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FIRST BUSINESS FINANCIAL SERVICES, INC. (FBIZ)

CIK: 0001521951. SIC: 6022 State Commercial Banks. Latest 10-K as of: 2026-02-25.

SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6022 State Commercial Banks

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1521951. Latest filing source: 0001193125-26-071523.

Informational only - descriptive public-record data, not investment advice.

Business

Read FBIZ's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read FBIZ's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue247,310,000USD20252026-02-25
Net income50,319,000USD20252026-02-25
Assets4,081,887,000USD20252026-02-25

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-25. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001521951.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric2016201720182019202020212022202320242025
Revenue78,117,00075,811,00091,275,000102,040,00094,179,00095,995,000121,371,000194,928,000233,130,000247,310,000
Net income14,909,00011,905,00016,303,00023,324,00016,978,00035,755,00040,858,00037,027,00044,245,00050,319,000
Diluted EPS1.711.361.862.681.974.174.754.335.205.94
Operating cash flow26,162,00022,408,00025,281,00028,985,00026,635,00035,992,00038,645,00052,292,00057,491,00061,696,000
Capital expenditures3,223,0002,884,000223,000595,000
Dividends paid4,176,0004,538,0004,916,0005,216,0005,652,0006,166,0006,688,0007,578,0008,320,0009,686,000
Share buybacks467,000323,000533,0007,248,0001,672,0005,478,0006,126,0002,971,0001,270,0001,390,000
Assets1,780,699,0001,794,066,0001,966,457,0002,096,779,0002,567,837,0002,652,905,0002,976,611,0003,507,846,0003,853,215,0004,081,887,000
Liabilities1,619,049,0001,624,788,0001,785,750,0001,902,623,0002,361,675,0002,420,483,0002,715,971,0003,218,258,0003,524,626,0003,710,302,000
Stockholders' equity161,650,000169,278,000180,707,000194,156,000206,162,000232,422,000260,640,000289,588,000328,589,000371,585,000
Cash and cash equivalents77,517,00052,539,00086,546,00067,102,00056,909,00057,110,000102,682,000139,510,000157,702,00039,485,000
Free cash flow35,422,00049,408,00057,268,00061,101,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric2016201720182019202020212022202320242025
Net margin19.09%15.70%17.86%22.86%18.03%37.25%33.66%19.00%18.98%20.35%
Return on equity9.22%7.03%9.02%12.01%8.24%15.38%15.68%12.79%13.47%13.54%
Return on assets0.84%0.66%0.83%1.11%0.66%1.35%1.37%1.06%1.15%1.23%
Liabilities / equity10.029.609.889.8011.4610.4110.4211.1110.739.99

Industry Peer Context

Each number-line places FBIZ against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

FBIZ Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.FBIZ Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -52.5%Median 21.9%Max 46.5%FBIZ 20.3%

ROE peer context

FBIZ ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.FBIZ ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -22.0%Median 9.6%Max 17.5%FBIZ 13.5%

ROA peer context

FBIZ ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.FBIZ ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -2.3%Median 1.1%Max 2.5%FBIZ 1.2%

Financial Bridges

Waterfall figures reconcile reported SEC companyfacts components. Missing bridges are omitted when required components are not present for the same fiscal year.

Free cash flow = operating cash flow - capital expenditures

FBIZ FY2025 free cash flow bridge from reported figures.FBIZ FY2025 free cash flow bridge from reported figures.FBIZ free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$61.7MOperating cash flow-$595.0KCapex$61.1MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001193125-26-071523; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001193125-26-071523; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001193125-26-071523; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

FBIZ revenue, last 5 periods. Source: SEC companyfacts FY2025.FBIZ revenue, last 5 periods. Source: SEC companyfacts FY2025.FBIZ RevenueLatest point: FY2025 = $247.3MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

FBIZ net income, last 5 periods. Source: SEC companyfacts FY2025.FBIZ net income, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Net incomeLatest point: FY2025 = $50.3MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FBIZ diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FBIZ diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Diluted EPSLatest point: FY2025 = $5.94/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$4.00/share$8.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

FBIZ operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FBIZ operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Operating cash flowLatest point: FY2025 = $61.7MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

FBIZ capital expenditures, last 4 periods. Source: SEC companyfacts FY2025.FBIZ capital expenditures, last 4 periods. Source: SEC companyfacts FY2025.FBIZ Capital expendituresLatest point: FY2025 = $595.0KSource: SEC companyfacts FY2025.Fiscal yearCapital expenditures$0.0B$125.0M$250.0MFY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

FBIZ dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FBIZ dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Dividends paidLatest point: FY2025 = $9.7MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

FBIZ share buybacks, last 5 periods. Source: SEC companyfacts FY2025.FBIZ share buybacks, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Share buybacksLatest point: FY2025 = $1.4MSource: SEC companyfacts FY2025.Fiscal yearShare buybacks$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

FBIZ assets, last 5 periods. Source: SEC companyfacts FY2025.FBIZ assets, last 5 periods. Source: SEC companyfacts FY2025.FBIZ AssetsLatest point: FY2025 = $4.1BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$3.0B$6.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: Assets. Source concepts: us-gaap:Assets.

FBIZ liabilities, last 5 periods. Source: SEC companyfacts FY2025.FBIZ liabilities, last 5 periods. Source: SEC companyfacts FY2025.FBIZ LiabilitiesLatest point: FY2025 = $3.7BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

FBIZ stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FBIZ stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Stockholders' equityLatest point: FY2025 = $371.6MSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

FBIZ cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.FBIZ cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.FBIZ Cash and cash equivalentsLatest point: FY2025 = $39.5MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

FBIZ free cash flow, last 4 periods. Source: SEC companyfacts FY2025.FBIZ free cash flow, last 4 periods. Source: SEC companyfacts FY2025.FBIZ Free cash flowLatest point: FY2025 = $61.1MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$125.0M$250.0M$35.4MFY2022$49.4MFY2023$57.3MFY2024$61.1MFY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-071523; filed 2026-02-25. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-07-31. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001521951.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q32022-09-301.25reported discrete quarter
2023-Q12023-03-311.05reported discrete quarter
2023-Q22023-06-3047,161,0008,118,0000.98reported discrete quarter
2023-Q32023-09-3050,941,0009,723,0001.17reported discrete quarter
2024-Q12024-03-3155,783,0008,629,0001.04reported discrete quarter
2024-Q22024-06-3057,910,00010,237,0001.23reported discrete quarter
2024-Q32024-09-3059,327,00010,308,0001.24reported discrete quarter
2024-Q42024-12-3160,110,00014,196,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-3159,530,00010,952,0001.32reported discrete quarter
2025-Q22025-06-3061,282,00011,203,0001.35reported discrete quarter
2025-Q32025-09-3063,746,00014,175,0001.70reported discrete quarter
2025-Q42025-12-3162,752,00013,114,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-3161,896,00011,981,0001.44reported discrete quarter
2026-Q22026-06-3065,021,00015,128,0001.84reported discrete quarter

Quarterly Charts

FBIZ quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q2.FBIZ quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q2.FBIZ Quarterly RevenueLatest point: 2026-Q2 = $65.0MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001193125-26-328468; filed 2026-07-31. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

FBIZ quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.FBIZ quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.FBIZ Quarterly Net incomeLatest point: 2026-Q2 = $15.1MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Net income$0.0B$125.0M$250.0M2023-Q22023-Q32024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001193125-26-328468; filed 2026-07-31. Concept: NetIncomeLossAvailableToCommonStockholdersBasic. Source concepts: us-gaap:NetIncomeLossAvailableToCommonStockholdersBasic.

FBIZ quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.FBIZ quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.FBIZ Quarterly Diluted EPSLatest point: 2026-Q2 = $1.84/shareSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$2.00/share$4.00/share2022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001193125-26-328468; filed 2026-07-31. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001193125-26-328468.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-07-31. Report date: 2026-06-30.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Unless otherwise indicated or unless the context requires otherwise, all references in this Report to the “Corporation,” “we,” “us,” “our,” or similar references mean First Business Financial Services, Inc. together with our subsidiary. “FBB” or the “Bank” refers to our subsidiary, First Business Bank.

Forward-Looking Statements

This report may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which reflect our current views with respect to future events and financial performance. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results, or other developments. Forward-looking statements are based on management’s expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Such statements are subject to risks and uncertainties, including among other things:


Adverse changes in the economy or business conditions, either nationally or in our markets including, without limitation, inflation, economic downturn, labor shortages, wage pressures, the adverse effects of public health events on the global, national, and local economy, and geopolitical instability and international conflicts that may affect energy prices or otherwise result in market volatility.


Uncertainty created by potential federal government actions relating to the authority of regulatory agencies (including bank regulators), international trade policy, prolonged shutdown of the federal government, and other significant policy matters.


Competitive pressures among depository and other financial institutions nationally and in our markets.


Increases in defaults by borrowers and other delinquencies.


Management's ability to manage growth effectively, including the successful expansion of our client support, administrative infrastructure, and internal management systems.


Fluctuations in interest rates and market prices.


Changes in legislative or regulatory requirements applicable to us and our subsidiaries.


Changes in tax requirements, including tax rate changes, new tax laws, and revised tax law interpretations.


Fraud, including client and system failure or breaches of our network security, including our internet banking activities.


Failure to comply with the applicable SBA regulations in order to maintain the eligibility of the guaranteed portions of SBA loans.


Ongoing volatility in the banking sector may result in new legislation, regulations or policy changes that could subject the Corporation and the Bank to increased government regulation and supervision.


The proportion of the Corporation’s deposit account balances that exceed FDIC insurance limits may expose the Bank to enhanced liquidity risk.


The Corporation may be subject to increases in FDIC insurance assessments.

These risks could cause actual results to differ materially from what we have anticipated or projected. These risk factors and uncertainties should be carefully considered by our shareholders and potential investors. See Part I, Item 1A — Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025, for discussion relating to risk factors impacting us. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date made. These factors could affect our financial performance and could cause actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods.

Where any such forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statement, we caution that, while our management believes such assumptions or bases are reasonable and are made in good

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faith, assumed facts or bases can vary from actual results, and the differences between assumed facts or bases and actual results can be material, depending on the circumstances. Where, in any forward-looking statement, an expectation or belief is expressed as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

We do not intend to, and specifically disclaim any obligation to, update any forward-looking statements.

The following discussion and analysis is intended as a review of significant events and factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the unaudited Consolidated Financial Statements and the Notes thereto presented in this Form 10-Q.

Overview

We are a registered bank holding company incorporated under the laws of the State of Wisconsin and are engaged in the commercial banking business through our wholly-owned banking subsidiary, FBB. All of our operations are conducted through FBB and First Business Specialty Finance, LLC, a wholly-owned subsidiary of FBB. We operate as a business bank focusing on delivering a full line of commercial banking products and services tailored to meet the specific needs of small and medium-sized businesses, business owners, executives, professionals, and high net worth individuals. Our products and services include those for business banking, private wealth management services, and bank consulting. Within business banking, we offer commercial lending, asset-based lending, accounts receivable financing, equipment financing, floorplan financing, vendor financing, treasury management services, and company retirement plans. Our private wealth management services include trust and estate administration, financial planning, investment management, and private banking for executives and owners of our business banking clients and others. Our bank consulting experts provide investment portfolio administrative services and asset liability management services. We are not a retail bank and do not rely on a traditional branch network to gather deposits or attract clients. Instead, our operating model is built on deep client relationships, specialized financial expertise, and an efficient, centralized administrative structure designed to deliver best-in-class client satisfaction. This focused approach enables our experienced professionals to provide the level of insight and service required to develop and sustain long-term client relationships. We conduct our commercial banking operations through one operating segment.

Financial Performance Summary

Results as of and for the three and six months ended June 30, 2026 include:


Net income available to common shareholders totaled $15.4 million, or diluted earnings per share of $1.84, for the three months ended June 30, 2026, compared to $11.2 million, or diluted earnings per share of $1.35, for the same period in 2025. Net income available to common shareholders totaled $27.3 million, or diluted earnings per share of $3.28, for the six months ended June 30, 2026, compared to $22.2 million, or diluted earnings per share $2.66, for the same period in 2025.


Annualized return on average assets (“ROAA”) for the three months ended June 30, 2026 measured 1.43%, compared to 1.14% for the same period in 2025. ROAA for the six months ended June 30, 2026 measured 1.28%, compared to 1.14% for the same period in 2025.


Return on average tangible common equity (“ROATCE”) is defined as net income available to common shareholders divided by average equity less average intangible assets and average preferred stock. ROATCE was 16.89% for the three months ended June 30, 2026, compared to 14.17% for the same period in 2025. ROATCE was 15.25% for the six months ended June 30, 2026, compared to 14.15% for the same period in 2025.


Efficiency ratio measured 57.57% for the three months ended June 30, 2026, compared to 60.97% for the same period in 2025. Efficiency ratio measured 59.31% for the six months ended June 30, 2026, compared to 60.63% for the same period in 2025.


Pre-tax, pre-provision (“PTPP”) adjusted earnings, which excludes certain one-time and discrete items, for the three months ended June 30, 2026 was $19.8 million, compared to $16.0 million in the same period in 2025. PTPP for the six months ended June 30, 2026 was $37.0 million, compared to $32.2 million in the same period in 2025.


Net interest margin was 3.78% for the three months ended June 30, 2026, compared to 3.67% for the same period in 2025. Net interest margin was 3.67% for the six months ended June 30, 2026, compared to 3.68% for the same period in 2025.

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Top line revenue, defined as net interest income plus non-interest income, totaled $46.7 million for the three months ended June 30, 2026, compared to $41.0 million in the same period in 2025. Top line revenue totaled $91.0 million for the six months ended June 30, 2026, compared to $81.9 million in the same period in 2025.


Effective tax rate, including the benefit from Low-Income Housing Tax Credits, was 10.89% for the six months ended June 30, 2026 compared to 15.79% for the same period in 2025. Income tax expense for the three and six months ended June 30, 2026 included a $1.5 million release of the remaining state deferred tax valuation allowance.


Provision for credit losses was $2.1 million for the three months ended June 30, 2026, compared to $2.7 million for the same period in 2025. Provision for credit losses was $5.0 million for the six months ended June 30, 2026, compared to $5.4 million for the same period in 2025.


Total assets at June 30, 2026 increased $328.1 million, or 8.0%, to $4.410 billion from $4.082 billion at December 31, 2025.


Period-end gross loans and leases receivable increased $213.1 million, or 12.6% annualized, to $3.588 billion as of June 30, 2026 compared to $3.375 billion as of December 31, 2025. Average gross loans and leases of $3.488 billion increased $275.5 million, or 8.6%, for the six months ended June 30, 2026, compared to $3.213 billion for the same period in 2025.


Non-performing assets were $38.1 million and 0.86% of total assets as of June 30, 2026, compared to $43.9 million and 1.07% of total assets as of December 31, 2025.


The allowance for credit losses, including reserve for unfunded credit commitments, increased $1.8 million compared to December 31, 2025. The allowance for credit losses, including reserve for unfunded credit commitments, was 1.10% of total loans, compared to 1.12% at December 31, 2025.


Period-end core deposits at June 30, 2026 increased $204.7 million, or 15.3% annualized, to $2.878 billion from $2.673 billion as of December 31, 2025. Average core deposits of $2.854 billion increased $474.6 million or 19.9%, for the six months ended June 30, 2026, compared to $2.380 billion for the same period in 2025.


Private wealth and trust assets under management and administration increased by $419.9 million, or 22.0% annualized, to $4.235 billion at June 30, 2026, compared to $3.815 billion at December 31, 2025. Private wealth and trust assets under management and administration increased $503.9 million, or 13.5%, compared to June 30, 2025.

Results of Operations

Top Line Revenue

Top line revenue, comprised of net interest income and non-interest income, increased $5.7 million, or 13.8%, for the three months ended June 30, 2026, compared to the same period in 2025, due to a 12.9% increase in net interest income and an 18.1% increase in non-interest income. The increase in net interest income was primarily driven by increases in average loans and leases outstanding and prepayment fees, partially offset by lower short-term market rates. The increase in non-interest income was due pri

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-02-25. Report date: 2025-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Unless otherwise indicated or unless the context requires otherwise, all references in this Report to the “Corporation,” “we,” “us,” “our,” or similar references mean First Business Financial Services, Inc. together with our subsidiary. “FBB” or the “Bank” refers to our subsidiary, First Business Bank.

Forward-Looking Statements

This report may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which reflect our current views with respect to future events and financial performance. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results, or other developments. Forward-looking statements are based on management’s expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Such statements are subject to risks and uncertainties, including among other things:


Adverse changes in the economy or business conditions, either nationally or in the Corporation's markets including, without limitation, inflation, economic downturn, labor shortages, wage pressures, and the adverse effects of public health events on the global, national, and local economy.


Uncertainty created by potential federal government actions relating to the authority of regulatory agencies (including bank regulators), international trade policy, prolonged shutdown of the federal government, and other significant policy matters.


Competitive pressures among depository and other financial institutions nationally and in the Corporation's markets.


Increases in defaults by borrowers and other delinquencies.


Management's ability to manage growth effectively, including the successful expansion of client support, administrative infrastructure, and internal management systems.


Fluctuations in interest rates and market prices.


Changes in legislative or regulatory requirements applicable the Corporation and its subsidiaries.


Changes in tax requirements, including tax rate changes, new tax laws, and revised tax law interpretations.


Fraud, including client and system failure or breaches of the Corporation's network security, including the Corporation's internet banking activities.


Failure to comply with the applicable SBA regulations in order to maintain the eligibility of the guaranteed portions of SBA loans.


Ongoing volatility in the banking sector may result in new legislation, regulations or policy changes that could subject the Corporation and the Bank to increased government regulation and supervision.


The proportion of the Corporation’s deposit account balances that exceed FDIC insurance limits may expose the Bank to enhanced liquidity risk.


The Corporation may be subject to increases in FDIC insurance assessments.

These risks, together with the risks identified in Item 1A — Risk Factors, could cause actual results to differ materially from what we have anticipated or projected. These risk factors and uncertainties should be carefully considered by our stockholders and potential investors. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date made.

Where any such forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statement, we caution that, while our management believes such assumptions or bases are reasonable and are made in good faith, assumed facts or bases can vary from actual results, and the differences between assumed facts or bases and actual results can be material, depending on the circumstances. Where, in any forward-looking statement, an expectation or belief is expressed as to future

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results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

We do not intend to, and specifically disclaim any obligation to, update any forward-looking statements.

The following discussion and analysis is intended as a review of significant events and factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the Consolidated Financial Statements and the Notes thereto.

Long-Term Strategic Plan

In early 2024, management finalized the development of its five year strategic plan and began the implementation of strategies and initiatives that drive successful execution. Management’s objective over this five year period is to foster innovative and engaged team members who develop deep client relationships and deliver exceptional results for all stakeholders. To meet this objective, we identified five key strategies which are linked to corporate financial goals, all business lines, and centralized administration functions to ensure communication and execution are consistent at all levels of the Corporation.

These strategies are described below:


We will protect and strengthen our unique culture with a growing and geographically diverse team.


We will develop future-ready talent who will thrive in the workplace of the future by continuously investing in our team to elevate their impact and contribution.


We will grow our core deposits by driving a company-wide commitment to adding new relationships and capitalizing on innovative sources and new technologies.


We will achieve operational excellence by fostering a culture of continuous process improvement and utilization of innovative technology.


We will optimize the performance of each business line and market to achieve sustainable profitability and growth.

The table below shows the Corporation’s performance for the years ended December 31, 2025, 2024, and 2023 in comparison to the key performance indicators included in the Corporation’s current strategic plan.

As of December 31,
Key Performance Indicators202320242025Strategic Plan
Return on average tangible common equity (“ROATCE”)(1)14.5%15.4%15.3%≥ 15% by 2028
Tangible book value (“TBV”) growth12.9%15.0%13.7%≥ 10% per year
Top line revenue growth12.6%6.6%9.9%≥ 10% per year
Efficiency ratio60.99%60.61%58.78%60% by 2028
Core deposits to total funding76.0%71.1%74.7%≥ 75%
Employee engagement & participation (2)90%86%85%≥ 85%
Net promoter score (3)787078≥ 70

(1)
Anonymous survey conducted annually.

(2)
Net promoter score assesses likelihood to recommend on a 11-point scale, where detractors (scores 0-6) are subtracted from promoters (scores 9-10), while passives (scores 7-8) are not considered

Financial Performance Summary

Results as of and for the year ended December 31, 2025, include:


Net income available to common shareholders for the year ended December 31, 2025 was $49.4 million, compared to $43.4 million for the year ended December 31, 2024.

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Diluted earnings per common share were $5.94 for the year ended December 31, 2025, compared to $5.20 in the prior year.


Return on average assets (“ROAA”) for the year ended December 31, 2025, was 1.24%, compared to 1.20% for 2024.


Return on average tangible common equity (“ROATCE”) is defined as net income available to common shareholders divided by average equity less average preferred stock and less intangibles. ROATCE was 15.25% for the year ended December 31, 2025, compared to 15.35% for the year ended December 31, 2024.


Efficiency ratio measured 58.78% for the year ended December 31, 2025, compared to 60.61% for the year ended December 31, 2024.


Pre-tax, pre-provision (“PTPP”) adjusted earnings, which excludes certain one-time and discrete items, was $69.4 million for the year ended December 31, 2025, compared to $60.4 million for the year ended December 31, 2024.


Net interest margin was 3.64% for the year ended December 31, 2025, compared to 3.66% for the year ended December 31, 2024.


Top line revenue, defined as net interest income plus non-interest income, totaled $168.6 million for the year ended December 31, 2025, compared to $153.5 million in the year ended December 31, 2024.


Effective tax rate was 16.8% for the year ended December 31, 2025, compared to 13.5% for the year ended December 31, 2024.


Provision for credit loss expense was $8.7 million for the year ended December 31, 2025, compared to $8.8 million for the year ended December 31, 2024.


Total assets at December 31, 2025, increased $228.7 million, or 5.9%, to $4.082 billion from $3.853 billion at December 31, 2024.


Period-end gross loans and leases receivable increased $261.4 million, or 8.4%, to $3.375 billion as of December 31, 2025, compared to $3.114 billion as of December 31, 2024. Average gross loans and leases of $3.272 billion increased $275.0 million, or 9.2%, for the year ended December 31, 2025, compared to $2.997 billion for the year ended December 31, 2024.


Non-performing assets were $43.9 million and 1.07% of total assets as of December 31, 2025, compared to $28.4 million and 0.74% of total assets as of December 31, 2024.


The allowance for credit losses, including reserve for unfunded credit commitments, increased $424,000 compared to December 31, 2024. The allowance for credit losses, including reserve for unfunded credit commitments, was 1.12% of total loans, compared to 1.20% at December 31, 2024.


Period-end core deposits at December 31, 2025, increased $276.6 million, or 11.5%, to $2.673 billion from $2.396 billion as of December 31, 2024. Average core deposits of $2.532 billion increased $153.4 million, or 6.4%, for the year ended December 31, 2025, compared to $2.378 billion for the year ended December 31, 2024.


Private wealth and trust assets under management and administration increased by $396.0 million, or 11.58%, to $3.815 billion at December 31, 2025, compared to $3.419 billion at December 31, 2024. Private wealth management service fees increased $1.5 million, or 11.0%, for the year ended December 31, 2025, compared to the year ended December 31, 2024.

The detailed financial discussion that follows focuses on 2025 results compared to 2024. Information pertaining to 2024 in comparison to 2023 was included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024, on page 37 under Part II, Item 7, "Management's Discussion and Analysis of Financial and Result of Operations," which was filed with the SEC on February 26, 2025.

Results of Operations

Top Line Revenue

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Top line revenue, comprised of net interest income and non-interest income, increased $15.2 million, or 9.9%, for the year ended December 31, 2025, compared to the year ended December 31, 2024, due to a 10.1% increase in net interest income and a 9.2% increase in non-interest income. The increase in net interest income was driven by an increase in average gross loans and leases partially offset by net interest margin compression. The increase in non-interest income was due to increases in private wealth fee income, bank owned life insurance policy income, service charges on deposits, and commercial loan swap fee income, partially offset by a decrease in loan fees driven by a reclassification of certain items to net interest income.

The components of top line revenue were as follows:

For the Year Ended December 31,Change From Prior Year
202520242023$ Change 2025% Change 2025$ Change 2024% Change 2024
(Dollars in Thousands)
Net interest income$136,690$124,206$112,588$12,48410.1%$11,61810.3%
Non-interest income31,93729,25131,3082,6869.2$(2,057)(6.6)
Top line revenue$168,627$153,457$143,896$15,1709.9$9,5616.6

Return on Average Assets and Return on Average Tangible Common Equity

ROAA was 1.24% for the year ended December 31, 2025, compared to 1.20% for the year ended December 31, 2024. The increase in ROAA was due to the increase in net interest income and non-interest income, partially offset by an increase in operating expenses and a higher effective tax rate. We consider ROAA a critical metric to measure the profitability of our organization and how efficiently our assets are deployed. ROAA also allows us to better benchmark our profitability to our peers without the need to consider different degrees of leverage which can ultimately influence return on equity measures.

ROATCE for the year ended December 31, 2025 was 15.25%, compared to 15.35% for the year ended December 31, 2024. We view ROATCE as an important measurement for monitoring profitability and continue to focus on improving our return to our shareholders by enhancing the overall profitability of our client relationships, controlling our expenses, and minimizing our costs of credit.

Efficiency Ratio and Pre-Tax, Pre-Provision Adjusted Earnings

Efficiency ratio measured 58.78% for the year ended December 31, 2025, compared to 60.61% for the year ended December 31, 2024. Efficiency ratio is a non-GAAP measure representing operating expense divided by operating revenue. Operating expense is defined as non-interest expense excluding the effects of the SBA recourse benefit or provision, impairment of tax credit investments, net gains or losses on repossessed assets, amortization of other intangible assets, and other discrete items, if any. Operating revenue is defined as net interest income plus non-interest income less realized net gains or losses on securities, if any, and other discrete items.

PTPP adjusted earnings for the year ended December 31, 2025, was $69.4 million, increasing 14.8%, compared to $60.4 million for the year ended December 31, 2024. PTPP adjusted earnings is a non-GAAP measure defined as operating revenue less operating expense. In the judgment of the Corporation’s management, the adjustments made to non-interest expense and non-interest income allow investors and analysts to better assess the Corporation’s operating expenses in relation to its core operating revenue by removing the volatility associated with certain one-time items and other discrete items. PTPP adjusted earnings allows management to benchmark performance of our model to our peers without the influence of the loan loss provision and tax considerations, which will ultimately influence other traditional financial measurements, including ROA and ROATCE. The information provided below reconciles the efficiency ratio and PTPP adjusted earnings to their most comparable GAAP measure.

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Please refer to the Non-Interest Income and Non-Interest Expense sections below for discussion on additional drivers of the year-over-year change in the efficiency ratio and PTPP adjusted earnings.

For the Year Ended December 31,Change From Prior Year
202520242023$ Change 2025% Change 2025$ Change 2024% Change 2024
(Dollars in Thousands)
Total non-interest expense$99,519$93,480$88,575$6,0396.5%$4,9055.5%
Less:
Net loss on repossessed assets2716812(141)(83.9)%1561,300.0
SBA recourse (benefit) provision(64)(104)77540(38.5)%(879)(113.4)
Contribution to First Business Charitable Foundation234234NMNM
Impairment of tax credit investments339400(61)(15.3)%400NM
Total operating expense (a)$98,983$93,016$87,788$5,9676.4$5,2286.0
Net interest income$136,690$124,206$112,588$12,48410.1$11,61810.3
Total non-interest income31,93729,25131,3082,6869.2(2,057)(6.6)
Less:
Bank-owned life insurance claim234234NMNM
Net loss on sale of securities(8)(45)8NM37NM
Adjusted non-interest income31,70329,25931,3532,4448.4(2,094)(6.7)
Operating revenue (b)$168,393$153,465$143,941$14,9289.7$9,5246.6
Efficiency ratio58.78%60.61%60.99%
Pre-tax, pre-provision adjusted earnings (b-a)$69,410$60,449$56,153$8,96114.8$4,2967.7
Average total assets$3,999,878$3,626,273$3,212,149$373,60510.3$414,12412.9

Net Interest Income

Net interest income levels depend on the amount of and yield on interest-earning assets as compared to the amount of and rate paid on interest-bearing liabilities. Net interest income is sensitive to changes in market rates of interest and the asset/liability management processes to prepare for and respond to such changes.

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The table below shows average balances, interest, average rates, net interest margin and the spread between combined average rates earned on our interest-earning assets and cost of interest-bearing liabilities for the periods indicated. The average balances are derived from average daily balances.

For the Year Ended December 31,
202520242023
Average BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ Rate
(Dollars in Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$1,971,337$123,1136.25%$1,793,041$118,3396.60%$1,586,967$98,3706.20%
Commercial and industrial loans(1)1,252,779101,5628.11%1,153,95595,7828.30%1,013,86681,9638.08%
Consumer and other loans(1)47,7562,6365.52%49,8852,7775.57%47,0182,3164.93%
Total loans and leases receivable(1)3,271,872227,3116.95%2,996,881216,8987.24%2,647,851182,6496.90%
Mortgage-related securities(2)340,17314,3684.22%266,09810,4053.91%200,3836,4333.21%
Other investment securities(3)46,6811,0072.16%56,3011,5072.68%62,9211,7702.81%
FHLB and FRB stock11,1091,0169.15%12,1671,1339.31%15,1621,2318.12%
Short-term investments85,3053,6084.23%59,8533,1865.32%54,3112,8455.24%
Total interest-earning assets3,755,140247,3106.59%3,391,300233,1296.87%2,980,628194,9286.54%
Non-interest-earning assets244,738234,973231,521
Total assets$3,999,878$3,626,273$3,212,149
Interest-bearing liabilities
Transaction accounts$1,018,735$32,5433.19%$884,321$33,7963.82%$689,500$23,7273.44%
Money market accounts856,55427,7263.24%815,60332,1803.95%681,33622,1293.25%
Certificates of deposit236,8489,2383.90%237,22810,8794.59%273,38711,2094.10%
Wholesale deposits737,25329,7014.03%515,19721,0664.09%346,28514,3534.14%
Total interest-bearing deposits2,849,39099,2083.48%2,452,34997,9213.99%1,990,50871,4183.59%
FHLB advances246,4857,8803.20%282,4377,7192.73%351,9908,8812.52%
Other borrowings54,7483,5326.45%51,0723,2846.43%38,8912,0415.25%
Total interest-bearing liabilities3,150,623110,6203.51%2,785,858108,9243.91%2,381,38982,3403.46%
Non-interest-bearing demand deposit accounts419,691441,313453,930
Other non-interest-bearing liabilities81,42792,708102,668
Total liabilities3,651,7413,319,8792,937,987
Stockholders’ equity348,137306,394274,162
Total liabilities and stockholders’ equity$3,999,878$3,626,273$3,212,149
Net interest income$136,690$124,205$112,588
Interest rate spread3.07%2.96%3.08%
Net interest-earning assets$604,517$605,442$599,239
Net interest margin3.64%3.66%3.78%
Average interest-earning assets to average interest-bearing liabilities119.19%121.73%125.16%
Return on average assets1.24%1.20%1.13%
Return on average tangible common equity15.25%15.35%14.46%
Average equity to average assets8.70%8.45%8.54%
Non-interest expense to average assets2.49%2.58%2.76%

(1)
The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees in lieu of interest.

(2)
Includes amortized cost basis of assets available-for-sale and held-to-maturity.

(3)
Yields on tax-exempt municipal securities are not presented on a tax-equivalent basis in this table.

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The following table provides information with respect to: (1) the change in net interest income attributable to changes in rate (changes in rate multiplied by prior volume); and (2) the change in net interest income attributable to changes in volume (changes in volume multiplied by prior rate) for the year ended December 31, 2025 compared to the year ended December 31, 2024. The change in net interest income attributable to changes in rate and volume (changes in rate multiplied by changes in volume) has been allocated to the rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.

Increase (Decrease) for the Year Ended December 31,
2025 Compared to 20242024 Compared to 2023
RateVolumeNetRateVolumeNet
(In Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$(6,583)$11,357$4,774$6,643$13,326$19,969
Commercial and industrial loans(1)(2,273)8,0535,7802,24011,57913,819
Consumer and other loans(1)(23)(118)(141)314147461
Total loans and leases receivable(8,879)19,29210,4139,19725,05234,249
Mortgage-related securities8863,0773,9631,5862,3863,972
Other investment securities(266)(234)(500)(83)(180)(263)
FHLB and FRB Stock(117)(117)165(263)(98)
Short-term investments(745)1,16742247294341
Total net change in income on interest-earning assets(9,004)23,18514,18110,91227,28938,201
Interest-bearing liabilities
Transaction accounts(5,985)4,732(1,253)2,8327,23710,069
Money market accounts(6,007)1,553(4,454)5,2424,80910,051
Certificates of deposit(1,624)(17)(1,641)1,245(1,575)(330)
Wholesale deposits(315)8,9508,635(197)6,9106,713
Total deposits(13,931)15,2181,2879,12217,38126,503
FHLB advances10259161697(1,859)(1,162)
Other borrowings112372485207231,243
Total net change in expense on interest-bearing liabilities(13,818)15,5141,69610,33916,24526,584
Net change in net interest income$4,814$7,671$12,485$573$11,044$11,617

(1)
The average balances of loans and leases include non-accrual loans and leases and loans held for sale.

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The change in yield of the respective interest-earning assets or the rate paid on interest-bearing liability compared to the change in short-term market rates is commonly referred to as a beta. The table below displays the beta calculations for loans and leases, total interest earning assets, core deposits, interest-bearing deposits and total interest-bearing liabilities for the year ended December 31, 2025, and 2024.

For the Year Ended December 31,
2025202420232025 Compared to 20242024 Compared to 2023
Asset and Liability Beta AnalysisAverage Yield/RateIncrease (Decrease)
Total loans and leases receivable (a)6.95%7.24%6.90%-0.29%0.34%
Total interest-earning assets (b)6.59%6.87%6.54%-0.28%0.33%
Total core deposits (e)2.75%3.23%2.72%-0.48%0.51%
Total bank funding (f)3.05%3.33%2.87%-0.28%0.46%
Net interest margin (g)3.64%3.66%3.78%-0.02%(0.12)%
Effective fed funds rate (1)(i)4.21%5.14%5.02%-0.93%0.12%
Beta Calculations:
Total loans and leases receivable (a)/(i)31.2%283.3%
Total interest-earning assets (b)/(i)30.1%275.0%
Total core deposits (e)/(i)51.6%425.0%
Total bank funding (2)(f)/(i)30.1%383.3%

(1)
Board of Governors of the Federal Reserve System (US), Effective Federal Funds Rates (DFF) retrieved from FRED, Federal Reserve Bank of St. Louis.

(2)
Total bank funding represents total deposits plus FHLB advances.

Net interest income increased $12.5 million, or 10.1% during the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase in net interest income reflected an increase in average gross loans and leases, the reclassification of certain types of C&I loan fees from non-interest income to interest income, and lower cost of interest-bearing liabilities due to decreases in interest rates. These changes were partially offset by a decrease in yield on loans, non-accrual interest reversals, and a decrease in asset-based loan fees. Average gross loans and leases of $3.272 billion increased by $275.0 million, or 9.2%, for the year ended December 31, 2025, compared to $2.997 billion for the same period in 2024.

The yield on average interest-earning assets for the year ended December 31, 2025, was 6.59%, compared to 6.87% for the year ended December 31, 2024. The decrease in yield was primarily due to lower interest rates, partially offset by the reinvestment of cash flows from the securities and fixed-rate loan portfolios.

The average rate paid on total interest-bearing liabilities was 3.51% for the year ended December 31, 2025, a decrease from 3.91% for the year ended December 31, 2024. Total interest-bearing liabilities includes interest-bearing deposits, FHLB advances, subordinated and junior subordinated notes and debentures payable, federal funds purchased, and other borrowings. The average rates paid decreased due to lower short-term interest rates, the replacement of maturing wholesale funds at higher fixed rates, and client movement from non-interest bearing to interest bearing core deposit products.

Net interest margin decreased to 3.64% for the year ended December 31, 2025, compared to 3.66% for the year ended December 31, 2024. The decrease in net interest margin was due to lower yields on interest-earning assets, partially offset by lower costs of interest-bearing liabilities due to lower interest rates and the reclassification of certain types of C&I loan fees from non-interest income to net interest income.

The Corporation maintains a target for net interest margin in the range of 3.60% to 3.65%. Performance in future periods will vary due to factors such as the level of fees in lieu of interest and the timing, pace, and scale of future interest rate changes.

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Provision for Credit Losses

We determine our provision for credit losses pursuant to our allowance for credit loss methodology. It is based on a reasonable and supportable forecast as well as considerations for composition, risk, and performance indicators in our credit portfolio. Refer to Allowance for Credit Losses in the Critical Accounting Policy section, for further information regarding our allowance for credit loss methodology.

The following table shows the components of the provision for credit losses.

For the Year Ended December 31,
202520242023
(In Thousands)
Change in qualitative factors$(546)$332$33
Change in quantitative factors1,526(977)(1,453)
Charge-offs9,6655,2551,781
Recoveries(1,434)(699)(548)
Change in reserves on individually evaluated loans, net(3,368)2,9284,330
Change due to loan growth, net2,4802,2273,652
Change in unfunded credit commitment reserves332(239)387
Total provision for credit losses (a)$8,655$8,827$8,182

(a)
Management adopted ASC 326 on January 1, 2023.

Refer to Asset Quality, below, for further information regarding the overall credit quality of our loan and lease portfolio.

Non-Interest Income

Non-interest income increased by $2.7 million, or 9.2%, to $31.9 million for the year ended December 31, 2025, from $29.3 million for the year ended December 31, 2024. Management continues to focus on revenue growth from multiple non-interest income sources to maintain a diversified revenue stream through greater contributions from fee-based revenues. Total non-interest income accounted for 18.9% of total revenues for the year ended December 31, 2025, compared to 19.1% in 2024 as net interest income increased at a greater rate than non-interest income. The increase in total non-interest income for the year ended December 31, 2025, was driven by private wealth fee income, bank-owned life insurance policy income, commercial loan swap fee income, and service charges on deposits, partially offset by a reduction in loan fees driven by the reclassification of certain types of C&I fees from non-interest income to net interest income.

The components of non-interest income were as follows:

For the Year Ended December 31,Change From Prior Year
202520242023$ Change 2025% Change 2025$ Change 2024% Change 2024
(Dollars in Thousands)
Private wealth management services fee income$14,716$13,262$11,425$1,45411.0%$1,83716.1%
Gain on sale of SBA loans1,8821,9422,055(60)(3.1)(113)(5.5)
Service charges on deposits4,4913,7713,13172019.164020.4
Loan fees1,7243,3993,363(1,675)(49.3)361.1
Bank-owned life insurance policy income2,7551,6491,4941,10667.115510.4
Net loss on sale of securities(8)(45)8(100.0)37(82.2)
Swap fees1,9951,4032,96459242.2(1,561)(52.7)
Other non-interest income4,3743,8336,92154114.1(3,088)(44.6)
Total non-interest income$31,937$29,251$31,308$2,6869.2$(2,057)(6.6)
Fee income ratio(1)18.9%19.1%21.8%

(1)
Fee income ratio is fee income, per the above table, divided by top line revenue (defined as net interest income plus non-interest income).

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Private wealth fee income increased $1.5 million, or 11.0%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. Private wealth fee income increased compared to the prior year primarily due to an increase in assets under management and administration and increases in fee rates across the client base. Private wealth fee income can vary due to the mix of business at different fee structures and can be positively or negatively influenced by the timing and magnitude of volatility within the capital markets. As of December 31, 2025, private wealth and trust assets under management and administration totaled $3.815 billion, increasing $396.0 million, or 11.6%, compared to $3.419 billion as of December 31, 2024, due to an increase in market values, new clients, and new money from existing clients.

Bank-owned life insurance policy income increased $1.1 million, or 67.1%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase is primarily due to the purchase of new policies, totaling $24.5 million in the second quarter of 2025 and an insurance claim of $234,000 in the third quarter of 2025.

Service charges on deposits increased $720,000, or 19.1%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase is primarily driven by new and expanded core deposit relationships and a reduction in earnings credit rates. Treasury management business development efforts remain robust as gross treasury management service charges increased $473,000, or 7.3%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. Management believes growth in gross analyzed service charges is a strong indicator of success for the Corporation given the direct correlation to adding and expanding core business relationships.

Commercial loan interest rate swap fee income increased $592,000, or 42.2%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. We originate commercial real estate loans in which we offer clients a floating rate and an interest rate swap. The client’s swap is then offset with a counter-party dealer. The execution of these transactions generates swap fee income. Interest rate swaps can be an attractive product for our commercial borrowers, although associated fee income varies from period to period based on loan activity, the interest rate environment, and the duration of the swap contracts.

Other non-interest income increased $541,000, or 14.1%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase was primarily due to nonrecurring fee income in accounts receivable financing and increases in credit card fee income, bank consulting fee income, and other equipment finance related fees. These increases were partially offset by a decrease in limited partnership investment income.

Loan fee income decreased $1.7 million, or 49.3%, for the year ended December 31, 2025 compared to the year ended December 31, 2024. The change is primarily due to the reclassification of certain types of C&I loan fees from non-interest income to interest income. Excluding this reclassification, loan fee income increased $113,000, or 7.0%. The change excluding the reclassification is primarily due to an increase in traditional commercial loan fees.

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Non-Interest Expense

Non-interest expense increased by $6.0 million, or 6.5%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. Operating expense, which excludes certain one-time and discrete items as defined in the Efficiency Ratio table above, increased $6.0 million, or 6.4%, for the year ended December 31, 2025, compared to the year ended December 31, 2024.

The components of non-interest expense were as follows:

For the Year Ended December 31,Change From Prior Year
202520242023$ Change 2025% Change 2025$ Change 2024% Change 2024
(Dollars in Thousands)
Compensation$67,874$63,105$61,059$4,7697.6%$2,0463.4%
Occupancy2,3032,3732,381(70)(2.9)(8)(0.3)
Professional fees5,0185,6715,325(653)(11.5)3466.5
Data processing4,7324,8923,826(160)(3.3)1,06627.9
Marketing3,8443,5182,8893269.362921.8
Equipment1,3811,3141,340675.1(26)(1.9)
Computer software6,9876,1664,98582113.31,18123.7
FDIC insurance3,2312,7602,23847117.152223.3
Other non-interest expense4,1493,6814,53246812.7(851)(18.8)
Total non-interest expense$99,519$93,480$88,575$6,0396.5$4,9055.5
Total operating expense(1)$98,983$93,016$87,788$5,9676.4$5,2286.0
Actual full-time equivalent employees365349343164.661.7

(1)
Total operating expense represents total non-interest expense, adjusted to exclude the impact of discrete items as previously defined in the non-GAAP efficiency ratio calculation, above.

Compensation expense increased by $4.8 million, or 7.6%, for the year ended December 31, 2025, compared to the year ended December 31, 2024, principally due to an increase in average FTEs, salary increases, growth in employee benefit costs, and increase in the annual cash bonus accrual. The increase reflects a $2.5 million, or 6.2%, increase in employee salaries and a $1.1 million, or 18.4%, increase in estimated annual cash bonuses compared to 2024. Average FTEs of 363 for the year ended December 31, 2025, increased by 13, or 3.7%, from 350 for the year ended December 31, 2024.

Computer software expense increased $821,000, or 13.3%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase was primarily due to our commitment to innovative technology to support growth initiatives, enhance productivity and security, and improve the client experience.

FDIC insurance increased $471,000, or 17.1%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase was commensurate with the increase in total assets, brokered deposits, and non-accrual loans.

Other non-interest expense increased $468,000, or 12.7%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase was primarily due to an increase in liquidation expenses and a release of SBA recourse reserve in the prior year period.

Marketing expense increased $326,000, or 9.3%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The increase was primarily due to an increase in business development efforts and advertising projects related to the Company’s growth initiatives.

Professional fees decreased $653,000, or 11.5%, for the year ended December 31, 2025, compared to the year ended December 31, 2024. The decrease was primarily due to a decrease in recruiting expense and professional consulting services for various projects.

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Income Taxes

Income tax expense totaled $10.1 million for the year ended December 31, 2025, compared to $6.9 million for the year ended December 31, 2024. Income tax expense included a $1.6 million net benefit from tax credit investments for the years ended December 31, 2025 and 2024. The effective tax rate for the year ended December 31, 2025, was 16.8% compared to 13.5% for the year ended December 31, 2024. The year-over-year increase was mainly driven by a $1.7 million partial release of a state deferred tax asset valuation allowance in 2024, resulting from updated projections of taxable income at the state level. The Corporation expects to report an effective tax rate between 16% and 18% for 2026.

Financial Condition

General

Total assets increased by $228.7 million, or 5.9%, to $4.082 billion as of December 31, 2025, compared to $3.853 billion at December 31, 2024. The increase in total assets was primarily driven by an increase in loans and leases receivable and available-for-sale securities, partially offset by a reduction in short-term investments. Total liabilities increased by $185.7 million, or 5.3%, to $3.710 billion at December 31, 2025, compared to $3.525 billion at December 31, 2024. The increase in total liabilities was principally due to an increase in deposits, partially offset by a decrease in Federal Home Loan Bank borrowings.

Cash and Cash Equivalents

Cash and cash equivalents include short-term investments and cash and due from banks. Cash and due from banks increased $1.3 million to $30.8 million at December 31, 2025, from $29.5 million at December 31, 2024. Short-term investments decreased by $119.5 million to $8.7 million at December 31, 2025, from $128.2 million at December 31, 2024. Our short-term investments primarily consist of interest-bearing deposits held at the Federal Reserve Bank ("FRB"). We value the safety and soundness provided by the FRB, and therefore, we incorporate short-term investments in our readily accessible liquidity program. As of December 31, 2025, and December 31, 2024, interest-bearing deposits held at the FRB were $7.7 million and $127.8 million, respectively. In general, the level of our cash and short-term investments will be influenced by the timing of deposit gathering, scheduled maturities of wholesale deposits, funding of loan and lease growth when opportunities are presented, and the level of our securities portfolio. Please refer to the section entitled Liquidity and Capital Resources for further discussion.

Securities

Total securities, including available-for-sale and held-to-maturity, increased by $79.2 million, or 22.7%, to $427.3 million, or 10.5% of total assets at December 31, 2025, compared to $348.1 million or 9.0% of total assets at December 31, 2024. As of December 31, 2025, and 2024, our total securities portfolio had a weighted average estimated remaining maturity of approximately 4.7 years and 5.2 years, respectively. The investment portfolio primarily consists of mortgage-backed securities and is used to provide a source of liquidity, including the ability to pledge securities for possible future cash advances, while contributing to the earnings potential of the Bank. The overall duration of the securities portfolio is established and maintained to further mitigate interest rate risk present within our balance sheet as identified through asset/liability simulations. We purchase investment securities intended to protect net interest margin while maintaining an acceptable risk profile. In addition, we will purchase investment securities to utilize our cash position effectively within appropriate policy guidelines and estimates of future cash demands. While mortgage-backed securities present prepayment risk and extension risk, we believe the overall credit risk associated with these investments is minimal, as all of the securities we hold are guaranteed by the United States Treasury, the Federal National Mortgage Association (“FNMA”), the Federal Home Loan Mortgage Corporation (“FHLMC”), or the Government National Mortgage Association (“GNMA”), a U.S. government agency. The estimated repayment streams associated with this portfolio also allow us to better match short-term liabilities. The Bank’s investment policies allow for various types of investments, including tax-exempt municipal securities. The ability to invest in tax-exempt municipal securities provides for further opportunity to improve our overall yield on the securities portfolio. We evaluate the credit risk of the municipal securities prior to purchase and generally limit exposure to general obligation issuances from municipalities, primarily in Wisconsin.

The majority of the securities we hold have active trading markets; therefore, we have not experienced difficulties in pricing our securities. We use a third-party pricing service as our primary source of market prices for the securities portfolio. On a quarterly basis, we validate the reasonableness of prices received from this source through independent verification of the portfolio, data integrity

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validation through comparison of current price to prior period prices, and an expectation-based analysis of movement in prices based upon the changes in the related yield curves and other market factors. On a periodic basis, we review the third-party pricing vendor’s methodology for pricing relevant securities and the results of its internal control assessments. Our securities portfolio is sensitive to fluctuations in the interest rate environment and has limited sensitivity to credit risk due to the nature of the issuers and guarantors of the securities as previously discussed. If interest rates decline and the credit quality of the securities remains constant or improves, the fair value of our debt securities portfolio would likely improve, thereby increasing total comprehensive income. If interest rates increase and the credit quality of the securities remains constant or deteriorates, the fair value of our debt securities portfolio would likely decline and therefore decrease total comprehensive income. The magnitude of the fair value change will be based upon the duration of the portfolio. A securities portfolio with a longer average duration will exhibit greater market price volatility than a securities portfolio with a shorter average duration in a changing rate environment. During the year ended December 31, 2025, we recognized unrealized holding gains of $11.6 million before income taxes through other comprehensive income. These gains were primarily the result of a decrease in market interest rates. No securities within our portfolio were deemed to require an allowance for credit losses as of December 31, 2025. We sold no securities during the year ended December 31, 2025. As of December 31, 2025, no securities were classified as trading securities. At December 31, 2025, $38.8 million of our securities were pledged to secure various obligations, including interest rate swap contracts and municipal deposits.

The tables below set forth information regarding the amortized cost and fair values of our securities.

As of December 31,
20252024
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Available-for-sale:
U.S. treasuries$4,995$4,901$4,989$4,718
U.S. government agency securities - government- sponsored enterprises2,5002,3143,5003,153
Municipal securities46,99343,89239,99734,861
Residential mortgage-backed securities - government issued166,933166,635125,571123,223
Residential mortgage-backed securities - government- sponsored enterprises168,544162,543145,888134,765
Commercial mortgage-backed securities - government issued2,4162,1142,6652,224
Commercial mortgage-backed securities - government- sponsored enterprises42,32639,68843,03338,448
$434,707$422,087$365,643$341,392
As of December 31,
20252024
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Held-to-maturity:
Municipal securities$2,144$2,141$3,137$3,099
Residential mortgage-backed securities - government issued546520836788
Residential mortgage-backed securities - government- sponsored issued518500766724
Commercial mortgage-backed securities - government- sponsored enterprises2,0021,9802,0021,924
$5,210$5,141$6,741$6,535

U.S. Treasuries represent treasury bonds issued by the United States Treasury. U.S. government agency securities - government-sponsored enterprises represent securities issued by FNMA. Municipal securities include securities issued by various municipalities located primarily within Wisconsin and are primarily general obligation bonds that are tax-exempt in nature. Residential and

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commercial mortgage-backed securities - government issued represent securities guaranteed by GNMA. Residential and commercial mortgage-backed securities - government-sponsored enterprises include securities guaranteed by FHLMC, FNMA, and the FHLB.

The following table sets forth the contractual maturity and weighted average yield characteristics of the fair value of our available-for-sale securities and the amortized cost of our held-to-maturity securities at December 31, 2025, classified by remaining contractual maturity. Actual maturities may differ from contractual maturities because issuers have the right to call or prepay securities without call or prepayment penalties. Yields on tax-exempt securities have not been computed on a tax equivalent basis.

Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Fair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldTotal
(Dollars in Thousands)
Available-for-sale:
U.S. treasuries$4,9011.00%$%$%$%$4,901
U.S. government agency securities - government- sponsored enterprises2,3140.952,314
Municipal securities9321.2210,0591.639,1092.1123,7922.6743,892
5,83312,3739,10923,79251,107
Residential mortgage-backed securities329,178
Commercial mortgage- backed securities41,802
$5,833$12,373$9,109$23,792$422,087
Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Amortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldTotal
(Dollars in Thousands)
Held-to-maturity:
Municipal securities$7453.00%$1,3992.90%$%$%$2,144
7451,3992,144
Residential mortgage-backed securities1,064
Commercial mortgage- backed securities2,002
$745$1,399$$$5,210

Investments in Limited Partnerships

The Corporation has invested in a number of limited partnerships that provide income tax, financial, and regulatory benefits due to the nature of the partnerships. These investments included: seven Small Business Investment Companies ("SBIC") and four other limited partnership investments, whose purpose is to provide funding to small companies which meet certain criteria based on each particular fund's focus, five Historic Rehabilitation Tax Credit funds ("HTC"), whose purpose is to develop and operate real estate projects related to historical properties and communities, and 12 Low-Income Housing Tax Credits ("LIHTC") projects, whose purpose is to invest in approved low-income housing investment tax credit projects.

These investments are unconsolidated variable interest entities ("VIE") because we are not considered the primary beneficiary. We have determined that we are not the primary beneficiary of these VIEs because we do not have the power to direct the activities that most significantly impact their economic performance.

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All of our limited partnership investments are privately held and their market values are not readily available. These investments are accounted for using the equity method of accounting for SBIC, other limited partnerships, and HTC funds and the proportional amortization method for LIHTC investments and are included in Other Assets in the Consolidated Balance Sheets. Income from the SBIC and other limited partnerships are included in Other Non-interest Income in the Consolidated Statements of Income and totaled $1.2 million, $1.9 million, and $5.1 million for the years ended December 31, 2025, 2024, and 2023, respectively. Income or loss from the HTC and LIHTC investments is included in income tax expense. Income from investments in limited partnerships varies from period to period based on timing of new investments and investment performance.

Derivatives

The Board approved Bank policies allow the Bank to participate in hedging strategies or to use financial futures, options, forward commitments, or interest rate swaps. The Bank periodically utilizes derivative instruments in the course of its asset/liability management. The Corporation’s derivative financial instruments, under which the Corporation is required to either receive cash from or pay cash to counterparties depending on changes in interest rates applied to notional amounts, are carried at fair value on the consolidated balance sheets.

As of December 31, 2025, the aggregate amortizing notional value of interest rate swaps with various commercial borrowers was approximately $1.167 billion, compared to $1.022 billion as of December 31, 2024. We receive fixed rates and pay floating rates based upon designated benchmark interest rates on the swaps with commercial borrowers. These swaps mature between June 2026 and July 2041. Commercial borrower swaps are completed independently with each borrower and are not subject to master netting arrangements. As of December 31, 2025, the commercial borrower swaps were reported on the Consolidated Balance Sheets as a derivative asset of $9.7 million and liability of $34.6 million compared to a derivative asset of $2.0 million and liability of $56.6 million as of December 31, 2024. Relating to the offsetting swap contracts with dealer counterparties, we pay fixed rates and receive floating rates based upon designated benchmark interest rates. These interest rate swaps also have maturity dates between June 2026 and July 2041. Dealer counterparty swaps are subject to master netting agreements among the contracts within our Bank and were reported on the Consolidated Balance Sheets as a net derivative asset of $24.9 million as of December 31, 2025, compared to a net derivative asset of $54.5 million as of December 31, 2024. In both periods, the counterparties pledged U.S. Treasuries to fully collateralize the position. The gross amount of dealer counterparty swaps as of December 31, 2025, without regard to the enforceable master netting agreement, was a gross derivative liability of $9.7 million and gross derivative asset of $34.6 million, compared to a gross derivative liability of $2.0 million and gross derivative asset of $56.6 million as of December 31, 2024.

The Corporation also enters into interest rate swaps to manage interest rate risk and reduce the cost of match-funding certain long-term fixed rate loans. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The instruments are designated as cash flow hedges as the receipt of floating rate interest from the counterparty is used to manage interest rate risk associated with forecasted interest payments on short-term FHLB advances or wholesale deposits. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affect earnings. As of December 31, 2025, the aggregate notional value of interest rate swaps designated as cash flow hedges was $497.5 million. These interest rate swaps mature between January 2026 and February 2041. A pre-tax unrealized loss of $8.9 million was recognized in other comprehensive income for the year ended December 31, 2025, respectively, and there was no ineffective portion of these hedges.

The Corporation also enters into interest rate swaps to mitigate market value volatility on certain long-term fixed securities. The objective of the hedge is to protect the Corporation against changes in fair value due to changes in benchmark interest rates. The instruments are designated as fair value hedges as the changes in the fair value of the interest rate swap are expected to offset changes in the fair value of the hedged item attributable to changes in the SOFR swap rate, the designated benchmark interest rate. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affect earnings. As of December 31, 2025, the aggregate notional value of interest rate swaps designated as fair value hedges was $12.5 million. These interest rate swaps mature between February 2031 and October 2034. A

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pre-tax unrealized loss of $175,000 was recognized in other comprehensive income for the year ended December 31, 2025, and there was no ineffective portion of these hedges.

Loans and Leases Receivable

Period-end loans and leases receivable, net of allowance for credit losses, increased by $260.0 million, or 8.4%, to $3.337 billion at December 31, 2025, from $3.077 billion at December 31, 2024.

There continues to be a concentration in CRE loans which represented 61.0% and 61.6% of our total loans, as of December 31, 2025, and December 31, 2024, respectively. Our CRE portfolio increased $143.1 million, or 7.5%, to $2.060 billion at December 31, 2025, from $1.917 billion at December 31, 2024. As of December 31, 2025, approximately 14.3% of the CRE loans were owner-occupied CRE, compared to 14.3% as of December 31, 2024. We consider owner-occupied CRE more characteristic of the Corporation's C&I portfolio as, in general, the client's primary source of repayment is the cash flow from the operating entity occupying the commercial real estate property. The increase in CRE loans was due to growth across most products in our Wisconsin and Kansas City markets.

Our C&I portfolio increased $122.3 million, or 10.6%, to $1.274 billion at December 31, 2025, from $1.152 billion at December 31, 2024. The Corporation experienced C&I loan growth in 2025, due to growth across most products and geographies. Management believes the investment in the Corporation’s C&I product lines has positioned the Corporation for strong and sustainable growth in 2026 and beyond.

We continue to actively pursue C&I loans across the Corporation as this segment of our loan and lease portfolio provides an attractive yield commensurate with an appropriate level of credit risk and creates opportunities for core deposit, treasury management, and private wealth management relationships which generate additional fee revenue. Underwriting of new credit is primarily through approval from a serial sign-off or committee process and is a key component of our operating philosophy. Business development officers have no individual lending authority limits, and thus, a significant portion of our new credit extensions require approval from a loan approval committee regardless of the type of loan or lease, or the related complexities of each proposal. To monitor the ongoing credit quality of our loans and leases, each credit is evaluated for proper risk rating using a nine grade risk rating system at the time of origination, subsequent renewal, evaluation of updated financial information from our borrowers, or as other circumstances dictate.

While we continue to experience competition from banks operating in our primary geographic areas, we remain committed to our underwriting standards and will not deviate from those standards for the sole purpose of growing our loan and lease portfolio. We expect our new loan and lease activity to allow us to continue growing in future years.

The following table presents information concerning the composition of the Bank’s consolidated loans and leases receivable.

As of December 31,
20252024
Amount Outstanding% of Total Loans and LeasesAmount Outstanding% of Total Loans and Leases
(Dollars in Thousands)
Commercial real estate:
Commercial real estate — owner occupied$293,7068.7%$273,3978.8%
Commercial real estate — non-owner occupied885,87026.2845,29827.1
Construction and land development248,5607.4221,0867.1
Multi-family571,46816.9530,85317.1
1-4 family60,6611.846,4961.5
Total commercial real estate2,060,26561.01,917,13061.6
Commercial and industrial1,273,99737.81,151,72037.0
Consumer and other40,9651.245,0001.4
Total gross loans and leases receivable3,375,227100.0%3,113,850100.0%
Less:
Allowance for credit losses35,87735,785
Deferred loan fees and costs, net1,986722
Loans and leases receivable, net$3,337,364$3,077,343

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Below is a view of selected loan portfolios disaggregated by North American Industry Classification (“NAICs”) code as of December 31, 2025:

Real EstateWholesale and ManufacturingRetail and HospitalityTransportation and WarehousingOtherTotal
Commercial real estate — owner occupied5%32%18%12%33%100%
Commercial real estate — non- owner occupied76% (1)1%9%2%12%100%
Commercial and industrial4%28%18%8%42%100%

(1)
Includes approximately $287.3 million of office real estate, or 8.5% of gross loans.

See Asset Quality for further discussion of industry-specific risks.

The following table shows the scheduled contractual maturities of the Bank’s consolidated gross loans and leases receivable, as well as the dollar amount of such loans and leases which are scheduled to mature after one year and have fixed or adjustable interest rates, as of December 31, 2025.

Amounts DueInterest Terms On Amounts Due after One Year
In One Year or LessAfter One Year through Five YearsAfter Five YearsTotalFixed RateVariable Rate
(In Thousands)
Commercial real estate:
Owner-occupied$23,702$173,918$96,086$293,706$218,983$51,021
Non-owner occupied164,551418,829302,490885,870249,193472,126
Construction and land development66,403115,33366,825248,56130,154152,004
Multi-family58,679318,283194,506571,46863,085449,704
1-4 family15,90628,05916,69660,66127,07817,677
Commercial and industrial452,103698,905122,9881,273,996250,274571,620
Consumer and other14,09526,43843240,96523,2423,628
$795,439$1,779,765$800,023$3,375,227$862,009$1,717,780

Commercial Real Estate. The Bank originates owner-occupied and non-owner-occupied commercial real estate loans which have fixed or adjustable rates and generally terms of three to 12 years and amortization of up to 30 years on existing commercial real estate. The Bank also originates loans to construct commercial properties and complete land development projects. The Bank’s construction loans generally have terms of six to 24 months with fixed or adjustable interest rates and fees that are due at the time of origination. Loan proceeds are disbursed in increments as construction progresses and as project inspections warrant.

Commercial and Industrial. The Bank’s commercial and industrial loan portfolio is comprised of loans for a variety of purposes which principally are secured by inventory, accounts receivable, equipment, machinery, and other corporate assets and are advanced within limits prescribed by our loan policy. The majority of such loans are secured and typically backed by personal guarantees of the owners of the borrowing business. Of the $1.274 billion of C&I loans outstanding as of December 31, 2025, $604.0 million were conventional C&I loans and $670.0 million were originated by the FBSF subsidiary. FBSF products consists of equipment financing, asset-based lending, accounts receivable financing, and floorplan financing.

Consumer and Other. The Bank originates a small amount of consumer loans consisting of home equity, first and second mortgages, and other personal loans for professional and executive clients of the Bank.

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Asset Quality

Our total non-performing assets consisted of the following:

December 31, 2025December 31, 2024
(Dollars in Thousands)
Non-accrual loans and leases
Commercial real estate:
Commercial real estate - owner occupied$$591
Commercial real estate - non-owner occupied
Construction and land development14,581
Multi-family4,292
1-4 family
Total non-accrual commercial real estate18,873591
Commercial and industrial24,98227,776
Consumer and other
Total non-accrual loans and leases43,85528,367
Repossessed assets, net51
Total non-performing assets$43,855$28,418
Total non-accrual loans and leases to gross loans and leases1.30%0.91%
Total non-accrual loans to gross loans and leases plus repossessed assets, net1.300.91
Total non-performing assets to total assets1.070.74
Allowance for credit losses to gross loans and leases1.121.20
Allowance for credit losses to non-accrual loans and leases85.95131.38

Non-accrual loans and leases increased $15.5 million, to $43.9 million at December 31, 2025, compared to $28.4 million at December 31, 2024. The Corporation's non-accrual loans and leases as a percentage of total gross loans and leases measured 1.30% and 0.91% at December 31, 2025, and 2024, respectively. The increase in non-accrual loans and leases is primarily driven by a downgrade of $20.4 million of CRE loans from a single client relationship and a new non-accrual in accounts receivable financing, partially offset by a payoff of a large C&I loan from the prior year and lower non-accrual loans in equipment financing.

We use a wide variety of available metrics to assess the overall asset quality of the portfolio and no one metric is used independently to determine the asset quality. Non-performing assets as a percentage of total assets was 1.07% and 0.74% at December 31, 2025, and December 31, 2024, respectively. As of December 31, 2025, and December 31, 2024, the payment performance of our loans and leases did not point to any new areas of concern, as approximately 98.7% and 99.1%, respectively, of the total portfolio at the end of each period was in a current payment status.

We reviewed loans and leases with exposure to certain industries:


Transportation and Logistics, Equipment Finance: $23 million or less than 1% of total loans - Management considered the following: 10% of Equipment Finance Transportation loans are rated Category IV. Due to our experience and forecast of continued sector stress, we are not currently originating new loans to this borrower profile in this lending niche. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this industry to be appropriate.

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Transportation and Logistics, other than Equipment Finance: $46 million or 1% of total loans - Management considered the following: One borrower with a balance of $6.0 million, or 13%, of the loan balance in this category is rated Category IV. Collateral on these loans includes commercial real estate, business assets, and equipment. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this industry to be appropriate.


Office, Commercial Real Estate: $287 million or 9% of total loans - Management considered the following: office exposure is concentrated in the Wisconsin markets where local market vacancy rates are below national rates and none of the loans in this category are rated Category IV. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this loan category to be appropriate.


Multifamily, Commercial Real Estate: $571 million or 17% of total loans - Management considered the following: one borrower with a balance of $4.3 million, or 1% of the loan balance in this category is rated Category IV, multifamily exposure is concentrated in the Wisconsin markets where local market vacancy rates are below national rates. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this loan category to be appropriate.

We also monitor asset quality through our established categories as defined in Note 4 – Loans, Lease Receivables, and Allowance for Credit Losses of the Consolidated Financial Statements. As we continue to actively monitor the credit quality of our loan and lease portfolios, we may identify additional loans and leases for which the borrowers or lessees are having difficulties making the required principal and interest payments based upon factors including, but not limited to, the inability to sell the underlying collateral, inadequate cash flow from the operations of the underlying businesses, liquidation events, or bankruptcy filings. We proactively work with our loan borrowers experiencing financial difficulty to find meaningful solutions to difficult situations that are in the best interests of the Bank.

The following represents additional information regarding our non-accrual loans and leases:

As of and for the Year Ended December 31,
20252024
(In Thousands)
Individually evaluated loans and leases with no specific reserves required$29,525$13,125
Individually evaluated loans and leases with specific reserves required14,33015,242
Total individually evaluated loans and leases43,85528,367
Less: Specific reserves (included in allowance for credit losses)5,5508,918
Net non-accrual loans and leases$38,305$19,449
Average non-accrual loans and leases$26,567$19,589

Loans and leases with no specific reserves represent non-accrual loans where the estimated collateral, less estimated cost to sell, equals or exceeds the net realizable value of the loan. As part of the underwriting process, as well as our ongoing monitoring efforts, we evaluate sufficiency of collateral to protect our interest in the related loan or lease. As a result of this practice, a significant portion of our outstanding balance of non-accrual loans or leases may not require additional specific reserves or require only a minimal amount of required specific reserve. Management is proactive in recording charge-offs to bring loans to their net realizable value in situations where it is determined with certainty that we will not recover the entire amount of our principal. This practice may lead to a lower allowance for credit loss to non-accrual loans and leases ratio as compared to our peers or industry expectations.

In 2025, as well as in all previous reporting periods, there were no loans over 90 days past due and still accruing interest. Loans and leases greater than 90 days past due are considered non-accrual and are placed on non-accrual status. Cash received while a loan or a lease is on non-accrual status is applied against the outstanding principal. If collectability of the contractual principal and interest is not in doubt, payments received may be applied to both interest due on a cash basis and principal.

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Allowance for Credit Losses

The allowance for credit losses ("ACL"), including unfunded commitment reserves, increased $424,000, or 1.1%, to $37.7 million as of December 31, 2025, from $37.3 million as of December 31, 2024. A summary of the activity in the ACL, inclusive of reserves for unfunded credit commitments, follows:

Year Ended December 31,
20252024
(Dollars in Thousands)
Allowance at beginning of period$37,268$32,997
Charge-offs:
Commercial real estate:
Commercial real estate — owner occupied
Commercial real estate — non-owner occupied
Construction and land development
Multi-family
1-4 family
Commercial and industrial(9,651)(5,233)
Consumer and other(14)(22)
Total charge-offs(9,665)(5,255)
Recoveries:
Commercial real estate:
Commercial real estate — owner occupied25
Commercial real estate — non-owner occupied
Construction
Multi-family
1-4 family25132
Commercial and industrial1,407541
Consumer and other21
Total recoveries1,434699
Net charge-offs(8,231)(4,556)
Provision for credit losses8,6558,827
Allowance at end of period$37,692$37,268
Components:
Allowance for credit losses on loans$35,877$35,785
Allowance for credit losses on unfunded credit commitments1,8151,483
Total ACL$37,692$37,268
Net charge-offs as a percent of average gross loans and leases0.25%0.15%

The Corporation recognized $8.7 million of provision expense for the year ended December 31, 2025, compared to $8.8 million for the year ended December 31, 2024. The provision expense for the year ended December 31, 2025, was primarily due to $8.2 million in net charge-offs and $2.5 million and $1.5 million increases in the general reserve due to loan growth and changes in quantitative factors, respectively. These increases were partially offset by a $3.4 million decrease in the specific reserves on individually evaluated loans.

The ACL reserve increased compared to prior year primarily driven by higher general reserve requirements and higher reserves on unfunded commitments partially offset by lower specific reserve requirements. General reserves as a percentage of total loans increased to 0.90% as of December 31, 2025 from 0.86% as of December 31, 2024. Specific reserves as a percentage of total loans decreased to 0.16% as of December 31, 2025 from 0.29% as of December 31, 2024.

As a result of our review process, we have concluded an appropriate ACL for the loan and lease portfolio is $37.7 million, or 1.12% of gross loans and leases, at December 31, 2025. However, given complexities of workout situations and the uncertainty surrounding future economic conditions, further charge-offs, and increased provisions for credit losses may be recorded if additional facts and circumstances lead us to a different conclusion.

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The table below shows our allocation of the allowance for loan losses by loan portfolio segments. The allocation of the allowance by segment is management’s best estimate of the inherent risk in the respective loan portfolio as described in Allowance for Credit Losses in the Critical Accounting Policies and Estimates section. Despite the specific allocation noted in the table below, the entire allowance is available to cover any loss.

As of December 31,
20252024
Balance(a)Balance(a)
(Dollars in Thousands)
Loan and lease portfolios:
Commercial real estate$15,5150.75%$14,5690.76%
Commercial and industrial19,9891.5720,9341.82
Consumer and other3730.912820.63
Total allowance for loan losses$35,8771.06%$35,7851.15%
Reserve for unfunded credit commitments1,8151,483
Total allowance for credit losses$37,6921.12%$37,2681.20%

(a)
Allowance for credit losses category as a percentage of total loans by category.

Deposits

As of December 31, 2025, deposits increased $273.3 million, or 8.8%, to $3.380 billion from $3.107 billion at December 31, 2024. The increase in deposits was primarily due to increases of $138.1 million, $99.8 million, and $96.1 million in interest-bearing transaction accounts, certificates of deposits, and money market accounts, respectively. These increases were partially offset by decreases of $57.3 million and $3.3 million in non-interest-bearing transaction accounts and wholesale deposits, respectively.

The following table presents the composition of the Bank's consolidated deposits:

As of December 31,
20252024
Balance% of Total DepositsBalance% of Total Deposits
(Dollars in Thousands)
Non-interest-bearing transaction accounts$378,77011.2%$436,11114.0%
Interest-bearing transaction accounts1,103,69632.7965,63731.1
Money market accounts905,77326.8809,69526.0
Certificates of deposit284,7648.4184,9866.0
Wholesale deposits707,41220.9710,71122.9
Total deposits$3,380,415100.0%$3,107,140100.0%
Uninsured deposits1,220,177980,278
Less: uninsured deposits collateralized by pledged assets68,6566,864
Total uninsured, net of collateralized deposits$1,151,52134.1%$973,41431.3%

Total period end core deposits for the year ended December 31, 2025 were approximately $2.673 billion, or 74.7% of total bank funding. Total bank funding is defined as total deposits plus FHLB advances. This compares to ending core deposits of $2.396 billion, or 71.5% of total bank funding, for 2024.

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Period-end deposit balances associated with core deposit relationships will fluctuate based upon maturity of time deposits, client demands for the use of their cash, and our ability to maintain existing and acquire new client relationships. Deposits continue to be the primary source of the Bank’s funding for lending and other investment activities. A variety of accounts are designed to attract both short- and long-term deposits. These accounts include non-interest-bearing transaction accounts, interest-bearing transaction accounts, money market accounts, and certificates of deposit. Deposit terms offered by the Bank vary according to the minimum balance required, the time period the funds must remain on deposit, the rates and products offered by competitors, and the interest rates charged on other sources of funds, among other factors. Our Bank’s core deposits are obtained primarily from Wisconsin and the greater Kansas City Metro. Deposit growth is supported by dedicated treasury management sales resources that focus on the origination of commercial operating accounts, in contrast to branch‑centric or digital acquisition sales models commonly employed by peer institutions. We believe this approach continues to contribute to the growth of core deposits and to the overall stability of the Bank’s funding profile.

The following table sets forth the amount and maturities of the Bank's certificates of deposit and term wholesale deposits at December 31, 2025:

Interest RateThree Months and LessOver Three Months Through Six MonthsOver Six Months Through Twelve MonthsOver Twelve MonthsTotal
(In Thousands)
0.00% to 0.99%$1,319$$240$$1,559
1.00% to 1.99%1,481814732,035
2.00% to 2.99%28,3913,1342,0565,77639,357
3.00% to 3.99%329,52928,16729,70057,073444,469
4.00% to 4.99%77,32433,77898,970123,417333,489
5.00% and greater998998
$438,044$65,160$132,437$186,266$821,907

At December 31, 2025, time deposits included $113.0 million of certificates of deposit and wholesale deposits in denominations greater than or equal to $250,000. Of these certificates, $41.4 million are scheduled to mature in three months or less, $21.6 million in greater than three through six months, $39.2 million in greater than six through twelve months and $10.8 million in greater than twelve months.

A summary of annual maturities of core and wholesale certificates of deposit at December 31, 2025 is as follows:

(In Thousands)
Maturities during the year ended December 31,
2026$635,641
2027127,620
202831,279
202918,462
20307,635
Thereafter1,270
$821,907

As of December 31, 2025, we have no wholesale certificates of deposit which the Bank has the right to call prior to the scheduled maturity.

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Borrowings

We had total borrowings of $252.1 million as of December 31, 2025, a decrease of $68.0 million, or 21.25%, from $320.0 million at December 31, 2024. The Bank elected to utilize more wholesale deposits in lieu of FHLB advances in consideration of liquidity risk management and business strategy. Total wholesale funding as a percentage of total bank funding was 25.3% as of December 31, 2025, compared to 28.9% as of December 31, 2024. Total bank funding is defined as total deposits plus FHLB advances.

Please refer to the section entitled Liquidity and Capital Resources, below, for further information regarding our use and monitoring of wholesale funds.

The following table sets forth the outstanding balances, weighted average balances, and weighted average interest rates for our borrowings (short-term and long-term) as indicated.

December 31, 2025December 31, 2024
BalanceWeighted Average BalanceWeighted Average RateBalanceWeighted Average BalanceWeighted Average Rate
(Dollars in Thousands)
FHLB advances$197,246$246,4863.20%$265,350$282,4372.73%
Line of credit14.251,2298.03
Other borrowings41010
Subordinated notes and debentures54,80554,7426.4354,68949,8336.36
$252,051$301,2333.79$320,049$333,5093.30

A summary of annual maturities of borrowings at December 31, 2025, is as follows:

(In Thousands)
Maturities during the year ended December 31,
2026$125,234
202710,000
202810,450
202923,929
203020,000
Thereafter62,438
$252,051

The aggregate principal amount of the 2024 issuance of subordinated notes payable was $20.0 million. The subordinated notes payable bear a fixed interest rate of 7.5% with a maturity date of September 13, 2034.

Stockholders' Equity

As of December 31, 2025, stockholders’ equity was $371.6 million, or 9.10% of total assets, compared to stockholders’ equity of $328.6 million, or 8.53% of total assets, as of December 31, 2024. Stockholders’ equity increased by $43.0 million during the year ended December 31, 2025. The increase was due to net income of $50.3 million for the year ended December 31, 2025, partially offset by preferred and common stock dividend declarations of $875,000 and $9.7 million, respectively.

The Corporation issued 12,500 shares, or $12.5 million in aggregate liquidation preference, of 7.0% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, with a liquidation preference of $1,000 per share (the “Series A Preferred Stock”) in a private placement to institutional investors. The net proceeds received from the issuance of the Series A Preferred Stock were $12.0 million.

The Corporation expects to pay dividends on the Series A Preferred Stock when and if declared by its Board, at a fixed rate of 7.0% per annum, payable quarterly, in arrears, on March 15, June 15, September 15 and December 15 of each year up to, but excluding, March 15, 2027. For each dividend period from and including March 15, 2027, dividends will be paid at a floating rate of

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Three-Month Term SOFR plus a spread of 539 basis points per annum. During the year ended December 31, 2025, the Corporation paid $875,000 in preferred cash dividends. The Series A Preferred Stock is perpetual and has no stated maturity. The Corporation may redeem the Series A Preferred Stock at its option at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends (without regard to any undeclared dividends), subject to regulatory approval, on or after March 15, 2027 or within 90 days following a regulatory capital treatment event, in accordance with the terms of the Series A Preferred Stock.

On April 26, 2024, the Corporation’s Board of Directors authorized the repurchase by the Corporation of shares of its common stock with a maximum aggregate purchase price of $5.0 million, in such quantities, at such prices and on such other terms and conditions as the Corporation’s Chief Executive Officer or Chief Financial Officer determine in their discretion to be in the best interests of the Corporation and its shareholders, any time with no expiration date. As of December 31, 2025, the Corporation has not repurchased any shares under this repurchase program.

Liquidity and Capital Resources

The Corporation expects to meet its liquidity needs through existing cash on hand, established cash flow sources, its third party senior line of credit, and dividends received from the Bank. While the Bank is subject to certain generally applicable regulatory limitations regarding its ability to pay dividends to the Corporation, we do not believe that the Corporation will be adversely affected by these dividend limitations. The Corporation’s principal liquidity requirements at December 31, 2025, were the interest payments due on subordinated notes and cash dividends payable to both common and preferred stockholders. During 2025 and 2024, FBB declared and paid cash dividends totaling $13.5 million and $11.5 million, respectively. The capital ratios of the Bank met all applicable regulatory capital adequacy requirements in effect on December 31, 2025, and continue to meet the heightened requirements imposed by Basel III, including the capital conservation buffer. The Corporation’s Board and management teams adhere to the appropriate regulatory guidelines on decisions which affect their capital positions, including but not limited to, decisions relating to the payment of dividends and increasing indebtedness.

The Bank maintains liquidity by obtaining funds from several sources. The Bank’s primary source of funds are principal and interest payments on loans receivable and mortgage-related securities and deposits and other borrowings, such as federal funds and FHLB advances. The scheduled payments of loans and mortgage-related securities are generally a predictable source of funds. Deposit flows and loan prepayments, however, are greatly influenced by general interest rates, economic conditions, and competition.

Sources of Liquidity

(Unaudited)As of and for the Year Ended December 31,
(in thousands)20252024
Short-term investments$8,714$128,207
Collateral value of unencumbered pledged loans992,398444,453
Market Value of unencumbered securities388,474310,125
Readily accessible liquidity1,389,586882,785
Fed fund lines45,00045,000
Excess brokered CD capacity(1)775,851981,463
Total liquidity$2,210,437$1,909,248
Total uninsured, net of collateralized deposits1,151,521973,414

(1)
Bank internal policy limits brokered CDs to 50% of total bank funding when combined with value of unencumbered pledged loans.

We view readily accessible liquidity as a critical element to meet our cash and collateral obligations. We define our readily accessible liquidity as the total of our short-term investments, our unencumbered securities available-for-sale, and our unencumbered pledged loans. Our readily accessible liquidity increased $506.8 million from December 31, 2024, due primarily to engagement with the FRB to confirm pledge value of additional loans. As of December 31, 2025, and 2024, our readily accessible liquidity was $1.390 billion and $882.8 million, respectively. At December 31, 2025, and 2024, the Bank had $7.7 million and $127.8 million on deposit with the

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FRB recorded in short-term investments, respectively. Any excess funds not used for loan funding or satisfying other cash obligations were maintained as part of our readily accessible liquidity in our interest-bearing accounts with the FRB, as we value the safety and soundness provided by the FRB. We plan to utilize excess liquidity to fund loan and lease portfolio growth, pay down maturing debt, allow run off of maturing wholesale certificates of deposit or invest in securities to maintain adequate liquidity at an improved margin.

We had $904.7 million of outstanding wholesale funds at December 31, 2025, compared to $976.1 million of wholesale funds as of December 31, 2024, which represented 25.3% and 28.9%, respectively, of period end total bank funding. Wholesale funds include FHLB advances and brokered deposits. Total bank funding is defined as total deposits plus FHLB advances. We are committed to raising core deposits while utilizing wholesale funds to mitigate interest rate risk. Wholesale funds continue to be an efficient and cost effective source of funding for the Bank and allows it to gather funds across a larger geographic base at price levels and maturities that are more attractive than local time deposits when required to raise a similar level of core deposits within a short time period. Access to such deposits and borrowings allows us the flexibility to refrain from pursuing non-relationship based deposits in markets that may have experienced unfavorable pricing levels. The administrative costs associated with wholesale funds are considerably lower than those that would be incurred to administer a similar level of core deposits with a similar maturity structure. During the time frames necessary to accumulate wholesale funds in an orderly manner, we will use short-term FHLB advances to meet any temporary funding needs. The short-term FHLB advances will typically have terms of one week to one month to cover expected funding demands.

Period-end core deposits increased $276.6 million, or 11.5%, to $2.673 billion at December 31, 2025, from $2.396 billion at December 31, 2024, as core deposit balances increased due to successful business development efforts, partially offset by clients funding their normal course of business. Our core relationships continue to grow; however, deposit balances associated with those relationships will fluctuate. We expect to establish new client relationships and continue marketing efforts aimed at increasing the balances in existing clients’ deposit accounts. Nonetheless, we will continue to use wholesale funds in specific maturity periods, typically three to five years, needed to effectively mitigate the interest rate risk measured through our asset/liability management process or in shorter time periods if core deposit balances decline. In order to provide for ongoing liquidity and funding, substantially all of our wholesale funds are certificates of deposit which do not allow for withdrawal at the option of the depositor before the stated maturity (with the exception of deposits accumulated through the internet listing service which have the same early withdrawal privileges and fees as do our other core deposits) and FHLB advances with contractual maturity terms and no call provisions. The Bank limits the percentage of wholesale funds to total bank funds in accordance with liquidity policies approved by its Board. The Bank was in compliance with its policy limits as of December 31, 2025.

We will continue to use wholesale funds in specific maturity periods, typically three to five years, needed to effectively mitigate the interest rate risk measured through our asset/liability management process or in shorter time periods if core deposit balances decline. In order to provide for ongoing liquidity and funding, none of our wholesale certificates of deposit allow for withdrawal at the option of the depositor before the stated maturity date and FHLB advances have contractual maturity terms. The Bank limits the percentage of wholesale funds to total bank funds in accordance with liquidity policies approved by its Board. The Bank was in compliance with its policy limits as of December 31, 2025.

The Bank was able to access the wholesale funding market as needed at rates and terms comparable to market standards during the year ended December 31, 2025. In the event that there is a disruption in the availability of wholesale funds at maturity, the Bank has managed the maturity structure, in compliance with our approved liquidity policy, so at least one year of maturities could be funded through readily available liquidity. These potential funding sources include deposits maintained at the FRB or Federal Reserve Discount Window utilizing currently unencumbered securities and acceptable loans as collateral. As of December 31, 2025, the readily available liquidity was in excess of the stated policy minimum. We believe the Bank will also have access to the unused federal funds lines, cash flows from borrower repayments, and cash flows from security maturities. The Bank also has the ability to raise core deposits by offering attractive rates to generate the level required to fulfill its liquidity needs.

The Corporation has on file a shelf registration with the Securities and Exchange Commission that would allow the Corporation to offer and sell, from time to time and in one or more offerings, up to $75.0 million in aggregate initial offering price of common and preferred stock, debt securities, warrants, subscription rights, units, or depository shares, or any combination thereof.

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The Bank is required by federal regulation to maintain sufficient liquidity to ensure safe and sound operations. We believe that the Bank has sufficient liquidity to match the balance of net withdrawable deposits and short-term borrowings in light of present economic conditions and deposit flows.

During the year ended December 31, 2025, operating activities resulted in a net cash inflow of $61.7 million driven by net income of $50.3 million. Net cash used in investing activities for the year ended December 31, 2025, was $373.4 million which consisted of $268.3 million in cash outflows to fund net loan growth and $134.6 million in net cash outflows to purchase available-for-sale securities. Net cash provided by financing activities for the year ended December 31, 2025, was $193.5 million. Financing cash flows included a $273.3 million net increase in deposits and a $68.1 million net decrease in FHLB advances, partially offset by cash dividends paid of $9.7 million.

Refer to Note 12 – Regulatory Capital for additional information regarding the Corporation’s and the Bank’s capital ratios and the ratios required by their federal regulators at December 31, 2025, and 2024.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. By their nature, changes in these assumptions and estimates could significantly affect the Corporation’s financial position or results of operations. Actual results could differ from those estimates. Discussed below are certain policies that are critical to the Corporation. We view critical accounting policies to be those which are highly dependent on subjective or complex judgments, estimates and assumptions, and where changes in those estimates and assumptions could have a significant impact on the financial statements.

Allowance for Credit Losses. Management believes the determination of the ACL involves a higher degree of judgment and complexity than its other significant accounting policies. The ACL is calculated with the objective of maintaining a reserve level believed by management to be sufficient to absorb estimated credit losses over the life of an asset or an off-balance sheet credit exposure. Management’s determination of the adequacy of the ACL is based on periodic evaluations of past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. However, this evaluation has subjective components requiring material estimates, including expected default probabilities, the expected loss given default, the amounts and timing of expected future cash flows, and estimated losses based on historical loss experience and forecasted economic conditions. All of these factors may be susceptible to significant change. To the extent that actual results differ from management estimates, additional provisions for credit losses may be required that would adversely impact earnings in future periods. The ACL represents our recognition of the risks of extending credit and our evaluation of the quality of the loan and lease portfolio and as such, requires the use of judgment as well as other systematic objective and quantitative methods which may include additional assumptions and estimates.

One of the most significant judgments impacting the ACL estimate is the economic forecast for United States national unemployment and United States national GDP. Changes in the economic forecast could significantly affect the estimated credit losses which could potentially lead to materially different allowance levels from one reporting period to the next. Loans that no longer conform to the risk characteristics of any pool are evaluated individually. This includes all non-accrual loans and leases and may also include other loans and leases that management identifies as non-conforming. Reserves on individually-evaluated loans are estimated based on one or a combination of estimates of fair value of the underlying collateral less cost to sell, seniority of the Bank’s claim, and borrower repayment forecasts. For loans and leases less than $500,000 in the Equipment Finance pool, the recovery value is based on historical experience.

Management also evaluates debt securities for credit losses when a default or decline in fair value is identified.

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We also continue to exercise our legal rights and remedies as appropriate in the collection and disposal of non-performing assets and adhere to rigorous underwriting standards in our origination process in order to achieve strong asset quality. Although we believe that the ACL was appropriate as of December 31, 2025, based upon the evaluation of loan and lease delinquencies, non-performing assets, charge-off trends, economic conditions, and other factors, there can be no assurance that future adjustments to the allowance will not be necessary.

Income Taxes. Income tax expense or benefit represents the tax payable or tax refundable for a period, adjusted by the applicable change in deferred tax assets and liabilities for that period. The determination of current and deferred income taxes is based on complex analysis of many factors, including the interpretation of federal and state income tax laws, the difference between the tax and financial reporting basis of assets and liabilities (temporary differences), estimates of amounts currently due or owed, such as the timing of reversals of temporary differences, and current accounting standards. Deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We apply a more likely than not approach to each of our tax positions when determining the amount of tax benefit to record in our Consolidated Financial Statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

We have made our best estimate of valuation allowances utilizing available evidence and evaluation of sources of taxable income including tax planning strategies and expected reversals of timing differences to determine if valuation allowances were needed for deferred tax assets. Realization of deferred tax assets over time is dependent on our ability to generate sufficient taxable earnings in future periods and a valuation allowance may be necessary if management determines that it is more likely than not that the deferred asset will not be utilized. These estimates and assumptions are subject to change. Changes in these estimates and assumptions could adversely affect future consolidated results of operations. The Corporation believes the tax assets, liabilities, and allowances are properly recorded in the Consolidated Financial Statements.

The Corporation also invests in certain development entities that generate federal historic, low income housing, or renewable energy tax credits. The tax benefits associated with these investments are accounted for either under the flow-through method, equity method, or proportional amortization method and are recognized when the respective project is placed in service or over the investment term.

The federal and state taxing authorities who make assessments based on their determination of tax laws may periodically review our interpretation of federal and state income tax laws. Tax liabilities could differ significantly from the estimates and interpretations used in determining the current and deferred income tax liabilities based on the completion of examinations by taxing authorities.

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MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0000950170-25-027715.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-02-26. Report date: 2024-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Unless otherwise indicated or unless the context requires otherwise, all references in this Report to the “Corporation,” “we,” “us,” “our,” or similar references mean First Business Financial Services, Inc. together with our subsidiary. “FBB” or the “Bank” refers to our subsidiary, First Business Bank.

Forward-Looking Statements

This report may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which reflect our current views with respect to future events and financial performance. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results, or other developments. Forward-looking statements are based on management’s expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Such statements are subject to risks and uncertainties, including among other things:


Adverse changes in the economy or business conditions, either nationally or in our markets including, without limitation, inflation, economic downturn, labor shortages, wage pressures, and the adverse effects of public health events on the global, national, and local economy.


Uncertainty created by potential federal government actions relating to the authority of regulatory agencies (including bank regulators), international trade policy, and other significant policy matters.


Competitive pressures among depository and other financial institutions nationally and in our markets.


Increases in defaults by borrowers and other delinquencies.


Our ability to manage growth effectively, including the successful expansion of our client support, administrative infrastructure, and internal management systems.


Fluctuations in interest rates and market prices.


Changes in legislative or regulatory requirements applicable to us and our subsidiaries.


Changes in tax requirements, including tax rate changes, new tax laws, and revised tax law interpretations.


Fraud, including client and system failure or breaches of our network security, including our internet banking activities.


Failure to comply with the applicable SBA regulations in order to maintain the eligibility of the guaranteed portions of SBA loans.


Ongoing volatility in the banking sector may result in new legislation, regulations or policy changes that could subject the Corporation and the Bank to increased government regulation and supervision.


The proportion of the Corporation’s deposit account balances that exceed FDIC insurance limits may expose the Bank to enhanced liquidity risk.


The Corporation may be subject to increases in FDIC insurance assessments.

These risks, together with the risks identified in Item 1A — Risk Factors, could cause actual results to differ materially from what we have anticipated or projected. These risk factors and uncertainties should be carefully considered by our stockholders and potential investors. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date made.

Where any such forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statement, we caution that, while our management believes such assumptions or bases are reasonable and are made in good faith, assumed facts or bases can vary from actual results, and the differences between assumed facts or bases and actual results can be material, depending on the circumstances. Where, in any forward-looking statement, an expectation or belief is expressed as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

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We do not intend to, and specifically disclaim any obligation to, update any forward-looking statements.

The following discussion and analysis is intended as a review of significant events and factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the Consolidated Financial Statements and the Notes thereto.

Overview

We are a registered bank holding company incorporated under the laws of the State of Wisconsin and are engaged in the commercial banking business through our wholly-owned banking subsidiary, FBB. All of our operations are conducted through FBB and First Business Specialty Finance, LLC (“FBSF”), a wholly-owned subsidiary of FBB. We operate as a business bank focusing on delivering a full line of commercial banking products and services tailored to meet the specific needs of small and medium-sized businesses, business owners, executives, professionals, and high net worth individuals. Our products and services include those for business banking, private wealth management services, and bank consulting. Within business banking, we offer commercial lending, asset-based lending, accounts receivable financing, equipment financing, floorplan financing, vendor financing, SBA lending and servicing, treasury management services, and company retirement plans. Our private wealth management services include trust and estate administration, financial planning, investment management, and private banking for executives and owners of our business banking clients and others. Our bank consulting experts provide investment portfolio administrative services, asset liability management services, and asset liability management process validation for other financial institutions. We do not utilize a branch network to attract retail clients. Our operating model is predicated on deep client relationships, financial expertise, and an efficient, centralized administration function delivering best in class client satisfaction. Our focused model allows experienced staff to provide the level of financial expertise needed to develop and maintain long-term relationships with our clients.

Long-Term Strategic Plan

In early 2024, management finalized the development of its five year strategic plan and began the implementation of strategies and initiatives that drive successful execution. Management’s objective over this five year period is to foster innovative and engaged team members who develop deep client relationships and deliver exceptional results for all stakeholders. To meet this objective, we identified five key strategies which are linked to corporate financial goals, all business lines, and centralized administration functions to ensure communication and execution are consistent at all levels of the Corporation.

These strategies are described below:


We will protect and strengthen our unique culture with a growing and geographically diverse team.


We will develop future-ready talent who will thrive in the workplace of the future by continuously investing in our team to elevate their impact and contribution.


We will grow our core deposits by driving a company-wide commitment to adding new relationships and capitalizing on innovative sources and new technologies.


We will achieve operational excellence by fostering a culture of continuous process improvement and utilization of innovative technology.


We will optimize the performance of each business line and market to achieve sustainable profitability and growth.

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The table below shows the Corporation’s performance for the years ended December 31, 2024, 2023, and 2022 in comparison to the key performance indicators included in the Corporation’s 2024 strategic plan.

As of December 31,
Key Performance Indicators202220232024Strategic Plan
Return on average tangible common equity (“ROATCE”)(1)17.7%14.5%15.4%≥ 15% by 2028
Tangible book value (“TBV”) growth8.6%12.9%15.0%≥ 10% per year
Top line revenue growth13.4%12.6%6.6%≥ 10% per year
Efficiency ratio62.31%60.99%60.61%60% by 2028
Core deposits to total funding76.1%76.0%71.1%≥ 75%
Employee engagement & participation (2)87%90%86%≥ 85%
Net promoter score (3)777870≥ 70

(1)
Excluding tax and SBA recourse benefits, the 2024 ROATCE was 14.6%.

(2)
Anonymous survey conducted annually.

(3)
Net promoter score assesses likelihood to recommend on a 11-point scale, where detractors (scores 0-6) are subtracted from promoters (scores 9-10), while passives (scores 7-8) are not considered.

Financial Performance Summary

Results as of and for the year ended December 31, 2024, include:


Net income available to common shareholders for the year ended December 31, 2024 was $43.4 million, increasing 20.0% compared to $36.2 million for the year ended December 31, 2023.


Diluted earnings per common share were $5.20 for the year ended December 31, 2024, increasing 20.0% compared to $4.33 in the prior year.


Return on average assets (“ROAA”) for the year ended December 31, 2024, was 1.20%, compared to 1.13% for 2023.


Return on average common equity (“ROACE”) is defined as net income available to common shareholders divided by average equity less average preferred stock. ROACE was 14.73% for the year ended December 31, 2024, compared to 13.79% for the year ended December 31, 2023.


Pre-tax, pre-provision (“PTPP”) adjusted earnings, which excludes certain one-time and discrete items, was $60.4 million for the year ended December 31, 2024, compared to $56.2 million for the year ended December 31, 2023.


Fees in lieu of interest, defined as prepayment fees, asset-based loan fees, non-accrual interest, and loan fee amortization, totaled $5.5 million for the year ended December 31, 2024, compared to $3.5 million for the year ended December 31, 2023.


Net interest margin was 3.66% for the year ended December 31, 2024, compared to 3.78% for the year ended December 31, 2023. Adjusted net interest margin, which excludes certain one-time and volatile items including fees in lieu of interest, was 3.47% for the year ended December 31, 2024, compared to 3.62% for the year ended December 31, 2023.


Top line revenue, defined as net interest income plus non-interest income, totaled $153.5 million for the year ended December 31, 2024, compared to $143.9 million in the year ended December 31, 2023.


Effective tax rate, including the benefit from Low-Income Housing Tax Credits, was 13.5% for the year ended December 31, 2024, compared to 21.5% for the year ended December 31, 2023.


Provision for credit loss expense was $8.8 million for the year ended December 31, 2024, compared to $8.2 million for the year ended December 31, 2023.


Total assets at December 31, 2024, increased $345.4 million, or 9.8%, to $3.853 billion from $3.508 billion at December 31, 2023.

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Period-end gross loans and leases receivable increased $263.8 million, or 9.3%, to $3.114 billion as of December 31, 2024, compared to $2.850 billion as of December 31, 2023. Average gross loans and leases of $2.997 billion increased $349.0 million, or 13.2%, for the year ended December 31, 2024, compared to $2.648 billion for the year ended December 31, 2023.


Non-performing assets were $28.4 million and 0.74% of total assets as of December 31, 2024, compared to $20.8 million and 0.59% of total assets as of December 31, 2023.


The allowance for credit losses, including reserve for unfunded credit commitments, increased $4.3 million compared to December 31, 2023. The allowance for credit losses, including reserve for unfunded credit commitments, was 1.20% of total loans, compared to 1.16% at December 31, 2023.


Period-end core deposits at December 31, 2024, increased $57.4 million, or 2.5%, to $2.396 billion from $2.339 billion as of December 31, 2023. Average core deposits of $2.378 billion increased $280.3 million, or 13.4%, for the year ended December 31, 2024, compared to $2.098 billion for the year ended December 31, 2023.


Private wealth and trust assets under management and administration increased by $297.2 million, or 9.5%, to $3.419 billion at December 31, 2024, compared to $3.122 billion at December 31, 2023. Private wealth management service fees increased $1.8 million, or 16.1%, for the year ended December 31, 2024, compared to the year ended December 31, 2023.

The detailed financial discussion that follows focuses on 2024 results compared to 2023. Information pertaining to 2023 in comparison to 2022 was included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2023, on page 37 under Part II, Item 7, "Management's Discussion and Analysis of Financial and Result of Operations," which was filed with the SEC on February 26, 2024.

Results of Operations

Top Line Revenue

Top line revenue, comprised of net interest income and non-interest income, increased $9.6 million, or 6.6%, for the year ended December 31, 2024, compared to the year ended December 31, 2023, due to a 10.3% increase in net interest income partially offset by a 6.6% decrease in non-interest income. The increase in net interest income was driven by an increase in average gross loans and leases outstanding. The decrease in non-interest income was due to lower returns on investments in SBIC funds, commercial loan swap fee income, and gains on the sale of SBA loans; partially offset by increases in private wealth fee income.

The components of top line revenue were as follows:

For the Year Ended December 31,Change From Prior Year
202420232022$ Change 2024% Change 2024$ Change 2023% Change 2023
(Dollars in Thousands)
Net interest income$124,206$112,588$98,422$11,61810.3%$14,16614.4%
Non-interest income29,25131,30829,428(2,057)(6.6)$1,8806.4
Top line revenue$153,457$143,896$127,850$9,5616.6$16,04612.6

Return on Average Assets and Return on Average Common Equity

ROAA was 1.20% for the year ended December 31, 2024, compared to 1.13% for the year ended December 31, 2023. The increase in ROAA was due to the increase in net interest income and a lower effective tax rate, partially offset by a decrease in non-interest income. We consider ROAA a critical metric to measure the profitability of our organization and how efficiently our assets are deployed. ROAA also allows us to better benchmark our profitability to our peers without the need to consider different degrees of leverage which can ultimately influence return on equity measures.

ROACE for the year ended December 31, 2024, was 14.73%, compared to 13.79% for the year ended December 31, 2023. The reasons for the change in ROACE are consistent with the net income variance explanation as discussed under ROAA above. We view

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ROACE as an important measurement for monitoring profitability and continue to focus on improving our return to our shareholders by enhancing the overall profitability of our client relationships, controlling our expenses, and minimizing our costs of credit.

Efficiency Ratio and Pre-Tax, Pre-Provision Adjusted Earnings

Efficiency ratio measured 60.61% for the year ended December 31, 2024, compared to 60.99% for the year ended December 31, 2023. Efficiency ratio is a non-GAAP measure representing operating expense divided by operating revenue. Operating expense is defined as non-interest expense excluding the effects of the SBA recourse benefit or provision, impairment of tax credit investments, net gains or losses on repossessed assets, amortization of other intangible assets, and other discrete items, if any. Operating revenue is defined as net interest income plus non-interest income less realized net gains or losses on securities, if any, and other discrete items.

PTPP adjusted earnings for the year ended December 31, 2024, was $60.4 million, compared to $56.2 million for the year ended December 31, 2023. PTPP adjusted earnings is a non-GAAP measure defined as operating revenue less operating expense. In the judgment of the Corporation’s management, the adjustments made to non-interest expense and non-interest income allow investors and analysts to better assess the Corporation’s operating expenses in relation to its core operating revenue by removing the volatility associated with certain one-time items and other discrete items. PTPP adjusted earnings allows management to benchmark performance of our model to our peers without the influence of the loan loss provision and tax considerations, which will ultimately influence other traditional financial measurements, including ROA and ROAE. The information provided below reconciles the efficiency ratio to its most comparable GAAP measure.

Please refer to the Non-Interest Income and Non-Interest Expense sections below for discussion on additional drivers of the year-over-year change in the efficiency ratio and PTPP adjusted earnings.

For the Year Ended December 31,Change From Prior Year
202420232022$ Change 2024% Change 2024$ Change 2023% Change 2023
(Dollars in Thousands)
Total non-interest expense$93,480$88,575$79,474$4,9055.5%$9,10111.5%
Less:
Net (gain) loss on repossessed assets1681249156NM(37)(75.5)
SBA recourse provision (benefit)(104)775(188)(879)NM963(512.2)
Contribution to First Business Charitable Foundation809NM(809)NM
Impairment of tax credit investments400(351)400NM351NM
Total operating expense (a)$93,016$87,788$79,155$5,2286.0$8,63310.9
Net interest income$124,206$112,588$98,422$11,61810.3$14,16614.4
Total non-interest income29,25131,30829,428(2,057)(6.6)1,8806.4
Less:
Bank-owned life insurance claim809NM(809)NM
Net loss on sale of securities(8)(45)37NM(45)NM
Adjusted non-interest income29,25931,35328,619(2,094)(6.7)2,7349.6
Operating revenue (b)$153,465$143,941$127,041$9,5246.6$16,90013.3
Efficiency ratio60.61%60.99%62.31%
Pre-tax, pre-provision adjusted earnings (b-a)$60,449$56,153$47,886$4,2967.7$8,26717.3
Average total assets$3,626,273$3,212,149$2,752,916$414,12412.9$459,23316.7

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Net Interest Income

Net interest income levels depend on the amount of and yield on interest-earning assets as compared to the amount of and rate paid on interest-bearing liabilities. Net interest income is sensitive to changes in market rates of interest and the asset/liability management processes to prepare for and respond to such changes.

The table below shows average balances, interest, average rates, net interest margin and the spread between combined average rates earned on our interest-earning assets and cost of interest-bearing liabilities for the periods indicated. The average balances are derived from average daily balances.

For the Year Ended December 31,
202420232022
Average BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ Rate
(Dollars in Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$1,793,041$118,3396.60%$1,586,967$98,3706.20%$1,484,239$66,9174.51%
Commercial and industrial loans(1)1,153,95595,7828.30%1,013,86681,9638.08%771,05646,5756.04%
Consumer and other loans(1)49,8852,7775.57%47,0182,3164.93%49,6951,8763.78%
Total loans and leases receivable(1)2,996,881216,8987.24%2,647,851182,6496.90%2,304,990115,3685.01%
Mortgage-related securities(2)266,09810,4053.91%200,3836,4333.21%173,4953,4862.01%
Other investment securities(3)56,3011,5072.68%62,9211,7702.81%51,7009861.91%
FHLB and FRB stock12,1671,1339.31%15,1621,2318.12%16,4629896.01%
Short-term investments59,8533,1865.32%54,3112,8455.24%30,8455421.76%
Total interest-earning assets3,391,300233,1296.87%2,980,628194,9286.54%2,577,492121,3714.71%
Non-interest-earning assets234,973231,521175,424
Total assets$3,626,273$3,212,149$2,752,916
Interest-bearing liabilities
Transaction accounts$884,32133,7963.82%$689,50023,7273.44%$503,6683,9630.79%
Money market accounts815,60332,1803.95%681,33622,1293.25%761,4696,2410.82%
Certificates of deposit237,22810,8794.59%273,38711,2094.10%97,4481,3581.39%
Wholesale deposits515,19721,0664.09%346,28514,3534.14%48,8251,6163.31%
Total interest-bearing deposits2,452,34997,9213.99%1,990,50871,4183.59%1,411,41013,1780.93%
FHLB advances282,4377,7192.73%351,9908,8812.52%414,1917,0241.70%
Other borrowings51,0723,2846.43%38,8912,0415.25%43,8182,2435.12%
Junior subordinated notes(4)2,42950420.75%
Total interest-bearing liabilities2,785,858108,9243.91%2,381,38982,3403.46%1,871,84822,9491.23%
Non-interest-bearing demand deposit accounts441,313453,930566,230
Other non-interest-bearing liabilities92,708102,66865,611
Total liabilities3,319,8792,937,9872,503,689
Stockholders’ equity306,394274,162249,227
Total liabilities and stockholders’ equity$3,626,273$3,212,149$2,752,916
Net interest income$124,205$112,588$98,422
Interest rate spread2.96%3.08%3.48%
Net interest-earning assets$605,442$599,239$705,644
Net interest margin3.66%3.78%3.82%
Average interest-earning assets to average interest-bearing liabilities121.73%125.16%137.70%
Return on average assets1.20%1.13%1.46%
Return on average common equity14.73%13.79%16.79%
Average equity to average assets8.45%8.54%9.05%
Non-interest expense to average assets(4)2.58%2.76%2.89%

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(1)
The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees in lieu of interest.

(2)
Includes amortized cost basis of assets available-for-sale and held-to-maturity.

(3)
Yields on tax-exempt municipal securities are not presented on a tax-equivalent basis in this table.

(4)
Weighted average rate of junior subordinated notes and debentures reflects the accelerated amortization of subordinated debt issuance costs as a result of the early redemption of the junior subordinated notes during the first quarter of 2022.

The following table provides information with respect to: (1) the change in net interest income attributable to changes in rate (changes in rate multiplied by prior volume); and (2) the change in net interest income attributable to changes in volume (changes in volume multiplied by prior rate) for the year ended December 31, 2024 compared to the year ended December 31, 2023. The change in net interest income attributable to changes in rate and volume (changes in rate multiplied by changes in volume) has been allocated to the rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.

Increase (Decrease) for the Year Ended December 31,
2024 Compared to 20232023 Compared to 2022
RateVolumeNetRateVolumeNet
(In Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$6,643$13,326$19,969$26,551$4,902$31,453
Commercial and industrial loans(1)2,24011,57913,81918,32917,05935,388
Consumer and other loans(1)314147461546(106)440
Total loans and leases receivable9,19725,05234,24945,42621,85567,281
Mortgage-related securities1,5862,3863,9722,3416062,947
Other investment securities(83)(180)(263)538246784
FHLB and FRB Stock(47)(51)(98)325(83)242
Short-term investments472943411,6646392,303
Total net change in income on interest-earning assets10,70027,50138,20150,29423,26373,557
Interest-bearing liabilities
Transaction accounts2,8327,23710,06917,8161,94819,764
Money market accounts5,2424,80910,05116,612(724)15,888
Certificates of deposit1,245(1,575)(330)5,1054,7469,851
Wholesale deposits(197)6,9106,71350712,23012,737
Total deposits9,12217,38126,50340,04018,20058,240
FHLB advances(315)(847)(1,162)3,033(1,176)1,857
Other borrowings5207231,24356(258)(202)
Junior subordinated debentures(504)(504)
Total net change in expense on interest-bearing liabilities9,32717,25726,58443,12916,26259,391
Net change in net interest income$1,373$10,244$11,617$7,165$7,001$14,166

(1)
The average balances of loans and leases include non-accrual loans and leases and loans held for sale.

The change in yield of the respective interest-earning asset or the rate paid on interest-bearing liability compared to the change in short-term market rates is commonly referred to as a beta. The table below displays the beta calculations for loans and leases, total interest earning assets, core deposits, interest-bearing deposits and total interest-bearing liabilities for the year ended December 31, 2024, and 2023. Additionally, adjusted total loans and leases and total interest-earning assets excludes the volatile impact of fees in lieu of interest.

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For the Year Ended December 31,
2024202320222024 Compared to 2022
Asset and Liability Beta AnalysisAverage Yield/Rate (4)Increase (Decrease)
Total loans and leases receivable (a)7.24%6.90%5.01%2.23%
Total interest-earning assets (b)6.87%6.54%4.71%2.16%
Adjusted total loans and leases receivable (1)(c)7.05%6.77%4.78%2.27%
Adjusted total interest-earning assets (1)(d)6.71%6.42%4.50%2.21%
Total core deposits (e)3.23%2.72%0.60%2.63%
Total bank funding (f)3.33%2.87%0.84%2.49%
Net interest margin (g)3.66%3.78%3.82%-0.16%
Adjusted net interest margin (h)3.47%3.62%3.63%-0.16%
Effective fed funds rate (3)(i)5.14%5.02%1.69%3.45%
Beta Calculations:
Total loans and leases receivable (a)/(i)64.64%
Total interest-earning assets (b)/(i)62.61%
Adjusted total loans and leases receivable (1)(c)/(i)65.80%
Adjusted total interest-earning assets (1)(d)/(i)64.06%
Total core deposits (e)/(i)76.23%
Total bank funding (2)(f)/(i)72.17%

(1)
Excluding fees in lieu of interest.

(2)
Total bank funding represents total deposits plus FHLB advances.

(3)
Board of Governors of the Federal Reserve System (US), Effective Federal Funds Rates (DFF) retried from FRED, Federal Reserve Bank of St. Louis.

(4)
Represents annualized yields/rates.

Net interest income increased $11.6 million, or 10.3% during the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase in net interest income reflected an increase in average gross loans and leases and an increase in fees in lieu of interest, partially offset by net interest margin compression. Average gross loans and leases of $2.997 billion increased by $349.0 million, or 13.2%, for the year ended December 31, 2024, compared to $2.648 billion for the same period in 2023. Loan fees collected in lieu of interest increased 59.8% to $5.5 million, compared to $3.5 million during the same period of comparison.

The yield on average interest-earning assets for the year ended December 31, 2024, was 6.87%, compared to 6.54% for the year ended December 31, 2023. The increase in yield was primarily due to the reinvestment of cash flows from fixed-rate loan portfolios and securities in a higher rate environment. Excluding loan fees in lieu of interest, the yield on average interest-earning assets for the year ended December 31, 2024, was 6.71%, compared to 6.42% for the year ended December 31, 2023.

The average rate paid on total interest-bearing liabilities was 3.91% for the year ended December 31, 2024, an increase from 3.46% for the year ended December 31, 2023. Total interest-bearing liabilities includes interest-bearing deposits, FHLB advances, subordinated and junior subordinated notes and debentures payable, federal funds purchased, and other borrowings. The average rates paid increased due to the increase in short-term market rates, the replacement of maturing wholesale funds at higher fixed rates, and client movement from non-interest bearing to interest bearing core deposit products.

Net interest margin decreased to 3.66% for the year ended December 31, 2024, compared to 3.78% for the year ended December 31, 2023. Adjusted net interest margin measured 3.47% for the year ended December 31, 2024, compared to 3.62% for the year ended December 31, 2023. The decrease in net interest margin is due to increased total bank funding costs in a higher rate environment. This was partially offset by an increase in fees collected in lieu of interest and an increase in earning asset yields due to the reinvestment of cash flows from the fixed-rate loan and securities portfolios in a higher rate environment. Adjusted net interest margin is a non-GAAP measure representing net interest income excluding the impact of fees in lieu of interest, and other recurring, but volatile, components

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of net interest margin divided by average interest-earning assets less other recurring, but volatile, components of average interest-earning assets.

The Corporation maintains a long-term target for net interest margin in the range of 3.60% - 3.65%. Performance in future periods will vary due to factors such as the level of fees in lieu of interest and the timing, pace, and scale of future interest rate changes.

Provision for Credit Losses

We determine our provision for credit losses pursuant to our allowance for credit loss methodology. It is based on a reasonable and supportable forecast as well as considerations for composition, risk, and performance indicators in our credit portfolio. Refer to Allowance for Credit Losses in the Critical Accounting Policy section, for further information regarding our allowance for credit loss methodology.

The following table shows the components of the provision for credit losses.

For the Year Ended December 31,
202420232022
(In Thousands)
Change in qualitative factors$332$33$(384)
Change in quantitative factors(977)(1,453)(2,012)
Charge-offs5,2551,781979
Recoveries(699)(548)(4,741)
Change in reserves on individually evaluated loans, net2,9284,330146
Change due to loan growth, net2,2273,6522,144
Change in unfunded credit commitment reserves(239)387
Total provision for credit losses (a)$8,827$8,182$(3,868)

(a)
Management adopted ASC 326 on January 1, 2023. Prior periods are presented under the incurred loss model.

Refer to Asset Quality, below, for further information regarding the overall credit quality of our loan and lease portfolio.

Non-Interest Income

Non-interest income decreased by $2.1 million, or 6.6%, to $29.3 million for the year ended December 31, 2024, from $31.3 million for the year ended December 31, 2023. Management continues to focus on revenue growth from multiple non-interest income sources to maintain a diversified revenue stream through greater contributions from fee-based revenues. Total non-interest income accounted for 19.1% of total revenues for the year ended December 31, 2024, compared to 21.8% in 2023. The decrease in total non-interest income for the year ended December 31, 2024, was driven by lower returns on investments in SBIC funds, commercial loan swap fee income, and gains on the sale of SBA loans, partially offset by an increase in private wealth fee income and service charges on deposits.

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The components of non-interest income were as follows:

For the Year Ended December 31,Change From Prior Year
202420232022$ Change 2024% Change 2024$ Change 2023% Change 2023
(Dollars in Thousands)
Private wealth management services fee income$13,262$11,425$10,881$1,83716.1%$5445.0%
Gain on sale of SBA loans1,9422,0552,537(113)(5.5)(482)(19.0)
Service charges on deposits3,7713,1313,84964020.4(718)(18.7)
Loan fees3,3993,3633,010361.135311.7
Increase in cash surrender value of bank-owned life insurance1,6491,4942,22715510.4(733)(32.9)
Net loss on sale of securities(8)(45)37(82.2)(45)NM
Swap fees1,4032,9641,793(1,561)(52.7)1,17165.3
Other non-interest income3,8336,9215,131(3,088)(44.6)1,79034.9
Total non-interest income$29,251$31,308$29,428$(2,057)(6.6)$1,8806.4
Fee income ratio(1)19.1%21.8%23.0%

(1)
Fee income ratio is fee income, per the above table, divided by top line revenue (defined as net interest income plus non-interest income).

Private wealth fee income increased $1.8 million, or 16.1%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. Private wealth fee income is up compared to prior year primarily due to an increase in assets under management and administration, increases in fee rates across the client base, and non-recurring transaction fees in the 2024 period. Private wealth fee income can vary due to the mix of business at different fee structures and can be positively or negatively influenced by the timing and magnitude of volatility within the capital markets. As of December 31, 2024, private wealth and trust assets under management and administration totaled $3.419 billion, increasing $297.2 million, or 9.5%, compared to $3.122 billion as of December 31, 2023, due to an increase in market values, new clients, and new money from existing clients.

Service charges on deposits increased $640,000, or 20.4%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase is primarily driven by new and expanded core deposit relationships. Treasury management business development efforts remain robust as gross treasury management service charges increased $647,000, or 11.1%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. Management believes growth in gross analyzed service charges is a strong indicator of success for the Corporation given the direct correlation to adding and expanding core business relationships.

Other non-interest income decreased $3.1 million, or 44.6%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The change was primarily due to a decrease from unexpectedly high 2023 returns on the Corporation's investments in SBIC funds. Income from SBIC funds varies from period to period based on changes in the realized and unrealized fair value of underlying investments.

Commercial loan interest rate swap fee income decreased $1.6 million, or 52.7%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. We originate commercial real estate loans in which we offer clients a floating rate and an interest rate swap. The client’s swap is then offset with a counter-party dealer. The execution of these transactions generates swap fee income. The aggregate amortizing notional value of interest rate swaps with various borrowers was $1.022 billion as of December 31, 2024, compared to $939.2 million as of December 31, 2023. Interest rate swaps can be an attractive product for our commercial borrowers, although associated fee income varies from period to period based on loan activity and the interest rate environment.

Gain on sale of SBA loans decreased $113,000, or 5.5%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. Management expects the SBA loan sales to increase in 2025 as production increases and previously closed commitments fully fund and become eligible for sale, due to additions to the business development team.

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Non-Interest Expense

Non-interest expense increased by $4.9 million, or 5.5%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. Operating expense, which excludes certain one-time and discrete items as defined in the Efficiency Ratio table above, increased $5.2 million, or 6.0%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase in operating expense was primarily due to an increase in compensation expense, computer software expense, and data processing expense.

The components of non-interest expense were as follows:

For the Year Ended December 31,Change From Prior Year
202420232022$ Change 2024% Change 2024$ Change 2023% Change 2023
(Dollars in Thousands)
Compensation$63,105$61,059$57,742$2,0463.4%$3,3175.7%
Occupancy2,3732,3812,358(8)(0.3)231.0
Professional fees5,6715,3254,8813466.54449.1
Data processing4,8923,8263,1971,06627.962919.7
Marketing3,5182,8892,35462921.853522.7
Equipment1,3141,3401,091(26)(1.9)24922.8
Computer software6,1664,9854,4161,18123.756912.9
FDIC insurance2,7602,2381,04252223.31,196114.8
Other non-interest expense3,6814,5322,393(851)(18.8)2,13989.4
Total non-interest expense$93,480$88,575$79,474$4,9055.5$9,10111.5
Total operating expense(1)$93,016$87,788$79,155$5,2286.0$8,63310.9
Actual full-time equivalent employees34934333761.761.8

(1)
Total operating expense represents total non-interest expense, adjusted to exclude the impact of discrete items as previously defined in the non-GAAP efficiency ratio calculation, above.

Compensation expense increased by $2.0 million, or 3.4%, for the year ended December 31, 2024, compared to the year ended December 31, 2024, principally due to an increase in average FTEs, annual merit increases, growth in employee benefit costs, and increase in incentive compensation. The increase reflects a $2.7 million, or 7.2%, increase in employee salaries and a $428,000, or 8.4%, increase in estimated annual cash bonuses compared to 2023. These increases were partially offset by a $768,000, or 17.2% decrease in individual production incentive compensation. Average FTEs were 350 for the year ended December 31, 2024, increased by seven, or 2.0%, from 343 for the year ended December 31, 2023.

Computer software expense increased $1.2 million, or 23.7%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase was primarily due to our commitment to innovative technology to support growth initiatives, enhance productivity, and improve the client experience.

Data processing expense increased $1.1 million, or 27.9%, for the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to an increase in core processing costs due to loan and deposit account growth, private wealth asset growth, and a one-time expense resulting from a change in credit card vendors.

Marketing expense increased $629,000, or 21.8%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase was primarily due to an increase in business development efforts and advertising projects related to the Company’s growth initiatives.

FDIC insurance increased $522,000, or 23.3%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase was primarily due to an increase in total assets and use of brokered deposits.

Professional fees increased $346,000, or 6.5%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The increase was primarily due to an increase in recruiting expense and professional consulting services for various projects.

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Other non-interest expense decreased $851,000, or 18.8%, for the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease was primarily due to a decrease in SBA recourse provision and liquidation expenses partially offset by an impairment on historical tax credit investments at exit.

Income Taxes

Income tax expense totaled $6.9 million for the year ended December 31, 2024, compared to $10.1 million for the year ended December 31, 2023. Income tax expense included a $1.6 million net benefit from tax credit investments in both periods. The effective tax rate for the year ended December 31, 2024, was 13.5% compared to 21.5% for the year ended December 31, 2023. The decrease is primarily due to a $1.7 million partial release of a state deferred tax asset valuation allowance due to changes in projected taxable state income based on revised state taxation guidance and 2023 state tax return actual results. The Corporation expects to report an effective tax rate between 16% and 18% for 2025.

Financial Condition

General

Total assets increased by $345.4 million, or 9.8%, to $3.853 billion as of December 31, 2024, compared to $3.508 billion at December 31, 2023. The increase in total assets was primarily driven by an increase in loans and leases receivable and available-for-sale securities, partially offset by a reduction in short-term investments. Total liabilities increased by $306.4 million, or 9.5%, to $3.525 billion at December 31, 2024, compared to $3.218 billion at December 31, 2023. The increase in total liabilities was principally due to an increase in deposits.

Cash and Cash Equivalents

Cash and cash equivalents include short-term investments and cash and due from banks. Cash and due from banks decreased $2.9 million to $29.5 million at December 31, 2024, from $32.3 million at December 31, 2023. Short-term investments increased by $21.0 million to $128.2 million at December 31, 2024, from $107.2 million at December 31, 2023. Our short-term investments primarily consist of interest-bearing deposits held at the Federal Reserve Bank ("FRB"). We value the safety and soundness provided by the FRB, and therefore, we incorporate short-term investments in our readily accessible liquidity program. As of December 31, 2024, and December 31, 2023, interest-bearing deposits held at the FRB were $127.8 million and $106.8 million, respectively. In general, the level of our cash and short-term investments will be influenced by the timing of deposit gathering, scheduled maturities of wholesale deposits, funding of loan and lease growth when opportunities are presented, and the level of our securities portfolio. Please refer to the section entitled Liquidity and Capital Resources for further discussion.

Securities

Total securities, including available-for-sale and held-to-maturity, increased by $42.6 million, or 14.0%, to $348.1 million, or 9.0% of total assets at December 31, 2024, compared to $305.5 million or 8.7% of total assets at December 31, 2023. As of December 31, 2024, and 2023, our total securities portfolio had a weighted average estimated remaining maturity of approximately 5.2 years and 5.6 years, respectively. The investment portfolio primarily consists of mortgage-backed securities and is used to provide a source of liquidity, including the ability to pledge securities for possible future cash advances, while contributing to the earnings potential of the Bank. The overall duration of the securities portfolio is established and maintained to further mitigate interest rate risk present within our balance sheet as identified through asset/liability simulations. We purchase investment securities intended to protect net interest margin while maintaining an acceptable risk profile. In addition, we will purchase investment securities to utilize our cash position effectively within appropriate policy guidelines and estimates of future cash demands. While mortgage-backed securities present prepayment risk and extension risk, we believe the overall credit risk associated with these investments is minimal, as all of the securities we hold are guaranteed by the United States Treasury, the Federal National Mortgage Association (“FNMA”), the Federal Home Loan Mortgage Corporation (“FHLMC”), or the Government National Mortgage Association (“GNMA”), a U.S. government agency. The estimated repayment streams associated with this portfolio also allow us to better match short-term liabilities. The Bank’s investment policies allow for various types of investments, including tax-exempt municipal securities. The ability to invest in tax-exempt municipal securities provides for further opportunity to improve our overall yield on the securities portfolio. We evaluate the

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credit risk of the municipal securities prior to purchase and generally limit exposure to general obligation issuances from municipalities, primarily in Wisconsin.

The majority of the securities we hold have active trading markets; therefore, we have not experienced difficulties in pricing our securities. We use a third-party pricing service as our primary source of market prices for the securities portfolio. On a quarterly basis, we validate the reasonableness of prices received from this source through independent verification of the portfolio, data integrity validation through comparison of current price to prior period prices, and an expectation-based analysis of movement in prices based upon the changes in the related yield curves and other market factors. On a periodic basis, we review the third-party pricing vendor’s methodology for pricing relevant securities and the results of its internal control assessments. Our securities portfolio is sensitive to fluctuations in the interest rate environment and has limited sensitivity to credit risk due to the nature of the issuers and guarantors of the securities as previously discussed. If interest rates decline and the credit quality of the securities remains constant or improves, the fair value of our debt securities portfolio would likely improve, thereby increasing total comprehensive income. If interest rates increase and the credit quality of the securities remains constant or deteriorates, the fair value of our debt securities portfolio would likely decline and therefore decrease total comprehensive income. The magnitude of the fair value change will be based upon the duration of the portfolio. A securities portfolio with a longer average duration will exhibit greater market price volatility than a securities portfolio with a shorter average duration in a changing rate environment. During the year ended December 31, 2024, we recognized unrealized holding losses of $2.2 million before income taxes through other comprehensive income. These losses were the result of an increase in interest rates. No securities within our portfolio were deemed to require an allowance for credit losses as of December 31, 2024. We sold approximately $7.5 million of securities during the year ended December 31, 2024, to proactively manage our securities portfolio and meet our long-term investment objectives. As of December 31, 2024, no securities were classified as trading securities. At December 31, 2024, $36.9 million of our securities were pledged to secure various obligations, including interest rate swap contracts and municipal deposits.

The tables below set forth information regarding the amortized cost and fair values of our securities.

As of December 31,
20242023
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Available-for-sale:
U.S. treasuries$4,989$4,718$14,158$13,776
U.S. government agency securities - government- sponsored enterprises3,5003,15327,98627,566
Municipal securities39,99734,86140,40735,881
Residential mortgage-backed securities - government issued125,571123,22369,44168,056
Residential mortgage-backed securities - government- sponsored enterprises145,888134,765131,321120,833
Commercial mortgage-backed securities - government issued2,6652,2242,9952,525
Commercial mortgage-backed securities - government- sponsored enterprises43,03338,44832,77428,369
$365,643$341,392$319,082$297,006

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As of December 31,
20242023
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Held-to-maturity:
Municipal securities$3,137$3,099$4,210$4,173
Residential mortgage-backed securities - government issued8367881,2111,135
Residential mortgage-backed securities - government- sponsored issued7667241,0781,025
Commercial mortgage-backed securities - government- sponsored enterprises2,0021,9242,0041,922
$6,741$6,535$8,503$8,255

U.S. Treasuries represent treasury bonds issued by the United States Treasury. U.S. government agency securities - government-sponsored enterprises represent securities issued by FNMA and the SBA. Municipal securities include securities issued by various municipalities located primarily within Wisconsin and are primarily general obligation bonds that are tax-exempt in nature. Residential and commercial mortgage-backed securities - government issued represent securities guaranteed by GNMA. Residential and commercial mortgage-backed securities - government-sponsored enterprises include securities guaranteed by FHLMC, FNMA, and the FHLB. Other securities represent certificates of deposit of insured banks and savings institutions with an original maturity greater than three months. As of December 31, 2024, no issuer's securities exceeded 10% of our total stockholders' equity.

The following table sets forth the contractual maturity and weighted average yield characteristics of the fair value of our available-for-sale securities and the amortized cost of our held-to-maturity securities at December 31, 2024, classified by remaining contractual maturity. Actual maturities may differ from contractual maturities because issuers have the right to call or prepay securities without call or prepayment penalties. Yields on tax-exempt securities have not been computed on a tax equivalent basis.

Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Fair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldTotal
(Dollars in Thousands)
Available-for-sale:
U.S. treasuries$%$4,7181.00%$%$%$4,718
U.S. government agency securities - government- sponsored enterprises9760.562,1770.953,153
Municipal securities4971.4810,0071.477,5702.0516,7872.0734,861
1,47316,9027,57016,78742,732
Residential mortgage-backed securities257,988
Commercial mortgage- backed securities40,672
$1,473$16,902$7,570$16,787$341,392
Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Amortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldTotal
(Dollars in Thousands)
Held-to-maturity:
Municipal securities$9872.51%$2,1502.93%$%$%$3,137
9872,1503,137
Residential mortgage-backed securities1,602
Commercial mortgage- backed securities2,002
$987$2,150$$$6,741

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Derivatives

The Board approved Bank policies allow the Bank to participate in hedging strategies or to use financial futures, options, forward commitments, or interest rate swaps. The Bank utilizes, from time to time, derivative instruments in the course of its asset/liability management. The Corporation’s derivative financial instruments, under which the Corporation is required to either receive cash from or pay cash to counterparties depending on changes in interest rates applied to notional amounts, are carried at fair value on the consolidated balance sheets.

As of December 31, 2024, the aggregate amortizing notional value of interest rate swaps with various commercial borrowers was approximately $1.022 billion, compared to $939.2 million as of December 31, 2023. We receive fixed rates and pay floating rates based upon designated benchmark interest rates on the swaps with commercial borrowers. These swaps mature between June 2025 and July 2041. Commercial borrower swaps are completed independently with each borrower and are not subject to master netting arrangements. As of December 31, 2024, the commercial borrower swaps were reported on the Consolidated Balance Sheet as a derivative asset of $2.0 million and liability of $56.6 million compared to a derivative asset of $7.9 million and liability of $51.1 million as of December 31, 2023. On the offsetting swap contracts with dealer counterparties, we pay fixed rates and receive floating rates based upon designated benchmark interest rates. These interest rate swaps also have maturity dates between June 2025 and July 2041. Dealer counterparty swaps are subject to master netting agreements among the contracts within our Bank and were reported on the Consolidated Balance Sheet as a net derivative asset of $54.5 million as of December 31, 2024, compared to a net derivative asset of $43.2 million as of December 31, 2023. In both periods, the counterparties pledged U.S. Treasuries to fully collateralize the position. The gross amount of dealer counterparty swaps as of December 31, 2024, without regard to the enforceable master netting agreement, was a gross derivative liability of $2.0 million and gross derivative asset of $56.6 million, compared to a gross derivative liability of $7.9 million and gross derivative asset of $51.1 million as of December 31, 2023.

The Corporation also enters into interest rate swaps to manage interest rate risk and reduce the cost of match-funding certain long-term fixed rate loans. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The instruments are designated as cash flow hedges as the receipt of floating rate interest from the counterparty is used to manage interest rate risk associated with forecasted interest payments on short-term FHLB advances or wholesale deposits. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affect earnings. As of December 31, 2024, the aggregate notional value of interest rate swaps designated as cash flow hedges was $484.7 million. These interest rate swaps mature between January 2025 and February 2041. A pre-tax unrealized loss of $4.7 million was recognized in other comprehensive income for the year ended December 31, 2024, respectively, and there was no ineffective portion of these hedges.

The Corporation also enters into interest rate swaps to mitigate market value volatility on certain long-term fixed securities. The objective of the hedge is to protect the Corporation against changes in fair value due to changes in benchmark interest rates. The instruments are designated as fair value hedges as the changes in the fair value of the interest rate swap are expected to offset changes in the fair value of the hedged item attributable to changes in the SOFR swap rate, the designated benchmark interest rate. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affect earnings. As of December 31, 2024, the aggregate notional value of interest rate swaps designated as fair value hedges was $12.5 million. These interest rate swaps mature between February 2031 and October 2034. A pre-tax unrealized loss of $390,000 was recognized in other comprehensive income for the year ended December 31, 2024, and there was no ineffective portion of these hedges.

Loans and Leases Receivable

Period-end loans and leases receivable, net of allowance for credit losses, increased by $258.4 million, or 9.2%, to $3.077 billion at December 31, 2024, from $2.819 billion at December 31, 2023.

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There continues to be a concentration in CRE loans which represented 61.6% and 59.6% of our total loans, as of December 31, 2024, and December 31, 2023, respectively. As of December 31, 2024, approximately 14.3% of the CRE loans were owner-occupied CRE, compared to 15.1% as of December 31, 2023. We consider owner-occupied CRE more characteristic of the Corporation's C&I portfolio as, in general, the client's primary source of repayment is the cash flow from the operating entity occupying the commercial real estate property.

Our C&I portfolio increased $45.9 million, or 4.1%, to $1.152 billion at December 31, 2024, from $1.106 billion at December 31, 2023. The Corporation experienced C&I loan growth in 2024, due to growth across products and geographies. Management believes the investment in the Corporation’s C&I product lines has positioned the Corporation for strong and sustainable growth in 2025 and beyond.

We continue to actively pursue C&I loans across the Corporation as this segment of our loan and lease portfolio provides an attractive yield commensurate with an appropriate level of credit risk and creates opportunities for core deposit, treasury management, and private wealth management relationships which generate additional fee revenue. Underwriting of new credit is primarily through approval from a serial sign-off or committee process and is a key component of our operating philosophy. Business development officers have no individual lending authority limits, and thus, a significant portion of our new credit extensions require approval from a loan approval committee regardless of the type of loan or lease, or the related complexities of each proposal. To monitor the ongoing credit quality of our loans and leases, each credit is evaluated for proper risk rating using a nine grade risk rating system at the time of origination, subsequent renewal, evaluation of updated financial information from our borrowers, or as other circumstances dictate.

While we continue to experience competition from banks operating in our primary geographic areas, we remain committed to our underwriting standards and will not deviate from those standards for the sole purpose of growing our loan and lease portfolio. We expect our new loan and lease activity to allow us to continue growing in future years.

The following table presents information concerning the composition of the Bank’s consolidated loans and leases receivable.

As of December 31,
20242023
Amount Outstanding% of Total Loans and LeasesAmount Outstanding% of Total Loans and Leases
(Dollars in Thousands)
Commercial real estate:
Commercial real estate — owner occupied$273,3978.8%$256,4799.0%
Commercial real estate — non-owner occupied845,29827.1773,49427.1
Construction221,0867.1193,0806.8
Multi-family530,85317.1450,52915.8
1-4 family46,4961.526,2890.9
Total commercial real estate1,917,13061.61,699,87159.6
Commercial and industrial1,151,72037.01,105,83538.8
Consumer and other45,0001.444,3121.6
Total gross loans and leases receivable3,113,850100.0%2,850,018100.0%
Less:
Allowance for credit losses35,78531,275
Deferred loan fees and costs, net722(243)
Loans and leases receivable, net$3,077,343$2,818,986

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Below is a view of selected loan portfolios disaggregated by North American Industry Classification (“NAICs”) code as of December 31, 2024:

Real EstateWholesale and ManufacturingRetail and HospitalityTransportation and WarehousingOtherTotal
Commercial real estate — owner occupied7%33%13%13%34%100%
Commercial real estate — non- owner occupied73% (1)1%10%2%14%100%
Commercial and industrial3%29%17%9%42%100%

(1)
Includes approximately $276.9 million of office real estate, or 9% of gross loans.

See Asset Quality for further discussion of industry-specific risks.

The following table shows the scheduled contractual maturities of the Bank’s consolidated gross loans and leases receivable, as well as the dollar amount of such loans and leases which are scheduled to mature after one year and have fixed or adjustable interest rates, as of December 31, 2024.

Amounts DueInterest Terms On Amounts Due after One Year
In One Year or LessAfter One Year through Five YearsAfter Five YearsTotalFixed RateVariable Rate
(In Thousands)
Commercial real estate:
Owner-occupied$37,671$140,164$95,562$273,397$189,652$46,074
Non-owner occupied137,567399,957307,774845,298287,445420,286
Construction51,40865,282104,396221,08636,466133,212
Multi-family65,693255,367209,793530,85395,555369,605
1-4 family6,09428,48711,91546,49621,49018,912
Commercial and industrial355,703672,139123,8781,151,720266,426529,591
Consumer and other18,44626,14540945,00021,5884,966
$672,582$1,587,541$853,727$3,113,850$918,622$1,522,646

Commercial Real Estate. The Bank originates owner-occupied and non-owner-occupied commercial real estate loans which have fixed or adjustable rates and generally terms of three to 10 years and amortization of up to 30 years on existing commercial real estate. The Bank also originates loans to construct commercial properties and complete land development projects. The Bank’s construction loans generally have terms of six to 24 months with fixed or adjustable interest rates and fees that are due at the time of origination. Loan proceeds are disbursed in increments as construction progresses and as project inspections warrant.

The repayment of commercial real estate loans generally is dependent on sufficient income from the occupants of properties securing the loans to cover operating expenses and debt service. Payments on commercial real estate loans are often dependent on external market conditions impacting the successful operation or development of the property or business involved. Therefore, repayment of such loans is often sensitive to conditions in the real estate market or the general economy, which are outside the borrower’s control. In the event that the cash flow from the property is reduced, the borrower’s ability to repay the loan could be negatively impacted. The deterioration of one or a few of these loans could cause a material increase in our level of non-accrual loans, which would result in a loss of revenue from these loans and could result in an increase in the provision for credit losses and an increase in charge-offs, all of which could have a material adverse impact on our net income. Additionally, many of these loans have real estate as a primary or secondary component of collateral. The market value of real estate can fluctuate significantly in a short period of time as a result of economic conditions. Adverse developments affecting real estate values in one or more of our markets could impact collateral coverage associated with the commercial real estate segment of our portfolio, possibly leading to increased specific reserves or charge-offs, which would adversely affect profitability.

Commercial and Industrial. The Bank’s commercial and industrial loan portfolio is comprised of loans for a variety of purposes which principally are secured by inventory, accounts receivable, equipment, machinery, and other corporate assets and are advanced

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within limits prescribed by our loan policy. The majority of such loans are secured and typically backed by personal guarantees of the owners of the borrowing business. Of the $1.152 billion of C&I loans outstanding as of December 31, 2024, $502.1 million were conventional C&I loans and $649.6 million were originated by the FBSF subsidiary. FBSF products consists of equipment financing, asset-based lending, accounts receivable financing, and floorplan financing.

Consumer and Other. The Bank originates a small amount of consumer loans consisting of home equity, first and second mortgages, and other personal loans for professional and executive clients of the Bank.

Asset Quality

Our total non-performing assets consisted of the following:

December 31, 2024December 31, 2023
(Dollars in Thousands)
Non-accrual loans and leases
Commercial real estate:
Commercial real estate - owner occupied$591$
Commercial real estate - non-owner occupied
Construction
Multi-family
1-4 family22
Total non-accrual commercial real estate59122
Commercial and industrial27,77620,575
Consumer and other
Total non-accrual loans and leases28,36720,597
Repossessed assets, net51247
Total non-performing assets$28,418$20,844
Total non-accrual loans and leases to gross loans and leases0.91%0.72%
Total non-accrual loans to gross loans and leases plus repossessed assets, net0.910.73
Total non-performing assets to total assets0.740.59
Allowance for credit losses to gross loans and leases1.201.16
Allowance for credit losses to non-accrual loans and leases131.38160.21

Non-accrual loans and leases increased $7.8 million, to $28.4 million at December 31, 2024, compared to $20.6 million at December 31, 2023. The Corporation's non-accrual loans and leases as a percentage of total gross loans and leases measured 0.91% and 0.72% at December 31, 2024, and 2023, respectively. The change in non-accrual loans and leases is primarily driven by a conventional C&I loan that management identified as non-performing and recognized a specific reserve. While we continue to expect full repayment of the one ABL loan that defaulted during the second quarter of 2023, the liquidation process under Chapter 7 bankruptcy has delayed final resolution. Through our collection efforts, the current balance of this loan is $6.2 million, down from $8.8 million in the prior year. Excluding this credit, non-performing assets totaled $22.2 million, or 0.58% of total assets and $12.0 million, or 0.34% of total assets in the prior year.

We use a wide variety of available metrics to assess the overall asset quality of the portfolio and no one metric is used independently to make a final conclusion as to the asset quality of the portfolio. Non-performing assets as a percentage of total assets was 0.74% and 0.59% at December 31, 2024, and December 31, 2023, respectively. As of December 31, 2024, and December 31, 2023, the payment performance of our loans and leases did not point to any new areas of concern, as approximately 99.1% and 99.2%, respectively, of the total portfolio at the end of each period was in a current payment status.

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We reviewed loans and leases with exposure to certain industries:


Transportation and Logistics, Equipment Finance: 1% of total loans - Management considered the following: 13% of Equipment Finance Transportation loans are rated Category IV. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this industry to be appropriate.


Transportation and Logistics, other than Equipment Finance: 3% of total loans - Management considered the following: Less than 1% of the Transportation loans outside of Equipment Finance are rated Category IV. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this industry to be appropriate.


Office, Commercial Real Estate: 9% of total loans - Management considered the following: office exposure is concentrated in the Wisconsin markets where local market vacancy rates are below national rates; a majority of office loan maturity terms are 2031 and beyond; all office loans with 2031+ maturities are conventional fixed rate or fixed to the client via an interest rate swap; there are no non-accrual loans in the portfolio. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this loan category to be appropriate.


Multifamily, Commercial Real Estate: 17% of total loans - Management considered the following: multifamily exposure is concentrated in the Wisconsin markets where local market vacancy rates are below national rates, all multi-family loans with 2031+ maturities are conventional fixed rate or fixed to the client via an interest rate swap, and there are no non-accrual loans in the portfolio. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this loan category to be appropriate.

We also monitor asset quality through our established categories as defined in Note 4 – Loans, Lease Receivables, and Allowance for Credit Losses of the Consolidated Financial Statements. As we continue to actively monitor the credit quality of our loan and lease portfolios, we may identify additional loans and leases for which the borrowers or lessees are having difficulties making the required principal and interest payments based upon factors including, but not limited to, the inability to sell the underlying collateral, inadequate cash flow from the operations of the underlying businesses, liquidation events, or bankruptcy filings. We proactively work with our loan borrowers experiencing financial difficulty to find meaningful solutions to difficult situations that are in the best interests of the Bank.

The following represents additional information regarding our non-accrual loans and leases:

As of and for the Year Ended December 31,
20242023
(In Thousands)
Individually evaluated loans and leases with no specific reserves required$13,125$9,691
Individually evaluated loans and leases with specific reserves required15,24210,906
Total individually evaluated loans and leases28,36720,597
Less: Specific reserves (included in allowance for credit losses)8,9185,990
Net non-accrual loans and leases$19,449$14,607
Average non-accrual loans and leases$19,589$10,450

Loans and leases with no specific reserves represent non-accrual loans where the collateral, less cost to sell, equals or exceeds the net realizable value of the loan. As part of the underwriting process, as well as our ongoing monitoring efforts, we evaluate sufficiency of collateral to protect our interest in the related loan or lease. As a result of this practice, a significant portion of our outstanding balance of non-accrual loans or leases may not require additional specific reserves or require only a minimal amount of required specific reserve. Management is proactive in recording charge-offs to bring loans to their net realizable value in situations where it is determined with certainty that we will not recover the entire amount of our principal. This practice may lead to a lower allowance for credit loss to non-accrual loans and leases ratio as compared to our peers or industry expectations.

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In 2024, as well as in all previous reporting periods, there were no loans over 90 days past due and still accruing interest. Loans and leases greater than 90 days past due are considered non-accrual and are placed on non-accrual status. Cash received while a loan or a lease is on non-accrual status is applied against the outstanding principal. If collectability of the contractual principal and interest is not in doubt, payments received may be applied to both interest due on a cash basis and principal.

Allowance for Credit Losses

The allowance for credit losses ("ACL"), including unfunded commitment reserves, increased $4.3 million, or 12.9%, to $37.3 million as of December 31, 2024, from $33.0 million as of December 31, 2023. A summary of the activity in the ACL, inclusive of reserves for unfunded credit commitments, follows:

Year Ended December 31,
20242023
(Dollars in Thousands)
Allowance at beginning of period$32,997$24,230
Impact of adoption of ASC 3261,818
Charge-offs:
Commercial real estate:
Commercial real estate — owner occupied
Commercial real estate — non-owner occupied
Construction
Multi-family
1-4 family
Commercial and industrial(5,233)(1,781)
Consumer and other(22)
Total charge-offs(5,255)(1,781)
Recoveries:
Commercial real estate:
Commercial real estate — owner occupied59
Commercial real estate — non-owner occupied1
Construction
Multi-family
1-4 family13240
Commercial and industrial541478
Consumer and other2120
Total recoveries699548
Net charge-offs(4,556)(1,233)
Provision for credit losses8,8278,182
Allowance at end of period$37,268$32,997
Components:
Allowance for credit losses on loans$35,785$31,275
Allowance for credit losses on unfunded credit commitments1,4831,722
Total ACL$37,268$32,997
Net charge-offs as a percent of average gross loans and leases0.15%0.05%

The Corporation recognized $8.8 million provision expense for the year ended December 31, 2024, compared to $8.2 million for the year ended December 31, 2023. The provision expense for the year ended December 31, 2024, was primarily due to $4.6 million in net charge-offs, a $2.9 million increase in the specific reserves on individually evaluated loans, and a $2.2 million increase in the general reserve due to loan growth. These increases were partially offset by a $645,000 reduction in the general reserve from quantitative and qualitative factors.

The increase in ACL was primarily driven by loan growth and net increase in specific reserves within the Commercial and Industrial portfolio.

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As a result of our review process, we have concluded an appropriate ACL for the loan and lease portfolio is $37.3 million, or 1.20% of gross loans and leases, at December 31, 2024. However, given ongoing complexities with current workout situations and the uncertainty surrounding future economic conditions, further charge-offs, and increased provisions for credit losses may be recorded if additional facts and circumstances lead us to a different conclusion.

The table below shows our allocation of the allowance for loan losses by loan portfolio segments. The allocation of the allowance by segment is management’s best estimate of the inherent risk in the respective loan portfolio as described in Allowance for Credit Losses in the Critical Accounting Policies and Estimates section. Despite the specific allocation noted in the table below, the entire allowance is available to cover any loss.

As of December 31,
20242023
Balance(a)Balance(a)
(Dollars in Thousands)
Loan and lease portfolios:
Commercial real estate$14,5690.76%$12,1700.72%
Commercial and industrial20,9341.8218,7101.69
Consumer and other2820.633950.89
Total allowance for loan losses$35,7851.15%$31,2751.10%
Reserve for unfunded credit commitments1,4831,722
Total allowance for credit losses$37,2681.20%$32,9971.16%

(a)
Allowance for credit losses category as a percentage of total loans by category.

Deposits

As of December 31, 2024, deposits increased by $310.4 million to $3.107 billion from $2.797 billion at December 31, 2023. The increase in deposits was primarily due to increases of $253.0 million, $98.5 million, and $70.3 million in wholesale deposits, money market accounts, and interest-bearing transaction accounts, respectively. These increases were partially offset by decreases of $102.1 million and $9.3 million in certificates of deposits and non-interest-bearing transaction accounts, respectively.

The following table presents the composition of the Bank's consolidated deposits:

As of December 31,
20242023
Balance% of Total DepositsBalance% of Total Deposits
(Dollars in Thousands)
Non-interest-bearing transaction accounts$436,11114.0%$445,37615.9%
Interest-bearing transaction accounts965,63731.1895,31932.0
Money market accounts809,69526.0711,24525.4
Certificates of deposit184,9866.0287,13110.3
Wholesale deposits710,71122.9457,70816.4
Total deposits$3,107,140100.0%$2,796,779100.0%
Uninsured deposits980,278994,687
Less: uninsured deposits collateralized by pledged assets6,86417,051
Total uninsured, net of collateralized deposits$973,41431.3%$977,63635.0%

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Period-end deposit balances associated with core deposit relationships will fluctuate based upon maturity of time deposits, client demands for the use of their cash, and our ability to maintain existing and acquire new client relationships. Deposits continue to be the primary source of the Bank’s funding for lending and other investment activities. A variety of accounts are designed to attract both short- and long-term deposits. These accounts include non-interest-bearing transaction accounts, interest-bearing transaction accounts, money market accounts, and certificates of deposit. Deposit terms offered by the Bank vary according to the minimum balance required, the time period the funds must remain on deposit, the rates and products offered by competitors, and the interest rates charged on other sources of funds, among other factors. Our Bank’s core deposits are obtained primarily from the South Central, Northeast and Southeast regions of Wisconsin and the greater Kansas City Metro.

We measure the success of core deposit gathering efforts based on the average balances of our deposit accounts rather than ending balances due to the volatility of some of our larger relationships. Average core deposits for the year ended December 31, 2024, were approximately $2.378 billion, or 74.9% of total bank funding. Total bank funding is defined as total deposits plus FHLB advances. This compares to average core deposits of $2.098 billion, or 75.0% of total bank funding, for 2023.

The following table sets forth the amount and maturities of the Bank's certificates of deposit and term wholesale deposits at December 31, 2024:

Interest RateThree Months and LessOver Three Months Through Six MonthsOver Six Months Through Twelve MonthsOver Twelve MonthsTotal
(In Thousands)
0.00% to 0.99%$95$11$124$1$231
1.00% to 1.99%210210
2.00% to 2.99%4734992,1413,113
3.00% to 3.99%33,73414,64812,88852,448113,718
4.00% to 4.99%396,97414,04144,709125,996581,720
5.00% and greater8977191,616
$432,383$28,700$58,220$181,305$700,608

At December 31, 2024, time deposits included $67.3 million of certificates of deposit and wholesale deposits in denominations greater than or equal to $250,000. Of these certificates, $42.7 million are scheduled to mature in three months or less, $13.5 million in greater than three through six months, $9.6 million in greater than six through twelve months and $1.5 million in greater than twelve months.

Of the total time deposits outstanding as of December 31, 2024, $519.3 million are scheduled to mature in 2025, $76.2 million in 2026, $79.9 million in 2027, $18.1 million in 2028, and $5.8 million in 2029. As of December 31, 2024, we have no wholesale certificates of deposit which the Bank has the right to call prior to the scheduled maturity.

Borrowings

We had total borrowings of $320.0 million as of December 31, 2024, a decrease of $10.9 million, or 3.28%, from $330.9 million at December 31, 2023. The Bank elected to utilize more wholesale deposits in lieu of FHLB advances in consideration of cost, efficiency, managing interest rate risk, and liquidity. Total wholesale funding as a percentage of total bank funding was 28.9% as of December 31, 2024, compared to 24.0% as of December 31, 2023. Total bank funding is defined as total deposits plus FHLB advances.

Please refer to the section entitled Liquidity and Capital Resources, below, for further information regarding our use and monitoring of wholesale funds.

The following table sets forth the outstanding balances, weighted average balances, and weighted average interest rates for our borrowings (short-term and long-term) as indicated.

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December 31, 2024December 31, 2023
BalanceWeighted Average BalanceWeighted Average RateBalanceWeighted Average BalanceWeighted Average Rate
(Dollars in Thousands)
Federal funds purchased$$238.40%$$35.37%
FHLB advances265,350282,4372.73281,500351,9902.52
Line of credit1,2298.03387.26
Other borrowings108206008.33
Subordinated notes and debentures54,68949,8336.3649,39638,2505.16
$320,049$333,5093.30$330,916$390,8812.79

A summary of annual maturities of borrowings at December 31, 2024, is as follows:

(In Thousands)
Maturities during the year ended December 31,
2025$116,410
202665,000
202710,000
202810,450
202935,000
Thereafter83,189
$320,049

The Corporation redeemed $15.0 million of subordinated notes payable that bore a fixed interest rate of 5.5% as of August 15, 2024. The Corporation issued new subordinated notes payable on September 13, 2024. The aggregate principal amount of the newly issued subordinated notes payable was $20.0 million. The subordinated notes payable bear a fixed interest rate of 7.5% with a maturity date of September 13, 2034.

Stockholders' Equity

As of December 31, 2024, stockholders’ equity was $328.6 million, or 8.53% of total assets, compared to stockholders’ equity of $289.6 million, or 8.26% of total assets, as of December 31, 2023. Stockholders’ equity increased by $39.0 million during the year ended December 31, 2024. The increase was due to net income of $44.2 million for the year ended December 31, 2024, partially offset by preferred and common stock dividend declarations of $875,000 and $8.3 million, respectively.

On March 4, 2022, the Corporation issued 12,500 shares, or $12.5 million in aggregate liquidation preference, of 7.0% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, with a liquidation preference of $1,000 per share (the “Series A Preferred Stock”) in a private placement to institutional investors. The net proceeds received from the issuance of the Series A Preferred Stock were $12.0 million.

The Corporation expects to pay dividends on the Series A Preferred Stock when and if declared by its Board, at a fixed rate of 7.0% per annum, payable quarterly, in arrears, on March 15, June 15, September 15 and December 15 of each year up to, but excluding, March 15, 2027. For each dividend period from and including March 15, 2027, dividends will be paid at a floating rate of Three-Month Term SOFR plus a spread of 539 basis points per annum. During the year ended December 31, 2024, the Corporation paid $875,000 in preferred cash dividends. The Series A Preferred Stock is perpetual and has no stated maturity. The Corporation may redeem the Series A Preferred Stock at its option at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends (without regard to any undeclared dividends), subject to regulatory approval, on or after March 15, 2027 or within 90 days following a regulatory capital treatment event, in accordance with the terms of the Series A Preferred Stock.

On April 26, 2024, the Corporation’s Board of Directors authorized the repurchase by the Corporation of shares of its common stock with a maximum aggregate purchase price of $5.0 million, in such quantities, at such prices and on such other terms and conditions as the Corporation’s Chief Executive Officer or Chief Financial Officer determine in their discretion to be in the best interests of the

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Corporation and its shareholders, any time with no expiration date. As of December 31, 2024, the Corporation has not repurchased any shares under this repurchase program.

Liquidity and Capital Resources

The Corporation expects to meet its liquidity needs through existing cash on hand, established cash flow sources, its third party senior line of credit, and dividends received from the Bank. While the Bank is subject to certain generally applicable regulatory limitations regarding its ability to pay dividends to the Corporation, we do not believe that the Corporation will be adversely affected by these dividend limitations. The Corporation’s principal liquidity requirements at December 31, 2024, were the interest payments due on subordinated notes and cash dividends payable to both common and preferred stockholders. During 2024 and 2023, FBB declared and paid cash dividends totaling $11.5 million and $12.1 million, respectively. The capital ratios of the Bank met all applicable regulatory capital adequacy requirements in effect on December 31, 2024, and continue to meet the heightened requirements imposed by Basel III, including the capital conservation buffer. The Corporation’s Board and management teams adhere to the appropriate regulatory guidelines on decisions which affect their capital positions, including but not limited to, decisions relating to the payment of dividends and increasing indebtedness.

The Bank maintains liquidity by obtaining funds from several sources. The Bank’s primary source of funds are principal and interest payments on loans receivable and mortgage-related securities and deposits and other borrowings, such as federal funds and FHLB advances. The scheduled payments of loans and mortgage-related securities are generally a predictable source of funds. Deposit flows and loan prepayments, however, are greatly influenced by general interest rates, economic conditions, and competition.

We view readily accessible liquidity as a critical element to meet our cash and collateral obligations. We define our readily accessible liquidity as the total of our short-term investments, our unencumbered securities available-for-sale, and our unencumbered pledged loans. As of December 31, 2024, and 2023, our readily accessible liquidity was $882.8 million and $734.4 million, respectively. At December 31, 2024, and 2023, the Bank had $127.8 million and $106.8 million on deposit with the FRB recorded in short-term investments, respectively. Any excess funds not used for loan funding or satisfying other cash obligations were maintained as part of our readily accessible liquidity in our interest-bearing accounts with the FRB, as we value the safety and soundness provided by the FRB.

We had $976.1 million of outstanding wholesale funds at December 31, 2024, compared to $739.2 million of wholesale funds as of December 31, 2023, which represented 28.9% and 24.0%, respectively, of period end total bank funding. Wholesale funds include FHLB advances, brokered certificates of deposit, and deposits gathered from internet listing services. Total bank funding is defined as total deposits plus FHLB advances. We are committed to raising core deposits while utilizing wholesale funds to match-fund our loan portfolio and mitigate interest rate risk. Wholesale funds continue to be an efficient and cost effective source of funding for the Bank and allows it to gather funds across a larger geographic base at price levels and maturities that are more attractive than local time deposits when required to raise a similar level of core deposits within a short time period. Access to such deposits and borrowings allows us the flexibility to refrain from pursuing less desirable deposit relationships. In addition, the administrative costs associated with wholesale funds are considerably lower than those that would be incurred to administer a similar level of local deposits with a similar maturity structure. During the time frames necessary to accumulate wholesale funds in an orderly manner, we will use short-term FHLB advances to meet any temporary funding needs. The short-term FHLB advances will typically have terms of one week to one month to cover expected funding demands.

Period-end core deposits increased $57.4 million, or 2.5%, to $2.396 billion at December 31, 2024, from $2.339 billion at December 31, 2023, as core deposit balances increased due to successful business development efforts, partially offset by clients funding their normal course of business. Our core relationships continue to grow; however, deposit balances associated with those relationships will fluctuate. We expect to establish new client relationships and continue marketing efforts aimed at increasing the balances in existing clients’ deposit accounts. Nonetheless, we will continue to use wholesale funds in specific maturity periods, typically three to five years, needed to effectively mitigate the interest rate risk measured through our asset/liability management process or in shorter time periods if core deposit balances decline. In order to provide for ongoing liquidity and funding, substantially all of our wholesale funds are certificates of deposit which do not allow for withdrawal at the option of the depositor before the stated

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maturity (with the exception of deposits accumulated through the internet listing service which have the same early withdrawal privileges and fees as do our other core deposits) and FHLB advances with contractual maturity terms and no call provisions. The Bank limits the percentage of wholesale funds to total bank funds in accordance with liquidity policies approved by its Board. The Bank was in compliance with its policy limits as of December 31, 2024.

The Bank was able to access the wholesale funding market as needed at rates and terms comparable to market standards during the year ended December 31, 2024. In the event that there is a disruption in the availability of wholesale funds at maturity, the Bank has managed the maturity structure, in compliance with our approved liquidity policy, so at least one year of maturities could be funded through readily available liquidity. These potential funding sources include deposits maintained at the FRB or Federal Reserve Discount Window utilizing currently unencumbered securities and acceptable loans as collateral. As of December 31, 2024, the readily available liquidity was in excess of the stated policy minimum. We believe the Bank will also have access to the unused federal funds lines, cash flows from borrower repayments, and cash flows from security maturities. The Bank also has the ability to raise core deposits by offering attractive rates to generate the level required to fulfill its liquidity needs.

The Corporation maintains a shelf registration with the Securities and Exchange Commission that would allow the Corporation to offer and sell, from time to time and in one or more offerings, up to $75.0 million in aggregate initial offering price of common and preferred stock, debt securities, warrants, subscription rights, units, or depository shares, or any combination thereof.

The Bank is required by federal regulation to maintain sufficient liquidity to ensure safe and sound operations. We believe that the Bank has sufficient liquidity to match the balance of net withdrawable deposits and short-term borrowings in light of present economic conditions and deposit flows.

During the year ended December 31, 2024, operating activities resulted in a net cash inflow of $57.5 million driven by net income of $44.2 million. Net cash used in investing activities for the year ended December 31, 2024, was $328.5 million which consisted of $267.4 million in cash outflows to fund net loan growth and $146.2 million in net cash outflows to purchase available-for-sale securities. Net cash provided by financing activities for the year ended December 31, 2024, was $289.2 million. Financing cash flows included a $310.4 million net increase in deposits and a $16.2 million net increase in FHLB advances, partially offset by cash dividends paid of $8.3 million.

Refer to Note 12 – Regulatory Capital for additional information regarding the Corporation’s and the Bank’s capital ratios and the ratios required by their federal regulators at December 31, 2024, and 2023.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. By their nature, changes in these assumptions and estimates could significantly affect the Corporation’s financial position or results of operations. Actual results could differ from those estimates. Discussed below are certain policies that are critical to the Corporation. We view critical accounting policies to be those which are highly dependent on subjective or complex judgments, estimates and assumptions, and where changes in those estimates and assumptions could have a significant impact on the financial statements.

Allowance for Credit Losses. Management believes the determination of the ACL involves a higher degree of judgment and complexity than its other significant accounting policies. The ACL is calculated with the objective of maintaining a reserve level believed by management to be sufficient to absorb estimated credit losses over the life of an asset or an off-balance sheet credit exposure. Management’s determination of the adequacy of the ACL is based on periodic evaluations of past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. However, this evaluation has subjective components requiring material estimates, including expected default probabilities, the expected loss given default, the amounts and timing of expected future cash flows, and estimated losses based on historical loss experience and forecasted

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economic conditions. All of these factors may be susceptible to significant change. To the extent that actual results differ from management estimates, additional provisions for credit losses may be required that would adversely impact earnings in future periods. The ACL represents our recognition of the risks of extending credit and our evaluation of the quality of the loan and lease portfolio and as such, requires the use of judgment as well as other systematic objective and quantitative methods which may include additional assumptions and estimates.

One of the most significant judgments impacting the ACL estimate is the economic forecast for United States national unemployment and United States national GDP. Changes in the economic forecast could significantly affect the estimated credit losses which could potentially lead to materially different allowance levels from one reporting period to the next. Loans that no longer conform to the risk characteristics of any pool are evaluated individually. This includes all non-accrual loans and leases and may also include other loans and leases that management identifies as non-conforming. Reserves on individually-evaluated loans are estimated based on one or a combination of estimates of fair value of the underlying collateral less cost to sell, seniority of the Bank’s claim, and borrower repayment forecasts. For loans and leases less than $1,000,000 in the Equipment Finance pool, the recovery value is based on historical experience rather than specific asset appraisals.

Management also evaluates debt securities for credit losses when a default or decline in fair value is identified.

We also continue to exercise our legal rights and remedies as appropriate in the collection and disposal of non-performing assets and adhere to rigorous underwriting standards in our origination process in order to achieve strong asset quality. Although we believe that the ACL was appropriate as of December 31, 2024, based upon the evaluation of loan and lease delinquencies, non-performing assets, charge-off trends, economic conditions, and other factors, there can be no assurance that future adjustments to the allowance will not be necessary.

Goodwill Impairment Assessment. Goodwill is not amortized but, instead, is subject to impairment tests on at least an annual basis, and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount, including goodwill. The Corporation conducted its annual impairment test as of July 1, 2024, utilizing a qualitative assessment, and concluded that it was more likely than not the estimated fair value of the reporting unit exceeded its carrying value, resulting in no impairment. Although no goodwill impairment was noted, there can be no assurances that future goodwill impairment will not occur.

Income Taxes. The Corporation and its wholly owned subsidiaries file a consolidated federal income tax return and a combined Wisconsin state tax return. Deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The determination of current and deferred income taxes is based on complex analysis of many factors, including the interpretation of federal and state income tax laws, the difference between the tax and financial reporting basis of assets and liabilities (temporary differences), estimates of amounts currently due or owed, such as the timing of reversals of temporary differences, and current accounting standards. We apply a more likely than not approach to each of our tax positions when determining the amount of tax benefit to record in our Consolidated Financial Statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

We have made our best estimate of valuation allowances utilizing available evidence and evaluation of sources of taxable income including tax planning strategies and expected reversals of timing differences to determine if valuation allowances were needed for deferred tax assets. Realization of deferred tax assets over time is dependent on our ability to generate sufficient taxable earnings in future periods and a valuation allowance may be necessary if management determines that it is more likely than not that the deferred asset will not be utilized. These estimates and assumptions are subject to change. Changes in these estimates and assumptions could adversely affect future consolidated results of operations. The Corporation believes the tax assets, liabilities, and allowances are properly recorded in the Consolidated Financial Statements.

The Corporation also invests in certain development entities that generate federal historic, low income housing, and renewable energy tax credits. The tax benefits associated with these investments are accounted for either under the flow-through method, equity method, or proportional amortization method and are recognized when the respective project is placed in service or over the investment term.

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The federal and state taxing authorities who make assessments based on their determination of tax laws may periodically review our interpretation of federal and state income tax laws. Tax liabilities could differ significantly from the estimates and interpretations used in determining the current and deferred income tax liabilities based on the completion of examinations by taxing authorities.

FY 2023 10-K MD&A

SEC filing source: 0001521951-24-000020.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-02-28. Report date: 2023-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

When used in this report the words or phrases “may,” “could,” “should,” “hope,” “might,” “believe,” “expect,” “plan,” “assume,” “intend,” “estimate,” “anticipate,” “project,” “likely,” or similar expressions are intended to identify “forward-looking statements.” Such statements are subject to risks and uncertainties, including among other things:

•Adverse changes in the economy or business conditions, either nationally or in our markets, including, without limitation, inflation, supply chain issues, economic downturn, labor shortages, wage pressures, and the adverse effects of public health events on the global, national, and local economy.

•Competitive pressures among depository and other financial institutions nationally and in our markets.

•Increases in defaults by borrowers and other delinquencies.

•Our ability to manage growth effectively, including the successful expansion of our client support, administrative infrastructure, and internal management systems.

•Fluctuations in interest rates and market prices.

•Changes in legislative or regulatory requirements applicable to us and our subsidiaries.

•Changes in tax requirements, including tax rate changes, new tax laws, and revised tax law interpretations.

•Fraud, including client and system failure or breaches of our network security, including our internet banking activities.

•Failure to comply with the applicable SBA regulations in order to maintain the eligibility of the guaranteed portions of SBA loans.

These risks, together with the risks identified in Item 1A — Risk Factors, could cause actual results to differ materially from what we have anticipated or projected. These risk factors and uncertainties should be carefully considered by our stockholders and potential investors. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date made.

Where any such forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statement, we caution that, while our management believes such assumptions or bases are reasonable and are made in good faith, assumed facts or bases can vary from actual results, and the differences between assumed facts or bases and actual results can be material, depending on the circumstances. Where, in any forward-looking statement, an expectation or belief is expressed as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

We do not intend to, and specifically disclaim any obligation to, update any forward-looking statements.

The following discussion and analysis is intended as a review of significant events and factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the Consolidated Financial Statements and the Notes thereto.

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Overview

We are a registered bank holding company incorporated under the laws of the State of Wisconsin and are engaged in the commercial banking business through our wholly-owned banking subsidiary, FBB. All of our operations are conducted through FBB and First Business Specialty Finance, LLC (“FBSF”), a wholly-owned subsidiary of FBB. FBB operates as a business bank, delivering a full line of commercial banking products and services tailored to meet the specific needs of small and medium-sized businesses, business owners, executives, professionals, and high net worth individuals. Our products and services are focused on business banking, private wealth, and bank consulting. Within business banking, we offer commercial lending, asset-based lending, accounts receivable financing, equipment financing, floorplan financing, vendor financing, Small Business Administration (“SBA”) lending and servicing, treasury management solutions, and company retirement services. Our private wealth management services include trust and estate administration, financial planning, investment management, and private banking for executives and owners of our business banking clients and others. Our bank consulting experts provide investment portfolio administrative services, asset liability management services, and asset liability management process validation for other financial institutions. We do not utilize a branch network to attract retail clients. Our operating model is predicated on deep client relationships, financial expertise, and an efficient, centralized administration function delivering best in class client satisfaction. Our focused model allows experienced staff to provide the level of financial expertise needed to develop and maintain long-term relationships with our clients.

Long-Term Strategic Plan

In early 2019, management finalized the development of its five year strategic plan and began the implementation of strategies and initiatives that drive successful execution. Management’s objective over this five year period was to excel by building an expert team with diverse experiences who work together to impact client success more than any other financial partner. To meet this objective, we identified four key strategies which are linked to corporate financial goals, all business lines, and centralized administration functions to ensure communication and execution are consistent at all levels of the Corporation.

These four strategies are described below:

•We will identify, attract, develop, and retain a diverse, high performing team to positively impact the overall performance and efficiency of the Corporation.

•We will increase internal efficiencies, deliver a differentiated client experience, and drive client experience utilizing technology where possible.

•We will diversify and grow our deposit base.

•We will optimize our business lines for diversification and performance.

The table below shows the Corporation’s performance for the years ended December 31, 2023, 2022, and 2021 in comparison to the key performance indicators included in the Corporation’s 2019 strategic plan.

As of December 31,
Key Performance Indicators202120222023Strategic Plan
Return on average equity (“ROAE”)16.21%16.79%13.79%13.50%
Return on average assets (“ROAA”)1.37%1.46%1.13%1.15%
Top line revenue growth8.4%13.4%12.6%≥ 10% per year
In-market deposits to total bank funding82.9%76.1%76.0%≥ 75%
Employee engagement (1)87%87%90%≥ 80%
Client satisfaction (1)93%95%93%≥ 90%
(1) Anonymous surveys conducted annually

Throughout 2023, the last year of the existing plan, management undertook an extensive process to reassess its key strategies and performance indicators to create a new long-term strategic plan. The Corporation intends to disclose information about the key terms of the new strategic plan later in 2024 after it is finalized.

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Financial Performance Summary

Results as of and for the year ended December 31, 2023 include:

•Net income available to common shareholders for the year ended December 31, 2023 was $36.2 million, decreasing 10.0% compared to $40.2 million for the year ended December 31, 2022.

•Diluted earnings per common share were $4.33 for the year ended December 31, 2023, decreasing 8.8% compared to $4.75 in the prior year.

•Return on average assets (“ROAA”) for the year ended December 31, 2023 was 1.13%, compared to 1.46% for 2022.

•Return on average common equity (“ROACE”), which is defined as net income available to common shareholders divided by average equity reduced by average preferred stock, if any. ROACE was 13.79% for the year ended December 31, 2023, compared to 16.79% for the year ended December 31, 2022.

•Pre-tax, pre-provision (“PTPP”) adjusted earnings, which excludes certain one-time and discrete items, and PTPP ROAA were $56.2 million and 1.75%, respectively, for the year ended December 31, 2023, increasing $8.3 million, or 17.3%, and 1 bp, from year ended December 31, 2022.

•Fees in lieu of interest, defined as prepayment fees, asset-based loan fees, non-accrual interest, and loan fee amortization, totaled $3.2 million for the year ended December 31, 2023, decreasing 38.6% compared to $5.3 million for the year ended December 31, 2022.

•Net interest margin was 3.78% for the year ended December 31, 2023, declining 4 bps from 3.82% for the year ended December 31, 2022. Adjusted net interest margin, which excludes certain one-time and discrete items, was 3.63% for the year ended December 31, 2023 and December 31, 2022.

•Top line revenue, defined as net interest income plus non-interest income, grew 12.6% to $143.9 million for the year ended December 31, 2023, compared to $127.9 million for the year ended December 31, 2022.

•Effective tax rate was 21.45% for the year ended December 31, 2023 compared to 21.79% for the year ended December 31, 2022.

•Provision for credit losses was $8.2 million for the year ended December 31, 2023, compared to a net provision benefit of $3.9 million for the year ended December 31, 2022. Net charge-offs as a percentage of average loans and leases were 0.05% for the year ended December 31, 2023, compared to net recoveries of 0.16% for the year ended December 31, 2022.

•Total assets at December 31, 2023 increased $531.2 million, or 17.8%, to $3.508 billion from $2.977 billion at December 31, 2022.

•Period-end gross loans and leases receivable at December 31, 2023 increased $407.2 million, or 16.7%, to $2.850 billion from $2.443 billion as of December 31, 2022. Average gross loans and leases of $2.648 billion increased $342.9 million, or 14.9% for the year ended December 31, 2023, compared to $2.305 billion for the same period in 2022.

•Non-performing assets increased to $20.8 million as of December 31, 2023, compared to $3.8 million as of December 31, 2022. Non-performing assets to total assets increased to 0.59% as of December 31, 2023, from 0.13% as of December 31, 2022.

•The allowance for credit losses as of December 31, 2023 increased $7.0 million, or 29.1%, to $31.3 million, compared to $24.2 million as of December 31, 2022. The allowance for credit losses was 1.16% of total loans as of December 31, 2023, compared to 0.99% as of December 31, 2022.

•Period-end in-market deposits at December 31, 2023 increased $373.1 million, or 19.0%, to $2.339 billion from $1.966 billion as of December 31, 2022. Average in-market deposits of $2.098 billion increased $169.3 million, or 8.8%, for the year ended December 31, 2023, compared to $1.929 billion for the same period in 2022.

•Private wealth and trust assets under management and administration increased by $461.5 million, or 17.3%, to $3.122 billion at December 31, 2023, compared to $2.660 billion at December 31, 2022. Private wealth management service fees increased $544,000, or 5.00%, for the year ended December 31, 2023, compared to the year ended December 31, 2022.

The detailed financial discussion that follows focuses on 2023 results compared to 2022. Information pertaining to 2022 in comparison to 2021 was included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2022 on page 33 under Part II, Item 7, “Management’s Discussion and Analysis of Financial and Results of Operations,” which was filed with the SEC on February 22, 2023.

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Results of Operations

Top Line Revenue

Top line revenue, comprised of net interest income and non-interest income, increased 12.6% for the year ended December 31, 2023 compared to the year ended December 31, 2022 primarily due to a $14.2 million, or 14.4%, increase in net interest income and a $1.9 million, or 6.4%, increase in non-interest income. The increase in net interest income was driven by an increase in average loans and leases outstanding and related interest income, partially offset by net interest margin compression and a decrease in fees in lieu of interest. The increase in non-interest income was primarily due to a $1.8 million increase in other fee income, a $1.2 million increase in swap fee income, a $544,000 increase in trust fee income, and a $353,000 increase in loan fee income. These favorable variances were partially offset by a $733,000 decrease in bank owned life insurance income, a $718,000 decrease in service charge income on deposits, and a $482,000 decrease in gains on the sale of SBA loans during the year ended December 31, 2023.

The components of top line revenue were as follows:

For the Year Ended December 31,Change From Prior Year
202320222021$ Change 2023% Change 2023$ Change 2022% Change 2022
(Dollars in Thousands)
Net interest income$112,588$98,422$84,662$14,16614.4%$13,76016.3%
Non-interest income31,30829,42828,1001,8806.41,3284.7%
Top line revenue$143,896$127,850$112,762$16,04612.6$15,08813.4%

Return on Average Assets and Return on Average Common Equity

ROAA was 1.13% for the year ended December 31, 2023, compared to 1.46% for the year ended December 31, 2022 principally due to a $12.1 million increase in provision for credit losses and an $8.6 million increase in operating expenses, partially offset by a $14.2 million increase in net interest income. We consider ROAA a critical metric to measure the profitability of our organization and how efficiently our assets are deployed. ROAA also allows us to better benchmark our profitability to our peers without the need to consider different degrees of leverage which can ultimately influence return on equity measures.

ROACE for the year ended December 31, 2023 was 13.79% compared to 16.79% for the year ended December 31, 2022. The primary reason for the change in ROACE is consistent with the change in ROAA discussed above. We view ROACE as an important measurement for monitoring profitability and continue to focus on improving our return to our shareholders by enhancing the overall profitability of our client relationships, controlling our expenses, and minimizing our costs of credit.

Efficiency Ratio and Pre-Tax, Pre-Provision Adjusted Earnings

Efficiency ratio measured 60.99% and 62.31% for the years ended December 31, 2023 and 2022, respectively. Efficiency ratio is a non-GAAP measure representing operating expense divided by operating revenue. Operating expense is defined as non-interest expense excluding the effects of the SBA recourse benefit or provision, impairment of tax credit investments, net gains or losses on repossessed assets, amortization of other intangible assets, and other discrete items, if any. Operating revenue is defined as net interest income plus non-interest income less realized net gains or losses on securities, if any, and other discrete items.

PTPP adjusted earnings for the year ended December 31, 2023 was $56.2 million, compared to $47.9 million for the year ended December 31, 2022. PTPP adjusted earnings is a non-GAAP measure defined as operating revenue less operating expense. In the judgment of the Corporation’s management, the adjustments made to non-interest expense and non-interest income allow investors and analysts to better assess the Corporation’s operating expenses in relation to its core operating revenue by removing the volatility associated with certain one-time items and other discrete items. PTPP adjusted earnings allows management to benchmark performance of our model to our peers without the influence of the loan loss provision and tax considerations, which will ultimately influence other traditional financial measurements, including ROA and ROAE. The information provided below reconciles the efficiency ratio to its most comparable GAAP measure.

Please refer to the Non-Interest Income and Non-Interest Expense sections below for discussion on additional drivers of the year-over-year change in the efficiency ratio and PTPP adjusted earnings.

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For the Year Ended December 31,Change From Prior Year
202320222021$ Change 2023% Change 2023$ Change 2022% Change 2022
(Dollars in Thousands)
Total non-interest expense$88,575$79,474$71,535$9,10111.5%$7,93911.1%
Less:
Net loss on repossessed assets124915(37)(75.5)34226.7
Amortization of other intangible assets25NM(25)NM
SBA recourse expense (benefit)775(188)(76)963(512.2)(112)147.4
Contribution to First Business Charitable Foundation809(809)NM809NM
Impairment of tax credit investments(351)351NM(351)NM
Total operating expense (a)$87,788$79,155$71,571$8,63310.9$7,58410.6
Net interest income$112,588$98,422$84,662$14,16614.413,76016.3
Total non-interest income31,30829,42828,1001,8806.41,3284.7
Less:
Bank-owned life insurance claim809(809)NM809NM
Net gain (loss) on sale of securities(45)29(45)NM(29)NM
Adjusted non-interest income31,35328,61928,0712,7349.65482.0
Total operating revenue (b)$143,941$127,041$112,733$16,90013.3$14,30812.7
Efficiency ratio60.99%62.31%63.49%
Pre-tax, pre-provision adjusted earnings (b-a)$56,153$47,886$41,162$8,26717.3$6,72416.3
Average total assets3,212,1492,752,9162,605,008459,23316.7147,9085.7
Pre-tax, pre-provision adjusted return on average assets1.75%1.74%1.58%

NM = Not meaningful

Net Interest Income

Net interest income levels depend on the amount of and yield on interest-earning assets as compared to the amount of and rate paid on interest-bearing liabilities. Net interest income is sensitive to changes in market rates of interest and the asset/liability management processes to prepare for and respond to such changes.

The table below shows average balances, interest, average rates, net interest margin and the spread between combined average rates earned on our interest-earning assets and cost of interest-bearing liabilities for the periods indicated. The average balances are derived from average daily balances.

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For the Year Ended December 31,
202320222021
Average BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ Rate
(Dollars in Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$1,586,967$98,3706.20%$1,484,239$66,9174.51%$1,387,434$51,9303.74%
Commercial and industrial loans(1)1,013,86681,9638.08%771,05646,5756.04%747,51438,3425.13%
Consumer and other loans(1)47,0182,3164.93%49,6951,8763.78%44,2061,5723.56%
Total loans and leases receivable(1)2,647,851182,6496.90%2,304,990115,3685.01%2,179,15491,8444.21%
Mortgage-related securities(2)200,3836,4333.21%173,4953,4862.01%159,2422,6331.65%
Other investment securities(3)62,9211,7702.81%51,7009861.91%44,7397771.74%
FHLB stock15,1621,2318.12%16,4629896.01%13,0666514.98%
Short-term investments54,3112,8455.24%30,8455421.76%64,308900.14%
Total interest-earning assets2,980,628194,9286.54%2,577,492121,3714.71%2,460,50995,9953.90%
Non-interest-earning assets231,521175,424144,499
Total assets$3,212,149$2,752,916$2,605,008
Interest-bearing liabilities
Transaction accounts$689,50023,7273.44%$503,6683,9630.79%$506,6939880.19%
Money market accounts681,33622,1293.25%761,4696,2410.82%693,6081,1830.17%
Certificates of deposit273,38711,2094.10%97,4481,3581.39%47,0203960.84%
Wholesale deposits346,28514,3534.14%48,8251,6163.31%119,8319860.82%
Total interest-bearing deposits1,990,50871,4183.59%1,411,41013,1780.93%1,367,1523,5530.26%
FHLB advances351,9908,8812.52%414,1917,0241.70%376,7814,9081.30%
Other borrowings38,8912,0415.25%43,8182,2435.12%31,9351,7595.51%
Junior subordinated notes (4)%2,42950420.75%10,0681,11311.05%
Total interest-bearing liabilities2,381,38982,3403.46%1,871,84822,9491.23%1,785,93611,3330.63%
Non-interest-bearing demand deposit accounts453,930566,230536,981
Other non-interest-bearing liabilities102,66865,61161,580
Total liabilities2,937,9872,503,6892,384,497
Stockholders’ equity274,162249,227220,511
Total liabilities and stockholders’ equity$3,212,149$2,752,916$2,605,008
Net interest income$112,588$98,422$84,662
Net interest spread3.08%3.48%3.27%
Net interest-earning assets$599,239$705,644$674,573
Net interest margin3.78%3.82%3.44%
Average interest-earning assets to average interest-bearing liabilities125.16%137.70%137.77%
Return on average assets1.13%1.46%1.37%
Return on average equity13.79%16.79%16.21%
Average equity to average assets8.54%9.05%8.46%
Non-interest expense to average assets2.76%2.89%2.75%

(1)The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees in lieu of interest.

(2)Includes amortized cost basis of assets available-for-sale and held-to-maturity.

(3)Yields on tax-exempt municipal securities are not presented on a tax-equivalent basis in this table.

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(4)Weighted average rate of junior subordinated notes and debentures reflects the accelerated amortization of subordinated debt issuance costs as a result of the early redemption of the junior subordinated notes during the first quarter of 2022.

The following table provides information with respect to: (1) the change in net interest income attributable to changes in rate (changes in rate multiplied by prior volume); and (2) the change in net interest income attributable to changes in volume (changes in volume multiplied by prior rate) for the year ended December 31, 2023 compared to the year ended December 31, 2022. The change in net interest income attributable to changes in rate and volume (changes in rate multiplied by changes in volume) has been allocated to the rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.

Rate/Volume Analysis

Increase (Decrease) for the Year Ended December 31,
2023 Compared to 20222022 Compared to 2021
RateVolumeNetRateVolumeNet
(In Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$26,551$4,902$31,453$11,176$3,811$14,987
Commercial and industrial loans(1)18,32917,05935,3886,9931,2408,233
Consumer and other loans(1)546(106)440101203304
Total loans and leases receivable(1)45,42621,85567,28118,2705,25423,524
Mortgage-related securities(2)2,3416062,947602251853
Other investment securities53824678481128209
FHLB Stock325(83)242149189338
Short-term investments1,6646392,303522(70)452
Total net change in income on interest-earning assets50,29423,26373,55719,6255,75225,376
Interest-bearing liabilities
Transaction accounts17,8161,94819,7642,981(6)2,975
Money market16,612(724)15,8884,9311275,058
Certificates of deposit5,1054,7469,851364598962
Wholesale deposits50712,23012,7371,503(873)630
Total deposits40,04018,20058,2409,779(154)9,625
FHLB advances3,033(1,176)1,8571,5935232,116
Other borrowings56(258)(202)(131)615484
Junior subordinated notes(504)(504)579(1,188)(609)
Total net change in expense on interest-bearing liabilities43,12916,26259,39111,820(204)11,616
Net change in net interest income$7,165$7,001$14,166$7,805$5,956$13,760

(1)The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees collected in lieu of interest.

(2)Includes amortized cost basis of assets available-for-sale and held-to-maturity.

The change in yield of the respective interest-earning asset or the rate paid on interest-bearing liability compared to the change in short-term market rates is commonly referred to as a beta. The table below displays the beta calculations for loans and leases, total interest earning assets, in-market deposits, interest-bearing deposits and total interest-bearing liabilities for the year ended December 31, 2023 and 2022. Additionally, adjusted total loans and leases and total interest-earning assets excludes the volatile impact of fees in lieu of interest.

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Asset and Liability Beta Analysis

For the Year Ended December 31,
2023202220212023 Compared to 20222022 Compared to 2021
Average Yield/Rate (3)Increase (Decrease)
Total loans and leases receivable (a)6.90%5.01%4.21%1.89%0.80%
Total interest-earning assets(b)6.54%4.71%3.90%1.83%0.81%
Adjusted total loans and leases receivable (1)(c)6.78%4.78%3.91%2.00%0.87%
Adjusted total interest-earning assets (1)(d)6.43%4.50%3.61%1.93%0.89%
Total in-market deposits(e)2.72%0.60%0.14%2.12%0.46%
Total bank funding(f)2.87%0.84%0.37%2.03%0.47%
Net interest margin(g)3.78%3.82%3.44%(0.04)%0.38%
Adjusted net interest margin(h)3.63%3.63%3.21%%0.42%
Effective fed funds rate (2)(i)5.02%1.69%0.08%3.33%1.61%
Beta Calculations:
Total loans and leases receivable(a)/(i)56.76%49.69%
Total interest-earning assets(b)/(i)54.98%50.31%
Adjusted total loans and leases receivable (1)(c)/(i)60.06%54.04%
Adjusted total interest-earning assets (1)(d)/(i)57.87%55.28%
Total in-market deposits(e)/(i)63.66%28.57%
Total bank funding(f)/(i)60.96%29.19%
Net interest margin(g)/(i)(1.20)%23.60%
Adjusted net interest margin(h)/(i)%26.09%

(1)Excluding average net PPP loans, PPP loan interest income, and fees in lieu of interest.

(2)Board of Governors of the Federal Reserve System (US), Effective Federal Funds Rates [DFF]. retrieved from FRED, Federal Reserve Bank of St. Louis.

(3)Represents annualized yields/rates.

Net interest income increased by $14.2 million, or 14.4%, for the year ended December 31, 2023, compared to the year ended December 31, 2022. The increase was principally due to an increase in average loans and leases outstanding, partially offset by net interest margin compression and a decrease in fees in lieu of interest. Average gross loans and leases of $2.648 billion increased by $342.9 million, or 14.9% for the year ended December 31, 2023, compared to $2.305 billion for the same period in 2022. Loan fees collected in lieu of interest decreased 38.6% to $3.2 million, compared to $5.3 million during the same period of comparison.

The yield on average earning assets for the year ended December 31, 2023 was 6.54%, an increase of 183 basis points compared to 4.71% for the year ended December 31, 2022. This increase was principally due to the rising interest rates on variable-rate loans and investment in securities at higher interest rates. Excluding the impact of recurring loan fees in lieu of interest in both 2023 and 2022, the yield on average earning assets for the year ended December 31, 2023 was 6.43%, an increase of 193 basis points compared to 4.50% for the year ended December 31, 2022.

The average rate paid on interest-bearing liabilities was 3.46% for the year ended December 31, 2023, an increase of 223 basis points from 1.23% for the year ended December 31, 2022. The average rate paid increased as the Corporation increased deposit rates and secured wholesale funding, which consists of wholesale deposits and FHLB advances, at elevated fixed rates.

Net interest margin decreased four basis points to 3.78% for the year ended December 31, 2023, compared to 3.82% for the year ended December 31, 2022. Adjusted net interest margin measured 3.63% for the years ended December 31, 2023 and December 31, 2022. Adjusted net interest margin is a non-GAAP measure representing net interest income excluding the fees in lieu of interest and other recurring, but volatile, components of net interest margin divided by average interest-earning assets less other recurring, but volatile, components of average interest-earning assets.

Management believes its success in growing in-market deposits, disciplined loan pricing, and increased production in existing higher-yielding commercial lending products will allow the Corporation to achieve a net interest margin that supports our long-term profitability goals. The collection of loan fees in lieu of interest is an expected source of volatility to quarterly net

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interest income and net interest margin. Net interest margin may also experience volatility due to events such as the collection of interest on loans previously in non-accrual status or the accumulation of significant short-term deposit inflows.

Provision for Credit Losses

We determined our provision for credit losses pursuant to our allowance for credit loss methodology, which is based on the magnitude of current and historical net charge-offs recorded throughout the established look-back period, the evaluation of several qualitative factors for each portfolio category, and the amount of specific reserves established for non-performing loans that present collateral shortfall positions. Refer to Allowance for Credit Losses in the Critical Accounting Policy section, for further information regarding our allowance for credit loss methodology.

The following table shows the components of the provision for credit losses.

For the Year Ended December 31,
(Dollars in thousands)202320222021
Change in general reserve due to subjective factor changes$33$(384)$(426)
Change in general reserve due to quantitative factor changes(1,453)(2,012)(4,456)
Charge-offs1,7819793,508
Recoveries(548)(4,741)(5,126)
Change in specific reserves on individually evaluated loans, net4,330146(2,175)
Change due to loan growth, net3,6522,1442,872
Change in unfunded credit commitment reserve387
Total provision for credit losses (a)$8,182$(3,868)$(5,803)

(a) - Management adopted ASC 326 on January 1, 2023. Prior periods are presented under the incurred loss model.

The Corporation recognized $8.2 million of provision expense for the year ended December 31, 2023, compared to a $3.9 million provision benefit for the year ended December 31, 2022. The provision expense for the year ended December 31, 2023 was primarily due to a $4.3 million increase in the specific reserves on individually evaluated loans and a $3.7 million increase in the general reserve due to loan growth. These increases were partially offset by a $1.5 million reduction in the general reserve from quantitative factors, mainly due to an improving economic forecast. Specific reserves were higher on loans in Equipment Finance and, to a lesser extent SBA, within the Commercial and Industrial portfolio. Equipment Finance had higher defaults from borrowers in the transportation and logistics industry which management believes is consistent with the cyclical nature of this industry. Given current economic conditions, the Corporation expects continued stress within this group of borrowers in 2024.

Refer to Asset Quality, below, for further information regarding the overall credit quality of our loan and lease portfolio.

Non-Interest Income

Non-interest income increased by $1.9 million, or 6.4%, to $31.3 million for the year ended December 31, 2023, from $29.4 million for the year ended December 31, 2022. Management continues to focus on revenue growth from multiple non-interest income sources in order to maintain a diversified revenue stream through greater contributions from fee-based revenues. Total non-interest income accounted for 21.8% of our total revenues in 2023 compared to 23.0% in 2022. The increase in total non-interest income for the year ended December 31, 2023 primarily reflected an increase in other non-interest income, led by mezzanine fund investment income, commercial loan swap fee income, and higher private wealth management services income. These increases were partially offset by a decrease bank owned life insurance income and lower service charge income.

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The components of non-interest income were as follows:

For the Year Ended December 31,Change From Prior Year
202320222021$ Change 2023% Change 2023$ Change 2022% Change 2022
(Dollars in Thousands)
Private wealth management services fee income$11,425$10,881$10,784$5445.0%$970.9
Gain on sale of SBA loans2,0552,5374,044(482)(19.0)(1,507)(37.3)
Service charges on deposits3,1313,8493,837(718)(18.7)120.3
Loan fees3,3633,0102,50635311.750420.1
Bank-owned life insurance income1,4942,2271,413(733)(32.9)81457.6
Net (loss) gain on sale of securities(45)29(45)NM(29)(100.0)
Swap fees2,9641,7931,3681,17165.342531.1
Other non-interest income6,9215,1314,1191,79034.91,01224.6
Total non-interest income$31,308$29,428$28,100$1,8806.4$1,3284.7
Fee income ratio(1)21.8%23.0%24.9%

(1)Fee income ratio is fee income, per the above table, divided by top line revenue (defined as net interest income plus non-interest income).

Private wealth management services fee income increased by $544,000, or 5.0%, to a record $11.4 million for the year ended December 31, 2023 compared to the previous record of $10.9 million for the year ended December 31, 2022. Private wealth management services fee income is primarily driven by the amount of trust assets under management and administration, as well as the mix of business at different fee structures, and can be positively or negatively influenced by the timing and magnitude of volatility within the equity and fixed income markets. This increase was driven by an increase in average assets under management and administration, which is attributable to market appreciation, new client relationships, and new money from existing client relationships. At December 31, 2023, our trust assets under management and administration were $3.122 billion, or 17.3% more than trust assets under management and administration of $2.660 billion at December 31, 2022.

Other non-interest income increased by $1.8 million to $6.9 million for the year ended December 31, 2023, compared to $5.1 million for the year ended December 31, 2022. The increase was primarily due to strong returns from the Corporation’s investments in mezzanine funds.

Commercial loan interest rate swap fee income was $3.0 million for the year ended December 31, 2023, compared to $1.8 million for the year ended December 31, 2022. We originate commercial real estate loans in which we offer clients a floating rate and an interest rate swap. The client’s swap is then offset with a counter-party dealer. The execution of these transactions generates swap fee income. The aggregate amortizing notional value of interest rate swaps with various borrowers was $939.2 million as of December 31, 2023, compared to $744.2 million as of December 31, 2022. Interest rate swaps can be an attractive product for our commercial borrowers, although associated fee income can be variable from period to period based on client demand and the interest rate environment in any given quarter.

Loan fees increased $353,000, or 11.7%, to $3.4 million for the year ended December 31, 2023, compared to $3.0 million for the same period in 2022. The increase was driven by an increase in equipment finance and floorplan finance lending activity generating additional service fee income.

Bank-owned life insurance income decreased by $733,000, or 32.9%, to $1.5 million for the year ended December 31, 2023, compared to $2.2 million for the year ended December 31, 2022. The decrease was due to the recognition of a $809,000 insurance claim in the year ended December 31, 2022.

Service charges on deposits for the year ended December 31, 2023 totaled $3.1 million, a decrease of $718,000, or 18.7%, from the same period in 2022. The decrease was due to higher earnings credit rates commensurate with the higher interest rate environment partially offset by an increase in additional product sales to new and existing clients.

Gain on sale of SBA loans for the year ended December 31, 2023 totaled $2.1 million, a decrease of $482,000, or 19.0%, from the same period in 2022. The decrease is mainly due to a reduction in total loans sold resulting from lighter production in the first half of 2023.

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Non-Interest Expense

Non-interest expense increased by $9.1 million, or 11.5%, to $88.6 million for the year ended December 31, 2023 from $79.5 million for the year ended December 31, 2022. Operating expense, which excludes certain one-time and discrete items as defined in the Efficiency Ratio table above, increased $8.6 million, or 10.9%, to $87.8 million for the year ended December 31, 2023 compared to $79.2 million for the year ended December 31, 2022. The increase in operating expense was due to an increase in all expense categories, led by compensation, FDIC insurance, and other non-interest expense.

The components of non-interest expense were as follows:

For the Year Ended December 31,Change From Prior Year
202320222021$ Change 2023% Change 2023$ Change 2022% Change 2022
(Dollars in Thousands)
Compensation$61,059$57,742$51,710$3,3175.7%$6,03211.7
Occupancy2,3812,3582,180231.01788.2
Professional fees5,3254,8813,7364449.11,14530.6
Data processing3,8263,1973,08762919.71103.6
Marketing2,8892,3542,02253522.733216.4
Equipment1,3401,09199024922.810110.2
Computer software4,9854,4164,26056912.91563.7
FDIC insurance2,2381,0421,1431,196114.8(101)(8.8)
Other non-interest expense4,5322,3932,4072,13989.4(14)(0.6)
Total non-interest expense$88,575$79,474$71,535$9,10111.5$7,93911.1
Total operating expense(1)$87,788$79,155$71,571$8,63310.9$7,58410.6
Full-time equivalent employees34333730461.83310.9

NM = Not meaningful

(1)Total operating expense represents total non-interest expense, adjusted to exclude the impact of discrete items as previously defined in the non-GAAP efficiency ratio calculation above.

Compensation expense increased by $3.3 million, or 5.7%, to $61.1 million for the year ended December 31, 2023 from $57.7 million for the year ended December 31, 2022 principally due to an increase in average FTEs, annual merit increases, growth in employee benefit costs, and increase in incentive compensation. The increase reflects a $2.5 million, or 7.1%, increase in employee salaries and a $908,000, or 25.6% increase in incentive compensation due to exceptional loan and deposit growth. These increases were partially offset by a $1.5 million, or 22.6% decrease in estimated annual cash bonuses compared to a record year for 2022. The Bank’s compensation philosophy is to provide base salaries competitive with the market. Given the competitive job market and the critical importance to the Corporation of retaining employees, annual base salaries were increased an additional $1.5 million, or approximately 4.1%, in the aggregate for 2024. Average FTEs were 343 for the year ended December 31, 2023, increased by 18, or 5.5%, from 325 for the year ended December 31, 2022.

Other non-interest expense increased $2.1 million, or 89.4%, for the year ended December 31, 2023 compared to the year ended December 31, 2022. The increase was primarily due to a $985,000 increase in liquidation expense related to an Asset-Based Lending client, a $963,000 increase in SBA recourse provision, a $232,000 increase in expense from swap credit valuation changes, increase in travel expense, and an increase in loan related expenses. These increases were partially offset by a decrease in charitable donations due to a non-recurring contribution to First Business Charitable foundation totaling $809,000 in the prior year.

FDIC Insurance increased $1.2 million, or 114.8%, for the year ended December 31, 2023 compared to the year ended December 31, 2022. The increase was primarily due to an increase in the assessment rate and the Corporation’s assessable base.

Data processing fees increased $629,000, or 19.7%, for the year ended December 31, 2023 compared to the year ended December 31, 2022. The increase was primarily due to an increase in core processing costs commensurate with loan and deposit account growth, as well as various project implementations.

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Computer software expense increased by $569,000, or 12.9%, for the year ended December 31, 2023 compared to the year ended December 31, 2022. The increase was primarily due to continued investment in technology to support the Corporation’s growth.

Marketing expense increased by $535,000, or 22.7%, for the year ended December 31, 2023 compared to the year ended December 31, 2022. The increase was primarily due to an increase in business development efforts and advertising projects commensurate with our expanding sales force.

Professional fees increased $444,000, or 9.1%, for the year ended December 31, 2023 compared to the year ended December 31, 2022. The increase was primarily due to an increase in recruiting expense and a general increase in other professional consulting services for various projects.

Income Taxes

Income tax expense was $10.1 million for the year ended December 31, 2023, compared to $11.4 million for the year ended December 31, 2022. The income tax expense included a $1.2 million and $635,000 net benefit from tax credit investments in 2023 and 2022, respectively. The effective tax rate for the year ended December 31, 2023 was 21.5% compared to 21.8% for the year ended December 31, 2022. Management completed its analysis of the Wisconsin State Budget 2023, which included language that provides an exemption for state tax on certain loan income for loans to Wisconsin small businesses. Management estimates this law will eliminate the Bank’s Wisconsin state income tax in 2023 and the foreseeable future. This conclusion results in a 2023 state income tax benefit of $2.8 million offset by a one-time $2.8 million charge to state income tax expense to recognize a valuation allowance on deferred state income taxes. Based on expected earnings, reduction in state tax, and future tax credit investments, the Corporation expects to report an effective tax rate between 18% and 19% for 2024.

FINANCIAL CONDITION

General

Total assets increased by $531.2 million, or 17.8%, to $3.508 billion as of December 31, 2023 compared to $2.977 billion at December 31, 2022. The increase in total assets was primarily driven by an increase in loans and leases receivable, cash and cash equivalents, securities, and other assets. Total liabilities increased by $502.3 million, or 18.5%, to $3.218 billion as of December 31, 2023 compared to $2.716 billion at December 31, 2022. The increase in total liabilities was principally due to an increase in deposits.

Cash and cash equivalents

Cash and cash equivalents include short-term investments and cash and due from banks. Short-term investments increased by $30.3 million to $107.2 million at December 31, 2023 from $76.9 million at December 31, 2022. Both short-term investments and cash and due from banks increased during 2023. Short-term investments primarily consist of interest-bearing deposits held at the Federal Reserve Bank (“FRB”). We value the safety and soundness provided by the FRB, and therefore, we incorporate short-term investments in our on-balance sheet liquidity program. As of December 31, 2023 and 2022, interest-bearing deposits held at the FRB were $76.5 million and $47.0 million, respectively. In general, the level of our cash and short-term investments will be influenced by the timing of deposit gathering, scheduled maturities of wholesale deposits, funding of loan and lease growth when opportunities are presented, and the level of our securities portfolio. Please refer to the section entitled Liquidity and Capital Resources for further discussion.

Securities

Total securities, including available-for-sale and held-to-maturity, increased by $80.9 million to $305.5 million at December 31, 2023 from $224.7 million at December 31, 2022. As of December 31, 2023 and 2022, our total securities portfolio had a weighted average estimated remaining maturity of approximately 5.6 years and 6.3 years, respectively. The investment portfolio primarily consists of mortgage-backed securities and is used to provide a source of liquidity, including the ability to pledge securities for possible future cash advances, while contributing to the earnings potential of the Bank. The overall duration of the securities portfolio is established and maintained to further mitigate interest rate risk present within our balance sheet as identified through asset/liability simulations. We purchase investment securities intended to protect net interest margin while maintaining an acceptable risk profile. In addition, we will purchase investment securities to utilize our cash position effectively within appropriate policy guidelines and estimates of future cash demands. While mortgage-backed securities present prepayment risk and extension risk, we believe the overall credit risk associated with these investments is minimal, as all of the securities we hold are guaranteed by the United States Treasury, the Federal National Mortgage Association (“FNMA”), the Federal Home Loan Mortgage Corporation (“FHLMC”), or the Government National Mortgage Association (“GNMA”), a U.S. government agency. The estimated repayment streams associated with this portfolio also allow

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us to better match short-term liabilities. The Bank’s investment policies allow for various types of investments, including tax-exempt municipal securities. The ability to invest in tax-exempt municipal securities provides for further opportunity to improve our overall yield on the securities portfolio. We evaluate the credit risk of the municipal securities prior to purchase and generally limit exposure to general obligation issuances from municipalities, primarily in Wisconsin.

The majority of the securities we hold have active trading markets; therefore, we have not experienced difficulties in pricing our securities. We use a third-party pricing service as our primary source of market prices for the securities portfolio. On a quarterly basis, we validate the reasonableness of prices received from this source through independent verification of the portfolio, data integrity validation through comparison of current price to prior period prices, and an expectation-based analysis of movement in prices based upon the changes in the related yield curves and other market factors. On a periodic basis, we review the third-party pricing vendor’s methodology for pricing relevant securities and the results of its internal control assessments. Our securities portfolio is sensitive to fluctuations in the interest rate environment and has limited sensitivity to credit risk due to the nature of the issuers and guarantors of the securities as previously discussed. If interest rates decline and the credit quality of the securities remains constant or improves, the fair value of our debt securities portfolio would likely improve, thereby increasing total comprehensive income. If interest rates increase and the credit quality of the securities remains constant or deteriorates, the fair value of our debt securities portfolio would likely decline and therefore decrease total comprehensive income. The magnitude of the fair value change will be based upon the duration of the portfolio. A securities portfolio with a longer average duration will exhibit greater market price volatility than a securities portfolio with a shorter average duration in a changing rate environment. During the year ended December 31, 2023, we recognized unrealized holding gains of $5.6 million before income taxes through other comprehensive income. These gains were the result of an increase in interest rates. No securities within our portfolio were deemed to require an allowance for credit losses as of December 31, 2023. We sold approximately $5.1 million of securities during the year ended December 31, 2023 to proactively manage our securities portfolio and meet our long-term investment objectives. As of December 31, 2023 no securities were classified as trading securities. At December 31, 2023, $45.4 million of our securities were pledged to secure various obligations, including interest rate swap contracts and municipal deposits.

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The tables below set forth information regarding the amortized cost and fair values of our securities.

As of December 31,
20232022
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Available-for-sale:
U.S. Treasuries$14,158$13,776$4,977$4,445
U.S. government agency securities - government-sponsored enterprises27,98627,56613,66613,205
Municipal securities40,40735,88145,08839,311
Residential mortgage-backed securities - government issued69,44168,05621,79019,431
Residential mortgage-backed securities - government-sponsored enterprises131,321120,833119,265106,323
Commercial mortgage-backed securities - government issued2,9952,5253,4502,932
Commercial mortgage-backed securities - government-sponsored enterprises32,77428,36931,51526,377
$319,082$297,006$239,751$212,024
As of December 31,
20232022
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Held-to-maturity:
Municipal securities$4,210$4,173$7,467$7,404
Residential mortgage-backed securities - government issued1,2111,1351,6251,518
Residential mortgage-backed securities - government-sponsored issued1,0781,0251,5371,444
Commercial mortgage-backed securities - government-sponsored enterprises2,0041,9222,0061,904
$8,503$8,255$12,635$12,270

U.S. Treasuries represent treasury bonds issued by the United States Treasury. U.S. government agency securities - government-sponsored enterprises represent securities issued by FNMA and the SBA. Municipal securities include securities issued by various municipalities located primarily within Wisconsin and are primarily general obligation bonds that are tax-exempt in nature. Residential and commercial mortgage-backed securities - government issued represent securities guaranteed by GNMA. Residential and commercial mortgage-backed securities - government-sponsored enterprises include securities guaranteed by FHLMC, FNMA, and the FHLB. Other securities represent certificates of deposit of insured banks and savings institutions with an original maturity greater than three months. As of December 31, 2023, no issuer's securities exceeded 10% of our total stockholders' equity.

The following table sets forth the contractual maturity and weighted average yield characteristics of the fair value of our available-for-sale securities and the amortized cost of our held-to-maturity securities at December 31, 2023, classified by remaining contractual maturity. Actual maturities may differ from contractual maturities because issuers have the right to call or prepay securities without call or prepayment penalties. Yields on tax-exempt securities have not been computed on a tax equivalent basis.

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Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Fair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldTotal
(Dollars in Thousands)
Available-for-sale:
U.S. treasuries$9,1825.19%$4,5941.00%$%$%$13,776
U.S. government agency securities - government-sponsored enterprises13,3874.126,0602.761,3456.196,7746.0427,566
Municipal securities6,9921.4210,5701.8618,3192.0535,881
22,56917,64611,91525,09377,223
Residential mortgage-backed securities188,889
Commercial mortgage-backed securities30,894
$22,569$17,646$11,915$25,093$297,006
Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Amortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldTotal
(Dollars in Thousands)
Held-to-maturity:
Municipal securities$1,0602.40%$3,1502.76%$%$%$4,210
1,0603,1504,210
Residential mortgage-backed securities2,289
Commercial mortgage-backed securities2,004
$1,060$3,150$$$8,503

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Derivatives

The Board-approved Bank policies allow the Bank to participate in hedging strategies or to use financial futures, options, forward commitments, or interest rate swaps. The Bank utilizes, from time to time, derivative instruments in the course of its asset/liability management. The Corporation’s derivative financial instruments, under which the Corporation is required to either receive cash from or pay cash to counterparties depending on changes in interest rates applied to notional amounts, are carried at fair value on the consolidated balance sheets.

As of December 31, 2023, the aggregate amortizing notional value of interest rate swaps with various commercial borrowers was approximately $939.2 million, compared to $744.2 million as of December 31, 2022. We receive fixed rates and pay floating rates based upon designated benchmark interest rates on the swaps with commercial borrowers. These swaps mature between May 2024 and July 2040. Commercial borrower swaps are completed independently with each borrower and are not subject to master netting arrangements. As of December 31, 2023, the commercial borrower swaps were reported on the Consolidated Balance Sheet as a derivative liability and asset of $51.1 million and $7.9 million, respectively, compared to a derivative liability and asset of $61.4 million and $1.0 million, respectively, as of December 31, 2022. On the offsetting swap contracts with dealer counterparties, we pay fixed rates and receive floating rates based upon designated benchmark interest rates. These interest rate swaps also have maturity dates between May 2024 and July 2040. Dealer counterparty swaps are subject to master netting agreements among the contracts within our Bank and were reported on the Consolidated Balance Sheet as a net derivative asset of $43.2 million as of December 31, 2023, compared to a net derivative asset of $60.4 million as of December 31, 2022. The gross amount of dealer counterparty swaps as of December 31, 2023, without regard to the enforceable master netting agreement, was a gross derivative asset and liability of $51.1 million and $7.9 million, respectively, compared to a gross derivative asset and liability of $61.4 million and $1.0 million, respectively, as of December 31, 2022.

The Corporation also enters into interest rate swaps to manage interest rate risk and reduce the cost of match-funding certain long-term fixed rate loans. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The instruments are designated as cash flow hedges as the receipt of floating rate interest from the counterparty is used to manage interest rate risk associated with forecasted issuances of short-term FHLB advances. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affect earnings. As of December 31, 2023, the aggregate notional value of interest rate swaps designated as cash flow hedges was $402.7 million. These interest rate swaps mature between December 2023 and March 2034. A pre-tax unrealized loss of $3.5 million was recognized in other comprehensive income for the year ended December 31, 2023, while a pre-tax unrealized gain of $8.5 million and $3.6 million were recognized in other comprehensive income for the years ended December 31, 2022 and 2021, respectively, and there were no ineffective portion of these hedges.

The Corporation also enters into interest rate swaps to mitigate market value volatility on certain long-term fixed-rate securities. The objective of the hedge is to protect the Corporation against changes in fair value due to changes in benchmark interest rates. The instruments are designated as fair value hedges as the changes in the fair value of the interest rate swap are expected to offset changes in the fair value of the hedged item attributable to changes in the SOFR swap rate, the designated benchmark interest rate. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affect earnings. As of December 31, 2023, the aggregate notional value of interest rate swaps designated as fair value hedges was $12.5 million. These interest rate swaps mature between February 2031 and October 2034. A pre-tax unrealized gain of $22,000 and $602,000 was recognized in other comprehensive income for the year ended December 31, 2023 and 2022, respectively, and there was no ineffective portion of these hedges. No pre-tax unrealized gain or loss was recognized in other comprehensive income for the year ended December 31, 2021.

For further information and discussion of our derivatives, see Note 17 — Derivative Financial Instruments of the Consolidated Financial Statements.

Loans and Leases Receivable

Loans and leases receivable, net of allowance for credit losses, increased by $400.2 million, or 16.5%, to $2.819 billion at December 31, 2023 from $2.419 billion at December 31, 2022.

There continues to be a concentration in CRE loans which represented 59.6% and 63.1% of our total loans, as of December 31, 2023 and December 31, 2022, respectively. As of December 31, 2023, approximately 15.1% of the CRE loans

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were owner-occupied CRE, compared to 17.4% as of December 31, 2022. We consider owner-occupied CRE more characteristic of the Corporation’s C&I portfolio as, in general, the client’s primary source of repayment is the cash flow from the operating entity occupying the commercial real estate property.

Our C&I portfolio increased $252.5 million, or 29.6%, to $1.106 billion at December 31, 2023 from $853.3 million at December 31, 2022. The Corporation experienced significant C&I loan growth in 2023, due to growth across products and geographies. Management believes the investment in the Corporation’s C&I product lines has positioned the Corporation for strong and sustainable growth in 2024 and beyond.

We continue to actively pursue C&I loans across the Corporation as this segment of our loan and lease portfolio provides an attractive yield commensurate with an appropriate level of credit risk and creates opportunities for in-market deposit, treasury management, and private wealth management relationships which generate additional fee revenue. Underwriting of new credit is primarily through approval from a serial sign-off or committee process and is a key component of our operating philosophy. Business development officers have no individual lending authority limits, and thus, a significant portion of our new credit extensions require approval from a loan approval committee regardless of the type of loan or lease, or the related complexities of each proposal. To monitor the ongoing credit quality of our loans and leases, each credit is evaluated for proper risk rating using a nine grade risk rating system at the time of origination, subsequent renewal, evaluation of updated financial information from our borrowers, or as other circumstances dictate.

While we continue to experience significant competition from banks operating in our primary geographic areas, we remain committed to our underwriting standards and will not deviate from those standards for the sole purpose of growing our loan and lease portfolio. We continue to expect our new loan and lease activity to be adequate to replace normal amortization, allowing us to continue growing in future years.

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The following table presents information concerning the composition of the Bank’s consolidated loans and leases receivable.

As of December 31,
20232022
Amount Outstanding% of Total Loans and LeasesAmount Outstanding% of Total Loans and Leases
(Dollars in Thousands)
Commercial real estate:
Commercial real estate — owner occupied$256,4799.0%$268,35411.0%
Commercial real estate — non-owner occupied773,49427.1687,09128.1
Construction193,0806.8218,7519.0
Multi-family450,52915.8350,02614.3
1-4 family26,2890.917,7280.7
Total commercial real estate1,699,87159.61,541,95063.1
Commercial and industrial1,105,83538.8853,32734.9
Consumer and other44,3121.647,9382.0
Total gross loans and leases receivable2,850,018100.0%2,443,215100.0%
Less:
Allowance for credit losses31,27524,230
Deferred loan fees and costs, net(243)149
Loans and leases receivable, net$2,818,986$2,418,836

Below is a view of selected loan portfolios disaggregated by North American Industry Classification (“NAICs”) code as of December 31, 2023:

Real EstateWholesale and ManufacturingRetail and HospitalityTransportation and WarehousingOtherTotal
Commercial real estate — owner occupied4%27%18%17%34%100%
Commercial real estate — non-owner occupied75% (1)1%10%2%12%100%
Commercial and industrial4%26%21%12%37%100%

(1) Includes approximately $252.9 million of office real estate, or 10% of gross loans.

See Asset Quality for further discussion of industry-specific risks.

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The following table shows the scheduled contractual maturities of the Bank’s consolidated gross loans and leases receivable, as well as the dollar amount of such loans and leases which are scheduled to mature after one year and have fixed or adjustable interest rates, as of December 31, 2023.

Amounts DueInterest Terms On Amounts Due after One Year
In One Year or LessAfter One Year through Five YearsAfter Five YearsTotalFixed RateVariable Rate
(In Thousands)
Commercial real estate:
Owner-occupied$20,274$137,966$98,239$256,479$191,383$44,822
Non-owner occupied96,300364,249312,945773,494325,712351,483
Construction48,65277,20367,225193,08022,604121,825
Multi-family25,669162,554262,306450,529102,604322,256
1-4 family1,14011,51413,63526,28918,7086,440
Commercial and industrial306,864665,954133,0171,105,835241,606557,364
Consumer and other9,99233,88643444,31228,4525,868
$508,891$1,453,326$887,801$2,850,018$931,069$1,410,058

Commercial Real Estate. The Bank originates owner-occupied and non-owner-occupied commercial real estate loans which have fixed or adjustable rates and generally terms of three to 10 years and amortizations of up to 30 years on existing commercial real estate. The Bank also originates loans to construct commercial properties and complete land development projects. The Bank’s construction loans generally have terms of six to 24 months with fixed or adjustable interest rates and fees that are due at the time of origination. Loan proceeds are disbursed in increments as construction progresses and as project inspections warrant.

The repayment of commercial real estate loans generally is dependent on sufficient income from the occupants of properties securing the loans to cover operating expenses and debt service. Payments on commercial real estate loans are often dependent on external market conditions impacting the successful operation or development of the property or business involved. Therefore, repayment of such loans is often sensitive to conditions in the real estate market or the general economy, which are outside the borrower’s control. In the event that the cash flow from the property is reduced, the borrower’s ability to repay the loan could be negatively impacted. The deterioration of one or a few of these loans could cause a material increase in our level of nonperforming loans, which would result in a loss of revenue from these loans and could result in an increase in the provision for credit losses and an increase in charge-offs, all of which could have a material adverse impact on our net income. Additionally, many of these loans have real estate as a primary or secondary component of collateral. The market value of real estate can fluctuate significantly in a short period of time as a result of economic conditions. Adverse developments affecting real estate values in one or more of our markets could impact collateral coverage associated with the commercial real estate segment of our portfolio, possibly leading to increased specific reserves or charge-offs, which would adversely affect profitability.

Commercial and Industrial. The Bank’s commercial and industrial loan portfolio is comprised of loans for a variety of purposes which principally are secured by inventory, accounts receivable, equipment, machinery, and other corporate assets and are advanced within limits prescribed by our loan policy. The majority of such loans are secured and typically backed by personal guarantees of the owners of the borrowing business. Of the $1.106 billion of C&I loans outstanding as of December 31, 2023, $464.3 million were conventional C&I loans and $728.0 million were originated by the FBSF subsidiary. FBSF products consists of equipment financing, asset-based lending, accounts receivable financing, and floorplan financing.

Consumer and Other. The Bank originates a small amount of consumer loans consisting of home equity, first and second mortgages, and other personal loans for professional and executive clients of the Bank.

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Asset Quality

Non-performing loans and leases increased $16.9 million, or 462.9%, to $20.6 million at December 31, 2023 compared to $3.7 million at December 31, 2022. Our total non-performing assets consisted of the following:

As of December 31,
20232022
(Dollars in Thousands)
Non-performing loans and leases
Commercial real estate:
Commercial real estate – owner occupied$$
Commercial real estate – non-owner occupied
Construction
Multi-family
1-4 family2230
Total non-performing commercial real estate2230
Commercial and industrial20,5753,629
Consumer and other
Total non-accrual loans and leases20,5973,659
Repossessed assets, net24795
Total non-performing assets$20,844$3,754
Total non-performing loans and leases to gross loans and leases0.72%0.15%
Total non-performing assets to gross loans and leases plus repossessed assets, net0.73%0.15%
Total non-performing assets to total assets0.59%0.13%
Allowance for credit losses to gross loans and leases1.16%0.99%
Allowance for credit losses to non-performing loans and leases160.21%662.20%

As noted in the table above, non-performing assets consisted of non-performing loans and leases and repossessed assets totaling $20.8 million, or 0.59% of total assets, as of December 31, 2023, an increase in non-performing assets of $17.1 million, or 455.2%, from December 31, 2022. As of December 31, 2023 and 2022, our allowance for credit losses to total non-performing loans and leases was 160.21% and 662.20%, respectively. The increase in non-performing assets was primarily due to one fully-collateralized, $8.8 million ABL loan which defaulted in the second quarter 2023. Excluding the ABL loan, non-performing assets totaled $12.0 million, or 0.34% of total assets. The liquidation process has transitioned into Chapter 7 bankruptcy, likely delaying final resolution until the second half of 2024. The Corporation’s ABL loans are rigorously underwritten and fully collateralized, historically resulting in no losses in the event of a default. Another driver in non-performing assets, is an increase in defaults in Equipment Finance driven by transportation and logistics borrowers, which management believes is consistent with the cyclical nature of this industry.

We use a wide variety of available metrics to assess the overall asset quality of the portfolio and no one metric is used independently to make a final conclusion as to the asset quality of the portfolio. Non-performing assets as a percentage of total assets increased to 0.59% at December 31, 2023 from 0.13% at December 31, 2022. As of December 31, 2023, 99.20% of loans were current compared to 99.8% as of December 31, 2022. The decrease in current status is primarily driven by higher past-due Equipment Finance borrowers.

We reviewed loans and leases with exposure to certain industries:

•Transportation and Logistics, Equipment Finance - 2% of total loans - Management considered the following: 7% of Equipment Finance Transportation loans are rated Category IV and defaults from these borrowers are driving an increase in charge-offs and new reserves. Based on our reserve methodology for individually and collectively evaluated loans, we believe our reserves related to this industry to be appropriate

•Transportation and Logistics, other than Equipment Finance - 4% of total loans - Management considered the following: Less than 1% of the Transportation loans outside of Equipment Finance are rated Category IV. Collateral on these loans includes commercial real estate, business assets, and equipment. Based on these and other borrower-specific considerations, no additional reserve requirements were identified.

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•Office, Commercial Real Estate - 10% of total loans - Management considered the following: office exposure is concentrated in the Wisconsin markets where local market vacancy rates are below national rates, a majority of the loan maturity dates are beyond 2031 with the borrower paying a fixed rate, either directly or through an interest rate swap, and there are no non-performing loans in the portfolio. Based on these and other borrower-specific considerations, no additional reserve requirements were identified.

•Multifamily, Commercial Real Estate - 16% of total loans - Management considered the following: multifamily exposure is concentrated in the Wisconsin markets where local market vacancy rates are below national rates, a majority of the loan maturity dates are beyond 2029 with the borrower paying a fixed rate, either directly or through an interest rate swap, and there are no non-performing loans in the portfolio. Based on these and other borrower-specific considerations, no additional reserve requirements were identified.

We also monitor asset quality through our established categories as defined in Note 4 – Loans, Leases Receivable, and Allowance for Credit Losses of the Consolidated Financial Statements. As we continue to actively monitor the credit quality of our loan and lease portfolios, we may identify additional loans and leases for which the borrowers or lessees are having difficulties making the required principal and interest payments based upon factors including, but not limited to, the inability to sell the underlying collateral, inadequate cash flow from the operations of the underlying businesses, liquidation events, or bankruptcy filings. We are proactively working with our non-performing loan borrowers to find meaningful solutions to difficult situations that are in the best interests of the Bank.

Additional information about non-performing loans is as follows:

As of December 31,
20232022
(In Thousands)
Individually evaluated loans and leases with no specific reserves required$9,691$1,067
Individually evaluated loans and leases with specific reserves required10,9062,592
Total individually evaluated loans and leases20,5973,659
Less: Specific reserve (included in allowance for credit losses)5,9901,650
Net non-performing loans and leases$14,607$2,009
Average non-performing loans and leases$10,450$4,899
For the years ended December 31,
20232022
(In Thousands)
Foregone interest income attributable to non-performing loans and leases$1,431$400
Less: Interest income recognized on non-performing loans and leases2661,436
Net foregone interest income on non-performing loans and leases$1,165$(1,036)

Loans and leases with no specific reserves represent non-performing loans where the collateral, less cost to sell, equals or exceeds the net realizable value of the loan. As part of the underwriting process, as well as our ongoing monitoring efforts, we evaluate sufficiency of collateral to protect our interest in the related loan or lease. As a result of this practice, a significant portion of our outstanding balance of non-performing loans or leases may not require additional specific reserves or require only a minimal amount of required specific reserve. Management is proactive in recording charge-offs to bring loans to their net realizable value in situations where it is determined with certainty that we will not recover the entire amount of our principal. This practice may lead to a lower allowance for credit loss to non-performing loans and leases ratio as compared to our peers or industry expectations.

In 2023, as well as in all previous reporting periods, there were no loans over 90 days past due and still accruing interest. Loans and leases greater than 90 days past due are considered non-performing and are placed on non-accrual status. Cash received while a loan or a lease is on non-accrual status is generally applied solely against the outstanding principal. If collectability of the contractual principal and interest is not in doubt, payments received may be applied to both interest due on a cash basis and principal.

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Allowance for Credit Losses

The allowance for credit losses (“ACL”) increased $7.0 million, or 29.1%, to $31.3 million as of December 31, 2023 from $24.2 million as of December 31, 2022. A summary of the activity in the ACL, inclusive of reserves for unfunded credit commitments, follows:

Year Ended December 31,
20232022
(Dollars in Thousands)
Allowance at beginning of period$24,230$24,336
Impact of adoption of ASC 3261,818
Charge-offs:
Commercial real estate
Commercial real estate — owner occupied
Commercial real estate — non-owner occupied
Construction
Multi-family
1-4 family
Commercial and industrial(1,781)(909)
Consumer and other(70)
Total charge-offs(1,781)(979)
Recoveries:
Commercial real estate
Commercial real estate — owner occupied84,260
Commercial real estate — non-owner occupied12
Construction
Multi-family
1-4 family40
Commercial and industrial479437
Consumer and other2042
Total recoveries5484,741
Net charge-offs(1,233)3,762
Provision for credit losses8,182(3,868)
Allowance at end of period$32,997$24,230
Net charge-offs as a percent of average gross loans and leases0.05%(0.16)%

During the first quarter of 2023, the Corporation adopted ASU 2016-13, including the CECL methodology for estimating the ACL. This standard was adopted using a modified retrospective approach on January 1, 2023, resulting in a $484,000 increase to the ACL and a $1.3 million increase to the unfunded credit commitments reserve. In addition to the adoption of ASU 2016-13, the increase in ACL as a percent of gross loans and leases was principally due to increase in specific reserves and changes to quantitative and qualitative model factors.

During the year ended December 31, 2023, the Corporation recorded net charge-offs on non-performing loans and leases of approximately $1.2 million, which included $1.8 million of charge-offs and $548,000 of recoveries. During the year ended December 31, 2022, we recorded net recoveries on non-performing loans and leases of approximately $3.8 million, which included $979,000 of charge-offs and $4.7 million of recoveries.

The Corporation recognized $8.2 million provision expense for the year ended December 31, 2023, compared to $3.9 million provision benefit for the year ended December 31, 2022. The provision expense for the year ended December 31, 2023 was primarily due to a $4.3 million increase in the specific reserves on individually evaluated loans and a $3.7 million increase in the general reserve due to loan growth. These increases were partially offset by a $1.5 million reduction in the general reserve from improving historical loss rates.

The increase in ACL was primarily driven by loan growth and net increase in specific reserves on loans in Equipment Finance and SBA within the Commercial and Industrial portfolio. Equipment Finance had higher defaults from borrowers in the

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transportation and logistics industry which management believes is consistent with the cyclical nature of this industry. Given current economic conditions, the Corporation expects continued stress within this group of borrowers in 2024.

As a result of our review process, we have concluded an appropriate ACL for the loan and lease portfolio is $33.0 million, or 1.16% of gross loans and leases, at December 31, 2023. However, given ongoing complexities with current workout situations and the uncertainty surrounding future economic conditions, further charge-offs, and increased provisions for credit losses may be recorded if additional facts and circumstances lead us to a different conclusion.

The table below shows our allocation of the allowance for loan losses by loan portfolio segments. The allocation of the allowance by segment is management’s best estimate of the inherent risk in the respective loan portfolio as described in Allowance for Credit Losses in the Critical Accounting Policies and Estimates section. Despite the specific allocation noted in the table below, the entire allowance is available to cover any loss.

As of December 31,
20232022
Balance(a)Balance(a)
(Dollars in Thousands)
Loan and lease portfolios:
Commercial real estate$12,1700.72%$12,5600.81%
Commercial and industrial18,7101.6911,1281.30
Consumer and other3950.895421.13
Total allowance for loan losses$31,2751.10%$24,2300.99%
Reserve for unfunded credit commitments (b)$1,722$
Total allowance for credit losses$32,9971.16%$24,2300.99%

(a)Allowance for credit losses category as a percentage of total loans by category.

(b)Not required prior to adoption of ASC 326 on January 1, 2023

The change in ACL as a percentage of gross loans and leases for the portfolios was due to additional specific reserves in Commercial and industrial and change in quantitative factors in all portfolios in the adoption of ASC 326. Although we believe the ACL was appropriate based on the current level of loan and lease delinquencies, non-accrual loans and leases, trends in charge-offs, economic conditions, and other factors as of December 31, 2023, there can be no assurance that future adjustments to the allowance will not be necessary.

Deposits

As of December 31, 2023, deposits increased by $628.6 million to $2.797 billion from $2.168 billion at December 31, 2022. The increase in deposits was primarily due to increases in wholesale deposits and transaction accounts of $255.5 million and $227.0 million, respectively. The large increase in wholesale deposits is primarily driven by a shift from FHLB advances to wholesale deposits to manage interest rate risk and liquidity by utilizing the most efficient and cost-effective source of wholesale funds to match-fund our fixed-rate loan portfolio. In addition, certificates of deposit and money market accounts increased by $133.4 million and $12.7 million, respectively. Both transaction and money market accounts increased due to the successful execution of client deposits initiatives and change in client preferences. Additionally, certificate of deposit accounts saw an increase primarily due to a change in client interest rate expectations.

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The following table presents the composition of the Bank’s consolidated deposits.

As of December 31,
20232022
Balance% of Total DepositsBalance% of Total Deposits
(Dollars in Thousands)
Non-interest-bearing transaction accounts$445,37615.9%$537,10724.8%
Interest-bearing transaction accounts895,31932.0576,60126.6
Money market accounts711,24525.4698,50532.2
Certificates of deposit287,13110.3153,7577.1
Wholesale deposits457,70816.4202,2369.3
Total deposits$2,796,779100.0%$2,168,206100.0%
Uninsured deposits994,687967,465
Less: uninsured deposits collateralized by pledged assets17,05114,326
Total uninsured, net of collateralized deposits$977,63635.0%$953,13944.0%

Period-end deposit balances associated with in-market relationships will fluctuate based upon maturity of time deposits, client demands for the use of their cash, and our ability to service and maintain existing and new client relationships. Deposits continue to be the primary source of the Bank’s funding for lending and other investment activities. A variety of accounts are designed to attract both short- and long-term deposits. These accounts include non-interest-bearing transaction accounts, interest-bearing transaction accounts, money market accounts, and certificates of deposit. Deposit terms offered by the Bank vary according to the minimum balance required, the time period the funds must remain on deposit, the rates and products offered by competitors, and the interest rates charged on other sources of funds, among other factors. Our Bank’s in-market deposits are obtained primarily from the South Central, Northeast and Southeast regions of Wisconsin and the greater Kansas City Metro.

We measure the success of in-market deposit gathering efforts based on the average balances of our deposit accounts rather than ending balances due to the volatility of some of our larger relationships. Average in-market deposits for the year ended December 31, 2023 were approximately $2.098 billion, or 75.0% of total bank funding. Total bank funding is defined as total deposits plus FHLB advances. This compares to average in-market deposits of $1.929 billion, or 80.6% of total bank funding, for 2022. Refer to Note 9 - Deposits in the Consolidated Financial Statements for additional information regarding our deposit composition.

The following table sets forth the amount and maturities of the Bank’s certificates of deposit and term wholesale deposits at December 31, 2023.

Interest RateThree Months and LessOver Three Months Through Six MonthsOver Six Months Through Twelve MonthsOver Twelve MonthsTotal
(In Thousands)
0.00% to 0.99%$712$$233$408$1,353
1.00% to 1.99%1762,0842,260
2.00% to 2.99%2,3325,1952,55210,079
3.00% to 3.99%10,1852,50748439,10352,279
4.00% to 4.99%110,40017,12013,181116,131256,832
5.00% and greater317,80521,00533,226372,036
$441,434$40,808$54,403$158,194$694,839

At December 31, 2023, time deposits included $120.2 million of certificates of deposit and wholesale deposits in denominations greater than or equal to $250,000. Of these certificates, $87.7 million are scheduled to mature in three months or less, $5.5 million in greater than three through six months, $24.5 million in greater than six through twelve months and $2.5 million in greater than twelve months.

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Of the total time deposits outstanding as of December 31, 2023, $536.6 million are scheduled to mature in 2024, $19.1 million in 2025, $50.4 million in 2026, $73.8 million in 2027, and $12.8 million in 2028. As of December 31, 2023, we have no wholesale certificates of deposit which the Bank has the right to call prior to the scheduled maturity.

Borrowings

We had total borrowings of $330.9 million as of December 31, 2023, a decrease of $125.9 million, or 27.6%, from $456.8 million at December 31, 2022. The Bank utilized more wholesale deposits in lieu of FHLB advances to manage interest rate risk and liquidity by utilizing the most efficient and cost-effective source of wholesale funds to match-fund our fixed-rate loan portfolio. Total wholesale funding as a percentage of total bank funding was 25.2% as of December 31, 2023 compared to 25.1% as of December 31, 2022. Total bank funding is defined as total deposits plus FHLB advances.

As of December 31, 2023, the Corporation had $20,000 of other borrowings, which consisted of sold tax credit investments accounted for as secured borrowings because they did not qualify for true sale accounting. As of December 31, 2022, the Corporation had other borrowings of $6.1 million which consisted of sold loans accounted for as secured borrowings because they did not qualify for true sale accounting.

Consistent with our funding philosophy to manage interest rate risk, we will use the most efficient and cost effective source of wholesale funds. We utilize FHLB advances to the extent we maintain an adequate level of excess borrowing capacity for liquidity and contingency funding purposes and pricing remains favorable in comparison to the wholesale deposit alternative. We will use FHLB advances and/or brokered certificates of deposit in specific maturity periods needed, typically three to five years, to match-fund fixed rate loans and effectively mitigate the interest rate risk measured through our asset/liability management process and to support asset growth initiatives while taking into consideration our operating goals and desired level of usage of wholesale funds. Please refer to the section titled Liquidity and Capital Resources, below, for further information regarding our use and monitoring of wholesale funds.

The following table sets forth the outstanding balances, weighted average balances, and weighted average interest rates for our borrowings (short-term and long-term) as indicated.

December 31, 2023December 31, 2022
BalanceWeighted Average BalanceWeighted Average RateBalanceWeighted Average BalanceWeighted Average Rate
(Dollars in Thousands)
Federal funds purchased$$35.37%$$147.42%
FHLB advances281,500351,9902.52416,380414,1911.70
Line of credit387.26852.78
Other borrowings206008.336,0888,6245.23
Subordinated notes payable49,39638,2505.1634,34035,0955.06
Junior subordinated notes(1)2,42920.75
$330,916$390,8812.79$456,808$460,4382.12

(1)     Weighted average rate of junior subordinated notes reflects the accelerated amortization of subordinated debt issuance costs as a result of the early redemption of the junior subordinated notes during the first quarter of 2022.

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A summary of annual maturities of borrowings at December 31, 2023 is as follows:

(In Thousands)
Maturities during the year ended December 31,
2024$120,520
202548,000
202665,000
202728,000
2028
Thereafter69,396
$330,916

The Corporation issued new subordinated debentures as of September 29, 2023. The aggregate principal amount of the newly issued subordinated debentures was $15.0 million which qualified as Tier 2 capital. The subordinated debentures bear a fixed interest rate of 8.0% with a maturity date of September 29, 2033. The Corporation may, at its option, redeem the debentures, in whole or part, at any time after the fifth anniversary of issuance.

Refer to Note 10 – FHLB Advances, Other Borrowings and Subordinated Notes and Debentures in the Consolidated Financial Statements for additional information on the terms of Corporation’s current debt instruments.

Stockholders’ Equity

As of December 31, 2023, stockholders’ equity was $289.6 million, or 8.26% of total assets, compared to stockholders’ equity of $260.6 million, or 8.76% of total assets, as of December 31, 2022. Stockholders’ equity increased by $28.9 million during the year ended December 31, 2023 attributable to net income of $37.0 million for the year ended December 31, 2023, partially offset by preferred and common stock dividend declarations of $875,000 and $7.6 million, respectively, and stock repurchases of $2.0 million of the $5.0 million authorized under the repurchase program discussed below.

On March 4, 2022, the Corporation issued 12,500 shares, or $12.5 million in aggregate liquidation preference, of 7.0% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, with a liquidation preference of $1,000 per share (the “Series A Preferred Stock”) in a private placement to institutional investors. The net proceeds received from the issuance of the Series A Preferred Stock were $12.0 million.

The Corporation expects to pay dividends on the Series A Preferred Stock when and if declared by its Board, at a fixed rate of 7.0% per annum, payable quarterly, in arrears, on March 15, June 15, September 15 and December 15 of each year up to, but excluding, March 15, 2027. For each dividend period from and including March 15, 2027, dividends will be paid at a floating rate of Three-Month Term SOFR plus a spread of 539 basis points per annum. During the year ended December 31, 2023, the Corporation paid $875,000 in preferred cash dividends. The Series A Preferred Stock is perpetual and has no stated maturity. The Corporation may redeem the Series A Preferred Stock at its option at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends (without regard to any undeclared dividends), subject to regulatory approval, on or after March 15, 2027 or within 90 days following a regulatory capital treatment event, in accordance with the terms of the Series A Preferred Stock.

On January 27, 2023, the Board of Directors of the Corporation approved a share repurchase program. The program authorized the repurchase by the Corporation of up to $5 million of its total outstanding shares of common stock over a period of approximately twelve months, ending January 31, 2024. As of December 31, 2023, the Corporation had repurchased a total of 65,112 shares for approximately $2.0 million at an average cost of $30.72 per share. At this time, the Corporation does not expect to adopt a new plan to replace the recently expired plan due to strong balance sheet growth.

Under the recently expired share repurchase program, authorized the repurchase of shares from time to time in the open market or negotiated transactions at prevailing market rates, or by other means in accordance with federal securities laws.

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LIQUIDITY AND CAPITAL RESOURCES

The Corporation expects to meet its liquidity needs through existing cash on hand, established cash flow sources, its third party senior line of credit, and dividends received from the Bank. While the Bank is subject to certain generally applicable regulatory limitations regarding its ability to pay dividends to the Corporation, we do not believe that the Corporation will be adversely affected by these dividend limitations. The Corporation’s principal liquidity requirements at December 31, 2023 were the interest payments due on subordinated notes and cash dividends payable to both common and preferred stockholders. During 2023 and 2022, FBB declared and paid dividends totaling $12.1 million and $2.0 million, respectively. The capital ratios of the Bank met all applicable regulatory capital adequacy requirements in effect on December 31, 2023, and continue to meet the heightened requirements imposed by Basel III, including the capital conservation buffer. The Corporation’s Board and management teams adhere to the appropriate regulatory guidelines on decisions which affect their capital positions, including but not limited to, decisions relating to the payment of dividends and increasing indebtedness.

The Bank maintains liquidity by obtaining funds from several sources. The Bank’s primary source of funds are principal and interest payments on loans receivable and mortgage-related securities, deposits, and other borrowings, such as federal funds and FHLB advances. The scheduled payments of loans and mortgage-related securities are generally a predictable source of funds. Deposit flows and loan prepayments, however, are greatly influenced by general interest rates, economic conditions, and competition.

We view readily accessible liquidity as a critical element to meet our cash and collateral obligations. We define our readily accessible liquidity as the total of our short-term investments, our unencumbered securities available-for-sale, and our unencumbered pledged loans. As of December 31, 2023 and 2022, our readily accessible liquidity was $734.4 million and $449.6 million, respectively. At December 31, 2023 and 2022, the Bank had $106.8 million and $76.5 million on deposit with the FRB recorded in short-term investments, respectively. Any excess funds not used for loan funding or satisfying other cash obligations were maintained as part of our readily accessible liquidity in our interest-bearing accounts with the FRB, as we value the safety and soundness provided by the FRB. We plan to utilize excess liquidity to fund loan and lease portfolio growth, pay down maturing debt, pay down FHLB advances, allow run off of maturing wholesale certificates of deposit or to invest in securities to maintain adequate liquidity at an improved margin.

We had $739.2 million of outstanding wholesale funds at December 31, 2023, compared to $618.6 million of wholesale funds as of December 31, 2022, which represented 24.0% and 23.9%, respectively, of period end total bank funding. Wholesale funds include FHLB advances, brokered certificates of deposit, and deposits gathered from internet listing services. Total bank funding is defined as total deposits plus FHLB advances. We are committed to raising in-market deposits while utilizing wholesale funds to match-fund our loan portfolio and mitigate interest rate risk. Wholesale funds continue to be an efficient and cost effective source of funding for the Bank and allows it to gather funds across a larger geographic base at price levels and maturities that are more attractive than local time deposits when required to raise a similar level of in-market deposits within a short time period. Access to such deposits and borrowings allows us the flexibility to refrain from pursuing less desirable deposit relationships. In addition, the administrative costs associated with wholesale funds are considerably lower than those that would be incurred to administer a similar level of local deposits with a similar maturity structure. During the time frames necessary to accumulate wholesale funds in an orderly manner, we will use short-term FHLB advances to meet our temporary funding needs. The short-term FHLB advances will typically have terms of one week to one month to cover the overall expected funding demands.

Period-end in-market deposits increased $373.1 million, or 19.0%, to $2.339 billion at December 31, 2023 from $1.966 billion at December 31, 2022 as in-market deposit balances increased due to successful business development efforts, partially offset by deposit movement from money market accounts to, alternative investment options, and clients funding their normal course of business. Our in-market relationships continue to grow; however, deposit balances associated with those relationships will fluctuate. We expect to establish new client relationships and continue marketing efforts aimed at increasing the balances in existing clients’ deposit accounts. Nonetheless, we will continue to use wholesale funds in specific maturity periods, typically three to five years, needed to effectively mitigate the interest rate risk measured through our asset/liability management process or in shorter time periods if in-market deposit balances decline. In order to provide for ongoing liquidity and funding, substantially all of our wholesale funds are certificates of deposit which do not allow for withdrawal at the option of the depositor before the stated maturity (with the exception of deposits accumulated through the internet listing service which have the same early withdrawal privileges and fees as do our other in-market deposits) and FHLB advances with contractual maturity terms and no call provisions. The Bank limits the percentage of wholesale funds to total bank funds in accordance with liquidity policies approved by its Board. The Bank was in compliance with its policy limits as of December 31, 2023.

The Bank was able to access the wholesale funding market as needed at rates and terms comparable to market standards during the year ended December 31, 2023. In the event that there is a disruption in the availability of wholesale funds at maturity, the Bank has managed the maturity structure, in compliance with our approved liquidity policy, so at least one year of maturities could be funded through readily available liquidity. These potential funding sources include deposits maintained at

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the FRB or Federal Reserve Discount Window utilizing currently unencumbered securities and acceptable loans as collateral. As of December 31, 2023, the available liquidity was in excess of the stated policy minimum. We believe the Bank will also have access to the unused federal funds lines, cash flows from borrower repayments, and cash flows from security maturities. The Bank also has the ability to raise local market deposits by offering attractive rates to generate the level required to fulfill its liquidity needs.

The Corporation maintains a shelf registration with the Securities and Exchange Commission that would allow the Corporation to offer and sell, from time to time and in one or more offerings, up to $75.0 million in aggregate initial offering price of common and preferred stock, debt securities, warrants, subscription rights, units, or depository shares, or any combination thereof.

The Bank is required by federal regulation to maintain sufficient liquidity to ensure safe and sound operations. We believe that the Bank has sufficient liquidity to match the balance of net withdrawable deposits and short-term borrowings in light of present economic conditions and deposit flows.

During the year ended December 31, 2023, operating activities resulted in a net cash inflow of $52.3 million driven by net income of $37.0 million. Net cash used in investing activities for the year ended December 31, 2023 was $506.8 million which consisted of $408.6 million in cash outflows to fund net loan growth and $75.7 million in net cash outflows to purchase available-for-sale securities. Net cash provided by financing activities for the year ended December 31, 2023 was $491.4 million. Financing cash flows included a $628.6 million net increase in deposits and a $134.9 million net increase in FHLB advances, partially offset by cash dividends paid of $7.6 million, and share repurchases of $3.0 million, respectively.

Refer to Note 12 - Regulatory Capital for additional information regarding the Corporation’s and the Bank’s capital ratios and the ratios required by their federal regulators at December 31, 2023 and 2022.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. By their nature, changes in these assumptions and estimates could significantly affect the Corporation’s financial position or results of operations. Actual results could differ from those estimates. Discussed below are certain policies that are critical to the Corporation. We view critical accounting policies to be those which are highly dependent on subjective or complex judgments, estimates and assumptions, and where changes in those estimates and assumptions could have a significant impact on the financial statements.

Allowance for Credit Losses. Management believes the determination of the ACL involves a high degree of judgment and complexity than its other significant accounting policies. The ACL is calculated with the objective of maintaining a reserve level believed by management to be sufficient to absorb estimated credit losses over the life of an asset or an off-balance sheet credit exposure. Management’s determination of the adequacy of the ACL is based on periodic evaluations of past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. However, this evaluation has subjective components requiring material estimates, including expected default probabilities, the expected loss given default, the amounts and timing of expected future cash flows, and estimated losses based on historical loss experience and forecasted economic conditions. All of these factors may be susceptible to significant change. To the extent that actual results differ from management estimates, additional provisions for credit losses may be required that would adversely impact earnings in future periods. The ACL represents our recognition of the risks of extending credit and our evaluation of the quality of the loan and lease portfolio and as such, requires the use of judgment as well as other systematic objective and quantitative methods which may include additional assumptions and estimates.

One of the most significant judgments impacting the ACL estimate is the economic forecast for United States national unemployment and United States national GDP. Changes in the economic forecast could significantly affect the estimated credit losses which could potentially lead to materially different allowance levels from one reporting period to the next.

Loans that no longer conform to the risk characteristics of any pool are evaluated individually. This includes all non-performing loans and may also include other loans that management identifies as non-conforming. Reserves on individually-evaluated loans are estimated based on one or a combination of estimates of fair value of the underlying collateral less cost to sell, seniority of the Bank’s claim, and borrower repayment forecasts. For loans and leases less than $1,000,000 in the Equipment Finance pool, the recovery value is based on historical experience rather than specific asset appraisals.

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Management also evaluates debt securities for credit losses when a default or decline in fair value is identified.

See Note 1 – Nature of Operations and Summary of Significant Accounting Policies, Note 3 Securities, and Note 4 – Loans, Leases Receivable, and Allowance for Credit Losses in the Consolidated Financial Statements for further discussion of the ACL.

We also continue to exercise our legal rights and remedies as appropriate in the collection and disposal of non-performing assets, and adhere to rigorous underwriting standards in our origination process in order to achieve strong asset quality. Although we believe that the ACL was appropriate as of December 31, 2023 based upon the evaluation of loan and lease delinquencies, non-performing assets, charge-off trends, economic conditions, and other factors, there can be no assurance that future adjustments to the allowance will not be necessary.

Goodwill Impairment Assessment.  Goodwill is not amortized but, instead, is subject to impairment tests on at least an annual basis, and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount, including goodwill. The Corporation conducted its annual impairment test as of July 1, 2023, utilizing a qualitative assessment, and concluded that it was more likely than not the estimated fair value of the reporting unit exceeded its carrying value, resulting in no impairment. Although no goodwill impairment was noted, there can be no assurances that future goodwill impairment will not occur. See Note 1 – Nature of Operations and Summary of Significant Accounting Policies for the Corporation's accounting policy on goodwill and see Note 7 – Goodwill and Intangible Assets in the Consolidated Financial Statements for a detailed discussion of the factors considered by management in the assessment.

Income Taxes. The Corporation and its wholly owned subsidiaries file a consolidated federal income tax return and a combined Wisconsin state tax return. Deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The determination of current and deferred income taxes is based on complex analysis of many factors, including the interpretation of federal and state income tax laws, the difference between the tax and financial reporting basis of assets and liabilities (temporary differences), estimates of amounts currently due or owed, such as the timing of reversals of temporary differences, and current accounting standards. We apply a more likely than not approach to each of our tax positions when determining the amount of tax benefit to record in our Consolidated Financial Statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

We have made our best estimate of valuation allowances utilizing available evidence and evaluation of sources of taxable income including tax planning strategies and expected reversals of timing differences to determine if valuation allowances were needed for deferred tax assets. Realization of deferred tax assets over time is dependent on our ability to generate sufficient taxable earnings in future periods and a valuation allowance may be necessary if management determines that it is more likely than not that the deferred asset will not be utilized. These estimates and assumptions are subject to change. Changes in these estimates and assumptions could adversely affect future consolidated results of operations. The Corporation believes the tax assets and liabilities are properly recorded in the Consolidated Financial Statements. See also Note 16 – Income Taxes in the Consolidated Financial Statements.

The Corporation also invests in certain development entities that generate federal and state historic and low income housing tax credits. The tax benefits associated with these investments are accounted for either under the flow-through method, equity method, or proportional amortization method and are recognized when the respective project is placed in service or over the investment term.

The federal and state taxing authorities who make assessments based on their determination of tax laws may periodically review our interpretation of federal and state income tax laws. Tax liabilities could differ significantly from the estimates and interpretations used in determining the current and deferred income tax liabilities based on the completion of examinations by taxing authorities.

FY 2022 10-K MD&A

SEC filing source: 0001521951-23-000028.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-02-22. Report date: 2022-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

When used in this report the words or phrases “may,” “could,” “should,” “hope,” “might,” “believe,” “expect,” “plan,” “assume,” “intend,” “estimate,” “anticipate,” “project,” “likely,” or similar expressions are intended to identify “forward-looking statements.” Such statements are subject to risks and uncertainties, including among other things:

•Adverse changes in the economy or business conditions, either nationally or in our markets, including, without limitation, inflation, supply chain issues, labor shortages, wage pressures, and the adverse effects of the COVID-19 pandemic on the global, national, and local economy.

•Competitive pressures among depository and other financial institutions nationally and in our markets.

•Increases in defaults by borrowers and other delinquencies.

•Our ability to manage growth effectively, including the successful expansion of our client support, administrative infrastructure, and internal management systems.

•Fluctuations in interest rates and market prices.

•Changes in legislative or regulatory requirements applicable to us and our subsidiaries.

•Changes in tax requirements, including tax rate changes, new tax laws, and revised tax law interpretations.

•Fraud, including client and system failure or breaches of our network security, including our internet banking activities.

•Failure to comply with the applicable SBA regulations in order to maintain the eligibility of the guaranteed portions of SBA loans.

These risks, together with the risks identified in Item 1A — Risk Factors, could cause actual results to differ materially from what we have anticipated or projected. These risk factors and uncertainties should be carefully considered by our stockholders and potential investors. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date made.

Where any such forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statement, we caution that, while our management believes such assumptions or bases are reasonable and are made in good faith, assumed facts or bases can vary from actual results, and the differences between assumed facts or bases and actual results can be material, depending on the circumstances. Where, in any forward-looking statement, an expectation or belief is expressed as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

We do not intend to, and specifically disclaim any obligation to, update any forward-looking statements.

The following discussion and analysis is intended as a review of significant events and factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the Consolidated Financial Statements and the Notes thereto.

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Overview

We are a registered bank holding company incorporated under the laws of the State of Wisconsin and are engaged in the commercial banking business through our wholly-owned banking subsidiary, FBB. All of our operations are conducted through FBB and First Business Specialty Finance, LLC (“FBSF”), a wholly-owned subsidiary of FBB. FBB operates as a business bank, delivering a full line of commercial banking products and services tailored to meet the specific needs of small and medium-sized businesses, business owners, executives, professionals, and high net worth individuals. Our products and services are focused on business banking, private wealth, and bank consulting. Within business banking, we offer commercial lending, asset-based lending, accounts receivable financing, equipment financing, floorplan financing, vendor financing, Small Business Administration (“SBA”) lending and servicing, treasury management solutions, and company retirement services. Our private wealth management services include trust and estate administration, financial planning, investment management, and private banking for executives and owners of our business banking clients and others. Our bank consulting experts provide investment portfolio administrative services, asset liability management services, and asset liability management process validation for other financial institutions. We do not utilize a branch network to attract retail clients. Our operating model is predicated on deep client relationships, financial expertise, and an efficient, centralized administration function delivering best in class client satisfaction. Our focused model allows experienced staff to provide the level of financial expertise needed to develop and maintain long-term relationships with our clients.

Long-Term Strategic Plan

In early 2019, management finalized the development of its five year strategic plan and began the implementation of strategies and initiatives that drive successful execution. Management’s objective over this five year period is to excel by building an expert team with diverse experiences who work together to impact client success more than any other financial partner. To meet this objective, we identified four key strategies which are linked to corporate financial goals, all business lines, and centralized administration functions to ensure communication and execution are consistent at all levels of the Corporation. These four strategies are described below:

•We will identify, attract, develop, and retain a diverse, high performing team to positively impact the overall performance and efficiency of the Corporation.

•We will increase internal efficiencies, deliver a differentiated client experience, and drive client experience utilizing technology where possible.

•We will diversify and grow our deposit base.

•We will optimize our business lines for diversification and performance.

Throughout 2023, the last year of the existing plan, management intends to undertake an extensive process to reassess its key strategies and performance indicators to create a new long-term strategic plan.

The table below shows the Corporation’s performance for the years ended December 31, 2022, 2021, and 2020 in comparison to the key performance indicators included in the Corporation’s 2019 strategic plan.

As of December 31,
Key Performance Indicators202020212022Strategic Plan
Return on average common equity (“ROACE”)8.64%16.21%16.79%13.50%
Return on average assets (“ROAA”)0.70%1.37%1.46%1.15%
Top line revenue growth11.5%8.4%13.4%≥ 10% per year
In-market deposits to total bank funding74.8%82.9%76.1%≥ 75%
Employee engagement (1)91%87%87%≥ 80%
Client satisfaction (1)96%93%95%≥ 90%
(1) Anonymous surveys conducted annually

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Financial Performance Summary

Results as of and for the year ended December 31, 2022 include:

•Net income available to common shareholders for the year ended December 31, 2022 was $40.2 million, increasing 12.4% compared to $35.8 million for the year ended December 31, 2021.

•Diluted earnings per common share were $4.75 for the year ended December 31, 2022, increasing 13.9% compared to $4.17 in the prior year.

•Return on average assets (“ROA”) for the year ended December 31, 2022 was 1.46% compared to 1.37% for 2021.

•Return on average common equity (“ROACE”), which is defined as net income available to common shareholders divided by average equity reduced by average preferred stock, if any. ROACE was 16.79% for the year ended December 31, 2022, compared to 16.21% for the year ended December 31, 2021.

•Pre-tax, pre-provision (“PTPP”) adjusted earnings, which excludes certain one-time and discrete items, and PTPP ROA were $47.9 million and 1.74%, respectively, for the year ended December 31, 2022, increasing $6.7 million and 16 bps, from year ended December 31, 2021. Excluding PPP interest and fee income, PTPP adjusted earnings and ROA were $47.3 million and 1.72%, respectively, for the year ended December 31, 2022, increasing $15.0 million and 40 bps from December 31, 2021.

•Fees in lieu of interest, defined as prepayment fees, asset-based loan fees, non-accrual interest, and loan fee amortization, totaled $5.3 million for the year ended December 31, 2022, decreasing 52.7% compared to $11.2 million for the year ended December 31, 2021. PPP fee income, included in loan fee amortization, was $509,000 and $7.3 million for the years ended December 31, 2022 and December 31, 2021, respectively.

•Net interest margin was 3.82% for the year ended December 31, 2022, increasing 38 bps from 3.44% for the year ended December 31, 2021. Adjusted net interest margin, which excludes certain one-time and discrete items, was 3.64% for the year ended December 31, 2022, increasing 43 bps from 3.21% for the year ended December 31, 2021.

•Top line revenue, defined as net interest income plus non-interest income, grew 13.4% to $127.9 million for the year ended December 31, 2022, compared to $112.8 million for the year ended December 31, 2021. Excluding PPP interest income and fees, top line revenue increased 22.4% to $127.2 million for the year ended December 31, 2022, compared to $103.9 million for the year ended December 31, 2021.

•Effective tax rate was 21.79% for the year ended December 31, 2022 compared to 23.97% for the year ended December 31, 2021.

•Provision for loan and lease losses was a net benefit of $3.9 million for the year ended December 31, 2022, compared to a net provision benefit of $5.8 million for the year ended December 31, 2021. Net recoveries as a percentage of average loans and leases were 0.16% for the year ended December 31, 2022, compared to net recoveries of 0.07% for the year ended December 31, 2021.

•Total assets at December 31, 2022 increased $323.7 million, or 12.2%, to $2.977 billion from $2.653 billion at December 31, 2021.

•Period-end gross loans and leases receivable at December 31, 2022 increased $203.7 million, or 9.1%, to $2.443 billion from $2.239 billion as of December 31, 2021. Average gross loans and leases of $2.305 billion increased $125.8 million, or 5.8% for the year ended December 31, 2022, compared to $2.179 billion for the same period in 2021.

•Period-end gross loans and leases receivable, excluding net PPP loans, at December 31, 2022 increased $230.4 million, or 10.42%, to $2.443 billion from $2.212 billion as of December 31, 2021. Average gross loans and leases, excluding net PPP loans, of $2.295 billion increased $268.4 million, or 13.2% for the year ended December 31, 2022, compared to $2.027 billion for the same period in 2021.

•PPP loans and PPP deferred processing fees were $554,000 and $48,000, respectively, at December 31, 2022, compared to $27.9 million and $557,000, respectively, at December 31, 2021. Average PPP loans, net of deferred processing fees, were $9.7 million and $152.3 million for the year ended December 31, 2022 and 2021, respectively.

•Non-performing assets decreased to $3.8 million as of December 31, 2022, compared to $6.5 million as of December 31, 2021. Non-performing assets to total assets, both including and excluding net PPP loans, improved to 0.13% as of December 31, 2022, from 0.25% as of December 31, 2021.

•The allowance for loan and lease losses as of December 31, 2022 decreased $106,000, or 0.4%, to $24.2 million, compared to $24.3 million as of December 31, 2021. The allowance for loan and lease losses was 0.99% of total loans as of December 31, 2022, compared to 1.09% as of December 31, 2021.

•Period-end in-market deposits at December 31, 2022 increased $37.7 million, or 2.0%, to $1.966 billion from $1.928 billion as of December 31, 2021. Average in-market deposits of $1.929 billion increased $144.5 million, or 8.1%, for the year ended December 31, 2022, compared to $1.784 billion for the same period in 2021.

•Private wealth and trust assets under management and administration decreased by $260.7 million, or 8.9%, to $2.660 billion at December 31, 2022, compared to $2.921 billion at December 31, 2021. Private wealth management service

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fees increased $97,000, or 0.90%, for the year ended December 31, 2022, compared to the year ended December 31, 2021.

The detailed financial discussion that follows focuses on 2022 results compared to 2021. Information pertaining to 2021 in comparison to 2020 was included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2021 on page 30 under Part II, Item 7, “Management’s Discussion and Analysis of Financial and Results of Operations,” which was filed with the SEC on February 23, 2022.

Results of Operations

Top Line Revenue

Top line revenue, comprised of net interest income and non-interest income, increased 13.4% for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily due to a $13.8 million, or 16.3%, increase in net interest income and a $1.3 million, or 4.7%, increase in non-interest income. The increase in net interest income was driven by net interest margin expansion combined with an increase in average loans and leases outstanding and related interest income, partially offset by a reduction in PPP loan fee income. The increase in non-interest income was primarily due to a $1.0 million increase in other fee income, a $504,000 increase in loan fee income, and a $425,000 increase in swap fee income. These favorable variances were partially offset by a $1.5 million decrease in gains on the sale of SBA loans during the year ended December 31, 2022.

The components of top line revenue were as follows:

For the Year Ended December 31,Change From Prior Year
202220212020$ Change 2022% Change 2022$ Change 2021% Change 2021
(Dollars in Thousands)
Net interest income$98,422$84,662$77,071$13,76016.3%$7,5919.8%
Non-interest income29,42828,10026,9401,3284.71,1604.3%
Top line revenue$127,850$112,762$104,011$15,08813.4$8,7518.4%

Return on Average Assets and Return on Average Common Equity

ROAA was 1.46% for the year ended December 31, 2022, compared to 1.37% for the year ended December 31, 2021 principally due to a $13.8 million increase in net interest income partially offset by an increase in operating expenses. Please refer to the operating results analysis below for further discussion on the reasons driving the increase in profitability. We consider ROA a critical metric to measure the profitability of our organization and how efficiently our assets are deployed. ROA also allows us to better benchmark our profitability to our peers without the need to consider different degrees of leverage which can ultimately influence return on equity measures.

ROACE for the year ended December 31, 2022 was 16.79% compared to 16.21% for the year ended December 31, 2021. The primary reason for the change in ROACE is consistent with the net income variance explanation as discussed under Return on Average Assets above. We view ROACE as an important measurement for monitoring profitability and continue to focus on improving our return to our shareholders by enhancing the overall profitability of our client relationships, controlling our expenses, and minimizing our costs of credit.

Efficiency Ratio and Pre-Tax, Pre-Provision Adjusted Earnings

Efficiency ratio measured 62.31% and 63.49% for the years ended December 31, 2022 and 2021, respectively. Efficiency ratio is a non-GAAP measure representing operating expense divided by operating revenue. Operating expense is defined as non-interest expense excluding the effects of the SBA recourse benefit or provision, impairment of tax credit investments, net gains or losses on repossessed assets, amortization of other intangible assets, and other discrete items, if any. Operating revenue is defined as net interest income plus non-interest income less realized net gains or losses on securities, if any, and other discrete items.

PTPP adjusted earnings for the year ended December 31, 2022 was $47.9 million, compared to $41.2 million for the year ended December 31, 2021. PTPP adjusted earnings is a non-GAAP measure defined as operating revenue less operating expense. In the judgment of the Corporation’s management, the adjustments made to non-interest expense and non-interest income allow investors and analysts to better assess the Corporation’s operating expenses in relation to its core operating revenue by removing the volatility associated with certain one-time items and other discrete items. PTPP adjusted earnings allows management to benchmark performance of our model to our peers without the influence of the loan loss provision and

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tax considerations, which will ultimately influence other traditional financial measurements, including ROA and ROACE. The information provided below reconciles the efficiency ratio to its most comparable GAAP measure.

Please refer to the Non-Interest Income and Non-Interest Expense sections below for discussion on additional drivers of the year-over-year change in the efficiency ratio and PTPP adjusted earnings.

For the Year Ended December 31,Change From Prior Year
202220212020$ Change 2022% Change 2022$ Change 2021% Change 2021
(Dollars in Thousands)
Total non-interest expense$79,474$71,535$68,898$7,93911.1%$2,6373.8%
Less:
Net loss on repossessed assets491538334NM(368)(96.1)
Amortization of other intangible assets2535(25)NM(10)(28.6)
SBA recourse benefit(188)(76)(278)(112)NM202(72.7)
Contribution to First Business Charitable Foundation809809NMNM
Impairment of tax credit investments(351)2,395(351)NM(2,395)NM
Loss on early extinguishment of debt744NM(744)NM
Total operating expense (a)$79,155$71,571$65,619$7,58410.6$5,9529.1
Net interest income$98,422$84,662$77,071$13,76016.37,5919.8
Total non-interest income29,42828,10026,9401,3284.71,1604.3
Less:
Bank-owned life insurance claim809809NMNM
Net gain (loss) on sale of securities29(4)(29)NM33NM
Adjusted non-interest income28,61928,07126,9445482.01,1274.2
Total operating revenue (b)$127,041$112,733$104,015$14,30812.7$8,7188.4
Efficiency ratio62.31%63.49%63.09%
Pre-tax, pre-provision adjusted earnings (b-a)$47,886$41,162$38,396$6,72416.3$2,7667.2
Average total assets2,752,9162,605,0082,419,616147,9085.7185,3927.7
Pre-tax, pre-provision adjusted return on average assets1.74%1.58%1.59%

NM = Not meaningful

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PPP loans, related fees, and interest income had a material impact on the prior period comparisons in the table above. As this economic stimulus was non-recurring, we believe these key performance indicators are a better indicator of current operating performance of the Corporation, excluding PPP loans and related fee and interest income. The table below includes the efficiency ratio, and PTPP adjusted earnings and return on average assets, excluding average net PPP loans, fee income, and interest income.

For the Year Ended December 31,Change From Prior Year
202220212020$ Change 2022% Change 2022$ Change 2021% Change 2021
(Dollars in Thousands)
Total non-interest expense$79,474$71,535$68,898$7,93911.1%$2,6373.8%
Less:
Net loss on repossessed assets491538334NM(368)(96.1)
Amortization of other intangible assets2535(25)NM(10)(28.6)
SBA recourse benefit(188)(76)(278)(112)NM202(72.7)
Contribution to First Business Charitable Foundation809809NMNM
Impairment of tax credit investments(351)2,395(351)NM(2,395)NM
Loss on early extinguishment of debt744NM(744)NM
Total operating expense (a)$79,155$71,571$65,619$7,58410.6$5,9529.1
Net interest income$98,422$84,662$77,071$13,76016.37,5919.8
Less:
PPP interest income971,5242,198(1,427)(93.6)(674)(30.7)
PPP loan fee amortization5097,3125,283(6,803)(93.0)2,02938.4
Adjusted net interest income97,81675,82669,59021,99029.06,2369.0
Total non-interest income29,42828,10026,9401,3284.71,1604.3
Less:
Bank-owned life insurance claim809809NMNM
Net gain (loss) on sale of securities29(4)(29)NM33NM
Adjusted non-interest income28,61928,07126,9445482.01,1274.2
Total operating revenue (b)$126,435$103,897$96,534$22,53821.7$7,3637.6
Efficiency ratio62.61%68.89%67.98%
Pre-tax, pre-provision adjusted earnings (b-a)$47,280$32,326$30,915$14,95446.3$1,4114.6
Average total assets2,752,9162,605,0082,419,616147,9085.7185,3927.7
Average PPP loans, net9,740152,264215,025(142,524)(93.6)(62,761)(29.2)
Adjusted average total assets$2,743,176$2,452,744$2,204,591$290,43211.8$248,15311.3
Pre-tax, pre-provision adjusted return on average assets1.72%1.32%1.40%

NM = Not meaningful

Net Interest Income

Net interest income levels depend on the amount of and yield on interest-earning assets as compared to the amount of and rate paid on interest-bearing liabilities. Net interest income is sensitive to changes in market rates of interest and the asset/liability management processes to prepare for and respond to such changes.

The table below shows average balances, interest, average rates, net interest margin and the spread between combined average rates earned on our interest-earning assets and cost of interest-bearing liabilities for the periods indicated. The average balances are derived from average daily balances.

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For the Year Ended December 31,
202220212020
Average BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ Rate
(Dollars in Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$1,484,239$66,9174.51%$1,387,434$51,9303.74%$1,245,886$51,1884.11%
Commercial and industrial loans(1)755,83745,8936.07%727,92337,4705.15%701,32835,4875.06%
Direct financing leases(1)15,2196824.48%19,5918724.45%26,5641,0393.91%
Consumer and other loans(1)49,6951,8763.78%44,2061,5723.56%37,5441,4463.85%
Total loans and leases receivable(1)2,304,990115,3685.01%2,179,15491,8444.21%2,011,32289,1604.43%
Mortgage-related securities(2)173,4953,4862.01%159,2422,6331.65%173,0843,5482.05%
Other investment securities(3)51,7009861.91%44,7397771.74%31,8096392.01%
FHLB stock16,4629896.01%13,0666514.98%11,5766715.80%
Short-term investments30,8455421.76%64,308900.14%37,3141610.43%
Total interest-earning assets2,577,492121,3714.71%2,460,50995,9953.90%2,265,10594,1794.16%
Non-interest-earning assets175,424144,499154,511
Total assets$2,752,916$2,605,008$2,419,616
Interest-bearing liabilities
Transaction accounts$503,6683,9630.79%$506,6939880.19%$392,5771,4480.37%
Money market accounts761,4696,2410.82%693,6081,1830.17%651,4022,8420.44%
Certificates of deposit97,4481,3581.39%47,0203960.84%111,6982,1981.97%
Wholesale deposits48,8251,6163.31%119,8319860.82%142,5912,4341.71%
Total interest-bearing deposits1,411,41013,1780.93%1,367,1523,5530.26%1,298,2688,9220.69%
FHLB advances414,1917,0241.70%376,7814,9081.30%379,8915,5071.45%
Other borrowings43,8182,2435.12%31,9351,7595.51%24,4721,5096.17%
Junior subordinated notes2,42950420.75%10,0681,11311.05%10,0541,11611.10%
Total interest-bearing liabilities1,871,84822,9491.23%1,785,93611,3330.63%1,727,89217,1080.99%
Non-interest-bearing demand deposit accounts566,230536,981412,825
Other non-interest-bearing liabilities65,61161,58082,337
Total liabilities2,503,6892,384,4972,223,054
Stockholders’ equity249,227220,511196,562
Total liabilities and stockholders’ equity$2,752,916$2,605,008$2,419,616
Net interest income$98,422$84,662$77,071
Net interest spread3.48%3.27%3.17%
Net interest-earning assets$705,644$674,573$537,213
Net interest margin3.82%3.44%3.40%
Average interest-earning assets to average interest-bearing liabilities137.70%137.77%131.09%
Return on average assets1.46%1.37%0.70%
Return on average equity16.79%16.21%8.64%
Average equity to average assets9.05%8.46%8.12%
Non-interest expense to average assets2.89%2.75%2.85%

(1)The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees in lieu of interest.

(2)Includes amortized cost basis of assets available-for-sale and held-to-maturity.

(3)Yields on tax-exempt municipal securities are not presented on a tax-equivalent basis in this table.

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The following table provides information with respect to: (1) the change in net interest income attributable to changes in rate (changes in rate multiplied by prior volume); and (2) the change in net interest income attributable to changes in volume (changes in volume multiplied by prior rate) for the year ended December 31, 2022 compared to the year ended December 31, 2021. The change in net interest income attributable to changes in rate and volume (changes in rate multiplied by changes in volume) has been allocated to the rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.

Rate/Volume Analysis

Increase (Decrease) for the Year Ended December 31,
2022 Compared to 20212021 Compared to 2020
RateVolumeNetRateVolumeNet
(In Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$11,176$3,811$14,987$(4,784)$5,526$742
Commercial and industrial loans(1)6,9411,4828,4236211,3621,983
Direct financing leases(1)6(196)(190)130(297)(167)
Consumer and other loans(1)101203304(117)243126
Total loans and leases receivable(1)18,2245,30023,524(4,150)6,8342,684
Mortgage-related securities(2)602251853(647)(268)(915)
Other investment securities81128209(96)234138
FHLB Stock149189338(100)80(20)
Short-term investments522(70)452(147)76(71)
Total net change in income on interest-earning assets19,5785,79825,376(5,140)6,9561,816
Interest-bearing liabilities
Transaction accounts2,981(6)2,975(805)345(460)
Money market4,9311275,058(1,832)173(1,659)
Certificates of deposit364598962(895)(907)(1,802)
Wholesale deposits1,503(873)630(1,107)(341)(1,448)
Total deposits9,779(154)9,625(4,639)(730)(5,369)
FHLB advances1,5935232,116(554)(45)(599)
Federal reserve PPPLF(54)(54)
Other borrowings(131)615484(174)424250
Junior subordinated notes579(1,188)(609)(5)2(3)
Total net change in expense on interest-bearing liabilities11,820(204)11,616(5,372)(403)(5,775)
Net change in net interest income$7,758$6,002$13,760$232$7,359$7,591

(1)The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees collected in lieu of interest.

(2)Includes amortized cost basis of assets available-for-sale and held-to-maturity.

The change in yield of the respective interest-earning asset or the rate paid on interest-bearing liability compared to the change in short-term market rates is commonly referred to as a beta. The table below displays the beta calculations for loans and leases, total interest earning assets, in-market deposits, interest-bearing deposits and total interest-bearing liabilities for the year ended December 31, 2022 and 2021. Additionally, adjusted total loans and leases and total interest-earning assets excludes the volatile impact of fees in lieu of interest.

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Asset and Liability Beta Analysis

For the Year Ended December 31,
2022202120202022 Compared to 20212021 Compared to 2020
Average Yield/Rate (4)Increase (Decrease)
Total loans and leases receivable (a)5.01%4.21%4.43%0.80%(0.22)
Total interest-earning assets(b)4.71%3.904.16%0.81(0.26)
Adjusted total loans and leases receivable (1)(c)4.79%3.914.32%0.88(0.41)
Adjusted total interest-earning assets (1)(d)4.52%3.614.03%0.91(0.42)
Total in-market deposits(e)0.60%0.140.56%0.46(0.42)
Total bank funding(2)(f)0.84%0.370.86%0.47(0.49)
Net interest margin(g)3.82%3.443.40%0.380.04
Adjusted net interest margin(h)3.643.213.280.43(0.07)
Effective fed funds rate (3)(i)1.69%0.08%0.37%1.61%(0.29)%
Beta Calculations:
Total loans and leases receivable(a)/(i)49.69%75.86%
Total interest-earning assets(b)/(i)50.15%89.66%
Adjusted total loans and leases receivable (1)(c)/(i)54.66%141.38%
Adjusted total interest-earning assets (1)(d)/(i)56.39%144.83%
Total in-market deposits(e)/(i)28.57%144.83%
Total bank funding(2)(f)/(i)29.19%168.97%
Net interest margin(g)/(i)23.60%NM
Adjusted net interest margin(h)/(i)26.71%24.14%

NM = Not meaningful

(1)Excluding average net PPP loans, PPP loan interest income, and fees in lieu of interest.

(2)Total bank funding represents total deposits, plus FHLB advances, and Federal Reserve PPPLF advances.

(3)Board of Governors of the Federal Reserve System (US), Effective Federal Funds Rates [DFF]. retrieved from FRED, Federal Reserve Bank of St. Louis.

(4)Represents annualized yields/rates.

Net interest income increased by $13.8 million, or 16.3%, for the year ended December 31, 2022, compared to the year ended December 31, 2021. The increase was principally due to net interest margin expansion combined with an increase in average loans and leases outstanding, which was partially offset by a decrease in PPP loan processing fees. Average gross loans and leases of $2.305 billion increased by $125.8 million, or 5.8% for the year ended December 31, 2022, compared to $2.179 billion for the same period in 2021. Excluding net PPP loans, average gross loans and leases for the year ended December 31, 2022 increased $268.4 million, or 13.2%, compared to the year ended December 31, 2021. Loan fees collected in lieu of interest decreased 52.7% to $5.3 million, compared to $11.2 million during the same period of comparison. Excluding PPP fee amortization, loan fees collected in lieu of interest increased 24.1% to $4.8 million, compared to $3.8 million during the same period of comparison. Excluding fees in lieu of interest and interest income from PPP loans, net interest income increased $21.1 million, or 29.3%.

The yield on average earning assets for the year ended December 31, 2022 was 4.71%, an increase of 81 basis points compared to 3.90% for the year ended December 31, 2021. This increase was principally due to the rising interest rates on variable-rate loans and investment in securities at higher interest rates. These increases were partially offset by the decrease in PPP loan processing fees. Excluding the impact of recurring loan fees in lieu of interest and PPP fees in both 2022 and 2021, the yield on average earning assets for the year ended December 31, 2022 was 4.52%, an increase of 91 basis points compared to 3.61% for the year ended December 31, 2021.

The average rate paid on interest-bearing liabilities was 1.23% for the year ended December 31, 2022, an increase of 60 basis points from 0.63% for the year ended December 31, 2021. The average rate paid increased as the Corporation increased deposit rates and secured wholesale funding, which consists of wholesale deposits and FHLB advances, at elevated fixed rates. Partially offset the increase in deposit and wholesale funding rates, average wholesale funding decreased $33.6 million, or 6.8%, which is typically a higher cost funding source than in-market deposits, .

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Net interest margin increased 38 basis points to 3.82% for the year ended December 31, 2022, compared to 3.44% for the year ended December 31, 2021. Adjusted net interest margin measured 3.64% for the year ended December 31, 2022, compared to 3.21% for the year ended December 31, 2021. Adjusted net interest margin is a non-GAAP measure representing net interest income excluding the fees in lieu of interest and other recurring but volatile components of net interest margin divided by average interest-earning assets less average net PPP loans, if any, and other recurring but volatile components of average interest-earning assets. The increase in adjusted net interest margin was primarily due to the increase in average yield on loans and leases receivable and investment securities, partially offset by an increase in the average rate paid total bank funding.

For the Year Ended
(Dollars in thousands)December 31, 2022December 31, 2021December 31, 2020
Interest income$121,371$95,995$94,179
Interest expense22,94911,33317,108
Net interest income (a)98,42284,66277,071
Less:
Fees in lieu of interest5,28311,1609,315
PPP loan interest income971,5242,198
FRB interest income and FHLB dividend income1,525741789
Add:
FRB PPPLF interest expense54
Adjusted net interest income (b)$91,517$71,237$64,823
Average interest-earning assets (c)$2,577,492$2,460,509$2,265,105
Less:
Average net PPP loans9,740152,264215,025
Average FRB cash and FHLB stock46,70876,88046,595
Average non-accrual loans and leases5,01114,17227,656
Adjusted average interest-earning assets (d)$2,516,033$2,217,193$1,975,829
Net interest margin (a / c)3.82%3.44%3.40%
Adjusted net interest margin (b / d)3.64%3.21%3.28%

Management believes its success in growing in-market deposits, disciplined loan pricing, and increased production in existing higher-yielding commercial lending products will allow the Corporation to achieve a net interest margin that supports our long-term profitability goals. However, the collection of loan fees in lieu of interest is an expected source of volatility to quarterly net interest income and net interest margin. In addition, net interest margin may also experience volatility due to events such as the collection of interest on loans previously in non-accrual status or the accumulation of significant short-term deposit inflows.

Provision for Loan and Lease Losses

We determined our provision for loan and lease losses pursuant to our allowance for loan and lease loss methodology, which is based on the magnitude of current and historical net charge-offs recorded throughout the established look-back period, the evaluation of several qualitative factors for each portfolio category, and the amount of specific reserves established for impaired loans that present collateral shortfall positions. Refer to Allowance for Loan and Lease Losses, below, for further information regarding our allowance for loan and lease loss methodology.

The Corporation recognized a $3.9 million provision benefit for the year ended December 31, 2022, compared to $5.8 million provision benefit for the year ended December 31, 2021. The provision benefit for the year ended December 31, 2022 was primarily due to a net recovery of $3.8 million and a $2.0 million reduction in the general reserve from improving historical loss rates. These decreases were partially offset by a $2.1 million increase in the general reserve due to loan growth. The net recovery for the year ended December 31, 2022 included a $4.1 million principal recovery relating to a legacy SBA relationship originated in May 2016 and fully charged-off in December 2020.

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The following table shows the components of the provision for loan and lease losses.

For the Year Ended December 31,
(Dollars in thousands)202220212020
Change in general reserve due to subjective factor changes$(384)$(426)$5,460
Change in general reserve due to historical loss factor changes(2,012)(4,456)949
Charge-offs9793,5088,139
Recoveries(4,741)(5,126)(332)
Change in specific reserves on impaired loans, net146(2,175)316
Change due to loan growth, net2,1442,8722,276
Total provision for loan and lease losses$(3,868)$(5,803)$16,808

The addition of specific reserves on impaired loans represents new specific reserves established when collateral shortfalls or government guaranty deficiencies are present, while conversely the release of specific reserves represents the reduction of previously established reserves that are no longer required. Changes in the allowance for loan and lease losses due to subjective factor changes reflect management’s evaluation of the level of risk within the portfolio based upon several factors for each portfolio segment. Charge-offs in excess of previously established specific reserves require an additional provision for loan and lease losses to maintain the allowance for loan and lease losses at a level deemed appropriate by management. This amount is net of the release of any specific reserve that may have already been provided. Change in the inherent risk of the portfolio is primarily influenced by the overall growth in gross loans and leases and an analysis of loans previously charged off, as well as movement of existing loans and leases in and out of an impaired loan classification where a specific evaluation of a particular credit may be required rather than the application of a general reserve loss rate. Refer to Asset Quality, below, for further information regarding the overall credit quality of our loan and lease portfolio.

Non-Interest Income

Non-interest income increased by $1.3 million, or 4.7%, to $29.4 million for the year ended December 31, 2022, from $28.1 million for the year ended December 31, 2021. Management continues to focus on revenue growth from multiple non-interest income sources in order to maintain a diversified revenue stream through greater contributions from fee-based revenues. Total non-interest income accounted for 23.0% of our total revenues in 2022 compared to 24.9% in 2021. The increase in total non-interest income for the year ended December 31, 2022 primarily reflected an increase in other non-interest income, led by mezzanine fund investment income and gains recognized on end-of-term buyout agreements, an increase in loan fee income, and commercial loan swap fee income. Additionally, a bank-owned life insurance claim was recognized during the year ended December 31, 2022. These increases were partially offset by a decrease in gains on the sale of SBA loans.

The components of non-interest income were as follows:

For the Year Ended December 31,Change From Prior Year
202220212020$ Change 2022% Change 2022$ Change 2021% Change 2021
(Dollars in Thousands)
Private wealth management services fee income$10,881$10,784$8,611$970.9%$2,17325.2
Gain on sale of SBA loans2,5374,0442,899(1,507)(37.3)1,14539.5
Service charges on deposits3,8493,8373,415120.342212.4
Loan fees3,0102,5061,82650420.168037.2
Bank-owned life insurance income2,2271,4131,40281457.6110.8
Net gain (loss) on sale of securities29(4)(29)NM33(825.0)
Swap fees1,7931,3686,86042531.1(5,492)(80.1)
Other non-interest income5,1314,1191,9311,01224.62,188113.3
Total non-interest income$29,428$28,100$26,940$1,3284.7$1,1604.3
Fee income ratio(1)23.0%24.9%25.9%

(1)Fee income ratio is fee income, per the above table, divided by top line revenue (defined as net interest income plus non-interest income).

Private wealth management services fee income increased by $97,000, or 0.9%, to a record $10.9 million for the year ended December 31, 2022 compared to the previous record of $10.8 million for the year ended December 31, 2021. Private

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wealth management services fee income is primarily driven by the amount of trust assets under management and administration, as well as the mix of business at different fee structures, and can be positively or negatively influenced by the timing and magnitude of volatility within the equity and fixed income markets. This increase was driven by an increase in average trust assets under management and administration, which is attributable to both new client relationships and new money from existing client relationships. At December 31, 2022, our trust assets under management and administration were $2.660 billion, or 8.9% less than trust assets under management and administration of $2.921 billion at December 31, 2021. During 2022, the equity and fixed income market values decreased and more than offset the new money received during the year. We expect to continue to increase our revenue from trust assets under management and administration as we deepen existing and grow new client relationships in our less mature commercial bank markets, but market volatility may also affect the actual change in revenue.

Other non-interest income increased by $1.0 million to $5.1 million for the year ended December 31, 2022, compared to $4.1 million for the year ended December 31, 2021. The increase was primarily due to strong returns from the Corporation’s investments in mezzanine funds and gains recognized on end-of-term buyout agreements related to the Corporation’s equipment financing business line.

Loan fees increased $504,000, or 20.1%, to $3.0 million for the year ended December 31, 2022, compared to $2.5 million for the same period in 2021. The increase was driven by an increase in equipment finance lending, floorplan finance lending, and conventional lending activity generating additional service fee income.

Bank-owned life insurance income increased by $814,000, or 57.6%, to $2.2 million for the year ended December 31, 2022, compared to $1.4 million for the year ended December 31, 2021. The increase was due to the recognition of a $809,000 insurance claim.

Commercial loan interest rate swap fee income was $1.8 million for the year ended December 31, 2022, compared to $1.4 million for the year ended December 31, 2021. We originate commercial real estate loans in which we offer clients a floating rate and an interest rate swap. The client’s swap is then offset with a counter-party dealer. The execution of these transactions generates swap fee income. The aggregate amortizing notional value of interest rate swaps with various borrowers was $744.2 million as of December 31, 2022, compared to $640.6 million as of December 31, 2021. Interest rate swaps can be an attractive product for our commercial borrowers, although associated fee income can be variable from period to period based on client demand and the interest rate environment in any given quarter.

Gain on sale of SBA loans for the year ended December 31, 2022 totaled $2.5 million, a decrease of $1.5 million, or 37.3%, from the same period in 2021. Reduced premiums was the primary factor for the lower income. Given current premium levels, the Bank may reduce sales activity and retain the guaranteed portion on the balance sheet.

Non-Interest Expense

Non-interest expense increased by $7.9 million, or 11.1%, to $79.5 million for the year ended December 31, 2022 from $71.5 million for the year ended December 31, 2021. Operating expense, which excludes certain one-time and discrete items as defined in the Efficiency Ratio table above, increased $7.6 million, or 10.6%, to $79.2 million for the year ended December 31, 2022 compared to $71.6 million for the year ended December 31, 2021. The increase in operating expense was primarily due to an increase in compensation, professional fees, marketing, and occupancy.

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The components of non-interest expense were as follows:

For the Year Ended December 31,Change From Prior Year
202220212020$ Change 2022% Change 2022$ Change 2021% Change 2021
(Dollars in Thousands)
Compensation$57,742$51,710$45,850$6,03211.7%$5,86012.8
Occupancy2,3582,1802,2521788.2(72)(3.2)
Professional fees4,8813,7363,5301,14530.62065.8
Data processing3,1973,0872,7341103.635312.9
Marketing2,3542,0221,58033216.444228.0
Equipment1,0919901,19910110.2(209)(17.4)
Computer software4,4164,2603,9001563.73609.2
FDIC insurance1,0421,1431,238(101)(8.8)(95)(7.7)
Other non-interest expense2,3932,4073,911(14)(0.6)(1,504)(38.5)
Total non-interest expense$79,474$71,535$68,589$7,93911.1$2,9464.3
Total operating expense(1)$79,155$71,571$65,619$7,58410.6$5,9529.1
Full-time equivalent employees3373043013310.931.0

NM = Not meaningful

(1)Total operating expense represents total non-interest expense, adjusted to exclude the impact of discrete items as previously defined in the non-GAAP efficiency ratio calculation above.

Compensation expense increased by $6.0 million, or 11.7%, to $57.7 million for the year ended December 31, 2022 from $51.7 million for the year ended December 31, 2021 principally due to an increase in average FTEs, annual merit increases, growth in employee benefit costs and increase in incentive compensation. The increase reflects a $3.4 million, or 10.7%, increase in employee salaries and a $1.4 million, or 16.3%, increase in individual and corporate performance-based incentive compensation accruals reflecting strong company performance relative to bonus criteria. The Bank’s compensation philosophy is to provide base salaries competitive with the market. Average FTEs were 325 for the year ended December 31, 2022, increasing by 18, or 5.9%, from 307 for the year ended December 31, 2021. Performance-based incentive compensation accruals will reset to target performance at the start of 2023 and will be evaluated quarterly and increased or decreased based on management’s forecast of full year performance for the Corporation.

Professional fees increased $1.1 million, or 30.6%, for the year ended December 31, 2022 compared to the year ended December 31, 2021. The increase was primarily due to an increase in recruiting expense, audit expenses, legal expense, and a general increase in other professional consulting services for various projects.

Marketing expense increased by $332,000, or 16.4%, to $2.4 million for the year ended December 31, 2022 from $2.0 million for the year ended December 31, 2021. The increase was primarily due to an increase in business development efforts as the Corporation returns to pre-pandemic activity levels.

Occupancy expense increased by $178,000, or 8.2%, to $2.4 million for the year ended December 31, 2022 from $2.2 million for the year ended December 31, 2021. During November 2022, the Corporation relocated the Southeast Wisconsin office location to accommodate growth in the number of employees.

Income Taxes

Income tax expense was $11.4 million for the year ended December 31, 2022, compared to $11.3 million for the year ended December 31, 2021. The income tax expense included a $338,000 net benefit from tax credit investments. The effective tax rate for the year ended December 31, 2022 was 21.8% compared to 24.0% for the year ended December 31, 2021. For 2023, the Corporation expects to report an effective tax rate of 21%-22% as management anticipates increased tax credit activity.

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FINANCIAL CONDITION

General

Total assets increased by $323.7 million, or 12.2%, to $2.977 billion as of December 31, 2022 compared to $2.653 billion at December 31, 2021. The increase in total assets was primarily driven by an increase in loans and leases receivable, cash and cash equivalents, derivatives, and other assets. Total liabilities increased by $295.5 million, or 12.2%, to $2.716 billion as of December 31, 2022 compared to $2.420 billion at December 31, 2021. The increase in total liabilities was principally due to an increase in deposits, FHLB advances, and interest rate swap derivatives.

Cash and cash equivalents

Cash and cash equivalents include short-term investments and cash and due from banks. Short-term investments increased by $29.5 million to $76.9 million at December 31, 2022 from $47.4 million at December 31, 2021. Both short-term investments and cash and due from banks increased during 2022. Short-term investments primarily consist of interest-bearing deposits held at the Federal Reserve Bank (“FRB”). We value the safety and soundness provided by the FRB, and therefore, we incorporate short-term investments in our on-balance sheet liquidity program. As of December 31, 2022 and 2021, interest-bearing deposits held at the FRB were $76.5 million and $47.0 million, respectively. In general, the level of our cash and short-term investments will be influenced by the timing of deposit gathering, scheduled maturities of wholesale deposits, funding of loan and lease growth when opportunities are presented, and the level of our securities portfolio. Please refer to the section entitled Liquidity and Capital Resources for further discussion.

Securities

Total securities, including available-for-sale and held-to-maturity, decreased by $789,000 to $224.7 million at December 31, 2022 from $225.4 million at December 31, 2021. As of December 31, 2022 and 2021, our total securities portfolio had a weighted average estimated maturity of approximately 6.3 years and 5.7 years, respectively. The investment portfolio primarily consists of mortgage-backed securities and is used to provide a source of liquidity, including the ability to pledge securities for possible future cash advances, while contributing to the earnings potential of the Bank. The overall duration of the securities portfolio is established and maintained to further mitigate interest rate risk present within our balance sheet as identified through asset/liability simulations. We purchase investment securities intended to protect net interest margin while maintaining an acceptable risk profile. In addition, we will purchase investment securities to utilize our cash position effectively within appropriate policy guidelines and estimates of future cash demands. While mortgage-backed securities present prepayment risk and extension risk, we believe the overall credit risk associated with these investments is minimal, as the majority of the securities we hold are guaranteed by the United States Treasury, the Federal National Mortgage Association (“FNMA”), the Federal Home Loan Mortgage Corporation (“FHLMC”), or the Government National Mortgage Association (“GNMA”), a U.S. government agency. The estimated repayment streams associated with this portfolio also allow us to better match short-term liabilities. The Bank’s investment policies allow for various types of investments, including tax-exempt municipal securities. The ability to invest in tax-exempt municipal securities provides for further opportunity to improve our overall yield on the securities portfolio. We evaluate the credit risk of the municipal securities prior to purchase and generally limit exposure to general obligation issuances from municipalities, primarily in Wisconsin.

The majority of the securities we hold have active trading markets; therefore, we have not experienced difficulties in pricing our securities. We use a third-party pricing service as our primary source of market prices for the securities portfolio. On a quarterly basis, we validate the reasonableness of prices received from this source through independent verification of the portfolio, data integrity validation through comparison of current price to prior period prices, and an expectation-based analysis of movement in prices based upon the changes in the related yield curves and other market factors. On a periodic basis, we review the third-party pricing vendor’s methodology for pricing relevant securities and the results of its internal control assessments. Our securities portfolio is sensitive to fluctuations in the interest rate environment and has limited sensitivity to credit risk due to the nature of the issuers and guarantors of the securities as previously discussed. If interest rates decline and the credit quality of the securities remains constant or improves, the fair value of our debt securities portfolio would likely improve, thereby increasing total comprehensive income. If interest rates increase and the credit quality of the securities remains constant or deteriorates, the fair value of our debt securities portfolio would likely decline and therefore decrease total comprehensive income. The magnitude of the fair value change will be based upon the duration of the portfolio. A securities portfolio with a longer average duration will exhibit greater market price volatility than a securities portfolio with a shorter average duration in a changing rate environment. During the year ended December 31, 2022, we recognized unrealized holding losses of $27.7 million before income taxes through other comprehensive income. These losses were the result of an increase in interest rates. No securities within our portfolio were deemed to be other-than-temporarily impaired as of December 31, 2022, and we sold no securities during the year ended December 31, 2022. As of December 31, 2022 no securities were classified as trading securities. At December 31, 2022, $35.9 million of our securities were pledged to secure various obligations, including interest rate swap contracts and municipal deposits.

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The tables below set forth information regarding the amortized cost and fair values of our securities.

As of December 31,
20222021
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Available-for-sale:
U.S. Treasuries$4,977$4,445$4,971$4,914
U.S. government agency securities - government-sponsored enterprises13,66613,20519,79719,935
Municipal securities45,08839,31130,82830,957
Residential mortgage-backed securities - government issued21,79019,43119,56319,661
Residential mortgage-backed securities - government-sponsored enterprises119,265106,32385,74885,705
Commercial mortgage-backed securities - government issued3,4502,9325,8015,771
Commercial mortgage-backed securities - government-sponsored enterprises31,51526,37736,78636,531
Other securities2,2052,228
$239,751$212,024$205,699$205,702
As of December 31,
20222021
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Held-to-maturity:
Municipal securities$7,467$7,404$13,009$13,228
Residential mortgage-backed securities - government issued1,6251,5182,2262,266
Residential mortgage-backed securities - government-sponsored issued1,5371,4442,5022,578
Commercial mortgage-backed securities - government-sponsored enterprises2,0061,9042,0092,204
$12,635$12,270$19,746$20,276

U.S. Treasuries represent treasury bonds issued by the United States Treasury. U.S. government agency securities - government-sponsored enterprises represent securities issued by FNMA and the SBA. Municipal securities include securities issued by various municipalities located primarily within Wisconsin and are primarily general obligation bonds that are tax-exempt in nature. Residential and commercial mortgage-backed securities - government issued represent securities guaranteed by GNMA. Residential and commercial mortgage-backed securities - government-sponsored enterprises include securities guaranteed by FHLMC, FNMA, and the FHLB. Other securities represent certificates of deposit of insured banks and savings institutions with an original maturity greater than three months. As of December 31, 2022, no issuer's securities exceeded 10% of our total stockholders' equity.

The following table sets forth the contractual maturity and weighted average yield characteristics of the fair value of our available-for-sale securities and the amortized cost of our held-to-maturity securities at December 31, 2022, classified by remaining contractual maturity. Actual maturities may differ from contractual maturities because issuers have the right to call or prepay securities without call or prepayment penalties. Yields on tax-exempt securities have not been computed on a tax equivalent basis.

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Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Fair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldTotal
(Dollars in Thousands)
Available-for-sale:
U.S. treasuries$%$4,4451.00%$%$%$4,445
U.S. government agency securities - government-sponsored enterprises9040.563,9422.228,3593.7313,205
Municipal securities4910.365,8531.358,2311.7524,7362.1939,311
Residential mortgage-backed securities - government issued5422.6818,8892.6419,431
Residential mortgage-backed securities - government-sponsored enterprises1022.551,7392.3915,5921.9488,8902.52106,323
Commercial mortgage-backed securities - government issued2,9321.582,932
Commercial mortgage-backed securities - government-sponsored enterprises4012.2520,3761.685,6001.6526,377
$593$13,884$48,141$149,406$212,024
Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Amortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldTotal
(Dollars in Thousands)
Held-to-maturity:
Municipal securities$2,1462.11%$4,4032.46%$9182.79%$%$7,467
Residential mortgage-backed securities - government issued1,0952.025302.141,625
Residential mortgage-backed securities - government-sponsored enterprises3081.498991.783303.351,537
Commercial mortgage-backed securities - government-sponsored enterprises2,0063.292,006
$2,146$5,806$3,823$860$12,635

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Derivatives

The Board approved Bank policies allow the Bank to participate in hedging strategies or to use financial futures, options, forward commitments, or interest rate swaps. The Bank utilizes, from time to time, derivative instruments in the course of its asset/liability management. The Corporation’s derivative financial instruments, under which the Corporation is required to either receive cash from or pay cash to counterparties depending on changes in interest rates applied to notional amounts, are carried at fair value on the consolidated balance sheets.

As of December 31, 2022, the aggregate amortizing notional value of interest rate swaps with various commercial borrowers was approximately $744.2 million, compared to $640.6 million as of December 31, 2021. We receive fixed rates and pay floating rates based upon designated benchmark interest rates on the swaps with commercial borrowers. These swaps mature between May 2024 and June 2039. Commercial borrower swaps are completed independently with each borrower and are not subject to master netting arrangements. As of December 31, 2022, the commercial borrower swaps were reported on the Consolidated Balance Sheet as a derivative liability and asset of $61.4 million and $1.0 million, respectively, compared to a derivative asset and liability of $26.3 million and $6.6 million, respectively, as of December 31, 2021. On the offsetting swap contracts with dealer counterparties, we pay fixed rates and receive floating rates based upon designated benchmark interest rates. These interest rate swaps also have maturity dates between May 2024 and June 2039. Dealer counterparty swaps are subject to master netting agreements among the contracts within our Bank and were reported on the Consolidated Balance Sheet as a net derivative asset of $60.4 million as of December 31, 2022, compared to a net derivative liability of $19.7 million as of December 31, 2021. The gross amount of dealer counterparty swaps as of December 31, 2022, without regard to the enforceable master netting agreement, was a gross derivative asset and liability of $61.4 million and $1.0 million, compared to a gross derivative liability of $26.3 million and gross derivative asset of $6.6 million as of December 31, 2021.

The Corporation also enters into interest rate swaps to manage interest rate risk and reduce the cost of match-funding certain long-term fixed rate loans. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The instruments are designated as cash flow hedges as the receipt of floating rate interest from the counterparty is used to manage interest rate risk associated with forecasted issuances of short-term FHLB advances. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affects earnings. As of December 31, 2022, the aggregate notional value of interest rate swaps designated as cash flow hedges was $116.4 million compared to $106.0 million as of December 31, 2021. These interest rate swaps mature between December 2022 and March 2034. As of December 31, 2022, the interest rate swaps were reported on the Consolidated Balance Sheet as a derivative asset of $6.6 million, compared to a derivative liability of $1.9 million as of December 31, 2021.Pre-tax unrealized gains of $8.5 million and $3.6 million were recognized in other comprehensive income for the years ended December 31, 2022 and 2021, respectively, and there were no ineffective portion of these hedges.

The Corporation also enters into interest rate swaps to mitigate market value volatility on certain long-term fixed-rate securities. The objective of the hedge is to protect the Corporation against changes in fair value due to changes in benchmark interest rates. The instruments are designated as fair value hedges as the changes in the fair value of the interest rate swap are expected to offset changes in the fair value of the hedged item attributable to changes in the SOFR swap rate, the designated benchmark interest rate. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affects earnings. As of December 31, 2022, the aggregate notional value of interest rate swaps designated as fair value hedges was $12.5 million and there were no fair value hedges as of December 31, 2021. These interest rate swaps mature between February 2031 and October 2034. A pre-tax unrealized gain of $602,000 was recognized in other comprehensive income for the year ended December 31, 2022 and there was no ineffective portion of these hedges. No pre-tax unrealized gain or loss was recognized in other comprehensive income for the years ended December 31, 2021 and 2020.

For further information and discussion of our derivatives, see Note 17 — Derivative Financial Instruments of the Consolidated Financial Statements.

Loans and Leases Receivable

Loans and leases receivable, net of allowance for loan and lease losses, increased by $203.8 million, or 9.2%, to $2.419 billion at December 31, 2022 from $2.215 billion at December 31, 2021. Excluding net PPP loans, loans and leases receivable, net of allowance for loan and lease losses, increased by $230.6 million, or 10.5%, to $2.418 billion at December 31,

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2022 from $2.188 billion at December 31, 2021. Excluding PPP loans, loan growth was across all categories with the highest growth in commercial and industrial (“C&I”) loans increasing $137.2 million from December 31, 2021.

There continues to be a concentration in CRE loans which represented 63.1% and 65.7% of our total loans, excluding net PPP loans, as of December 31, 2022 and December 31, 2021, respectively. As of December 31, 2022, approximately 17.4% of the CRE loans were owner-occupied CRE, compared to 16.2% as of December 31, 2021. We consider owner-occupied CRE more characteristic of the Corporation’s C&I portfolio as, in general, the client’s primary source of repayment is the cash flow from the operating entity occupying the commercial real estate property.

Our C&I portfolio increased $110.4 million, or 15.1%, to $841.2 million at December 31, 2022 from $730.8 million at December 31, 2021. Excluding net PPP loans, C&I loans increased $137.2 million, or 19.5%, to $840.7 million from $703.5 million at December 31, 2021. The Corporation experienced significant C&I loan growth in 2022, due to growth across products and geographies. Management believes the investment in the Corporation’s C&I product lines has positioned the Corporation for strong and sustainable growth in 2023 and beyond.

We continue to actively pursue C&I loans across the Corporation as this segment of our loan and lease portfolio provides an attractive yield commensurate with an appropriate level of credit risk and creates opportunities for in-market deposit, treasury management, and private wealth management relationships which generate additional fee revenue.

Underwriting of new credit is primarily through approval from a serial sign-off or committee process and is a key component of our operating philosophy. Business development officers have no individual lending authority limits, and thus, a significant portion of our new credit extensions require approval from a loan approval committee regardless of the type of loan or lease, amount of the credit, or the related complexities of each proposal. To monitor the ongoing credit quality of our loans and leases, each credit is evaluated for proper risk rating using a nine grade risk rating system at the time of origination, subsequent renewal, evaluation of updated financial information from our borrowers, or as other circumstances dictate.

While we continue to experience significant competition from banks operating in our primary geographic areas, we remain committed to our underwriting standards and will not deviate from those standards for the sole purpose of growing our loan and lease portfolio. We continue to expect our new loan and lease activity to be adequate to replace normal amortization, allowing us to continue growing in future years.

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The following table presents information concerning the composition of the Bank’s consolidated loans and leases receivable.

As of December 31,
20222021
Amount Outstanding% of Total Loans and LeasesAmount Outstanding% of Total Loans and Leases
(Dollars in Thousands)
Commercial real estate:
Commercial real estate — owner occupied$268,35411.0%$235,58910.5%
Commercial real estate — non-owner occupied687,09128.1661,42329.5
Land development50,8032.142,7921.9
Construction167,9486.9179,8418.0
Multi-family350,02614.3320,07214.3
1-4 family17,7280.714,9110.7
Total commercial real estate1,541,95063.11,454,62864.9
Commercial and industrial841,17834.4730,81932.6
Direct financing leases, net12,1490.515,7430.7
Consumer and other:
Home equity and second mortgage6,7610.34,2230.2
Other41,1771.735,5181.6
Total consumer and other47,9382.039,7411.8
Total gross loans and leases receivable2,443,215100.0%2,240,931100.0%
Less:
Allowance for loan and lease losses24,23024,336
Deferred loan fees1491,523
Loans and leases receivable, net$2,418,836$2,215,072

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The following table shows the scheduled contractual maturities of the Bank’s consolidated gross loans and leases receivable, as well as the dollar amount of such loans and leases which are scheduled to mature after one year and have fixed or adjustable interest rates, as of December 31, 2022.

Amounts DueInterest Terms On Amounts Due after One Year
In One Year or LessAfter One Year through Five YearsAfter Five YearsTotalFixed RateVariable Rate
(In Thousands)
Commercial real estate:
Owner-occupied$11,476$151,768$105,110$268,354$184,822$72,056
Non-owner occupied64,200355,273267,618687,091316,145306,746
Land development34,24516,25030850,8038,5218,037
Construction24,98841,474101,486167,94858,70584,255
Multi-family32,355143,392174,279350,02685,089232,582
1-4 family2,4078,4746,84717,72815,066255
Commercial and industrial234,699503,782102,697841,178188,154418,325
Direct financing leases2,4627,8081,87912,1499,687
Consumer and other6,83636,7944,30847,93831,4409,662
$413,668$1,265,015$764,532$2,443,215$897,629$1,131,918

Commercial Real Estate. The Bank originates owner-occupied and non-owner-occupied commercial real estate loans which have fixed or adjustable rates and generally terms of three to 10 years and amortizations of up to 30 years on existing commercial real estate. The Bank also originates loans to construct commercial properties and complete land development projects. The Bank’s construction loans generally have terms of six to 24 months with fixed or adjustable interest rates and fees that are due at the time of origination. Loan proceeds are disbursed in increments as construction progresses and as project inspections warrant.

The repayment of commercial real estate loans generally is dependent on sufficient income from the occupants of properties securing the loans to cover operating expenses and debt service. Payments on commercial real estate loans are often dependent on external market conditions impacting the successful operation or development of the property or business involved. Therefore, repayment of such loans is often sensitive to conditions in the real estate market or the general economy, which are outside the borrower’s control. In the event that the cash flow from the property is reduced, the borrower’s ability to repay the loan could be negatively impacted. The deterioration of one or a few of these loans could cause a material increase in our level of nonperforming loans, which would result in a loss of revenue from these loans and could result in an increase in the provision for loan and lease losses and an increase in charge-offs, all of which could have a material adverse impact on our net income. Additionally, many of these loans have real estate as a primary or secondary component of collateral. The market value of real estate can fluctuate significantly in a short period of time as a result of economic conditions. Adverse developments affecting real estate values in one or more of our markets could impact collateral coverage associated with the commercial real estate segment of our portfolio, possibly leading to increased specific reserves or charge-offs, which would adversely affect profitability. Of the $1.542 billion of commercial real estate loans outstanding as of December 31, 2022, $26.8 million were originated by the FBSF subsidiary, as part of a larger asset-based lending relationship.

Commercial and Industrial. The Bank’s commercial and industrial loan portfolio is comprised of loans for a variety of purposes which principally are secured by inventory, accounts receivable, equipment, machinery, and other corporate assets and are advanced within limits prescribed by our loan policy. The majority of such loans are secured and typically backed by personal guarantees of the owners of the borrowing business. Of the $841.2 million of C&I loans outstanding as of December 31, 2022, $373.6 million were conventional C&I loans and $467.6 million were originated by the FBSF subsidiary. FBSF products consists of equipment financing, asset-based lending, accounts receivable financing, SBA lending, and floorplan financing.

Direct Financing Leases. Direct financing leases initiated through FBSF are originated with a fixed implicit rate and typically a term of seven years or less. It is customary in the leasing industry to provide 100% financing; however, FBSF will, from time-to-time, require a down payment or lease deposit to provide a credit enhancement. As of December 31, 2022, the Bank had $12.1 million in net direct financing receivables outstanding.

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FBSF leases machinery and equipment to clients under leases which qualify as direct financing leases for financial reporting and as operating leases for income tax purposes. Under the direct financing method of accounting, the minimum lease payments to be received under the lease contract, together with the estimated unguaranteed residual value (approximating 3% to 20% of the cost of the related equipment), are recorded as lease receivables when the lease is signed and the lease property is delivered to the client. The excess of the minimum lease payments and residual values over the cost of the equipment is recorded as unearned lease income. Unearned lease income is recognized over the term of the lease on a basis which results in a level rate of return on the unrecovered lease investment. Lease payments are recorded when due under the lease contract. Residual value is the estimated fair market value of the equipment on lease at lease termination and was estimated to be $2.8 million as of December 31, 2022. In estimating the equipment’s fair value, FBSF relies on historical experience by equipment type and manufacturer, published sources of used equipment pricing, internal evaluations and, when available, valuations by independent appraisers, adjusted for known trends.

Consumer and Other. The Bank originates a small amount of consumer loans consisting of home equity, first and second mortgages, and other personal loans for professional and executive clients of the Bank.

Asset Quality

Non-accrual loans and leases decreased $2.7 million, or 42.5%, to $3.7 million at December 31, 2022 compared to $6.4 million at December 31, 2021.

Our total impaired assets consisted of the following:

As of December 31,
20222021
(Dollars in Thousands)
Non-accrual loans and leases
Commercial real estate:
Commercial real estate – owner occupied$$348
Commercial real estate – non-owner occupied
Land development
Construction
Multi-family
1-4 family30339
Total non-accrual commercial real estate30687
Commercial and industrial3,6295,572
Direct financing leases, net99
Consumer and other:
Home equity and second mortgage
Other
Total non-accrual consumer and other loans
Total non-accrual loans and leases3,6596,358
Repossessed assets, net95164
Total non-performing assets3,7546,522
Performing troubled debt restructurings156217
Total impaired assets$3,910$6,739
Total non-accrual loans and leases to gross loans and leases0.15%0.28%
Total non-performing assets to gross loans and leases plus repossessed assets, net0.15%0.29%
Total non-performing assets to total assets0.13%0.25%
Allowance for loan and lease losses to gross loans and leases0.99%1.09%
Allowance for loan and lease losses to non-accrual loans and leases662.20%382.76%

As of December 31, 2022 and 2021, $30,000 and $627,000 of the non-accrual loans were considered troubled debt restructurings, respectively. As noted in the table above, non-performing assets consisted of non-accrual loans and leases and repossessed assets totaling $3.8 million, or 0.13% of total assets, as of December 31, 2022, a decrease in non-performing assets

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of $2.8 million, or 42.4%, from December 31, 2021. Impaired loans and leases as of December 31, 2022 and 2021 also included $156,000 and $217,000, respectively, of loans classified as performing troubled debt restructurings, which are considered impaired due to the concession in terms, but are meeting the restructured payment terms and therefore are not on non-accrual status.

The following asset quality ratios exclude net PPP loans as they are fully guaranteed by the SBA:

As of December 31,
20222021
(In Thousands)
Total non-accrual loans and leases to gross loans and leases0.15%0.29%
Total non-performing assets to gross loans and leases plus repossessed assets, net0.150.29
Total non-performing assets to total assets0.130.25
Allowance for loan and lease losses to gross loans and leases0.991.10

We use a wide variety of available metrics to assess the overall asset quality of the portfolio and no one metric is used independently to make a final conclusion as to the asset quality of the portfolio. Non-performing assets as a percentage of total assets decreased to 0.13% at December 31, 2022 from 0.25% at December 31, 2021. As of December 31, 2022, the payment performance of our loans and leases did not point to any new areas of concern, as approximately 99.8% of the total portfolio was in a current payment status, similar to December 31, 2021. We also monitor asset quality through our established categories as defined in Note 4 – Loan and Lease Receivables, Impaired Loans and Leases and Allowance for Loan and Lease Losses of the Consolidated Financial Statements. As we continue to actively monitor the credit quality of our loan and lease portfolios, we may identify additional loans and leases for which the borrowers or lessees are having difficulties making the required principal and interest payments based upon factors including, but not limited to, the inability to sell the underlying collateral, inadequate cash flow from the operations of the underlying businesses, liquidation events, or bankruptcy filings. We are proactively working with our impaired loan borrowers to find meaningful solutions to difficult situations that are in the best interests of the Bank.

In 2022, as well as in all previous reporting periods, there were no loans over 90 days past due and still accruing interest. Loans and leases greater than 90 days past due are considered impaired and are placed on non-accrual status. Cash received while a loan or a lease is on non-accrual status is generally applied solely against the outstanding principal. If collectability of the contractual principal and interest is not in doubt, payments received may be applied to both interest due on a cash basis and principal.

Additional information about impaired loans is as follows:

As of December 31,
20222021
(In Thousands)
Impaired loans and leases with no impairment reserves$1,223$4,419
Impaired loans and leases with impairment reserves required2,5922,156
Total impaired loans and leases3,8156,575
Less: Impairment reserve (included in allowance for loan and lease losses)1,6501,505
Net impaired loans and leases$2,165$5,070
Average impaired loans and leases$5,084$14,260
For the years ended December 31,
20222021
(In Thousands)
Interest income attributable to impaired loans and leases$400$1,104
Less: Interest income recognized on impaired loans and leases1,436454
Net foregone interest income on impaired loans and leases$(1,036)$650

Loans and leases with no impairment reserves represent impaired loans where the collateral, based upon current information, is deemed to be sufficient or that have been partially charged-off to reflect our net realizable value of the loan.

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When analyzing the adequacy of collateral, we obtain external appraisals as appropriate. Our policy regarding commercial real estate appraisals requires the utilization of appraisers from our approved list, the performance of independent reviews to monitor the quality of such appraisals, and receipt of new appraisals for impaired loans at least annually, or more frequently as circumstances warrant. We make adjustments to the appraised values for appropriate selling costs. In addition, the ordering of appraisals and review of the appraisals are performed by individuals who are independent of the business development process. Based on the specific evaluation of the collateral of each impaired loan, we believe the reserve for impaired loans was appropriate at December 31, 2022. However, we cannot provide assurance that the facts and circumstances surrounding each individual impaired loan will not change and that the specific reserve or current carrying value will not be different in the future, which may require additional charge-offs or specific reserves to be recorded.

Allowance for Loan and Lease Losses

The allowance for loan and lease losses decreased $106,000, or 0.4%, to $24.2 million as of December 31, 2022 from $24.3 million as of December 31, 2021. The allowance for loan and lease losses as a percentage of gross loans and leases also decreased to 0.99% as of December 31, 2022 from 1.09% as of December 31, 2021. The allowance for loan and lease losses as a percentage of gross loans and leases, excluding net PPP loans, was 0.99% as of December 31, 2022 from 1.10% as of December 31, 2021. The decrease in allowance for loan and lease losses as a percent of gross loans and leases was principally driven by significant commercial real estate loan recoveries, and the related impact it had on our commercial real estate historical loss factors. In addition to the commercial real estate recovery, all other loan segments experienced a reduction in historical loss factors as the look-back period began to roll off the Corporation’s higher loss rates from the Great Recession. These general releases were partially offset by an increase in general reserve commensurate with loan growth. The Corporation will adopt ASU No. 2016-13, “Financial Instruments- Credit Losses (Topic 326)”, on January 1st, 2023 and anticipates an initial increase in reserves, including unfunded commitments reserves, of approximately $1.0 million to $4.0 million.

During the year ended December 31, 2022, we recorded net recoveries on impaired loans and leases of approximately $3.8 million, which included $979,000 of charge-offs and $4.7 million of recoveries. During the year ended December 31, 2021, we recorded net recoveries on impaired loans and leases of approximately $1.6 million, which included $3.5 million of charge-offs and $5.1 million of recoveries.

As of December 31, 2022 and 2021, our allowance for loan and lease losses to total non-accrual loans and leases was 662.20% and 382.76%, respectively. This ratio increased primarily due to the substantial decrease in non-accrual loans and leases discussed above, in comparison to the decrease in the allowance for loan and leases losses. Impaired loans and leases exhibit weaknesses that inhibit repayment in compliance with the original terms of the note or lease. However, the measurement of impairment on loans and leases may not always result in a specific reserve included in the allowance for loan and lease losses. As part of the underwriting process, as well as our ongoing monitoring efforts, we try to ensure that we have sufficient collateral to protect our interest in the related loan or lease. As a result of this practice, a significant portion of our outstanding balance of non-performing loans or leases may not require additional specific reserves or require only a minimal amount of required specific reserve. Management is proactive in recording charge-offs to bring loans to their net realizable value in situations where it is determined with certainty that we will not recover the entire amount of our principal. This practice may lead to a lower allowance for loan and lease loss to non-accrual loans and leases ratio as compared to our peers or industry expectations. As asset quality strengthens, our allowance for loan and lease losses is measured more through general characteristics, including historical loss experience, of our portfolio rather than through specific identification and we would therefore expect this ratio to rise. Conversely, if we identify further impaired loans, this ratio could fall if the impaired loans are adequately collateralized and therefore require no specific or general reserve. Given our business practices and evaluation of our existing loan and lease portfolio, we believe this coverage ratio is appropriate for the probable losses inherent in our loan and lease portfolio as of December 31, 2022.

To determine the level and composition of the allowance for loan and lease losses, we break out the portfolio by segments with similar risk characteristics. First, we evaluate loans and leases for potential impairment classification. We analyze each loan and lease identified as impaired on an individual basis to determine a specific reserve based upon the estimated value of the underlying collateral for collateral-dependent loans, or alternatively, the present value of expected cash flows. For each segment of loans and leases that has not been individually evaluated, management segregates the Bank’s loss factors into a quantitative general reserve component based on historical loss rates throughout the defined look back period. The quantitative general reserve component also considers an estimate of the historical loss emergence period, which is the period of time between the event that triggers the loss to the charge-off of that loss. The methodology also focuses on evaluation of several qualitative factors for each portfolio category, including but not limited to: management’s ongoing review and grading of the loan and lease portfolios, consideration of delinquency experience, changes in the size of the loan and lease portfolios, existing economic conditions, level of loans and leases subject to more frequent review by management, changes in underlying collateral, concentrations of loans to specific industries, and other qualitative factors that could affect credit losses.

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When it is determined that we will not receive our entire contractual principal or the loss is confirmed, we record a charge against the allowance for loan and lease loss reserve to bring the loan or lease to its net realizable value. Many of the impaired loans as of December 31, 2022 are collateral dependent. It is typically part of our process to obtain appraisals on impaired loans and leases that are primarily secured by real estate or equipment annually, or more frequently as circumstances warrant. As we have completed new appraisals and/or market evaluations, in specific situations current fair values collateralizing certain impaired loans were inadequate to support the entire amount of the outstanding debt. .

As a result of our review process, we have concluded an appropriate allowance for loan and lease losses for the existing loan and lease portfolio was $24.2 million, or 0.99% of gross loans and leases, at December 31, 2022. However, given ongoing complexities with current workout situations and the uncertainty surrounding future economic conditions, further charge-offs, and increased provisions for loan and lease losses may be recorded if additional facts and circumstances lead us to a different conclusion. In addition, various federal and state regulatory agencies review the allowance for loan and lease losses. These agencies could require certain loan and lease balances to be classified differently or charged off when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examination.

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A summary of the activity in the allowance for loan and lease losses follows:

Year Ended December 31,
20222021
(Dollars in Thousands)
Allowance at beginning of period$24,336$28,521
Charge-offs:
Commercial real estate
Commercial real estate — owner occupied(11)
Commercial real estate — non-owner occupied
Construction and land development
Multi-family
1-4 family(245)
Commercial and industrial(909)(3,227)
Direct financing leases(49)
Consumer and other
Home equity and second mortgage
Other(21)(25)
Total charge-offs(979)(3,508)
Recoveries:
Commercial real estate
Commercial real estate — owner occupied4,260435
Commercial real estate — non-owner occupied21,422
Construction and land development2,078
Multi-family
1-4 family
Commercial and industrial4371,168
Direct financing leases
Consumer and other
Home equity and second mortgage2
Other4221
Total recoveries4,7415,126
Net charge-offs3,7621,618
Provision for loan and lease losses(3,868)(5,803)
Allowance at end of period$24,230$24,336
Net charge-offs as a percent of average gross loans and leases(0.16)%(0.07)%

We review our methodology and periodically adjust allocation percentages of the allowance by segment, as reflected in the following table. Within the specific categories, certain loans or leases have been identified for specific reserve allocations as well as the whole category of that loan type or lease being reviewed for a general reserve based on the foregoing analysis of trends and overall balance growth within that category.

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The table below shows our allocation of the allowance for loan and lease losses by loan portfolio segments. The allocation of the allowance by segment is management’s best estimate of the inherent risk in the respective loan segments. Despite the specific allocation noted in the table below, the entire allowance is available to cover any loss.

As of December 31,
20222021
Balance(a)Balance(a)
(Dollars in Thousands)
Loan and lease segments:
Commercial real estate$12,5600.81%$15,1101.04%
Commercial and industrial11,1281.308,4131.13
Consumer and other5421.138132.05
Total allowance for loan and lease losses$24,2300.99%$24,3361.09%

(a)Allowance for loan losses category as a percentage of total loans by category.

Although we believe the allowance for loan and lease losses was appropriate based on the current level of loan and lease delinquencies, non-accrual loans and leases, trends in charge-offs, economic conditions, and other factors as of December 31, 2022, there can be no assurance that future adjustments to the allowance will not be necessary.

Deposits

As of December 31, 2022, deposits increased by $210.3 million to $2.168 billion from $1.958 billion at December 31, 2021. The increase in deposits was primarily due to an increase in wholesale deposits and certificates of deposit of $172.6 million and $99.7 million, respectively, partially offset by a decrease of $55.9 million and $6.1 million in money market accounts and transaction accounts, respectively. The large increase in wholesale deposits is primarily driven by a shift from FHLB advances to wholesale deposits to manage interest rate risk and liquidity by utilizing the most efficient and cost-effective source of wholesale funds to match-fund our fixed-rate loan portfolio. Additionally, certificate of deposit accounts saw an increase primarily due to an increase in interest rates.

The following table presents the composition of the Bank’s consolidated deposits.

As of December 31,
20222021
Balance% of Total DepositsBalance% of Total Deposits
(Dollars in Thousands)
Non-interest-bearing transaction accounts$537,10724.8%$589,55930.1%
Interest-bearing transaction accounts576,60126.6530,22527.1
Money market accounts698,50532.2754,41038.5
Certificates of deposit153,7577.154,0912.8
Wholesale deposits202,2369.329,6381.5
Total deposits$2,168,206100.0%$1,957,923100.0%

Period-end deposit balances associated with in-market relationships will fluctuate based upon maturity of time deposits, client demands for the use of their cash, and our ability to service and maintain existing and new client relationships. Deposits continue to be the primary source of the Bank’s funding for lending and other investment activities. A variety of accounts are designed to attract both short- and long-term deposits. These accounts include non-interest-bearing transaction accounts, interest-bearing transaction accounts, money market accounts, and certificates of deposit. Deposit terms offered by the Bank vary according to the minimum balance required, the time period the funds must remain on deposit, the rates and products offered by competitors, and the interest rates charged on other sources of funds, among other factors. Our Bank’s in-market deposits are obtained primarily from the South Central, Northeast and Southeast regions of Wisconsin and the greater Kansas City Metro.

We measure the success of in-market deposit gathering efforts based on the average balances of our deposit accounts as compared to ending balances due to the volatility of some of our larger relationships. Average in-market deposits for the year

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ended December 31, 2022 were approximately $1.929 billion, or 80.6% of total bank funding. Total bank funding is defined as total deposits plus FHLB advances. This compares to average in-market deposits of $1.784 billion, or 78.2% of total bank funding, for 2021. Refer to Note 9 - Deposits in the Consolidated Financial Statements for additional information regarding our deposit composition.

The following table sets forth the amount and maturities of the Bank’s certificates of deposit and term wholesale deposits at December 31, 2022.

Interest RateThree Months and LessOver Three Months Through Six MonthsOver Six Months Through Twelve MonthsOver Twelve MonthsTotal
(In Thousands)
0.00% to 0.99%$4,812$7,554$1,998$2,240$16,604
1.00% to 1.99%11,0428452,7752,52917,191
2.00% to 2.99%4,0561,5128,76710,30224,637
3.00% to 3.99%55,0497,5943,2311,70667,580
4.00% to 4.99%80,7709,67835,06789,466214,981
$155,729$27,183$51,838$106,243$340,993

At December 31, 2022, time deposits included $81.6 million of certificates of deposit and wholesale deposits in denominations greater than or equal to $250,000. Of these certificates, $31.3 million are scheduled to mature in three months or less, $9.7 million in greater than three through six months, $38.6 million in greater than six through twelve months and $2.0 million in greater than twelve months.

Of the total time deposits outstanding as of December 31, 2022, $234.8 million are scheduled to mature in 2023, $12.8 million in 2024, $14.4 million in 2025, $25.5 million in 2026, and $51.4 million in 2027. As of December 31, 2022, we have no wholesale certificates of deposit which the Bank has the right to call prior to the scheduled maturity.

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Borrowings

We had total borrowings of $456.8 million as of December 31, 2022, an increase of $43.3 million, or 10.5%, from $413.5 million at December 31, 2021. Total wholesale funding as a percentage of total bank funding has increased due to significant wholesale deposit growth as part of the Bank’s strategy to mitigate interest rate risk by match-funding fixed rate loans with the most cost effective form of wholesale funding. Total bank funding is defined as total deposits plus FHLB advances.

As of December 31, 2022 and December 31, 2021, the Corporation had other borrowings of $6.1 million and $10.4 million, respectively, which consisted of sold loans accounted for as secured borrowings because they did not qualify for true sale accounting, as well as borrowings associated with our investment in a community development entity.

Consistent with our funding philosophy to manage interest rate risk, we will use the most efficient and cost effective source of wholesale funds. We utilize FHLB advances to the extent we maintain an adequate level of excess borrowing capacity for liquidity and contingency funding purposes and pricing remains favorable in comparison to the wholesale deposit alternative. We will use FHLB advances and/or brokered certificates of deposit in specific maturity periods needed, typically three to five years, to match-fund fixed rate loans and effectively mitigate the interest rate risk measured through our asset/liability management process and to support asset growth initiatives while taking into consideration our operating goals and desired level of usage of wholesale funds. Please refer to the section titled Liquidity and Capital Resources, below, for further information regarding our use and monitoring of wholesale funds.

The following table sets forth the outstanding balances, weighted average balances, and weighted average interest rates for our borrowings (short-term and long-term) as indicated.

December 31, 2022December 31, 2021
BalanceWeighted Average BalanceWeighted Average RateBalanceWeighted Average BalanceWeighted Average Rate
(Dollars in Thousands)
Federal funds purchased$$147.42%$$%
FHLB advances416,380414,1911.70368,800376,7811.30
Line of credit852.78500782.90
Other borrowings6,0888,6245.2310,3638,0904.11
Subordinated notes payable34,34035,0955.0623,78823,7665.94
Junior subordinated notes(1)2,42920.7510,07610,06811.05
$456,808$460,4382.12$413,527$418,7831.86

(1)     Weighted average rate of junior subordinated notes reflects the accelerated amortization of subordinated debt issuance costs as a result of the early redemption of the junior subordinated notes during the first quarter of 2022.

A summary of annual maturities of borrowings at December 31, 2022 is as follows:

(In Thousands)
Maturities during the year ended December 31,
2023$236,880
202435,500
202556,000
202660,000
202728,000
Thereafter40,428
$456,808

On March 4, 2022, the Corporation completed a private placement of $20.0 million in new subordinated debt to one institutional investor. Management used a portion of the proceeds during the second quarter of 2022 to redeem $9.1 million of subordinated notes bearing a fixed interest rate of 6.00%. The remainder of the proceeds were designed to be used for general corporate purposes, including to support the Bank’s growth strategy, and to fund share repurchases. The subordinated note bears a fixed interest rate of 3.50% with a maturity date of March 15, 2032 and has certain financial performance covenants

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with which the Corporation was in compliance as of September 30, 2022. The Corporation may, at its option, redeem the note, in whole or part, after the fifth anniversary of issuance. Additionally, at December 31, 2022, subordinated notes included a $15.0 million note which bore a fixed interest rate of 5.50% with a maturity date of August 15, 2029. The Corporation may, at its option, redeem the 5.50% notes, in whole or part, at any time after August 15, 2024. The 5.50% notes will begin to lose Tier II capital treatment at a rate of 20% per year effective August 15, 2024.

Refer to Note 10 – FHLB Advances, Other Borrowings and Junior Subordinated Notes in the Consolidated Financial Statements for additional information on the terms of Corporation’s current debt instruments.

Stockholders’ Equity

As of December 31, 2022, stockholders’ equity was $260.6 million, or 8.8% of total assets, compared to stockholders’ equity of $232.4 million, or 8.8% of total assets, as of December 31, 2021. Stockholders’ equity increased by $28.2 million during the year ended December 31, 2022 attributable to net income of $40.9 million for the year ended December 31, 2022, partially offset by preferred and common stock dividend declarations of $683,000 and $6.7 million, respectively, and stock repurchases of $5.0 million authorized under the repurchase program discussed below.

On March 4, 2022, the Corporation issued 12,500 shares, or $12.5 million in aggregate liquidation preference, of 7.0% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, with a liquidation preference of $1,000 per share (the “Series A Preferred Stock”) in a private placement to institutional investors. The net proceeds received from the issuance of the Series A Preferred Stock were $12.0 million. The proceeds were used to redeem $10.1 million of junior subordinated notes in the first quarter of 2022.

The Corporation expects to pay dividends on the Series A Preferred Stock when and if declared by its Board, at a fixed rate of 7.0% per annum, payable quarterly, in arrears, on March 15, June 15, September 15 and December 15 of each year up to, but excluding, March 15, 2027. For each dividend period from and including March 15, 2027, dividends will be paid at a floating rate of Three-Month Term SOFR plus a spread of 539 basis points per annum. During the year ended December 31, 2022, the Corporation paid $683,000 in preferred cash dividends. The Series A Preferred Stock is perpetual and has no stated maturity. The Corporation may redeem the Series A Preferred Stock at its option at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends (without regard to any undeclared dividends), subject to regulatory approval, on or after March 15, 2027 or within 90 days following a regulatory capital treatment event, in accordance with the terms of the Series A Preferred Stock.

On March 4, 2022, the Corporation’s Board approved a share repurchase program. The program authorized the repurchase by the Corporation of up to $5 million of its total outstanding shares of common stock over a period of approximately twelve months, ending March 4, 2023. As of December 16, 2022, the Corporation had completed the share repurchase program, purchasing a total of 142,074 shares for approximately $5.0 million at an average cost of $35.14 per share.

On January 27, 2023, the Board of Directors of the Corporation approved a new share repurchase program. The program authorized the repurchase by the Corporation of up to $5 million of its total outstanding shares of common stock over a period of approximately twelve months, ending January 31, 2024.

Under the new share repurchase program, shares are repurchased from time to time in the open market or negotiated transactions at prevailing market rates, or by other means in accordance with federal securities laws. In connection with the share repurchase program, the Corporation has implemented a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1 under the Securities Exchange Act. The trading plan allows the Corporation to repurchase shares of its common stock at times when it otherwise might have been prevented from doing so under insider trading laws by requiring that an agent selected by the Corporation repurchase shares of common stock on the Corporation’s behalf on pre-determined terms.

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LIQUIDITY AND CAPITAL RESOURCES

The Corporation expects to meet its liquidity needs through existing cash on hand, established cash flow sources, its third party senior line of credit, and dividends received from the Bank. While the Bank is subject to certain generally applicable regulatory limitations regarding its ability to pay dividends to the Corporation, we do not believe that the Corporation will be adversely affected by these dividend limitations. The Corporation’s principal liquidity requirements at December 31, 2022 were the interest payments due on subordinated notes and cash dividends payable to both common and preferred stockholders. During 2022 and 2021, FBB declared and paid dividends totaling $2.0 million and $8.5 million, respectively. The capital ratios of the Bank met all applicable regulatory capital adequacy requirements in effect on December 31, 2022, and continue to meet the heightened requirements imposed by Basel III, including the capital conservation buffer. The Corporation’s Board and management teams adhere to the appropriate regulatory guidelines on decisions which affect their capital positions, including but not limited to, decisions relating to the payment of dividends and increasing indebtedness.

The Bank maintains liquidity by obtaining funds from several sources. The Bank’s primary source of funds are principal and interest payments on loans receivable and mortgage-related securities, deposits, and other borrowings, such as federal funds and FHLB advances. The scheduled payments of loans and mortgage-related securities are generally a predictable source of funds. Deposit flows and loan prepayments, however, are greatly influenced by general interest rates, economic conditions, and competition.

We view readily accessible liquidity as a critical element to meet our cash and collateral obligations. We define our readily accessible liquidity as the total of our short-term investments, our unencumbered securities available-for-sale, and our unencumbered pledged loans. As of December 31, 2022 and 2021, our readily accessible liquidity was $449.6 million and $529.5 million, respectively. At December 31, 2022 and 2021, the Bank had $76.5 million and $47.0 million on deposit with the FRB recorded in short-term investments, respectively. Any excess funds not used for loan funding or satisfying other cash obligations were maintained as part of our readily accessible liquidity in our interest-bearing accounts with the FRB, as we value the safety and soundness provided by the FRB. We plan to utilize excess liquidity to fund loan and lease portfolio growth, pay down maturing debt, pay down FHLB advances, allow run off of maturing wholesale certificates of deposit or to invest in securities to maintain adequate liquidity at an improved margin.

We had $618.6 million of outstanding wholesale funds at December 31, 2022, compared to $398.4 million of wholesale funds as of December 31, 2021, which represented 23.9% and 17.1%, respectively, of period end total bank funding. Wholesale funds include FHLB advances, brokered certificates of deposit, and deposits gathered from internet listing services. Total bank funding is defined as total deposits plus FHLB advances. We are committed to raising in-market deposits while utilizing wholesale funds to match-fund our loan portfolio and mitigate interest rate risk. Wholesale funds continue to be an efficient and cost effective source of funding for the Bank and allows it to gather funds across a larger geographic base at price levels and maturities that are more attractive than local time deposits when required to raise a similar level of in-market deposits within a short time period. Access to such deposits and borrowings allows us the flexibility to refrain from pursuing less desirable deposit relationships. In addition, the administrative costs associated with wholesale funds are considerably lower than those that would be incurred to administer a similar level of local deposits with a similar maturity structure. During the time frames necessary to accumulate wholesale funds in an orderly manner, we will use short-term FHLB advances to meet our temporary funding needs. The short-term FHLB advances will typically have terms of one week to one month to cover the overall expected funding demands.

Period-end in-market deposits increased $37.7 million, or 2.0%, to $1.966 billion at December 31, 2022 from $1.928 billion at December 31, 2021 as in-market deposit balances increased due to successful business development efforts, partially offset by deposit movement from money market accounts to, alternative investment options, and clients funding their normal course of business. In addition, in-market deposit balances were negatively impacted by the outflow of client funds previously accumulated as part of their participation in the Paycheck Protection Program. Our in-market relationships continue to grow; however, deposit balances associated with those relationships will fluctuate. We expect to establish new client relationships and continue marketing efforts aimed at increasing the balances in existing clients’ deposit accounts. Nonetheless, we will continue to use wholesale funds in specific maturity periods, typically three to five years, needed to effectively mitigate the interest rate risk measured through our asset/liability management process or in shorter time periods if in-market deposit balances decline. In order to provide for ongoing liquidity and funding, all of our wholesale funds are certificates of deposit which do not allow for withdrawal at the option of the depositor before the stated maturity (with the exception of deposits accumulated through the internet listing service which have the same early withdrawal privileges and fees as do our other in-market deposits) and FHLB advances with contractual maturity terms and no call provisions. The Bank limits the percentage of wholesale funds to total bank funds in accordance with liquidity policies approved by its Board. The Bank was in compliance with its policy limits as of December 31, 2022.

The Bank was able to access the wholesale funding market as needed at rates and terms comparable to market standards during the year ended December 31, 2022. In the event that there is a disruption in the availability of wholesale funds

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at maturity, the Bank has managed the maturity structure, in compliance with our approved liquidity policy, so at least one year of maturities could be funded through readily available liquidity. These potential funding sources include deposits maintained at the FRB or Federal Reserve Discount Window utilizing currently unencumbered securities and acceptable loans as collateral. As of December 31, 2022, the available liquidity was in excess of the stated policy minimum. We believe the Bank will also have access to the unused federal funds lines, cash flows from borrower repayments, and cash flows from security maturities. The Bank also has the ability to raise local market deposits by offering attractive rates to generate the level required to fulfill its liquidity needs.

The Corporation has filed a shelf registration with the Securities and Exchange Commission that would allow the Corporation to offer and sell, from time to time and in one or more offerings, up to $75.0 million in aggregate initial offering price of common and preferred stock, debt securities, warrants, subscription rights, units, or depository shares, or any combination thereof.

The Bank is required by federal regulation to maintain sufficient liquidity to ensure safe and sound operations. We believe that the Bank has sufficient liquidity to match the balance of net withdrawable deposits and short-term borrowings in light of present economic conditions and deposit flows.

During the year ended December 31, 2022, operating activities resulted in a net cash inflow of $38.6 million driven by net income of $40.9 million. Net cash used in investing activities for the year ended December 31, 2022 was $245.3 million which consisted of $199.5 million in cash outflows to fund net loan growth and $27.8 million in net cash outflows to purchase available-for-sale securities. Net cash provided by financing activities for the year ended December 31, 2022 was $252.2 million. Financing cash flows included a $210.3 million net increase in deposits and a $47.6 million net increase in FHLB advances, partially offset by cash dividends paid of $6.7 million, and authorized share repurchases of $5.0 million, respectively.

Refer to Note 11 - Regulatory Capital for additional information regarding the Corporation’s and the Bank’s capital ratios and the ratios required by their federal regulators at December 31, 2022 and 2021.

2021 COMPARED TO 2020

Information pertaining to 2021 in comparison to 2020 was included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2021 on page 30 under Part II, Item 7, “Management’s Discussion and Analysis of Financial and Results of Operations,” which was filed with the SEC on February 23, 2022.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. By their nature, changes in these assumptions and estimates could significantly affect the Corporation’s financial position or results of operations. Actual results could differ from those estimates. Discussed below are certain policies that are critical to the Corporation. We view critical accounting policies to be those which are highly dependent on subjective or complex judgments, estimates and assumptions, and where changes in those estimates and assumptions could have a significant impact on the financial statements.

Allowance for Loan and Lease Losses. The allowance for loan and lease losses represents our recognition of the risks of extending credit and our evaluation of the quality of the loan and lease portfolio and as such, requires the use of judgment as well as other systematic objective and quantitative methods which may include additional assumptions and estimates. The risks of extending credit and the accuracy of our evaluation of the quality of the loan and lease portfolio are neither static nor mutually exclusive and could result in a material impact on our Consolidated Financial Statements. We may over-estimate the quality of the loan and lease portfolio, resulting in a lower allowance for loan and lease losses than necessary, overstating net income and equity. Conversely, we may under-estimate the quality of the loan and lease portfolio, resulting in a higher allowance for loan and lease losses than necessary, understating net income and equity. The allowance for loan and lease losses is a valuation allowance for probable credit losses, increased by the provision for loan and lease losses and decreased by charge-offs, net of recoveries. We estimate the allowance reserve balance required and the related provision for loan and lease losses based on quarterly evaluations of the loan and lease portfolio, with particular attention paid to loans and leases that have been specifically identified as needing additional management analysis because of the potential for further problems. During these evaluations, consideration is also given to such factors as the level and composition of impaired and other non-performing loans and leases, historical loss experience, results of examinations by regulatory agencies, independent loan and lease reviews, our

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estimate of the fair value of the underlying collateral taking into consideration various valuation techniques and qualitative adjustments to inputs to those estimates of fair value, the strength and availability of guarantees, concentration of credits, and other factors. Allocations of the allowance may be made for specific loans or leases, but the entire allowance is available for any loan or lease that, in our judgment, should be charged off. Loan and lease losses are charged against the allowance when we believe that the uncollectability of a loan or lease balance is confirmed. See Note 1 – Nature of Operations and Summary of Significant Accounting Policies and Note 4 – Loan and Lease Receivables, Impaired Loans and Leases and Allowance for Loan and Lease Losses in the Consolidated Financial Statements for further discussion of the allowance for loan and lease losses.

We also continue to exercise our legal rights and remedies as appropriate in the collection and disposal of non-performing assets, and adhere to rigorous underwriting standards in our origination process in order to achieve strong asset quality. Although we believe that the allowance for loan and lease losses was appropriate as of December 31, 2022 based upon the evaluation of loan and lease delinquencies, non-performing assets, charge-off trends, economic conditions, and other factors, there can be no assurance that future adjustments to the allowance will not be necessary. If the quality of loans or leases deteriorates, then the allowance for loan and lease losses would generally be expected to increase relative to total loans and leases. If loan or lease quality improves, then the allowance would generally be expected to decrease relative to total loans and leases.

Goodwill Impairment Assessment.  Goodwill is not amortized but, instead, is subject to impairment tests on at least an annual basis, and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount, including goodwill. The Corporation conducted its annual impairment test as of July 1, 2022, utilizing a qualitative assessment, and concluded that it was more likely than not the estimated fair value of the reporting unit exceeded its carrying value, resulting in no impairment. Although no goodwill impairment was noted, there can be no assurances that future goodwill impairment will not occur. See Note 1 – Nature of Operations and Summary of Significant Accounting Policies for the Corporation's accounting policy on goodwill and see Note 7 – Goodwill and Other Intangible Assets in the Consolidated Financial Statements for a detailed discussion of the factors considered by management in the assessment.

Income Taxes. The Corporation and its wholly owned subsidiaries file a consolidated federal income tax return and a combined Wisconsin state tax return. Deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The determination of current and deferred income taxes is based on complex analysis of many factors, including the interpretation of federal and state income tax laws, the difference between the tax and financial reporting basis of assets and liabilities (temporary differences), estimates of amounts currently due or owed, such as the timing of reversals of temporary differences, and current accounting standards. We apply a more likely than not approach to each of our tax positions when determining the amount of tax benefit to record in our Consolidated Financial Statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

We have made our best estimate of valuation allowances utilizing available evidence and evaluation of sources of taxable income including tax planning strategies and expected reversals of timing differences to determine if valuation allowances were needed for deferred tax assets. Realization of deferred tax assets over time is dependent on our ability to generate sufficient taxable earnings in future periods and a valuation allowance may be necessary if management determines that it is more likely than not that the deferred asset will not be utilized. These estimates and assumptions are subject to change. Changes in these estimates and assumptions could adversely affect future consolidated results of operations. The Corporation believes the tax assets and liabilities are properly recorded in the Consolidated Financial Statements. See also Note 16 – Income Taxes in the Consolidated Financial Statements.

The Corporation also invests in certain development entities that generate federal and state historic and low income housing tax credits. The tax benefits associated with these investments are accounted for either under the flow-through method, equity method, or proportional amortization method and are recognized when the respective project is placed in service or over the investment term.

The federal and state taxing authorities who make assessments based on their determination of tax laws may periodically review our interpretation of federal and state income tax laws. Tax liabilities could differ significantly from the estimates and interpretations used in determining the current and deferred income tax liabilities based on the completion of examinations by taxing authorities.

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FY 2021 10-K MD&A

SEC filing source: 0001521951-22-000016.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-02-23. Report date: 2021-12-31.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

When used in this report the words or phrases “may,” “could,” “should,” “hope,” “might,” “believe,” “expect,” “plan,” “assume,” “intend,” “estimate,” “anticipate,” “project,” “likely,” or similar expressions are intended to identify “forward-looking statements.” Such statements are subject to risks and uncertainties, including among other things:

•Adverse changes in the economy or business conditions, either nationally or in our markets, including, without limitation, inflation, supply chain issues, labor shortages, and the adverse effects of the COVID-19 pandemic on the global, national, and local economy, which may effect the Corporation’s credit quality, revenue, and business operations.

•Competitive pressures among depository and other financial institutions nationally and in our markets.

•Increases in defaults by borrowers and other delinquencies.

•Our ability to manage growth effectively, including the successful expansion of our client support, administrative infrastructure, and internal management systems.

•Fluctuations in interest rates and market prices.

•The consequences of continued bank acquisitions and mergers in our markets, resulting in fewer but much larger and financially stronger competitors.

•Changes in legislative or regulatory requirements applicable to us and our subsidiaries.

•Changes in tax requirements, including tax rate changes, new tax laws, and revised tax law interpretations.

•Fraud, including client and system failure or breaches of our network security, including our internet banking activities.

•Failure to comply with the applicable SBA regulations in order to maintain the eligibility of the guaranteed portions of SBA loans.

These risks, together with the risks identified in Item 1A — Risk Factors, could cause actual results to differ materially from what we have anticipated or projected. These risk factors and uncertainties should be carefully considered by our shareholders and potential investors. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date made.

Where any such forward-looking statement includes a statement of the assumptions or bases underlying such forward-looking statement, we caution that, while our management believes such assumptions or bases are reasonable and are made in good faith, assumed facts or bases can vary from actual results, and the differences between assumed facts or bases and actual results can be material, depending on the circumstances. Where, in any forward-looking statement, an expectation or belief is expressed as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

We do not intend to, and specifically disclaim any obligation to, update any forward-looking statements.

The following discussion and analysis is intended as a review of significant events and factors affecting our financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the Consolidated Financial Statements and the Notes thereto.

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Overview

We are a registered bank holding company incorporated under the laws of the State of Wisconsin and are engaged in the commercial banking business through our wholly-owned banking subsidiary, FBB. All of our operations are conducted through FBB and First Business Specialty Finance, LLC (“FBSF”), a wholly-owned subsidiary of FBB. We operate as a business bank focusing on delivering a full line of commercial banking products and services tailored to meet the specific needs of small and medium-sized businesses, business owners, executives, professionals, and high net worth individuals. Our products and services include those for business banking, private wealth, and bank consulting. Within business banking, we offer commercial lending, asset-based lending, accounts receivable financing, equipment financing, floorplan financing, vendor financing, SBA lending and servicing, treasury management services, and company retirement plans. Our private wealth services for executives and individuals include trust and estate administration, financial planning, investment management, consumer lending, and private banking. For other financial institutions, our bank consulting experts provide investment portfolio administrative services, asset liability management services, and asset liability management process validation. We do not utilize a branch network to attract retail clients. Our operating philosophy is predicated on deep client relationships within our commercial bank markets and extensive expertise within our nationwide specialized lending business lines, combined with the efficiency of centralized administrative functions, such as information technology, loan and deposit operations, finance and accounting, credit administration, compliance, marketing, and human resources. Our focused model allows experienced staff to provide the level of financial expertise needed to develop and maintain long-term relationships with our clients.

Long-Term Strategic Plan

In early 2019, management finalized the development of its five year strategic plan and began the implementation of strategies and initiatives that will drive successful execution. Management’s objective over this five year period is to excel by building an expert team with diverse experiences who work together to impact client success more than any other financial partner. To meet this objective, we identified four key strategies which are linked to corporate financial goals, all business lines, and centralized administration functions to ensure communication and execution are consistent at all levels of the Corporation. These four strategies are described below:

•We will identify, attract, develop, and retain a diverse, high performing team to positively impact the overall performance and efficiency of the Corporation.

•We will increase internal efficiencies, deliver a differentiated client experience, and drive client experience utilizing technology where possible.

•We will diversify and grow our deposit base.

•We will optimize our business lines for diversification and performance.

The following table below shows the Corporation’s performance for the years ended December 31, 2021, 2020, and 2019 in comparison to the key performance indicators included in the Corporation’s long-term strategic plan.

As of and for the Year Ended December 31,
Key Performance Indicators2019202020212023 Goal
Return on average equity (“ROAE”)12.55%8.64%16.21%13.50%
Return on average assets (“ROAA”)1.14%0.70%1.37%1.15%
Top line revenue growth9.1%11.5%8.4%≥ 10% per year
In-market deposits to total bank funding75.5%74.8%82.9%≥ 75%
Employee engagement (1)82%91%87%≥ 80%
Client satisfaction (1)93%96%93%≥ 90%
(1) Anonymous surveys conducted annually

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Financial Performance Summary

Results as of and for the year ended December 31, 2021 include:

•Net income for the year ended December 31, 2021 was $35.8 million, increasing 110.6% compared to $17.0 million for the year ended December 31, 2020.

•Diluted earnings per common share were $4.17 for the year ended December 31, 2021, increasing 111.4% compared to $1.97 in the prior year.

•Return on average assets and return on average equity for the year ended December 31, 2021 were 1.37% and 16.21% respectively, compared to 0.70% and 8.64%, respectively, for 2020.

•Pre-tax, pre-provision adjusted earnings, which excludes certain one-time and discrete items, for the year ended December 31, 2021 was $41.2 million, increasing 7.2% compared to $38.4 million for the year ended December 31, 2020. Pre-tax, pre-provision adjusted return on average assets for the year ended December 31, 2021 was 1.58%, compared to 1.59% for the year ended December 31, 2020.

•Net interest margin was 3.44% for the year ended December 31, 2021, increasing 4 basis points from 3.40% for the year ended December 31, 2020. Adjusted net interest margin, which excludes certain one-time and discrete items, was 3.21% for the year ended December 31, 2021, decreasing seven basis points from 3.28% for the year ended December 31, 2020.

•Fees in lieu of interest, defined as prepayment fees, asset-based loan fees, non-accrual interest, and loan fee amortization, totaled $11.2 million for the year ended December 31, 2021, increasing 19.8% compared to $9.3 million for the year ended December 31, 2020. Loan fee amortization for the year ended December 31, 2021 and December 31, 2020 includes PPP processing fee income of $7.3 million and $5.3 million, respectively.

•Top line revenue, which consists of net interest income and non-interest income, grew 8.4% to $112.8 million for the year ended December 31, 2021, compared to $104.0 million for the year ended December 31, 2020.

•Provision for loan and lease losses was a net benefit of $5.8 million for the year ended December 31, 2021, compared to provision expense of $16.8 million for the year ended December 31, 2020. Net recoveries as a percentage of average loans and leases were 0.07% for the year ended December 31, 2021, compared to net charge-offs of 0.39% for the year ended December 31, 2020.

•Total assets at December 31, 2021 increased $85.1 million, or 3.3%, to $2.653 billion from $2.568 billion at December 31, 2020.

•Period-end gross loans and leases receivable at December 31, 2021 increased $93.4 million, or 4.4%, to $2.239 billion from $2.146 billion as of December 31, 2020. Average gross loans and leases of $2.179 billion increased $167.8 million, or 8.3% for the year ended December 31, 2021, compared to $2.011 billion for the same period in 2020.

•Period-end gross loans and leases receivable, excluding net PPP loans, at December 31, 2021 increased $291.5 million, or 15.18%, to $2.212 billion from $1.921 billion as of December 31, 2020. Average gross loans and leases, excluding net PPP loans, of $2.027 billion increased $230.6 million, or 12.8% for the year ended December 31, 2021, compared to $1.796 billion for the same period in 2020.

•PPP loans and PPP deferred processing fees were $27.9 million and $557,000, respectively, at December 31, 2021. Average PPP loans, net of deferred processing fees, were $152.3 million for the year ended December 31, 2021.

•Non-performing assets were $6.5 million or 0.25% of total assets as of December 31, 2021, compared to $26.7 million or 1.04% of total assets as of December 31, 2020. Non-performing assets to total assets, excluding net PPP loans were 0.25% as of December 31, 2021, compared to 1.14% as of December 31, 2020.

•The allowance for loan and lease losses as of December 31, 2021 decreased $4.2 million, or 14.7%, to $24.3 million, compared to $28.5 million as of December 31, 2020. The allowance for loan and lease losses was 1.09% of total loans as of December 31, 2021, compared to 1.33% as of December 31, 2020. Excluding net PPP loans, the allowance for loan and lease losses decreased to 1.10% of total loans as of December 31, 2021, compared to 1.48% as of December 31, 2020.

•Period-end in-market deposits at December 31, 2021 increased $245.3 million, or 14.6%, to $1.928 billion from $1.683 billion as of December 31, 2020. Average in-market deposits of $1.784 billion increased $215.8 million, or 13.8%, for the year ended December 31, 2021, compared to $1.569 billion for the same period in 2020.

•Trust assets under management and administration increased by $671.7 million, or 29.9%, to $2.921 billion at December 31, 2021, compared to $2.249 billion at December 31, 2020.

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Results of Operations

Top Line Revenue

Top line revenue, comprised of net interest income and non-interest income, increased 8.4% for the year ended December 31, 2021 compared to the year ended December 31, 2020 primarily due to a $7.6 million, or 9.8%, increase in net interest income and a $1.2 million, or 4.3%, increase in non-interest income. The increase in net interest income was driven by an increase in PPP loan processing fees, a decrease in interest expense, and an increase in average loans and leases outstanding and related interest income, partially offset by a reduction in asset-based loan fees in lieu of interest. The increase in non-interest income was primarily due to a $2.2 million increase in trust and investment fee income, $2.2 million increase in other fee income, $1.1 million increase in gains on the sale of SBA loans, and $680,000 increase in loan fee income. These favorable variances in top line revenue were partially offset by a reduction in swap fee income, which decreased $5.5 million compared to the year ended December 31, 2020.

The components of top line revenue were as follows:

For the Year Ended December 31,Change From Prior Year
20212020$ Change% Change
(Dollars in Thousands)
Net interest income$84,662$77,071$7,5919.8%
Non-interest income28,10026,9401,1604.3
Top line revenue$112,762$104,011$8,7518.4

Return on Average Assets and Return on Average Equity

ROAA was 1.37% for the year ended December 31, 2021, compared to 0.70% for the year ended December 31, 2020 principally due to a $22.6 million decrease in provision for loan and lease losses. Please refer to the Components of the Provision for Loan and Lease Losses included in the Provision for Loan and Lease Losses section below for further discussion on the reasons driving the improvement in profitability. We consider ROAA a critical metric to measure the profitability of our organization and how efficiently our assets are deployed. ROAA also allows us to better benchmark our profitability to our peers without the need to consider different degrees of leverage which can ultimately influence return on equity measures.

ROAE for the year ended December 31, 2021 was 16.21% compared to 8.64% for the year ended December 31, 2020. The primary reason for the increase in ROAE is consistent with the net income variance explanation as discussed under Return on Average Assets above. We view ROAE as an important measurement for monitoring profitability and continue to focus on improving our return to our shareholders by enhancing the overall profitability of our client relationships, controlling our expenses, and minimizing our costs of credit.

Efficiency Ratio and Pre-Tax, Pre-Provision Adjusted Earnings

Efficiency ratio is a non-GAAP measure representing non-interest expense excluding the effects of the SBA recourse benefit, impairment of tax credit investments, net losses on foreclosed properties, amortization of other intangible assets, losses on early extinguishment of debt, and other discrete items, if any, divided by operating revenue, which is equal to net interest income plus non-interest income less realized net gains or losses on securities, if any. Pre-tax, pre-provision adjusted earnings is defined as operating revenue less operating expense. Management believes the adjustments made to non-interest expense and non-interest income allow investors and analysts to better assess the Corporation’s operating expenses in relation to its core operating revenue by removing the volatility that is associated with certain one-time items and other discrete items.

The efficiency ratio was 63.49% for the year ended December 31, 2021, compared to 63.09% for the year ended December 31, 2020. The Corporation generated positive operating leverage as pre-tax, pre-provision adjusted earnings increased $2.8 million, or 7.2%, to $41.2 million for the year ended December 31, 2021, compared to $38.4 million for the same period in 2020. The increase in operating revenue was partially offset by a $5.9 million, or 12.8%, increase in compensation.

We believe the Corporation will generate positive operating leverage annually and progress towards enhancing the long-term efficiency ratio at a measured pace as we focus on strategic initiatives directed toward revenue growth, process improvement, and automation. These initiatives include efforts to grow our existing specialized lending revenues, increase our commercial banking market share, and scale our private wealth management business in our less mature commercial banking markets.

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We believe the efficiency ratio and pre-tax, pre-provision adjusted earnings allow investors and analysts to better assess the Corporation’s operating expenses in relation to its top line revenue by removing the volatility that is associated with certain non-recurring and other discrete items. The efficiency ratio and pre-tax, pre-provision adjusted earnings also allow management to benchmark performance of our model to our peers without the influence of the loan loss provision and tax considerations, which will ultimately influence other traditional financial measurements, including ROAA and ROAE. The information provided below reconciles the efficiency ratio to its most comparable GAAP measure.

Please refer to the Non-Interest Income and Non-Interest Expense sections below for discussion on additional drivers of the year-over-year change in the efficiency ratio.

For the Year Ended December 31,Change From Prior Year
20212020$ Change% Change
(Dollars in Thousands)
Total non-interest expense$71,535$68,898$2,6373.8%
Less:
Net loss on foreclosed properties15383(368)(96.1)
Amortization of other intangible assets2535(10)(28.6)
SBA recourse benefit(76)(278)202(72.7)
Impairment of tax credit investments2,395(2,395)NM
Loss on early extinguishment of debt744(744)NM
Total operating expense (a)$71,571$65,619$5,9529.1
Net interest income$84,662$77,071$7,5919.8
Total non-interest income28,10026,9401,1604.3
Less:
Net gain (loss) on sale of securities29(4)33NM
Adjusted non-interest income28,07126,9441,1274.2
Total operating revenue (b)$112,733$104,015$8,7188.4
Efficiency ratio63.49%63.09%
Pre-tax, pre-provision adjusted earnings (b-a)$41,162$38,396$2,7667.2
Average total assets2,605,0082,419,616185,3927.7
Pre-tax, pre-provision adjusted return on average assets1.58%1.59%

NM = Not meaningful

Net Interest Income

Net interest income levels depend on the amount of and yield on interest-earning assets as compared to the amount of and rate paid on interest-bearing liabilities. Net interest income is sensitive to changes in market rates of interest and the asset/liability management processes to prepare for and respond to such changes.

The table below shows average balances, interest, average rates, net interest margin and the spread between combined average rates earned on our interest-earning assets and cost of interest-bearing liabilities for the periods indicated. The average balances are derived from average daily balances.

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For the Year Ended December 31,
20212020
Average BalanceInterestAverage Yield/ RateAverage BalanceInterestAverage Yield/ Rate
(Dollars in Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$1,387,434$51,9303.74%$1,245,886$51,1884.11%
Commercial and industrial loans(1)727,92337,4705.15%701,32835,4875.06%
Direct financing leases(1)19,5918724.45%26,5641,0393.91%
Consumer and other loans(1)44,2061,5723.56%37,5441,4463.85%
Total loans and leases receivable(1)2,179,15491,8444.21%2,011,32289,1604.43%
Mortgage-related securities(2)159,2422,6331.65%173,0843,5482.05%
Other investment securities(3)44,7397771.74%31,8096392.01%
FHLB stock13,0666514.98%11,5766715.80%
Short-term investments64,308900.14%37,3141610.43%
Total interest-earning assets2,460,50995,9953.90%2,265,10594,1794.16%
Non-interest-earning assets144,499154,511
Total assets$2,605,008$2,419,616
Interest-bearing liabilities
Transaction accounts$506,6939880.19%$392,5771,4480.37%
Money market693,6081,1830.17%651,4022,8420.44%
Certificates of deposit47,0203960.84%111,6982,1981.97%
Wholesale deposits119,8319860.82%142,5912,4341.71%
Total interest-bearing deposits1,367,1523,5530.26%1,298,2688,9220.69%
FHLB advances376,7814,9081.30%379,8915,5071.45%
Federal reserve PPPLF%15,207540.36%
Other borrowings31,9351,7595.51%24,4721,5096.17%
Junior subordinated notes10,0681,11311.05%10,0541,11611.10%
Total interest-bearing liabilities1,785,93611,3330.63%1,727,89217,1080.99%
Non-interest-bearing demand deposit accounts536,981412,825
Other non-interest-bearing liabilities61,58082,337
Total liabilities2,384,4972,223,054
Stockholders’ equity220,511196,562
Total liabilities and stockholders’ equity$2,605,008$2,419,616
Net interest income$84,662$77,071
Net interest spread3.27%3.17%
Net interest-earning assets$674,573$537,213
Net interest margin3.44%3.40%
Average interest-earning assets to average interest-bearing liabilities137.77%131.09%
Return on average assets1.37%0.70%
Return on average equity16.21%8.64%
Average equity to average assets8.46%8.12%
Non-interest expense to average assets2.75%2.85%

(1)The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees collected in lieu of interest.

(2)Includes amortized cost basis of assets available-for-sale and held-to-maturity.

(3)Yields on tax-exempt municipal securities are not presented on a tax-equivalent basis in this table.

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The following table provides information with respect to: (1) the change in net interest income attributable to changes in rate (changes in rate multiplied by prior volume); and (2) the change in net interest income attributable to changes in volume (changes in volume multiplied by prior rate) for the year ended December 31, 2021 compared to the year ended December 31, 2020. The change in net interest income attributable to changes in rate and volume (changes in rate multiplied by changes in volume) has been allocated to the rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.

Rate/Volume Analysis

Increase (Decrease) for the Year Ended December 31,
2021 Compared to 2020
RateVolumeNet
(In Thousands)
Interest-earning assets
Commercial real estate and other mortgage loans(1)$(4,784)$5,526$742
Commercial and industrial loans(1)6211,3621,983
Direct financing leases(1)130(297)(167)
Consumer and other loans(1)(117)243126
Total loans and leases receivable(1)(4,150)6,8342,684
Mortgage-related securities(2)(647)(268)(915)
Other investment securities(96)234138
FHLB Stock(100)80(20)
Short-term investments(147)76(71)
Total net change in income on interest-earning assets(5,140)6,9561,816
Interest-bearing liabilities
Transaction accounts(805)345(460)
Money market(1,832)173(1,659)
Certificates of deposit(895)(907)(1,802)
Wholesale deposits(1,107)(341)(1,448)
Total deposits(4,639)(730)(5,369)
FHLB advances(554)(45)(599)
Federal reserve PPPLF(54)(54)
Other borrowings(174)424250
Junior subordinated notes(5)2(3)
Total net change in expense on interest-bearing liabilities(5,372)(403)(5,775)
Net change in net interest income$232$7,359$7,591

(1)The average balances of loans and leases include non-accrual loans and leases and loans held for sale. Interest income related to non-accrual loans and leases is recognized when collected. Interest income includes net loan fees collected in lieu of interest.

(2)Includes amortized cost basis of assets available-for-sale and held-to-maturity.

Net interest income increased by $7.6 million, or 9.8%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase compared to the prior year was principally due to an increase in average loans and leases outstanding, increase in PPP loan processing fees, and rate-driven decrease in interest expense. Average gross loans and leases of $2.179 billion increased by $167.8 million, or 8.3% for the year ended December 31, 2021, compared to $2.011 billion for the same period in 2020. Loan fees collected in lieu of interest increased 19.8% to $11.2 million, compared to $9.3 million during the same period of comparison. Excluding PPP fee amortization, loan fees collected in lieu of interest decreased 4.6% to $3.8 million, compared to $4.0 million during the same period of comparison. Excluding net PPP loans, average gross loans and leases for the year ended December 31, 2021 increased $230.6 million, or 12.8%, compared to the year ended December 31, 2020. Excluding fees in lieu of interest and interest income from PPP loans, net interest income increased $6.4 million, or 9.7%.

The yield on average earning assets for the year ended December 31, 2021 was 3.90%, a decrease of 26 basis points compared to 4.16% for the year ended December 31, 2020. This decrease was principally due to the renewal of fixed-rate loans and reinvestment of security cash flows at historically low interest rates and a decrease in recurring loan fees in lieu of interest.

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This decrease was partially offset by the increase in PPP loan processing fees and reduction in average PPP loans earning 1% interest. Excluding the impact of recurring loan fees in lieu of interest and PPP fees in both 2021 and 2020, the yield on average earning assets for the year ended December 31, 2021 was 3.45%, a decrease of 30 basis points compared to 3.75% for the year ended December 31, 2020.

The average rate paid on interest-bearing liabilities was 0.63% for the year ended December 31, 2021, a decrease of 36 basis points from 0.99% for the year ended December 31, 2020. The average rate paid declined as the Corporation decreased deposit rates and renewed maturing FHLB advances at historically low fixed rates. In addition to the reduction in deposit rates and FHLB advance renewals, average wholesale deposits, which are typically longer duration and therefore a higher cost funding source than in-market deposits, decreased $22.8 million, or 16.0%.

Net interest margin increased four basis points to 3.44% for the year ended December 31, 2021, compared to 3.40% for the year ended December 31, 2020. Adjusted net interest margin measured 3.21% for the year ended December 31, 2021, compared to 3.28% for the year ended December 31, 2020. Adjusted net interest margin is a non-GAAP measure representing net interest income excluding the fees in lieu of interest and other recurring but volatile components of net interest margin divided by average interest-earning assets less average net PPP loans, if any, and other recurring but volatile components of average interest-earning assets. Fees in lieu of interest are defined as prepayment fees, asset-based loan fees, non-accrual interest, and loan fee amortization. The decrease in adjusted net interest margin was primarily due to the decrease in average yield on loans and leases receivable and investment securities, partially offset by a decrease in the average rate paid on in-market deposits and wholesale funding.

Management believes its success in growing in-market deposits, disciplined loan pricing, and increased production in existing higher-yielding specialized lending lines of business will allow the Corporation to achieve a net interest margin of at least 3.50%, on average, over the long-term. However, the collection of loan fees in lieu of interest is an expected source of volatility to quarterly net interest income and net interest margin, particularly given the nature of the Corporation’s asset-based lending business and the Corporation’s participation in the PPP. Net interest margin may also experience volatility due to events such as the collection of interest on loans previously in non-accrual status or the accumulation of significant short-term deposit inflows. Due to significant loan growth in 2021 and expectations for low double-digit loan growth in 2022, management believes excess liquidity will revert back to historical averages in 2022.

Provision for Loan and Lease Losses

We determine our provision for loan and lease losses pursuant to our allowance for loan and lease loss methodology, which is based on the magnitude of current and historical net charge-offs recorded throughout the established look-back period, the evaluation of several qualitative factors for each portfolio category, and the amount of specific reserves established for impaired loans that present collateral shortfall positions. Refer to Allowance for Loan and Lease Losses, below, for further information regarding our allowance for loan and lease loss methodology.

The Corporation recognized a $5.8 million provision benefit for the year ended December 31, 2021, compared to $16.8 million provision expense for the year ended December 31, 2020. The provision benefit for the year ended December 31, 2021 was primarily due to a net recovery of $1.6 million, a $4.5 million reduction in the general reserve from improving historical loss rates, and a $2.2 million decrease in specific reserves. These decreases were partially offset by a $2.9 million increase in the general reserve due to loan growth.

The following table shows the components of the provision for loan and lease losses for the year ended December 31, 2021 compared to the year ended December 31, 2020.

For the Year Ended December 31,
(Dollars in thousands)20212020
Change in general reserve due to subjective factor changes$(426)$5,460
Change in general reserve due to historical loss factor changes(4,456)949
Charge-offs3,5088,139
Recoveries(5,126)(332)
Change in specific reserves on impaired loans, net(2,175)316
Change due to loan growth, net2,8722,276
Total provision for loan and lease losses$(5,803)$16,808

The addition of specific reserves on impaired loans represents new specific reserves established when collateral shortfalls or government guaranty deficiencies are present, while conversely the release of specific reserves represents the

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reduction of previously established reserves that are no longer required. Changes in the allowance for loan and lease losses due to subjective factor changes reflect management’s evaluation of the level of risk within the portfolio based upon several factors for each portfolio segment. Charge-offs in excess of previously established specific reserves require an additional provision for loan and lease losses to maintain the allowance for loan and lease losses at a level deemed appropriate by management. This amount is net of the release of any specific reserve that may have already been provided. Change in the inherent risk of the portfolio is primarily influenced by the overall growth in gross loans and leases and an analysis of loans previously charged off, as well as movement of existing loans and leases in and out of an impaired loan classification where a specific evaluation of a particular credit may be required rather than the application of a general reserve loss rate. Refer to Asset Quality, below, for further information regarding the overall credit quality of our loan and lease portfolio.

Non-Interest Income

Non-interest income increased by $1.2 million, or 4.3%, to $28.1 million for the year ended December 31, 2021, from $26.9 million for the year ended December 31, 2020. Management continues to focus on revenue growth from multiple non-interest income sources in order to maintain a diversified revenue stream through greater contributions from fee-based revenues. Total non-interest income accounted for 24.9% of our total revenues in 2021 compared to 25.9% in 2020. The increase in total non-interest income for the year ended December 31, 2021 primarily reflected record private wealth management services fee income, an increase in other non-interest income and loan fees, and a significant increase in gain on the sale of SBA loans. These favorable variances were partially offset by a decrease in commercial loan interest rate swap fee income.

The components of non-interest income were as follows:

For the Year Ended December 31,Change From Prior Year
20212020$ Change% Change
(Dollars in Thousands)
Private wealth management services fee income$10,784$8,611$2,17325.2%
Gain on sale of SBA loans4,0442,8991,14539.5
Service charges on deposits3,8373,41542212.4
Loan fees2,5061,82668037.2
Increase in cash surrender value of bank-owned life insurance1,4131,402110.8
Net gain (loss) on sale of securities29(4)33NM
Swap fees1,3686,860(5,492)(80.1)
Other non-interest income4,1191,9312,188113.3
Total non-interest income$28,100$26,940$1,1604.3
Fee income ratio(1)24.9%25.9%

(1)Fee income ratio is fee income, per the above table, divided by top line revenue (defined as net interest income plus non-interest income).

Private wealth management services fee income increased by $2.2 million, or 25.2%, to a record $10.8 million for the year ended December 31, 2021 compared to $8.6 million for the year ended December 31, 2020. Private wealth management services fee income is primarily driven by the amount of assets under management and administration, as well as the mix of business at different fee structures, and can be positively or negatively influenced by the timing and magnitude of volatility within the equity markets. This increase was driven by growth in assets under management and administration attributable to both new client relationships and increased equity values. At December 31, 2021, our trust assets under management and administration were a record $2.921 billion, or 29.9% more than trust assets under management and administration of $2.249 billion at December 31, 2020. We expect to continue to increase our revenue from assets under management and administration as we deepen existing and grow new client relationships in our less mature commercial bank markets, but market volatility may also affect the actual change in revenue.

Gain on sale of SBA loans for the year ended December 31, 2021 totaled $4.0 million, an increase of $1.1 million, or 39.5%, from the same period in 2020. Management believes SBA 7a loan production, while variable based on timing of closings, will continue to increase annually at a measured pace.

Loan fees increased $680,000, or 37.2%, to $2.5 million for the year ended December 31, 2021, compared to $1.8 million for the same period in 2020. The increase was principally due to recognizing a full year of floorplan financing

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curtailment fees and an increase in SBA servicing fee income commensurate with the Corporation’s growing SBA sold portfolio.

Other non-interest income increased by $2.2 million to $4.1 million for the year ended December 31, 2021, compared to $1.9 million for the year ended December 31, 2020. The increase was primarily due to an above average increase in returns from the Corporation’s investments in mezzanine funds.

Commercial loan interest rate swap fee income was $1.4 million for the year ended December 31, 2021, compared to $6.9 million for the year ended December 31, 2020 as it became less advantageous for clients to secure long-term, fixed-rate financing with an interest rate swap relative to other fixed-rate alternatives. We originate commercial real estate loans in which we offer clients a floating rate and an interest rate swap. The client’s swap is then offset with a counter-party dealer. The execution of these transactions generates swap fee income. The aggregate amortizing notional value of interest rate swaps with various borrowers was $640.6 million as of December 31, 2021, compared to $629.1 million as of December 31, 2020. Interest rate swaps can be an attractive product for our commercial borrowers, although associated fee income can be variable from period to period based on client demand and the interest rate environment in any given quarter.

Non-Interest Expense

Non-interest expense increased by $2.6 million, or 3.8%, to $71.5 million for the year ended December 31, 2021 from $68.9 million for the year ended December 31, 2020. Operating expense, which excludes certain one-time and discrete items as defined in the Efficiency Ratio table above, increased $6.0 million, or 9.1%, to $71.6 million for the year ended December 31, 2021 compared to $65.6 million for the year ended December 31, 2020. The increase in operating expense was primarily due to an increase in compensation, marketing, and data processing. These increases were partially offset by a decrease in other non-interest expense.

The components of non-interest expense were as follows:

For the Year Ended December 31,Change From Prior Year
20212020$ Change% Change
(Dollars in Thousands)
Compensation$51,710$45,850$5,86012.8%
Occupancy2,1802,252(72)(3.2)
Professional fees3,7363,5302065.8
Data processing3,0872,73435312.9
Marketing2,0221,58044228.0
Equipment9901,199(209)(17.4)
Computer software4,2603,9003609.2
FDIC insurance1,1431,238(95)(7.7)
Collateral liquidation costs265328(63)(19.2)
Net loss on foreclosed properties15383(368)(96.1)
Impairment on tax credit investments2,395(2,395)NM
SBA recourse (benefit) provision(76)(278)202(72.7)
Loss on early extinguishment of debt744(744)NM
Other non-interest expense2,2033,043(840)(27.6)
Total non-interest expense$71,535$68,898$2,6373.8
Total operating expense(1)$71,571$65,619$5,9529.1
Full-time equivalent employees30430131.0

NM = Not meaningful

(1)Total operating expense represents total non-interest expense, adjusted to exclude the impact of discrete items as previously defined in the non-GAAP efficiency ratio calculation above.

Compensation expense increased by $5.9 million, or 12.8%, to $51.7 million for the year ended December 31, 2021 from $45.9 million for the year ended December 31, 2020 principally due to an increase in average FTEs, annual merit increases, growth in employee benefit costs and increase in incentive compensation. The increase reflects a $2.1 million, or

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7.0%, increase in employee salaries and a $2.3 million, or 35.5%, increase in individual and corporate performance-based incentive compensation accruals reflecting strong company performance relative to bonus criteria. Average FTEs were 307 for the year ended December 31, 2021, increasing by 16, or 5.5%, from 291 for the year ended December 31, 2020. Performance-based incentive compensation accruals will reset to target performance at the start of 2022 and will be evaluated quarterly and increased or decreased based on management’s forecast of full year performance for the Corporation.

Marketing expense increased by $442,000, or 28.0%, to $2.0 million for the year ended December 31, 2021 from $1.6 million for the year ended December 31, 2020. During 2020, the Corporation’s adherence to COVID-19 restrictions resulted in a reduction in marketing expenses, such as meals and entertainment, and advertisement expense. Management expects marketing expense to continue to increase modestly and return to pre-pandemic levels over the next several quarters primarily driven by sponsorships and business development activities.

Data processing expense increased by $353,000, or 12.91%, to $3.1 million for the year ended December 31, 2021 from $2.7 million for the year ended December 31, 2020. The increase in data processing expense was due to the increase in services associated with deposit accounts, as well as implementation costs for various client-facing products and functionality. Management expects data processing expense to continue to increase modestly commensurate with the increase in deposit accounts.

Other non-interest expense decreased by $840,000, or 27.6%, to $2.2 million for the year ended December 31, 2021 from $3.0 million for the year ended December 31, 2020. The decrease was principally due to a reduction in the credit valuation adjustment (“CVA”) related to the commercial loan interest rate swap program. The CVA represents a change in the market value of the Company’s commercial loan interest rate swaps to estimate potential borrower credit risk within the portfolio. The CVA can vary from period to period based on the size of the portfolio, credit metrics, and the interest rate environment in any given quarter. The CVA was $191,000 as of December 31, 2021, compared to $461,000 as of December 31, 2020.

The Corporation incurred a $744,000 loss, recognized through non-interest expense, on the early extinguishment of $59.5 million in FHLB term advances late in the second quarter of 2020, as the Corporation lowered wholesale funding costs and improved the Corporation’s funding position. Management believes this strategy helped stabilize net interest margin during the extended low interest rate environment in 2021.

No tax credits or related impairment was recognized for the year ended December 31, 2021. The impairment on tax credit investments for the year ended December 31, 2020 were related to a new market and historic tax credits. The impairment on tax credits were more than offset by a reduction to income tax expense resulting in a net benefit to earnings in the year the credits are earned in 2020.

Income Taxes

Income tax expense was $11.3 million for the year ended December 31, 2021, compared to $1.3 million for the year ended December 31, 2020. The Corporation recognized federal historic tax credits in 2020 which reduced income tax expense by $2.8 million. No tax credits were recognized in 2021. The effective tax rate for the year ended December 31, 2021 was 24.0% compared to 7.2% for the year ended December 31, 2020. The effective tax rate, excluding tax credits and other discrete items, for the year ended December 31, 2020 was 19.5%. For 2022, the Company expects to report an effective tax rate of 22%-23%, excluding discrete items, as management intends to continue actively pursuing tax credit opportunities.

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FINANCIAL CONDITION

General

Total assets increased by $85.1 million, or 3.3%, to $2.653 billion as of December 31, 2021 compared to $2.568 billion at December 31, 2020. The increase in total assets was primarily driven by an increase in loans and leases receivable, securities available-for-sale, and short-term investments, partially offset by a decrease in cash and derivatives. Total liabilities increased by $58.8 million, or 2.5%, to $2.420 billion as of December 31, 2021 compared to $2.362 billion at December 31, 2020. The increase in total liabilities was principally due to an increase in deposits, partially offset by a decrease in FHLB advances and derivatives.

Cash and cash equivalents

Cash and cash equivalents include short-term investments and cash and due from banks. Short-term investments increased by $20.0 million to $47.4 million at December 31, 2021 from $27.4 million at December 31, 2020. The increase in short-term investments was offset by a decrease in cash and due from banks driven by a reduction in cash letter in transit. Short-term investments primarily consist of interest-bearing deposits held at the Federal Reserve Bank (“FRB”). We value the safety and soundness provided by the FRB, and therefore, we incorporate short-term investments in our on-balance sheet liquidity program. As of December 31, 2021 and 2020, interest-bearing deposits held at the FRB were $47.0 million and $26.7 million, respectively. In general, the level of our cash and short-term investments will be influenced by the timing of deposit gathering, scheduled maturities of wholesale deposits, funding of loan and lease growth when opportunities are presented, and the level of our securities portfolio. Please refer to the section entitled Liquidity and Capital Resources for further discussion.

Securities

Total securities, including available-for-sale and held-to-maturity, increased by $15.1 million to $225.4 million at December 31, 2021 from $210.3 million at December 31, 2020. As of December 31, 2021 and 2020, our total securities portfolio had a weighted average estimated maturity of approximately 5.7 years and 5.0 years, respectively. The investment portfolio primarily consists of mortgage-backed securities and is used to provide a source of liquidity, including the ability to pledge securities for possible future cash advances, while contributing to the earnings potential of the Bank. The overall duration of the securities portfolio is established and maintained to further mitigate interest rate risk present within our balance sheet as identified through asset/liability simulations. We purchase investment securities intended to protect net interest margin while maintaining an acceptable risk profile. In addition, we will purchase investment securities to utilize our cash position effectively within appropriate policy guidelines and estimates of future cash demands. While mortgage-backed securities present prepayment risk and extension risk, we believe the overall credit risk associated with these investments is minimal, as the majority of the securities we hold are guaranteed by the Federal National Mortgage Association (“FNMA”), the Federal Home Loan Mortgage Corporation (“FHLMC”), or the Government National Mortgage Association (“GNMA”), a U.S. government agency. The estimated repayment streams associated with this portfolio also allow us to better match short-term liabilities. The Bank’s investment policies allow for various types of investments, including tax-exempt municipal securities. The ability to invest in tax-exempt municipal securities provides for further opportunity to improve our overall yield on the securities portfolio. We evaluate the credit risk of the municipal securities prior to purchase and generally limit exposure to general obligation issuances from municipalities, primarily in Wisconsin.

The majority of the securities we hold have active trading markets; therefore, we have not experienced difficulties in pricing our securities. We use a third-party pricing service as our primary source of market prices for the securities portfolio. On a quarterly basis, we validate the reasonableness of prices received from this source through independent verification of the portfolio, data integrity validation through comparison of current price to prior period prices, and an expectation-based analysis of movement in prices based upon the changes in the related yield curves and other market factors. On a periodic basis, we review the third-party pricing vendor’s methodology for pricing relevant securities and the results of its internal control assessments. Our securities portfolio is sensitive to fluctuations in the interest rate environment and has limited sensitivity to credit risk due to the nature of the issuers and guarantors of the securities as previously discussed. If interest rates decline and the credit quality of the securities remains constant or improves, the fair value of our debt securities portfolio would likely improve, thereby increasing total comprehensive income. If interest rates increase and the credit quality of the securities remains constant or deteriorates, the fair value of our debt securities portfolio would likely decline and therefore decrease total comprehensive income. The magnitude of the fair value change will be based upon the duration of the portfolio. A securities portfolio with a longer average duration will exhibit greater market price volatility than a securities portfolio with a shorter average duration in a changing rate environment. During the year ended December 31, 2021, we recognized unrealized holding losses of $4.3 million before income taxes through other comprehensive income. These losses were the result of a decrease in interest rates. No securities within our portfolio were deemed to be other-than-temporarily impaired as of December 31, 2021. We sold approximately $15.0 million of securities during the year ended December 31, 2021 to proactively manage our securities portfolio and meet our long-term investment objectives. As of December 31, 2021 no securities were classified as

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trading securities. At December 31, 2021, $70.3 million of our securities were pledged to secure various obligations, including interest rate swap contracts and municipal deposits.

The tables below set forth information regarding the amortized cost and fair values of our securities.

As of December 31,
20212020
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Available-for-sale:
U.S. Treasuries$4,971$4,914$$
U.S. government agency securities - government-sponsored enterprises19,79719,93522,69922,629
Municipal securities30,82830,95724,06724,779
Residential mortgage-backed securities - government issued19,56319,6619,89410,403
Residential mortgage-backed securities - government-sponsored enterprises85,74885,705102,843105,006
Commercial mortgage-backed securities - government issued5,8015,7715,2895,464
Commercial mortgage-backed securities - government-sponsored enterprises36,78636,53112,58413,365
Other securities2,2052,2282,2052,279
$205,699$205,702$179,581$183,925
As of December 31,
20212020
Amortized CostFair ValueAmortized CostFair Value
(In Thousands)
Held-to-maturity:
Municipal securities$13,009$13,228$17,106$17,508
Residential mortgage-backed securities - government issued2,2262,2663,5643,676
Residential mortgage-backed securities - government-sponsored issued2,5022,5783,6933,856
Commercial mortgage-backed securities - government-sponsored enterprises2,0092,2042,0112,293
$19,746$20,276$26,374$27,333

U.S. Treasuries represent treasury bonds issued by the United States Treasury. U.S. government agency securities - government-sponsored enterprises represent securities issued by FNMA and the SBA. Municipal securities include securities issued by various municipalities located primarily within Wisconsin and are primarily general obligation bonds that are tax-exempt in nature. Residential and commercial mortgage-backed securities - government issued represent securities guaranteed by GNMA. Residential and commercial mortgage-backed securities - government-sponsored enterprises include securities guaranteed by FHLMC, FNMA, and the FHLB. Other securities represent certificates of deposit of insured banks and savings institutions with an original maturity greater than three months. As of December 31, 2021, no issuer's securities exceeded 10% of our total stockholders' equity.

The following table sets forth the contractual maturity and weighted average yield characteristics of the fair value of our available-for-sale securities and the amortized cost of our held-to-maturity securities at December 31, 2021, classified by remaining contractual maturity. Actual maturities may differ from contractual maturities because issuers have the right to call or prepay securities without call or prepayment penalties. Yields on tax-exempt securities have not been computed on a tax equivalent basis.

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Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Fair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldFair ValueWeighted Average YieldTotal
(Dollars in Thousands)
Available-for-sale:
U.S. treasuries$%$4,9141.00%$%$%$4,914
U.S. government agency securities - government-sponsored enterprises9780.564,7260.9314,2310.8019,935
Municipal securities4960.302,9511.3311,8391.4115,6711.8530,957
Residential mortgage-backed securities - government issued2,2732.9417,3881.8919,661
Residential mortgage-backed securities - government-sponsored enterprises1,2162.3413,2712.0971,2181.7285,705
Commercial mortgage-backed securities - government issued1,6583.104,1131.605,771
Commercial mortgage-backed securities - government-sponsored enterprises1,8782.4124,7031.639,9501.5336,531
Other securities2,2282.382,228
$2,724$11,937$58,470$132,571$205,702
Less than One YearOne to Five YearsFive to Ten YearsOver Ten Years
Amortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldAmortized CostWeighted Average YieldTotal
(Dollars in Thousands)
Held-to-maturity:
Municipal securities$3,7932.13%$7,2892.27%$1,9272.67%$%$13,009
Residential mortgage-backed securities - government issued1,4912.007352.142,226
Residential mortgage-backed securities - government-sponsored enterprises1,7961.687063.352,502
Commercial mortgage-backed securities - government-sponsored enterprises2,0093.272,009
$3,793$7,289$7,223$1,441$19,746

Derivatives

The Bank’s investment policies allow the Bank to participate in hedging strategies or to use financial futures, options, forward commitments, or interest rate swaps with prior approval from the Board. The Bank utilizes, from time to time, derivative instruments in the course of its asset/liability management. As of December 31, 2021 and 2020, the Bank did not hold any derivative instruments that were designated as fair value hedges. The Corporation offers interest rate swap products directly to qualified commercial borrowers. The Corporation economically hedges client derivative transactions by entering into offsetting interest rate swap contracts executed with a third party. Derivative transactions executed as part of this program are not considered hedging instruments and are marked-to-market through earnings each period. The derivative contracts have mirror-image terms, which results in the positions’ changes in fair value offsetting through earnings each period.

As of December 31, 2021, the aggregate amortizing notional value of interest rate swaps with various commercial borrowers was approximately $640.6 million, compared to $629.1 million as of December 31, 2020. We receive fixed rates and pay floating rates based upon LIBOR on the swaps with commercial borrowers. These swaps mature between January 2024 and March 2038. Commercial borrower swaps are completed independently with each borrower and are not subject to master netting arrangements. As of December 31, 2021, the commercial borrower swaps were reported on the Consolidated Balance Sheet as a derivative asset of $26.3 million and as a derivative liability of $6.6 million compared to a derivative asset and liability of $49.4 million and $58,000, respectively, as of December 31, 2020. On the offsetting swap contracts with dealer counterparties, we pay fixed rates and receive floating rates based upon LIBOR. These interest rate swaps also have maturity dates between January 2024 and March 2038. Dealer counterparty swaps are subject to master netting agreements among the contracts within our Bank and were reported on the Consolidated Balance Sheet as a net derivative liability of $19.7 million as of December 31, 2021, compared to $49.3 million as of December 31, 2020. The gross amount of dealer counterparty swaps as of December 31, 2021, without regard to the enforceable master netting agreement, was a gross derivative liability of $26.3 million and a gross derivative asset of $6.6 million, compared to a gross derivative liability and asset of $49.4 million and

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$58,000, respectively, as of December 31, 2020. The decrease in derivative asset and liabilities as of December 31, 2021 compared to December 31, 2020 is due to the fluctuation in interest rates.

The Corporation also enters into interest rate swaps to manage interest rate risk and reduce the cost of match-funding certain long-term fixed rate loans. These derivative contracts involve the receipt of floating rate interest from a counterparty in exchange for the Corporation making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional value. The instruments are designated as cash flow hedges as the receipt of floating rate interest from the counterparty is used to manage interest rate risk associated with forecasted issuances of short-term FHLB advances. The change in the fair value of these hedging instruments is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged transactions affects earnings. As of December 31, 2021, the aggregate notional value of interest rate swaps designated as cash flow hedges was $106.0 million. These interest rate swaps mature between December 2022 and December 2027. A pre-tax unrealized loss of $3.6 million was recognized in other comprehensive income for the year ended December 31, 2021 and there was no ineffective portion of these hedges.

Loans and Leases Receivable

Loans and leases receivable, net of allowance for loan and lease losses, increased by $97.6 million, or 4.6%, to $2.215 billion at December 31, 2021 from $2.117 billion at December 31, 2020. Excluding net PPP loans, loans and leases receivable, net of allowance for loan and lease losses, increased by $295.6 million, or 15.63%, to $2.188 billion at December 31, 2021 from $1.892 billion at December 31, 2020. Excluding PPP loans, commercial and industrial (“C&I”) loans, non-owner-occupied commercial real estate (“CRE”), and construction loans were the largest contributors to loan growth as of December 31, 2021, increasing $196.5 million, $96.9 million, and $38.8 million, respectively, from December 31, 2020.

There continues to be a concentration in CRE loans which represented 65.7% and 70.6% of our total loans, excluding net PPP loans, as of December 31, 2021 and December 31, 2020, respectively. As of December 31, 2021, approximately 16.2% of the CRE loans were owner-occupied CRE, compared to 18.7% as of December 31, 2020. We consider owner-occupied CRE more characteristic of the Corporation’s C&I portfolio as, in general, the client’s primary source of repayment is the cash flow from the operating entity occupying the commercial real estate property.

Our C&I portfolio decreased $1.5 million, or 0.2%, to $730.8 million at December 31, 2021 from $732.3 million at December 31, 2020. Excluding net PPP loans, C&I loans increased $196.5 million, or 38.8%, to $703.5 million from $507.0 million at December 31, 2020. Management does not believe this loan growth rate is sustainable and anticipates it will moderate to low double-digits as the Company’s specialized lending products scale over time. The Corporation experienced significant C&I loan growth in 2021, led by conventional commercial lending, as well as specialized commercial lending which represented 20.0% of total loans as of December 31, 2021, up from 17.0% as of December 31, 2020. Management believes the timely prior-period investments in the Corporation’s specialized lending business lines, such as dealer floorplan financing, small-ticket equipment vendor financing, accounts receivable financing, and asset based lending have positioned C&I lending for strong and sustainable growth in 2022 and beyond.

We will continue to actively pursue C&I loans across the Corporation as this segment of our loan and lease portfolio provides an attractive yield commensurate with an appropriate level of credit risk and creates opportunities for in-market deposit, treasury management, and private wealth management relationships which generate additional fee revenue.

Underwriting of new credit is primarily through approval from a serial sign-off or committee process and is a key component of our operating philosophy. Business development officers have no individual lending authority limits, and thus, a significant portion of our new credit extensions require approval from a loan approval committee regardless of the type of loan or lease, amount of the credit, or the related complexities of each proposal. In addition, we make every reasonable effort to ensure that there is appropriate collateral or a government guarantee at the time of origination to protect our interest in the related loan or lease. To monitor the ongoing credit quality of our loans and leases, each credit is evaluated for proper risk rating using a nine grade risk rating system at the time of origination, subsequent renewal, evaluation of updated financial information from our borrowers, or as other circumstances dictate.

While we continue to experience significant competition from banks operating in our primary geographic areas, we remain committed to our underwriting standards and will not deviate from those standards for the sole purpose of growing our loan and lease portfolio. We continue to expect our new loan and lease activity to be adequate to replace normal amortization, allowing us to continue growing in future years.

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The following table presents information concerning the composition of the Bank’s consolidated loans and leases receivable.

As of December 31,
20212020
Amount Outstanding% of Total Loans and LeasesAmount Outstanding% of Total Loans and Leases
(Dollars in Thousands)
Commercial real estate:
Commercial real estate — owner occupied$235,58910.5%$253,88211.8%
Commercial real estate — non-owner occupied661,42329.5564,53226.3
Land development42,7921.949,8392.3
Construction179,8418.0141,0436.6
Multi-family320,07214.3311,55614.5
1-4 family14,9110.738,2841.8
Total commercial real estate1,454,62864.91,359,13663.2
Commercial and industrial730,81932.6732,31834.0
Direct financing leases, net15,7430.722,3311.1
Consumer and other:
Home equity and second mortgage4,2230.27,8330.4
Other35,5181.628,8971.3
Total consumer and other39,7411.836,7301.7
Total gross loans and leases receivable2,240,931100.0%2,150,515100.0%
Less:
Allowance for loan and lease losses24,33628,521
Deferred loan fees1,5234,545
Loans and leases receivable, net$2,215,072$2,117,449

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The following table shows the scheduled contractual maturities of the Bank’s consolidated gross loans and leases receivable, as well as the dollar amount of such loans and leases which are scheduled to mature after one year and have fixed or adjustable interest rates, as of December 31, 2021.

Amounts DueInterest Terms On Amounts Due after One Year
In One Year or LessAfter One Year through Five YearsAfter Five YearsTotalFixed RateVariable Rate
(In Thousands)
Commercial real estate:
Owner-occupied$14,481$112,813$108,295$235,589$164,074$57,034
Non-owner occupied83,881294,650282,892661,423310,930266,612
Land development17,07423,9641,75442,7928,43217,286
Construction34,10330,941114,797179,84156,35189,387
Multi-family23,21698,516198,340320,07299,619197,237
1-4 family3,0137,5874,31114,91111,755143
Commercial and industrial235,189418,35877,272730,819304,426191,204
Direct financing leases1,23913,99251215,74314,504
Consumer and other4,36734,41895639,74130,0555,319
$416,563$1,035,239$789,129$2,240,931$1,000,146$824,222

Commercial Real Estate. The Bank originates owner-occupied and non-owner-occupied commercial real estate loans which have fixed or adjustable rates and generally terms of three to 10 years and amortizations of up to 30 years on existing commercial real estate. The Bank also originates loans to construct commercial properties and complete land development projects. The Bank’s construction loans generally have terms of six to 24 months with fixed or adjustable interest rates and fees that are due at the time of origination. Loan proceeds are disbursed in increments as construction progresses and as project inspections warrant.

The repayment of commercial real estate loans generally is dependent on sufficient income from the properties securing the loans to cover operating expenses and debt service. Payments on commercial real estate loans are often dependent on external market conditions impacting the successful operation or development of the property or business involved. Therefore, repayment of such loans is often sensitive to conditions in the real estate market or the general economy, which are outside the borrower’s control. In the event that the cash flow from the property is reduced, the borrower’s ability to repay the loan could be negatively impacted. The deterioration of one or a few of these loans could cause a material increase in our level of nonperforming loans, which would result in a loss of revenue from these loans and could result in an increase in the provision for loan and lease losses and an increase in charge-offs, all of which could have a material adverse impact on our net income. Additionally, many of these loans have real estate as a primary or secondary component of collateral. The market value of real estate can fluctuate significantly in a short period of time as a result of economic conditions. Adverse developments affecting real estate values in one or more of our markets could impact collateral coverage associated with the commercial real estate segment of our portfolio, possibly leading to increased specific reserves or charge-offs, which would adversely affect profitability. Of the $1.455 billion of commercial real estate loans outstanding as of December 31, 2021, $25.8 million were originated by our asset-based lending subsidiary, as part of a larger asset-based lending relationship.

Commercial and Industrial. The Bank’s commercial and industrial loan portfolio is comprised of loans for a variety of purposes which principally are secured by inventory, accounts receivable, equipment, machinery, and other corporate assets and are advanced within limits prescribed by our loan policy. The majority of such loans are secured and typically backed by personal guarantees of the owners of the borrowing business. Of the $730.8 million of C&I loans outstanding as of December 31, 2021, $354.2 million were conventional C&I loans and $447.1 million were specialized lending C&I loans. Specialized lending consists of asset-based lending, accounts receivable financing, floorplan financing, equipment financing, and SBA lending.

Direct Financing Leases. Direct financing leases initiated through FBSF are originated with a fixed rate and typically a term of seven years or less. It is customary in the leasing industry to provide 100% financing; however, FBSF will, from time-to-time, require a down payment or lease deposit to provide a credit enhancement. As of December 31, 2021, the Bank had $15.7 million in net direct financing receivables outstanding.

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FBSF leases machinery and equipment to clients under leases which qualify as direct financing leases for financial reporting and as operating leases for income tax purposes. Under the direct financing method of accounting, the minimum lease payments to be received under the lease contract, together with the estimated unguaranteed residual value (approximating 3% to 20% of the cost of the related equipment), are recorded as lease receivables when the lease is signed and the lease property is delivered to the client. The excess of the minimum lease payments and residual values over the cost of the equipment is recorded as unearned lease income. Unearned lease income is recognized over the term of the lease on a basis which results in a level rate of return on the unrecovered lease investment. Lease payments are recorded when due under the lease contract. Residual value is the estimated fair market value of the equipment on lease at lease termination and was estimated to be $3.6 million as of December 31, 2021. In estimating the equipment’s fair value, FBSF relies on historical experience by equipment type and manufacturer, published sources of used equipment pricing, internal evaluations and, when available, valuations by independent appraisers, adjusted for known trends.

Consumer and Other. The Bank originates a small amount of consumer loans consisting of home equity, first and second mortgages, and other personal loans for professional and executive clients of the Bank.

Asset Quality

Non-accrual loans and leases decreased $20.3 million, or 76.1%, to $6.4 million at December 31, 2021 compared to $26.6 million at December 31, 2020.

Our total impaired assets consisted of the following:

As of December 31,
20212020
(Dollars in Thousands)
Non-accrual loans and leases
Commercial real estate:
Commercial real estate – owner occupied$348$5,429
Commercial real estate – non-owner occupied3,783
Land development890
Construction
Multi-family
1-4 family339250
Total non-accrual commercial real estate68710,352
Commercial and industrial5,57216,155
Direct financing leases, net9949
Consumer and other:
Home equity and second mortgage40
Other21
Total non-accrual consumer and other loans61
Total non-accrual loans and leases6,35826,617
Foreclosed properties, net16434
Total non-performing assets6,52226,651
Performing troubled debt restructurings21746
Total impaired assets$6,739$26,697
Total non-accrual loans and leases to gross loans and leases0.28%1.24%
Total non-performing assets to gross loans and leases plus foreclosed properties, net0.29%1.24%
Total non-performing assets to total assets0.25%1.04%
Allowance for loan and lease losses to gross loans and leases1.09%1.33%
Allowance for loan and lease losses to non-accrual loans and leases382.76%107.15%

As of December 31, 2021 and 2020, $627,000 and $6.5 million of the non-accrual loans were considered troubled debt restructurings, respectively. As noted in the table above, non-performing assets consisted of non-accrual loans and leases and foreclosed properties totaling $6.5 million, or 0.25% of total assets, as of December 31, 2021, a decrease in non-performing

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assets of $20.1 million, or 75.5%, from December 31, 2020. Impaired loans and leases as of December 31, 2021 and 2020 also included $217,000 and $46,000, respectively, of loans classified as performing troubled debt restructurings, which are considered impaired due to the concession in terms, but are meeting the restructured payment terms and therefore are not on non-accrual status.

The following asset quality ratios exclude net PPP loans as they are fully guaranteed by the SBA:

As of December 31,
20212020
(In Thousands)
Total non-accrual loans and leases to gross loans and leases0.29%1.38%
Total non-performing assets to gross loans and leases plus foreclosed properties, net0.291.38
Total non-performing assets to total assets0.251.14
Allowance for loan and lease losses to gross loans and leases1.101.48

We use a wide variety of available metrics to assess the overall asset quality of the portfolio and no one metric is used independently to make a final conclusion as to the asset quality of the portfolio. Non-performing assets as a percentage of total assets decreased to 0.25% at December 31, 2021 from 1.04% at December 31, 2020. As of December 31, 2021, the payment performance of our loans and leases did not point to any new areas of concern, as approximately 99.8% of the total portfolio was in a current payment status, compared to 99.0% as of December 31, 2020. We also monitor asset quality through our established categories as defined in Note 4 – Loan and Lease Receivables, Impaired Loans and Leases and Allowance for Loan and Lease Losses of the Consolidated Financial Statements. As we continue to actively monitor the credit quality of our loan and lease portfolios, we may identify additional loans and leases for which the borrowers or lessees are having difficulties making the required principal and interest payments based upon factors including, but not limited to, the inability to sell the underlying collateral, inadequate cash flow from the operations of the underlying businesses, liquidation events, or bankruptcy filings. We are proactively working with our impaired loan borrowers to find meaningful solutions to difficult situations that are in the best interests of the Bank.

In 2021, as well as in all previous reporting periods, there were no loans over 90 days past due and still accruing interest. Loans and leases greater than 90 days past due are considered impaired and are placed on non-accrual status. Cash received while a loan or a lease is on non-accrual status is generally applied solely against the outstanding principal. If collectability of the contractual principal and interest is not in doubt, payments received may be applied to both interest due on a cash basis and principal.

Additional information about impaired loans is as follows:

As of December 31,
20212020
(In Thousands)
Impaired loans and leases with no impairment reserves$4,419$18,966
Impaired loans and leases with impairment reserves required2,1567,697
Total impaired loans and leases6,57526,663
Less: Impairment reserve (included in allowance for loan and lease losses)1,5053,681
Net impaired loans and leases$5,070$22,982
Average impaired loans and leases$14,260$27,703
For the years ended December 31,
20212020
(In Thousands)
Interest income attributable to impaired loans and leases$1,104$2,794
Less: Interest income recognized on impaired loans and leases454636
Net foregone interest income on impaired loans and leases$650$2,158

Loans and leases with no impairment reserves represent impaired loans where the collateral, based upon current information, is deemed to be sufficient or that have been partially charged-off to reflect our net realizable value of the loan.

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When analyzing the adequacy of collateral, we obtain external appraisals as appropriate. Our policy regarding commercial real estate appraisals requires the utilization of appraisers from our approved list, the performance of independent reviews to monitor the quality of such appraisals, and receipt of new appraisals for impaired loans at least annually, or more frequently as circumstances warrant. We make adjustments to the appraised values for appropriate selling costs. In addition, the ordering of appraisals and review of the appraisals are performed by individuals who are independent of the business development process. Based on the specific evaluation of the collateral of each impaired loan, we believe the reserve for impaired loans was appropriate at December 31, 2021. However, we cannot provide assurance that the facts and circumstances surrounding each individual impaired loan will not change and that the specific reserve or current carrying value will not be different in the future, which may require additional charge-offs or specific reserves to be recorded.

Allowance for Loan and Lease Losses

The allowance for loan and lease losses decreased $4.2 million, or 14.7%, to $24.3 million as of December 31, 2021 from $28.5 million as of December 31, 2020. The allowance for loan and lease losses as a percentage of gross loans and leases also decreased to 1.09% as of December 31, 2021 from 1.33% as of December 31, 2020. The allowance for loan and lease losses as a percentage of gross loans and leases, excluding net PPP loans, was 1.10% as of December 31, 2021 from 1.48% as of December 31, 2020. The decrease in allowance for loan and lease losses as a percent of gross loans and leases was principally driven by significant commercial real estate loan recoveries, and the related impact it had on our commercial real estate historical loss factors, and the release of specific reserves following loan payoffs and charge-offs. These general and specific reserve releases were partially offset by an increase in general reserve commensurate with loan growth. In addition to the commercial real estate recovery, all other loan segments experienced a reduction in historical loss factors as the look-back period began to roll off the Corporations higher loss rates from the Great Recession. Management believes this will continue in 2022, allowing for additional reserve release throughout the year.

During the year ended December 31, 2021, we recorded net recoveries on impaired loans and leases of approximately $1.6 million, which included $3.5 million of charge-offs and $5.1 million of recoveries. During the year ended December 31, 2020, we recorded net charge-offs on impaired loans and leases of approximately $7.8 million, which included $8.1 million of charge-offs and $332,000 of recoveries. The 2020 charge-off activity was principally driven by a $3.3 million charge-off for a previously reserved legacy SBA loan in the restaurant industry and a $2.8 million charge-off for a previously reserved conventional loan in the hospitality industry.

As of December 31, 2021 and 2020, our allowance for loan and lease losses to total non-accrual loans and leases was 382.76% and 107.15%, respectively. This ratio increased primarily due to the substantial decrease in non-accrual loans and leases discussed above, in comparison to the decrease in the allowance for loan and leases losses. Impaired loans and leases exhibit weaknesses that inhibit repayment in compliance with the original terms of the note or lease. However, the measurement of impairment on loans and leases may not always result in a specific reserve included in the allowance for loan and lease losses. As part of the underwriting process, as well as our ongoing monitoring efforts, we try to ensure that we have sufficient collateral to protect our interest in the related loan or lease. As a result of this practice, a significant portion of our outstanding balance of non-performing loans or leases may not require additional specific reserves or require only a minimal amount of required specific reserve. Management is proactive in recording charge-offs to bring loans to their net realizable value in situations where it is determined with certainty that we will not recover the entire amount of our principal. This practice may lead to a lower allowance for loan and lease loss to non-accrual loans and leases ratio as compared to our peers or industry expectations. As asset quality strengthens, our allowance for loan and lease losses is measured more through general characteristics, including historical loss experience, of our portfolio rather than through specific identification and we would therefore expect this ratio to rise. Conversely, if we identify further impaired loans, this ratio could fall if the impaired loans are adequately collateralized and therefore require no specific or general reserve. Given our business practices and evaluation of our existing loan and lease portfolio, we believe this coverage ratio is appropriate for the probable losses inherent in our loan and lease portfolio as of December 31, 2021.

To determine the level and composition of the allowance for loan and lease losses, we break out the portfolio by segments with similar risk characteristics. First, we evaluate loans and leases for potential impairment classification. We analyze each loan and lease identified as impaired on an individual basis to determine a specific reserve based upon the estimated value of the underlying collateral for collateral-dependent loans, or alternatively, the present value of expected cash flows. For each segment of loans and leases that has not been individually evaluated, management segregates the Bank’s loss factors into a quantitative general reserve component based on historical loss rates throughout the defined look back period. The quantitative general reserve component also considers an estimate of the historical loss emergence period, which is the period of time between the event that triggers the loss to the charge-off of that loss. The methodology also focuses on evaluation of several qualitative factors for each portfolio category, including but not limited to: management’s ongoing review and grading of the loan and lease portfolios, consideration of delinquency experience, changes in the size of the loan and lease portfolios,

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existing economic conditions, level of loans and leases subject to more frequent review by management, changes in underlying collateral, concentrations of loans to specific industries, and other qualitative factors that could affect credit losses.

When it is determined that we will not receive our entire contractual principal or the loss is confirmed, we record a charge against the allowance for loan and lease loss reserve to bring the loan or lease to its net realizable value. Many of the impaired loans as of December 31, 2021 are collateral dependent. It is typically part of our process to obtain appraisals on impaired loans and leases that are primarily secured by real estate or equipment annually, or more frequently as circumstances warrant. As we have completed new appraisals and/or market evaluations, in specific situations current fair values collateralizing certain impaired loans were inadequate to support the entire amount of the outstanding debt. Foreclosure actions may have been initiated on certain of these commercial real estate and other mortgage loans.

As a result of our review process, we have concluded an appropriate allowance for loan and lease losses for the existing loan and lease portfolio was $24.3 million, or 1.09% of gross loans and leases, at December 31, 2021. However, given ongoing complexities with current workout situations and the uncertainty surrounding future economic conditions, further charge-offs, and increased provisions for loan and lease losses may be recorded if additional facts and circumstances lead us to a different conclusion. In addition, various federal and state regulatory agencies review the allowance for loan and lease losses. These agencies could require certain loan and lease balances to be classified differently or charged off when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examination.

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A summary of the activity in the allowance for loan and lease losses follows:

Year Ended December 31,
20212020
(Dollars in Thousands)
Allowance at beginning of period$28,521$19,520
Charge-offs:
Commercial real estate
Commercial real estate — owner occupied(11)(3,339)
Commercial real estate — non-owner occupied(2,780)
Construction and land development
Multi-family
1-4 family(245)
Commercial and industrial(3,227)(1,951)
Direct financing leases(56)
Consumer and other
Home equity and second mortgage
Other(25)(13)
Total charge-offs(3,508)(8,139)
Recoveries:
Commercial real estate
Commercial real estate — owner occupied4351
Commercial real estate — non-owner occupied1,4223
Construction and land development2,078
Multi-family
1-4 family
Commercial and industrial1,168325
Direct financing leases
Consumer and other
Home equity and second mortgage21
Other212
Total recoveries5,126332
Net charge-offs1,618(7,807)
Provision for loan and lease losses(5,803)16,808
Allowance at end of period$24,336$28,521
Net charge-offs as a percent of average gross loans and leases(0.07)%0.39%

We review our methodology and periodically adjust allocation percentages of the allowance by segment, as reflected in the following table. Within the specific categories, certain loans or leases have been identified for specific reserve allocations as well as the whole category of that loan type or lease being reviewed for a general reserve based on the foregoing analysis of trends and overall balance growth within that category.

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The table below shows our allocation of the allowance for loan and lease losses by loan portfolio segments. The allocation of the allowance by segment is management’s best estimate of the inherent risk in the respective loan segments. Despite the specific allocation noted in the table below, the entire allowance is available to cover any loss.

As of December 31,
20212020
Balance(a)Balance(a)
(Dollars in Thousands)
Loan and lease segments:
Commercial real estate$15,1101.04%$17,1571.26%
Commercial and industrial8,4131.1310,5931.40
Consumer and other8132.057712.10
Total allowance for loan and lease losses$24,3361.09%$28,5211.33%

(a)Allowance for loan losses category as a percentage of total loans by category.

Although we believe the allowance for loan and lease losses was appropriate based on the current level of loan and lease delinquencies, non-accrual loans and leases, trends in charge-offs, economic conditions, and other factors as of December 31, 2021, there can be no assurance that future adjustments to the allowance will not be necessary.

Deposits

As of December 31, 2021, deposits increased by $102.4 million to $1.958 billion from $1.856 billion at December 31, 2020. The increase in deposits was primarily due to a $143.0 million and $112.9 million increase in transaction accounts and money market accounts, respectively partially offset by a decrease in wholesale deposits and certificates of deposit of $142.9 million and $10.6 million, respectively. The large increase in in-markets deposits was primarily due to successful business development efforts and PPP loan proceeds.

The following table presents the composition of the Bank’s consolidated deposits.

As of December 31,
20212020
Balance% of Total DepositsBalance% of Total Deposits
(Dollars in Thousands)
Non-interest-bearing transaction accounts$589,55930.1%$472,81825.4%
Interest-bearing transaction accounts530,22527.1503,99227.2
Money market accounts754,41038.5641,50434.6
Certificates of deposit54,0912.864,6943.5
Wholesale deposits29,6381.5172,5089.3
Total deposits$1,957,923100.0%$1,855,516100.0%

Period-end deposit balances associated with in-market relationships will fluctuate based upon maturity of time deposits, client demands for the use of their cash, and our ability to service and maintain existing and new client relationships. Deposits continue to be the primary source of the Bank’s funding for lending and other investment activities. A variety of accounts are designed to attract both short- and long-term deposits. These accounts include non-interest-bearing transaction accounts, interest-bearing transaction accounts, money market accounts, and certificates of deposit. Deposit terms offered by the Bank vary according to the minimum balance required, the time period the funds must remain on deposit, the rates and products offered by competitors, and the interest rates charged on other sources of funds, among other factors. Our Bank’s in-market deposits are obtained primarily from the South Central, Northeast and Southeast regions of Wisconsin and the greater Kansas City Metro.

We measure the success of in-market deposit gathering efforts based on the average balances of our deposit accounts as compared to ending balances due to the volatility of some of our larger relationships. Average in-market deposits for the year ended December 31, 2021 were approximately $1.784 billion, or 78.23% of total bank funding. Total bank funding is defined as total deposits plus FHLB advances and Federal Reserve PPPLF advances. This compares to average in-market deposits of

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$1.569 billion, or 75.01% of total bank funding, for 2020. Refer to Note 9 - Deposits in the Consolidated Financial Statements for additional information regarding our deposit composition.

The following table sets forth the amount and maturities of the Bank’s certificates of deposit and term wholesale deposits at December 31, 2021.

Interest RateThree Months and LessOver Three Months Through Six MonthsOver Six Months Through Twelve MonthsOver Twelve MonthsTotal
(In Thousands)
0.00% to 0.99%$36,821$6,797$4,343$4,897$52,858
1.00% to 1.99%3703004031,073
2.00% to 2.99%112112
3.00% to 3.99%9,38910,00029719,686
$46,580$6,797$14,643$5,709$73,729

At December 31, 2021, time deposits included $7.9 million of certificates of deposit and wholesale deposits in denominations greater than or equal to $250,000. Of these certificates, $3.0 million are scheduled to mature in three months or less, $2.1 million in greater than three through six months, $251,000 in greater than six through twelve months and $2.6 million in greater than twelve months.

Of the total time deposits outstanding as of December 31, 2021, $68.0 million are scheduled to mature in 2022, $4.5 million in 2023, $349,000 in 2024, $324,000 in 2025, and $488,000 in 2026. As of December 31, 2021, we have no wholesale certificates of deposit which the Bank has the right to call prior to the scheduled maturity.

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Borrowings

We had total borrowings of $413.5 million as of December 31, 2021, a decrease of $15.7 million, or 3.7%, from $429.2 million at December 31, 2020. While total wholesale funding as a percentage of total bank funding has decreased meaningfully overall due to significant in-market deposit growth, we continue to replace our maturing brokered certificates of deposit with FHLB advances at lower rates, if needed, to match-fund fixed rate loans and mitigate interest rate risk. Total bank funding is defined as total deposits plus FHLB advances and Federal Reserve PPPLF advances.

As of December 31, 2021 and December 31, 2020, the Corporation had other borrowings of $10.4 million and $920,000, respectively, which consisted of sold loans accounted for as secured borrowings because they did not qualify for true sale accounting, as well as borrowings associated with our investment in a community development entity.

During the second quarter of 2020, management tested the availability of the Federal Reserve PPPLF due to the uncertainty of when PPP loans would be required to close and fund and obtained a $29.6 million PPPLF advance. As of December 31, 2021, the Corporation had no PPPLF advances outstanding.

The Corporation incurred a $744,000 loss, recognized through non-interest expense, on the early extinguishment of $59.5 million in FHLB term advances late in the second quarter of 2020, as the Corporation lowered wholesale funding costs and improved the Corporation’s funding position. Management believes this strategy helped stabilize net interest margin during the extended low interest rate environment.

Consistent with our funding philosophy to manage interest rate risk, we will use the most efficient and cost effective source of wholesale funds. We will utilize FHLB advances to the extent we maintain an adequate level of excess borrowing capacity for liquidity and contingency funding purposes and pricing remains favorable in comparison to the wholesale deposit alternative. We will use FHLB advances and/or brokered certificates of deposit in specific maturity periods needed, typically three to five years, to match-fund fixed rate loans and effectively mitigate the interest rate risk measured through our asset/liability management process and to support asset growth initiatives while taking into consideration our operating goals and desired level of usage of wholesale funds. Please refer to the section titled Liquidity and Capital Resources, below, for further information regarding our use and monitoring of wholesale funds.

The following table sets forth the outstanding balances, weighted average balances, and weighted average interest rates for our borrowings (short-term and long-term) as indicated.

December 31, 2021December 31, 2020
BalanceWeighted Average BalanceWeighted Average RateBalanceWeighted Average BalanceWeighted Average Rate
(Dollars in Thousands)
Federal funds purchased$$%$$710.69%
Federal Reserve PPPLF15,2070.35
FHLB advances368,800376,7811.30394,500379,8911.45
Line of credit500782.90
Other borrowings10,3638,0904.1192067612.60
Subordinated notes payable23,78823,7665.9423,74723,7255.95
Junior subordinated notes10,07610,06811.0510,06210,05411.09
$413,527$418,7831.86$429,229$429,6241.91

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A summary of annual maturities of borrowings at December 31, 2021 is as follows:

(In Thousands)
Maturities during the year ended December 31,
2022$173,500
202337,300
202435,500
202523,363
2026
Thereafter143,864
$413,527

The subordinated notes payable consist of two series of notes, each of which qualifies as Tier II capital. At December 31, 2021, $15.0 million bore a fixed interest rate of 5.50% with a maturity date of August 15, 2029 and $9.1 million bore a fixed interest rate of 6.00% with a maturity date of April 15, 2027. The Corporation may, at its option, redeem the 5.50% notes, in whole or part, at any time after August 15, 2024, and may redeem the 6.00% notes any time after June 15, 2022. The 5.50% notes will begin to lose Tier II capital treatment at a rate of 20% per year effective August 15, 2024, while the 6.00% note will begin to lose Tier II capital treatment at a rate of 20% per year effective June 15, 2022.

Given the historically low interest rate environment, management continues to evaluate options to optimize the Corporation’s capital structure and reduce borrowing costs, wherein we may redeem and replace various notes at the next earliest redemption periods. Refer to Note 10 – FHLB Advances, Other Borrowings and Junior Subordinated Notes in the Consolidated Financial Statements for additional information on the terms of Corporation’s current debt instruments.

Stockholders’ Equity

As of December 31, 2021, stockholders’ equity was $232.4 million, or 8.76% of total assets, compared to stockholders’ equity of $206.2 million, or 8.03% of total assets, as of December 31, 2020. Excluding PPP loans, stockholders’ equity was 8.85% of total assets as of December 31, 2021, compared to 8.80%. Stockholders’ equity increased by $26.3 million during the year ended December 31, 2021 attributable to net income of $35.8 million for the year ended December 31, 2021, partially offset by dividend declarations of $6.2 million and stock repurchases of $5.0 million authorized under the repurchase program discussed below.

On January 28, 2021, the Board of Directors of the Corporation approved a new share repurchase program. The program authorized the repurchase by the Corporation of up to $5 million of its total outstanding shares of common stock over a period of approximately twelve months, ending January 31, 2022. The Corporation completed the $5 million repurchase program in October 2021, repurchasing a total of 182,151 shares during the year at a weighted average price of $27.40 per share. The Corporation did not have an active share repurchase plan as of December 31, 2021.

Under the share repurchase program, shares were repurchased from time to time in the open market or negotiated transactions at prevailing market rates, or by other means in accordance with federal securities laws. In connection with the share repurchase program, the Corporation implemented a 10b5-1 trading plan. The trading plan allowed the Corporation to repurchase shares of its common stock at times when it otherwise might have been prevented from doing so under insider trading laws by requiring that an agent selected by the Corporation repurchase shares of common stock on the Corporation’s behalf on pre-determined terms.

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LIQUIDITY AND CAPITAL RESOURCES

The Corporation expects to meet its liquidity needs through existing cash on hand, established cash flow sources, its third party senior line of credit, and dividends received from the Bank. While the Bank is subject to certain generally applicable regulatory limitations regarding its ability to pay dividends to the Corporation, we do not believe that the Corporation will be adversely affected by these dividend limitations. The Corporation’s principal liquidity requirements at December 31, 2021 were the interest payments due on subordinated and junior subordinated notes. During 2021 and 2020, FBB declared and paid dividends totaling $8.5 million and $12.0 million, respectively. The capital ratios of the Bank met all applicable regulatory capital adequacy requirements in effect on December 31, 2021, and continue to meet the heightened requirements imposed by Basel III, including the capital conservation buffer that was fully phased-in as of January 1, 2019. The Corporation’s Board and management teams adhere to the appropriate regulatory guidelines on decisions which affect their capital positions, including but not limited to, decisions relating to the payment of dividends and increasing indebtedness.

The Bank maintains liquidity by obtaining funds from several sources. The Bank’s primary source of funds are principal and interest payments on loans receivable and mortgage-related securities, deposits, and other borrowings, such as federal funds and FHLB advances. The scheduled payments of loans and mortgage-related securities are generally a predictable source of funds. Deposit flows and loan prepayments, however, are greatly influenced by general interest rates, economic conditions, and competition.

We view on-balance sheet liquidity as a critical element to maintaining adequate liquidity to meet our cash and collateral obligations. We define our on-balance sheet liquidity as the total of our short-term investments, our unencumbered securities available-for-sale, and our unencumbered pledged loans. As of December 31, 2021 and 2020, our immediate on-balance sheet liquidity was $529.5 million and $640.2 million, respectively. At December 31, 2021 and 2020, the Bank had $47.0 million and $26.7 million on deposit with the FRB recorded in short-term investments, respectively. Any excess funds not used for loan funding or satisfying other cash obligations were maintained as part of our on-balance sheet liquidity in our interest-bearing accounts with the FRB, as we value the safety and soundness provided by the FRB. We plan to utilize excess liquidity to fund loan and lease portfolio growth, pay down maturing debt, allow run off of maturing wholesale certificates of deposit or to invest in securities to maintain adequate liquidity at an improved margin.

We had $398.4 million of outstanding wholesale funds at December 31, 2021, compared to $567.0 million of wholesale funds as of December 31, 2020, which represented 17.1% and 25.2%, respectively, of period end total bank funding. Wholesale funds include FHLB advances, Federal Reserve PPPLF advances, brokered certificates of deposit, and deposits gathered from internet listing services. Total bank funding is defined as total deposits plus FHLB advances and Federal Reserve PPPLF advances. We are committed to raising in-market deposits while utilizing wholesale funds to mitigate interest rate risk. Wholesale funds continue to be an efficient and cost effective source of funding for the Bank and allows it to gather funds across a larger geographic base at price levels and maturities that are more attractive than local time deposits when required to raise a similar level of in-market deposits within a short time period. Access to such deposits and borrowings allows us the flexibility to refrain from pursuing single service deposit relationships in markets that have experienced unfavorable pricing levels. In addition, the administrative costs associated with wholesale funds are considerably lower than those that would be incurred to administer a similar level of local deposits with a similar maturity structure. During the time frames necessary to accumulate wholesale funds in an orderly manner, we will use short-term FHLB advances to meet our temporary funding needs. The short-term FHLB advances will typically have terms of one week to one month to cover the overall expected funding demands.

Period-end in-market deposits increased $245.3 million, or 14.6%, to $1.928 billion at December 31, 2021 from $1.683 billion at December 31, 2020 as in-market deposit balances increased due to successful business development efforts and PPP loan proceeds. Our in-market relationships continue to grow; however, deposit balances associated with those relationships will fluctuate. We expect to establish new client relationships and continue marketing efforts aimed at increasing the balances in existing clients’ deposit accounts. Nonetheless, we will continue to use wholesale funds in specific maturity periods, typically three to five years, needed to effectively mitigate the interest rate risk measured through our asset/liability management process or in shorter time periods if in-market deposit balances decline. In order to provide for ongoing liquidity and funding, all of our wholesale funds are certificates of deposit which do not allow for withdrawal at the option of the depositor before the stated maturity (with the exception of deposits accumulated through the internet listing service which have the same early withdrawal privileges and fees as do our other in-market deposits) and FHLB advances with contractual maturity terms and no call provisions. The Bank limits the percentage of wholesale funds to total bank funds in accordance with liquidity policies approved by its Board. The Bank was in compliance with its policy limits as of December 31, 2021.

The Bank was able to access the wholesale funding market as needed at rates and terms comparable to market standards during the year ended December 31, 2021. In the event that there is a disruption in the availability of wholesale funds at maturity, the Bank has managed the maturity structure, in compliance with our approved liquidity policy, so at least one year of maturities could be funded through on-balance sheet liquidity. These potential funding sources include deposits maintained

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at the FRB or Federal Reserve Discount Window utilizing currently unencumbered securities and acceptable loans as collateral. As of December 31, 2021, the available liquidity was in excess of the stated policy minimum. We believe the Bank will also have access to the unused federal funds lines, cash flows from borrower repayments, and cash flows from security maturities. The Bank also has the ability to raise local market deposits by offering attractive rates to generate the level required to fulfill its liquidity needs.

The Bank is required by federal regulation to maintain sufficient liquidity to ensure safe and sound operations. We believe that the Bank has sufficient liquidity to match the balance of net withdrawable deposits and short-term borrowings in light of present economic conditions and deposit flows.

During the year ended December 31, 2021, operating activities resulted in a net cash inflow of $36.0 million driven by net income of $35.8 million. Net cash used in investing activities for the year ended December 31, 2021 was $111.0 million which consisted of $86.7 million in cash outflows to fund net loan growth and $20.3 million in net cash outflows to purchase available-for-sale securities. Net cash provided by financing activities for the year ended December 31, 2021 was $75.2 million. Financing cash flows included a $102.4 million net increase in deposits, partially offset by a $25.7 million net decrease in FHLB advances, cash dividends paid of $6.2 million, and authorized share repurchases of $5.0 million, respectively.

Refer to Note 11 - Regulatory Capital for additional information regarding the Corporation’s and the Bank’s capital ratios and the ratios required by their federal regulators at December 31, 2021 and 2020.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. By their nature, changes in these assumptions and estimates could significantly affect the Corporation’s financial position or results of operations. Actual results could differ from those estimates. Discussed below are certain policies that are critical to the Corporation. We view critical accounting policies to be those which are highly dependent on subjective or complex judgments, estimates and assumptions, and where changes in those estimates and assumptions could have a significant impact on the financial statements.

Allowance for Loan and Lease Losses. The allowance for loan and lease losses represents our recognition of the risks of extending credit and our evaluation of the quality of the loan and lease portfolio and as such, requires the use of judgment as well as other systematic objective and quantitative methods which may include additional assumptions and estimates. The risks of extending credit and the accuracy of our evaluation of the quality of the loan and lease portfolio are neither static nor mutually exclusive and could result in a material impact on our Consolidated Financial Statements. We may over-estimate the quality of the loan and lease portfolio, resulting in a lower allowance for loan and lease losses than necessary, overstating net income and equity. Conversely, we may under-estimate the quality of the loan and lease portfolio, resulting in a higher allowance for loan and lease losses than necessary, understating net income and equity. The allowance for loan and lease losses is a valuation allowance for probable credit losses, increased by the provision for loan and lease losses and decreased by charge-offs, net of recoveries. We estimate the allowance reserve balance required and the related provision for loan and lease losses based on quarterly evaluations of the loan and lease portfolio, with particular attention paid to loans and leases that have been specifically identified as needing additional management analysis because of the potential for further problems. During these evaluations, consideration is also given to such factors as the level and composition of impaired and other non-performing loans and leases, historical loss experience, results of examinations by regulatory agencies, independent loan and lease reviews, our estimate of the fair value of the underlying collateral taking into consideration various valuation techniques and qualitative adjustments to inputs to those estimates of fair value, the strength and availability of guarantees, concentration of credits, and other factors. Allocations of the allowance may be made for specific loans or leases, but the entire allowance is available for any loan or lease that, in our judgment, should be charged off. Loan and lease losses are charged against the allowance when we believe that the uncollectability of a loan or lease balance is confirmed. See Note 1 – Nature of Operations and Summary of Significant Accounting Policies and Note 4 – Loan and Lease Receivables, Impaired Loans and Leases and Allowance for Loan and Lease Losses in the Consolidated Financial Statements for further discussion of the allowance for loan and lease losses.

We also continue to exercise our legal rights and remedies as appropriate in the collection and disposal of non-performing assets, and adhere to rigorous underwriting standards in our origination process in order to achieve strong asset quality. Although we believe that the allowance for loan and lease losses was appropriate as of December 31, 2021 based upon the evaluation of loan and lease delinquencies, non-performing assets, charge-off trends, economic conditions, and other factors, there can be no assurance that future adjustments to the allowance will not be necessary. If the quality of loans or leases

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deteriorates, then the allowance for loan and lease losses would generally be expected to increase relative to total loans and leases. If loan or lease quality improves, then the allowance would generally be expected to decrease relative to total loans and leases.

Goodwill Impairment Assessment.  Goodwill is not amortized but, instead, is subject to impairment tests on at least an annual basis, and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount, including goodwill. The Corporation conducted its annual impairment test as of August 1, 2021, utilizing a qualitative assessment, and concluded that it was more likely than not the estimated fair value of the reporting unit exceeded its carrying value, resulting in no impairment. Although no goodwill impairment was noted, there can be no assurances that future goodwill impairment will not occur. See Note 1 – Nature of Operations and Summary of Significant Accounting Policies for the Corporation's accounting policy on goodwill and see Note 7 – Goodwill and Other Intangible Assets in the Consolidated Financial Statements for a detailed discussion of the factors considered by management in the assessment.

Income Taxes. The Corporation and its wholly owned subsidiaries file a consolidated federal income tax return and a combined Wisconsin state tax return. Deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The determination of current and deferred income taxes is based on complex analysis of many factors, including the interpretation of federal and state income tax laws, the difference between the tax and financial reporting basis of assets and liabilities (temporary differences), estimates of amounts currently due or owed, such as the timing of reversals of temporary differences, and current accounting standards. We apply a more likely than not approach to each of our tax positions when determining the amount of tax benefit to record in our Consolidated Financial Statements. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

We have made our best estimate of valuation allowances utilizing available evidence and evaluation of sources of taxable income including tax planning strategies and expected reversals of timing differences to determine if valuation allowances were needed for deferred tax assets. Realization of deferred tax assets over time is dependent on our ability to generate sufficient taxable earnings in future periods and a valuation allowance may be necessary if management determines that it is more likely than not that the deferred asset will not be utilized. These estimates and assumptions are subject to change. Changes in these estimates and assumptions could adversely affect future consolidated results of operations. The Corporation believes the tax assets and liabilities are properly recorded in the Consolidated Financial Statements. See also Note 15 – Income Taxes in the Consolidated Financial Statements.

The Corporation also invests in certain development entities that generate federal and state historic and low income housing tax credits. The tax benefits associated with these investments are accounted for either under the flow-through method, equity method, or proportional amortization method and are recognized when the respective project is placed in service or over the investment term.

The federal and state taxing authorities who make assessments based on their determination of tax laws may periodically review our interpretation of federal and state income tax laws. Tax liabilities could differ significantly from the estimates and interpretations used in determining the current and deferred income tax liabilities based on the completion of examinations by taxing authorities.