 Nine Months Ended September 30, September 30, (in thousands, except per share data) 2017 2016 2017 2016 Net income $ 10,706 $ 9,828 $ 40,794 $ 35,903 Weighted average shares outstanding 21,153 20,925 20,921 20,946 Effect of dilutive securities 83 13 79 11 Average shares outstanding including dilutive securities 21,236 20,938 21,000 20,957 Basic earnings per share: Class A Common Stock $ 0.51 $ 0.47 $ 1.97 $ 1.73 Class B Common Stock 0.47 0.43 1.79 1.58 Diluted earnings per share: Class A Common Stock $ 0.51 $ 0.47 $ 1.96 $ 1.73 Class B Common Stock 0.47 0.43 1.78 1.57 Stock options excluded from the detailed earnings per share calculation because their impact was antidilutive are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Antidilutive stock options 4,500 5,000 4,500 7,500 Average antidilutive stock options 3,833 2,500 1,667 5,000

STOCK PLANS AND STOCK BASED COM

STOCK PLANS AND STOCK BASED COMPENSATION	9 Months Ended
	Sep. 30, 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 September 30, 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 4,500 35.54 Exercised (2,000) 16.61 Forfeited or expired (2,000) 24.93 Outstanding, September 30, 2017 313,100 $ 24.69 3.01 $ 4,445,192 Fully vested and unvested 313,100 $ 24.69 3.01 $ 4,445,192 Exercisable (vested) at September 30, 2017 1,500 $ 23.65 0.95 $ 22,860 Information related to stock options for each period follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share data) 2017 2016 2017 2016 Intrinsic value of options exercised $ — $ — $ 44 $ 18 Cash received from options exercised, net of shares redeemed — — 33 80 Weighted-average fair value per share of options granted — — 3.99 3.27 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 September 30, 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 7,413 35.77 Forfeited — — Earned and issued (4,803) 35.68 Outstanding, September 30, 2017 79,610 $ 20.54 Unvested 79,610 $ 20.54 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 September 30, 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 (2,500) 25.29 Earned and issued — — Outstanding, September 30, 2017 52,500 $ 23.08 Unvested 52,500 $ 23.08 Expense Related to the 2015 Stock Incentive Plan The Company recorded expense related to the 2015 Plan for the three and nine months ended September 30, 2017 and 2016 as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Stock option expense $ 65 $ 58 $ 191 $ 184 Restricted stock award expense 81 72 373 189 Performance stock unit expense 127 127 364 381 Total expense $ 273 $ 257 $ 928 $ 754 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 $ 65 $ 70 $ 127 $ 262 2018 257 138 198 593 2019 148 35 — 183 2020 37 27 — 64 2021 5 12 — 17 2022 1 2 — 3 Total $ 513 $ 284 $ 325 $ 1,122

OTHER COMPREHENSIVE INCOME

OTHER COMPREHENSIVE INCOME	9 Months Ended
	Sep. 30, 2017
OTHER COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME	15. OTHER COMPREHENSIVE INCOME OCI components and related tax effects were as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Available for Sale Securities: Change in unrealized gain (loss) on securities available for sale $ (237) $ (788) $ 892 $ 1,920 Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 90 57 244 (91) Net unrealized gains (losses) (147) (731) 1,136 1,829 Tax effect 51 255 (399) (640) Net of tax (96) (476) 737 1,189 Cash Flow Hedges: Change in fair value of derivatives used for cash flow hedges 9 127 (67) (663) Reclassification amount for derivative losses realized in income 51 83 175 256 Net unrealized gains (losses) 60 210 108 (407) Tax effect (21) (75) (37) 143 Net of tax 39 135 71 (264) Total other comprehensive income (loss) components, net of tax $ (57) $ (341) $ 808 $ 925 Significant amounts reclassified out of each component of AOCI for the three and nine months ended September 30, 2017 and 2016: Amounts Reclassified From Accumulated Other Comprehensive Income Affected Line Items Three Months Ended Nine Months Ended in the Consolidated September 30, September 30, (in thousands) Statements of Income 2017 2016 2017 2016 Cash Flow Hedges: Interest rate swap on money market deposits Interest expense on deposits $ (27) $ (42) $ (87) $ (128) Interest rate swap on FHLB advance Interest expense on FHLB advances (24) (41) (88) (128) Total derivative losses on cash flow hedges Total interest expense (51) (83) (175) (256) Tax effect Income tax expense 18 29 61 90 Net of tax Net income $ (33) $ (54) $ (114) $ (166) The following is a summary of the AOCI balances, net of tax: 2017 (in thousands) December 31, 2016 Change September 30, 2017 Unrealized gain on securities available for sale $ 237 $ 579 $ 816 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 706 158 864 Unrealized loss on cash flow hedge (256) 71 (185) Total unrealized gain $ 687 $ 808 $ 1,495 2016 (in thousands) December 31, 2015 Change September 30, 2016 Unrealized gain on securities available for sale $ 1,727 $ 1,247 $ 2,974 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 712 (58) 654 Unrealized loss on cash flow hedge (390) (264) (654) Total unrealized gain $ 2,049 $ 925 $ 2,974

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 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 September 30, 2017, the Company was divided into five reportable segments: Traditional Banking, Warehouse Lending (“Warehouse”), Mortgage Banking, Tax Refund Solutions (“TRS”) and Republic Credit Solutions (“RCS”). Management considers the first three segments to collectively constitute “Core Bank” or “Core Banking” operations, while the last two segments collectively constitute Republic Processing Group (“RPG) operations. The Bank’s Correspondent Lending channel and the Company’s national branchless banking platform, MemoryBank, are considered part of the Traditional Banking segment. Prior to the third quarter of 2017, management reported RPG as a segment consisting of its largest division, TRS, along with its relatively smaller divisions, Republic Payment Solutions (“RPS”) and RCS. During the third quarter of 2017, due to RCS’s growth in revenues relative to the total Company’s revenues, management identified TRS and RCS as separate reportable segments under the newly-classified RPG operations. Also, as part of the updated segmentation, management will report the RPS division, which remained below thresholds to be classified a separate reportable segment, within the newly-classified TRS segment. The reportable segments within RPG operations and divisions within those segments operate through the Bank. All prior periods have been reclassified to conform to the current presentation. The nature of segment operations and the primary drivers of net revenues by reportable segment are provided below: Reportable Segment: Nature of Operations: Primary Drivers of Net Revenues: Core Banking: 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. Warehouse Lending Provides short-term, revolving credit facilities to mortgage bankers across the United States. 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 the Bank's market footprint. Loan sales and servicing. Republic Processing Group: Tax Refund Solutions TRS offers tax-related credit products and facilitates the receipt and payment of federal and state tax refund products. The RPS division of TRS offers general-purpose reloadable cards. TRS and RPS products are primarily provided to clients outside of the Bank’s market footprint. Loans, refund transfers, and prepaid cards. Republic Credit Solutions Offers short-term credit products. RCS products are primarily provided to clients outside of the Bank’s market footprint. 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 September 30, 2017 and 2016 follows: Three Months Ended September 30, 2017 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 37,396 $ 4,737 $ 102 $ 42,235 $ 60 $ 6,012 $ 6,072 $ 48,307 Provision for loan and lease losses 683 (74) — 609 (840) 4,452 3,612 4,221 Net refund transfer fees — — — — 177 — 177 177 Mortgage banking income — — 1,102 1,102 — — — 1,102 Program fees — — — — 63 1,534 1,597 1,597 Other noninterest income 7,130 11 65 7,206 16 276 292 7,498 Total noninterest income 7,130 11 1,167 8,308 256 1,810 2,066 10,374 Total noninterest expense 32,280 848 1,149 34,277 2,851 898 3,749 38,026 Income (loss) before income tax expense 11,563 3,974 120 15,657 (1,695) 2,472 777 16,434 Income tax expense (benefit) 3,951 1,454 41 5,446 (615) 897 282 5,728 Net income (loss) $ 7,612 $ 2,520 $ 79 $ 10,211 $ (1,080) $ 1,575 $ 495 $ 10,706 Segment end-of-period assets $ 4,361,591 $ 570,676 $ 9,395 $ 4,941,662 $ 13,090 $ 38,422 $ 51,512 $ 4,993,174 Net interest margin 3.70 % 3.54 % NM 3.68 % NM NM NM 4.17 % Three Months Ended September 30, 2016 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 31,134 $ 4,924 $ 76 $ 36,134 $ 38 $ 3,226 $ 3,264 $ 39,398 Provision for loan and lease losses 289 188 — 477 (89) 2,101 2,012 2,489 Net refund transfer fees — — — — 132 — 132 132 Mortgage banking income — — 3,081 3,081 — — — 3,081 Program fees — — — — 29 950 979 979 Other noninterest income 6,899 4 57 6,960 13 136 149 7,109 Total noninterest income 6,899 4 3,138 10,041 174 1,086 1,260 11,301 Total noninterest expense 28,939 727 1,184 30,850 2,075 609 2,684 33,534 Income (loss) before income tax expense 8,805 4,013 2,030 14,848 (1,774) 1,602 (172) 14,676 Income tax expense (benefit) 2,707 1,493 710 4,910 (642) 580 (62) 4,848 Net income (loss) $ 6,098 $ 2,520 $ 1,320 $ 9,938 $ (1,132) $ 1,022 $ (110) $ 9,828 Segment end-of-period assets $ 4,109,464 $ 660,410 $ 15,003 $ 4,784,877 $ 26,608 $ 15,792 $ 42,400 $ 4,827,277 Net interest margin 3.35 % 3.63 % NM 3.38 % NM NM NM 3.65 % Segment assets are reported as of the respective period ends while income and margin data are reported for the respective periods. NM — Not Meaningful Segment information for the nine months ended September 30, 2017 and 2016 follows: Nine Months Ended September 30, 2017 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 103,490 $ 13,073 $ 255 $ 116,818 $ 15,179 $ 15,885 $ 31,064 $ 147,882 Provision for loan and lease losses 2,611 (36) — 2,575 6,763 12,295 19,058 21,633 Net refund transfer fees — — — — 18,329 — 18,329 18,329 Mortgage banking income — — 3,707 3,707 — — — 3,707 Program fees — — — — 103 3,869 3,972 3,972 Other noninterest income 20,618 27 192 20,837 152 1,227 1,379 22,216 Total noninterest income 20,618 27 3,899 24,544 18,584 5,096 23,680 48,224 Total noninterest expense 93,552 2,448 3,347 99,347 10,891 2,461 13,352 112,699 Income before income tax expense 27,945 10,688 807 39,440 16,109 6,225 22,334 61,774 Income tax expense 8,684 3,909 282 12,875 5,846 2,259 8,105 20,980 Net income $ 19,261 $ 6,779 $ 525 $ 26,565 $ 10,263 $ 3,966 $ 14,229 $ 40,794 Segment end-of-period assets $ 4,361,591 $ 570,676 $ 9,395 $ 4,941,662 $ 13,090 $ 38,422 $ 51,512 $ 4,993,174 Net interest margin 3.48 % 3.58 % NM 3.49 % NM NM NM 4.34 % Nine Months Ended September 30, 2016 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 89,279 $ 11,369 $ 148 $ 100,796 $ 6,589 $ 7,024 $ 13,613 $ 114,409 Provision for loan and lease losses 1,567 686 — 2,253 2,905 4,331 7,236 9,489 Net refund transfer fees — — — — 19,119 — 19,119 19,119 Mortgage banking income — — 5,902 5,902 — — — 5,902 Program fees — — — — 174 1,768 1,942 1,942 Other noninterest income 19,380 14 212 19,606 176 279 455 20,061 Total noninterest income 19,380 14 6,114 25,508 19,469 2,047 21,516 47,024 Total noninterest expense 81,551 2,157 3,576 87,284 9,029 1,628 10,657 97,941 Income before income tax expense 25,541 8,540 2,686 36,767 14,124 3,112 17,236 54,003 Income tax expense 7,733 3,174 940 11,847 5,125 1,128 6,253 18,100 Net income $ 17,808 $ 5,366 $ 1,746 $ 24,920 $ 8,999 $ 1,984 $ 10,983 $ 35,903 Segment end-of-period assets $ 4,109,464 $ 660,410 $ 15,003 $ 4,784,877 $ 26,608 $ 15,792 $ 42,400 $ 4,827,277 Net interest margin 3.22 % 3.64 % NM 3.26 % NM NM NM 3.62 % 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)	9 Months Ended
	Sep. 30, 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”). All significant intercompany balances and transactions are eliminated in consolidation. All companies are collectively referred to as (“Republic” or the “Company”). The Bank is a Kentucky-based, state chartered non-member financial institution that provides both traditional and non-traditional banking products through five reportable 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 a group of 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. 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 and nine months ended September 30, 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 September 30, 2017, the Company was divided into five reportable segments: Traditional Banking, Warehouse Lending (“Warehouse”), Mortgage Banking, Tax Refund Solutions (“TRS”) and Republic Credit Solutions (“RCS”). Management considers the first three segments to collectively constitute “Core Bank” or “Core Banking” operations, while the last two segments collectively constitute Republic Processing Group (“RPG”) operations. The Bank’s Correspondent Lending channel and the Company’s national branchless banking platform, MemoryBank ® , are considered part of the Traditional Banking segment. Prior to the third quarter of 2017, management reported RPG as a segment consisting of its largest division, TRS, along with its relatively smaller divisions, Republic Payment Solutions (“RPS”) and RCS. During the third quarter of 2017, due to RCS’s growth in revenues relative to the total Company’s revenues, management identified TRS and RCS as separate reportable segments under the newly-classified RPG operations. Also, as part of the updated segmentation, management will report the RPS division, which remained below thresholds to be classified a separate reportable segment, within the newly-classified TRS segment. The reportable segments within RPG operations and divisions within those segments operate through the Bank. All prior periods have been reclassified to conform to the current presentation. Core Banking Traditional Banking segment — The Traditional Banking segment provides traditional banking products primarily to customers in the Company’s market footprint. As of September 30, 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. Traditional 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 Traditional 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 Traditional 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, and increases in the cash surrender value of Bank Owned Life Insurance (“BOLI”). Traditional 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. Traditional 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. Warehouse Lending segment — Through its Warehouse Lending segment, 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. Mortgage Banking segment — Mortgage Banking activities primarily include 15-, 20- and 30-year fixed-term single family, first lien residential real estate loans that are originated and sold into the secondary market, primarily to the Federal Home Loan Mortgage Corporation (“FHLMC” or “Freddie Mac”) and the Federal National Mortgage Association (“FNMA” or “Fannie Mae”). The Bank typically retains servicing on loans sold into the secondary market. Administration of loans with servicing retained by the Bank includes collecting principal and interest payments, escrowing funds for property taxes and property insurance, and remitting payments to secondary market investors. A fee is received by the Bank for performing these standard servicing functions. Republic Processing Group Tax Refund Solutions segment — Through the TRS segment, 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 segment occurs in the first half of the year. The TRS segment traditionally operates at a loss during the second half of the year, during which time the segment incurs costs preparing for the upcoming year’s 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 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 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 Payment Solutions division — RPS is managed and operated within the TRS segment. The RPS division is an issuing bank offering general-purpose reloadable prepaid cards through third-party program managers. For the projected near-term, as the prepaid card program matures, the operating results of the RPS division are expected to be immaterial to the Company’s overall results of operations and will be reported as part of the TRS segment. The RPS division will not be considered a separate reportable segment until such time, if any, that it meets quantitative reporting thresholds. 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.” Republic Credit Solutions segment — Through the RCS segment, 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. RCS loans typically earn a higher yield but also have higher credit risk compared to loans originated through the Traditional Banking segment, with a significant portion of RCS clients considered subprime or near-prime borrowers. Additional information regarding consumer loan products offered through RCS follows: · Line of credit – Through RCS, the Bank originates a line-of-credit product, sells 90% of the balances generated within two business days of loan origination and retains the remaining 10% interest. The line-of-credit product represented the substantial majority of RCS activity during 2017 and 2016, as RCS expanded in June 2015 beyond the pilot phase for this product. Loan balances held for sale are carried at the lower of cost or fair value. · Credit card – Through RCS, the Bank originates a credit card product, sells 90% of the balances generated within two business days of each transaction occurrence and retains the remaining 10% interest. The credit card product was first piloted in December 2015. Loan balances held for sale are carried at the lower of cost or fair value. · Healthcare receivables – Through RCS, the Bank originates a healthcare-receivables product through two different third party relationships. For one third party relationship the Bank retains 100% of the receivables originated. For the other third party relationship, the Bank retains 100% of the receivables originated in some instances and sells 100% of the receivables in other instances within one month of origination. The Bank began offering a healthcare-receivables products during 2014. Loan balances held for sale are carried at the lower of cost or fair value. · Installment loan – Through RCS, the Bank originates an installment-loan product and sells 100% of the balances generated approximately 21 days after origination. The installment-loan product was first offered during the first quarter of 2016. Unlike RCS’s other products, the Company carries these installment loans held for sale at fair value, with this portfolio marked to market on a monthly basis. The Company reports interest income and loan origination fees earned on RCS loans under “Loans, including fees,” while any gains or losses on sale and mark-to-market adjustments of RCS loans are reported as noninterest income under “Program fees.”
Accounting Standards Update (“ASUs”)	Accounting Standards Updates (“ASUs”) The following ASUs were issued prior to September 30, 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 Financial Statement Impact 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 Modified-retrospective approach. Because most financial instruments are outside the scope of this ASU, the Company believes the impact on its financial statements will likely be immaterial, with the largest impact on the Company's nontraditional products. The Company does expect to take the following actions in association with the adoption of this ASU: 1) amend its accounting policies and procedures to assure proper revenue recognition in conformity with this ASU; 2) update its revenue-recognition financial statement disclosures as guided by this ASU. 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. During 2017, the Company completed a pro forma impact analysis on the Company's financial statements of implementing this standard. Based on this analysis, the Company believes approximately $33 million of leases will be placed on its balance sheet, with this amount increasing both total assets and total liabilities. Additionally, the Company's analysis reflected that this ASU would have minimal impact on the Company's performance metrics, including regulatory capital ratios and return on average assets. From a client perspective, the Company is currently reviewing the impact of this ASU on any debt covenants. 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. As a result of this ASU, the Company expects a substantial, yet fully undetermined, increase in its allowance for credit losses. The Company currently utilizes a third-party software solution as its model to calculate its allowance for loan and lease losses. During 2016 and into 2017, the Company formed a committee to begin the process of transitioning to a current expected credit losses (“CECL”) methodology by the expected adoption date of January 1, 2020. As part of this transition, the committee has analyzed the Company’s loan-level data and preliminarily concluded that no additional loan level segmentation beyond its current methodology segmentation would be warranted under CECL. The Company is also currently analyzing the output from a “beta test” CECL model provided by its third-party software solution. 2017-11 Earnings Per Share (Topic 260) The amendments in this ASU simplify the accounting for certain financial instruments by requiring companies to disregard the "down round feature" when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. Companies that provide earnings per share data ("EPS") will adjust their basic EPS calculation for the effect of the feature when triggered (i.e., when the exercise price of the related equity-linked financial instrument is adjusted downward because of the down round feature) and will also recognize the effect of the trigger within equity. January 1, 2019 Prospectively, early adoption permitted. Immaterial 2017-12 Derivatives and Hedging (Topic 815) The amendments in this ASU make certain targeted improvements to simplify the application of hedge accounting. January 1, 2019 Prospectively, early adoption permitted. Immaterial 2017-13 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842) The amendments in this ASU add Securities and Exchange Commission ("SEC") paragraphs pursuant to an SEC Staff Announcement made at the July 20, 2017 Emerging Issues Task Force meeting. Effective in conjunction with each ASU addressed within this ASU. Not applicable. See above The following ASUs were adopted by the Company during the nine months ended September 30, 2017: ASU. No. Topic Nature of Update Date Adopted Method of Adoption Financial Statement Impact 2016-09 Compensation – Stock Compensation (Topic 718) Provides simplification in areas of accounting for share-based payments, including: the income tax consequences; classification of awards as either equity or liabilities; and classification on the statement of cash flows. Some of the areas for simplification apply only to nonpublic entities. January 1, 2017 Prospectively 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. June 1, 2017 Early adoption, modified retrospective approach. Immaterial

BASIS OF PRESENTATION AND SUM25

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2017
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedules of Accounting Standards Updates	ASU. No. Topic Nature of Update Date Adoption Required Method of Adoption Expected Financial Statement Impact 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 Modified-retrospective approach. Because most financial instruments are outside the scope of this ASU, the Company believes the impact on its financial statements will likely be immaterial, with the largest impact on the Company's nontraditional products. The Company does expect to take the following actions in association with the adoption of this ASU: 1) amend its accounting policies and procedures to assure proper revenue recognition in conformity with this ASU; 2) update its revenue-recognition financial statement disclosures as guided by this ASU. 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. During 2017, the Company completed a pro forma impact analysis on the Company's financial statements of implementing this standard. Based on this analysis, the Company believes approximately $33 million of leases will be placed on its balance sheet, with this amount increasing both total assets and total liabilities. Additionally, the Company's analysis reflected that this ASU would have minimal impact on the Company's performance metrics, including regulatory capital ratios and return on average assets. From a client perspective, the Company is currently reviewing the impact of this ASU on any debt covenants. 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. As a result of this ASU, the Company expects a substantial, yet fully undetermined, increase in its allowance for credit losses. The Company currently utilizes a third-party software solution as its model to calculate its allowance for loan and lease losses. During 2016 and into 2017, the Company formed a committee to begin the process of transitioning to a current expected credit losses (“CECL”) methodology by the expected adoption date of January 1, 2020. As part of this transition, the committee has analyzed the Company’s loan-level data and preliminarily concluded that no additional loan level segmentation beyond its current methodology segmentation would be warranted under CECL. The Company is also currently analyzing the output from a “beta test” CECL model provided by its third-party software solution. 2017-11 Earnings Per Share (Topic 260) The amendments in this ASU simplify the accounting for certain financial instruments by requiring companies to disregard the "down round feature" when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. Companies that provide earnings per share data ("EPS") will adjust their basic EPS calculation for the effect of the feature when triggered (i.e., when the exercise price of the related equity-linked financial instrument is adjusted downward because of the down round feature) and will also recognize the effect of the trigger within equity. January 1, 2019 Prospectively, early adoption permitted. Immaterial 2017-12 Derivatives and Hedging (Topic 815) The amendments in this ASU make certain targeted improvements to simplify the application of hedge accounting. January 1, 2019 Prospectively, early adoption permitted. Immaterial 2017-13 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842) The amendments in this ASU add Securities and Exchange Commission ("SEC") paragraphs pursuant to an SEC Staff Announcement made at the July 20, 2017 Emerging Issues Task Force meeting. Effective in conjunction with each ASU addressed within this ASU. Not applicable. See above The following ASUs were adopted by the Company during the nine months ended September 30, 2017: ASU. No. Topic Nature of Update Date Adopted Method of Adoption Financial Statement Impact 2016-09 Compensation – Stock Compensation (Topic 718) Provides simplification in areas of accounting for share-based payments, including: the income tax consequences; classification of awards as either equity or liabilities; and classification on the statement of cash flows. Some of the areas for simplification apply only to nonpublic entities. January 1, 2017 Prospectively 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. June 1, 2017 Early adoption, modified retrospective approach. Immaterial

2016 ACQUISITION OF CORNERSTO26

2016 ACQUISITION OF CORNERSTONE BANCORP, INC. (Tables)	9 Months Ended
	Sep. 30, 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)	9 Months Ended
	Sep. 30, 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 September 30, 2017 (in thousands) Cost Gains Losses Value U.S. Treasury securities and U.S. Government agencies $ 236,899 $ 13 $ (653) $ 236,259 Private label mortgage backed security 3,245 1,330 — 4,575 Mortgage backed securities - residential 102,657 1,644 (299) 104,002 Collateralized mortgage obligations 92,348 425 (539) 92,234 Freddie Mac preferred stock — 407 — 407 Community Reinvestment Act mutual fund 2,500 5 (24) 2,481 Corporate bonds 15,002 259 — 15,261 Trust preferred security 3,482 18 — 3,500 Total securities available for sale $ 456,133 $ 4,101 $ (1,515) $ 458,719 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 September 30, 2017 (in thousands) Value Gains Losses Value Mortgage backed securities - residential $ 153 $ 11 $ — $ 164 Collateralized mortgage obligations 24,378 239 (21) 24,596 Corporate bonds 40,182 541 — 40,723 Obligations of state and political subdivisions 464 2 — 466 Total securities held to maturity $ 65,177 $ 793 $ (21) $ 65,949 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 September 30, 2017 (in thousands) Cost Value Value Value Due in one year or less $ 85,073 $ 85,055 $ — $ — Due from one year to five years 156,828 156,225 10,574 10,606 Due from five years to ten years 10,000 10,240 30,072 30,583 Due beyond ten years 3,482 3,500 — — Private label mortgage backed security 3,245 4,575 — — Mortgage backed securities - residential 102,657 104,002 153 164 Collateralized mortgage obligations 92,348 92,234 24,378 24,596 Freddie Mac preferred stock — 407 — — Community Reinvestment Act mutual fund 2,500 2,481 — — Total securities $ 456,133 $ 458,719 $ 65,177 $ 65,949
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 September 30, 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 $ 9,933 $ (67) $ 186,270 $ (586) $ 196,203 $ (653) Mortgage backed securities - residential — — 48,738 (299) 48,738 (299) Collateralized mortgage obligations — — 41,752 (539) 41,752 (539) Community Reinvestment Act mutual fund 1,476 (24) — — 1,476 (24) Total securities available for sale $ 11,409 $ (91) $ 276,760 $ (1,424) $ 288,169 $ (1,515) 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 September 30, 2017 (in thousands) Fair Value Losses Fair Value Losses Fair Value Losses Securities held to maturity: Collateralized mortgage obligations $ — $ — $ 6,602 $ (21) $ 6,602 $ (21) Total securities held to maturity $ — $ — $ 6,602 $ (21) $ 6,602 $ (21) 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) September 30, 2017 December 31, 2016 Carrying amount $ 212,825 $ 231,695 Fair value 213,048 231,891

LOANS HELD FOR SALE (Tables)

LOANS HELD FOR SALE (Tables)	9 Months Ended
	Sep. 30, 2017
LOANS HELD FOR SALE.
Schedule of activity of consumer loans held for sale and carried at fair value	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 3,235 $ 6,826 $ 2,198 $ — Origination of consumer loans held for sale 15,066 20,057 46,847 33,714 Proceeds from the sale of consumer loans held for sale (15,115) (25,397) (45,988) (32,355) Net gain on sale of consumer loans held for sale 182 205 311 332 Balance, end of period $ 3,368 $ 1,691 $ 3,368 $ 1,691
Schedule of activity of consumer loans held for sale and carried at lower of cost or fair value	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 2,464 $ 1,122 $ 1,310 $ 514 Origination of consumer loans held for sale 164,815 99,346 407,997 214,716 Proceeds from the sale of consumer loans held for sale (162,947) (100,099) (407,181) (215,573) Net gain on sale of consumer loans held for sale 1,352 724 3,558 1,436 Balance, end of period $ 5,684 $ 1,093 $ 5,684 $ 1,093

LOANS AND ALLOWANCE FOR LOAN 29

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES (Tables)	9 Months Ended
	Sep. 30, 2017
LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES
Schedule of composition of loan portfolio	(in thousands) September 30, 2017 December 31, 2016 Traditional Banking: Residential real estate: Owner occupied $ 933,726 $ 1,000,148 Owner occupied - correspondent* 125,643 149,028 Nonowner occupied 193,379 156,605 Commercial real estate 1,161,225 1,060,496 Construction & land development 138,837 119,650 Commercial & industrial 327,214 259,026 Lease financing receivables 15,367 13,614 Home equity 346,154 341,285 Consumer: Credit cards 19,898 13,414 Overdrafts 892 803 Automobile loans 63,639 52,579 Other consumer 13,247 19,744 Total Traditional Banking 3,339,221 3,186,392 Warehouse lines of credit* 571,160 585,439 Total Core Banking 3,910,381 3,771,831 Republic Processing Group*: Tax Refund Solutions: Easy Advances — — Commercial & industrial 265 6,695 Republic Credit Solutions 46,866 32,252 Total Republic Processing Group 47,131 38,947 Total loans** 3,957,512 3,810,778 Allowance for loan and lease losses (40,191) (32,920) Total loans, net $ 3,917,321 $ 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) September 30, 2017 December 31, 2016 Contractually receivable $ 3,960,048 $ 3,816,086 Unearned income(1) (1,206) (1,050) Unamortized premiums(2) 1,258 1,838 Unaccreted discounts(3) (6,478) (9,397) Net unamortized deferred origination fees and costs(4) 3,890 3,301 Carrying value of loans $ 3,957,512 $ 3,810,778 (1) Unearned income relates to lease financing receivables. (2) Unamortized 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. (4) Primarily attributable to the Traditional Banking segment.
Schedule of loans purchased by class	. Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Residential real estate: Owner occupied - correspondent* $ 2,155 $ 9,631 $ 4,811 $ 44,454 Consumer: Other consumer* — — — 4,422 Total purchased loans $ 2,155 $ 9,631 $ 4,811 $ 48,876 * Represents origination amount, inclusive of applicable purchase premiums.
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) September 30, 2017 December 31, 2016 Contractually-required principal $ 10,792 $ 15,587 Non-accretable amount (1,747) (1,713) Accretable amount (1,693) (3,600) Carrying value of loans $ 7,352 $ 10,274
Rollforward of the accretable amount on PCI loans	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ (3,333) $ (4,087) $ (3,600) $ (4,125) Transfers between non-accretable and accretable* (44) 179 31 (299) Net accretion into interest income on loans, including loan fees 1,684 48 1,876 945 Generated from acquisition of Cornerstone Bancorp, Inc. (recasted) — — — (381) Balance, end of period $ (1,693) $ (3,860) $ (1,693) $ (3,860) * Transfers are primarily attributable to changes in estimated cash flows of the underlying loans.
Schedule of the risk category of loans by class of loans based on the bank's internal analysis performed	September 30, 2017 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention Substandard Loss Group 1 Substandard Loans* Traditional Banking: Residential real estate: Owner occupied $ — $ 19,866 $ 12,180 $ — $ 182 $ 1,673 $ 33,901 Owner occupied - correspondent — — — — — — — Nonowner occupied — 643 1,016 — 510 — 2,169 Commercial real estate 1,146,117 5,358 4,977 — 4,773 — 1,161,225 Construction & land development 138,095 — 742 — — — 138,837 Commercial & industrial 326,846 263 82 — 23 — 327,214 Lease financing receivables 15,367 — — — — — 15,367 Home equity 83 83 1,743 — 91 97 2,097 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — 97 — — — 97 Other consumer 417 417 240 — 3 — 1,077 Total Traditional Banking 1,626,925 26,630 21,077 — 5,582 1,770 1,681,984 Warehouse lines of credit 571,160 — — — — — 571,160 Total Core Banking 2,198,085 26,630 21,077 — 5,582 1,770 2,253,144 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — Commercial & industrial 265 — — — — — 265 Republic Credit Solutions — — 851 — — — 851 Total Republic Processing Group 265 — 851 — — — 1,116 Total rated loans $ 2,198,350 $ 26,630 $ 21,928 $ — $ 5,582 $ 1,770 $ 2,254,260 December 31, 2016 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention Substandard Loss Group 1 Substandard Loans* Traditional Banking: 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 Home equity — 256 1,763 — 94 99 2,212 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 166 — 1 — 167 Total Traditional Banking 1,432,099 30,702 21,330 — 7,908 2,366 1,494,405 Warehouse lines of credit 585,439 — — — — — 585,439 Total Core Banking 2,017,538 30,702 21,330 — 7,908 2,366 2,079,844 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — Commercial & industrial 6,695 — — — — — 6,695 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 * The above tables exclude all non-classified or non-rated residential real estate, home equity and consumer loans at the respective period ends.
Schedule of activity in the allowance for loan and lease losses	Allowance Rollforward Three Months Ended September 30, 2017 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Traditional Banking: Residential real estate: Owner occupied $ 6,740 $ (222) $ (52) $ 107 $ 6,573 $ 7,893 $ (562) $ (56) $ 142 $ 7,417 Owner occupied - correspondent 324 (10) — — 314 592 (200) — — 392 Nonowner occupied 1,237 100 — — 1,337 1,052 113 — — 1,165 Commercial real estate 8,368 325 — 77 8,770 7,805 192 — 34 8,031 Construction & land development 2,508 (435) — 3 2,076 1,332 66 — 10 1,408 Commercial & industrial 1,682 388 (152) 12 1,930 1,441 (182) — 121 1,380 Lease financing receivables 151 11 — — 162 115 13 — — 128 Home equity 3,787 14 (4) 51 3,848 3,016 633 (145) 31 3,535 Consumer: Credit cards 588 50 (38) 6 606 456 105 (91) 17 487 Overdrafts 806 311 (276) 51 892 824 (34) (239) 55 606 Automobile loans 640 40 (12) 1 669 281 178 (12) — 447 Other consumer 918 111 (155) 67 941 585 (33) (180) 70 442 Total Traditional Banking 27,749 683 (689) 375 28,118 25,392 289 (723) 480 25,438 Warehouse lines of credit 1,502 (74) — — 1,428 1,465 188 — — 1,653 Total Core Banking 29,251 609 (689) 375 29,546 26,857 477 (723) 480 27,091 Republic Processing Group: Tax Refund Solutions: Easy Advances — (840) — 840 — — (89) — 89 — Refund Anticipation Loans — — — — — — — — — — Commercial & industrial — — — — — — — — — — Republic Credit Solutions 8,647 4,452 (2,680) 226 10,645 2,451 2,101 (1,348) 141 3,345 Total Republic Processing Group 8,647 3,612 (2,680) 1,066 10,645 2,451 2,012 (1,348) 230 3,345 Total $ 37,898 $ 4,221 $ (3,369) $ 1,441 $ 40,191 $ 29,308 $ 2,489 $ (2,071) $ 710 $ 30,436 Allowance Rollforward Nine Months Ended September 30, 2017 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Traditional Banking: Residential real estate: Owner occupied $ 7,158 $ (653) $ (163) $ 231 $ 6,573 $ 8,301 $ (860) $ (317) $ 293 $ 7,417 Owner occupied - correspondent 373 (59) — — 314 623 (231) — — 392 Nonowner occupied 1,139 212 (14) — 1,337 1,052 105 — 8 1,165 Commercial real estate 8,078 577 — 115 8,770 7,672 260 (41) 140 8,031 Construction & land development 1,850 222 — 4 2,076 1,303 119 (44) 30 1,408 Commercial & industrial 1,511 537 (152) 34 1,930 1,455 130 (330) 125 1,380 Lease financing receivables 136 26 — — 162 89 39 — — 128 Home equity 3,757 62 (99) 128 3,848 2,996 633 (229) 135 3,535 Consumer: Credit cards 490 181 (86) 21 606 448 163 (153) 29 487 Overdrafts 675 731 (687) 173 892 351 639 (571) 187 606 Automobile loans 526 160 (19) 2 669 56 402 (12) 1 447 Other consumer 771 615 (691) 246 941 479 168 (442) 237 442 Total Traditional Banking 26,464 2,611 (1,911) 954 28,118 24,825 1,567 (2,139) 1,185 25,438 Warehouse lines of credit 1,464 (36) — — 1,428 967 686 — — 1,653 Total Core Banking 27,928 2,575 (1,911) 954 29,546 25,792 2,253 (2,139) 1,185 27,091 Republic Processing Group: Tax Refund Solutions: Easy Advances — 7,041 (8,123) 1,082 — — 3,127 (3,474) 347 — Refund Anticipation Loans — (253) — 253 — — (222) — 222 — Commercial & industrial 25 (25) — — — — — — — — Republic Credit Solutions 4,967 12,295 (7,216) 599 10,645 1,699 4,331 (3,004) 319 3,345 Total Republic Processing Group 4,992 19,058 (15,339) 1,934 10,645 1,699 7,236 (6,478) 888 3,345 Total $ 32,920 $ 21,633 $ (17,250) $ 2,888 $ 40,191 $ 27,491 $ 9,489 $ (8,617) $ 2,073 $ 30,436
Schedule of non-performing loans and non-performing assets and select credit quality ratios	(dollars in thousands) September 30, 2017 December 31, 2016 Loans on nonaccrual status* $ 15,475 $ 15,892 Loans past due 90-days-or-more and still on accrual** 906 167 Total nonperforming loans 16,381 16,059 Other real estate owned 167 1,391 Total nonperforming assets $ 16,548 $ 17,450 Credit Quality Ratios - Total Company: Nonperforming loans to total loans 0.41 % 0.42 % Nonperforming assets to total loans (including OREO) 0.42 0.46 Nonperforming assets to total assets 0.33 0.36 Credit Quality Ratios - Core Bank: Nonperforming loans to total loans 0.40 % 0.42 % Nonperforming assets to total loans (including OREO) 0.40 0.46 Nonperforming assets to total assets 0.32 0.36 *Loans on nonaccrual status include impaired loans. **Loans past due 90-days-or-more and still accruing consist of 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) September 30, 2017 December 31, 2016 September 30, 2017 December 31, 2016 Traditional Banking: Residential real estate: Owner occupied $ 9,528 $ 10,955 $ — $ — Owner occupied - correspondent — — — — Nonowner occupied 21 852 — — Commercial real estate 4,411 2,725 — — Construction & land development 68 77 — — Commercial & industrial 46 154 — — Lease financing receivables — — — — Home equity 1,308 1,069 — — Consumer: Credit cards — — — — Overdrafts — — — — Automobile loans 72 — — — Other consumer 21 60 55 85 Total Traditional Banking 15,475 15,892 55 85 Warehouse lines of credit — — — — Total Core Banking 15,475 15,892 55 85 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — Commercial & industrial — — — — Republic Credit Solutions — — 851 82 Total Republic Processing Group — — 851 82 Total $ 15,475 $ 15,892 $ 906 $ 167 * Loans past due 90-days-or-more and still accruing consist of smaller balance consumer loans
Schedule of aging of the recorded investment in loans by class of loans	30 - 59 60 - 89 90 or More September 30, 2017 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Traditional Banking: Residential real estate: Owner occupied $ 1,422 $ 442 $ 1,715 $ 3,579 $ 930,147 $ 933,726 Owner occupied - correspondent — — — — 125,643 125,643 Nonowner occupied 658 — — 658 192,721 193,379 Commercial real estate — 379 1,708 2,087 1,159,138 1,161,225 Construction & land development — — — — 138,837 138,837 Commercial & industrial 37 — — 37 327,177 327,214 Lease financing receivables — — — — 15,367 15,367 Home equity 130 181 526 837 345,317 346,154 Consumer: Credit cards 56 40 — 96 19,802 19,898 Overdrafts 208 1 — 209 683 892 Automobile loans 23 25 25 73 63,566 63,639 Other consumer 82 44 54 180 13,067 13,247 Total Traditional Banking 2,616 1,112 4,028 7,756 3,331,465 3,339,221 Warehouse lines of credit — — — — 571,160 571,160 Total Core Banking 2,616 1,112 4,028 7,756 3,902,625 3,910,381 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — Commercial & industrial — — — — 265 265 Republic Credit Solutions 2,793 626 851 4,270 42,596 46,866 Total Republic Processing Group 2,793 626 851 4,270 42,861 47,131 Total $ 5,409 $ 1,738 $ 4,879 $ 12,026 $ 3,945,486 $ 3,957,512 Delinquency ratio*** 0.14 % 0.04 % 0.12 % 0.30 % * 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. 30 - 59 60 - 89 90 or More December 31, 2016 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Traditional Banking: 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 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 Traditional Banking 2,649 608 3,564 6,821 3,179,571 3,186,392 Warehouse lines of credit — — — — 585,439 585,439 Total Core Banking 2,649 608 3,564 6,821 3,765,010 3,771,831 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — Commercial & industrial — — — — 6,695 6,695 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) September 30, 2017 December 31, 2016 Loans with no allocated Allowance $ 19,419 $ 21,416 Loans with allocated Allowance 28,300 31,268 Total impaired loans $ 47,719 $ 52,684 Amount of the allocated Allowance $ 4,584 $ 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 September 30, 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 Traditional Banking: Residential real estate: Owner occupied $ 2,721 $ 3,519 $ 333 $ — $ 6,573 $ 29,581 $ 902,290 $ 1,673 $ 182 $ 933,726 Owner occupied - correspondent — 314 — — 314 — 125,643 — — 125,643 Nonowner occupied 7 1,323 7 — 1,337 1,526 191,343 259 251 193,379 Commercial real estate 438 8,295 37 — 8,770 10,898 1,145,554 142 4,631 1,161,225 Construction & land development 112 1,964 — — 2,076 742 138,095 — — 138,837 Commercial & industrial 90 1,840 — — 1,930 356 326,835 — 23 327,214 Lease financing receivables — 162 — — 162 — 15,367 — — 15,367 Home equity 539 3,211 98 — 3,848 1,743 344,223 97 91 346,154 Consumer: Credit cards — 606 — — 606 — 19,898 — — 19,898 Overdrafts — 892 — — 892 — 892 — — 892 Automobile loans 30 639 — — 669 97 63,542 — — 63,639 Other consumer 169 769 3 — 941 602 12,642 3 — 13,247 Total Traditional Banking 4,106 23,534 478 — 28,118 45,545 3,286,324 2,174 5,178 3,339,221 Warehouse lines of credit — 1,428 — — 1,428 — 571,160 — — 571,160 Total Core Banking 4,106 24,962 478 — 29,546 45,545 3,857,484 2,174 5,178 3,910,381 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — — — — Commercial & industrial — — — — — — 265 — — 265 Republic Credit Solutions — 10,645 — — 10,645 — 46,866 — — 46,866 Total Republic Processing Group — 10,645 — — 10,645 — 47,131 — — 47,131 Total $ 4,106 $ 35,607 $ 478 $ — $ 40,191 $ 45,545 $ 3,904,615 $ 2,174 $ 5,178 $ 3,957,512 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 Traditional Banking: 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 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 Traditional Banking 4,616 21,539 309 — 26,464 48,856 3,127,262 3,828 6,446 3,186,392 Warehouse lines of credit — 1,464 — — 1,464 — 585,439 — — 585,439 Total Core Banking 4,616 23,003 309 — 27,928 48,856 3,712,701 3,828 6,446 3,771,831 Republic Processing Group: Tax Refund Solutions: Easy Advances — — — — — — — — — — Commercial & industrial — 25 — — 25 — 6,695 — — 6,695 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 Nine Months Ended September 30, 2017 September 30, 2017 September 30, 2017 Cash Basis Cash Basis Unpaid Average Interest Interest Average Interest Interest Principal Recorded Allocated Recorded Income Income Recorded Income Income (in thousands) Balance Investment Allowance Investment Recognized Recognized Investment Recognized Recognized Impaired loans with no allocated Allowance: Residential real estate: Owner occupied $ 11,438 $ 10,620 $ — $ 11,166 $ 39 $ — $ 11,713 $ 117 $ — Owner occupied - correspondent — — — — — — — — — Nonowner occupied 1,512 1,445 — 1,494 23 — 1,444 62 — Commercial real estate 6,787 5,618 — 5,127 19 — 5,140 58 — Construction & land development 596 596 — 597 7 — 537 22 — Commercial & industrial 45 45 — 195 — — 128 1 — Lease financing receivables — — — — — — — — — Home equity 1,026 953 — 1,213 2 — 1,281 10 — Consumer 142 142 — 92 2 — 67 5 — Impaired loans with allocated Allowance: Residential real estate: Owner occupied 20,689 20,634 3,054 20,682 177 — 20,943 529 — Owner occupied - correspondent — — — — — — — — — Nonowner occupied 340 340 14 410 5 — 450 15 — Commercial real estate 5,422 5,422 475 4,895 66 — 5,819 196 — Construction & land development 146 146 112 149 1 — 275 3 — Commercial & industrial 311 311 90 230 2 — 308 7 — Lease financing receivables — — — — — — — — — Home equity 929 887 637 834 — — 820 11 — Consumer 560 560 202 349 2 — 206 8 — Total impaired loans $ 49,943 $ 47,719 $ 4,584 $ 47,433 $ 345 $ — $ 49,131 $ 1,044 $ — As of Three Months Ended Nine Months Ended December 31, 2016 September 30, 2016 September 30, 2016 Cash Basis Cash Basis Unpaid Average Interest Interest Average Interest Interest Principal Recorded Allocated Recorded Income Income Recorded Income Income (in thousands) Balance Investment Allowance Investment Recognized Recognized Investment Recognized Recognized Impaired loans with no allocated Allowance: Residential real estate: Owner occupied $ 13,727 $ 12,629 $ — $ 13,702 $ 37 $ — $ 13,376 $ 104 $ — Owner occupied - correspondent — — — — — — — — — Non owner occupied 1,399 1,376 — 891 — — 1,431 — — Commercial real estate 6,610 5,536 — 6,349 32 — 6,764 109 — Construction & land development 476 476 — 476 5 — 874 15 — Commercial & industrial 67 67 — 192 2 — 103 5 — Lease financing receivables — — — — — — — — — Home equity 1,358 1,287 — 1,610 3 — 1,874 14 — Consumer 45 45 — 47 — — 69 — — Impaired loans with allocated Allowance: Residential real estate: Owner occupied 21,595 21,576 3,361 22,803 204 — 23,936 600 — Owner occupied - correspondent — — — — — — — — — Non owner occupied 491 493 73 832 11 — 977 31 — Commercial real estate 7,397 7,397 577 9,191 93 — 9,369 280 — Construction & land development 405 406 120 421 5 — 482 15 — Commercial & industrial 619 619 227 179 — — 841 — — Lease financing receivables — — — — — — — — — Home equity 742 741 532 236 5 — 203 11 — Consumer 37 36 35 39 — — 42 1 — Total impaired loans $ 54,968 $ 52,684 $ 4,925 $ 56,968 $ 397 $ — $ 60,341 $ 1,185 $ —
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 September 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 61 $ 4,918 201 $ 22,384 262 $ 27,302 Commercial real estate 6 2,219 13 7,057 19 9,276 Construction & land development 1 68 3 674 4 742 Commercial & industrial — — 2 274 2 274 Total troubled debt restructurings 68 $ 7,205 219 $ 30,389 287 $ 37,594 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 September 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 1 $ 6 1 $ 467 2 $ 473 Rate reduction 155 19,103 35 3,271 190 22,374 Principal deferral 18 1,937 2 123 20 2,060 Legal modification 23 1,140 27 1,255 50 2,395 Total residential TDRs 197 22,186 65 5,116 262 27,302 Commercial related and construction/land development loans: Interest only payments 3 864 1 379 4 1,243 Rate reduction 7 3,701 2 210 9 3,911 Principal deferral 8 3,440 4 1,698 12 5,138 Total commercial TDRs 18 8,005 7 2,287 25 10,292 Total troubled debt restructurings 215 $ 30,191 72 $ 7,403 287 $ 37,594 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	A summary of the categories of TDR loan modifications by respective performance as of September 30, 2017 and 2016 that were modified during the three months ended September 30, 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 September 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction — — — — — — Principal deferral 7 701 — — 7 701 Legal modification 6 337 1 131 7 468 Total residential TDRs 13 1,038 1 131 14 1,169 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction — — — — — — Principal deferral 1 242 — — 1 242 Total commercial TDRs 1 242 — — 1 242 Total troubled debt restructurings 14 $ 1,280 1 $ 131 15 $ 1,411 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 September 30, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 1 262 — — 1 262 Principal deferral — — — — — — Legal modification 3 263 1 135 4 398 Total residential TDRs 4 525 1 135 5 660 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction 1 88 1 137 2 225 Principal deferral — — 1 1,504 1 1,504 Total commercial TDRs 1 88 2 1,641 3 1,729 Total troubled debt restructurings 5 $ 613 3 $ 1,776 8 $ 2,389 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 September 30, 2017 and 2016, 91% and 26% of the Bank’s TDRs that occurred during the third quarters of 2017 and 2016 were performing according to their modified terms. The Bank provided approximately $155,000 and $75,000 in specific reserve allocations to clients whose loan terms were modified in TDRs during the third quarters of 2017 and 2016. There was no significant change between the pre and post modification loan balances for the three months ending September 30, 2017 and 2016. A summary of the categories of TDR loan modifications by respective performance as of September 30, 2017 and 2016 that were modified during the nine months ended September 30, 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 September 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 1 220 — — 1 220 Principal deferral 9 1,506 — — 9 1,506 Legal modification 6 337 1 131 7 468 Total residential TDRs 16 2,063 1 131 17 2,194 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction — — — — — — Principal deferral 1 242 — — 1 242 Total commercial TDRs 1 242 — — 1 242 Total troubled debt restructurings 17 $ 2,305 1 $ 131 18 $ 2,436 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 September 30, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 5 494 3 151 8 645 Principal deferral — — — — — — Legal modification 5 350 3 212 8 562 Total residential TDRs 10 844 6 363 16 1,207 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction 1 88 1 137 2 225 Principal deferral — — 1 1,504 1 1,504 Total commercial TDRs 1 88 2 1,641 3 1,729 Total troubled debt restructurings 11 $ 932 8 $ 2,004 19 $ 2,936
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 Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Recorded Number of Recorded Number of Recorded Number of Recorded (dollars in thousands) Loans Investment Loans Investment Loans Investment Loans Investment Residential real estate: Owner occupied 1 $ 131 3 $ 150 1 $ 131 4 $ 359 Owner occupied - correspondent — — — — — — — — Nonowner occupied — — — — — — — — Commercial real estate — — — — — — 1 88 Construction & land development — — — — — — — — Commercial & industrial — — — — — — — — Lease financing receivables — — — — — — — — Home equity — — 1 135 — — 1 135 Consumer — — — — — — — — Total 1 $ 131 4 $ 285 1 $ 131 6 $ 582
Schedule of carrying amount of foreclosed properties held	(in thousands) September 30, 2017 December 31, 2016 Residential real estate $ 167 $ 1,391 Total other real estate owned $ 167 $ 1,391
Schedule of recorded investment in consumer mortgage loans secured by residential real estate properties	(in thousands) September 30, 2017 December 31, 2016 Recorded investment in consumer residential real estate mortgage loans in the process of foreclosure $ 1,259 $ 1,677
Schedule of Easy Advances	Three Months Ended Nine Months Ended September 30, September 30, (dollars in thousands) 2017 2016 2017 2016 Easy Advances originated $ — $ — $ 328,523 $ 123,230 Net Charge (Credit) to the Provision for Easy Advances (840) (89) 7,041 3,127 Provision to total Easy Advances originated NA NA 2.14 % 2.54 % Easy Advances net charge-offs (recoveries) $ (840) $ (89) $ 7,041 $ 3,127 Easy Advances net charge-offs to total Easy Advances originated NA NA 2.14 % 2.54 % NA – Not applicable

DEPOSITS (Tables)

DEPOSITS (Tables)	9 Months Ended
	Sep. 30, 2017
Deposit Liabilities
Ending deposit balances	(in thousands) September 30, 2017 December 31, 2016 Core Bank: Demand $ 940,081 $ 872,709 Money market accounts 540,521 541,622 Brokered money market accounts 302,469 360,597 Savings 182,153 164,410 Individual retirement accounts* 46,967 42,642 Time deposits, $250 and over* 76,362 37,200 Other certificates of deposit* 177,606 140,894 Brokered certificates of deposit* 41,561 28,666 Total Core Bank interest-bearing deposits 2,307,720 2,188,740 Total Core Bank noninterest-bearing deposits 991,218 943,459 Total Core Bank deposits 3,298,938 3,132,199 Republic Processing Group ("RPG"): Money market accounts 1,595 — Total RPG interest-bearing deposits 1,595 — Brokered prepaid card deposits 1,167 15 Other noninterest-bearing deposits 48,029 28,478 Total RPG noninterest-bearing deposits 49,196 28,493 Total RPG deposits 50,791 28,493 Total deposits $ 3,349,729 $ 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 AGREEME31

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS (Tables)	9 Months Ended
	Sep. 30, 2017
SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS
Schedule of securities sold under agreements to repurchase	(dollars in thousands) September 30, 2017 December 31, 2016 Outstanding balance at end of period $ 173,311 $ 173,473 Weighted average interest rate at end of period 0.37 % 0.05 % Fair value of securities pledged: U.S. Treasury securities and U.S. Government agencies $ 74,655 $ 116,025 Mortgage backed securities - residential 58,437 45,894 Collateralized mortgage obligations 55,551 41,155 Total securities pledged $ 188,643 $ 203,074 Three Months Ended Nine Months Ended September 30, September 30, (dollars in thousands) 2017 2016 2017 2016 Average outstanding balance during the period $ 208,160 $ 215,343 $ 202,018 $ 296,574 Average interest rate during the period 0.31 % 0.02 % % 0.02 % Maximum outstanding at any month end during the period $ 173,311 $ 169,691 $ 183,709 $ 367,373

FEDERAL HOME LOAN BANK ADVANC32

FEDERAL HOME LOAN BANK ADVANCES (Tables)	9 Months Ended
	Sep. 30, 2017
FEDERAL HOME LOAN BANK ADVANCES
Federal Home Loan Bank Advances	(dollars in thousands) September 30, 2017 December 31, 2016 Overnight advances $ 350,000 $ 285,000 Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due in December 2017 10,000 10,000 Fixed interest rate advances 397,500 457,500 Putable fixed interest rate advances — 50,000 Total FHLB advances $ 757,500 $ 802,500
Aggregate Future Principal Payments on FHLB Advances	Weighted Average Year (dollars in thousands) Principal Rate 2017 (Overnight) $ 350,000 1.17 % 2017 (Term) 30,000 1.32 2018 117,500 1.53 2019 100,000 1.80 2020 120,000 1.81 2021 20,000 1.86 2022 10,000 2.08 Thereafter 10,000 2.14 Total $ 757,500 1.46
Information Regarding Short Term Overnight FHLB Advances	(dollars in thousands) September 30, 2017 December 31, 2016 Outstanding balance at end of period $ 350,000 $ 285,000 Weighted average interest rate at end of period 1.17 % 0.64 % Three Months Ended Nine Months Ended September 30, September 30, (dollars in thousands) 2017 2016 2017 2016 Average outstanding balance during the period $ 224,402 $ 99,946 $ 149,707 $ 78,960 Average interest rate during the period 1.17 % 0.44 % 1.03 % 0.42 % Maximum outstanding at any month end during the period $ 350,000 $ 430,000 $ 625,000 $ 495,000
Real Estate Loans Pledged	(in thousands) September 30, 2017 December 31, 2016 First lien, single family residential real estate $ 1,127,811 $ 1,172,161 Home equity lines of credit 315,289 300,681 Multi-family commercial real estate — 14,913

OFF BALANCE SHEET RISKS, COMM33

OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES (Tables)	9 Months Ended
	Sep. 30, 2017
OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES
Bank Commitment Exclusive of Mortgage Bank Loan Commitments	(in thousands) September 30, 2017 December 31, 2016 Unused warehouse lines of credit $ 518,840 $ 453,110 Unused home equity lines of credit 364,319 341,434 Unused loan commitments - other 792,405 560,629 Commitments to purchase loans* 893 3,176 Standby letters of credit 11,195 15,568 Total commitments $ 1,687,652 $ 1,373,917 *Commitments made through the Bank's Correspondent Lending channel.

FAIR VALUE (Tables)

FAIR VALUE (Tables)	9 Months Ended
	Sep. 30, 2017
Fair Value Disclosures
Assets and Liabilities Measured at Fair Value on Recurring Basis	Fair Value Measurements at September 30, 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 $ — $ 236,259 $ — $ 236,259 Private label mortgage backed security — — 4,575 4,575 Mortgage backed securities - residential — 104,002 — 104,002 Collateralized mortgage obligations — 92,234 — 92,234 Freddie Mac preferred stock — 407 — 407 Community Reinvestment Act mutual fund 2,481 — — 2,481 Corporate bonds — 15,261 — 15,261 Trust preferred security — — 3,500 3,500 Total securities available for sale $ 2,481 $ 448,163 $ 8,075 $ 458,719 Mortgage loans held for sale $ — $ 4,083 $ — $ 4,083 Consumer loans held for sale — — 3,368 3,368 Rate lock loan commitments — 484 — 484 Interest rate swap agreements — 620 — 620 Financial liabilities: Mandatory forward contracts $ — $ 44 $ — $ 44 Interest rate swap agreements — 905 — 905 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 September 30, 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 $ — $ — $ 4,206 $ 4,206 Nonowner occupied — — 26 26 Commercial real estate — — 2,668 2,668 Home equity — — 449 449 Total impaired loans* $ — $ — $ 7,349 $ 7,349 Other real estate owned: Residential real estate $ — $ — $ 83 $ 83 Total other real estate owned $ — $ — $ 83 $ 83 Premises and equipment $ — $ — $ 3,196 $ 3,196 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 Premises and equipment $ — $ — $ 2,407 $ 2,407 * 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) September 30, 2017 December 31, 2016 Carrying amount of loans measured at fair value $ 6,576 $ 6,963 Estimated selling costs considered in carrying amount 862 936 Valuation allowance (89) (35) Total fair value $ 7,349 $ 7,864
Provisions for loss on collateral dependent impaired loans	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Provisions on collateral-dependent, impaired loans $ 59 $ (16) $ 281 $ (40)
Other Real Estate Owned	(in thousands) September 30, 2017 December 31, 2016 Other real estate owned carried at fair value $ 83 $ 400 Other real estate owned carried at cost 84 991 Total carrying value of other real estate owned $ 167 $ 1,391 Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Other real estate owned write-downs during the period $ 76 $ 200 $ 155 $ 200
Schedule of Impairment charges on premises and equipment	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Impairment charges on premises and equipment $ 965 $ 58 $ 1,082 $ 133
Carrying Amount and Estimated Fair Values of Financial Instruments	Fair Value Measurements at September 30, 2017: Total Carrying Fair (in thousands) Value Level 1 Level 2 Level 3 Value Assets: Cash and cash equivalents $ 329,862 $ 329,862 $ — $ — $ 329,862 Securities available for sale 458,719 2,481 448,163 8,075 458,719 Securities held to maturity 65,177 — 65,949 — 65,949 Mortgage loans held for sale, at fair value 4,083 — 4,083 — 4,083 Consumer loans held for sale, at fair value 3,368 — — 3,368 3,368 Consumer loans held for sale, at the lower of cost or fair value 5,684 — 5,684 — 5,684 Loans, net 3,917,321 — — 3,895,200 3,895,200 Federal Home Loan Bank stock 32,067 — — — NA Accrued interest receivable 11,357 — 11,357 — 11,357 Liabilities: Noninterest-bearing deposits $ 1,040,414 — $ 1,040,414 — $ 1,040,414 Transaction deposits 1,966,819 — 1,966,819 — 1,966,819 Time deposits 342,496 — 341,510 — 341,510 Securities sold under agreements to repurchase and other short-term borrowings 173,311 — 173,311 — 173,311 Federal Home Loan Bank advances 757,500 — 753,504 — 753,504 Subordinated note 41,240 — 36,188 — 36,188 Accrued interest payable 936 — 936 — 936 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 September 30, 2017 (dollars in thousands) Value Technique Inputs Average) Impaired loans - residential real estate owner occupied $ 4,206 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 53% (6%) Impaired loans - residential real estate nonowner occupied $ 26 Sales comparison approach Adjustments determined for differences between comparable sales 4% (4%) Impaired loans - commercial real estate $ 1,357 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 23% (8%) Impaired loans - commercial real estate $ 1,311 Income approach Adjustments for differences between net operating income expectations 17% (17%) Impaired loans - home equity $ 449 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 71% (24%) Other real estate owned - residential real estate $ 83 Sales comparison approach Adjustments determined for differences between comparable sales 86% (86%) Premises and equipment $ 3,196 Sales comparison approach Adjustments determined for differences between comparable sales 0% - 61% (18%) 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%) Premises and equipment $ 2,407 Sales comparison approach Adjustments determined for differences between comparable sales 6% - 50% (22%)
Mortgage loans held for sale
Fair Value Disclosures
Schedule of aggregate fair value, contractual balance and unrealized gain	(in thousands) September 30, 2017 December 31, 2016 Aggregate fair value $ 4,083 $ 11,662 Contractual balance 3,980 11,568 Unrealized gain 103 94
Schedule of gains and losses from changes in fair value included in earnings	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Interest income $ 102 $ 76 $ 255 $ 148 Change in fair value (102) 57 9 155 Total included in earnings $ — $ 133 $ 264 $ 303
Consumer Loans Held For Sale
Fair Value Disclosures
Schedule of aggregate fair value, contractual balance and unrealized gain	(in thousands) September 30, 2017 December 31, 2016 Aggregate fair value $ 3,368 $ 2,198 Contractual balance 3,189 2,084 Unrealized gain 179 114
Schedule of gains and losses from changes in fair value included in earnings	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Interest income $ 240 $ 378 $ 748 $ 537 Change in fair value 7 (279) 65 83 Total included in earnings $ 247 $ 99 $ 813 $ 620
Consumer Loans Held For Sale | Recurring basis
Fair Value Disclosures
Fair value inputs quantitative information	Fair Valuation September 30, 2017 (dollars in thousands) Value Technique Unobservable Inputs Rate Consumer loans held for sale $ 3,368 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 Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 4,540 $ 4,946 $ 4,777 $ 5,132 Total gains or losses included in earnings: Net change in unrealized gain 91 57 244 (91) Principal paydowns (56) (135) (446) (173) Balance, end of period $ 4,575 $ 4,868 $ 4,575 $ 4,868
Private label mortgage backed security | Recurring basis
Fair Value Disclosures
Fair value inputs quantitative information	Fair Valuation September 30, 2017 (dollars in thousands) Value Technique Unobservable Inputs Range Private label mortgage backed security $ 4,575 Discounted cash flow (1) Constant prepayment rate 3.5% - 6.5% (2) Probability of default 2.5% - 8.0% (3) Loss severity 60% - 85% 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 Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 3,453 $ 3,150 $ 3,200 $ 3,405 Total gains or losses included in earnings: Discount accretion 11 11 33 33 Net change in unrealized loss 36 (61) 267 (338) Balance, end of period $ 3,500 $ 3,100 $ 3,500 $ 3,100

MORTGAGE BANKING ACTIVITIES (Ta

MORTGAGE BANKING ACTIVITIES (Tables)	9 Months Ended
	Sep. 30, 2017
MORTGAGE BANKING ACTIVITIES
Activity for Mortgage Loans Held for Sale, at fair value	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 6,057 $ 12,280 $ 11,662 $ 4,083 Origination of mortgage loans held for sale 43,489 58,820 119,265 154,607 Transferred from held for investment to held for sale — 71,201 — 71,201 Proceeds from the sale of mortgage loans held for sale (46,428) (136,946) (130,065) (227,096) Net gain on sale of mortgage loans held for sale 965 3,087 3,221 5,647 Balance, end of period $ 4,083 $ 8,442 $ 4,083 $ 8,442
Components of Mortgage Banking Income	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Net gain realized on sale of mortgage loans held for sale $ 1,161 $ 1,754 $ 3,275 $ 3,861 Net gain realized on sale of mortgage loans transferred from held for investment to held for sale — 1,129 — 1,129 Net change in fair value recognized on loans held for sale (102) 57 9 155 Net change in fair value recognized on rate lock loan commitments (98) 69 185 604 Net change in fair value recognized on forward contracts 4 78 (248) (102) Net gain recognized 965 3,087 3,221 5,647 Loan servicing income 527 511 1,590 1,455 Amortization of mortgage servicing rights (390) (517) (1,104) (1,200) Net servicing income recognized 137 (6) 486 255 Total Mortgage Banking income $ 1,102 $ 3,081 $ 3,707 $ 5,902
Activity for capitalized mortgage servicing rights	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ 5,158 $ 4,998 $ 5,180 $ 4,912 Additions 360 857 1,052 1,626 Amortized to expense (390) (517) (1,104) (1,200) Balance, end of period $ 5,128 $ 5,338 $ 5,128 $ 5,338
Other information relating to mortgage servicing rights	(dollars in thousands) September 30, 2017 December 31, 2016 Fair value of mortgage servicing rights portfolio $ 7,729 $ 7,478 Monthly weighted average prepayment rate of unpaid principal balance* 204 % 158 % Discount rate 10 % 13 % Weighted average default rate 3.72 % 1.50 % 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	September 30, 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 $ 3,980 $ 4,083 $ 11,568 $ 11,662 Included in other assets: Rate lock loan commitments $ 19,810 $ 484 $ 19,521 $ 299 Mandatory forward contracts — — 25,618 204 Included in other liabilities: Mandatory forward contracts $ 24,724 $ 44 $ — $ —

INTEREST RATE SWAPS (Tables)

INTEREST RATE SWAPS (Tables)	9 Months Ended
	Sep. 30, 2017
INTEREST RATE SWAPS
Summary of swaps designated as cash flow hedges	September 30, 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 $ (126) $ (82) $ (186) $ (121) Interest rate swap on FHLB advance 10,000 2.33 % 3M LIBOR 12/2013 - 12/2020 (159) (103) (207) (135) $ 20,000 $ (285) $ (185) $ (393) $ (256)
Schedule of interest expense recorded on swap transactions in the consolidated statements of income	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Interest rate swap on money market deposits $ 27 $ 42 $ 87 $ 128 Interest rate swap on FHLB advance 24 41 88 128 Total interest expense on swap transactions $ 51 $ 83 $ 175 $ 256
Summary of net gains recorded in AOCI and the consolidated statements of income relating to the swaps	\ Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Gains (losses) recognized in OCI on derivative (effective portion) $ 9 $ 127 $ (67) $ (663) Losses reclassified from OCI on derivative (effective portion) (51) (83) (175) (256) Gains (losses) recognized in income on derivative (ineffective portion) — — — —
Summary of interest rate swaps related to clients	September 30, 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 $ 53,536 $ 477 $ 31,553 $ 156 Offsetting interest rate swaps with institutional swap dealer Pay fixed/receive variable 53,536 (477) 31,553 (55) Total $ 107,072 $ — $ 63,106 $ 101

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2017
EARNINGS PER SHARE
Earnings Per Share and Diluted Earnings Per Share	Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share data) 2017 2016 2017 2016 Net income $ 10,706 $ 9,828 $ 40,794 $ 35,903 Weighted average shares outstanding 21,153 20,925 20,921 20,946 Effect of dilutive securities 83 13 79 11 Average shares outstanding including dilutive securities 21,236 20,938 21,000 20,957 Basic earnings per share: Class A Common Stock $ 0.51 $ 0.47 $ 1.97 $ 1.73 Class B Common Stock 0.47 0.43 1.79 1.58 Diluted earnings per share: Class A Common Stock $ 0.51 $ 0.47 $ 1.96 $ 1.73 Class B Common Stock 0.47 0.43 1.78 1.57
Stock Option	Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Antidilutive stock options 4,500 5,000 4,500 7,500 Average antidilutive stock options 3,833 2,500 1,667 5,000

STOCK PLANS AND STOCK BASED C38

STOCK PLANS AND STOCK BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 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 4,500 35.54 Exercised (2,000) 16.61 Forfeited or expired (2,000) 24.93 Outstanding, September 30, 2017 313,100 $ 24.69 3.01 $ 4,445,192 Fully vested and unvested 313,100 $ 24.69 3.01 $ 4,445,192 Exercisable (vested) at September 30, 2017 1,500 $ 23.65 0.95 $ 22,860
Schedule of intrinsic value and cash received from options exercised and weighted average fair value of options granted	Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share data) 2017 2016 2017 2016 Intrinsic value of options exercised $ — $ — $ 44 $ 18 Cash received from options exercised, net of shares redeemed — — 33 80 Weighted-average fair value per share of options granted — — 3.99 3.27
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 7,413 35.77 Forfeited — — Earned and issued (4,803) 35.68 Outstanding, September 30, 2017 79,610 $ 20.54 Unvested 79,610 $ 20.54
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 (2,500) 25.29 Earned and issued — — Outstanding, September 30, 2017 52,500 $ 23.08 Unvested 52,500 $ 23.08
Schedule of expenses recorded related to stock options and restricted stock awards	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Stock option expense $ 65 $ 58 $ 191 $ 184 Restricted stock award expense 81 72 373 189 Performance stock unit expense 127 127 364 381 Total expense $ 273 $ 257 $ 928 $ 754
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 $ 65 $ 70 $ 127 $ 262 2018 257 138 198 593 2019 148 35 — 183 2020 37 27 — 64 2021 5 12 — 17 2022 1 2 — 3 Total $ 513 $ 284 $ 325 $ 1,122

OTHER COMPREHENSIVE INCOME (Tab

OTHER COMPREHENSIVE INCOME (Tables)	9 Months Ended
	Sep. 30, 2017
OTHER COMPREHENSIVE INCOME
Summary of OCI components and related tax effects	Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2017 2016 2017 2016 Available for Sale Securities: Change in unrealized gain (loss) on securities available for sale $ (237) $ (788) $ 892 $ 1,920 Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 90 57 244 (91) Net unrealized gains (losses) (147) (731) 1,136 1,829 Tax effect 51 255 (399) (640) Net of tax (96) (476) 737 1,189 Cash Flow Hedges: Change in fair value of derivatives used for cash flow hedges 9 127 (67) (663) Reclassification amount for derivative losses realized in income 51 83 175 256 Net unrealized gains (losses) 60 210 108 (407) Tax effect (21) (75) (37) 143 Net of tax 39 135 71 (264) Total other comprehensive income (loss) components, net of tax $ (57) $ (341) $ 808 $ 925
Summary of amounts reclassified out of each component of AOCI	Amounts Reclassified From Accumulated Other Comprehensive Income Affected Line Items Three Months Ended Nine Months Ended in the Consolidated September 30, September 30, (in thousands) Statements of Income 2017 2016 2017 2016 Cash Flow Hedges: Interest rate swap on money market deposits Interest expense on deposits $ (27) $ (42) $ (87) $ (128) Interest rate swap on FHLB advance Interest expense on FHLB advances (24) (41) (88) (128) Total derivative losses on cash flow hedges Total interest expense (51) (83) (175) (256) Tax effect Income tax expense 18 29 61 90 Net of tax Net income $ (33) $ (54) $ (114) $ (166)
Summary of the AOCI balances, net of tax	2017 (in thousands) December 31, 2016 Change September 30, 2017 Unrealized gain on securities available for sale $ 237 $ 579 $ 816 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 706 158 864 Unrealized loss on cash flow hedge (256) 71 (185) Total unrealized gain $ 687 $ 808 $ 1,495 2016 (in thousands) December 31, 2015 Change September 30, 2016 Unrealized gain on securities available for sale $ 1,727 $ 1,247 $ 2,974 Unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings 712 (58) 654 Unrealized loss on cash flow hedge (390) (264) (654) Total unrealized gain $ 2,049 $ 925 $ 2,974

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2017
SEGMENT INFORMATION
Segment Information	Three Months Ended September 30, 2017 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 37,396 $ 4,737 $ 102 $ 42,235 $ 60 $ 6,012 $ 6,072 $ 48,307 Provision for loan and lease losses 683 (74) — 609 (840) 4,452 3,612 4,221 Net refund transfer fees — — — — 177 — 177 177 Mortgage banking income — — 1,102 1,102 — — — 1,102 Program fees — — — — 63 1,534 1,597 1,597 Other noninterest income 7,130 11 65 7,206 16 276 292 7,498 Total noninterest income 7,130 11 1,167 8,308 256 1,810 2,066 10,374 Total noninterest expense 32,280 848 1,149 34,277 2,851 898 3,749 38,026 Income (loss) before income tax expense 11,563 3,974 120 15,657 (1,695) 2,472 777 16,434 Income tax expense (benefit) 3,951 1,454 41 5,446 (615) 897 282 5,728 Net income (loss) $ 7,612 $ 2,520 $ 79 $ 10,211 $ (1,080) $ 1,575 $ 495 $ 10,706 Segment end-of-period assets $ 4,361,591 $ 570,676 $ 9,395 $ 4,941,662 $ 13,090 $ 38,422 $ 51,512 $ 4,993,174 Net interest margin 3.70 % 3.54 % NM 3.68 % NM NM NM 4.17 % Three Months Ended September 30, 2016 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 31,134 $ 4,924 $ 76 $ 36,134 $ 38 $ 3,226 $ 3,264 $ 39,398 Provision for loan and lease losses 289 188 — 477 (89) 2,101 2,012 2,489 Net refund transfer fees — — — — 132 — 132 132 Mortgage banking income — — 3,081 3,081 — — — 3,081 Program fees — — — — 29 950 979 979 Other noninterest income 6,899 4 57 6,960 13 136 149 7,109 Total noninterest income 6,899 4 3,138 10,041 174 1,086 1,260 11,301 Total noninterest expense 28,939 727 1,184 30,850 2,075 609 2,684 33,534 Income (loss) before income tax expense 8,805 4,013 2,030 14,848 (1,774) 1,602 (172) 14,676 Income tax expense (benefit) 2,707 1,493 710 4,910 (642) 580 (62) 4,848 Net income (loss) $ 6,098 $ 2,520 $ 1,320 $ 9,938 $ (1,132) $ 1,022 $ (110) $ 9,828 Segment end-of-period assets $ 4,109,464 $ 660,410 $ 15,003 $ 4,784,877 $ 26,608 $ 15,792 $ 42,400 $ 4,827,277 Net interest margin 3.35 % 3.63 % NM 3.38 % NM NM NM 3.65 % Segment assets are reported as of the respective period ends while income and margin data are reported for the respective periods. NM — Not Meaningful Segment information for the nine months ended September 30, 2017 and 2016 follows: Nine Months Ended September 30, 2017 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 103,490 $ 13,073 $ 255 $ 116,818 $ 15,179 $ 15,885 $ 31,064 $ 147,882 Provision for loan and lease losses 2,611 (36) — 2,575 6,763 12,295 19,058 21,633 Net refund transfer fees — — — — 18,329 — 18,329 18,329 Mortgage banking income — — 3,707 3,707 — — — 3,707 Program fees — — — — 103 3,869 3,972 3,972 Other noninterest income 20,618 27 192 20,837 152 1,227 1,379 22,216 Total noninterest income 20,618 27 3,899 24,544 18,584 5,096 23,680 48,224 Total noninterest expense 93,552 2,448 3,347 99,347 10,891 2,461 13,352 112,699 Income before income tax expense 27,945 10,688 807 39,440 16,109 6,225 22,334 61,774 Income tax expense 8,684 3,909 282 12,875 5,846 2,259 8,105 20,980 Net income $ 19,261 $ 6,779 $ 525 $ 26,565 $ 10,263 $ 3,966 $ 14,229 $ 40,794 Segment end-of-period assets $ 4,361,591 $ 570,676 $ 9,395 $ 4,941,662 $ 13,090 $ 38,422 $ 51,512 $ 4,993,174 Net interest margin 3.48 % 3.58 % NM 3.49 % NM NM NM 4.34 % Nine Months Ended September 30, 2016 Core Banking Republic Processing Group ("RPG") Total Tax Republic Traditional Warehouse Mortgage Core Refund Credit Total Total (dollars in thousands) Banking Lending Banking Banking Solutions Solutions RPG Company Net interest income $ 89,279 $ 11,369 $ 148 $ 100,796 $ 6,589 $ 7,024 $ 13,613 $ 114,409 Provision for loan and lease losses 1,567 686 — 2,253 2,905 4,331 7,236 9,489 Net refund transfer fees — — — — 19,119 — 19,119 19,119 Mortgage banking income — — 5,902 5,902 — — — 5,902 Program fees — — — — 174 1,768 1,942 1,942 Other noninterest income 19,380 14 212 19,606 176 279 455 20,061 Total noninterest income 19,380 14 6,114 25,508 19,469 2,047 21,516 47,024 Total noninterest expense 81,551 2,157 3,576 87,284 9,029 1,628 10,657 97,941 Income before income tax expense 25,541 8,540 2,686 36,767 14,124 3,112 17,236 54,003 Income tax expense 7,733 3,174 940 11,847 5,125 1,128 6,253 18,100 Net income $ 17,808 $ 5,366 $ 1,746 $ 24,920 $ 8,999 $ 1,984 $ 10,983 $ 35,903 Segment end-of-period assets $ 4,109,464 $ 660,410 $ 15,003 $ 4,784,877 $ 26,608 $ 15,792 $ 42,400 $ 4,827,277 Net interest margin 3.22 % 3.64 % NM 3.26 % NM NM NM 3.62 % 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 SUM41

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - OPERATIONS (Details)	9 Months Ended
	Sep. 30, 2017segmentitem
Basis of Presentation
Number of reportable segments | segment	5
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 reportable segments | segment	3
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
Republic Processing Group
Basis of Presentation
Number of reportable segments | segment	2

BASIS OF PRESENTATION AND SUM42

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - SEGMENTS (Details) $ in Thousands	2 Months Ended		3 Months Ended		9 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Mar. 31, 2017loan	Mar. 31, 2016	Sep. 30, 2017USD ($)item
Republic Credit Solutions
Basis of Presentation
Minimum maturity of unsecured, small dollar consumer loans					30 days
Republic Credit Solutions | Line of credit
Basis of Presentation
Percentage of loan receivable held for sale (as a percent)					90.00%
Number of third party relationship | item					2
Interest retained (as a percent)					10.00%
Republic Credit Solutions | Credit card
Basis of Presentation
Percentage of loan receivable held for sale (as a percent)					90.00%
Interest retained (as a percent)					10.00%
Consumer loans held for sale period					2 days
Republic Credit Solutions | Healthcare receivables
Basis of Presentation
Number of third party relationship | item					2
Interest retained - Third party relationship one (as a percent)					100.00%
Interest retained - Third party relationship two (as a percent)					100.00%
Percentage of loan receivable held for sale - Third party relationship two (as a percent)					100.00%
Consumer loans held for sale period					1 month
Republic Credit Solutions | Installment loan
Basis of Presentation
Percentage of loan receivable held for sale (as a percent)				100.00%	100.00%
Consumer loans held for sale period				21 days	21 days
Tax Refund Solutions | Easy Advances
Basis of Presentation
Amount of credit risk associated with refund transfers | $					$ 0
Period Easy Advance tax credit product offered	2 months	2 months
Fee charged | $					$ 0
EA's repayment term					21 days
Duration of unpaid EA's write off					81 days
Tax Refund Solutions | Easy Advances | Minimum
Basis of Presentation
Number of EA's per customer | loan			1

BASIS OF PRESENTATION AND SUM43

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - ASUs (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016	Sep. 30, 2016
Accounting Pronouncements
Assets	$ 4,993,174	$ 4,816,309	$ 4,827,277
Liabilities	4,359,887	$ 4,211,903
Accounting Standards Update 2016-02 | Proforma Adjustment
Accounting Pronouncements
Assets	33,000
Liabilities	$ 33,000

2016 ACQUISITION OF CORNERSTO44

2016 ACQUISITION OF CORNERSTONE BANCORP, INC. - ACQUISITION SUMMARY (Details) - USD ($)	May 17, 2016	Sep. 30, 2016	Sep. 30, 2016	Sep. 30, 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 noninterest expense		$ 257,000	$ 1,200,000
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	Sep. 30, 2017	Dec. 31, 2016	Dec. 31, 2008
Securities available for sale:
Amortized Cost	$ 456,133	$ 479,825
Gross Unrealized Gains	4,101	4,310
Gross Unrealized Losses	(1,515)	(2,860)
Fair Value	458,719	481,275
U.S. Treasury securities and U.S. Government agencies
Securities available for sale:
Amortized Cost	236,899	295,425
Gross Unrealized Gains	13	226
Gross Unrealized Losses	(653)	(1,107)
Fair Value	236,259	294,544
Private label mortgage backed security
Securities available for sale:
Amortized Cost	3,245	3,691
Gross Unrealized Gains	1,330	1,086
Fair Value	4,575	4,777
Mortgage backed securities - residential
Securities available for sale:
Amortized Cost	102,657	71,197
Gross Unrealized Gains	1,644	2,027
Gross Unrealized Losses	(299)	(220)
Fair Value	104,002	73,004
Collateralized mortgage obligations
Securities available for sale:
Amortized Cost	92,348	88,559
Gross Unrealized Gains	425	334
Gross Unrealized Losses	(539)	(1,239)
Fair Value	92,234	87,654
Freddie Mac preferred stock
Securities available for sale:
Gross Unrealized Gains	407	483
Fair Value	407	483	$ 0
Community Reinvestment Act mutual fund
Securities available for sale:
Amortized Cost	2,500	2,500
Gross Unrealized Gains	5
Gross Unrealized Losses	(24)	(45)
Fair Value	2,481	2,455
Corporate bonds
Securities available for sale:
Amortized Cost	15,002	15,004
Gross Unrealized Gains	259	154
Fair Value	15,261	15,158
Trust preferred security
Securities available for sale:
Amortized Cost	3,482	3,449
Gross Unrealized Gains	18
Gross Unrealized Losses		(249)
Fair Value	$ 3,500	$ 3,200

INVESTMENT SECURITIES - HTM (De

INVESTMENT SECURITIES - HTM (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Securities held to maturity:
Carrying Value	$ 65,177	$ 52,864
Gross Unrecognized Gains	793	574
Total Unrecognized Losses	(21)	(189)
Total securities	$ 65,949	$ 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		$ 506
Total Unrecognized Losses		(2)
Total securities		504
Mortgage backed securities - residential
Securities held to maturity:
Carrying Value	$ 153	158
Gross Unrecognized Gains	11	12
Total securities	164	170
Collateralized mortgage obligations
Securities held to maturity:
Carrying Value	24,378	27,142
Gross Unrecognized Gains	239	250
Total Unrecognized Losses	(21)	(124)
Total securities	24,596	27,268
Corporate bonds
Securities held to maturity:
Carrying Value	40,182	25,058
Gross Unrecognized Gains	541	312
Total Unrecognized Losses		(63)
Total securities	40,723	$ 25,307
Obligations of state and political subdivisions
Securities held to maturity:
Carrying Value	464
Gross Unrecognized Gains	2
Total securities	$ 466

INVESTMENT SECURITIES - SALES O

INVESTMENT SECURITIES - SALES OF AFS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
INVESTMENT SECURITIES
Gain (loss) on call of securities available for sale	$ 0	$ 0	$ 0	$ 0

INVESTMENT SECURITIES - AMORTIZ

INVESTMENT SECURITIES - AMORTIZED COST AND FV (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016	Dec. 31, 2008
Securities available for Sale - Amortized Cost
Due in one year or less	$ 85,073,000		$ 85,073,000
Due from one year to five years	156,828,000		156,828,000
Due from five years to ten years	10,000,000		10,000,000
Due beyond ten years	3,482,000		3,482,000
Total securities	456,133,000		456,133,000
Securities available for Sale - Fair Value
Due in one year or less	85,055,000		85,055,000
Due from one year to five years	156,225,000		156,225,000
Due from five years to ten years	10,240,000		10,240,000
Due beyond ten years	3,500,000		3,500,000
Total securities	458,719,000		458,719,000
Securities held to maturity - Carrying Value
Due from one year to five years	10,574,000		10,574,000
Due from five years to ten years	30,072,000		30,072,000
Total securities	65,177,000		65,177,000		$ 52,864,000
Securities held to maturity - Fair Value
Due from one year to five years	10,606,000		10,606,000
Due from five years to ten years	30,583,000		30,583,000
Total securities	$ 65,949,000		$ 65,949,000		$ 53,249,000
Number of Securities Held	185		185		179
Securities available for sale	$ 458,719,000		$ 458,719,000		$ 481,275,000
Total unrealized gain	(237,000)	$ (788,000)	892,000	$ 1,920,000
Private label mortgage backed security
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	3,245,000		3,245,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	$ 4,575,000		$ 4,575,000
Securities held to maturity - Fair Value
Number of Securities Held	1		1
Securities available for sale	$ 4,575,000		$ 4,575,000		4,777,000
Mortgage backed securities - residential
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	102,657,000		102,657,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	104,002,000		104,002,000
Securities held to maturity - Carrying Value
Securities not due at a single maturity date	153,000		153,000
Total securities	153,000		153,000		158,000
Securities held to maturity - Fair Value
Securities not due at a single maturity date	164,000		164,000
Total securities	164,000		164,000		170,000
Securities available for sale	104,002,000		104,002,000		73,004,000
Collateralized mortgage obligations
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	92,348,000		92,348,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	92,234,000		92,234,000
Securities held to maturity - Carrying Value
Securities not due at a single maturity date	24,378,000		24,378,000
Total securities	24,378,000		24,378,000		27,142,000
Securities held to maturity - Fair Value
Securities not due at a single maturity date	24,596,000		24,596,000
Total securities	24,596,000		24,596,000		27,268,000
Securities available for sale	92,234,000		92,234,000		87,654,000
Freddie Mac preferred stock
Securities available for Sale - Fair Value
Securities not due at a single maturity date	407,000		407,000
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	407,000		407,000		483,000	$ 0
Total unrealized gain			407,000
Community Reinvestment Act mutual fund
Securities available for Sale - Amortized Cost
Securities not due at a single maturity date	2,500,000		2,500,000
Securities available for Sale - Fair Value
Securities not due at a single maturity date	2,481,000		2,481,000
Securities held to maturity - Fair Value
Securities available for sale	2,481,000		2,481,000		2,455,000
Corporate bonds
Securities held to maturity - Carrying Value
Total securities	40,182,000		40,182,000		25,058,000
Securities held to maturity - Fair Value
Total securities	40,723,000		40,723,000		25,307,000
Securities available for sale	$ 15,261,000		$ 15,261,000		$ 15,158,000
Percentage of concentration risk			11.00%		8.00%

INVESTMENT SECURITIES - TRUST P

INVESTMENT SECURITIES - TRUST PREFERRED SECURITY (Details) - USD ($)	3 Months Ended	9 Months Ended		12 Months Ended
	Dec. 31, 2015	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Fair Value		$ 458,719,000		$ 481,275,000
Amount of floating rate purchased		91,451,000	$ 400,079,000
Private label mortgage backed security
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Fair Value		4,575,000		4,777,000
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		838,000		1,500,000
Trust preferred security
Amortized cost and fair value of the investment securities portfolio by contractual maturity
Fair Value		$ 3,500,000		$ 3,200,000
Amount of floating rate purchased	$ 3,000,000
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	Sep. 30, 2017	Dec. 31, 2016
Available for sale
Less than 12 months Fair Value	$ 11,409	$ 190,631
Less than 12 months Unrealized Losses	(91)	(2,213)
12 months or more Fair Value	276,760	19,879
12 months or more Unrealized Losses	(1,424)	(647)
Total Fair Value	288,169	210,510
Total Unrealized Losses	$ (1,515)	$ (2,860)
Number of securities held	185	179
Number of securities held in an unrealized loss position	45	45
Held to maturity
Less than 12 months Fair Value		$ 13,821
Less than 12 months Unrealized Losses		(126)
12 months or more Fair Value	$ 6,602	4,937
12 months or more Unrealized Losses	(21)	(63)
Total Fair Value	6,602	18,758
Total Unrealized Losses	(21)	(189)
U.S. Treasury securities and U.S. Government agencies
Available for sale
Less than 12 months Fair Value	9,933	138,002
Less than 12 months Unrealized Losses	(67)	(1,107)
12 months or more Fair Value	186,270
12 months or more Unrealized Losses	(586)
Total Fair Value	196,203	138,002
Total Unrealized Losses	(653)	(1,107)
Held to maturity
Less than 12 months Fair Value		506
Less than 12 months Unrealized Losses		(2)
Total Fair Value		506
Total Unrealized Losses		(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	48,738	4,211
12 months or more Unrealized Losses	(299)	(98)
Total Fair Value	48,738	13,638
Total Unrealized Losses	(299)	(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	41,752	15,668
12 months or more Unrealized Losses	(539)	(549)
Total Fair Value	41,752	53,215
Total Unrealized Losses	(539)	(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	6,602
12 months or more Unrealized Losses	(21)
Total Fair Value	6,602	13,315
Total Unrealized Losses	(21)	(124)
Community Reinvestment Act mutual fund
Available for sale
Less than 12 months Fair Value	1,476	2,455
Less than 12 months Unrealized Losses	(24)	(45)
Total Fair Value	1,476	2,455
Total Unrealized Losses	$ (24)	(45)
Corporate bonds
Held to maturity
12 months or more Fair Value		4,937
12 months or more Unrealized Losses		(63)
Total Fair Value		4,937
Total Unrealized Losses		(63)
Trust preferred security
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)

INVESTMENT SECURITIES - ROLLFOR

INVESTMENT SECURITIES - ROLLFORWARD OF CREDIT LOSSES (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Bank's private label mortgage backed security credit losses recognized in earnings
Available-for-sale Securities	$ 458,719	$ 481,275
Number of securities held	185	179
Private label mortgage backed security
Bank's private label mortgage backed security credit losses recognized in earnings
Available-for-sale Securities	$ 4,575	$ 4,777
Number of securities held	1

INVESTMENT SECURITIES - PLEDGED

INVESTMENT SECURITIES - PLEDGED INVESTMENT SECURITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
INVESTMENT SECURITIES
Carrying amount	$ 212,825	$ 231,695
Fair value	$ 213,048	$ 231,891

LOANS HELD FOR SALE (Details)

LOANS HELD FOR SALE (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Mar. 31, 2016	Sep. 30, 2017	Sep. 30, 2016
Carried at fair value
Balance, beginning of period	$ 3,235	$ 6,826		$ 2,198
Origination of consumer loans held for sale, at fair value	15,066	20,057		46,847	$ 33,714
Proceeds from the sale of consumer loans held for sale	(15,115)	(25,397)		(45,988)	(32,355)
Net gain on sale of consumer loans held for sale	182	205		311	332
Balance, end of period	3,368	1,691		3,368	1,691
Carried at lower of cost or fair value
Balance, beginning of period	2,464	1,122	$ 514	1,310	514
Origination of consumer loans held for sale	164,815	99,346		407,997	214,716
Proceeds from the sale of consumer loans held for sale	(162,947)	(100,099)		(407,181)	(215,573)
Net gain on sale of consumer loans held for sale	1,352	724		3,558	1,436
Balance, end of period	$ 5,684	$ 1,093		$ 5,684	$ 1,093
Republic Credit Solutions | Installment loan
Loans held for sale
Percentage of loan receivable held for sale (as a percent)			100.00%	100.00%
Consumer loans held for sale period			21 days	21 days
Republic Credit Solutions | 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 54

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - COMPOSITION OF LOANS (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Jun. 30, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Dec. 31, 2015
Loans disclosures
Total loans	$ 3,957,512		$ 3,810,778
Allowance for loan and lease losses	(40,191)	$ (37,898)	(32,920)	$ (30,436)	$ (29,308)	$ (27,491)
Loans, net	3,917,321		3,777,858
Core Banking Activities
Loans disclosures
Total loans	3,910,381		3,771,831
Allowance for loan and lease losses	(29,546)	(29,251)	(27,928)	(27,091)	(26,857)	(25,792)
Traditional Banking
Loans disclosures
Total loans	3,339,221		3,186,392
Allowance for loan and lease losses	(28,118)	(27,749)	(26,464)	(25,438)	(25,392)	(24,825)
Republic Processing Group
Loans disclosures
Total loans	47,131		38,947
Allowance for loan and lease losses	(10,645)	(8,647)	(4,992)	(3,345)	(2,451)	(1,699)
Residential Real Estate - Owner Occupied | Traditional Banking
Loans disclosures
Total loans	933,726		1,000,148
Allowance for loan and lease losses	(6,573)	(6,740)	(7,158)	(7,417)	(7,893)	(8,301)
Residential Real Estate - Owner Occupied - Correspondent | Traditional Banking
Loans disclosures
Total loans	125,643		149,028
Allowance for loan and lease losses	(314)	(324)	(373)	(392)	(592)	(623)
Residential Real Estate - Non Owner Occupied | Traditional Banking
Loans disclosures
Total loans	193,379		156,605
Allowance for loan and lease losses	(1,337)	(1,237)	(1,139)	(1,165)	(1,052)	(1,052)
Commercial Real Estate | Traditional Banking
Loans disclosures
Total loans	1,161,225		1,060,496
Allowance for loan and lease losses	(8,770)	(8,368)	(8,078)	(8,031)	(7,805)	(7,672)
Construction & land development | Traditional Banking
Loans disclosures
Total loans	138,837		119,650
Allowance for loan and lease losses	(2,076)	(2,508)	(1,850)	(1,408)	(1,332)	(1,303)
Commercial & Industrial | Traditional Banking
Loans disclosures
Total loans	327,214		259,026
Allowance for loan and lease losses	(1,930)	(1,682)	(1,511)	(1,380)	(1,441)	(1,455)
Commercial & Industrial | Republic Processing Group
Loans disclosures
Total loans	265		6,695
Allowance for loan and lease losses			(25)
Lease Financing Receivables | Traditional Banking
Loans disclosures
Total loans	15,367		13,614
Allowance for loan and lease losses	(162)	(151)	(136)	(128)	(115)	(89)
Home equity lines of credit | Traditional Banking
Loans disclosures
Total loans	346,154		341,285
Allowance for loan and lease losses	(3,848)	(3,787)	(3,757)	(3,535)	(3,016)	(2,996)
Consumer: Credit cards | Traditional Banking
Loans disclosures
Total loans	19,898		13,414
Allowance for loan and lease losses	(606)	(588)	(490)	(487)	(456)	(448)
Consumer: Overdrafts | Traditional Banking
Loans disclosures
Total loans	892		803
Allowance for loan and lease losses	(892)	(806)	(675)	(606)	(824)	(351)
Consumer: Automobile loan | Traditional Banking
Loans disclosures
Total loans	63,639		52,579
Allowance for loan and lease losses	(669)	(640)	(526)	(447)	(281)	(56)
Other consumer | Traditional Banking
Loans disclosures
Total loans	13,247		19,744
Allowance for loan and lease losses	(941)	(918)	(771)	(442)	(585)	(479)
Warehouse lines of credit | Warehouse Lending
Loans disclosures
Total loans	571,160		585,439
Allowance for loan and lease losses	(1,428)	(1,502)	(1,464)	(1,653)	(1,465)	(967)
Republic Credit Solutions | Republic Processing Group
Loans disclosures
Total loans	46,866		32,252
Allowance for loan and lease losses	$ (10,645)	$ (8,647)	$ (4,967)	$ (3,345)	$ (2,451)	$ (1,699)

LOANS AND ALLOWANCE FOR LOAN 55

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - RECONCILIATION OF LOANS (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Disclosures on loans acquired
Contractual receivable	$ 3,960,048	$ 3,816,086
Unearned income	(1,206)	(1,050)
Unamortized premiums	1,258	1,838
Unaccreted discounts	(6,478)	(9,397)
Net unamortized deferred origination fees and costs	3,890	3,301
Carrying value of loans	3,957,512	3,810,778
Core Banking Activities
Disclosures on loans acquired
Carrying value of loans	$ 3,910,381	$ 3,771,831
Loans acquired (as a percent)	73.00%

LOANS AND ALLOWANCE FOR LOAN 56

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - LOAN PURCHASES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Loans disclosures
Total loans	$ 2,155	$ 9,631	$ 4,811	$ 48,876
Residential Real Estate - Owner Occupied - Correspondent
Loans disclosures
Total loans	$ 2,155	$ 9,631	$ 4,811	44,454
Other consumer
Loans disclosures
Total loans				$ 4,422

LOANS AND ALLOWANCE FOR LOAN 57

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - PCI RECONCILIATION OF LOANS (Details) - USD ($) $ in Thousands	May 17, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Dec. 31, 2016
Disclosures on loans acquired
Contractual receivable						$ 3,960,048	$ 3,816,086
Carrying value of loans						3,957,512	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
Cornerstone | Minimum
Disclosures on loans acquired
Period of past due loans to be considered PCI loans	90 days
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						10,792	15,587
Non-accretable amount						(1,747)	(1,713)
Accretable amount		$ (3,333)	$ (4,087)	$ (3,600)	$ (4,125)	(1,693)	(3,600)
Carrying value of loans						$ 7,352	$ 10,274
Rollforward of the accretable discount on PCI loans
Balance at the beginning of the period		(3,333)	(4,087)	(3,600)	(4,125)
Transfers between non-accretable and accretable		(44)	179	31	(299)
Net accretion into interest income on loans, including loan fees		1,684	48	1,876	945
Generated from acquisition of Cornerstone Bancorp, Inc. (recasted)					(381)
Balance at the end of the period		$ (1,693)	$ (3,860)	$ (1,693)	$ (3,860)
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 58

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - RISK CATEGORY (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Risk category of rated loans
Loans	$ 3,957,512	$ 3,810,778
Pass
Risk category of rated loans
Loans	2,198,350	2,024,233
Special Mention
Risk category of rated loans
Loans	26,630	30,702
Substandard
Risk category of rated loans
Loans	21,928	21,412
Purchased Credit Impaired Loans - Group 1
Risk category of rated loans
Loans	5,582	7,908
Purchased Credit Impaired Loans - Substandard
Risk category of rated loans
Loans	1,770	2,366
Rated Loans
Risk category of rated loans
Loans	2,254,260	2,086,621
Core Banking Activities
Risk category of rated loans
Loans	3,910,381	3,771,831
Core Banking Activities | Pass
Risk category of rated loans
Loans	2,198,085	2,017,538
Core Banking Activities | Special Mention
Risk category of rated loans
Loans	26,630	30,702
Core Banking Activities | Substandard
Risk category of rated loans
Loans	21,077	21,330
Core Banking Activities | Purchased Credit Impaired Loans - Group 1
Risk category of rated loans
Loans	5,582	7,908
Core Banking Activities | Purchased Credit Impaired Loans - Substandard
Risk category of rated loans
Loans	1,770	2,366
Core Banking Activities | Rated Loans
Risk category of rated loans
Loans	2,253,144	2,079,844
Traditional Banking
Risk category of rated loans
Loans	3,339,221	3,186,392
Traditional Banking | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	933,726	1,000,148
Traditional Banking | Residential Real Estate - Owner Occupied - Correspondent
Risk category of rated loans
Loans	125,643	149,028
Traditional Banking | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	193,379	156,605
Traditional Banking | Commercial Real Estate
Risk category of rated loans
Loans	1,161,225	1,060,496
Traditional Banking | Construction & land development
Risk category of rated loans
Loans	138,837	119,650
Traditional Banking | Commercial & Industrial
Risk category of rated loans
Loans	327,214	259,026
Traditional Banking | Lease Financing Receivables
Risk category of rated loans
Loans	15,367	13,614
Traditional Banking | Home equity lines of credit
Risk category of rated loans
Loans	346,154	341,285
Traditional Banking | Consumer: Credit cards
Risk category of rated loans
Loans	19,898	13,414
Traditional Banking | Consumer: Overdrafts
Risk category of rated loans
Loans	892	803
Traditional Banking | Consumer: Automobile loan
Risk category of rated loans
Loans	63,639	52,579
Traditional Banking | Other consumer
Risk category of rated loans
Loans	13,247	19,744
Traditional Banking | Pass
Risk category of rated loans
Loans	1,626,925	1,432,099
Traditional Banking | Pass | Commercial Real Estate
Risk category of rated loans
Loans	1,146,117	1,042,137
Traditional Banking | Pass | Construction & land development
Risk category of rated loans
Loans	138,095	118,769
Traditional Banking | Pass | Commercial & Industrial
Risk category of rated loans
Loans	326,846	257,579
Traditional Banking | Pass | Lease Financing Receivables
Risk category of rated loans
Loans	15,367	13,614
Traditional Banking | Pass | Home equity lines of credit
Risk category of rated loans
Loans	83
Traditional Banking | Pass | Other consumer
Risk category of rated loans
Loans	417
Traditional Banking | Special Mention
Risk category of rated loans
Loans	26,630	30,702
Traditional Banking | Special Mention | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	19,866	21,344
Traditional Banking | Special Mention | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	643	656
Traditional Banking | Special Mention | Commercial Real Estate
Risk category of rated loans
Loans	5,358	7,086
Traditional Banking | Special Mention | Construction & land development
Risk category of rated loans
Loans		90
Traditional Banking | Special Mention | Commercial & Industrial
Risk category of rated loans
Loans	263	1,270
Traditional Banking | Special Mention | Home equity lines of credit
Risk category of rated loans
Loans	83	256
Traditional Banking | Special Mention | Other consumer
Risk category of rated loans
Loans	417
Traditional Banking | Substandard
Risk category of rated loans
Loans	21,077	21,330
Traditional Banking | Substandard | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	12,180	13,117
Traditional Banking | Substandard | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	1,016	1,115
Traditional Banking | Substandard | Commercial Real Estate
Risk category of rated loans
Loans	4,977	4,224
Traditional Banking | Substandard | Construction & land development
Risk category of rated loans
Loans	742	791
Traditional Banking | Substandard | Commercial & Industrial
Risk category of rated loans
Loans	82	154
Traditional Banking | Substandard | Home equity lines of credit
Risk category of rated loans
Loans	1,743	1,763
Traditional Banking | Substandard | Consumer: Automobile loan
Risk category of rated loans
Loans	97
Traditional Banking | Substandard | Other consumer
Risk category of rated loans
Loans	240	166
Traditional Banking | Purchased Credit Impaired Loans - Group 1
Risk category of rated loans
Loans	5,582	7,908
Traditional Banking | Purchased Credit Impaired Loans - Group 1 | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	182	218
Traditional Banking | Purchased Credit Impaired Loans - Group 1 | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	510	523
Traditional Banking | Purchased Credit Impaired Loans - Group 1 | Commercial Real Estate
Risk category of rated loans
Loans	4,773	7,049
Traditional Banking | Purchased Credit Impaired Loans - Group 1 | Commercial & Industrial
Risk category of rated loans
Loans	23	23
Traditional Banking | Purchased Credit Impaired Loans - Group 1 | Home equity lines of credit
Risk category of rated loans
Loans	91	94
Traditional Banking | Purchased Credit Impaired Loans - Group 1 | Other consumer
Risk category of rated loans
Loans	3	1
Traditional Banking | Purchased Credit Impaired Loans - Substandard
Risk category of rated loans
Loans	1,770	2,366
Traditional Banking | Purchased Credit Impaired Loans - Substandard | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	1,673	2,267
Traditional Banking | Purchased Credit Impaired Loans - Substandard | Home equity lines of credit
Risk category of rated loans
Loans	97	99
Traditional Banking | Rated Loans
Risk category of rated loans
Loans	1,681,984	1,494,405
Traditional Banking | Rated Loans | Residential Real Estate - Owner Occupied
Risk category of rated loans
Loans	33,901	36,946
Traditional Banking | Rated Loans | Residential Real Estate - Non Owner Occupied
Risk category of rated loans
Loans	2,169	2,294
Traditional Banking | Rated Loans | Commercial Real Estate
Risk category of rated loans
Loans	1,161,225	1,060,496
Traditional Banking | Rated Loans | Construction & land development
Risk category of rated loans
Loans	138,837	119,650
Traditional Banking | Rated Loans | Commercial & Industrial
Risk category of rated loans
Loans	327,214	259,026
Traditional Banking | Rated Loans | Lease Financing Receivables
Risk category of rated loans
Loans	15,367	13,614
Traditional Banking | Rated Loans | Home equity lines of credit
Risk category of rated loans
Loans	2,097	2,212
Traditional Banking | Rated Loans | Consumer: Automobile loan
Risk category of rated loans
Loans	97
Traditional Banking | Rated Loans | Other consumer
Risk category of rated loans
Loans	1,077	167
Warehouse Lending | Warehouse lines of credit
Risk category of rated loans
Loans	571,160	585,439
Warehouse Lending | Pass | Warehouse lines of credit
Risk category of rated loans
Loans	571,160	585,439
Warehouse Lending | Rated Loans | Warehouse lines of credit
Risk category of rated loans
Loans	571,160	585,439
Republic Processing Group
Risk category of rated loans
Loans	47,131	38,947
Republic Processing Group | Commercial & Industrial
Risk category of rated loans
Loans	265	6,695
Republic Processing Group | Republic Credit Solutions
Risk category of rated loans
Loans	46,866	32,252
Republic Processing Group | Pass
Risk category of rated loans
Loans	265	6,695
Republic Processing Group | Pass | Commercial & Industrial
Risk category of rated loans
Loans	265	6,695
Republic Processing Group | Substandard
Risk category of rated loans
Loans	851	82
Republic Processing Group | Substandard | Republic Credit Solutions
Risk category of rated loans
Loans	851	82
Republic Processing Group | Rated Loans
Risk category of rated loans
Loans	1,116	6,777
Republic Processing Group | Rated Loans | Commercial & Industrial
Risk category of rated loans
Loans	265	6,695
Republic Processing Group | Rated Loans | Republic Credit Solutions
Risk category of rated loans
Loans	$ 851	$ 82

LOANS AND ALLOWANCE FOR LOAN 59

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - ALLOWANCE ACTIVITY (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Allowance for loan losses rollforward
Beginning Balance	$ 37,898	$ 29,308	$ 32,920	$ 27,491
Provision for loan and lease losses	4,221	2,489	21,633	9,489
Charged-off	(3,369)	(2,071)	(17,250)	(8,617)
Recoveries	1,441	710	2,888	2,073
Ending Balance	40,191	30,436	40,191	30,436
Core Banking Activities
Allowance for loan losses rollforward
Beginning Balance	29,251	26,857	27,928	25,792
Provision for loan and lease losses	609	477	2,575	2,253
Charged-off	(689)	(723)	(1,911)	(2,139)
Recoveries		480	954	1,185
Ending Balance	29,546	27,091	29,546	27,091
Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	27,749	25,392	26,464	24,825
Provision for loan and lease losses	683	289	2,611	1,567
Charged-off	(689)	(723)	(1,911)	(2,139)
Recoveries	375	480	954	1,185
Ending Balance	28,118	25,438	28,118	25,438
Warehouse Lending
Allowance for loan losses rollforward
Provision for loan and lease losses	(74)	188	(36)	686
Republic Processing Group
Allowance for loan losses rollforward
Beginning Balance	8,647	2,451	4,992	1,699
Provision for loan and lease losses	3,612	2,012	19,058	7,236
Charged-off	(2,680)	(1,348)	(15,339)	(6,478)
Recoveries	1,066	230	1,934	888
Ending Balance	10,645	3,345	10,645	3,345
Residential Real Estate - Owner Occupied | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	6,740	7,893	7,158	8,301
Provision for loan and lease losses	(222)	(562)	(653)	(860)
Charged-off	(52)	(56)	(163)	(317)
Recoveries	107	142	231	293
Ending Balance	6,573	7,417	6,573	7,417
Residential Real Estate - Owner Occupied - Correspondent | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	324	592	373	623
Provision for loan and lease losses	(10)	(200)	(59)	(231)
Ending Balance	314	392	314	392
Residential Real Estate - Non Owner Occupied | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	1,237	1,052	1,139	1,052
Provision for loan and lease losses	100	113	212	105
Charged-off			(14)
Recoveries				8
Ending Balance	1,337	1,165	1,337	1,165
Commercial Real Estate | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	8,368	7,805	8,078	7,672
Provision for loan and lease losses	325	192	577	260
Charged-off				(41)
Recoveries	77	34	115	140
Ending Balance	8,770	8,031	8,770	8,031
Construction & land development | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	2,508	1,332	1,850	1,303
Provision for loan and lease losses	(435)	66	222	119
Charged-off				(44)
Recoveries	3	10	4	30
Ending Balance	2,076	1,408	2,076	1,408
Commercial & Industrial | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	1,682	1,441	1,511	1,455
Provision for loan and lease losses	388	(182)	537	130
Charged-off	(152)		(152)	(330)
Recoveries	12	121	34	125
Ending Balance	1,930	1,380	1,930	1,380
Commercial & Industrial | Republic Processing Group
Allowance for loan losses rollforward
Beginning Balance			25
Provision for loan and lease losses			(25)
Lease Financing Receivables | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	151	115	136	89
Provision for loan and lease losses	11	13	26	39
Ending Balance	162	128	162	128
Home equity lines of credit | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	3,787	3,016	3,757	2,996
Provision for loan and lease losses	14	633	62	633
Charged-off	(4)	(145)	(99)	(229)
Recoveries	51	31	128	135
Ending Balance	3,848	3,535	3,848	3,535
Consumer: Credit cards | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	588	456	490	448
Provision for loan and lease losses	50	105	181	163
Charged-off	(38)	(91)	(86)	(153)
Recoveries	6	17	21	29
Ending Balance	606	487	606	487
Consumer: Overdrafts | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	806	824	675	351
Provision for loan and lease losses	311	(34)	731	639
Charged-off	(276)	(239)	(687)	(571)
Recoveries	51	55	173	187
Ending Balance	892	606	892	606
Consumer: Automobile loan | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	640	281	526	56
Provision for loan and lease losses	40	178	160	402
Charged-off	(12)	(12)	(19)	(12)
Recoveries	1		2	1
Ending Balance	669	447	669	447
Other consumer | Traditional Banking
Allowance for loan losses rollforward
Beginning Balance	918	585	771	479
Provision for loan and lease losses	111	(33)	615	168
Charged-off	(155)	(180)	(691)	(442)
Recoveries	67	70	246	237
Ending Balance	941	442	941	442
Warehouse lines of credit | Warehouse Lending
Allowance for loan losses rollforward
Beginning Balance	1,502	1,465	1,464	967
Provision for loan and lease losses	(74)	188	(36)	686
Ending Balance	1,428	1,653	1,428	1,653
Easy Advances | Republic Processing Group
Allowance for loan losses rollforward
Provision for loan and lease losses	(840)	(89)	7,041	3,127
Charged-off			(8,123)	(3,474)
Recoveries	840	89	1,082	347
Refund Anticipation Loans | Republic Processing Group
Allowance for loan losses rollforward
Provision for loan and lease losses			(253)	(222)
Recoveries			253	222
Republic Credit Solutions | Republic Processing Group
Allowance for loan losses rollforward
Beginning Balance	8,647	2,451	4,967	1,699
Provision for loan and lease losses	4,452	2,101	12,295	4,331
Charged-off	(2,680)	(1,348)	(7,216)	(3,004)
Recoveries	226	141	599	319
Ending Balance	$ 10,645	$ 3,345	$ 10,645	$ 3,345

LOANS AND ALLOWANCE FOR LOAN 60

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - NON-PERFORMING LOANS (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Non-performing loans and non-performing assets disclosures
Loans on nonaccrual status	$ 15,475	$ 15,892
Loans past due 90 days or more and still on accrual	906	167
Total nonperforming loans	16,381	16,059
Other real estate owned	167	1,391
Total nonperforming assets	$ 16,548	$ 17,450
Credit Quality Ratios - Total Company:
Nonperforming loans to total loans (as percent)	0.41%	0.42%
Nonperforming assets to total loans (including OREO) (as percent)	0.42%	0.46%
Nonperforming assets to total assets (as percent)	0.33%	0.36%
Core Banking Activities
Non-performing loans and non-performing assets disclosures
Loans on nonaccrual status	$ 15,475	$ 15,892
Loans past due 90 days or more and still on accrual	$ 55	$ 85
Credit Quality Ratios - Total Company:
Nonperforming loans to total loans (as percent)	0.40%	0.42%
Nonperforming assets to total loans (including OREO) (as percent)	0.40%	0.46%
Nonperforming assets to total assets (as percent)	0.32%	0.36%

LOANS AND ALLOWANCE FOR LOAN 61

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - AGING (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2017USD ($)item	Dec. 31, 2016USD ($)
Aging or recorded investments in loans
Nonaccrual Loan	$ 15,475	$ 15,892
Loans Past Due 90 Days or More and Still Accruing Interest	$ 906	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	$ 15,475	15,892
Loans Past Due 90 Days or More and Still Accruing Interest	55	85
Traditional Banking
Aging or recorded investments in loans
Nonaccrual Loan	15,475	15,892
Loans Past Due 90 Days or More and Still Accruing Interest	55	85
Traditional Banking | Residential Real Estate - Owner Occupied
Aging or recorded investments in loans
Nonaccrual Loan	9,528	10,955
Traditional Banking | Residential Real Estate - Non Owner Occupied
Aging or recorded investments in loans
Nonaccrual Loan	21	852
Traditional Banking | Commercial Real Estate
Aging or recorded investments in loans
Nonaccrual Loan	4,411	2,725
Traditional Banking | Construction & land development
Aging or recorded investments in loans
Nonaccrual Loan	68	77
Traditional Banking | Commercial & Industrial
Aging or recorded investments in loans
Nonaccrual Loan	46	154
Traditional Banking | Home equity lines of credit
Aging or recorded investments in loans
Nonaccrual Loan	1,308	1,069
Traditional Banking | Consumer: Automobile loan
Aging or recorded investments in loans
Nonaccrual Loan	72
Traditional Banking | Other consumer
Aging or recorded investments in loans
Nonaccrual Loan	21	60
Loans Past Due 90 Days or More and Still Accruing Interest	55	85
Republic Processing Group
Aging or recorded investments in loans
Loans Past Due 90 Days or More and Still Accruing Interest	851	82
Republic Processing Group | Republic Credit Solutions
Aging or recorded investments in loans
Loans Past Due 90 Days or More and Still Accruing Interest	$ 851	$ 82

LOANS AND ALLOWANCE FOR LOAN 62

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - DELINQUENT LOANS (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Aging or recorded investments in loans
Total Loans Delinquent	$ 12,026	$ 8,958
Total Loans Not Delinquent	3,945,486	3,801,820
Carrying value of loans	$ 3,957,512	$ 3,810,778
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.30%	0.24%
30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 5,409	$ 4,400
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.14%	0.12%
60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 1,738	$ 912
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.04%	0.02%
90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 4,879	$ 3,646
Delinquent acquired bank loans to total acquired bank loans (as a percent)	0.12%	0.10%
Core Banking Activities
Aging or recorded investments in loans
Total Loans Delinquent	$ 7,756	$ 6,821
Total Loans Not Delinquent	3,902,625	3,765,010
Carrying value of loans	3,910,381	3,771,831
Core Banking Activities | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	2,616	2,649
Core Banking Activities | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,112	608
Core Banking Activities | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	4,028	3,564
Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	7,756	6,821
Total Loans Not Delinquent	3,331,465	3,179,571
Carrying value of loans	3,339,221	3,186,392
Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	2,616	2,649
Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,112	608
Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	4,028	3,564
Republic Processing Group
Aging or recorded investments in loans
Total Loans Delinquent	4,270	2,137
Total Loans Not Delinquent	42,861	36,810
Carrying value of loans	47,131	38,947
Republic Processing Group | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	2,793	1,751
Republic Processing Group | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	626	304
Republic Processing Group | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	851	82
Residential Real Estate - Owner Occupied | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	3,579	4,554
Total Loans Not Delinquent	930,147	995,594
Carrying value of loans	933,726	1,000,148
Residential Real Estate - Owner Occupied | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,422	1,696
Residential Real Estate - Owner Occupied | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	442	337
Residential Real Estate - Owner Occupied | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,715	2,521
Residential Real Estate - Owner Occupied - Correspondent | Traditional Banking
Aging or recorded investments in loans
Total Loans Not Delinquent	125,643	149,028
Carrying value of loans	125,643	149,028
Residential Real Estate - Non Owner Occupied | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	658	46
Total Loans Not Delinquent	192,721	156,559
Carrying value of loans	193,379	156,605
Residential Real Estate - Non Owner Occupied | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	658
Residential Real Estate - Non Owner Occupied | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent		46
Commercial Real Estate | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	2,087	425
Total Loans Not Delinquent	1,159,138	1,060,071
Carrying value of loans	1,161,225	1,060,496
Commercial Real Estate | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent		8
Commercial Real Estate | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	379
Commercial Real Estate | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1,708	417
Construction & land development | Traditional Banking
Aging or recorded investments in loans
Total Loans Not Delinquent	138,837	119,650
Carrying value of loans	138,837	119,650
Commercial & Industrial | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	37	342
Total Loans Not Delinquent	327,177	258,684
Carrying value of loans	327,214	259,026
Commercial & Industrial | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	37	342
Commercial & Industrial | Republic Processing Group
Aging or recorded investments in loans
Total Loans Not Delinquent	265	6,695
Carrying value of loans	265	6,695
Lease Financing Receivables | Traditional Banking
Aging or recorded investments in loans
Total Loans Not Delinquent	15,367	13,614
Carrying value of loans	15,367	13,614
Home equity lines of credit | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	837	970
Total Loans Not Delinquent	345,317	340,315
Carrying value of loans	346,154	341,285
Home equity lines of credit | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	130	316
Home equity lines of credit | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	181	160
Home equity lines of credit | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	526	494
Consumer: Credit cards | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	96	18
Total Loans Not Delinquent	19,802	13,396
Carrying value of loans	19,898	13,414
Consumer: Credit cards | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	56	14
Consumer: Credit cards | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	40	4
Consumer: Overdrafts | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	209	161
Total Loans Not Delinquent	683	642
Carrying value of loans	892	803
Consumer: Overdrafts | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	208	159
Consumer: Overdrafts | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	1	1
Consumer: Overdrafts | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent		1
Consumer: Automobile loan | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	73
Total Loans Not Delinquent	63,566	52,579
Carrying value of loans	63,639	52,579
Consumer: Automobile loan | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	23
Consumer: Automobile loan | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	25
Consumer: Automobile loan | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	25
Other consumer | Traditional Banking
Aging or recorded investments in loans
Total Loans Delinquent	180	305
Total Loans Not Delinquent	13,067	19,439
Carrying value of loans	13,247	19,744
Other consumer | Traditional Banking | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	82	114
Other consumer | Traditional Banking | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	44	106
Other consumer | Traditional Banking | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	54	85
Warehouse lines of credit | Warehouse Lending
Aging or recorded investments in loans
Total Loans Not Delinquent	571,160	585,439
Carrying value of loans	571,160	585,439
Republic Credit Solutions | Republic Processing Group
Aging or recorded investments in loans
Total Loans Delinquent	4,270	2,137
Total Loans Not Delinquent	42,596	30,115
Carrying value of loans	46,866	32,252
Republic Credit Solutions | Republic Processing Group | 30 - 59 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	2,793	1,751
Republic Credit Solutions | Republic Processing Group | 60 - 89 Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	626	304
Republic Credit Solutions | Republic Processing Group | 90 + Days Delinquent
Aging or recorded investments in loans
Total Loans Delinquent	$ 851	$ 82

LOANS AND ALLOWANCE FOR LOAN 63

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - IMPAIRED LOANS (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Impaired loans
Loans with no allocated Allowance	$ 19,419	$ 21,416
Loans with allocated Allowance	28,300	31,268
Total impaired loans	47,719	52,684
Amount of the Allowance	4,584	4,925
PCI loan
Impaired loans
Total impaired loans	2,000	4,000
Impaired Loans
Impaired loans
Total impaired loans	$ 2,000	$ 3,000

LOANS AND ALLOWANCE FOR LOAN 64

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - PORTFOLIO CLASS (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Jun. 30, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Dec. 31, 2015
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	$ 4,106		$ 4,616
Collectively evaluated for impairment	35,607		27,995
PCI loans with post acquisition impairment	478		309
Total ending allowance for loan losses	40,191	$ 37,898	32,920	$ 30,436	$ 29,308	$ 27,491
Impaired loans individually evaluated, excluding PCI loans	45,545		48,856
Loans collectively evaluated for impairment	3,904,615		3,751,648
PCI loans with post acquisition impairment	2,174		3,828
PCI loans without post acquisition impairment	5,178		6,446
Carrying value of loans	3,957,512		3,810,778
Core Banking Activities
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	4,106		4,616
Collectively evaluated for impairment	24,962		23,003
PCI loans with post acquisition impairment	478		309
Total ending allowance for loan losses	29,546	29,251	27,928	27,091	26,857	25,792
Impaired loans individually evaluated, excluding PCI loans	45,545		48,856
Loans collectively evaluated for impairment	3,857,484		3,712,701
PCI loans with post acquisition impairment	2,174		3,828
PCI loans without post acquisition impairment	5,178		6,446
Carrying value of loans	3,910,381		3,771,831
Traditional Banking
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	4,106		4,616
Collectively evaluated for impairment	23,534		21,539
PCI loans with post acquisition impairment	478		309
Total ending allowance for loan losses	28,118	27,749	26,464	25,438	25,392	24,825
Impaired loans individually evaluated, excluding PCI loans	45,545		48,856
Loans collectively evaluated for impairment	3,286,324		3,127,262
PCI loans with post acquisition impairment	2,174		3,828
PCI loans without post acquisition impairment	5,178		6,446
Carrying value of loans	3,339,221		3,186,392
Traditional Banking | Residential Real Estate - Owner Occupied
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	2,721		3,203
Collectively evaluated for impairment	3,519		3,797
PCI loans with post acquisition impairment	333		158
Total ending allowance for loan losses	6,573	6,740	7,158	7,417	7,893	8,301
Impaired loans individually evaluated, excluding PCI loans	29,581		31,908
Loans collectively evaluated for impairment	902,290		965,755
PCI loans with post acquisition impairment	1,673		2,297
PCI loans without post acquisition impairment	182		188
Carrying value of loans	933,726		1,000,148
Traditional Banking | Residential Real Estate - Owner Occupied - Correspondent
Allowance for loans losses
Collectively evaluated for impairment	314		373
Total ending allowance for loan losses	314	324	373	392	592	623
Loans collectively evaluated for impairment	125,643		149,028
Carrying value of loans	125,643		149,028
Traditional Banking | Residential Real Estate - Non Owner Occupied
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	7		65
Collectively evaluated for impairment	1,323		1,067
PCI loans with post acquisition impairment	7		7
Total ending allowance for loan losses	1,337	1,237	1,139	1,165	1,052	1,052
Impaired loans individually evaluated, excluding PCI loans	1,526		1,601
Loans collectively evaluated for impairment	191,343		154,481
PCI loans with post acquisition impairment	259		268
PCI loans without post acquisition impairment	251		255
Carrying value of loans	193,379		156,605
Traditional Banking | Commercial Real Estate
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	438		532
Collectively evaluated for impairment	8,295		7,501
PCI loans with post acquisition impairment	37		45
Total ending allowance for loan losses	8,770	8,368	8,078	8,031	7,805	7,672
Impaired loans individually evaluated, excluding PCI loans	10,898		11,769
Loans collectively evaluated for impairment	1,145,554		1,041,678
PCI loans with post acquisition impairment	142		1,164
PCI loans without post acquisition impairment	4,631		5,885
Carrying value of loans	1,161,225		1,060,496
Traditional Banking | Construction & land development
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	112		120
Collectively evaluated for impairment	1,964		1,730
Total ending allowance for loan losses	2,076	2,508	1,850	1,408	1,332	1,303
Impaired loans individually evaluated, excluding PCI loans	742		882
Loans collectively evaluated for impairment	138,095		118,768
Carrying value of loans	138,837		119,650
Traditional Banking | Commercial & Industrial
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	90		227
Collectively evaluated for impairment	1,840		1,284
Total ending allowance for loan losses	1,930	1,682	1,511	1,380	1,441	1,455
Impaired loans individually evaluated, excluding PCI loans	356		686
Loans collectively evaluated for impairment	326,835		258,317
PCI loans without post acquisition impairment	23		23
Carrying value of loans	327,214		259,026
Traditional Banking | Lease Financing Receivables
Allowance for loans losses
Collectively evaluated for impairment	162		136
Total ending allowance for loan losses	162	151	136	128	115	89
Loans collectively evaluated for impairment	15,367		13,614
Carrying value of loans	15,367		13,614
Traditional Banking | Home equity lines of credit
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	539		433
Collectively evaluated for impairment	3,211		3,225
PCI loans with post acquisition impairment	98		99
Total ending allowance for loan losses	3,848	3,787	3,757	3,535	3,016	2,996
Impaired loans individually evaluated, excluding PCI loans	1,743		1,929
Loans collectively evaluated for impairment	344,223		339,163
PCI loans with post acquisition impairment	97		99
PCI loans without post acquisition impairment	91		94
Carrying value of loans	346,154		341,285
Traditional Banking | Consumer: Credit cards
Allowance for loans losses
Collectively evaluated for impairment	606		490
Total ending allowance for loan losses	606	588	490	487	456	448
Loans collectively evaluated for impairment	19,898		13,414
Carrying value of loans	19,898		13,414
Traditional Banking | Consumer: Overdrafts
Allowance for loans losses
Collectively evaluated for impairment	892		675
Total ending allowance for loan losses	892	806	675	606	824	351
Loans collectively evaluated for impairment	892		803
Carrying value of loans	892		803
Traditional Banking | Consumer: Automobile loan
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	30
Collectively evaluated for impairment	639		526
Total ending allowance for loan losses	669	640	526	447	281	56
Impaired loans individually evaluated, excluding PCI loans	97
Loans collectively evaluated for impairment	63,542		52,579
Carrying value of loans	63,639		52,579
Traditional Banking | Other consumer
Allowance for loans losses
Individually evaluated for impairment, excluding PCI loans	169		36
Collectively evaluated for impairment	769		735
PCI loans with post acquisition impairment	3
Total ending allowance for loan losses	941	918	771	442	585	479
Impaired loans individually evaluated, excluding PCI loans	602		81
Loans collectively evaluated for impairment	12,642		19,662
PCI loans with post acquisition impairment	3
PCI loans without post acquisition impairment			1
Carrying value of loans	13,247		19,744
Warehouse Lending | Warehouse lines of credit
Allowance for loans losses
Collectively evaluated for impairment	1,428		1,464
Total ending allowance for loan losses	1,428	1,502	1,464	1,653	1,465	967
Loans collectively evaluated for impairment	571,160		585,439
Carrying value of loans	571,160		585,439
Republic Processing Group
Allowance for loans losses
Collectively evaluated for impairment	10,645		4,992
Total ending allowance for loan losses	10,645	8,647	4,992	3,345	2,451	1,699
Loans collectively evaluated for impairment	47,131		38,947
Carrying value of loans	47,131		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	265		6,695
Carrying value of loans	265		6,695
Republic Processing Group | Republic Credit Solutions
Allowance for loans losses
Collectively evaluated for impairment	10,645		4,967
Total ending allowance for loan losses	10,645	$ 8,647	4,967	$ 3,345	$ 2,451	$ 1,699
Loans collectively evaluated for impairment	46,866		32,252
Carrying value of loans	$ 46,866		$ 32,252

LOANS AND ALLOWANCE FOR LOAN 65

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - LOANS EVALUATED FOR IMPAIRMENT BY CLASS OF LOANS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Impaired loans with no allocated Allowance:
Recorded Investment	$ 19,419		$ 19,419		$ 21,416
Impaired loans with allocated Allowance:
Recorded Investment	28,300		28,300		31,268
Allowance for Loan Losses Allocated	4,584		4,584		4,925
Total impaired loans
Unpaid Principal Balance	49,943		49,943		54,968
Recorded Investment	47,719		47,719		52,684
Allowance for Loan Losses Allocated	4,584		4,584		4,925
Average Recorded Investment	47,433	$ 56,968	49,131	$ 60,341
Interest Income Recognized	345	397	1,044	1,185
Residential Real Estate - Owner Occupied
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	11,438		11,438		13,727
Recorded Investment	10,620		10,620		12,629
Average Recorded Investment	11,166	13,702	11,713	13,376
Interest Income Recognized	39	37	117	104
Impaired loans with allocated Allowance:
Unpaid Principal Balance	20,689		20,689		21,595
Recorded Investment	20,634		20,634		21,576
Allowance for Loan Losses Allocated	3,054		3,054		3,361
Average Recorded Investment	20,682	22,803	20,943	23,936
Interest Income Recognized	177	204	529	600
Total impaired loans
Allowance for Loan Losses Allocated	3,054		3,054		3,361
Residential Real Estate - Non Owner Occupied
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	1,512		1,512		1,399
Recorded Investment	1,445		1,445		1,376
Average Recorded Investment	1,494	891	1,444	1,431
Interest Income Recognized	23		62
Impaired loans with allocated Allowance:
Unpaid Principal Balance	340		340		491
Recorded Investment	340		340		493
Allowance for Loan Losses Allocated	14		14		73
Average Recorded Investment	410	832	450	977
Interest Income Recognized	5	11	15	31
Total impaired loans
Allowance for Loan Losses Allocated	14		14		73
Commercial Real Estate
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	6,787		6,787		6,610
Recorded Investment	5,618		5,618		5,536
Average Recorded Investment	5,127	6,349	5,140	6,764
Interest Income Recognized	19	32	58	109
Impaired loans with allocated Allowance:
Unpaid Principal Balance	5,422		5,422		7,397
Recorded Investment	5,422		5,422		7,397
Allowance for Loan Losses Allocated	475		475		577
Average Recorded Investment	4,895	9,191	5,819	9,369
Interest Income Recognized	66	93	196	280
Total impaired loans
Allowance for Loan Losses Allocated	475		475		577
Construction & land development
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	596		596		476
Recorded Investment	596		596		476
Average Recorded Investment	597	476	537	874
Interest Income Recognized	7	5	22	15
Impaired loans with allocated Allowance:
Unpaid Principal Balance	146		146		405
Recorded Investment	146		146		406
Allowance for Loan Losses Allocated	112		112		120
Average Recorded Investment	149	421	275	482
Interest Income Recognized	1	5	3	15
Total impaired loans
Allowance for Loan Losses Allocated	112		112		120
Commercial & Industrial
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	45		45		67
Recorded Investment	45		45		67
Average Recorded Investment	195	192	128	103
Interest Income Recognized		2	1	5
Impaired loans with allocated Allowance:
Unpaid Principal Balance	311		311		619
Recorded Investment	311		311		619
Allowance for Loan Losses Allocated	90		90		227
Average Recorded Investment	230	179	308	841
Interest Income Recognized	2		7
Total impaired loans
Allowance for Loan Losses Allocated	90		90		227
Home equity lines of credit
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	1,026		1,026		1,358
Recorded Investment	953		953		1,287
Average Recorded Investment	1,213	1,610	1,281	1,874
Interest Income Recognized	2	3	10	14
Impaired loans with allocated Allowance:
Unpaid Principal Balance	929		929		742
Recorded Investment	887		887		741
Allowance for Loan Losses Allocated	637		637		532
Average Recorded Investment	834	236	820	203
Interest Income Recognized		5	11	11
Total impaired loans
Allowance for Loan Losses Allocated	637		637		532
Consumer
Impaired loans with no allocated Allowance:
Unpaid Principal Balance	142		142		45
Recorded Investment	142		142		45
Average Recorded Investment	92	47	67	69
Interest Income Recognized	2		5
Impaired loans with allocated Allowance:
Unpaid Principal Balance	560		560		37
Recorded Investment	560		560		36
Allowance for Loan Losses Allocated	202		202		35
Average Recorded Investment	349	$ 39	206	42
Interest Income Recognized	2		8	$ 1
Total impaired loans
Allowance for Loan Losses Allocated	$ 202		$ 202		$ 35

LOANS AND ALLOWANCE FOR LOAN 66

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - TDR ACCRUAL STATUS (Details) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017USD ($)loan	Dec. 31, 2016USD ($)loan
Troubled Debt Restructurings disclosures
Number of Loans | loan	287	308
Recorded Investment | $	$ 37,594	$ 41,586
Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	262	277
Recorded Investment | $	$ 27,302	$ 28,753
Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	19	23
Recorded Investment | $	$ 9,276	$ 11,265
Construction & land development
Troubled Debt Restructurings disclosures
Number of Loans | loan	4	5
Recorded Investment | $	$ 742	$ 881
Commercial & Industrial
Troubled Debt Restructurings disclosures
Number of Loans | loan	2	3
Recorded Investment | $	$ 274	$ 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 | loan	68	87
Recorded Investment | $	$ 7,205	$ 9,860
Loans on nonaccrual status | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	61	79
Recorded Investment | $	$ 4,918	$ 7,199
Loans on nonaccrual status | Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	6	6
Recorded Investment | $	$ 2,219	$ 2,430
Loans on nonaccrual status | Construction & land development
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	1
Recorded Investment | $	$ 68	$ 77
Loans on nonaccrual status | Commercial & Industrial
Troubled Debt Restructurings disclosures
Number of Loans | loan		1
Recorded Investment | $		$ 154
Accrual Loans
Troubled Debt Restructurings disclosures
Number of Loans | loan	219	221
Recorded Investment | $	$ 30,389	$ 31,726
Accrual Loans | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	201	198
Recorded Investment | $	$ 22,384	$ 21,554
Accrual Loans | Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	13	17
Recorded Investment | $	$ 7,057	$ 8,835
Accrual Loans | Construction & land development
Troubled Debt Restructurings disclosures
Number of Loans | loan	3	4
Recorded Investment | $	$ 674	$ 804
Accrual Loans | Commercial & Industrial
Troubled Debt Restructurings disclosures
Number of Loans | loan	2	2
Recorded Investment | $	$ 274	$ 533

LOANS AND ALLOWANCE FOR LOAN 67

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - TDR MODIFICATIONS (Details)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017USD ($)loan	Sep. 30, 2016USD ($)loan	Sep. 30, 2017USD ($)loan	Sep. 30, 2016USD ($)loan	Dec. 31, 2016USD ($)loan
Troubled Debt Restructurings disclosures
Period of time loans are not past due in which TDR loans are performing			30 days
Number of Loans | loan			287		308
Recorded Investment			$ 37,594,000		$ 41,586,000
Commitments to lend any additional material amounts to existing TDR relationships	$ 0		0		$ 0
Change between the pre and post modification loan	$ 0	$ 0	$ 0	$ 0
Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan			262		277
Recorded Investment			$ 27,302,000		$ 28,753,000
Residential Real Estate | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | loan			2		3
Recorded Investment			$ 473,000		$ 648,000
Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan			190		205
Recorded Investment			$ 22,374,000		$ 24,338,000
Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan			20		14
Recorded Investment			$ 2,060,000		$ 922,000
Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | loan			50		55
Recorded Investment			$ 2,395,000		$ 2,845,000
Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | loan			25		31
Recorded Investment			$ 10,292,000		$ 12,833,000
Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | loan			4		6
Recorded Investment			$ 1,243,000		$ 3,079,000
Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan			9		10
Recorded Investment			$ 3,911,000		$ 4,997,000
Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan			12		15
Recorded Investment			$ 5,138,000		$ 4,757,000
Modified During The Period
Troubled Debt Restructurings disclosures
Number of Loans | loan	15	8	18	19
Recorded Investment	$ 1,411,000	$ 2,389,000	$ 2,436,000	$ 2,936,000
Modified During The Period | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	14	5	17	16
Recorded Investment	$ 1,169,000	$ 660,000	$ 2,194,000	$ 1,207,000
Modified During The Period | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan		1	1	8
Recorded Investment		$ 262,000	$ 220,000	$ 645,000
Modified During The Period | Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan	7		9
Recorded Investment	$ 701,000		$ 1,506,000
Modified During The Period | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | loan	7	4	7	8
Recorded Investment	$ 468,000	$ 398,000	$ 468,000	$ 562,000
Modified During The Period | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	3	1	3
Recorded Investment	$ 242,000	$ 1,729,000	$ 242,000	$ 1,729,000
Modified During The Period | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan		2		2
Recorded Investment		$ 225,000		$ 225,000
Modified During The Period | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	1	1	1
Recorded Investment	$ 242,000	$ 1,504,000	$ 242,000	$ 1,504,000
Performing Financing Receivable
Troubled Debt Restructurings disclosures
Number of Loans | loan			215		197
Recorded Investment			$ 30,191,000		$ 29,874,000
Percentage of troubled debt restructurings performing as per terms of modifications	80.00%		80.00%		72.00%
Specific reserve allocations made to customers	$ 3,000,000		$ 3,000,000		$ 4,000,000
Percentage of Bank's TDRs that occurred during period, which were performing according to their modified terms	91.00%	26.00%	95.00%	32.00%
Specific reserve allocations made to customers whose loan terms were modified in TDRs during period	$ 155,000	$ 75,000	$ 186,000	$ 75,000
Performing Financing Receivable | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan			197		174
Recorded Investment			$ 22,186,000		$ 19,702,000
Performing Financing Receivable | Residential Real Estate | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | loan			1		2
Recorded Investment			$ 6,000		$ 155,000
Performing Financing Receivable | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan			155		148
Recorded Investment			$ 19,103,000		$ 18,125,000
Performing Financing Receivable | Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan			18		7
Recorded Investment			$ 1,937,000		$ 616,000
Performing Financing Receivable | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | loan			23		17
Recorded Investment			$ 1,140,000		$ 806,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | loan			18		23
Recorded Investment			$ 8,005,000		$ 10,172,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | loan			3		5
Recorded Investment			$ 864,000		$ 2,666,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan			7		8
Recorded Investment			$ 3,701,000		$ 4,769,000
Performing Financing Receivable | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan			8		10
Recorded Investment			$ 3,440,000		$ 2,737,000
Performing Financing Receivable | Modified During The Period
Troubled Debt Restructurings disclosures
Number of Loans | loan	14	5	17	11
Recorded Investment	$ 1,280,000	$ 613,000	$ 2,305,000	$ 932,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	13	4	16	10
Recorded Investment	$ 1,038,000	$ 525,000	$ 2,063,000	$ 844,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan		1	1	5
Recorded Investment		$ 262,000	$ 220,000	$ 494,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan	7		9
Recorded Investment	$ 701,000		$ 1,506,000
Performing Financing Receivable | Modified During The Period | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | loan	6	3	6	5
Recorded Investment	$ 337,000	$ 263,000	$ 337,000	$ 350,000
Performing Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	1	1	1
Recorded Investment	$ 242,000	$ 88,000	$ 242,000	$ 88,000
Performing Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan		1		1
Recorded Investment		$ 88,000		$ 88,000
Performing Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan	1		1
Recorded Investment	$ 242,000		$ 242,000
Nonperforming Financing Receivable
Troubled Debt Restructurings disclosures
Number of Loans | loan			72		111
Recorded Investment			$ 7,403,000		$ 11,712,000
Nonperforming Financing Receivable | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan			65		103
Recorded Investment			$ 5,116,000		$ 9,051,000
Nonperforming Financing Receivable | Residential Real Estate | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | loan			1		1
Recorded Investment			$ 467,000		$ 493,000
Nonperforming Financing Receivable | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan			35		57
Recorded Investment			$ 3,271,000		$ 6,213,000
Nonperforming Financing Receivable | Residential Real Estate | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan			2		7
Recorded Investment			$ 123,000		$ 306,000
Nonperforming Financing Receivable | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | loan			27		38
Recorded Investment			$ 1,255,000		$ 2,039,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | loan			7		8
Recorded Investment			$ 2,287,000		$ 2,661,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction | Interest only payments
Troubled Debt Restructurings disclosures
Number of Loans | loan			1		1
Recorded Investment			$ 379,000		$ 413,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan			2		2
Recorded Investment			$ 210,000		$ 228,000
Nonperforming Financing Receivable | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan			4		5
Recorded Investment			$ 1,698,000		$ 2,020,000
Nonperforming Financing Receivable | Modified During The Period
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	3	1	8
Recorded Investment	$ 131,000	$ 1,776,000	$ 131,000	$ 2,004,000
Nonperforming Financing Receivable | Modified During The Period | Residential Real Estate
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	1	1	6
Recorded Investment	$ 131,000	$ 135,000	$ 131,000	$ 363,000
Nonperforming Financing Receivable | Modified During The Period | Residential Real Estate | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan				3
Recorded Investment				$ 151,000
Nonperforming Financing Receivable | Modified During The Period | Residential Real Estate | Legal modifications
Troubled Debt Restructurings disclosures
Number of Loans | loan	1	1	1	3
Recorded Investment	$ 131,000	$ 135,000	$ 131,000	$ 212,000
Nonperforming Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction
Troubled Debt Restructurings disclosures
Number of Loans | loan		2		2
Recorded Investment		$ 1,641,000		$ 1,641,000
Nonperforming Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction | Rate reduction
Troubled Debt Restructurings disclosures
Number of Loans | loan		1		1
Recorded Investment		$ 137,000		$ 137,000
Nonperforming Financing Receivable | Modified During The Period | Commercial Real Estate and Commercial Construction | Principal deferral
Troubled Debt Restructurings disclosures
Number of Loans | loan		1		1
Recorded Investment		$ 1,504,000		$ 1,504,000

LOANS AND ALLOWANCE FOR LOAN 68

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - TDR MODIFIED CLASS (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017USD ($)loan	Sep. 30, 2016USD ($)loan	Sep. 30, 2017USD ($)loan	Sep. 30, 2016USD ($)loan
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan	1	4	1	6
Recorded Investment with payment default | $	$ 131	$ 285	$ 131	$ 582
Residential Real Estate - Owner Occupied
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan	1	3	1	4
Recorded Investment with payment default | $	$ 131	$ 150	$ 131	$ 359
Commercial Real Estate
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan				1
Recorded Investment with payment default | $				$ 88
Home equity lines of credit
Troubled Debt Restructurings disclosures
Number of Loans with payment default | loan		1		1
Recorded Investment with payment default | $		$ 135		$ 135

LOANS AND ALLOWANCE FOR LOAN 69

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - FORECLOSED PROPERTIES (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Troubled Debt Restructurings disclosures
Carrying amount of foreclosed properties	$ 167	$ 1,391
Residential Real Estate - Owner Occupied
Troubled Debt Restructurings disclosures
Carrying amount of foreclosed properties	$ 167	$ 1,391

LOANS AND ALLOWANCE FOR LOAN 70

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - FORECLOSURE RECORDED INVESTMENT (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Recorded investment in residential and consumer loans based on payment activity
Loans and Leases Receivable Gross Carrying Amount	$ 3,957,512	$ 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	$ 1,259	$ 1,677

LOANS AND ALLOWANCE FOR LOAN 71

LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES - EASY ADVANCES (Details) - Tax Refund Solutions - Easy Advances - USD ($) $ in Thousands	2 Months Ended		3 Months Ended		9 Months Ended
	Feb. 28, 2017	Feb. 29, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Period Easy Advance tax credit product offered	2 months	2 months
Easy Advances originated					$ 328,523	$ 123,230
Net Charge (Credit) to the Provision for Easy Advances			$ (840)	$ (89)	$ 7,041	$ 3,127
Provision to total Easy Advances originated					2.14%	2.54%
Easy Advances net charged offs			$ (840)	$ (89)	$ 7,041	$ 3,127
Percentage of Easy Advances net charge-offs to Total Easy Advances Originated					2.14%	2.54%

DEPOSITS (Details)

DEPOSITS (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016	May 17, 2016
Deposit Liabilities
Total interest-bearing deposits	$ 2,309,315	$ 2,188,740
Total non interest-bearing deposits	1,040,414	971,952
Total deposits	3,349,729	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	940,081	872,709
Savings	182,153	164,410
Time deposits, $250 and over	76,362	37,200
Other certificates of deposit	177,606	140,894
Total interest-bearing deposits	2,307,720	2,188,740
Total non interest-bearing deposits	991,218	943,459
Total deposits	3,298,938	3,132,199
Core Banking Activities | Brokered Deposits
Deposit Liabilities
Money market accounts	302,469	360,597
Brokered certificates of deposit	41,561	28,666
Core Banking Activities | Individual Deposits
Deposit Liabilities
Money market accounts	540,521	541,622
Individual retirement accounts	46,967	42,642
Republic Processing Group
Deposit Liabilities
Money market accounts	1,595
Total interest-bearing deposits	1,595
Other noninterest-bearing deposits	48,029	28,478
Total non interest-bearing deposits	49,196	28,493
Total deposits	50,791	28,493
Republic Processing Group | Brokered Deposits
Deposit Liabilities
Brokered prepaid cards deposits	$ 1,167	$ 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 AGREEME73

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND OTHER SHORT-TERM BORROWINGS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Securities sold under agreements to repurchase
Outstanding balance at end of period	$ 173,311		$ 173,311		$ 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%		2.00%
Outstanding balance at end of period	$ 173,311		$ 173,311		$ 173,473
Weighted average interest rate at end of period (as a percent)	0.37%		0.37%		0.05%
Fair Value of securities pledged	$ 188,643		$ 188,643		$ 203,074
Average outstanding balance during the period	$ 208,160	$ 215,343	$ 202,018	$ 296,574
Average interest rate during the period (as a percent)	0.31%	0.02%	0.22%	0.02%
Maximum outstanding at any month end during the period	$ 173,311	$ 169,691	$ 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	74,655		74,655		116,025
Securities sold under agreements to repurchase | Mortgage backed securities - residential
Securities sold under agreements to repurchase
Fair Value of securities pledged	58,437		58,437		45,894
Securities sold under agreements to repurchase | Collateralized mortgage obligations
Securities sold under agreements to repurchase
Fair Value of securities pledged	$ 55,551		$ 55,551		$ 41,155

FEDERAL HOME LOAN BANK ADVANC74

FEDERAL HOME LOAN BANK ADVANCES - FHLB ADVANCES (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
FHLB advances
Total FHLB advances	$ 757,500	$ 802,500
Additional collateralized advances available	337,000	378,000
Overnight advance
FHLB advances
Total FHLB advances	350,000	285,000
Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due in December 2017
FHLB advances
Total FHLB advances	$ 10,000	$ 10,000
Variable interest rate advance indexed to 3-Month LIBOR plus 0.14% due in December 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	$ 397,500	$ 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 ADVANC75

FEDERAL HOME LOAN BANK ADVANCES - MATURITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
FEDERAL HOME LOAN BANK ADVANCES
2017 (Overnight)	$ 350,000
2017 (Term)	30,000
2,018	117,500
2,019	100,000
2,020	120,000
2,021	20,000
2,022	10,000
Thereafter	10,000
Total	$ 757,500	$ 802,500
Weighted Average Rate
2017 (Overnight)	1.17%
2017 (Term)	1.32%
2,018	1.53%
2,019	1.80%
2,020	1.81%
2,021	1.86%
2,022	2.08%
Thereafter	2.14%
Total	1.46%

FEDERAL HOME LOAN BANK ADVANC76

FEDERAL HOME LOAN BANK ADVANCES - SHORT-TERM FHLB ADVANCES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
FHLB advances
Federal Home Loan Bank advances	$ 757,500		$ 757,500		$ 802,500
Interest rate (as percent)	1.46%		1.46%
Federal Home Loan Bank overnight advances
FHLB advances
Federal Home Loan Bank advances	$ 350,000		$ 350,000		$ 285,000
Average outstanding balance during the period	$ 224,402	$ 99,946	$ 149,707	$ 78,960
Average interest rate during the year (as percent)	1.17%	0.44%	1.03%	0.42%
Maximum outstanding at any month end during the period	$ 350,000	$ 430,000	$ 625,000	$ 495,000
Federal Home Loan Bank overnight advances | Weighted Average
FHLB advances
Interest rate (as percent)	1.17%		1.17%		0.64%

FEDERAL HOME LOAN BANK ADVANC77

FEDERAL HOME LOAN BANK ADVANCES - LOANS PLEDGED (Details) - USD ($) $ in Thousands	Sep. 30, 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	$ 1,127,811	$ 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	$ 315,289	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, COMM78

OFF BALANCE SHEET RISKS, COMMITMENTS AND CONTINGENT LIABILITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Commitments and letters of credit
Loan commitment, line credit	$ 1,687,652	$ 1,373,917
Unused warehouse lines of credit
Commitments and letters of credit
Loan commitment, line credit	518,840	453,110
Unused home equity lines of credit
Commitments and letters of credit
Loan commitment, line credit	364,319	341,434
Unused loan commitments - other
Commitments and letters of credit
Loan commitment, line credit	792,405	560,629
Commitments to purchase loans
Commitments and letters of credit
Loan commitment, line credit	893	3,176
Standby letters of credit
Commitments and letters of credit
Loan commitment, line credit	$ 11,195	$ 15,568

FAIR VALUE - RECURRING BASIS (D

FAIR VALUE - RECURRING BASIS (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017USD ($)item	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)item	Sep. 30, 2016USD ($)	Jun. 30, 2017USD ($)	Dec. 31, 2016USD ($)item	Jun. 30, 2016USD ($)	Dec. 31, 2015USD ($)	Dec. 31, 2008USD ($)
Financial assets:
Securities available for sale	$ 458,719		$ 458,719			$ 481,275
Mortgage loans held for sale, at fair value	4,083	$ 8,442	4,083	$ 8,442	$ 6,057	11,662	$ 12,280	$ 4,083
Consumer loans held for sale	$ 3,368	1,691	$ 3,368	1,691	$ 3,235	$ 2,198	$ 6,826
Mortgage Servicing Rights
Assets and Liabilities Measured on Recurring Basis
Number of tranches carried at fair value | item	0		0			0
U.S. Treasury securities and U.S. Government agencies
Financial assets:
Securities available for sale	$ 236,259		$ 236,259			$ 294,544
Private label mortgage backed security
Financial assets:
Securities available for sale	4,575		4,575			4,777
Mortgage backed securities - residential
Financial assets:
Securities available for sale	104,002		104,002			73,004
Collateralized mortgage obligations
Financial assets:
Securities available for sale	92,234		92,234			87,654
Freddie Mac preferred stock
Financial assets:
Securities available for sale	407		407			483			$ 0
Community Reinvestment Act mutual fund
Financial assets:
Securities available for sale	2,481		2,481			2,455
Corporate bonds
Financial assets:
Securities available for sale	15,261		15,261			15,158
Trust preferred security
Financial assets:
Securities available for sale	3,500		3,500			3,200
Recurring basis
Financial assets:
Securities available for sale	458,719		458,719			481,275
Mortgage loans held for sale, at fair value	4,083		4,083			11,662
Consumer loans held for sale	3,368		3,368			2,198
Rate lock loan commitments	484		484			299
Mandatory forward contracts						204
Interest rate swap agreements	620		620			305
Financial Liabilities:
Mandatory forward contracts	44		44
Interest rate swap agreements	905		905			597
Transfers between Level 1, 2 or 3	0	$ 0	0	$ 0
Recurring basis | U.S. Treasury securities and U.S. Government agencies
Financial assets:
Securities available for sale	236,259		236,259			294,544
Recurring basis | Private label mortgage backed security
Financial assets:
Securities available for sale	4,575		4,575			4,777
Recurring basis | Mortgage backed securities - residential
Financial assets:
Securities available for sale	104,002		104,002			73,004
Recurring basis | Collateralized mortgage obligations
Financial assets:
Securities available for sale	92,234		92,234			87,654
Recurring basis | Freddie Mac preferred stock
Financial assets:
Securities available for sale	407		407			483
Recurring basis | Community Reinvestment Act mutual fund
Financial assets:
Securities available for sale	2,481		2,481			2,455
Recurring basis | Corporate bonds
Financial assets:
Securities available for sale	15,261		15,261			15,158
Recurring basis | Trust preferred security
Financial assets:
Securities available for sale	3,500		3,500			3,200
Recurring basis | Fair Value, Inputs, Level 1
Financial assets:
Securities available for sale	2,481		2,481			2,455
Recurring basis | Fair Value, Inputs, Level 1 | Community Reinvestment Act mutual fund
Financial assets:
Securities available for sale	2,481		2,481			2,455
Recurring basis | Fair Value, Inputs, Level 2
Financial assets:
Securities available for sale	448,163		448,163			470,843
Mortgage loans held for sale, at fair value	4,083		4,083			11,662
Rate lock loan commitments	484		484			299
Mandatory forward contracts						204
Interest rate swap agreements	620		620			305
Financial Liabilities:
Mandatory forward contracts	44		44
Interest rate swap agreements	905		905			597
Recurring basis | Fair Value, Inputs, Level 2 | U.S. Treasury securities and U.S. Government agencies
Financial assets:
Securities available for sale	236,259		236,259			294,544
Recurring basis | Fair Value, Inputs, Level 2 | Mortgage backed securities - residential
Financial assets:
Securities available for sale	104,002		104,002			73,004
Recurring basis | Fair Value, Inputs, Level 2 | Collateralized mortgage obligations
Financial assets:
Securities available for sale	92,234		92,234			87,654
Recurring basis | Fair Value, Inputs, Level 2 | Freddie Mac preferred stock
Financial assets:
Securities available for sale	407		407			483
Recurring basis | Fair Value, Inputs, Level 2 | Corporate bonds
Financial assets:
Securities available for sale	15,261		15,261			15,158
Recurring basis | Fair Value, Inputs, Level 3
Financial assets:
Securities available for sale	8,075		8,075			7,977
Consumer loans held for sale	3,368		3,368			2,198
Recurring basis | Fair Value, Inputs, Level 3 | Private label mortgage backed security
Financial assets:
Securities available for sale	4,575		4,575			4,777
Recurring basis | Fair Value, Inputs, Level 3 | Trust preferred security
Financial assets:
Securities available for sale	$ 3,500		$ 3,500			$ 3,200

FAIR VALUE - RECONCILIATION USI

FAIR VALUE - RECONCILIATION USING SIGNIFICANT UNOBSERVABLE INPUTS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Private label mortgage backed security
Assets measured on recurring basis, unobservable input reconciliation
Balance, beginning of period	$ 4,540	$ 4,946	$ 4,777	$ 5,132
Net change in unrealized gain (loss)	91	57	244	(91)
Principal paydowns	(56)	(135)	(446)	(173)
Balance, end of period	4,575	4,868	4,575	4,868
Trust preferred security
Assets measured on recurring basis, unobservable input reconciliation
Balance, beginning of period	3,453	3,150	3,200	3,405
Discount accretion	11	11	33	33
Net change in unrealized gain (loss)	36	(61)	267	(338)
Balance, end of period	$ 3,500	$ 3,100	$ 3,500	$ 3,100

FAIR VALUE - RECURRING LEVEL 3

FAIR VALUE - RECURRING LEVEL 3 MEASUREMENTS (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016	Jun. 30, 2017	Sep. 30, 2016	Jun. 30, 2016
Fair value inputs quantitative information
Aggregate fair value of consumer loan	$ 3,368	$ 2,198	$ 3,235	$ 1,691	$ 6,826
Recurring basis
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,368	2,198
Recurring basis | Fair Value, Inputs, Level 3
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,368	2,198
Consumer Loans Held For Sale
Fair value inputs quantitative information
Aggregate fair value of consumer loan	3,368	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	$ 3,368	$ 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	$ 4,575	$ 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)	3.50%	2.00%
Probability of default (as a percent)	2.50%	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)	8.00%	9.00%
Loss severity (as a percent)	85.00%	90.00%

FAIR VALUE - GAINS AND LOSSES (

FAIR VALUE - GAINS AND LOSSES (Details) $ in Thousands	3 Months Ended		9 Months Ended	12 Months Ended
	Sep. 30, 2017USD ($)loan	Sep. 30, 2016USD ($)loan	Sep. 30, 2017USD ($)loan	Dec. 31, 2016USD ($)loan	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Dec. 31, 2015USD ($)
Fair Value, Option
Aggregate fair value of mortgage loan	$ 4,083	$ 8,442	$ 4,083	$ 11,662	$ 6,057	$ 12,280	$ 4,083
Aggregate fair value of consumer loan	3,368	1,691	3,368	2,198	$ 3,235	$ 6,826
Contractual balance	$ 3,960,048		$ 3,960,048	$ 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	0
Aggregate fair value of mortgage loan	$ 4,083		$ 4,083	$ 11,662
Contractual balance	3,980		3,980	11,568
Unrealized gain	103		103	94
Gains (losses) from changes in fair value included in earnings		133	264	303
Mortgage loans held for sale | Interest Income
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	102	76	255	148
Mortgage loans held for sale | Change In Fair Value
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	$ (102)	$ 57	$ 9	155
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	0
Aggregate fair value of consumer loan	$ 3,368		$ 3,368	2,198
Contractual balance	3,189		3,189	2,084
Unrealized gain	179		179	114
Gains (losses) from changes in fair value included in earnings	247	$ 99	813	620
Consumer Loans Held For Sale | Interest Income
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	240	378	748	537
Consumer Loans Held For Sale | Change In Fair Value
Fair Value, Option
Gains (losses) from changes in fair value included in earnings	$ 7	$ (279)	$ 65	$ 83

FAIR VALUE - ASSETS MEASURED ON

FAIR VALUE - ASSETS MEASURED ON NON-RECURRING BASIS (Details) - Nonrecurring basis - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Fair Value Disclosures
Impaired loan on non-recurring basis	$ 7,349	$ 7,864
Other real estate owned	83	400
Other Real Estate Owned
Fair Value Disclosures
Other real estate owned	83	400
Residential Real Estate - Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	4,206	4,787
Residential Real Estate - Non Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	26	8
Commercial Real Estate
Fair Value Disclosures
Impaired loan on non-recurring basis	2,668	2,643
Home equity lines of credit
Fair Value Disclosures
Impaired loan on non-recurring basis	449	426
Premises and equipment
Fair Value Disclosures
Impaired loan on non-recurring basis	3,196	2,407
Fair Value, Inputs, Level 3
Fair Value Disclosures
Impaired loan on non-recurring basis	7,349	7,864
Other real estate owned	83	400
Fair Value, Inputs, Level 3 | Other Real Estate Owned
Fair Value Disclosures
Other real estate owned	83	400
Fair Value, Inputs, Level 3 | Residential Real Estate - Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	4,206	4,787
Fair Value, Inputs, Level 3 | Residential Real Estate - Non Owner Occupied
Fair Value Disclosures
Impaired loan on non-recurring basis	26	8
Fair Value, Inputs, Level 3 | Commercial Real Estate
Fair Value Disclosures
Impaired loan on non-recurring basis	2,668	2,643
Fair Value, Inputs, Level 3 | Home equity lines of credit
Fair Value Disclosures
Impaired loan on non-recurring basis	449	426
Fair Value, Inputs, Level 3 | Premises and equipment
Fair Value Disclosures
Impaired loan on non-recurring basis	$ 3,196	$ 2,407

FAIR VALUE - NON-RECURRING LEVE

FAIR VALUE - NON-RECURRING LEVEL 3 MEASUREMENTS (Details) - Fair Value, Inputs, Level 3 - Nonrecurring basis - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Premises and equipment | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 3,196	$ 2,407
Premises and equipment | Sale comparison approach | Minimum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	0.00%	6.00%
Premises and equipment | Sale comparison approach | Maximum
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	61.00%	50.00%
Premises and equipment | Sale comparison approach | Weighted Average
Fair value inputs quantitative information
Adjustments determined by management for differences (as a percent)	18.00%	22.00%
Impaired Loans | Commercial Real Estate | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 1,357	$ 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)	23.00%	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)	8.00%	30.00%
Impaired Loans | Commercial Real Estate | Income approach
Fair value inputs quantitative information
Fair Value	$ 1,311	$ 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	$ 4,206	$ 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	$ 26	$ 8
Adjustments determined by management for differences (as a percent)	4.00%	0.00%
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)	4.00%	0.00%
Impaired Loans | Home equity lines of credit | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 449	$ 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)	71.00%	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)	24.00%	16.00%
Other Real Estate Owned | Residential Real Estate | Sale comparison approach
Fair value inputs quantitative information
Fair Value	$ 83	$ 400
Adjustments determined by management for differences (as a percent)	86.00%	17.00%
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)	86.00%	17.00%

FAIR VALUE - IMPAIRED LOANS (De

FAIR VALUE - IMPAIRED LOANS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended	12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Dec. 31, 2016
Impaired loans
Carrying amount of loans measured at fair value	$ 28,300		$ 28,300	$ 31,268
Valuation allowance	(4,584)		(4,584)	(4,925)
Nonrecurring basis
Impaired loans
Total fair value	7,349		7,349	7,864
Fair Value, Inputs, Level 3 | Nonrecurring basis
Impaired loans
Carrying amount of loans measured at fair value	6,576		6,576	6,963
Estimated selling costs considered in carrying amount	862		862	936
Valuation allowance	(89)		(89)	(35)
Total fair value	7,349		7,349	7,864
Provision for impairment on loan, lease and other losses
Provisions on collateral-dependent, impaired loans	$ 59	$ (16)	$ 281	$ (40)

FAIR VALUE - OTHER REAL ESTATE

FAIR VALUE - OTHER REAL ESTATE OWNED (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Fair Value Disclosures
Total Carrying value of other real estate owned	$ 167		$ 167		$ 1,391
Other real estate owned write-downs during the years ended			155	$ 200
Nonrecurring basis
Fair Value Disclosures
Other real estate owned carried at fair value	83		83		400
Nonrecurring basis | Other Real Estate Owned
Fair Value Disclosures
Other real estate owned carried at fair value	83		83		400
Nonrecurring basis | Fair Value, Inputs, Level 3
Fair Value Disclosures
Other real estate owned carried at fair value	83		83		400
Nonrecurring basis | Fair Value, Inputs, Level 3 | Other Real Estate Owned
Fair Value Disclosures
Other real estate owned carried at fair value	83		83		400
Other real estate owned carried at cost	84		84		991
Total Carrying value of other real estate owned	167		167		$ 1,391
Other real estate owned write-downs during the years ended	$ 76	$ 200	$ 155	$ 200

FAIR VALUE - PREMISES AND EQUIP

FAIR VALUE - PREMISES AND EQUIPMENT (Details) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)item	Sep. 30, 2016USD ($)	Dec. 31, 2016item
Premises, Held for Sale
Number of former banking centers classified as held for sale | item			4		3
Impairment of premises held for sale | $	$ 965	$ 58	$ 1,082	$ 133

FAIR VALUE - CARRYING AMOUNTS A

FAIR VALUE - CARRYING AMOUNTS AND FV OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Jun. 30, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Dec. 31, 2015
Assets:
Securities available for sale	$ 458,719		$ 481,275
Securities to be held to maturity	65,949		53,249
Aggregate fair value of mortgage loan	4,083	$ 6,057	11,662	$ 8,442	$ 12,280	$ 4,083
Aggregate fair value of consumer loan	3,368	3,235	2,198	1,691	6,826
Consumer loans held for sale, at the lower of cost or fair value	5,684	$ 2,464	1,310	$ 1,093	$ 1,122	$ 514
Carrying Value
Assets:
Cash and cash equivalents	329,862		289,309
Securities available for sale	458,719		481,275
Securities to be held to maturity	65,177		52,864
Aggregate fair value of mortgage loan	4,083		11,662
Aggregate fair value of consumer loan	3,368		2,198
Consumer loans held for sale, at the lower of cost or fair value	5,684		1,310
Loans, net	3,917,321		3,777,858
Federal Home Loan Bank stock	32,067		28,208
Accrued interest receivable	11,357		10,356
Liabilities:
Securities sold under agreements to repurchase and other short-term borrowings	173,311		173,473
Federal Home Loan Bank advances	757,500		802,500
Subordinated note	41,240		41,240
Accrued interest payable	936		948
Carrying Value | Non Interest Bearing Deposits
Liabilities:
Deposit liabilities, fair value	1,040,414		971,952
Carrying Value | Transaction deposits
Liabilities:
Deposit liabilities, fair value	1,966,819		1,939,338
Carrying Value | Time deposits.
Liabilities:
Deposit liabilities, fair value	342,496		249,417
Total Fair Value
Assets:
Cash and cash equivalents	329,862		289,309
Securities available for sale	458,719		481,275
Securities to be held to maturity	65,949		53,249
Aggregate fair value of mortgage loan	4,083		11,662
Aggregate fair value of consumer loan	3,368		2,198
Consumer loans held for sale, at the lower of cost or fair value	5,684		1,310
Loans, net	3,895,200		3,757,698
Accrued interest receivable	11,357		10,356
Liabilities:
Securities sold under agreements to repurchase and other short-term borrowings	173,311		173,473
Federal Home Loan Bank advances	753,504		798,594
Subordinated note	36,188		30,821
Accrued interest payable	936		948
Total Fair Value | Non Interest Bearing Deposits
Liabilities:
Deposit liabilities, fair value	1,040,414		971,952
Total Fair Value | Transaction deposits
Liabilities:
Deposit liabilities, fair value	1,966,819		1,939,338
Total Fair Value | Time deposits.
Liabilities:
Deposit liabilities, fair value	341,510		248,684
Total Fair Value | Fair Value, Inputs, Level 1
Assets:
Cash and cash equivalents	329,862		289,309
Securities available for sale	2,481		2,455
Total Fair Value | Fair Value, Inputs, Level 2
Assets:
Securities available for sale	448,163		470,843
Securities to be held to maturity	65,949		53,249
Aggregate fair value of mortgage loan	4,083		11,662
Consumer loans held for sale, at the lower of cost or fair value	5,684		1,310
Accrued interest receivable	11,357		10,356
Liabilities:
Securities sold under agreements to repurchase and other short-term borrowings	173,311		173,473
Federal Home Loan Bank advances	753,504		798,594
Subordinated note	36,188		30,821
Accrued interest payable	936		948
Total Fair Value | Fair Value, Inputs, Level 2 | Non Interest Bearing Deposits
Liabilities:
Deposit liabilities, fair value	1,040,414		971,952
Total Fair Value | Fair Value, Inputs, Level 2 | Transaction deposits
Liabilities:
Deposit liabilities, fair value	1,966,819		1,939,338
Total Fair Value | Fair Value, Inputs, Level 2 | Time deposits.
Liabilities:
Deposit liabilities, fair value	341,510		248,684
Total Fair Value | Fair Value, Inputs, Level 3
Assets:
Securities available for sale	8,075		7,977
Aggregate fair value of consumer loan	3,368		2,198
Loans, net	3,895,200		3,757,698
Recurring basis
Assets:
Securities available for sale	458,719		481,275
Aggregate fair value of mortgage loan	4,083		11,662
Aggregate fair value of consumer loan	3,368		2,198
Recurring basis | Fair Value, Inputs, Level 1
Assets:
Securities available for sale	2,481		2,455
Recurring basis | Fair Value, Inputs, Level 2
Assets:
Securities available for sale	448,163		470,843
Aggregate fair value of mortgage loan	4,083		11,662
Recurring basis | Fair Value, Inputs, Level 3
Assets:
Securities available for sale	8,075		7,977
Aggregate fair value of consumer loan	$ 3,368		$ 2,198

MORTGAGE BANKING ACTIVITIES - M

MORTGAGE BANKING ACTIVITIES - MORTGAGE LOANS HELD FOR SALE (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
MORTGAGE BANKING ACTIVITIES
Balance, beginning of period	$ 6,057	$ 12,280	$ 11,662	$ 4,083
Origination of mortgage loans held for sale	43,489	58,820	119,265	154,607
Transferred from held for investment to held for sale		71,201		71,201
Proceeds from the sale of mortgage loans held for sale	(46,428)	(136,946)	(130,065)	(227,096)
Net gain on sale of mortgage loans held for sale	965	3,087	3,221	5,647
Balance, end of period	$ 4,083	$ 8,442	$ 4,083	$ 8,442

MORTGAGE BANKING ACTIVITIES - C

MORTGAGE BANKING ACTIVITIES - COMPONENTS OF INCOME (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Mortgage servicing rights
Net gain realized on sale of mortgage loans held for sale	$ 1,161	$ 1,754	$ 3,275	$ 3,861
Net gain realized on sale of mortgage loans transferred from held for investment to held for sale		1,129		1,129
Net gain recognized	965	3,087	3,221	5,647
Loan servicing income	527	511	1,590	1,455
Amortization of mortgage servicing rights	(390)	(517)	(1,104)	(1,200)
Net servicing income recognized	137	(6)	486	255
Total Mortgage Banking income	1,102	3,081	3,707	5,902
Mortgage loans held for sale
Mortgage servicing rights
Net change in fair value	(102)	57	9	155
Rate lock loan commitments
Mortgage servicing rights
Net change in fair value	(98)	69	185	604
Mandatory forward contracts
Mortgage servicing rights
Net change in fair value	$ 4	$ 78	$ (248)	$ (102)

MORTGAGE BANKING ACTIVITIES -91

MORTGAGE BANKING ACTIVITIES - CAPITALIZED MORTGAGE SERVICING RIGHTS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
MORTGAGE BANKING ACTIVITIES
Balance, beginning of period	$ 5,158	$ 4,998	$ 5,180	$ 4,912
Additions	360	857	1,052	1,626
Amortized to expense	(390)	(517)	(1,104)	(1,200)
Balance, end of period	5,128	5,338	5,128	5,338
Change in valuation allowance	$ 0	$ 0	$ 0	$ 0

MORTGAGE BANKING ACTIVITIES - O

MORTGAGE BANKING ACTIVITIES - OTHER INFORMATION RELATING TO MSRS (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
MORTGAGE BANKING ACTIVITIES
Fair value of mortgage servicing rights portfolio	$ 7,729	$ 7,478
Monthly weighted average prepayment rate of unpaid principle balance (as percent)	204.00%	158.00%
Discount rate (as percent)	10.00%	13.00%
Weighted average default rate (as percent)	3.72%	1.50%
Weighted average life in years	5 years 5 months 1 day	6 years 9 months

MORTGAGE BANKING ACTIVITIES - N

MORTGAGE BANKING ACTIVITIES - NOTIONAL AMOUNTS AND FV (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 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	$ 3,980	$ 11,568
Fair Value, Assets	4,083	11,662
Rate lock loan commitments
Information about derivatives and swaps
Notional Amount, Assets	19,810	19,521
Fair Value, Assets	484	299
Mandatory forward contracts
Information about derivatives and swaps
Notional Amount, Assets		25,618
Fair Value, Assets		$ 204
Notional Amount, Liabilities	24,724
Fair Value, Liabilities	$ 44

INTEREST RATE SWAPS - CASH FLOW

INTEREST RATE SWAPS - CASH FLOW HEDGES (Details) - Interest rate swap - Cash flow hedge $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 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)	(285)	$ (393)
Unrealized Gain (Loss) in AOCI	(185)	(256)
1-month LIBOR
Summary information about interest rate swaps
Notional amount	$ 10,000
Pay rate (as a percent)	2.17%
Assets / (Liabilities)	$ (126)	(186)
Unrealized Gain (Loss) in AOCI	(82)	(121)
3-month LIBOR
Summary information about interest rate swaps
Notional amount	$ 10,000
Pay rate (as a percent)	2.33%
Assets / (Liabilities)	$ (159)	(207)
Unrealized Gain (Loss) in AOCI	$ (103)	$ (135)

INTEREST RATE SWAPS - INTEREST

INTEREST RATE SWAPS - INTEREST EXPENSE (Details) - Interest rate swap - Cash flow hedge - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Information about derivatives and swaps
Interest expense swap on money market deposits	$ 27	$ 42	$ 87	$ 128
Interest expense swap on FHLB Advance	24	41	88	128
Total interest expense on swap transaction	$ 51	$ 83	$ 175	$ 256

INTEREST RATE SWAPS - GAINS (LO

INTEREST RATE SWAPS - GAINS (LOSSES) (Details) - Interest rate swap - Cash flow hedge - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Derivative [Line Items]
Gains (losses) recognized in OCI on derivative (effective portion)	$ 9,000	$ 127,000	$ (67,000)	$ (663,000)
Losses reclassified from OCI on derivative (effective portion)	(51,000)	(83,000)	(175,000)	(256,000)
Gains (losses) recognized in income on derivative (ineffective portion)	0	$ 0	0	$ 0
Expected reclassification amount for derivative losses realized in income	$ 156,000		$ 156,000

INTEREST RATE SWAPS - NON-HEDGE

INTEREST RATE SWAPS - NON-HEDGE (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Information about derivatives and swaps
Fair value of investment securities pledged as collateral	$ 213,048,000	$ 231,891,000
Counterparty
Information about derivatives and swaps
Fair value of investment securities pledged as collateral	1,500,000	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	107,072,000	63,106,000
Fair Value		101,000
Interest rate swap | Non-Hedge | Bank Clients
Information about derivatives and swaps
Notional amount	53,536,000	31,553,000
Fair Value	477,000	156,000
Interest rate swap | Non-Hedge | Counterparty
Information about derivatives and swaps
Notional amount	53,536,000	31,553,000
Fair Value	$ (477,000)	$ (55,000)

EARNINGS PER SHARE (Details)

EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
EARNINGS PER SHARE
Net income	$ 10,706	$ 9,828	$ 40,794	$ 35,903
Weighted average shares outstanding	21,153,000	20,925,000	20,921,000	20,946,000
Effect of dilutive securities (in shares)	83,000	13,000	79,000	11,000
Average shares outstanding including dilutive securities	21,236,000	20,938,000	21,000,000	20,957,000
Diluted earnings per share:
Antidilutive stock options (in shares)	4,500	5,000	4,500	7,500
Average antidilutive stock options (in shares)	3,833	2,500	1,667	5,000
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	$ 0.51	$ 0.47	$ 1.97	$ 1.73
Diluted earnings per share:
Diluted earnings per share	0.51	0.47	1.96	1.73
Class B Common Stock
Basic earnings per share:
Basic earnings per share	0.47	0.43	1.79	1.58
Diluted earnings per share:
Diluted earnings per share	$ 0.47	$ 0.43	$ 1.78	$ 1.57

STOCK PLANS AND STOCK BASED C99

STOCK PLANS AND STOCK BASED COMPENSATION (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
STOCK PLANS AND STOCK BASED COMPENSATION
Number of shares available for grant permitted by plan	3,000,000		3,000,000
Information related to stock option and restricted stock awards granted
Expenses	$ 273,000	$ 257,000	$ 928,000	$ 754,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	262,000		262,000
2,018	593,000		593,000
2,019	183,000		183,000
2,020	64,000		64,000
2,021	17,000		17,000
2,022	3,000		3,000
Total	$ 1,122,000		$ 1,122,000
Class B Common Stock
STOCK PLANS AND STOCK BASED COMPENSATION
Number of shares available for grant permitted by plan	0		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	18,000
Cash received from options exercised, net of shares redeemed			$ 33,000	$ 80,000
Weighted-average fair value per share of options granted (in dollars per share)			$ 3.99	$ 3.27
Information related to stock option and restricted stock awards granted
Expenses	$ 65,000	58,000	$ 191,000	$ 184,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	65,000		65,000
2,018	257,000		257,000
2,019	148,000		148,000
2,020	37,000		37,000
2,021	5,000		5,000
2,022	1,000		1,000
Total	$ 513,000		$ 513,000
Stock option | Class A Common Stock
Options
Outstanding, beginning of year (in shares)			312,600	323,400	323,400
Granted (in shares)			4,500		5,000
Exercised (in shares)			(2,000)		(4,000)
Forfeited or expired (in shares)			(2,000)		(11,800)
Outstanding, end of year (in shares)	313,100		313,100		312,600
Full vested and unvested (in shares)	313,100		313,100
Exercisable (vested) at end of year (in shares)	1,500		1,500
Weighted Average Exercise Price
Outstanding, beginning of year (in dollars per share)			$ 24.49	$ 24.40	$ 24.40
Granted (in dollars per share)			35.54		26.43
Exercised (in dollars per share)			16.61		20.12
Forfeited or expired (in dollars per share)			24.93		24.47
Outstanding, end of year (in dollars per share)	$ 24.69		24.69		$ 24.49
Fully vested and unvested (in dollars per share)	24.69		24.69
Exercisable (vested) at end of year (in dollars per share)	$ 23.65		$ 23.65
Weighted Average Remaining Contractual Term
Outstanding, end of year			3 years 4 days		3 years 9 months 7 days
Fully vested and unvested			3 years 4 days
Exercisable (vested) at end of year			11 months 12 days
Aggregate Intrinsic Value
Outstanding, end of year	$ 4,445,192		$ 4,445,192		$ 4,705,807
Fully vested and unvested	4,445,192		4,445,192
Exercisable (vested) at end of year	$ 22,860		$ 22,860
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)			7,413
Forfeited (in shares)					(2,000)
Earned and issued (in shares)			(4,803)
Outstanding, end of year (in shares)	79,610		79,610		77,000
Unvested (in shares)	79,610		79,610
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)			35.77
Forfeited (in dollars per share)					19.85
Earned and issued (in dollars per share)			35.68
Outstanding, end of year (in dollars per share)	$ 20.54		20.54		$ 20.02
Unvested (in dollars per share)			$ 20.54
Information related to stock option and restricted stock awards granted
Expenses	$ 81,000	72,000	$ 373,000	$ 189,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	70,000		70,000
2,018	138,000		138,000
2,019	35,000		35,000
2,020	27,000		27,000
2,021	12,000		12,000
2,022	2,000		2,000
Total	$ 284,000		$ 284,000
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
Forfeited (in shares)			(2,500)
Outstanding, end of year (in shares)	52,500		52,500		55,000
Unvested (in shares)	52,500		52,500
Weighted-average grant date fair value
Outstanding, beginning of year (in dollars per share)			$ 23.13
Granted (in dollars per share)					$ 23.13
Forfeited (in dollars per share)			25.29
Outstanding, end of year (in dollars per share)	$ 23.08		23.08		$ 23.13
Unvested (in dollars per share)			$ 23.08
Information related to stock option and restricted stock awards granted
Expenses	$ 127,000	$ 127,000	$ 364,000	$ 381,000
Estimated unrecognized stock option and restricted stock award expense related to unvested options and awards (net of estimated forfeitures)
2,017	127,000		127,000
2,018	198,000		198,000
Total	$ 325,000		$ 325,000
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		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Available for Sale Securities:
Change in unrealized gain (loss) on securities available for sale	$ (237)	$ (788)	$ 892	$ 1,920
Change in unrealized gain on security available for sale for which a portion of an other-than-temporary impairment has been recognized in earnings	90	57	244	(91)
Net unrealized gains (losses)	(147)	(731)	1,136	1,829
Tax effect	51	255	(399)	(640)
Net of tax	(96)	(476)	737	1,189
Cash Flow Hedges:
Change in fair value of derivatives used for cash flow hedges	9	127	(67)	(663)
Reclassification amount for derivative losses realized in income	51	83	175	256
Net unrealized gains (losses)	60	210	108	(407)
Tax effect	(21)	(75)	(37)	143
Net of tax	39	135	71	(264)
Total other comprehensive income (loss), net of tax	$ (57)	$ (341)	$ 808	$ 925

OTHER COMPREHENSIVE INCOME - RE

OTHER COMPREHENSIVE INCOME - RECLASSIFICATION (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Significant amounts reclassified out of each component of AOCI
Interest expense on deposits	$ (2,587)	$ (1,620)	$ (6,790)	$ (4,359)
Interest expense on FHLB advances	(2,383)	(2,664)	(6,618)	(8,590)
Total interest expense	(5,418)	(4,536)	(14,547)	(13,680)
Income tax expense	(5,728)	(4,848)	(20,980)	(18,100)
NET INCOME	10,706	9,828	40,794	35,903
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	(27)	(42)	(87)	(128)
Interest expense on FHLB advances	(24)	(41)	(88)	(128)
Total interest expense	(51)	(83)	(175)	(256)
Income tax expense	18	29	61	90
NET INCOME	$ (33)	$ (54)	$ (114)	$ (166)

OTHER COMPREHENSIVE INCOME - AO

OTHER COMPREHENSIVE INCOME - AOCI Changes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Summary of the AOCI balances, net of tax
Balance at beginning of period			$ 604,406
Current Year Change	$ (57)	$ (341)	808	$ 925
Balance at end of period	633,287		633,287
Accumulated Other Comprehensive Income
Summary of the AOCI balances, net of tax
Balance at beginning of period			687	2,049
Current Year Change			808	925
Balance at end of period	1,495	2,974	1,495	2,974
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			579	1,247
Balance at end of period	816	2,974	816	2,974
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			158	(58)
Balance at end of period	864	654	864	654
Unrealized loss on cash flow hedge
Summary of the AOCI balances, net of tax
Balance at beginning of period			(256)	(390)
Current Year Change			71	(264)
Balance at end of period	$ (185)	$ (654)	$ (185)	$ (654)

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)segment	Sep. 30, 2016USD ($)	Dec. 31, 2016USD ($)
Segment Disclosure information
Number of reportable segments | segment			5
Segment information
Net interest income	$ 48,307	$ 39,398	$ 147,882	$ 114,409
Provision for loan and lease losses	4,221	2,489	21,633	9,489
Net refund transfer fees	177	132	18,329	19,119
Mortgage banking income	1,102	3,081	3,707	5,902
Program fees	1,597	979	3,972	1,942
Other noninterest income	7,498	7,109	22,216	20,061
Total noninterest income	10,374	11,301	48,224	47,024
Total noninterest expenses	38,026	33,534	112,699	97,941
Income before income tax expense	16,434	14,676	61,774	54,003
Income tax expense (benefit)	5,728	4,848	20,980	18,100
NET INCOME	10,706	9,828	40,794	35,903
Segment end of period assets	$ 4,993,174	$ 4,827,277	$ 4,993,174	$ 4,827,277	$ 4,816,309
Net interest margin (as percent)	4.17%	3.65%	4.34%	3.62%
Core Banking Activities
Segment Disclosure information
Number of reportable segments | segment			3
Segment information
Net interest income	$ 42,235	$ 36,134	$ 116,818	$ 100,796
Provision for loan and lease losses	609	477	2,575	2,253
Mortgage banking income	1,102	3,081	3,707	5,902
Other noninterest income	7,206	6,960	20,837	19,606
Total noninterest income	8,308	10,041	24,544	25,508
Total noninterest expenses	34,277	30,850	99,347	87,284
Income before income tax expense	15,657	14,848	39,440	36,767
Income tax expense (benefit)	5,446	4,910	12,875	11,847
NET INCOME	10,211	9,938	26,565	24,920
Segment end of period assets	$ 4,941,662	$ 4,784,877	$ 4,941,662	$ 4,784,877
Net interest margin (as percent)	3.68%	3.38%	3.49%	3.26%
Traditional Banking
Segment information
Net interest income	$ 37,396	$ 31,134	$ 103,490	$ 89,279
Provision for loan and lease losses	683	289	2,611	1,567
Other noninterest income	7,130	6,899	20,618	19,380
Total noninterest income	7,130	6,899	20,618	19,380
Total noninterest expenses	32,280	28,939	93,552	81,551
Income before income tax expense	11,563	8,805	27,945	25,541
Income tax expense (benefit)	3,951	2,707	8,684	7,733
NET INCOME	7,612	6,098	19,261	17,808
Segment end of period assets	$ 4,361,591	$ 4,109,464	$ 4,361,591	$ 4,109,464
Net interest margin (as percent)	3.70%	3.35%	3.48%	3.22%
Warehouse Lending
Segment information
Net interest income	$ 4,737	$ 4,924	$ 13,073	$ 11,369
Provision for loan and lease losses	(74)	188	(36)	686
Other noninterest income	11	4	27	14
Total noninterest income	11	4	27	14
Total noninterest expenses	848	727	2,448	2,157
Income before income tax expense	3,974	4,013	10,688	8,540
Income tax expense (benefit)	1,454	1,493	3,909	3,174
NET INCOME	2,520	2,520	6,779	5,366
Segment end of period assets	$ 570,676	$ 660,410	$ 570,676	$ 660,410
Net interest margin (as percent)	3.54%	3.63%	3.58%	3.64%
Mortgage Banking
Segment information
Net interest income	$ 102	$ 76	$ 255	$ 148
Mortgage banking income	1,102	3,081	3,707	5,902
Other noninterest income	65	57	192	212
Total noninterest income	1,167	3,138	3,899	6,114
Total noninterest expenses	1,149	1,184	3,347	3,576
Income before income tax expense	120	2,030	807	2,686
Income tax expense (benefit)	41	710	282	940
NET INCOME	79	1,320	525	1,746
Segment end of period assets	9,395	15,003	$ 9,395	15,003
Republic Processing Group
Segment Disclosure information
Number of reportable segments | segment			2
Segment information
Net interest income	6,072	3,264	$ 31,064	13,613
Provision for loan and lease losses	3,612	2,012	19,058	7,236
Net refund transfer fees	177	132	18,329	19,119
Program fees	1,597	979	3,972	1,942
Other noninterest income	292	149	1,379	455
Total noninterest income	2,066	1,260	23,680	21,516
Total noninterest expenses	3,749	2,684	13,352	10,657
Income before income tax expense	777	(172)	22,334	17,236
Income tax expense (benefit)	282	(62)	8,105	6,253
NET INCOME	495	(110)	14,229	10,983
Segment end of period assets	51,512	42,400	51,512	42,400
Tax Refund Solutions
Segment information
Net interest income	60	38	15,179	6,589
Provision for loan and lease losses	(840)	(89)	6,763	2,905
Net refund transfer fees	177	132	18,329	19,119
Program fees	63	29	103	174
Other noninterest income	16	13	152	176
Total noninterest income	256	174	18,584	19,469
Total noninterest expenses	2,851	2,075	10,891	9,029
Income before income tax expense	(1,695)	(1,774)	16,109	14,124
Income tax expense (benefit)	(615)	(642)	5,846	5,125
NET INCOME	(1,080)	(1,132)	10,263	8,999
Segment end of period assets	13,090	26,608	13,090	26,608
Republic Credit Solutions
Segment information
Net interest income	6,012	3,226	15,885	7,024
Provision for loan and lease losses	4,452	2,101	12,295	4,331
Program fees	1,534	950	3,869	1,768
Other noninterest income	276	136	1,227	279
Total noninterest income	1,810	1,086	5,096	2,047
Total noninterest expenses	898	609	2,461	1,628
Income before income tax expense	2,472	1,602	6,225	3,112
Income tax expense (benefit)	897	580	2,259	1,128
NET INCOME	1,575	1,022	3,966	1,984
Segment end of period assets	$ 38,422	$ 15,792	$ 38,422	$ 15,792