FB Bancorp, Inc. /MD/ (FBLA) Business
This page reproduces the company's own Item 1 Business text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.
Informational only - not investment advice. See Disclaimer.
Item 1. Business.
FB Bancorp, Inc.
FB Bancorp, Inc. (“FB Bancorp,” the “Company,” “we,” “our”) is a Maryland corporation that was incorporated in February 2024 to become the registered bank holding company for Fidelity Bank upon its conversion from the mutual-to-stock form of organization, which occurred on October 22, 2024. The Company sold 19,837,500 shares of common stock, par value $0.01 per share, at a price of $10 per share, for gross proceeds of $198,375,000. Shares of the Company’s common stock began trading on October 23, 2024, on the Nasdaq Global Select Market under the trading symbol “FBLA.”
We conduct our operations from our headquarters in New Orleans, Louisiana, primarily through Fidelity Bank. The Company is the sole shareholder of Fidelity Bank, and as such, is a bank holding company subject to regulation by the Federal Reserve Board.
Fidelity Bank
Originally chartered in 1908 under the name “The Fidelity Homestead Association,” Fidelity Bank (sometimes referred to herein as the “Bank”) completed its conversion from the mutual form of organization to that of a Louisiana state-chartered stock savings bank on October 22, 2024. The Bank operates from 18 full-service branches, including its main office, two drive-up branches and 14 stand-alone ATMs located throughout central and southern Louisiana. In January 2014, the Bank acquired the net assets of NOLA Lending Group (sometimes referred to herein as “NOLA”, “NOLA Lending”, and “mortgage division”) as a fully-owned division of the Bank that originates our residential one- to four-family residential real estate loans. On December 31, 2025, the Bank entered into an agreement to sell substantially all of the assets and liabilities of NOLA. The sale closed on March 1, 2026.
The administrative headquarters of FB Bancorp and Fidelity Bank are located at 353 Carondelet Street, New Orleans, Louisiana 70130. Our telephone number is (504) 569-8640.
Fidelity Bank’s business consists primarily of taking deposits from the general public and investing those deposits, together with funds generated from operations, in one- to four-family residential mortgage loans secured by properties located in our primary market areas. We also originate residential construction loans, commercial real estate loans (which includes commercial mortgage, commercial construction and land development loans), commercial loans (which includes commercial and industrial, small business and other commercial loans not secured by real estate), home equity loans and lines of credit, and consumer loans.
Fidelity Bank is subject to comprehensive regulation and examination by the Louisiana Office of Financial Institutions (“LOFI”) and the Federal Deposit Insurance Corporation (“FDIC”). Our website address is www.bankwithfidelity.com. Information on this website is not and should not be considered a part of this Annual Report on Form 10-K.
Market Area
We consider our primary market areas for deposit gathering and origination of loans held for investment to be southern Louisiana including the Metropolitan Statistical Areas (“MSA”) of New Orleans-Metairie-Hammond, Baton Rouge and Lafayette.
The Bank’s branch offices are located in the Parish of East Baton Rouge, located within the Baton Rouge MSA, and the Parishes of Jefferson, Orleans, St. Tammany, Lafayette, and Tangipahoa, which are encompassed within the New Orleans-Metairie-Hammond MSA. The five-parish market area contains urban, suburban and more rural areas with large and small population centers. New Orleans and Baton Rouge are the two largest regional economies in Louisiana, with trade, tourism, government, technology, healthcare and the film industry among the leading industries and employment concentrations. New Orleans has one of the busiest ports in the world, and one of the largest oil and gas exploration regions is located to the south of New Orleans. The market area north of Lake Pontchartrain (Tangipahoa and St. Tammany Parishes) remains economically connected to the more urbanized Orleans and Jefferson Parishes, and we consider that area and the New Orleans area to be one overall market. The Baton Rouge MSA also borders the New Orleans MSA to the west. The southern Louisiana region remains exposed to tropical storms and hurricanes that increase operating risk to employers in the region, including financial institutions. The area is still recovering from the impact of Hurricane Katrina in 2005 and later hurricanes. The Baton Rouge metropolitan area, home to the state capital and related government employment, is also a major industrial, petrochemical, medical, research, motion picture and technology employment center. The main campus of Louisiana State University is also located there.
Overall economic conditions in our market area have resulted in loan demand from operating companies being generally softer than it was pre-pandemic, as higher interest rates have slowed business expansion. However, the labor markets in our market areas have
2
remained relatively stable. Our market area’s main employment drivers are oil refining, healthcare and social assistance, retail trade and hospitality/tourism.
We believe that we have developed products and services that meet the financial needs of our current and future customer base; however, we plan, and believe it is necessary, to expand the range of products and services that we offer to be more competitive in our market area. Our marketing strategies focus on the strength of our knowledge of local consumer and small business markets, as well as expanding relationships with current customers and reaching out to develop new, profitable business relationships.
Competition
We face strong competition within our primary market areas both in making loans and attracting retail deposits. Our market areas include large money centers and regional banks, community banks and savings institutions, and credit unions. We also face competition for loans from mortgage banking firms, consumer finance companies, credit unions, and fintech companies and, with respect to deposits, from money market funds, brokerage firms, mutual funds and insurance companies. Large banks, such as Capital One, N.A, Hancock Whitney Bank, and JP Morgan Chase Bank, N.A., have a significant presence in our market area.
Our competition for loans comes primarily from the competitors referenced above and from other financial service providers, such as mortgage companies and mortgage brokers. Competition for loans also comes from the increasing number of non-depository financial service companies participating in the mortgage market, such as insurance companies, securities firms, financial technology companies, specialty finance firms and technology companies.
We expect competition to remain intense in the future as a result of legislative, regulatory and technological changes and the continuing trend toward consolidation of the financial services industry. Technological advances, for example, have lowered barriers to entry, allowed banks to expand their geographic reach by providing services over the internet and made it possible for non-depository institutions, including financial technology companies, to offer products and services that traditionally have been provided by banks.
Lending Activities
Our loan portfolio consists primarily of residential mortgage loans, residential construction, commercial real estate loans (which includes commercial mortgage, commercial construction and land development loans), commercial loans (which includes commercial and industrial, small business, and other commercial loans not secured by real estate), home equity loans and lines of credit, and consumer loans. Fidelity Bank originates loans for retention in our portfolio and generally does not sell loans, other than loans originated by its NOLA division, which are generally sold into the secondary market. In recent years, we have increased our focus on originating higher yielding commercial real estate loans, and we have continued that focus after the conversion and stock offering. We offer both adjustable-rate and fixed-rate residential mortgage loans. However, historically a significant majority of the residential real estate loans which we have originated are long-term, fixed-rate loans that generally conform to secondary market guidelines.
Loan Portfolio Composition. The following table sets forth the composition of our loan portfolio by type of loan at the dates indicated. Loan balances exclude the fair value of loans held for sale, which totaled $28.5 million and $26.0 million at December 31, 2025 and December 31, 2024, respectively.
| At December 31, 2025 | At December 31, 2024 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | Percent | Amount | Percent | ||||||||||||||
| (Dollars in thousands) | |||||||||||||||||
| One- to four-family residential | $ | 230,743 | 31.0 | % | $ | 254,642 | 33.6 | % | |||||||||
| Residential construction | 38,058 | 5.1 | % | 34,139 | 4.5 | % | |||||||||||
| Commercial real estate | 248,744 | 33.4 | % | 241,063 | 31.8 | % | |||||||||||
| Commercial | 92,199 | 12.4 | % | 94,981 | 12.5 | % | |||||||||||
| Home equity | 112,404 | 15.1 | % | 106,550 | 14.1 | % | |||||||||||
| Other consumer | 22,787 | 3.1 | % | 26,690 | 3.5 | % | |||||||||||
| 744,935 | 100.0 | % | 758,065 | 100.0 | % | ||||||||||||
| Less: | |||||||||||||||||
| Undisbursed portion of mortgage loans | (145 | ) | (161 | ) | |||||||||||||
| Net deferred loan costs (fees) | (834 | ) | (1,007 | ) | |||||||||||||
| Allowance for credit losses | (6,289 | ) | (6,244 | ) | |||||||||||||
| Loans, net | $ | 737,667 | $ | 750,653 |
Contractual Maturities. The following table sets forth the contractual maturities of our total loans held for investment portfolio at December 31, 2025. Demand loans, loans having no stated repayment schedule or maturity, and overdraft loans are
3
reported as being due in one year or less. Because the tables present contractual maturities and do not reflect repricing or the effect of prepayments, actual maturities may differ.
| One- to Four- Family | Residential Construction(1) | Commercial Real Estate | Commercial | Home Equity | Other consumer | Total | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | |||||||||||||||||||||||||||
| Amounts due in: | |||||||||||||||||||||||||||
| One year or less | $ | 11 | $ | - | $ | 48,808 | $ | 52,388 | $ | 1,358 | $ | 8,150 | $ | 110,715 | |||||||||||||
| After one through five years | 3,053 | — | 154,020 | 18,862 | 18,313 | 14,637 | 208,885 | ||||||||||||||||||||
| After five through 15 years | 12,804 | — | 17,857 | 13,709 | 92,619 | — | 136,989 | ||||||||||||||||||||
| More than 15 years | 214,875 | 38,058 | 28,059 | 7,240 | 114 | — | 288,346 | ||||||||||||||||||||
| Total | $ | 230,743 | $ | 38,058 | $ | 248,744 | $ | 92,199 | $ | 112,404 | $ | 22,787 | $ | 744,935 |
| Column 1 | Column 2 |
|---|---|
| (1) | Comprised of permanent loans with fixed long-term interest rates but with the ability to modify and sell after construction is complete. |
Fixed vs. Adjustable Rate Loans. The following table sets forth the dollar amount of all loans at December 31, 2025 that are due after December 31, 2026 and have either fixed interest rates or floating or adjustable interest rates. The amounts shown below include unearned loan origination fees.
| Due after December 31, 2026 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Fixed | Adjustable | Total | |||||||||
| (Dollars in thousands) | |||||||||||
| One- to four-family residential | $ | 95,457 | $ | 135,275 | $ | 230,732 | |||||
| Residential construction | 38,058 | — | 38,058 | ||||||||
| Commercial real estate | 119,112 | 80,824 | 199,936 | ||||||||
| Commercial | 27,815 | 11,996 | 39,811 | ||||||||
| Home equity loans and lines of credit | 15,013 | 96,033 | 111,046 | ||||||||
| Other consumer | 13,957 | 680 | 14,637 | ||||||||
| Total | $ | 309,412 | $ | 324,808 | $ | 634,220 |
Residential Mortgage Lending. At December 31, 2025, we had $230.7 million of loans secured by first lien residential real estate, or 31.0% of total loans held for investment. The vast majority of our one- to four-family residential real estate loans, originated by NOLA, are secured by properties located in our primary market areas and sold into the secondary market. Fidelity Bank retains certain residential loans in its loan portfolio.
Our one- to four-family residential real estate loans are generally underwritten to secondary market guidelines. We offer both fixed-rate and adjustable-rate residential mortgage loans for terms up to 30 years. Adjustable-rate loans are tied to the one-year constant maturity Treasury rate. For adjustable-rate loans, the interest rate is fixed for the initial terms of three or five years, and then adjusts yearly thereafter with an annual rate cap of 2.0% and a lifetime rate cap of 6.0%. We generally limit the loan-to-value ratios of our residential mortgage loans to 90% (85% for borrowers using the property as a second home). Fidelity Bank generally requires private mortgage insurance on mortgage loans where the loan-to-value ratio exceeds the lesser of 80% of the appraised value of the property or the purchase price.
We do not offer “interest only” residential mortgage loans, where the borrower pays interest for an initial period, after which the loan converts to a fully amortizing loan. We also do not offer loans that provide for negative amortization of principal, such as “Option ARM” loans, where the borrower can pay less than the interest owed on the loan, resulting in an increased principal balance during the life of the loan. We do not currently offer “subprime loans” on one- to four-family residential real estate loans (i.e., generally loans to borrowers with credit scores less than 640).
Residential Construction Loans. At December 31, 2025, we had $38.1 million in residential construction loans, or 5.1% of total loans, and had committed to loan an additional $20.1 million with respect to such loans. We make residential construction loans primarily to individuals for the construction or renovation of their primary residences. These types of loans are generally limited to the New Orleans, Hammond and Baton Rouge metropolitan statistical areas. The property pledged as security must be a first mortgage on a primary residence or second home. We do not make residential construction loans on manufactured homes, investment properties, or 3- to 4- unit properties. Our residential construction loans are underwritten to the same guidelines for permanent residential mortgage loans. At December 31, 2025, our largest residential construction loan was for $4.0 million, $3.7 million of which had been disbursed, and which was performing according to its original terms.
The maximum construction loans generally can be made with a maximum loan-to-value ratio of 90%, or 80% for those classified as a jumbo loan by agency standards, of the estimated appraised market value upon completion of the project. Before
4
making a commitment to fund a construction loan, we require an appraisal of the property by an independent licensed appraiser. We also generally require inspections of the property before disbursement of funds during the term of the construction loan.
Our residential construction loans are based upon estimates of costs and values associated with the completed project. Underwriting is focused on the borrowers’ financial strength, credit history and demonstrated ability to produce a quality product and effectively market and manage their operations.
Residential construction lending involves additional risks when compared with permanent lending because funds are advanced upon the security of the project, which is of uncertain value before its completion. Because of the uncertainties inherent in estimating construction costs, as well as the market value of the completed project and the effects of governmental regulation of real property, it is relatively difficult to evaluate accurately the total funds required to complete a project and the related loan-to-value ratio. In addition, generally during the term of a construction loan, interest may be funded by the borrower or disbursed from an interest reserve set aside from the construction loan budget. These loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the ultimate project and the ability of the borrower to sell or lease the property or obtain permanent take-out financing, rather than the ability of the borrower or guarantor to repay principal and interest. If the appraised value of a completed project proves to be overstated, we may have inadequate security for the repayment of the loan upon completion of construction of the project and may incur a loss.
Commercial Real Estate Loans. At December 31, 2025, we had $248.7 million in commercial real estate loans, or 33.4% of total loans. Our commercial real estate loans are primarily comprised of multi-family, hotel, retail and one to four family for investment purposes, and to a lesser extent, commercial construction and land development. Our commercial real estate loans are generally secured primarily by retail and mixed-use properties and office buildings. Multi family, hotels, retail and one to four family for investment purposes comprise approximately, 20.4%, 18.6%, 16.1% and 13.3%, respectively, of our commercial real estate portfolio. Fidelity Bank uses an industry-standard measure to assess potential concentration levels on a quarterly basis, with the concentration levels consistently being assessed as low concentration. Our office building loan portfolio is concentrated in suburban areas. Based on loan review data, our commercial real estate loan portfolio currently has an average occupancy rate of approximately 86% and an average loan-to-value ratio of 63%. Substantially all of our commercial real estate loans are fixed-rate loans with three- to five-year balloon repayment terms. We generally limit the loan-to-value ratios of our commercial mortgage loans to 85% (80% for non-owner occupied properties) of the purchase price or appraised value, whichever is lower.
At December 31, 2025, our largest commercial real estate loan had an outstanding balance of $12.0 million and is secured by a multi family property development located in Mobile, Alabama. At December 31, 2025, this loan was performing according to its original terms.
We consider a number of factors in originating commercial real estate loans. We evaluate the qualifications and financial condition of the borrower, including credit history, profitability and expertise, as well as the value and condition of the property securing the loan. When evaluating the qualifications of the borrower, we consider the financial resources of the borrower, the borrower’s experience in owning or managing similar property and the borrower’s payment history with us and other financial institutions. In evaluating the property securing the loan, the factors we consider include the net operating income of the mortgaged property before debt service and depreciation, the ratio of the loan amount to the appraised value of the mortgaged property, and the debt service coverage ratio (the ratio of net operating income to debt service). Generally, we require that the debt service coverage ratio be at least 1.20x. The significant majority of our commercial real estate loans are appraised by outside independent appraisers approved by the Board of Directors. Personal guarantees are generally obtained from the principals of commercial real estate borrowers. In addition, Fidelity Bank monitors financial statements and rent roll submissions, as well as conducts covenant testing, each on an ongoing basis.
Loans secured by commercial real estate generally have larger balances and involve a greater degree of risk than one- to four-family residential real estate loans. The primary concern in commercial real estate lending is the borrower’s creditworthiness and the feasibility and cash flow potential of the underlying business. Payments on loans secured by income producing properties often depend on successful operation and management of the properties. As a result, repayment of such loans may be subject, to a greater extent than residential real estate loans, to adverse conditions in the real estate market or the economy. To monitor cash flows on income properties, we require borrowers and loan guarantors to provide quarterly, semi-annual or annual financial statements, depending on the size of the loan, on commercial real estate loans. In reaching a decision on whether to make a commercial real estate loan, we consider and review a global cash flow analysis of the borrower and consider the net operating income of the property, the borrower’s expertise, credit history and profitability and the value of the underlying property. We have generally required that the properties securing these real estate loans have an aggregate debt service ratio, including the guarantor’s cash flows and the borrower’s other projects, of at least 1.25x. An environmental phase one report is obtained when the possibility exists that hazardous materials may have existed on the site, or the site may have been impacted by adjoining properties that handled hazardous materials.
5
If we foreclose on a commercial real estate loan, the marketing and liquidation period to convert the real estate asset to cash can be lengthy with substantial holding costs. In addition, vacancies, deferred maintenance, repairs and market stigma can result in prospective buyers expecting sale price concessions to offset their real or perceived economic losses for the time it takes them to return the property to profitability. Depending on the individual circumstances, initial charge-offs and subsequent losses on commercial real estate loans can be unpredictable and substantial.
Commercial Loans. At December 31, 2025, commercial loans were $92.2 million, or 12.4% of total loans. We offer a broad range of commercial loans, including lines of credit and term loans, to a variety of commercial businesses. The loans are generally used to support working capital and general corporate needs. These loans are generally secured by business assets, such as equipment and accounts receivable. Depending on the collateral used to secure the loans, commercial loans are made in amounts of up to 90% of the value of the collateral securing the loan. Generally, we require that the debt service coverage ratio be at least 1.30x.
When making commercial loans, we consider the financial statements of the borrower, our lending history with the borrower, the debt service capabilities and global cash flows of the borrower and other guarantors, the projected cash flows of the business and the value of the collateral, accounts receivable, inventory and equipment.
Our commercial loan portfolio includes Small Business Administration (“SBA”) related lending for commercial purposes. Fidelity Bank generally makes SBA loans within its market areas, and most of the originations relate to the SBA 7(a) Loan Program and the SBA 504 Loan Program. SBA loans comprised $19.5 million of our commercial loan portfolio at December 31, 2025.
At December 31, 2025, our largest commercial loan was a line of credit for $15 million, of which $13.7 million was funded, and is secured by a UCC security interest in all chattel paper, accounts including contingency case fees, equipment and general intangibles, and fixtures. At December 31, 2025, this loan was performing according to its original terms.
Unlike residential or commercial real estate loans, which generally are made on the basis of the borrower’s ability to make repayment from his or her employment or other income, and which are secured by real property whose value tends to be more easily ascertainable, commercial loans are of higher risk and typically are made on the basis of the borrower’s ability to make repayment from the cash flows of the borrower’s business, and the collateral securing these loans may fluctuate in value. Our commercial loans are originated primarily based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. Collateral for commercial loans typically consists of equipment, accounts receivable, or inventory. Credit support provided by the borrower for most of these loans is based on the liquidation of the pledged collateral and enforcement of a personal guarantee, if any. Further, any collateral securing such loans may depreciate over time, may be difficult to appraise and may fluctuate in value. As a result, the availability of funds for the repayment of commercial loans may depend substantially on the success of the business itself.
Home Equity Loans and Lines of Credit. At December 31, 2025, the outstanding balance of home equity loans and lines of credit was $112.4 million, or 15.1% of total loans. Such loans or lines of credit are secured by the borrower’s primary or secondary residence. Home equity loans and lines of credit are generally underwritten using the same criteria that we use to underwrite one- to four-family residential real estate loans. The interest rate for home equity loans is fixed and the interest rate for home equity lines of credit is variable and based on the prime rate. The loan to value ratio is generally up to 90%, taking into account any superior mortgage on the collateral property. Generally, all applicants for a home equity loan or line of credit are required to have a FICO credit score of at least 650.
Home equity loans and lines of credit are generally secured by junior mortgages and have greater risk than one- to four-family residential real estate loans secured by first mortgages. We face the risk that the collateral will be insufficient to compensate us for loan losses and costs of foreclosure, after repayment of the senior mortgages, if applicable. When customers default on their loans, we attempt to foreclose on the property and resell the property as soon as possible to minimize foreclosure and carrying costs. However, the value of the collateral may not be sufficient to compensate us for the amount of the unpaid loan and we may be unsuccessful in recovering the remaining balance from those customers. Particularly with respect to our home equity loans and lines of credit, decreases in real estate values could adversely affect our ability to fully recover the loan balance in the event of a default.
Other Consumer Loans. At December 31, 2025, consumer loans were $22.8 million, or 3.1% of total loans. Our consumer loan portfolio generally consists of loans secured predominately by residential lots, home improvement, deposit-secured automobiles and trucks (new and used), boats, trailers, and other consumer assets. Automobile loans generally require a FICO score of at least 650 and a maximum debt-to-income ratio of 45%. Automobile loans have fixed interest rates and terms up to five years for used automobiles.
In furtherance to our commitment to the local community and consistent with our Community Reinvestment Act (“CRA”) compliance and efforts, we offer a Credit Builder Program to assist borrowers who have no traditional credit or seek to repair their
6
credit in order to establish a savings pattern and building credit. Fidelity Bank also maintains a Home Ownership Made Easy loan program to provide home ownership opportunities to underserved areas.
Consumer loans generally have shorter terms to maturity, which reduces our exposure to changes in interest rates. In addition, management believes that offering consumer loan products helps to expand and create stronger ties to our existing customer base by increasing the number of customer relationships and providing cross-marketing opportunities.
Consumer loans may entail greater risk than residential real estate loans, particularly in the case of consumer loans that are unsecured or secured by assets that depreciate rapidly. Repossessed collateral for a defaulted consumer loan may not provide an adequate source of repayment for the outstanding loan and a small remaining deficiency often does not warrant further substantial collection efforts against the borrower. Consumer loan collections depend on the borrower’s continuing financial stability, and therefore are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.
Loan Originations, Purchases and Sales
Our loan originations are generated by our loan personnel operating at our banking office, NOLA’s loan production offices and mortgage brokers. We also obtain referrals from existing and former customers and from accountants, real estate brokers, builders and attorneys. All loans we originate are underwritten pursuant to our policies and procedures which incorporate secondary market underwriting guidelines to the extent applicable for residential loans. For the twelve months ended December 31, 2025, NOLA, which is reported on our December 31, 2025 consolidated financial statements as discontinued operations, originated $386.7 million in loans for sale to the secondary market.
While we originate both fixed-rate and adjustable-rate loans, our ability to generate each type of loan depends upon relative borrower demand and the pricing levels as set in the local marketplace by competing banks, thrifts, credit unions, and mortgage banking companies. Our volume of real estate loan originations is influenced significantly by market interest rates, and accordingly, the volume of our real estate loan originations can vary from period to period.
Consistent with our interest rate risk strategy, we originate for sale and sell a portion of the long-term, fixed-rate, one- to four-family residential real estate loans that we originate on a servicing-retained, limited or no recourse basis, while generally retaining shorter-term fixed-rate and all adjustable-rate one- to four-family residential real estate loans in order to manage the duration and time to repricing of our loan portfolio. We consider our balance sheet as well as market conditions on an ongoing basis in making decisions as to whether to hold loans we originate for investment or to sell such loans to investors, choosing the strategy that is most advantageous to us from a profitability and risk management standpoint. Fidelity Bank sells loans to the secondary market using both best efforts and mandatory commitment procedures. In a best efforts sale, Fidelity Bank will make its best effort to process, fund, and deliver the loan to a particular investor. If the loan fails to fund, there is no cost to the seller. Under mandatory commitment, Fidelity Bank commits to deliver a funded loan to the buyer, and therefore assumes any market risk should delivery not take place. This market risk is minimized by our use of appropriate hedging tools. It is the policy of Fidelity Bank that all hedging activity will be done for the purposes of mitigating interest rate risk and basis point risk. At least annually, Fidelity Bank’s internal audit department conducts a review of the secondary market risk management program to ensure its integrity, accuracy, and reasonableness.
Historically, we have had limited investment in loan participations sales, with Fidelity Bank as the lead, as well as limited loan participation purchases.
Loan Approval Procedures and Authority
Our lending is subject to written, non-discriminatory underwriting standards and origination procedures. Decisions on loan applications are made on the basis of detailed applications submitted by the prospective borrower and property valuations. Our policies require that for all real estate loans that we originate, property valuations must be performed by outside independent state-licensed appraisers approved by our Board of Directors. The loan applications are designed primarily to determine the borrower’s ability to repay the requested loan, and the more significant items on the application are verified through use of credit reports, financial statements and tax returns.
By law, the aggregate amount of loans that we are permitted to make to any one borrower or group of related borrowers is generally limited to 10% of Fidelity Bank’s capital and declared surplus (25% for secured credits). At December 31, 2025, our largest credit relationship to one borrower, which is an established law firm, is a line of credit for $15 million, of which $13.7 million is funded, and is secured by a UCC security interest in all chattel paper, accounts including contingency case fees, equipment and general intangibles, and fixtures. At December 31, 2025, this loan was performing according to its original terms.
7
The relevant Market Area Presidents and the Senior Credit Officer may jointly approve loans up to $5.0 million. Any loans greater than the combined approval authority from the Chief Executive Officer and the Chief Credit/Risk Officer are submitted to our Management Loan Committee which consists of our Chief Executive Office, Chief Credit Officer, Chief Operating Officer, Chief Banking Officer, Senior Credit Officer, Market Area Presidents and Commercial Lending Managers for final approval.
Generally, we require property and extended coverage casualty insurance in amounts at least equal to the principal amount of the loan or the value of improvements on the property, depending on the type of loan. In addition, we require an escrow for flood insurance (where appropriate) and generally require an escrow for required property taxes and insurance. On occasion, we allow borrowers to pay their own taxes and property and casualty insurance as long as proof of payment is provided.
Delinquencies, Classified Assets and Non-performing Assets
Delinquency Procedures. When a borrower fails to make a required monthly payment on a loan, we mail a notice to the borrower and attempt to contact the borrower. All delinquent loans are reported to the Board of Directors each month. After 90 days delinquent the loan is transferred to the appropriate collections personnel. Our policies provide that a late notice be sent each month that the loan is past due. Once the loan is considered in default, generally at 90 days past due, a letter is generally sent to the borrower explaining that the entire balance of the loan is due and payable, the loan is placed on non-accrual status, and additional efforts are made to contact the borrower. If the borrower does not respond, we generally initiate foreclosure proceedings when the loan is 120 days past due. If the loan is reinstated, foreclosure proceedings will be discontinued and the borrower will be permitted to continue to make payments. In certain instances, we may modify the loan or grant a limited exemption from loan payments to allow the borrower to reorganize his or her financial affairs.
When we acquire real estate as a result of foreclosure or by deed in lieu of foreclosure, the real estate is classified as other real estate owned until it is sold. The real estate is recorded at estimated fair value at the date of acquisition, less estimated costs to sell, and any write-down resulting from the acquisition is charged to the allowance for credit losses. Subsequent decreases in the value of the property are charged to operations. After acquisition, all costs in maintaining the property are expensed as incurred. Costs relating to the development and improvement of the property, however, are capitalized to the extent of estimated fair value less estimated costs to sell. At December 31, 2025, we held properties totaling approximately $1.3 million in other real estate owned as a result of foreclosure for all property types.
Loan Modifications to Borrowers Experiencing Financial Difficulty. We occasionally modify loans to extend the term or make other concessions to help a borrower stay current on his or her loan and to avoid foreclosure. We consider modifications only after analyzing the borrower’s current repayment capacity, evaluating the strength of any guarantors based on documented current financial information, and assessing the current value of any collateral pledged. We generally do not forgive principal or interest on loans, but may do so if it is in our best interest and increases the likelihood that we can collect the remaining principal balance. We may modify the terms of loans to lower interest rates (which may be at below market rates), to provide for fixed interest rates on loans where fixed rates are otherwise not available, to provide for longer amortization schedules, or to provide for interest-only terms. These modifications are made only when a workout plan has been agreed to by the borrower that we believe is reasonable and attainable and in our best interests. During 2025, there was one loan with total outstanding balance of $25 thousand at December 31, 2025 that was modified. During 2024, we had two such loan modifications, with an outstanding balance of $311 thousand as of December 31, 2024.
Delinquent Loans. The following table sets forth our loan delinquencies by type and amount as of December 31, 2025.
| Greater Than | Past Due | ||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 30-59 Days | 60-89 Days | 90 Days | Total | Total | 90 Days and | ||||||||||||||||||||||
| Past Due | Past Due | Past Due | Past Due | Current | Loans | Accruing | |||||||||||||||||||||
| December 31, 2025 | |||||||||||||||||||||||||||
| 1-4 family residential | $ | 14,041 | $ | 4,490 | $ | 7,039 | $ | 25,569 | $ | 205,174 | $ | 230,743 | $ | — | |||||||||||||
| Residential Construction | — | — | — | — | 38,058 | 38,058 | — | ||||||||||||||||||||
| Commercial real estate | 65 | — | 1,620 | 1,685 | 247,059 | 248,744 | — | ||||||||||||||||||||
| Other commercial | 651 | 791 | 1,508 | 2,950 | 89,249 | 92,199 | 31 | ||||||||||||||||||||
| Home equity | 1,684 | 212 | 892 | 2,787 | 109,617 | 112,404 | — | ||||||||||||||||||||
| Other consumer | 52 | — | 257 | 309 | 22,478 | 22,787 | — | ||||||||||||||||||||
| Total | $ | 16,493 | $ | 5,493 | $ | 11,316 | $ | 33,300 | $ | 711,635 | $ | 744,935 | $ | 31 |
The following table sets forth our loan delinquencies by type and amount as of December 31, 2024.
8
| Greater Than | Past Due | ||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 30-59 Days | 60-89 Days | 90 Days | Total | Total | 90 Days and | ||||||||||||||||||||||
| Past Due | Past Due | Past Due | Past Due | Current | Loans | Accruing | |||||||||||||||||||||
| December 31, 2024 | |||||||||||||||||||||||||||
| 1-4 family residential | $ | 16,549 | $ | 6,043 | $ | 6,026 | $ | 28,618 | $ | 226,024 | $ | 254,642 | $ | — | |||||||||||||
| Residential Construction | — | — | — | — | 34,139 | 34,139 | — | ||||||||||||||||||||
| Commercial real estate | 101 | — | — | 101 | 240,962 | 241,063 | — | ||||||||||||||||||||
| Other commercial | 401 | 194 | 622 | 1,217 | 93,764 | 94,981 | — | ||||||||||||||||||||
| Home equity | 2,073 | 787 | 1,217 | 4,077 | 102,473 | 106,550 | — | ||||||||||||||||||||
| Other consumer | 409 | 80 | 118 | 607 | 26,083 | 26,690 | — | ||||||||||||||||||||
| Total | $ | 19,533 | $ | 7,104 | $ | 7,983 | $ | 34,620 | $ | 723,445 | $ | 758,065 | $ | — |
Non-Performing Assets. The following table sets forth information regarding our non-performing assets. Non-performing assets include loans that are 90 or more days past due or on non-accrual status, including loan modifications to borrowers experiencing financial difficulty which are on non-accrual status, and foreclosed assets and other loan collateral acquired through foreclosure and repossession.
| At December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||
| (Dollars in thousands) | ||||||||
| Non-accrual loans: | ||||||||
| One- to four-family residential | $ | 12,249 | $ | 10,230 | ||||
| Residential construction | — | — | ||||||
| Commercial real estate | 1,620 | — | ||||||
| Commercial | 1,492 | 765 | ||||||
| Home equity loans and lines of credit | 1,236 | 1,834 | ||||||
| Other consumer | 257 | 160 | ||||||
| Total non-accrual loans | $ | 16,854 | $ | 12,989 | ||||
| Total non-performing loans | $ | 16,885 | $ | 12,989 | ||||
| Foreclosed assets | $ | 1,349 | $ | 610 | ||||
| Total non-performing assets | $ | 18,234 | $ | 13,599 | ||||
| Total non-performing loans to total loans(1) | 2.27 | % | 1.72 | % | ||||
| Total non-accrual loans to total loans(1) | 2.26 | % | 1.72 | % | ||||
| Total non-performing assets to total assets | 1.45 | % | 1.11 | % |
(1)Total loans only includes loans held for investment
Classified Assets. State regulations provide that loans and other assets of lesser quality should be classified as “substandard,” “doubtful” or “loss.” An asset is considered “substandard” if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. “Substandard” assets include those characterized by the “distinct possibility” that the insured institution will sustain “some loss” if the deficiencies are not corrected. Assets classified as “doubtful” have all of the weaknesses inherent in those classified “substandard,” with the added characteristic that the weaknesses present make “collection or liquidation in full,” on the basis of currently existing facts, conditions, and values, “highly questionable and improbable.” Assets classified as “loss” are those considered “uncollectible” and of such little value that their continuance as assets without the establishment of a specific allowance for credit losses is not warranted. Assets that do not currently expose the insured institution to sufficient risk to warrant classification in one of the aforementioned categories but possess weaknesses are designated as “special mention.”
When an insured institution classifies problem assets as either substandard or doubtful, it may establish general allowances in an amount deemed prudent by management to cover losses that were both probable and reasonable to estimate. General allowances represent allowances which have been established to cover accrued losses associated with lending activities that were both probable and reasonable to estimate, but which, unlike specific allowances, have not been allocated to particular problem assets. When an insured institution classifies problem assets as “loss,” it is required either to establish a specific allowance for losses equal to 100% of that portion of the asset so classified or to charge-off such amount. An institution’s determination as to the classification of its assets and the amount of its valuation allowances is subject to review by the regulatory authorities, which may require the establishment of additional general or specific allowances.
In connection with the filing of our periodic regulatory reports and according to our classification of assets policy, we regularly review the problem loans in our portfolio to determine whether any loans require classification according to applicable regulations. If a problem loan deteriorates in asset quality, the classification is changed to “substandard,” “doubtful” or “loss” depending on the circumstances and the evaluation. Generally, loans 90 days or more past due are placed on non-accrual status and classified “substandard.”
The table below sets forth our classified and criticized loans at the dates indicated.
9
| At December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||
| (Dollars in thousands) | |||||||
| Substandard assets | $ | 20,004 | $ | 15,497 | |||
| Doubtful assets | 452 | 300 | |||||
| Loss assets | — | — | |||||
| Total classified loans | $ | 20,456 | $ | 15,797 | |||
| Special mention (criticized) loans | $ | 1,568 | $ | 2,090 |
Allowance for Credit Losses
Allowance for credit losses. On January 1, 2023, Fidelity Bank adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, as amended, which replaces the incurred loss methodology with Current Expected Credit Loss (“CECL”) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized costs, including loan receivables and held-to-maturity debt securities. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842 on leases. In addition, ASC 326 applies to the accounting for available-for-sale debt securities. This standard requires credit losses to be presented as an allowance rather than as a write down on available-for-sale debt securities which management does not intend to sell or believes that it is more likely than not they will be required to sell.
The following table sets forth activity in our allowance for credit losses for the periods indicated.
| At December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||
| (Dollars in thousands) | ||||||||
| Allowance for credit losses at beginning of period | $ | 6,244 | $ | 6,203 | ||||
| Provision for credit losses | 1,684 | 1,530 | ||||||
| Charge-offs: | ||||||||
| One- to four-family residential | (323 | ) | (306 | ) | ||||
| Residential construction | (3 | ) | — | |||||
| Commercial real estate | — | — | ||||||
| Other commercial | (904 | ) | (1,114 | ) | ||||
| Home equity loans and lines of credit | (217 | ) | — | |||||
| Other consumer | (402 | ) | (241 | ) | ||||
| Total charge-offs | (1,849 | ) | (1,661 | ) | ||||
| Recoveries: | ||||||||
| One- to four-family residential | 4 | 6 | ||||||
| Residential construction | 9 | 2 | ||||||
| Commercial real estate | — | — | ||||||
| Other commercial | 149 | 118 | ||||||
| Home equity loans and lines of credit | — | — | ||||||
| Other consumer | 48 | 46 | ||||||
| Total recoveries | 210 | 172 | ||||||
| Net charge-offs | (1,639 | ) | (1,489 | ) | ||||
| Allowance at end of period | $ | 6,289 | $ | 6,244 | ||||
| Allowance for credit losses to total loans outstanding at end of period(1) | 0.85 | % | 0.82 | % | ||||
| Non-accrual loans to total loans outstanding at end of period(1) | 2.26 | % | 1.72 | % | ||||
| Allowance for credit losses to non-accrual loans at end of period | 37.31 | % | 48.07 | % | ||||
| Net charge-offs to average loans outstanding during period | 0.21 | % | 0.20 | % | ||||
| (1)Total loans only includes loans held for investment. |
The following table sets forth additional information with respect to charge-offs by category for the periods indicated.
| For the Year Ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||
| Net charge-offs (recoveries) to average loans outstanding during the period: | ||||||||
| One- to four-family residential | 0.04 | % | 0.04 | % | ||||
| Residential construction | 0.00 | % | 0.00 | % | ||||
| Commercial real estate | 0.00 | % | 0.00 | % | ||||
| Other commercial | 0.10 | % | 0.13 | % | ||||
| Home equity loans and lines of credit | 0.03 | % | 0.00 | % | ||||
| Other consumer | 0.05 | % | 0.03 | % |
10
Allocation of Allowance for Credit Losses. The following table sets forth the allowance for credit losses allocated by loan category and the percent of the allowance in each category to the total allocated allowance at the dates indicated. The allowance for credit losses allocated to each category is not necessarily indicative of future losses in any particular category and does not restrict the use of the allowance to absorb losses in other categories.
| At December 31, 2025 | At December 31, 2024 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Allowance for Credit Losses | Percent of Allowance in Category to Total Allowance | Percent of Loans in Category to Total Loans | Allowance for Credit Losses | Percent of Allowance in Category to Total Allowance | Percent of Loans in Category to Total Loans | |||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||
| One- to four-family residential | $ | 2,290 | 36.4 | % | 31.0 | % | $ | 2,246 | 36.0 | % | 33.6 | % | ||||||||||||
| Residential construction | 374 | 5.9 | % | 5.1 | % | 539 | 8.6 | % | 4.5 | % | ||||||||||||||
| Commercial real estate | 581 | 9.2 | % | 33.4 | % | 257 | 4.1 | % | 31.8 | % | ||||||||||||||
| Other commercial | 1,730 | 27.5 | % | 12.4 | % | 1,209 | 19.4 | % | 12.5 | % | ||||||||||||||
| Home equity loans and lines of credit | 810 | 12.9 | % | 15.1 | % | 1,224 | 19.6 | % | 14.1 | % | ||||||||||||||
| Other consumer | 504 | 8.0 | % | 3.1 | % | 769 | 12.3 | % | 3.5 | % | ||||||||||||||
| Total allocated allowance | $ | 6,289 | 100.0 | % | 100.0 | % | $ | 6,244 | 100.0 | % | 100.0 | % |
Investment Activities
General. The goals of our investment securities portfolio is to maximize portfolio yield over the long term in a manner that is consistent with liquidity needs, pledging requirements, asset/liability strategies, and safety/soundness concerns, including managing the risks of investment securities. The fundamental elements of our risk management program include board and senior management oversight and a comprehensive risk management process that seeks to effectively identify, measure, monitor, and control risk. These risks include, but are not necessarily limited to: extension risk, market risk, credit risk, liquidity risk, operational risk, interest rate risk, systemic risk and legal risk.
Our investment policy was adopted by the Board of Directors and is reviewed annually by the Board of Directors. Most investment decisions are made by our Chief Financial Officer according to board-approved policies. An investment schedule detailing the investment portfolio and all trade activity is reviewed at least quarterly by the Board of Directors.
Our current investment policy permits, with certain limitations, investments in, among other things: U.S. Treasury securities; securities issued by the U.S. government and its agencies or government sponsored enterprises including mortgage-backed securities and collateralized mortgage obligations issued by the SBA, Fannie Mae, Ginnie Mae, and Freddie Mac; corporate and municipal bonds; asset-backed securities; certificates of deposit in other financial institutions; federal funds and money market funds, among other investments.
At December 31, 2025, our investment portfolio totaled $326.3 million and consisted of securities and obligations issued by U.S. government-sponsored enterprises as well as corporate bonds. At December 31, 2025, we also owned $3.7 million of Federal Home Loan Bank of Dallas stock. As a member of Federal Home Loan Bank of Dallas, we are required to purchase stock in the Federal Home Loan Bank of Dallas, which is carried at cost and classified as a restricted investment.
At December 31, 2025, all of our investment securities are carried at fair value through accumulated other comprehensive income.
Sources of Funds
General. Deposits have traditionally been our primary source of funds for use in lending and investment activities. We may also use borrowings to supplement cash flow needs, lengthen the maturities of liabilities for interest rate risk purposes and to manage the cost of funds. In addition, we receive funds from scheduled loan payments, investment maturities, loan prepayments, retained earnings and income on earning assets. While scheduled loan payments and income on earning assets are relatively stable sources of funds, deposit inflows and outflows can vary widely and are influenced by prevailing interest rates, market conditions and levels of competition.
Deposits. Our deposits are generated primarily from our primary market areas. We offer a selection of deposit accounts, including NOW, savings accounts, money market accounts, certificates of deposit and wholesale and brokered certificates of deposit.
11
Deposit account terms vary, with the principal differences being the minimum balance required, the amount of time the funds must remain on deposit and the interest rate.
Interest rates paid, maturity terms, service fees and withdrawal penalties are established on a periodic basis. Deposit rates and terms are based primarily on current operating strategies and market rates, liquidity requirements, rates paid by competitors and growth goals. We rely upon personalized customer service, long-standing relationships with customers, and our favorable reputation in the community to attract and retain local deposits. We also seek to obtain deposits from our commercial loan customers.
The flow of deposits is influenced significantly by general economic conditions, changes in money market and other prevailing interest rates and competition. The variety of deposit accounts offered allows us to be competitive in obtaining funds and responding to changes in consumer demand. Based on experience, we believe that our deposits are relatively stable. However, the ability to attract and maintain deposits and the rates paid on these deposits, has been and will continue to be significantly affected by market conditions.
The following table sets forth the distribution of total deposits by account type at the dates indicated.
| At December 31, 2025 | At December 31, 2024 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | Percent | Average Rate | Amount | Percent | Average Rate | |||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||
| Negotiable Order of Withdrawal | $ | 243,798 | 29.0 | % | 0.06 | % | $ | 242,575 | 30.3 | % | 0.07 | % | ||||||||||||
| Savings | 108,483 | 12.9 | % | 0.07 | % | 110,288 | 13.8 | % | 0.10 | % | ||||||||||||||
| Money Market | 130,587 | 15.5 | % | 1.92 | % | 131,988 | 16.5 | % | 1.84 | % | ||||||||||||||
| Certificates of deposit | 268,891 | 32.0 | % | 3.37 | % | 209,856 | 26.2 | % | 3.23 | % | ||||||||||||||
| Wholesale and brokered certificates of deposit | 89,644 | 10.7 | % | 3.31 | % | 106,035 | 13.2 | % | 3.39 | % | ||||||||||||||
| Total | $ | 841,403 | 100.0 | % | 1.62 | % | $ | 800,742 | 100.0 | % | 1.63 | % |
At December 31, 2025 and December 31, 2024, the aggregate amount of all uninsured deposits (deposits in excess of the FDIC limit of $250,000 per account) was $120.9 million and $78.9 million, respectively. At December 31, 2025 and December 31, 2024, the aggregate amount of all uninsured certificates of deposit was $63.9 million and $43.2 million, respectively. At December 31, 2025 and December 31, 2024, we had no deposits that were uninsured for any reason other than being in excess of the FDIC limit.
The following table sets forth, by time remaining until maturity, the uninsured certificates of deposit at December 31, 2025.
| At December 31, 2025 | |||
|---|---|---|---|
| (Dollars in thousands) | |||
| Three months or less | $ | 11,042 | |
| Over three months through six months | 15,782 | ||
| Over six months through 12 months | 11,979 | ||
| Over 12 months | 25,092 | ||
| Total | $ | 63,895 |
Borrowings. We may obtain additional advances from the Federal Home Loan Bank of Dallas upon the security of our
capital stock in it and our one- to four-family residential real estate portfolio. We may utilize these advances for asset/liability management purposes and for additional funding for our operations. Such advances may be made under several different credit programs, each of which has its own interest rate and range of maturities. At December 31, 2025, we had $78.3 million in outstanding advances from the Federal Home Loan Bank of Dallas. At December 31, 2025, based on available collateral and our ownership of Federal Home Loan Bank of Dallas common stock, we had access to up to an additional $352 million of advances from the Federal Home Loan Bank of Dallas.